What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2020-11-10 compared with 2020-08-04 · 129 added, 116 removed, 334 unchanged (42% of the section changed)

4 unchanged sentences

( $ in thousands, except par value and share data)

September 30,

Current assets:

20 unchanged sentences

10,000,000 shares authorized;

0 shares issued and outstanding at June 30, 2020 and December 31, 2019, respectively

0 shares issued and outstanding at September 30, 2020 and December 31, 2019, respectively

Common stock, $0.001 par value;

1,100,000,000 shares authorized;

914,449,957 and 914,449,957 shares issued and outstanding at June 30, 2020 and December 31, 2019, respectively

914,449,957 and 914,449,957 shares issued and outstanding at September 30, 2020 and December 31, 2019, respectively

Additional paid-in capital

10 unchanged sentences

For the Three Months

Ended June 30,

For the Six Months

Ended June 30,

Ended September 30,

For the Nine Months

Ended September 30,

Licensing and royalties

1 unchanged sentence

Cost of sales

Gross profit (loss)

Operating expenses

2 unchanged sentences

Impairment of long-lived assets

(Gain) loss on disposal of long-lived assets

Gain on disposal of long-lived assets

Total operating expenses

5 unchanged sentences

Per common share basic and diluted:

Net loss per common share attributable to LiquidmetalTechnologies shareholders, basic and diluted

Net loss per common share attributable to Liquidmetal Technologies shareholders, basic and diluted

Number of weighted average shares - basic and diluted

5 unchanged sentences

For the Three Months

Ended June 30,

For the Six Months

Net unrealized gains on available-for-sale securities

Other comprehensive income, net of tax

Ended September 30,

For the Nine Months

Ended September,

Net unrealized (losses) gains on available-for-sale securities

Other comprehensive income (loss), net of tax

Comprehensive loss

6 unchanged sentences

( $ in thousands, except per share data)

For the Six Months Ended June 30,

For the Nine Months Ended

September 30,

Operating activities:

2 unchanged sentences

Realized investment gains

Bad debt expense

Stock-based compensation

Impairment of long-lived assets

(Gain) loss on disposal of long-lived assets

Gain on disposal of long-lived assets

Changes in operating assets and liabilities:

10 unchanged sentences

Proceeds from sales of debt securities

Net cash provided by (used in) investing activities

Net cash used in investing activities

Financing Activities:

1 unchanged sentence

Net cash provided by financing activities

Net increase (decrease) in cash, cash equivalents, and restricted cash

Net decrease in cash, cash equivalents, and restricted cash

Cash, cash equivalents, and restricted cash at beginning of period

6 unchanged sentences

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

For the Six Months Ended June 30, 2020 and 2019

For the Nine Months Ended September 30, 2020 and 2019

(numbers in thousands, except percentages, share and per share data)

16 unchanged sentences

Basis of Presentation and Recent Accounting Pronouncements

The accompanying unaudited interim consolidated financial statements as of and for the three and six months ended June 30, 2020 and June 30, 2019 have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q.

The accompanying unaudited interim consolidated financial statements as of and for the three and nine months ended September 30, 2020 and September 30, 2019 have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q.

Accordingly, they do not include all of the information and notes required by US GAAP for complete financial statements.

1 unchanged sentence

All intercompany balances and transactions have been eliminated in consolidation.

Operating results for the three and six months ended June 30, 2020 are not necessarily indicative of the results that may be expected for any future periods or the year ending December 31, 2020.

Operating results for the three and nine months ended September 30, 2020 are not necessarily indicative of the results that may be expected for any future periods or the year ending December 31, 2020.

The accompanying unaudited consolidated financial statements should be read in conjunction with the Company's 2019 Annual Report on Form 10-K filed with the Securities and Exchange Commission (“SEC”) on March 10, 2020.

5 unchanged sentences

The Company evaluates its debt securities with unrealized losses on a quarterly basis for potential other-than-temporary impairments in value.

As a result of this assessment, the Company did not recognize any other-than-temporary impairment losses considered to be credit related for the three and six month periods ended June 30, 2020 and 2019.

As a result of this assessment, the Company did not recognize any other-than-temporary impairment losses considered to be credit related for the three and nine month periods ended September 30, 2020 and 2019.

