Register for free to join our community of investors and share your ideas. You will also get access to streaming quotes, interactive charts, trades, portfolio, live options flow and more tools.
The u3 halt should never have happened now show us the share count!.
The company has "shown you the share count" many times. It's 165,472,721 shares, not counting the 40 million share offering, because the relative S-1 has not yet been deemed effective.
You should consider reading the SEC filings. Yes, they're boring, but they contain actual information.
There still trying to block the share count, isn't that enough to open investigations.
What?? That makes no sense. Next Bridge has filed three S-1s since its creation as a spinoff of TRCH. The first one, which is NOT the one that was withdrawn the other day, registered the Next Bridge stock issued to the Series A Preferred stock in Meta Materials in late 2022. THAT S-1 was filed on 15 July 2022:
https://www.sec.gov/Archives/edgar/data/1936756/000119312522194228/d302576ds1.htm
Here are all the related documents:
https://www.sec.gov/Archives/edgar/data/1936756/000119312522194228/0001193125-22-194228-index.htm
165,523,363 shares of our Common Stock owned by Meta, which will be 100% of our Common Stock issued and outstanding immediately prior to the Distribution.
Each holder of Series A Preferred Stock will receive one share of our Common Stock for every one (1) share of Series A Preferred Stock held on the Record Date. The distribution agent will distribute only whole shares of our Common Stock in the Distribution. Shares of Common Stock that remain held by Meta following the Distribution, if any, shall be cancelled immediately after the Spin-Off.
https://www.sec.gov/Archives/edgar/data/1936756/000119312522194228/d302576ds1.htm
The S-1 received several comment letters from the SEC, which you can read at Edgar. In the fourth and final amendment, filed on 9 November, the 165,523,363 number had not changed. It was equal to the amount of Series A Preferred (MMTLP) stock issued by MMAT.
https://www.sec.gov/Archives/edgar/data/1936756/000119312522281275/d302576ds1a.htm
On 18 November 2022, the SEC deemed the S-1 effective. That meant the stock was registered, and could be distributed to the MMTLP holders as a spinoff. BUT it was made clear in the prospectus that the Next Bridge stock would not be publicly traded. This is the notice of effectiveness:
https://www.sec.gov/Archives/edgar/data/1936756/999999999522003344/xslEFFECTX01/primary_doc.xml
In the meanwhile, some MMAT/MMTLP shareholders were working up a story involving Shorty, dreaming that there were by then BILLIONS AND BILLIONS of MMTLP shares in the market, and so there ought to be a giant short squeeze, familiarly known as a "MOASS" since the early 2000s. FINRA made sure that didn't happen. It saw potential problems with trading and settlement, given that the MMTLP shares were set for cancellation just before the Next Bridge stock, which would not be tradable, was issued. There was nothing wrong with that.
And so 165,523,363 shares of Next Bridge were registered by 18 November 2022, and were distributed to MMTLP holders. Of course, anyone who'd sold his MMTLP stock before it was cancelled would not receive any Next Bridge shares.
BUT--and it seems to me this is something many don't understand--ONLY THE COMPANY can issue stock. There were never More than 165,523,363 shares of MMTLP, and, consequently, of Next Bridge.
The second S-1 was originally filed on 23 January 2023:
https://www.sec.gov/Archives/edgar/data/1936756/000119983523000041/0001199835-23-000041-index.htm
https://www.sec.gov/Archives/edgar/data/1936756/000119983523000041/nbh-s1.htm
Its purpose was to offer and sell 40,000,000 shares of Next Bridge stock to accredited investors. In the process, those shares would be registered and added to the shares outstanding:
Number of shares outstanding before the offering: 165,472,721 shares of common stock.
Number of shares outstanding after the offering if all the shares are sold: 205,472,721 shares of common stock.
So as you can see, when the second S-1 was filed, Next Bridge's shares outstanding had dropped by 50,642 shares. I have no idea why.
