150,000 Non-Cash Adjustment to Fair Value of Unsecured Convertible Debentures  Metamaterial Inc. a developer of high-performance functional materials and nanocomposites, today announced restated third quarter 2020 results. Subsequent to the issuance of the previously reported financial statements for the three and nine months ended September 30, 2020 and 2019 management determined that the fair value of unsecured ...

$150,000 Non-Cash Adjustment to Fair Value of Unsecured Convertible Debentures

 Metamaterial Inc. ("Company" or "META") (CSE: MMAT) a developer of high-performance functional materials and nanocomposites, today announced restated third quarter 2020 results. Subsequent to the issuance of the previously reported financial statements for the three and nine months ended September 30, 2020 and 2019 (filed on SEDAR on November 30, 2020 ), management determined that the fair value of unsecured convertible debentures was overstated by $150,000 as at September 30, 2020 . The difference has been recorded as unrealized gain on FVTPL liabilities in the unaudited restated interim financial statements. There was no impact on the comparative figures.

The restated interim financial statements and the associated management discussion and analysis for the quarter and nine months ended September 30, 2020 are available on the Investors section of our website as well as under the Company's profile on SEDAR at www.sedar.com .

Metamaterial Inc. (formerly Continental Precious Minerals Inc.)





Amended and restated Interim condensed consolidated statements of financial position (unaudited)

[expressed in Canadian dollars]




As at

(As restated)



September 30, 2020

December 31, 2019


$

$




Assets



Current assets



Cash and cash equivalents

3,208,911

528,691

Grants receivable

487,771

242,705

Other receivables

76,071

79,072

Inventory

615,225

438,726

Prepaid expenses

461,071

365,602

HST receivable

97,932

262,512

Right-of-use assets

6,708

66,951

Total current assets

4,953,689

1,984,259

Intangible assets, net

5,796,302

6,404,812

Property and equipment, net

3,065,960

3,558,675

Total non-current assets

8,862,262

9,963,487

Total assets

13,815,951

11,947,746

Liabilities and shareholders' deficiency



Current liabilities



Trade payables

1,706,788

3,176,642

Due to related parties

333,182

345,033

Current portion of long-term debt

249,168

104,376

Current portion of deferred revenue

1,900,357

1,819,797

Derivative liability

-

1,175,056

Promissory notes

-

4,595,975

Current portion of lease liabilities

7,616

71,947

Total current liabilities

4,197,111

11,288,826

Deferred revenue

2,527,044

3,089,921

Deferred government assistance

232,207

369,221

Deferred tax liability

512,461

658,481

Unsecured convertible debentures

1,344,958

760,145

Unsecured convertible promissory note

657,448

-

Secured convertible debentures

4,891,844

-

Funding obligation

904,215

808,298

Long-term debt

3,107,099

3,139,301

Total non-current liabilities

14,177,276

8,825,367

Total liabilities

18,374,387

20,114,193




Shareholders' deficiency



Common shares

34,296,403

7,598,670

Preferred shares

-

12,748,100

Contributed surplus

5,290,939

3,753,211

Warrants

571,555

175,095

Accumulated other comprehensive loss

-349,972

-159,512

Deficit

-44,367,361

-32,282,011

Total shareholders' deficiency

-4,558,436

-8,166,447

Total liabilities and shareholders' deficiency

13,815,951

11,947,746

Metamaterial Inc. (formerly Continental Precious Minerals Inc.)








Amended and restated interim condensed consolidated statement of loss and comprehensive loss

(unaudited)





[expressed in Canadian dollars]









Three months ended September 30

Nine months ended September 30


(As restated)


(As restated)



2020

2019

2020

2019


$

$

$

$

Product sales

-

627

2,615

11,315

Development revenue

263,014

215,873

1,147,702

664,078

Revenue, net

263,014

216,500

1,150,317

675,393

Cost of goods sold

1,240

245

4,201

4,268

Gross Profit

261,774

216,255

1,146,116

671,125






Expenses (income)





Salaries and benefits

487,491

719,602

2,601,077

2,203,035

Depreciation and amortization

786,736

838,360

2,508,636

2,312,811

Travel and entertainment

1,444

81,722

89,629

305,764

Other expenses

213,825

107,947

523,402

395,716

Listing expenses

-

-

3,370,249

-

Stock exchange fees

3,750

-

7,500

-

Rent and utilities

116,050

141,594

331,110

346,252

Interest and bank charges

350,815

141,339

785,228

336,207

Consulting

306,770

97,091

665,947

323,614

Investor related expense

42,752

-

111,579

-

Research and development

159,143

215,128

384,270

524,837

Professional fees

305,876

357,856

1,148,823

544,511

Non-cash interest accretion

151,466

121,416

435,594

152,306

Share-based compensation expense

538,806

676,460

1,492,637

1,319,362

Unrealized (gain) loss on FVTPL liabilities

453,054

145,977

(655,194)

