Torchlight merger date12/2/2023 ![]() Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d -2(b)) Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a -12) Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) Meta and Torchlight expect to sign a definitive agreement on the merger in 30 to 45 days, and then, following shareholder and regulatory approval, probably close the transaction in the new year.(Exact name of registrant as specified in its charter)Ĭheck 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: The company recently signed a lease for a larger, 53,000-square-foot headquarters in Dartmouth and is preparing to install millions of dollars of equipment for its manufacturing efforts. One thing Palikaras emphasized in the interview was that Meta would continue to be headquartered in Nova Scotia. “This Proposed Transaction is the first step in that effort, providing our shareholders with access to the multi-billion-dollar target market and new applications that are being revolutionized with sustainable technologies.” “In order to unlock value potential from our national listing and access to the capital markets, we shifted some attention from the divestiture of our oil and gas assets to an acquisition strategy targeting proven disruptive technology companies with strong environmental, social and governance (ESG) priorities,” said Torchlight CEO John Brda. Similarly, the senior team at Torchlight saw an opportunity in Meta to pivot away from the declining hydrocarbon market and into a growing technology. “It allows us to take our company to a global scale and capture new talent that was not available to us previously.” “There is a significant value in a company like ours to having a national listing in the United States,” he said. Palikaras said the downturn in energy markets created a rare opportunity for his company to list on a major international stock market, and his board seized the chance. Palikaras also said his company, which only has 500 shareholders, will now have access to Torchlight’s thousands of shareholders.Īppili Therapeutics Moves on to the TSX Main Board. Torchlight will provide Metamaterial with at least US$10 million in new financing as part of the deal. According to the letter of intent, Metamaterial shareholders will end up owning 75 percent of the combined company. Metamaterial, known as Meta, now has a market capitalization (the value of all its shares) of C$26.3 million, and the merged company at Monday’s share prices would have a market cap of about C$60 million. He would not rule out a listing at some point on the TSX. The company listed on the alternate Canadian Stock Exchange in March, and Palikaras said it will have a dual listing following the merger on both the Nasdaq and the CSE. The company is best known for its metaAIR venture with Airbus, which is producing a transparent covering for airplane cockpit windows that can filter out laser attacks. Metamaterial is a specialist in producing metamaterials – materials comprising compounds not found in nature – that alter light, either by magnifying, repelling or filtering it. “There is a shift happening right now in the marketplace and companies like Meta that are focusing on sustainable technologies are coming in at the right time.” “I’m excited that an oil and gas company will divest its existing assets and look to a business like ours,” George Palikaras, who will retain his titles of Metamaterial President and CEO, said in an interview. As part of the deal, Torchlight will sell off its oil and gas assets, and use the proceeds to pay a special dividend to its existing shareholders. The merged company will retain the Metamaterial name, management, business model, and will be headquartered in Dartmouth. ![]() ![]() The Dartmouth company, which makes products from manmade substances that alter light, said Monday it has signed a letter of intent to merge with Plano, Texas-based oil and gas producer Torchlight Energy Resources. has agreed to merge with an American company that will provide it with a listing on the Nasdaq stock exchange and at least US$10 million (C$13.3 million) in new financing. ![]()
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Chronomaster revival el primero a38512/1/2023 ![]() ![]() The bracelet has been meticulously recreated, with the feel and heft of the bracelet mirroring the original. Luckily for use we managed to get an example on the former and this does lend to the overall vintage look and feel of the watch. The second option is a light brown calf leather strap that will develop a unique patina with wear and time. The case is waterproof up to 50 metres and turning the case over you’ll see the sapphire display case back, which offers a glimpse of the El Primero 400.