The third S-1 was filed with the Commission on July 26, 2023:
https://www.sec.gov/Archives/edgar/data/1936756/000119983523000396/0001199835-23-000396-index.htm
Its purpose is to sell rights to purchase shares in a future Next Bridge spinoff called, for the purposes of the S-1, "Newco". Read the whole thing, if you're really interested. This is a summary:
NBH is distributing, at no charge, to eligible holders of shares of NBH common stock as of the close of business on , 2023, which date the Company may extend in its sole discretion (the "record date"), non-transferable subscription rights to acquire shares of Newco common stock. NBH will distribute to each eligible holder of its common stock that is registered with the Company’s transfer agent as of the record date and maintains such registration for a period of 180 days thereafter, which period may be shortened by the Company in its sole discretion (the “holding period”) one subscription right for each full common share owned by that stockholder and directly registered with the Company’s transfer agent as of the record date. Each subscription right will entitle the holder to acquire from NBH one share of Newco common stock.
As with the Next Bridge stock some MMAT share holders already own:
It is currently anticipated that the Newco common stock will not be listed for trading on any stock exchange or market nor will the shares of Newco common stock be eligible for electronic transfer through the Depository Trust Company (“DTC”) or any other established clearing corporation. Accordingly, there would not be any public trading market for the Newco common stock, nor is there any expectation at this time for a public market to develop.
https://www.sec.gov/Archives/edgar/data/1936756/000119983523000396/nbh-forms_1.htm
In the first amendment to the third S-1, filed on 14 September 2023, the company clarifies the size of the offering:
Up to 248,830,516 Subscription Rights to Receive Shares of Common Stock of Future Subsidiary
https://www.sec.gov/Archives/edgar/data/1936756/000119983523000480/nbh-forms_1.htm
On 30 October 2023, Next Bridge filed the second amendment to that S-1, the rights agreement:
https://www.sec.gov/Archives/edgar/data/1936756/000119983523000532/0001199835-23-000532-index.htm
https://www.sec.gov/Archives/edgar/data/1936756/000119983523000532/nbh-forms_1.htm
On 1 December, Next Bridge filed the third amendment to the rights agreement:
https://www.sec.gov/Archives/edgar/data/1936756/000119983523000590/0001199835-23-000590-index.htm
https://www.sec.gov/Archives/edgar/data/1936756/000119983523000590/nbh-forms_1.htm
On 22 December, Next Bridge filed the first amendment to its earlier S-1, the one for the proposed sale of 40 million shares of stock to accredited investors:
https://www.sec.gov/Archives/edgar/data/1936756/000119983523000590/nbh-forms_1.htm
https://www.sec.gov/Archives/edgar/data/1936756/000119983523000625/nbh-forms_1a.htm
On 25 January, 2024, Next Bridge filed the second amendment to the offering of 40 million shares: But on the page showing the list of documents, the company mistakenly calls it the first amendment, not the second.
https://www.sec.gov/Archives/edgar/data/1936756/000119983524000050/0001199835-24-000050-index.htm
On the page with the principal document for the S-1, it's correctly called the second amendment:
https://www.sec.gov/Archives/edgar/data/1936756/000119983524000050/nbh-forms_1a.htm
And then on 6 February, it filed the third amendment to the S-1 for the offering of 40 million shares:
https://www.sec.gov/Archives/edgar/data/1936756/000119983524000066/0001199835-24-000066-index.htm
https://www.sec.gov/Archives/edgar/data/1936756/000119983524000066/nbh-forms_1a.htm
Finally, on 8 February 2024, Next Bridge asked the SEC to withdraw one of the S-1s. It said:
Next Bridge Hydrocarbons, Inc. (the “Registrant”) filed the above-referenced registration statement on Form S-1 (the “Registration Statement”); the latest amendment was filed on December 1, 2023. Pursuant to Rule 477 under the Securities Act of 1933, as amended (“Securities Act”), the Registrant hereby requests that the Registration Statement, together with its amendments and exhibits, be withdrawn at your earliest convenience.
https://www.sec.gov/Archives/edgar/data/1936756/000119983524000072/form_rw.htm
The registration statement amended on 1 December was the rights agreement, not the offering of 40 million shares. The rights agreement has to do with a NEW subsidiary of the company, not anything connected to the 40 million share offering.
