Meta Materials Inc. Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2020-12-23: Form 8-K; Period of report 2020-12-23; Description 8.01 Other Events; Details 8.01.
- 2020-12-15: Form 8-K; Period of report 2020-12-15; Description 8.01 Other Events; Details 8.01.
- 2020-12-14: Form 8-K; Period of report 2020-12-14; Description 1.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities; 8.01 Other Events; Details 1.01.
- 2020-11-30: Form 8-K; Period of report 2020-11-30; Description 8.01 Other Events; Details 8.01.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2020-12-23 | 8-K | 2020-12-23 | 8.01 Other Events | 8.01 As previously disclosed in the current report on Form 8-K filed on December 14, 2020, on that date, Torchlight Energy Resources, Inc. (“Torchlight”) entered into an Arrangement Agreement (the “Agreement”) with Metamaterial Inc., an Ontario corporation headquartered in Nova Scotia, Canada (“Metamaterial”), to acquire all of the outstanding common shares of Metamaterial by way of a statutory plan of arrangement under the Business Corporations Act (Ontario), on and subject to the terms and conditions of the Agreement. | form_8-k.htm |
| 2020-12-15 | 8-K | 2020-12-15 | 8.01 Other Events | 8.01 As previously disclosed in the current report on Form 8-K filed on December 14, 2020, on that date, Torchlight Energy Resources, Inc. (“Torchlight”) entered into an Arrangement Agreement (the “Agreement”) with Metamaterial Inc., an Ontario corporation headquartered in Nova Scotia, Canada (“Metamaterial”), to acquire all of the outstanding common shares of Metamaterial by way of a statutory plan of arrangement under the Business Corporations Act (Ontario), on and subject to the terms and conditions of the Agreement. | form-8k.htm |
| 2020-12-14 | 8-K | 2020-12-14 | 1.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities; 8.01 Other Events | 1.01 Entry into a Material Definitive Agreement. 3.02 The disclosure under Item 1.01 of this current report on Form 8-K relating to the Agreement and the issuance of the shares of common stock of Torchlight and the Exchangeable Shares is incorporated herein by reference. 8.01 On December 14, 2020, the Company issued a press release announcing the signing of the Agreement. | form-8k.htm |
| 2020-11-30 | 8-K | 2020-11-30 | 8.01 Other Events | 8.01 On November 30, 2020, Torchlight Energy Resources, Inc. (“Torchlight”) and Metamaterial Inc. (“Metamaterial”) announced the extension of their non-binding letter of intent to December 11, 2020. | trch_8k.htm |
| 2020-11-16 | 8-K | 2020-11-11 | 3.02 Unregistered Sales of Equity Securities | 3.02 Reference is made to the disclosure set forth above under the second paragraph under Item 1.01 of this current report, which disclosure is incorporated herein by reference. | form_8k.htm |
| 2020-11-03 | 8-K/A | 2020-11-02 | 8.01 Other Events | 8.01 On November 2, 2020, Torchlight Energy Resources, Inc. (“Torchlight”) and Metamaterial Inc. (“Metamaterial”) announced the extension of their non-binding letter of intent to November 30, 2020. | form-8k.htm |
| 2020-11-02 | 8-K | 2020-11-02 | 8.01 Other Events | 8.01 On November 2, 2020, Torchlight Energy Resources, Inc. (“Torchlight”) and Metamaterial Inc. (“Metamaterial”) announced the extension of their non-binding letter of intent to November 30, 2020. | form-8k.htm |
| 2020-10-27 | 8-K | 2020-10-26 | 5.07 Submission of Matters to a Vote of Security Holders | form-8k.htm | |
| 2020-09-23 | 8-K | 2020-09-18 | 1.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities; 8.01 Other Events | 1.01 Entry into a Material Definitive Agreement. 3.02 Reference is made to the disclosure set forth above under the subheading “Loan from McCabe Petroleum Corporation” under Item 1.01 of this current report, which disclosure is incorporated herein by reference. 8.01 On September 20, 2020, we entered into a non-binding letter of intent (“LOI”) with Metamaterial Inc., an Ontario business corporation headquartered in Nova Scotia, Canada (“Metamaterial”), for a proposed business combination transaction. | form-8k.htm |
| 2020-08-13 | 8-K | 2020-08-13 | 1.01 Entry into a Material Definitive Agreement | 1.01 Entry into a Material Definitive Agreement. | form-8k.htm |
| 2020-08-05 | 8-K | 2020-08-04 | 8.01 Other Events | 8.01 As previously disclosed in our current report filed on November 25, 2019, on November 21, 2019 we received a letter from the Listing Qualifications Staff of The Nasdaq Stock Market advising us that the staff had determined that we no longer meet the requirement of Listing Rule 5550(a)(2) which requires us to maintain a minimum bid price of $1 per share. | trch_8k-18082.htm |
| 2020-07-20 | 8-K | 2020-07-20 | 1.01 Entry into a Material Definitive Agreement | 1.01 Entry into a Material Definitive Agreement. | trch_8k-18069.htm |
| 2020-07-16 | 8-K | 2020-07-15 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On July 15, 2020, we entered into new one-year employment agreements with each of John Brda, our President and Chief Executive Officer, and Roger Wurtele, our Chief Financial Officer. | form-8k.htm |