įurthermore, in-keeping with the retro theme, the Chronomaster Revival A385 is available in two options that could have come straight from 1969: The first is the steel “ladder” bracelet, a modern remake of the Gay Frères bracelets that became emblematic of the early El Primero watches. The large fluted crown bears an embossed Zenith star logo. The pronounced pushers are also polished and quite wide, which actually lends to the comfort during actuation. The face of the case features a sunburst satin brushed finish, with the chamfered edge and angled lugs featuring a mirror polished finish. The 37mm tonneau shape of the A385 is emblematic of the era in which it was born, featuring multiple facets, curves and domed crystal, creating the required vintage-retro look, which has been perfectly distilled in this latest Zenith El Primero A385 revival. The A384/5 case, which was re-released a couple of years ago now, is enjoying quite the renaissance and in 2020 we saw the addition of the iconic ladder bracelet. ![]() The style of hands is in-keeping with those from the original A385 and featuring a thin black stripe down the centre, which is briefly interrupted by SuperLuminova. In between 4 and 5 o’clock is the date aperture, which is rather un-intrusive and doesn’t seem to unbalance the dial at all. The rhodium-plated hour markers are inlaid with faux SuperLuminova (a detail we’ll get back to). The base of the dial is an eye-catching bronze fumé dial, with a white minute track and tach-o-metre scale, which sits on the lower section of the pie-pan dial. At 9 o’clock is the running seconds, with accumulated minutes at 3 and recorded hours down at 6 o’clock’. The A385 Revival features stark white chronograph registers, with the sub dial at 6 o’clock noticeably smaller than those that sit pride of place at 3 and 9 o’clock. For this Chronomaster Revival piece, Zenith sought to recreate the same warm tones and gradient effect, almost indistinguishable from the original with its red chronograph central second hand and silvery-white chronograph counters. What made the A385 truly standout was its smoked brown gradient dial with a vignette effect that blackens towards the edges and provides a striking sense of visual depth, as if the dial was domed. The A386, the A384 and of course the model that is the basis for this revival, the A385. While there is a debate on who was first, there’s no doubt that Zenith were first to announce the El Primero, with three different references. However, there were a couple of silent watch manufactures working on this advance too: in the Far East was Seiko, who were busy working on their own version and then there was the company from Le Locle Zenith. There were of course a few companies that shared an interest in claiming this technological breakthrough: Heuer/Buren-Hamilton/Breitling. ![]() During the early 1960s there was a race on to see who could create the world’s first self-winding (automatic) chronograph. The El Primero is a legend within its own right but there is a much debated story behind it. It was only as recently as the 1960s that there was a push to invent an automatic chronograph and while Zenith can be considered the first, it wasn’t quite that straight forward. I’ve previously mentioned before that chronographs have been around since the 19 th century, but it wasn’t that long ago that automatic chronographs were introduced. A few weeks ago, Zenith introduced one of their latest re-edition timepieces and luckily for us, we were able to get our hands on an example to get up close and personal to see if this recreated El Primero was all we expected it to be? As you know, the Zenith El Primero is quite simply one of the most important chronographs in watchmaking history. ![]() Venture rv recalls12/1/2023 ![]() ![]() This one is for the quick disconnect: RV Quick Connect Recall RCLRPT-22V289-2467.PDF (210.28 KB) Looking at the NHTSA documents there are two propane-related recalls issued right now. ![]() We have the 2021 272VRK and we don't have the quick disconnect on our propane tanks so we're thinking at this point that we're not affected. And mentioned for now use soapy water to see if it bubbles. some people think it's the quick disconnect for propane tanks but please monitor the recall. Owners may also contact the National Highway Traffic Safety Administration Vehicle Safety Hotline at 1-88 (TTY 1-80), or go to FYI: KZRV’s number for this recall is KZ-2022-02. Owners may contact KZRV customer service at 1-80 ext. ![]() Owner notification letters are expected to be mailed June 30, 2022. As many as 14,524 RVs may be involved in the recall.Ī gas leak in the presence of an ignition source can increase the risk of a fire, which can lead to major property damage and injury.ĭealers will replace the fittings, free of charge. The quick disconnect fittings in the LP gas system may be cracked, causing a gas leak. (KZRV) is recalling certain 2021-2022 KZRV SportTrek, Sonic, Stratus, Connect, Sportsmen, Sportsmen SE, Sportsmen Classic, and Sportsmen Sportster fifth wheels and travel trailers. We have the sporttrek touring and it's not list but sporttrk is. I think more information will be available in the coming weeks.