Meta Materials Announces Pricing of $3.4 Million Registered Direct Offering Priced At-the-Market
Meta Materials Inc. (NASDAQ:MMAT) has entered into a definitive agreement for a registered direct offering, selling 850,000 shares of common stock and warrants for gross proceeds of $3.4 million. The offering is priced at $4.04 per share, with warrants exercisable at $3.91 per share, expiring in five years.
The recent transaction involving Meta Materials Inc.'s direct offering is noteworthy for several reasons. Firstly, the capital raised, approximately $3.4 million, is significant for the company's liquidity and can be leveraged for further research, development, or expansion of operations. The choice of a registered direct offering, which is often quicker and incurs lower fees than a public offering, suggests a strategic move to minimize dilution and expenses.
However, the offering price at $4.04, which is typically at or near the current market price, can have implications for current shareholders. If the price is perceived as undervalued, it could lead to short-term stock price volatility. Additionally, the exercise price of the warrants at $3.91, which is slightly below the offering price, could indicate the investor's expectation of a stable or increasing stock price over the warrant's lifespan.
Investors should consider the potential dilutive effect of the additional 850,000 shares and warrants on earnings per share (EPS). If exercised, the warrants could further dilute the stock, but also represent potential future capital for the company. The immediate exercisability of the warrants is also a critical factor, as it can lead to a quicker dilution than if there was a vesting period.
Meta Materials Inc.'s entry into a definitive agreement for a direct offering provides insights into its market strategy and investor confidence. The company operates in the advanced materials and nanotechnology sector, which is characterized by high R&D costs and long product development cycles. The influx of capital suggests that META is likely to continue investing in technology innovation, which could strengthen its competitive position in the long term.
It is also essential to evaluate the investor's perspective. A single institutional investor's commitment can be interpreted as a strong vote of confidence in META's future prospects. This could potentially attract other investors and positively influence the stock's market perception.
The long-term impact on the stock will depend on how effectively META utilizes the proceeds. If the funds are channeled into projects that lead to revenue-generating products or efficiency gains, the stock could see upward momentum. Conversely, if the investment fails to generate the expected returns, there could be negative pressure on the stock price.
The legal aspects of the registered direct offering by Meta Materials Inc. are crucial for compliance and investor relations. The offering being 'priced at-the-market' under Nasdaq rules indicates adherence to regulatory standards, which helps in maintaining investor trust. Additionally, the definitive agreement structure provides a clear legal framework for both META and the institutional investor, outlining the rights and obligations associated with the sale of shares and warrants.
It is important for stakeholders to understand the legal implications of the warrants, such as the conditions under which they can be exercised and the impact of their expiration five years from the date of issuance. These terms can affect the company's share structure and should be carefully evaluated for their potential influence on shareholder value.
02/20/2024 - 08:00 AM
HALIFAX, NS / ACCESSWIRE / February 20, 2024 / Meta Materials Inc. (the "Company" or "META") (NASDAQ:MMAT), an advanced materials and nanotechnology company, today announced that it has entered into a definitive agreement with a single institutional investor for the purchase and sale of 850,000 shares of its common stock (or common stock equivalents in lieu thereof) and warrants to purchase up to 850,000 shares of common stock at a combined purchase price of $4.04 per share pursuant to a registered direct offering priced at-the-market under Nasdaq rules, for gross proceeds of approximately $3.4 million , before deducting placement agent commissions and other offering expenses. The warrants will have an exercise price of $3.91 per share, will be exercisable immediately and will expire five years from the date of issuance.
The closing of the offering is expected to occur on or about February 21, 2024, subject to the satisfaction of customary closing conditions. The Company intends to use the net proceeds from the offering for the expansion of its technology commercialization and sales efforts (specifically in bank note and brand authentication, NPORE® and NCORE™ technologies for Li-ion battery applications, NANOWEB® transparent conductive films for automotive and consumer electronics applications, and VLEPSIS® systems for wide area motion imagery), as well as for general corporate purposes.
A.G.P./Alliance Global Partners is acting as the sole placement agent for the offering.
