Liquidmetal® Technologies, Inc. (OTCQB: LQMT) today announced that it
has entered into a common stock purchase agreement (the "Purchase
Agreement") for a $20 million equity line with several existing
institutional investors (the "Investors"). The agreement will enable
Liquidmetal to access additional funds upon the terms set forth in the
Purchase Agreement.
The Purchase Agreement allows, but does not obligate, Liquidmetal to
issue and sell up to $20 million of shares of its common stock to the
Investors from time to time over the 36-month period following the
effectiveness of a registration statement that Liquidmetal has agreed to
file with the Securities and Exchange Commission to register the resale
of the stock by the Investors. Liquidmetal may, in accordance with the
procedures outlined in the Purchase Agreement, notify the Investors of
the dollar amount that Liquidmetal intends to sell to the Investors,
subject to a maximum amount equal to the lesser of (i) a specified
dollar amount set forth in the Purchase Agreement and (ii) a dollar
amount equal to 300% of the average daily trading volume of the
company's common stock for the ten trading days immediately prior to the
date of the request. Upon such a notice, the Investors will be
contractually obligated to purchase the shares at a purchase price equal
to 90% of the lowest daily volume weighted average price of the common
stock over a five-day pricing period beginning on the date of the notice.
Liquidmetal intends to file, no later than December 23, 2013, a
registration statement with the Securities and Exchange Commission to
register the resale of up to 96,555,893 shares of Liquidmetal common
stock by the Investors and an additional 5,468,750 shares underlying
warrants previously issued in Liquidmetal’s July 2012 private placement.
In addition, Liquidmetal has issued 2,666,667 shares of its common stock
to the Investors as an initial commitment fee for entering into the
Purchase Agreement. The effectiveness of this registration statement is
a condition to Liquidmetal’s ability to sell common stock to the
Investors under the Purchase Agreement.
Thomas Steipp, the President and Chief Executive Officer of Liquidmetal,
stated, "The Purchase Agreement will provide Liquidmetal with a flexible
source of additional capital to continue product development programs
with customers and partners with the goal of broadly expanding the
commercial availability of Liquidmetal solutions and maximizing
shareholder value."
The issuance of the shares of common stock to the Investors under the
Purchase Agreement is exempt from the registration requirements of the
Securities Act of 1933, as amended (the “Securities Act”), pursuant to
the exemption for transactions by an issuer not involving any public
offering under Section 4(a)(2) of the Securities Act and Rule 506 of
Regulation D promulgated under the Securities Act.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy securities. The securities to be offered
and sold in the Equity Enhancement Program have not been registered
under the Securities Act or any state securities laws, and may not be
offered or sold in the United States absent registration, or an
applicable exemption from registration, under the Securities Act and
applicable state securities laws.
About Liquidmetal Technologies
Rancho Santa Margarita, California-based Liquidmetal Technologies, Inc.
is the leading developer of bulk alloys and composites that utilize the
performance advantages offered by amorphous alloy technology. Amorphous
alloys are unique materials that are distinguished by their ability to
retain a random structure when they solidify, in contrast to the
crystalline atomic structure that forms in ordinary metals and alloys.
Liquidmetal Technologies is the first company to produce amorphous
alloys in commercially viable bulk form, enabling significant
improvements in products across a wide array of industries. For more
information, go to www.liquidmetal.com.
Forward-Looking Statement
This press release contains "forward-looking statements," including but
not limited to statements regarding the advantages of Liquidmetal's
amorphous alloy technology, scheduled manufacturing of customer parts
and other statements associated with Liquidmetal's technology and
operations. These statements are based on current expectations of future
events. If underlying assumptions prove inaccurate or unknown risks or
uncertainties materialize, actual results could vary materially from
Liquidmetal's expectations and projections. Risks and uncertainties
include, among other things; customer adoption of Liquidmetal's
technologies and successful integration of those technologies into
customer products; potential difficulties or delays in manufacturing
products incorporating Liquidmetal's technologies; Liquidmetal's ability
to fund its current and anticipated operations; the ability of third
party suppliers and manufacturers to meet customer product requirements;
general industry conditions; general economic conditions; and
governmental laws and regulations affecting Liquidmetal's operations.
Additional information concerning these and other risk factors can be
found in Liquidmetal's public periodic filings with the U.S. Securities
and Exchange Commission, including the discussion under the heading
"Risk Factors" in Liquidmetal's 2012 Annual Report on Form 10-K.
Copyright Business Wire 2013