ĮDIT:Someone posted a link but I can't seem to paste it here. I don't think all the information is out yet as the letters aren't even going our until July. Everyone is trying to figure out what units are affected. ![]() Gulf breeze rv park12/1/2023 ![]() ![]() There is parking for moderately sized boats. Gulf Breeze is located in the desirable Mustang Island Beach Club complex and offers a private boardwalk to the beach, a heated community pool, a fish prep station and more! There are charcoal grills on the premises for your cooking. The second bathroom is located across the hall from the guest bedroom. The guest bedroom offers a queen-size bed, a twin-over-twin bunk bed and a flat-screen TV. The primary bedroom offers a plush king-size bed, flat-screen TV and en-suite bathroom. Gulf Breeze’s oversized patio overlooks the pool so you can relax while keeping an eye on the rest of the family. The dining area offers seating for six with additional seating for two at the breakfast bar. The office nook right off the living area is a great place to check emails or read a book after a day at the beach. Be one of the firsts to enjoy the new living room furniture, including the loveseat with a twin-sized pull out for an additional guest. Gulf Breeze has a stunning and fully equipped kitchen, so bring back your fresh catch and create a gourmet meal! Enjoy time with your family in the spacious living room which offers a 60-inch Smart flat-screen TV with extended cable and Wi-Fi. VERY GLAD I didn't book elsewhere as this was perfect for us.Gulf Breeze is the perfect setting for a destination getaway! This bright two-bedroom, two-bathroom condo has amazing Gulf and bay views. We appreciated this option and needed it. The new owners also have cottages, an RV & homes available for rent, so it is worth checking into this option, even if you are not camping. I loved the fact it had mature landscaping and felt tucked away, with plenty of shade opportunities. This is a retreat with access to the bay. The website needs updated to reflect that credit cards are now accepted (which is important) and in busy season, priority goes to 6 night minimum request, unless a spot is available. New owners are working hard to preserve what this campground has always offered (quiet retreat, nestled into the bay, traditional style campground with essential amenities). I am glad I did not see the negative review of owners' behavior (it was the former owners but I would not have known that) before I booked. This is a quiet campground with new owners (bought 6 weeks ago). We stopped at Bay Breeze as a respite on a 2Kmile road trip in our camper van. Happy Pappy Coffee is my favorite stopping place.… go grocery shopping at Rouses, excellent deli, great seafood and meat (aged beef) and ready cooked food. Going east, you have Gulf Shores, Orange Beach and all the Gulf activities you can afford. Going west, you can go to Fort Morgan of take the ferry to Dauphin Island (check out Sassy Bass bar and grill). No playground, pool or game room, but the office has books and games to borrow, as well as a coffeemaker. Well-behaved dog friendly with a designated walking area. This campground is a hidden gem 15 minutes from the hub-bub of activity. Evenings feature a social circle around the chimera. Sit by the bay or go fishing from the pier while George the Heron waits for handouts. The office has two single person bathrooms with a bathroom (cleanest and best smelling bathroom I've ever used). Some use it as a base to explore the area, some to recharge their batteries. What kind of people does this place attract? The speed limit is 5 MPH and we all obey (low dust and much safer). Barcelo Bavaro Palace All Inclusive ResortĬlean and quiet, facing Bon Socur Bay, Bay Breeze has 25 sites run by friendly people, including Erin, a truly wonderful person.Hotels near Columbia Southern University.Hotels near Nelson Inshore Charter Fishing.Hotels near Island Life Beach Rentals and Charters.Hotels near Peninsula Golf and Racquet Club.Hotels near Bon Secour National Wildlife Refuge.Hotels with Smoking Rooms in Gulf Shores.InterContinental (IHG) Hotels in Gulf Shores. ![]() Allegiant live flight tracker12/1/2023 ![]() ![]() ![]() Being one of the major American airlines, it carried the most domestic passengers in the States in 2022. Southwest operates in the United States as well as to Mexico, Central America, & the Caribbean, flying to over 100 destinations. Southwest Airlines is currently the world's largest low-cost carrier. Track your Jetblue flights using the JetBlue Airways flight tracker. It isn't part of any major airline alliances but has codeshare agreements with 21 airlines. It was one of the first airlines to be granted a license to fly to Cuba in 2015. It also operates in a smaller number of destinations in Central and South America. Most of these are centered around the United States and the Caribbean. This low-cost carrier has a large network of 100+ domestic and international destinations. JetBlue Airways is the seventh-largest airline in North America in terms of passengers carried. Want to track your Delta Airlines flight? The airline has 9 hubs located all over the US, with the largest one being in Atlanta. They're the only company that operates flights from the US to Copenhagen, Lagos, Stuttgart, and Dakar. Delta flies over 325 destinations worldwide, serving in 52 countries on six continents. The United Airlines flight tracker will provide you live information specific to the flights of this airline.