F air Value Measurements

4 unchanged sentences

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

For the Six Months Ended June 30, 2020 and 2019

For the Nine Months Ended September 30, 2020 and 2019

(numbers in thousands, except percentages, share and per share data)

6 unchanged sentences

Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

As of June 30, 2020, the following table represents the Company’s fair value hierarchy for items that are required to be measured at fair value on a recurring basis:

As of September 30, 2020, the following table represents the Company’s fair value hierarchy for items that are required to be measured at fair value on a recurring basis:

Investments in debt securities (short-term)

15 unchanged sentences

In connection with the 2019 Restructuring Plan, the Company shifted its business strategy from internal manufacture of parts and products for customers toward the use and reliance of outsourced manufacturers, which will initially be Dongguan Yihao Metals Materials Technology Co., Ltd.

(“Yihao”), a China-based company that is an affiliate of our largest beneficial stockholder, CEO and Chairman, Professor Lugee Li.

(“Yihao”), a China-based company that is an affiliate of our largest beneficial stockholder, CEO and Chairman, Professor Lugee Li (“Professor Li”).

LIQUIDMETAL TECHNOLOGIES, INC.

1 unchanged sentence

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

For the Six Months Ended June 30, 2020 and 2019

For the Nine Months Ended September 30, 2020 and 2019

(numbers in thousands, except percentages, share and per share data)

5 unchanged sentences

On January 23, 2020, 20321 Valencia, LLC, a Delaware limited liability company and wholly owned subsidiary of the Company, entered into a lease agreement (the “Facility Lease”) pursuant to which the Company leased to MatterHackers, Inc., a Delaware corporation (“Tenant”), an approximately 32,534 square foot portion of the Facility.

The lease term is for 5 years and 2 months, with stated rights for early occupancy, with full occupancy commencing on March 1, 2020.

The lease term is for 5 years and 2 months and is scheduled to expire on April 30, 2025.

The base rent payable under the Facility Lease is $32,534 per month initially and is subject to periodic increases up to a maximum of approximately $54,000 per month.

3 unchanged sentences

2016 Purchase Agreement

On March 10, 2016, the Company entered into a Securities Purchase Agreement (the “2016 Purchase Agreement”) with Liquidmetal Technology Limited, a Hong Kong company (the “Investor”), which is controlled by the Company’s Chairman and CEO, Professor Lugee Li (“Professor Li”).

The 2016 Purchase Agreement provided for the purchase by the Investor of a total of 405,000,000 shares of the Company’s common stock for an aggregate purchase price of $63,400.

15 unchanged sentences

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

For the Six Months Ended June 30, 2020 and 2019

For the Nine Months Ended September 30, 2020 and 2019

(numbers in thousands, except percentages, share and per share data)

3 unchanged sentences

On January 31, 2020, the Company entered into a Business Development Agreement (the “Agreement”) with Eutectix, LLC, a Delaware limited liability company (“Eutectix”), which provides for collaboration, joint development efforts, and the manufacturing of products based on the Company’s proprietary amorphous metal alloys.

Under the Agreement, the Company has agreed to license to Eutectix specified equipment owned by the Company, including two injection molding machines, two diecasting machines, and other machines and equipment, all of which will be used to make product for Company customers and Eutectix customers.

The licensed machines and equipment represent substantially all of the machinery and equipment currently held by the Company.

Under the Agreement, the Company licensed to Eutectix specified equipment owned by the Company, including two injection molding machines, two diecasting machines, and other machines and equipment, all of which will be used to make product for Company customers and Eutectix customers.

The licensed machines and equipment represented substantially all of the machinery and equipment then held by the Company.

The Company has also licensed to Eutectix various patents and technical information related to the Company’s proprietary technology.

Under the Agreement, Eutectix will pay the Company a royalty of six percent (6%) of the net sales price of licensed products sold by Eutectix, and Eutectix will also manufacture for the Company product ordered by the Company.

Under the Agreement, Eutectix agreed to pay the Company a royalty of six percent (6%) of the net sales price of licensed products sold by Eutectix, and Eutectix will also manufacture for the Company product ordered by the Company.

The Agreement has a term of five years, subject to renewal provisions and the ability of either party to terminate earlier upon specified circumstances.

19 unchanged sentences

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

For the Six Months Ended June 30, 2020 and 2019

For the Nine Months Ended September 30, 2020 and 2019

(numbers in thousands, except percentages, share and per share data)

3 unchanged sentences

Unrealized gains (losses)

September 30,

Maturity Date

2 unchanged sentences

Certificates of deposit

Income from these investments totaled $58 and $126 during the three and six months ended June 30, 2020, respectively, and was included as a portion of interest and investment income on the Company’s consolidated statements of operations.

