Metaville Labs signs LOI to combine with Delta Zap

By AI, Created 4:57 PM UTC, May 18, 2026, /AGP/ – Metaville Labs has signed a letter of intent to acquire Delta Zap in a proposed business combination that could leave the combined company seeking a Canadian Securities Exchange listing. The deal still needs definitive documents, regulatory approvals and other closing conditions before it can move forward.

Why it matters: - The proposed deal would give Metaville Labs, which has no active operations, a new operating business through Delta Zap. - The combined company is expected to pursue a listing of its common shares on the Canadian Securities Exchange, which could provide a public market for the resulting issuer. - Delta Zap also plans a private placement before closing, which could help fund the transaction and the business afterward.

What happened: - Metaville Labs announced a letter of intent dated May 11, 2026, with Delta Zap for a proposed business combination. - Under the LOI, Metaville would acquire all issued and outstanding equity securities of Delta Zap. - The companies said the transaction would be completed only after definitive documentation is signed and customary closing conditions are met. - Metaville is incorporated in British Columbia and is a reporting issuer in Alberta, British Columbia and Ontario.

The details: - The transaction could be structured as a share exchange, amalgamation, arrangement or another similar form. - The final structure will be determined after tax, corporate and securities law advice. - The resulting issuer would be Delta Zap, or another entity created to complete the transaction, and would become a wholly owned subsidiary of Metaville or otherwise combine with a Metaville subsidiary. - Metaville is expected to change its name to one requested by Delta Zap and acceptable to regulators. - The resulting issuer’s board is expected to have between three and seven directors nominated by Delta Zap, subject to applicable law and CSE rules. - The LOI contemplates two classes of shares: listed, publicly tradeable common shares to be listed on the CSE, and a separate class of non-listed shares convertible into Trading Shares on a 1:100 basis. - The conversion terms would be subject to restrictions in definitive documents and any CSE requirements. - Delta Zap intends to complete a private placement financing before closing. - The parties aim to finalize definitive documentation on or before July 31, 2026, unless they agree in writing to another date. - A disclosure document will be prepared and filed in connection with the transaction. - Metaville warned that information released so far may be incomplete and should not be relied on.

Between the lines: - The LOI is non-binding on the key commercial path until the parties finish definitive agreements and secure approvals. - The planned CSE listing suggests the deal is structured as a reverse takeout or public-market re-entry for an operating business. - The heavy emphasis on approvals, listing acceptance and disclosure documents shows the transaction still faces material execution risk.

What’s next: - The companies will negotiate and settle definitive documentation by July 31, 2026, or a later mutually agreed date. - Metaville and Delta Zap must obtain required regulatory approvals before closing. - The CSE must accept the applicable listing statement and grant conditional approval for the Trading Shares listing. - Further details on the transaction and the resulting issuer are expected in the disclosure document. - Metaville said the transaction may not be completed as proposed, or at all.