īeing one of the founding members of the SkyTeam alliance, Delta Air Lines is the second-largest airline in the world. The airline operates 8 hubs, with the largest one in Chicago. Domestically, United operates in 240 destinations. The Star Alliance member has a route system that stretches to 48 countries across five continents, with a total of 118 international destinations (Africa has returned to be a part of United Airlines' fly-zone once again). United Airlines is the third largest commercial airline in the world. Use the American Airlines flight tracker to track this airline's flight. The airline has 10 hubs, with the largest one being Dallas/Fort Worth. AA operates in 55 countries stretching to five continents, and has a network of 95 international and 95 domestic destinations. An average of more than 500,000 passengers fly on American Airlines flights daily. Online check-in information as well as baggage rules and fees are also provided for each airline.Īmerican Airlines (AA) is the largest commercial airline in the world and one of the founding members of the Oneworld alliance. It does not store any personal data.Want to refine your search by airline? Choose your favorite airline from the popular ones below to see the status and information of all flights arriving or departing there. The cookie is set by the GDPR Cookie Consent plugin and is used to store whether or not user has consented to the use of cookies. The cookie is used to store the user consent for the cookies in the category "Performance". This cookie is set by GDPR Cookie Consent plugin. The cookies is used to store the user consent for the cookies in the category "Necessary". The cookie is used to store the user consent for the cookies in the category "Other. The cookie is set by GDPR cookie consent to record the user consent for the cookies in the category "Functional". The cookie is used to store the user consent for the cookies in the category "Analytics". These cookies ensure basic functionalities and security features of the website, anonymously. Necessary cookies are absolutely essential for the website to function properly. ![]() ![]() Raise even cuter animals, new hybrid crops and build upgradeable facilities. Establish Your Homestead – Live a carefree life on the farm growing crops and raising animals.Befriend the Residents of Forgotten Valley – Find new friends among the charming cast of characters in the tranquil town of Forgotten Valley and get to know them through all-new events!.Any mid-tier or even low-spec PC can play it with reasonable framerates. Story of Seasons: A Wonderful Life System Requirementsīased on the graphics requirements, Story of Seasons: A Wonderful Life does not seem to be a very demanding game. At the end of the presentation, we see the game’s release date: June 27, 2023. We’re shown a cute and creative paper slideshow of how your character’s life could be in A Wonderful Life, with you finding your spouse, having a child, and seeing that child grow through the ages until they too find their own spouse. Release Date Announcement (January 25, 2023) Just like in the original ‘A Wonderful Life’, your character is also shown to age as their child grows up throughout the decades. We also see the romance mechanic at play, as well as the child you will eventually have with your spouse. Harvest Moon staples like planting seeds, feeding cows, and fishing are all featured in the game. We see the protagonist’s farm, which you’ll have to clean up and get ready for harvesting. This trailer gives us an early glimpse into the look and feel of the game. Story of Seasons: A Wonderful Life Trailers Announcement Trailer (September 13, 2022) ![]() ![]() Story of Seasons: A Wonderful Life is Marvelous Games’ modern take on the classic Nintendo Gamecube game "Harvest Moon: A Wonderful Life", which came out way back in 2003. Is Story of Seasons: A Wonderful Life a Remake? Whatever you want your child to do with their future, it's up to you to guide them on that path by exposing them to the right people. Depending on how you raise them, they'll either continue your legacy of farming or move on to another career altogether. Once you’re married, you will eventually have a kid that you’ll need to raise on the farm. There are friends to be made too! From the Nature Sprites who might end up helping you around the farm, to the bachelors and bachelorettes of Forgotten Valley, there are a lot of people you can get to know and make good memories with. In Story of Seasons: A Wonderful Life, you'll have to take care of your farm and make sure it's profitable enough so you can keep it! Plant crops according to the season, raise livestock, and sell the stuff they make so you can get massive profits.