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METAVILLE LABS INC. ANNOUNCES LETTER OF INTENT FOR BUSINESS COMBINATION WITH DELTA ZAP INC.
VANCOUVER, BRITISH COLUMBIA, CANADA, May 13, 2026 /EINPresswire.com/ -- NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES
Metaville Labs Inc. (“Metaville”) is pleased to announce that it has entered into a letter of intent dated May 11, 2026 (the “LOI”) with Delta Zap Inc. (“Delta Zap”) in respect of a proposed business combination transaction (the “Transaction”) pursuant to which Metaville would acquire all of the issued and outstanding equity securities of Delta Zap, subject to the negotiation and execution of definitive documentation and the satisfaction of customary closing conditions, including receipt of all required approvals.
Metaville is a corporation incorporated under the laws of the Province of British Columbia and is a reporting issuer in the provinces of Alberta, British Columbia and Ontario. Metaville currently has no active operations, and it is intended that, in connection with the Transaction, the resulting issuer will apply to list its listed common shares on the Canadian Securities Exchange (the “CSE”).
Summary of the Transaction
The Transaction is expected to be completed by way of a share exchange, amalgamation, arrangement or other similar form of transaction (or series of transactions) that would result in Delta Zap (or such other entity as may be created for purposes of completing the Transaction) becoming a wholly-owned subsidiary of Metaville or otherwise combining its corporate existence with a wholly-owned subsidiary of Metaville (the “Resulting Issuer”). The final structure of the Transaction will be determined by the parties following receipt of tax, corporate and securities law advice.
In connection with the Transaction, it is anticipated that Metaville will change its name to such name as may be requested by Delta Zap and acceptable to applicable regulatory authorities. It is also anticipated that, upon completion of the Transaction, the board of directors of the Resulting Issuer will consist of between three and seven directors nominated by Delta Zap, subject to compliance with applicable laws and the requirements of the CSE.
Capital Structure
The LOI contemplates that the Resulting Issuer will have two classes of shares, consisting of listed, publicly tradeable common shares to be listed on the CSE (the “Trading Shares”) and a separate class of non-listed shares that are convertible into Trading Shares on a 1:100 basis, subject to certain restrictions to be set out in the definitive documentation and any requirements of the CSE.
The LOI also contemplates that Delta Zap intends to complete a private placement financing prior to closing of the Transaction.
Definitive Documentation
The parties intend to proceed diligently and in good faith to negotiate and settle definitive documentation in respect of the Transaction on or before July 31, 2026 (or such other date as may be mutually agreed in writing).
Further details regarding the Transaction and the Resulting Issuer are expected to be provided in the disclosure document to be prepared and filed in connection with the Transaction. Investors are cautioned that any information released or received with respect to the Transaction may not be complete and should not be relied upon.
Conditions and Approvals
Completion of the Transaction is subject to a number of conditions customary for a transaction of this nature, including receipt of all necessary regulatory approvals, acceptance for filing by the CSE of the applicable listing statement, and conditional approval of the listing of the Trading Shares on the CSE, among other conditions described in the LOI.
Where applicable, the Transaction cannot be completed until required approvals are obtained. There can be no assurance that the Transaction will be completed as proposed or at all.
Further Information
Further details regarding the Transaction and the Resulting Issuer are expected to be provided in the Disclosure Document to be prepared and filed in connection with the Transaction. Investors are cautioned that any information released or received with respect to the Transaction may not be complete and should not be relied upon.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any securities in the United States. The securities to be issued in connection with the Transaction have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or any state securities laws and may not be offered or sold within the United States or to U.S. persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
The CSE has in no way passed upon the merits of the Transaction and has neither approved nor disapproved the contents of this news release.
About Metaville Labs Inc.
Metaville Labs Inc. is a British Columbia corporation and a reporting issuer in Alberta, British Columbia and Ontario. Metaville currently has no active operations and is focused on identifying suitable assets or businesses to acquire or merge with, with a view to maximizing value for shareholders.
For additional information, please contact:
Metaville Labs Inc.
Binyomin Posen, Chief Executive Officer
T: +1 (647) 982-2494
E: b@posen.ca
FORWARD‑LOOKING INFORMATION
This news release contains “forward-looking information” within the meaning of applicable securities laws. Forward-looking information includes statements regarding, among other things, the proposed transaction (including its structure and anticipated terms), the negotiation and execution of definitive documentation, any proposed pre-closing financing, the anticipated name change, the anticipated board composition of the resulting issuer, the intended application to list the trading shares on the CSE, the preparation of disclosure documents, and the timing and ability of the parties to obtain required approvals and satisfy closing conditions. Forward-looking information is based on management’s current expectations and assumptions and is subject to risks, uncertainties and other factors that may cause actual results to differ materially. Readers are cautioned not to place undue reliance on forward-looking information. Metaville undertakes no obligation to update or revise any forward-looking information, except as required by applicable law.