381,998

Technology license fees

-

12,130

25,885

37,962

Realized foreign currency exchange (gain) loss

8,705

(4,605)

73,212

758

Interest income

(1,827)

(236)

(8,448)

(726)

Unrealized foreign currency exchange (gain) loss

235,865

(95,741)

(214,181)

267,155

Government assistance

(147,069)

(45,671)

(297,539)

(767,280)


4,013,652

3,510,369

13,379,416

8,684,282

Net loss before tax

(3,751,878)

(3,294,114)

(12,233,300)

(8,013,157)

Income tax recovery

44,161

44,901

147,950

244,411

Net loss for the period

(3,707,717)

(3,249,213)

(12,085,350)

(7,768,746)






Other comprehensive loss, net of income taxes





Items that may be subsequently reclassified to income:





Unrealized foreign currency translation adjustment

243,637

(165,863)

(190,460)

(104,149)

Comprehensive loss for the period

(3,464,080)

(3,415,076)

(12,275,810)

(7,872,895)






Basic and diluted loss per share

(0.04)

(0.33)

(0.14)

(0.80)

Weighted average number of shares outstanding





- basic and diluted

83,597,092

9,724,476

83,597,092

9,724,476

Metamaterial Inc. (formerly Continental Precious Minerals Inc.)


Amended and restated interim condensed consolidated statement of cash flows (unaudited)

[expressed in Canadian dollars]





(As restated)


Nine months ended September 30

2020

2019


$

$




Operating activities



Net loss for the period

(12,085,350)

(7,768,746)

Add (deduct) items not affecting cash:



Government assistance

(154,582)

(767,280)

Deferred income tax recovery

(147,950)

(244,410)

Depreciation and amortization

2,508,636

2,359,308

Non-cash interest accretion

435,594

152,306

Unrealized foreign currency exchange (gain) loss

(340,771)

267,155

Interest expense

392,936

186,813

Share-based payment expense

-

25,000

Listing expenses

3,370,249

-

Unrealized (gain) loss on FVTPL liabilities

(655,194)

381,998

Change in deferred revenue

(482,317)

(669,533)

Share-based compensation expense

1,578,114

1,319,362

Net change in non-cash working capital items

(1,832,955)

408,028

Cash used in operating activities

(7,413,590)

(4,349,999)




Investing activities



Additions to intangible assets

(124,519)

(128,622)

Additions to property and equipment

(1,106,870)

(767,149)

Reverse takeover, net cash

4,174,979

-

Cash provided by (used in) investing activities

2,943,590

(895,771)




Financing activities



Proceeds from long-term debt

50,784

1,129,860

Repayment of long-term debt

(262,258)

(53,568)

Proceeds from unsecured convertible promissory notes

666,950

3,185,760

Proceeds from funding obligation

-

325,000

Proceeds from units, net

814,270

470,083

Proceeds from unsecured convertible debentures

950,000

-

Proceeds from secured convertible debentures

5,000,000

-

Payment of lease liabilities

(69,526)

(54,526)

Cash provided by financing activities

7,150,220

5,002,609




Net increase (decrease) in cash and cash equivalents

2,680,220

(243,161)

Cash and cash equivalents, beginning of the period

528,691

850,623

Cash and cash equivalents, end of the period

3,208,911

607,462




Supplemental cash flow information



Interest on debt paid

252,987

15,609

About Metamaterial Inc.

META is changing the way we use, interact with, and benefit from light and other forms of energy. META designs and manufactures advanced materials and performance functional films which are engineered at the nanoscale to control light and other forms of energy. META is an award winning Global Cleantech 100 company with products that support sustainability by doing more with less; they encompass lightweight, sustainable raw materials and processes which consume less energy and offer more performance. META has a growing patent portfolio and is currently developing new materials with diverse applications in concert with companies in the automotive, aerospace, energy, consumer electronics and medical industries. META is headquartered in Halifax, Nova Scotia and has R&D and Sales offices in London, UK and Silicon Valley. For additional information on META, please visit www.metamaterial.com

The CSE has neither approved nor disapproved the contents of this news release.

Investor inquiries:

Mark Komonoski
Director Capital Markets and IR
Metamaterial Inc.
phone: 1-877-255-8483
mark@metamaterial.com

SOURCE Metamaterial Inc.

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HydroGraph Clean Power

HydroGraph Clean Power


Overview

There's never been more attention on clean energy generation than exists today. Between the EU's push for clean energy for all Europeans, the passing of various state-level green laws throughout the US, and the US government's decision to invest $2 trillion in clean energy to support a green economy — when it comes to energy production — it's clear the future is leaning green. The goal of these initiatives is to transition our energy production from non-sustainable sources like coal, gas, and oil into more sustainable options like solar, wind, and hydroelectric.