īut it's not all just money in Forgotten Valley. Story of Seasons: A Wonderful Life Features The Standard Edition only gives you a copy of the game, but the Limited Edition comes with an A5 notebook, a sticker set, and a poster! Some retailers even sell it with a Goat pocket plushie. There are two editions currently available: The Standard Edition and the Limited Edition, which go for $49.99 and $59.99 respectively. Story of Seasons: A Wonderful Life is slated to come out on the PC through Steam, the Nintendo Switch, the PlayStation 5, and the Xbox Series X/S. With hard work and dedication, you will make unforgettable memories and unforgettable profits in Forgotten Valley… and live a wonderful life! Story of Seasons: A Wonderful Life Platforms, Editions, and Price Fancy yourself a wife or a husband? The game has eight bachelors and bachelorettes you can try to woo into marrying you. Make friends with the people of Forgotten Valley by helping them out with their problems and giving them gifts. So don’t forget that after all your farm chores are done, you can go out into the town. ![]() Clear the field of weeds, raise cute animals, and employ the help of the townsfolk to make your farm more profitable than ever before!īut all farming and no play makes Jack a dull boy. Since they never got to finish their dream, it falls to you to make it a reality! Take on the task of getting the farm up and running, while living the peaceful farming life you’ve always dreamed of. In the town of Forgotten Valley, your father and his friend once tried putting up a farm. Everything We Know About Story of Seasons: A Wonderful Life Story of Seasons: A Wonderful Life Latest Trailer Story of Seasons: A Wonderful Life Story and Plot No exact release time has been announced yet, but we will update this page once information is available. ![]() Story of Seasons: A Wonderful Life will come out on JEastern Standard Time in the United States. Read our preview to find out everything you need to know about Story of Seasons: A Wonderful Life, including its release date, gameplay, and story! Story of Seasons: A Wonderful Life Release Date and Time JEST ![]() Radiant meaning for kids12/1/2023 ![]() This booklet provides important facts on heat pumps to help you be more informed, supporting you to make the right choice for your home. How much servicing will the system require?.Will I need to make additional modifications to my home?.How much do heat pumps cost compared with other systems, and how much could I save on my energy bill?.What size of heat pump do I need for my home and application?.How much of my annual heating and cooling needs can a heat pump provide?.What types of heat pumps are available?.If you are considering a heat pump, you likely have a number of questions, including: Given the wealth of different system types and options, it can often be difficult to determine if a heat pump is the right option for your home. They are also an option when replacing existing air conditioning systems, as the incremental cost to move from a cooling-only system to a heat pump is often quite low. Heat pumps can be an excellent choice in a variety of applications, and for both new homes and retrofits of existing heating and cooling systems. Heat pumps are a proven and reliable technology in Canada, capable of providing year-round comfort control for your home by supplying heat in the winter, cooling in the summer, and in some cases, heating hot water for your home. If you are exploring options to heat and cool your home or reduce your energy bills, you might want to consider a heat pump system. Major Benefits of Ground-Source Heat Pump Systems.Certification, Standards, and Rating Scales.Single Speed and Variable Speed Heat Pumps.Major Benefits of Air-Source Heat Pumps.Important Terminology for Heat Pump Systems.An Introduction to Heat Pump Efficiency.What Is a Heat Pump, and How Does It Work?.A Note on Energy Management in the Home.Your browser does not support the audio element. Listen to a recorded reading of this page:.Take a ten question quiz about this page.We just need to figure out how to harness it! The entire world could be powered for a year from the energy from the sun that falls on the Earth's surface in one hour.Geothermal power uses energy from geysers, hot springs, and volcanoes.People have used waterpower to grind grain for over 2,000 years.A modern windmill or turbine can generate enough electricity to power around 300 homes.In 2008 about 7% of the energy used in the United States was from renewable sources.The more renewable power we use the better for our planet and for future generations as they won't run out of resources someday. One example is the chemical energy in food that we turn into kinetic energy when we move. This law states that energy is never created or destroyed, it is only changed from one state to another. There are other units of measure for energy that are used throughout the world including kilowatt-hours, calories, newton-meters, therms, and foot-pounds. In physics, the standard unit of measure for energy is the joule which is abbreviated as J. ![]() Another example is a book sitting high on a shelf. One example of this is a spring that is pressed all the way down.
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