And in fact McCabe made that perfectly clear in his press release:
As to the Company’s S-1 registration statement regarding the subscription rights to receive common stock in a future subsidiary, Greg McCabe, Next Bridge’s chairman and CEO, commented, “The SEC has requested that we withdraw our registration statement at this time and file a new registration statement in the future following formation of the subsidiary and the completion of full audited financials of such subsidiary. Next Bridge has made the necessary filings to commence the requested withdrawal and is considering if Next Bridge will refile a new registration statement with the SEC’s requirements.
https://assets-global.website-files.com/6169e69d0075ec7c66221a8b/65c4fc6719f5a246d32e6059_NBH%20-%20Press%20Release%20(Withdrawal)%20Exhibit%2099.1%20vF%202-8-24.pdf
And nothing at ALL to do with MMTLP. Neither Next Bridge nor Meta has objected to what happened when the MMTLP Series A preferred spinoff was distributed, or when the 165 million Next Bridge shares were distributed.
Apparently the SEC objects to something about the rights agreement. I am not gonna take the time to read all this stuff to try to find out what that is.
It isn't clear to me why there's been a delay with the effectiveness of the 40 million share offering, but perhaps that will happen soon.
Hope this is clear. I'd pull it together in a different way, but it's Friday night.
Who "modified" the corporate action finra or ???.
Are broker dealers trading off exchange because they need Your shares?
The u3 halt should never have happened now show us the share count!. You have had more then unequal time in this matter stop dragging your feet.
There still trying to block the share count, isn't that enough to open investigations. I like what the company is doing and would like to see a furtherance of community and company driven think tanks. Who is really being non compliant?
You won't. They've withdrawn the filing entirely. The SEC did not ask for another amendment. They asked the company to withdraw the filing, and try again when they can do it properly.
The SEC is rarely so... insistent about an S-1.
Hope to see s-1 number 4 real soon
They could be arranging cpa people familiar with blockchain
Unhappy with a share count most likely
selling oil prospecting lots
OMIGOD!! I am absolutely astonished:
As to the Company’s S-1 registration statement regarding the subscription rights to receive common stock in a future subsidiary, Greg McCabe, Next Bridge’s chairman and CEO, commented, “The SEC has requested that we withdraw our registration statement at this time and file a new registration statement in the future following formation of the subsidiary and the completion of full audited financials of such subsidiary. Next Bridge has made the necessary filings to commence the requested withdrawal and is considering if Next Bridge will refile a new registration statement with the SEC’s requirements.
https://assets-global.website-files.com/6169e69d0075ec7c66221a8b/65c4fc6719f5a246d32e6059_NBH%20-%20Press%20Release%20(Withdrawal)%20Exhibit%2099.1%20vF%202-8-24.pdf
Seriously? They want to recreate the MMTLP mess? And do they realize that the SEC is very, very unhappy with them?
That PR was dated 8 February. And on the same day, they withdrew the registration statement:
https://www.sec.gov/ixviewer/ix.html?doc=/Archives/edgar/data/1936756/000119983524000074/form_8k.htm
And for more fun, today they announced that they'd fired their auditor, BF Borgers:
https://www.sec.gov/ixviewer/ix.html?doc=/Archives/edgar/data/1936756/000119983524000087/form_8k.htm
Good lord!