Metaville Labs Inc. (“Metaville”) is pleased to announce that it has entered into a letter of intent dated May 11, 2026 (the “LOI”) with Delta Zap Inc. (“Delta Zap”) in respect of a proposed business combination transaction (the “Transaction”) pursuant to which Metaville would acquire all of the issued and outstanding equity securities of Delta Zap, subject to the negotiation and execution of definitive documentation and the satisfaction of customary closing conditions, including receipt of all required approvals.
Metaville is a corporation incorporated under the laws of the Province of British Columbia and is a reporting issuer in the provinces of Alberta, British Columbia and Ontario. Metaville currently has no active operations, and it is intended that, in connection with the Transaction, the resulting issuer will apply to list its listed common shares on the Canadian Securities Exchange (the “CSE”).
Summary of the Transaction
The Transaction is expected to be completed by way of a share exchange, amalgamation, arrangement or other similar form of transaction (or series of transactions) that would result in Delta Zap (or such other entity as may be created for purposes of completing the Transaction) becoming a wholly-owned subsidiary of Metaville or otherwise combining its corporate existence with a wholly-owned subsidiary of Metaville (the “Resulting Issuer”). The final structure of the Transaction will be determined by the parties following receipt of tax, corporate and securities law advice.
In connection with the Transaction, it is anticipated that Metaville will change its name to such name as may be requested by Delta Zap and acceptable to applicable regulatory authorities. It is also anticipated that, upon completion of the Transaction, the board of directors of the Resulting Issuer will consist of between three and seven directors nominated by Delta Zap, subject to compliance with applicable laws and the requirements of the CSE.
Capital Structure
The LOI contemplates that the Resulting Issuer will have two classes of shares, consisting of listed, publicly tradeable common shares to be listed on the CSE (the “Trading Shares”) and a separate class of non-listed shares that are convertible into Trading Shares on a 1:100 basis, subject to certain restrictions to be set out in the definitive documentation and any requirements of the CSE.
The LOI also contemplates that Delta Zap intends to complete a private placement financing prior to closing of the Transaction.
Definitive Documentation
The parties intend to proceed diligently and in good faith to negotiate and settle definitive documentation in respect of the Transaction on or before July 31, 2026 (or such other date as may be mutually agreed in writing).
Further details regarding the Transaction and the Resulting Issuer are expected to be provided in the disclosure document to be prepared and filed in connection with the Transaction. Investors are cautioned that any information released or received with respect to the Transaction may not be complete and should not be relied upon.
Conditions and Approvals
Completion of the Transaction is subject to a number of conditions customary for a transaction of this nature, including receipt of all necessary regulatory approvals, acceptance for filing by the CSE of the applicable listing statement, and conditional approval of the listing of the Trading Shares on the CSE, among other conditions described in the LOI.
Where applicable, the Transaction cannot be completed until required approvals are obtained. There can be no assurance that the Transaction will be completed as proposed or at all.
Further Information
Further details regarding the Transaction and the Resulting Issuer are expected to be provided in the Disclosure Document to be prepared and filed in connection with the Transaction. Investors are cautioned that any information released or received with respect to the Transaction may not be complete and should not be relied upon.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any securities in the United States. The securities to be issued in connection with the Transaction have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or any state securities laws and may not be offered or sold within the United States or to U.S. persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
The CSE has in no way passed upon the merits of the Transaction and has neither approved nor disapproved the contents of this news release.
About Metaville Labs Inc.
Metaville Labs Inc. is a British Columbia corporation and a reporting issuer in Alberta, British Columbia and Ontario. Metaville currently has no active operations and is focused on identifying suitable assets or businesses to acquire or merge with, with a view to maximizing value for shareholders.
For additional information, please contact:
Metaville Labs Inc.
Binyomin Posen, Chief Executive Officer
T: +1 (647) 982-2494
E: b@posen.ca
FORWARD‑LOOKING INFORMATION
This news release contains “forward-looking information” within the meaning of applicable securities laws. Forward-looking information includes statements regarding, among other things, the proposed transaction (including its structure and anticipated terms), the negotiation and execution of definitive documentation, any proposed pre-closing financing, the anticipated name change, the anticipated board composition of the resulting issuer, the intended application to list the trading shares on the CSE, the preparation of disclosure documents, and the timing and ability of the parties to obtain required approvals and satisfy closing conditions. Forward-looking information is based on management’s current expectations and assumptions and is subject to risks, uncertainties and other factors that may cause actual results to differ materially. Readers are cautioned not to place undue reliance on forward-looking information. Metaville undertakes no obligation to update or revise any forward-looking information, except as required by applicable law.
Binyomin Posen
Metaville Labs Inc.
+1 647-982-2494
email us here
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