MMAT Meta Materials Inc

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 26, 2024

 

 

Meta Materials Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

Nevada			001-36247	74-3237581
(State or Other Jurisdiction of Incorporation)			(Commission File Number)	(IRS Employer Identification No.)
60 Highfield Park Dr
Dartmouth, Nova Scotia, Canada				B3A 4R9
(Address of Principal Executive Offices)				(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: 902 482-5729

 

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.001 per share		MMAT		The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
 

 

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Item 2.02.	Results of Operations and Financial Condition.

On January 26, 2024, Meta Materials Inc. (the “Company”) issued a press release providing a business update and announcing certain preliminary unaudited financial information for the fourth quarter and year ended December 31, 2023. A copy of this press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

 

Item 7.01.	Regulation FD Disclosure.

The information set forth under Item 2.02 is incorporated by reference into this Item 7.01.

The information in Items 2.02 and 7.01 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

 

Item 9.01.	Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.		Description
99.1		Press release, dated January 26, 2024.
104		Cover Page Interactive Data File (embedded within Inline XBRL document).

 

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

			META MATERIALS INC.
Date:	January 26, 2024	By:	/s/ Uzi Sasson
			Uzi Sasson President and Chief Executive Officer

 

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Exhibit 99.1

 

Meta Materials Announces Preliminary Results for The Fourth Quarter 2023

 

HALIFAX, NS / ACCESSWIRE / January 26, 2024 / Meta Materials Inc. (the “Company” or “META”) (Nasdaq: MMAT), an advanced materials and nanotechnology company, today announced preliminary results for the fourth quarter ended December 31, 2023. In the fourth quarter of 2023, total revenue was approximately $2.2 million, up 55% compared to $1.4 million in the fourth quarter of 2022, and modestly higher compared to the third quarter of 2023.

The Company is focused on driving revenue growth in 2024 across four main business lines. In authentication, META has launched two new products, QUANTUM stripe for currency and NANO protect for brand protection, along with continued work for our confidential G10 central bank customer. Following presentations at the Dubai Air Show in November 2023, META is working on multiple pre-orders for the VLEPSIS multi-gigapixel wide area motion imagery system. The Company’s NANOWEB transparent conductive films are manufactured in collaboration with Panasonic Industry. Automotive heating films to protect camera, radar and lidar sensors are being tested by leading automotive OEMs and suppliers. NANOWEB EMI shielding films for microwave and combination microwave-convection ovens are also in advanced stages of testing. META is also pursuing joint development and licensing opportunities with global battery OEMs for our NPORE nanoceramic battery separators and NCORE polymer metal composite current collectors.

“Over the past three months, we restructured the business and expanded the pipeline for sales and partnerships within four dedicated product lines, bolstered by aggressive marketing efforts. Results have already proven promising, and we are redoubling our efforts in 2024 to commercialize key products, license technology and grow revenues significantly compared to 2023,” noted Uzi Sasson, META’s President and Chief Executive Officer.

Total fourth quarter operating expenses are estimated to be approximately $16.1 million (including $1.6 million in restructuring expenses, $3.4 million in depreciation and amortization, and $0.5 million in stock-based compensation), down 35% from the $24.8 million incurred in the fourth quarter of 2022, resulting in the estimated fourth quarter 2023 loss from operations of approximately $14.9 million, well below the comparable fourth quarter 2022 operating loss of $24.0 million. An expected non-cash impairment of long-term assets, not included in the figures above, is still to be determined. As of December 31, 2023, cash and cash equivalents totaled approximately $10.3 million, compared to $10.2 million at September 30, 2023.

“A strong capital position involves reducing expenses, managing cash and seeking out opportunities to monetize non-core assets to our advantage. We are doing so by extracting value from certain intellectual property and patents related to our medical and holography applications, and in addition working with potential strategic partners to expand our product offerings. We have identified multiple potential interested parties and intend to work cooperatively with investment bankers to divest the assets at the best valuation,” noted Mr. Sasson.

 

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META expects to release fourth quarter and full year 2023 results in mid-to-late March. The preliminary estimated financial information has been prepared by, and is the responsibility of, the Company’s management. KPMG LLP, the Company’s independent registered public accounting firm, has not audited, reviewed, compiled or performed any procedures with respect to the preliminary estimated financial information provided above.

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 Stone
Vice President, Corporate Development and Communications
Meta Materials Inc.

media@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 business strategies, product development, restructuring plans and operational activities of the Company. 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 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

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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.

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v3.23.4

Document And Entity Information	Jan. 26, 2024
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Jan. 26, 2024
Entity Registrant Name	Meta Materials Inc.
Entity Central Index Key	0001431959
Entity Emerging Growth Company	false
Entity File Number	001-36247
Entity Incorporation, State or Country Code	NV
Entity Tax Identification Number	74-3237581
Entity Address, Address Line One	60 Highfield Park Dr
Entity Address, City or Town	Dartmouth
Entity Address, State or Province	NS
Entity Address, Postal Zip Code	B3A 4R9
City Area Code	902
Local Phone Number	482-5729
Entity Information, Former Legal or Registered Name	Not Applicable
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, par value $0.001 per share
Trading Symbol	MMAT
Security Exchange Name	NASDAQ

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