The report of BF Borgers CPA PC on the Company’s financial statements for the years ended December 31, 2022 and 2021 did not contain an adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope, or accounting principles, but the report of BF Borgers CPA PC contained an emphasis of a matter paragraph which indicated conditions existed which raised substantial doubt about our ability to continue as a going concern. During the years ended December 31, 2022 and 2021, there were no: (1) disagreements (as defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions) between the Company and BF Borgers CPA PC on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedures, which disagreement if not resolved to the satisfaction of BF Borgers CPA PC would have caused BF Borgers CPA PC to make reference thereto in its reports on the financial statements for such years, or (2) reportable events (as described in Item 304(a)(1)(v) of Regulation S-K).
https://www.sec.gov/ixviewer/ix.html?doc=/Archives/edgar/data/1936756/000119983524000087/form_8k.htm
The letter from Borgers:
https://www.sec.gov/Archives/edgar/data/1936756/000119983524000087/nbhi_ex16-1.htm
What on earth are "the wishes of the S-1"? An S-1 is a registration statement you file when you want to register stock so it may be sold in a public offering.
Told them to follow wishes of the s-1, "This explains for you what you need to know on this transfer process" to AST. Don't believe there was a charge $$ to the account.
And they managed to convince Landlord to GIVE META 500k for renos which they did not pay to MRS so both landlord is out more money that was ever even paid on Rent. Quite the negotiations LOL
Oh dear!! All Nova Scotia has a new story about Meta. Seems M.R.S. Construction Limited, the contractors who renovated the company's headquarters in Dartmouth that Meta recently left, is suing for more than $1 million for breach of contract..
https://www.allnovascotia.com/headlines?lineup=business&story_key=MTcxMzEz
Transfer complete with ast/eq. Drs/Book entry only no paper certs.
I think the QUANTUM™ stripe is kind of cool...
And on another topic, they're apparently developing a non-invasive continuous glucose monitor. It seems they thought they'd have it ready by 2018, but were unable to meet that deadline. They don't say why:
https://gluco-wise.com
Trouble is, in the past three or four years, several medical device companies--Dexcom is the oldest; Freestyle Libre has been catching up, and there are others--have developed continuous glucose monitors; you've probably seen the TV commercials. They aren't completely "non-invasive", but you don't have to poke your finger every time you test. You only have to stick the probe on your arm once every two weeks. The Meta product evidently tests by squeezing the skin between thumb and forefinger. My guess is that the problem that's delaying it is inaccuracy. Freestyle Libre has accuracy problems.
You do have to squeeze it on your hand or earlobe. That is not really as "discreet" as many would like. With Dexcom, all you need to do is look at your cellphone. Your glucose level is transmitted continuously. I suspect this is the solution that will appeal to most people, even though it features a needle.
So we'll see, but...
its a dollar store LOL except they make money
Even more puzzlingly, at the company's website, it seems they're saying they're in EIGHT lines of business: Aerospace and defense; 5G communications; automotive; brand protection; banknote and government IDs; consumer electronics (the NANOWEB stuff); energy; and medical.
https://metamaterial.com
I would argue that 4 lines of business for this massive money loser is not "Refocussing" might be time to sell off some assets and lines of business and "REFOCUS" and not going CH 11 with maybe 2 lines of business. 4 lines of business seems like too much
fwiw:
💥META MATERIALS RESPONDS TO QUESTIONS REGARDING ADVERTIZEMENTS OF HALIFAX BUILDING FOR LEASE.
— JunkSavvy (@JunkSavvy) February 12, 2024
From Rob Stone, Investor Relations:
"We restructured our business to focus on four core business units (authentication, battery materials, VLEPSIS and NANOWEB), which are primarily… https://t.co/hyPQrGbIsq
You just love ancient "news", don't you?
Definitely worth reading. Absolutely correct:
Ralph Norman is down a massive rabbit hole after his latest meme stock conspiracy
By Charles Gasparino
Published Feb. 10, 2024, 4:03 p.m. ET
Ralph Norman is a bit off. Don’t take my word for it. Do as I did and interview some GOP staffers who work with the Republican congressman from South Carolina and they will walk you through some of his greatest hits. Among them: He urged former Trump chief of staff Mark Meadows in a text to institute something known as “Marshall Law,” so the former president could stay in office after being defeated by Joe Biden in 2020. Spelling, among other things, isn’t Noman’s strong suit.