The US government is committing to decarbonizing the power sector by 2035, with the goal of reaching net-zero carbon emissions by 2050. The UK has also followed suit by committing to cutting more than 50 percent of its emissions, which it believes could help bolster its economy through increased jobs. As governments around the world shift towards clean energy, the demand for various materials such as hydrogen and graphene is expected to rapidly increase.

HydroGraph Clean Power (CSE:HG) is a Canadian industrial materials manufacturer focused on commercializing its patented, green and cost-effective graphene and hydrogen manufacturing process. HydroGraph Clean Power's patented Synthetic Detonated Graphene (SDG) process is a clean energy production platform that produces hydrogen gas and the only synthetic detonated graphene.

SDG process

The SDG process produces identical batches of 99.8 percent of pure graphene without impurities from hydrocarbon gases. The process is cost-effective, digitally-controlled, customizable, decentralized, consistent and energy-efficient compared to other methods. More importantly, the company's graphene product can be produced on-site at an industrial scale and competitive prices.

The SDG process is a green, low-cost and low-energy process that produces virtually no emissions. The process is initially sparked from an electrode –– which requires very low energy –– and then relies on reactants to continually power the system. By enabling the energy within the hydrocarbon gases to power the system, the company can keep its energy costs low. The SDG process is also completely chemical and solvent-free resulting in low or net-zero emissions.

The company's graphene product is commercially superior to other graphene products on the market. HydroGraph Clean Power's SDG process produces one to five layers of graphene without impurities compared to conventional methods which produce less than 10 layers of graphene, often with impurities. Given the company's ability to produce high-quality graphene at low costs, HydroGraph Clean Power strongly believes that it will be able to market its graphene product at competitive prices with significant margins.

The company is positioned for strong growth in the near future with the recent commercialization of its graphene detonation chambers. The company plans to use its detonation chambers to develop advances in additive manufacturing, battery technology, conductive inks, industrial manufacturing and other applications.

HydroGraph Clean Power is expected to capitalize on graphene sales in various markets. The company's highly efficient SDG process is capable of producing consistent and customizable graphene for a variety of applications. The compact and modular detonation cylinders also allow the process to be deployed virtually anywhere resulting in significant market opportunities.

In May 2021, the company closed a private placement for gross proceeds of $6,505,000. The private placement was led by PowerOne Capital Markets Limited and Haywood Securities Inc. The funds from the financing round have been allocated towards scaling production of its SDG platform to commercialization, SDG platform automation and research and development focused on synthesizing nanotechnology products.

HydroGraph Clean Power, is led by a highly experienced management team with specialized experience in materials science. The company's technical team took part in the discovery of the detonation method at Kansas State University currently used in the SDG platform to produce graphene. HydroGraph Clean Power is the exclusive owner of the worldwide license from Kansas State University allowing it to produce valuable clean energy and nanotechnology products through their patented detonation process.

Company Highlights

  • HydroGraph Clean Power (CSE:HG) is focused on commercializing its patented, green and cost-effective graphene and hydrogen manufacturing process.
  • HydroGraph Clean Power's patented Synthetic Detonated Graphene (SDG) process is a clean energy production platform that produces hydrogen gas and the only synthetic detonated graphene at an industrial scale.
  • The company's SDG process produces identical batches of 99.8 percent of pure and graphene for a variety of applications. HydroGraph Clean Power's graphene is superior to other options on the market with very few layers and no impurities.
  • The SDG process is completely chemical and solvent-free resulting in low or net-zero emissions.
  • Led by a highly experienced management team with specialized experience in materials science - the company's technical team took part in the discovery of the detonation method currently used in the SDG platform to produce graphene.

Key Product

HydroGraph Synthetic Detonated Graphene Process

The HydroGraph Synthetic Detonated Graphene (SDG) process is a patented clean energy production platform that produces hydrogen gas and the only synthetic detonated graphene. The company's process effectively produces identical batches of 99.8 percent of pure graphene from acetylene and oxygen gas. The SDG process is cost-effective, green, digitally-controlled, customizable, decentralized, consistent and energy-efficient compared to other methods.

HydroGraph Synthetic Detonated Graphene Process

Conventional graphene mass manufacturing involves reducing multilayer graphene from mined graphite feedstock to less than 10 layers of graphene. This conventional method is complex, energy-intensive, expensive and ultimately results in an inferior graphene product with impurities. HydroGraph Clean Power's SDG process produces between one to five layers of graphene which is classified as "very few-layer graphene" with no impurities. The process enables the energy within hydrocarbon gases to also power the system which reduces the energy requirements with virtually no emissions.