The securities are being offered pursuant to a shelf registration statement on Form S-3 (File No. 333-268282), originally filed with the Securities and Exchange Commission (the "SEC") on November 10, 2022, which was declared effective by the SEC on November 18, 2022. The offering is being made only by means of a written prospectus and accompanying prospectus supplement, forming a part of the effective registration statement to be filed with the SEC and available on the SEC's website at www.sec.gov . Copies of the final prospectus supplement and the accompanying prospectus may also be obtained from A.G.P./Alliance Global Partners, 590 Madison Avenue, 28th Floor, New York, NY 10022, by telephone at (212) 624-2060, or by email at prospectus@allianceg.com .
The Company has also agreed that certain existing warrants to purchase up to an aggregate of 324,075 shares of common stock (the "amended warrants") at an exercise price of $9.50 per share with a termination date of June 6, 2029 will be amended, effective upon June 6, 2024, to have a reduced exercise price equal to the minimum price for Nasdaq purposes on such date. The other terms of the amended warrants will remain unchanged.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy any of the securities described herein. There shall not be any offer, solicitation of an offer to buy, or sale of securities in any state or jurisdiction in which such an offering, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
About Meta Materials Inc.
Meta Materials Inc. (META) is an advanced materials and nanotechnology company. We develop new products and technologies using innovative sustainable science. Advanced materials can improve everyday products that surround us, making them smarter and more sustainable. META® technology platforms enable global brands to develop new products to improve performance for customers in aerospace and defense, consumer electronics, 5G communications, batteries, authentication, automotive and clean energy. Learn more at www.metamaterial.com .
Media and Investor Inquiries
Rob Stonemedia@metamaterial.com ir@metamaterial.com
Forward Looking Information
This press release includes forward-looking information or statements within the meaning of Canadian securities laws and within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995, regarding the Company, which may include, but are not limited to, statements with respect to the offering of the securities described herein, the closing of the offering, and the use of proceeds therefrom. Often but not always, forward-looking information can be identified by the use of words such as "pursuing", "potential", "predicts", "projects", "seeks", "plans", "expect", "intends", "anticipated", "believes" or variations (including negative variations) of such words and phrases, or statements that certain actions, events or results "may", "could", "should", "would" or "will" be taken, occur or be achieved. Such statements are based on the current expectations and views of future events of the management of the Company and are based on assumptions and subject to risks and uncertainties. Although the management of the Company believes that the assumptions underlying these statements are reasonable, they may prove to be incorrect. The forward-looking events and circumstances discussed in this release may not occur and could differ materially as a result of known and unknown risk factors and uncertainties affecting the Company, the capabilities of our facilities, research and development projects of the Company, the total available market and market potential of the products of the Company, the market position of the Company, the need to raise more capital and the ability to do so, the scalability of the Company's production ability, capacity for new customer engagements, material selection programs timeframes, the ability to reduce production costs, enhance metamaterials manufacturing capabilities and extend market reach into new applications and industries, the ability to accelerate commercialization plans, the possibility of new customer contracts, the continued engagement of our employees, the technology industry, market strategic and operational activities, and management's ability to manage and operate the business. More details about these and other risks that may impact the Company's businesses are described under the heading "Forward-Looking Information" and under the heading "Risk Factors" in the Company's Form 10-K filed with the SEC on March 23, 2023, in the Company's Form 10-K/A filed with the SEC on March 24, 2023, in the Company's Form 10-Q filed with the SEC on May 12, 2023, in the Company's Form 10-Q filed with the SEC on August 9, 2023, in the Company's Form 10-Q filed with the SEC on November 13, 2023, and in subsequent filings made by Meta Materials with the SEC, which are available on SEC's website at www.sec.gov . Although the Company has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results to differ from those anticipated, estimated or intended. Accordingly, readers should not place undue reliance on any forward-looking statements or information. No forward-looking statement can be guaranteed. Except as required by applicable securities laws, forward-looking statements speak only as of the date on which they are made and the Company does not undertake any obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise, except to the extent required by law.
SOURCE: Meta Materials Inc.
press release on accesswire.com
The ticker symbol for Meta Materials Inc. is MMAT.
The company is selling 850,000 shares of common stock in the offering.
The purchase price per share in the offering is $4.04.
The warrants have an exercise price of $3.91 per share.
The warrants will expire five years from the date of issuance.
