0000897423-20-000102.txt : 20201013 0000897423-20-000102.hdr.sgml : 20201013 20201013152326 ACCESSION NUMBER: 0000897423-20-000102 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200918 FILED AS OF DATE: 20201013 DATE AS OF CHANGE: 20201013 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: McCabe Greg CENTRAL INDEX KEY: 0001643337 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36247 FILM NUMBER: 201236100 MAIL ADDRESS: STREET 1: 500 WEST TEXAS AVE. STREET 2: SUITE 890 CITY: MIDLAND STATE: TX ZIP: 79701 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: TORCHLIGHT ENERGY RESOURCES INC CENTRAL INDEX KEY: 0001431959 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 743237581 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 5700 W. PLANO PARKWAY, SUITE 3600 CITY: PLANO STATE: TX ZIP: 75093 BUSINESS PHONE: (214) 432-8002 MAIL ADDRESS: STREET 1: 5700 W. PLANO PARKWAY, SUITE 3600 CITY: PLANO STATE: TX ZIP: 75093 FORMER COMPANY: FORMER CONFORMED NAME: Pole Perfect Studios, Inc. DATE OF NAME CHANGE: 20080409 4 1 edgar.xml PRIMARY DOCUMENT X0306 4 2020-09-18 0001431959 TORCHLIGHT ENERGY RESOURCES INC TRCH 0001643337 McCabe Greg 500 WEST TEXAS AVE. SUITE 890 MIDLAND TX 79701 1 0 1 0 6% Convertible Promissory Note 0.375 2020-09-18 4 A 0 1500000 D 2020-09-18 2021-05-10 Common Stock 4000000 0 I See footnote McCabe Petroleum Corporation, of which the reporting person is the sole owner, loaned $1,500,000 to the issuer in exchange for a 6% convertible promissory note. The convertible note has a maturity date of May 10, 2021, however $1,500,000 of the principle amount of the note will be automatically converted into common stock of the issuer in the event that a business combination between the issuer and Metamaterial Inc., whether through a merger or other transaction, is consummated prior to such date. In the event of an automatic conversion of the convertible note as described in footnote (2), 100% of the note will convert into a total of 4,000,000 (which amount only accounts for principal and does not account for accrued and unpaid interest which is also convertible under the note). If (i) the issuer and Metamaterial do not enter into a definitive agreement by the later of November 2, 2020 or such later date that is agreed to by the issuer and Metamaterial in writing, or (ii) the issuer and Metamaterial enter into a definitive agreement but the transaction is terminated prior to closing or otherwise does not close by the maturity date of the note, then at such time and until the maturity date, the holder of the note will have the right, at the holder's option, to convert only up to $500,000 of the remaining principal amount, plus all unpaid interest accrued under the note, into shares of common stock. All such amounts of common stock are subject to adjustment in the event of any reclassification, stock split, stock dividend or other similar event. The convertible note was issued in consideration for a loan to the issuer by McCabe Petroleum Corporation in the amount of $1,500,000. The convertible note was issued to McCabe Petroleum Corporation, of which the reporting person is the sole owner. /s/ Greg McCabe 2020-10-12