| 2020-06-16 | 8-K | 2020-06-16 | 8.01 Other Events | 8.01 On June 16, 2020, Torchlight Energy Resources, Inc. (the “Company”) issued a press release announcing the closing of its previously announced registered direct offering of shares of common stock at a price of $0.38 per share. | trch_8k-18031.htm |
| 2020-06-15 | 8-K/A | 2020-06-12 | 9.01 Financial Statements and Exhibits | trch_8ka-18026.htm | |
| 2020-06-12 | 8-K | 2020-06-12 | 1.01 Entry into a Material Definitive Agreement; 8.01 Other Events | 1.01 On June 12, 2020, Torchlight Energy Resources, Inc. (“we,” “us” or “our”) entered into a Securities Purchase Agreement with an institutional investor, relating to the issuance and sale in a registered direct public offering of 7,894,737 shares of our common stock, par value $0.001 per share, at a price of $0.38 per share for total gross proceeds of approximately $3,000,000. 8.01 On June 12, 2020, we issued a press release announcing the pricing terms of the offering. | trch_8k-18023.htm |
| 2020-05-20 | 8-K | 2020-05-20 | 8.01 Other Events | 8.01 On May 20, 2020, Torchlight Energy Resources, Inc. (the “Company”) issued a press release announcing that it had closed its previously announced underwritten public offering of shares of common stock at a public offering price of $0.34 per share. | trch_8k-18007.htm |
| 2020-05-18 | 8-K | 2020-05-18 | 1.01 Entry into a Material Definitive Agreement; 7.01 Regulation FD Disclosure | 1.01 On May 18, 2020, Torchlight Energy Resources, Inc. (“we,” “us” or “our”) entered into an Underwriting Agreement with ThinkEquity, a division of Fordham Financial Management, Inc., as underwriter, relating to the issuance and sale in an underwritten public offering of 3,000,000 shares of our common stock, par value $0.001 per share, plus an additional 450,000 shares through the over-allotment option which the underwriter exercised on that same date. 7.01 On May 18, 2020, we issued a press release announcing the pricing terms of the offering. | trch_8k-18005.htm |
| 2020-05-12 | 8-K | 2020-05-06 | 3.02 Unregistered Sales of Equity Securities | 3.02 On May 6, 2020, we issued 1,630,434 restricted shares of common stock to an investor for the purchase price of $750,000. | trch_8k-17992.htm |
| 2020-04-29 | 8-K | 2020-04-29 | 8.01 Other Events | 8.01 We are unable to meet the filing deadline for our Form 10-Q for the quarter ended March 31, 2020 due to circumstances related to COVID-19. | trch_8k-17973.htm |
| 2020-04-27 | 8-K | 2020-04-24 | 1.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities; 8.01 Other Events | 1.01 Entry into a Material Definitive Agreement. 3.02 In connection with the amendments to the promissory notes referenced in Item 1.01 of this current report, which disclosure is incorporated herein by reference, we provided such lenders the right to convert the principal and interest under such promissory notes into our common stock, as referenced in Item 1.01. 8.01 On April 21, 2020, Torchlight Energy Resources, Inc. entered into agreements to amend two convertible promissory notes that were originally issued on February 11, 2019, which notes presently have a total of $2,000,000 in principal outstanding. | trch_8k-17971.htm |
| 2020-04-07 | 8-K | 2020-04-07 | 8.01 Other Events | 8.01 On April 7, 2020, Torchlight Energy Resources, Inc. and one of its noteholders agreed to a short-term extension of the maturity dates on two promissory notes that have a total of $8,500,000 in outstanding principal, extending the notes from April 10, 2020 to April 20, 2020. | torchlight_8k-17959.htm |
| 2020-03-10 | 8-K | 2020-03-09 | 1.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets | 1.01 Entry into a Material Definitive Agreement. 2.01 Reference is made to the disclosure set forth above under Item 1.01 of this current report, which disclosure is incorporated herein by reference. | trch_8k-17902.htm |
| 2020-02-20 | 8-K | 2020-02-19 | 8.01 Other Events | 8.01 On February 19, 2020, Torchlight Energy Resources, Inc. and one of its noteholders agreed to an extension of the maturity date on a $4,000,000 promissory note, extending it from April 10, 2020 to April 10, 2021. | trch_8k-17886.htm |
| 2020-01-16 | 8-K | 2020-01-16 | 8.01 Other Events | 8.01 On January 16, 2020, Torchlight Energy Resources, Inc. (the “Company”) issued a press release announcing that it had closed its previously announced underwritten public offering of shares of common stock at a public offering price of $0.70 per share. | trch_8k-17863.htm |
| 2020-01-14 | 8-K | 2020-01-14 | 1.01 Entry into a Material Definitive Agreement; 7.01 Regulation FD Disclosure | 1.01 On January 14, 2020, Torchlight Energy Resources, Inc. (“we,” “us” or “our”) entered into an Underwriting Agreement with Aegis Capital Corp., as underwriter, relating to the issuance and sale in an underwritten public offering of 3,285,715 shares of our common stock, par value $0.001 per share. 7.01 On January 13, 2020, we issued a press release announcing the public offering, and on January 14, 2020, we issued a press release announcing the pricing terms of the public offering. | trch_8k-17861.htm |
| 2020-01-03 | 8-K | 2020-01-02 | 3.02 Unregistered Sales of Equity Securities | 3.02 On January 2, 2020, we sold 1,666,667 restricted shares of common stock to an individual investor for a total purchase price of $1,000,000, in a private offering. | trch_8k-17855.htm |