I can go on and on and on, but I’ll stop at the latest bit of Crazy Town that Norman is embracing: Conspiracy theories involving a meme stock known as MMTLP. It appears that with all the things that really impact his constituents in South Carolina (migrants, the economy, inflation, terrorism), the congressman thinks there is something fishy going on between securities regulators and possibly some nefarious forces on Wall Street to rip off people who bought into this as the next get-rich-quick scheme in so-called meme investing.
He’s calling for an investigation and hearings from House Financial Services Committee Chair Patrick McHenry. Norman is cementing his rep as a wing nut who is also financially illiterate.
Most people never heard of MMTLP, and many who have wish they didn’t. It has a convoluted history, even if its trajectory followed a similar pattern in the meme era: A get-rich-quick scheme that eventually turned to dust. Recall how the memes — retail investors who share trading tips on social media and then pile into stocks — piled into AMC Theatres and the now-defunct Bed Bath and Beyond. They got crushed when the irrational exuberance wore off and social-media pumping ceased to work.
That’s what happened to those poor souls who in late 2022 began snapping up MMTLP, a preferred stock issued after a public company known as Torchlight Energy Sources did a reverse merger with something called Meta Materials. The shares were designed as a claim on some oil and natural gas that is supposed to exist in West Texas. Eventually MMTLP would evolve into a non-tradable stock in a new private company called Next Bridge Hydrocarbons.
Welcome to Crazy Town
Yeah, I know it sounds like a mess. Oil wells in West Texas; reverse mergers, a nascent private company, and a preferred stock that found its way onto the over-the-counter market, the so-called pink sheets, where a lot of crazy stuff goes down.
And it gets messier. Toward the end of 2022, the meme crowd, which gets most of its research from social-media touts, got wind of MMTLP and saw it as the next great “short squeeze” — they would make a killing by buying up the float, and hold it until the bitter end when the shorts capitulated.
Short sellers, of course, make their vig by betting stocks will decline in value. They begin by borrowing shares, selling them, and eventually replacing the borrow with lower-priced stock.
A squeeze turns the tables on the shorts — which is what the memes wanted. They began spreading tall tales on social media that they could crush short sellers by bidding up the price so high that the shorts would have to cover their borrow at ever higher levels.
Let’s just say things didn’t work out as planned. First, the short sellers weren’t that interested in MMTLP, it turns out. There was no squeeze like the one that took place around shares of GameStop in early 2021 and put a short hedge fund out of business.
Plus, the memes didn’t appear to read any company press releases or understand how stocks settle or some unique attributes of MMTLP. The meme crowd thought they could sell up to Dec. 9 to get the biggest bang for their buck. But MMTLP was set to dissolve into nontradable shares of Next Bridge on Dec. 12, 2022, which means, under settlement rules, you have to sell by Dec. 8 or you’ll get the nontradable Next Bridge stuff most holders didn’t want.
Those who tried to sell after Dec. 8 — and they are legion, if the cries on social media are any indication — were, as they say, SOL (s–t out of luck); their MMTLP turned into nontradable shares of Next Bridge.
Oops.
Norman has heard those cries and he appears to think there’s some grand scheme involved among the Securities and Exchange Commission, its sister agency, the Financial Industry Regulatory Authority (FINRA) and maybe some unscrupulous Wall Street types. Now he’s “demanding answers,” even after FINRA provided him with pages of detailed answers, which like the memes he either didn’t read or doesn’t understand.
According to FINRA, it halted trading in MMTLP on Dec. 9 to make sure people didn’t buy a security that didn’t exist. Sounds reasonable to me, though the agency should also have proposed mandatory investor education courses for anyone still complaining how they lost money on this boondoggle.
