Each exchangeable share may be exchanged at the election of the holder for one share of our common stock. The approval of the Ontario Superior Court of Justice. The issuance of theĮxchangeable shares was not registered under the Securities Act of 1933, as amended (the Securities Act), and was issued in reliance upon the exemption from registration provided by section 3(a)(10) of the Securities Act on the basis of (Metamaterial) to Metamaterial shareholders who made a valid election to receive exchangeable shares of Exchangeco in lieu of receiving shares of our common stock. Outstanding common shares of Metamaterial Inc. The exchangeable shares were issued by Exchangeco in connection with our acquisition (the ∺rrangement) of all of the issued and ![]() Is referred to in this prospectus as ∾xchangeco. We refer to the exchangeable shares of Exchangeco as the exchangeable shares and to Meta Materials Inc. Relates to shares of our common stock, par value $0.001 per share, that we may issue, from time to time, upon exchange, retraction or redemption of exchangeable shares of Metamaterial Exchangeco Inc., a wholly-owned Canadian subsidiary of ours that If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition periodįor complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of Securities Act. Growth company in Rule 12b-2 of the Exchange Act. See the definitions of large accelerated filer, accelerated filer, smaller reporting company, and emerging Non-accelerated filer, or a smaller reporting company. Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a filed to register additional securities or additional classes of securities pursuant to Rule 413(b) under the Securities Act, check the following Is a post-effective amendment to a registration statement filed pursuant to General Instruction I.D. or a post-effective amendment thereto that shallīecome effective upon filing with the Commission pursuant to Rule 462(e) under the Securities Act, check the following box: ☐ If this Form is a registration statement pursuant to General Instruction I.D. List the Securities Act registration statement number of the earlier effective registration statement for the same offering: ☐įorm is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and Under the Securities Act of 1933, other than securities offered only in connection with dividend or interest reinvestment plans, check the following box: ☒ If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 If the only securities being registered on this Form are being offered pursuant to dividend or interest reinvestment plans, please check the following (State or other jurisdiction of incorporation or organization)Īddress and telephone number, including area code, of agent for service)Īpproximate date of commencement of proposed sale to the public: From time to time after this registration statement becomes effective. (Exact name of registrant as specified in its charter) ![]() The company design and fabricate materials with new functionalities, delivering breakthrough performance for applications across a range of industries.As filed with the Securities and Exchange Commission on August 25, 2021 Metamaterials have the ability to manipulate light, heat, and other forms of electromagnetic waves in ways not found in nature. META is a developer of high-performance functional materials and nanocomposites.
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