O’Melveny Advises Next Bridge Hydrocarbons in Spin-Off Transaction from Its Publicly-Traded Parent
January 11, 2023
FOR IMMEDIATE RELEASE
DALLAS—January 11, 2022—O’Melveny represented Next Bridge Hydrocarbons, Inc., an oil and natural gas company in the spin-off from its publicly-traded parent company Meta Materials Inc. (NASDAQ: MMAT), a developer of high-performance functional materials and nanocomposites.
The transaction, announced on November 23, 2022, was completed on December 20, 2022.
Next Bridge, whose common stock was distributed to the holders of Meta’s Series A Non-Voting Preferred Stock, became an independent public reporting company upon completion of the spin-off.
Engaged in the acquisition, exploration, exploitation, and/or development of oil and natural gas properties in the United States, Next Bridge is primarily focused on the growth of interests in an oil and gas project consisting of 134,000 continuous gross acres in West Texas.
The O’Melveny team advising Next Bridge was led by partners Jason Schumacher and Jack Jacobsen, counsel Ashley Thurman, and associate Sarah Nelson. The team also included partners Will Becker, Robert Plesnarski, Amy Park, Eric Amdursky, Courtney Dyer, and Jeff Walbridge, senior counsel Warren Fox and John Renneisen, counsel Laurie Davis, James Harrigan and Bo Li, and associates Eleanor Gilbert, Theman Taylor, Luke Ohnmeis, David Kolenda, Sally Cooper, and Stephanie Fung.
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Next Bridge issued the following announcement:
NEXT BRIDGE HYDROCARBONS, INC. ANNOUNCES COMPLETION OF SPIN-OFF FROM META MATERIALS INC.
FT. WORTH – December 20, 2022 – Next Bridge Hydrocarbons, Inc. (“Next Bridge”, “our”, or the “Company”) announced today that the spin-off of all of the issued and outstanding shares of common stock of Next Bridge by Meta Materials Inc. (“Meta”), was successfully completed on December 14, 2022. The Company has posted a Frequently Asked Questions document regarding the spin-off on its website at https://www.nextbridgehydrocarbons.com/investors, which includes all publicly available information.
The Company also announced that its transfer agent, American Stock Transfer & Trust Company, LLC (“AST”), is in the process of mailing statements of holdings to all registered stockholders.
- If you are a registered holder of record (on the books of Next Bridge maintained by AST) of the MMTLP Series A Preferred Stock as of December 12, 2022 (the “Record Date”), you are considered the holder of record with respect to those shares, and AST will mail statements of holdings to all registered stockholders after the distribution is complete. No action is required for registered holders to register their shares. Registered holders may contact AST directly at:
By Mail: American Stock Transfer & Trust Company, LLC ATTN: Operations Center, Reorganization Dept. 6201 15th Avenue Brooklyn, New York 11219
AST Shareholder Services Call Center: Toll Free: 800.937.5449 Local & International: 718-921-8124 Hours: 8 a.m. – 8 p.m. ET Monday-Friday Help@astfinancial.com
- If your MMTLP Series A Preferred Stock are held in an account at a broker, bank, broker-dealer, custodian, or other similar organizations, then you are the beneficial owner of shares held in “street name.” You should contact your custodial institution directly if you wish to have your shares registered.
The Company anticipates meeting its reporting obligations under the Exchange Act, which includes filings of Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K for reporting periods ending on or before December 31, 2022. The Company has also established an “Investor Form” on the Company’s website, which is to be used for internal purposes only.
About Next Bridge Hydrocarbons, Inc.
The Company is an independent public reporting energy company engaged in the acquisition, exploration, exploitation and/or development of oil and natural gas properties in the United States. Our primary focus has been the development of interests in an oil and gas project consisting of 134,000 contiguous gross acres we hold in the Orogrande Basin in West Texas in Hudspeth County, Texas. In addition, we have minor interests in the Eastern edge of the Midland Basin in Texas, and two minor well interests in Oklahoma. Please visit www.nextbridgehydrocarbons.com for more information.
This press release may contain "forward-looking statements" as that term is defined in the Private Securities Litigation Reform Act of 1995. Such statements are based on management's current expectations and are subject to a number of factors and uncertainties which could cause actual results to differ materially from those described herein. Although the Company statements to be reasonable, there can be no assurance that believes the expectations in such expectations will prove to be correct. Information concerning the assumptions, uncertainties and risks that may affect the actual results can be found in the Company’s filings with the Securities and Exchange Commission ("SEC") available on the website or the SEC's website at sec.gov.Contact: Dennard Lascar Investor Relations NextBridge@dennardlascar.com