The company's graphene detonation chambers have already entered commercialization. Going forward, the company plans to use its detonation chambers to develop advances in additive manufacturing, field technology, conductive inks, industrial manufacturing and other applications. The company's graphene product can be produced on-site at an industrial scale and competitive prices.

Management Team

Harold Davidson - Chief Executive Officer and Founder

Harold Davidson has more than 30 years of tech experience with Fortune 500 technology companies and in executive positions at tech start-ups. He was vice president of marketing at INToo Software Corporation which was the fastest growing and best performing TSX-V tech stock at the time. Davidson is the CEO and a director of Core Workflows Inc. which is a private technology company that provides the underlying technology for Omada. He invented, patented and helped develop a revolutionary new system of engagement (SOE) to provide businesses with a more efficient means of visualizing workflows.

David Morris - President

Dr. David Morris has been a prolific entrepreneur for over 18 years. Morris has built many businesses from the ground up and taken others through the recapitalization and restructuring process. After graduating from the University of Toronto's dentistry program, Dr. Morris founded the Morris Group of Companies. Morris has overseen its growth from a simple partnership to an organization employing more than 200 people with 2020 revenues over $100 million. As president of the Morris Group, Dr. Morris is involved in a wide range of business activities, including land and housing development, the mining sector, employment services and telecommunications.

Logan Anderson - Chief Financial Officer

Logan Anderson is a businessperson who has been an officer and director of numerous different public companies over the past 40 years. He is currently the Chief Financial Officer & Director at International Battery Metals Ltd., Chief Financial Officer, Secretary & Director at Scotch Creek Ventures, Inc., Chief Financial Officer, Secretary & Director at Ovation Science Inc. (Canada) and Chief Financial Officer & Director at InsuraGuest Technologies Inc. and Corporate Secretary of St. James Gold Corp. He is also a current member of Chartered Accountants Australia and New Zealand.

Kjirstin Breure - Chief Operating Officer

Kjirstin Breure has a 10-year background in emerging technologies and portfolio management. She was the director of operations for Frontline Crossings and the director and COO for Macht10. Kjirstin has also worked in investor relations for Omada Technologies. Her interest in technology and passion for problem-solving has led her to work primarily with tech start-ups. Breure graduated Magna Cum Laude from Arizona State University and is currently pursuing a Master's degree in Materials Science and Engineering with a specialization in nanomechanics.

Ranjith Divigalpitiya - Chief Scientific Officer

Dr. Ranjith Divigalpitiya is an adjunct research professor in the department of chemistry at Western University in Canada. He received his Bachelor of Science degree in physics from the University of Sri Jayawardanapura in Sri Lanka. He received his Master of Science degree and Ph.D. degree in solid-state physics from Simar Fraser University in Canada. He was a senior specialist and physicist at 3M Canada for more than 27 years. At 3M Canada, he invented 3M's graphene-like carbon coatings and contributed to 190 invention submissions and 20 granted US patents. He has authored more than 33 peer-reviewed papers in various areas of research, including digital x-ray imaging, electrically conducting adhesives, air and water purification, battery materials and nanoscale coatings.

Chris Sorensen - Technical Team Leader

Dr. Chris Sorensen is the Cortelyou-Rust University distinguished professor in the departments of physics and chemistry (adjunct) at Kansas State University. He received his Bachelor of Science in physics from the University of Nebraska. He received his Ph.D. from the University of Colorado. Sorensen also served in Vietnam. His areas of interest are particulate systems, light scattering and soft matter. He has nearly 300 publications and seven patents. He is a fellow of the American Physical Society, the American Association for the Advancement of Science and the American Association for Aerosol Research.

Stefan Bossmann - Lead Chemist

Dr. Stefan Bossmann is a distinguished professor in the department of chemistry at Kansas State University. He received his Bachelor of Science and Ph.D. in chemistry from the University of Saarland in Germany. He was a postdoctoral research associate at Columbia University from 1991 to 1993. He was then an assistant professor and subsequently an associate professor in the department of chemical and process engineering at the University of Karlsruhe in Germany. Bossmann received his Ph.D. in chemical and process engineering at the University of Karlsruhe. His areas of interest are organic and inorganic synthesis, nanoparticulate systems and soft matter. He has more than 200 publications and 14 patents.

Arjun Nepal - Lead Researcher

Dr. Arjun Nepal is an assistant research professor in the department of physics at Kansas State University. He received his Masters of Science in physics from the Tribhuvan University in Nepal and the University of Minnesota Duluth. He received his Ph.D. in physics from Kansas State University. He has managed research and development for the KSU/C-2D detonation method to produce graphene since 2017. He led the project to successfully produce graphene at the rate of 1 kilogram per day.

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