To do something substantive, Norman must get buy-in from McHenry, who like most Republicans isn’t a fan of the famously left-wing SEC chief Gary Gensler. That doesn’t mean McHenry is keen on following Norman down any of his rabbit holes, MMTLP included. As one GOP committee staffer told Fox Business’ Eleanor Terrett, the leadership consensus on MMTLP is that it’s “a lot of smoke and no fire.”
Sounds like McHenry also knows financial illiteracy goes beyond the meme crowd to include a certain member of his team.
McHenry and Norman declined to comment.
https://nypost.com/2024/02/10/business/ralph-norman-is-down-a-massive-rabbit-hole-after-his-latest-meme-stock-conspiracy/
For God's sake. That article is from 2014. TEN YEARS AGO.
First they want your shares tied up, then they steel your plans: https://www.elpasoinc.com/news/local_news/searching-for-shale-oil-in-hudspeth-co/article_70477af0-5de4-11e4-9a0f-0017a43b2370.html
It was a ten year lease. Maybe 8 years left. The sooner the space is leased the better for MMAT.
AllNovaScotia's evening update just appeared. It confirms the story about Meta giving up the lease on its headquarters. George Palikaras agreed to comment, but he clearly wasn't told about the move, and has no idea what the company plans to do.
None of the other relevant parties has anything to say, at least not yet.
Sheesh. Think they could have made it any longer?
For now, I'll just say that FINRA knows more about all this than do John Brda and Ralph Norman.
No idea but I'm hunting for info
Thanks again. That's certainly confirmation.
Doesn't the new CEO live in California? Maybe that has something to do with it, but still...
Sure..I'm not trolling I'm looking for information..
Where online? There's nothing about it at the company website:
https://metamaterial.com/contact-us/
Hang on I'll post the link.
Really? How do you know? Do you live nearby?
Unless lease was up they are liable for all of the remaining Rent payments and all landlords sue for that - almost immediately. Im thinking there are a ton of other ways to cut overhead like head count. I do not think they need any more legal troubles. I am sure that will hit the news tonight if true
That's what it says online.
Headquarters abandoned and up for rent. Oh dear.
Let me offer this as another example of Norman's loony beliefs:
https://norman.house.gov/news/documentsingle.aspx?DocumentID=1392
What makes you think Norman or his colleagues have a good understanding of the real issues here?
Need AST audit and brokers certificate tally: https://www.prnewswire.com/news-releases/next-bridge-hydrocarbons-inc-provides-updates-on-registration-statements-302057105.html
The SEC is there to protect investors double up on lol….
I see OTC markets getting wiser blocking the Bed Beyond Board have no choice but to leave MMAT board open but if they could close it down they would …talking about the MMTLP scam is deletions material..
Full interview with Congressman Ralph Norman @RepRalphNorman on Fox Business with @cvpayne talking #MMTLP — Dear Congressman $BBBYQ Shareholders of #BBBY #BBBYQ are also questioning: WHERE ARE OUR SHARES!!!! The @DHSgov and @FINRA aren’t responding too!!!! They’ve watching us and… pic.twitter.com/Sj8C0qD7k5
— Kais MAALEJ (@kaismaalej) February 6, 2024
A no name stock MMAT via MMTLP making FOX news with Charles Payne over and over. Congressional hearings concerning MMAT MMTLP with Ralph Norman calling the SEC, OTC markets and FINRA scam organizations lol.
https://mmtlpresources.com/news/ralph-norman-talks-mmtlp-on-making-money/
Indeed, that kind of bullshit IS unacceptable.
Followers
|
161
|
Posters
|
|
Posts (Today)
|
0
|
Posts (Total)
|
4882
|
Created
|
09/27/10
|
Type
|
Free
|
Moderators janice shell |
Volume | |
Day Range: | |
Bid Price | |
Ask Price | |
Last Trade Time: |