What is behind the fall of Torchlight Energy Resources Inc. (NASDAQ: TRCH) stock?

Torchlight Energy Resources, Inc. (NASDAQ: TRCH), a growth oil and gas exploration company specializing in the acquisition and development of highly profitable domestic oil fields, announced that it is working to conclude the regulatory requirements, essential to consummate the prior announcement of a business combination between Torchlight Energy Resources, Inc. And Metamaterial Inc. (“Metamaterial”).

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Proxy statement by Torchlight will inform the public about the meeting date and record the date for the special meeting. The record date will determine the TRCH shareholders receiving a dividend of the prior declared Series A Preferred Stock, which will entitle the shareholders to received dividends linked with the sale of TRCH oil and gas assets. Metamaterial shareholders have approved the special resolution in connection to the Arrangement at Metamaterial’s annual general and special meeting.

At last check-in current trading, shares of Torchlight Energy Resources Inc. (TRCH) were down -3.00% at $2.05.  Torchlight Energy Resources Inc.’s stock finished last trading session at $2.12. In the past 12 months, the company’s stock has advanced 412.73%, and in the last week, the stock has moved up 16.53%.

Torchlight Energy and Metamaterial Partnership

Torchlight has given a loan of US$10,000,000 to Metamaterial evidenced by an unsecured convertible promissory note. The promissory note requires 8% interest to be paid per annum, with the unpaid principal amount and interest paid in an accumulated payment.

If the Agreement is terminated or is not fulfilled in accordance with the conditions, Torchlight may use the right to convert all or a part of the principal amount and any accrued but unpaid interest under the Promissory Note into META common shares, with a conversion rate of $2.80 per Common Share.

In addition, if the agreement remains incomplete, META will be required to pay to Torchlight the total unpaid balance of the principal and interest under the Promissory Note, to the extent not converted into Common Shares, at the maturity period.

META is expected to use almost US$5,000,000 of the capital from the loan to fast-track its acquisition of specific and to diversify its product line, as well as increasing its production capabilities. The remaining proceeds will be used for general corporate purposes as well as working capital for the company.


TRCH reduced investor interest after the announcement about working to finish regulatory requirements to consummate the business combination. The extension in time combined with uncertainty has reduced investor interest with TRCH stock plummeting immensely.


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