Income from these investments totaled $61 and $187 during the three and nine months ended September 30, 2020, respectively, and was included as a portion of interest and investment income on the Company’s consolidated statements of operations.

There was no income for the same periods in 2019.

Based on the Company’s review of its debt securities in an unrealized loss position at June 30, 2020, it determined that the losses were primarily the result of current economic factors, impacting all global debt and equity markets, that are the result of the global COVID-19 pandemic.

Based on the Company’s review of its debt securities in an unrealized loss position at September 30, 2020, it determined that the losses were primarily the result of current economic factors, impacting all global debt and equity markets, that are the result of the global COVID-19 pandemic.

The impact to the Company’s investment portfolio is considered to be temporary, rather than a deterioration of overall credit quality.

As of June 30, 2020, all investments are current on their schedule interest and dividend payments.

As of September 30, 2020, all investments are current on their schedule interest and dividend payments.

The Company does not intend to sell, and it is not more likely than not that the Company will be required to sell, these securities prior to recovering their amortized cost.

As such, the Company does not consider these securities to be other-than-temporarily impaired at June 30, 2020.

As such, the Company does not consider these securities to be other-than-temporarily impaired at September 30, 2020.

Trade Accounts Receivable

Trade accounts receivable were comprised of the following:

September 30,

Trade accounts receivable

Allowance for doubtful accounts

Trade accounts receivable

During the three and nine month periods ended September 30, 2020, the Company recorded an additional allowance for doubtful accounts of $226 for receivables related to products delivered to a customer at the end of 2019.

The allowance is a result of financial uncertainties affecting the customer’s ability to make payments on outstanding invoices.

The allowance was recorded as bad debt expense as a portion of selling, marketing, general and administrative expenses.

P repaid Expenses and Other Current Assets

Prepaid expenses and other current assets totaled $359 and $322 as of June 30, 2020 and December 31, 2019, respectively.

Prepaid expenses and other current assets totaled $600 and $322 as of September 30, 2020 and December 31, 2019, respectively.

Included within these totals are the following:

September 30,

Prepaid service invoices

2 unchanged sentences

Interest and other receivables

As of June 30, 2020, prepaid lease costs and receivables- short term are comprised of $19 in prepaid broker commissions that are expected to be amortized within the next twelve months and $2 in receivables for allocated utility costs.

As of June 30, 2020, interest and other receivables are comprised of $70 in interest receivable from investments in debt securities and $180 in receivables due under completed fixed asset sales (refer to Note 8 below).

As of September 30, 2020, prepaid lease costs and receivables- short term are comprised of $19 in prepaid broker commissions that are expected to be amortized within the next twelve months and $4 in receivables for allocated utility costs.

As of September 30, 2020, interest and other receivables are comprised of $130 in interest receivable from investments in debt securities and $90 in receivables due under completed fixed asset sales (refer to Note 8 below).

LIQUIDMETAL TECHNOLOGIES, INC.

1 unchanged sentence

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

For the Six Months Ended June 30, 2020 and 2019

For the Nine Months Ended September 30, 2020 and 2019

(numbers in thousands, except percentages, share and per share data)

Inventory totaled $23 and $12 as of June 30, 2020 and December 31, 2019, respectively.

Inventory totaled $47 and $12 as of September 30, 2020 and December 31, 2019, respectively.

Included within these totals are the following:

September 30,

Work in progress

1 unchanged sentence

Property and equipment consist of the following:

September 30,

Land, building, and improvements

4 unchanged sentences

Total property and equipment, net

Depreciation expense for three and six months ended June, 2020 was $81 and $161, respectively.

Depreciation expense for three and six months ended June 30, 2019 was $262 and $520, respectively.

For the three and six months ended June 30, 2020, $0 and $0 of depreciation expense, respectively, was included in cost of sales and $81 and $161 was included in selling, marketing, general, and administrative expenses, respectively.

For the three and six months ended June 30, 2019, $28 and $51 of depreciation expense, respectively, was included in cost of sales and $234 and $469 was included in selling, marketing, general and administrative expenses, respectively.

During the three and six months ended June 30, 2020, the Company disposed of certain manufacturing equipment for gross proceeds of $20.

This resulted in a gain on disposal of $15 and $35 during the three and six months ended June 30, 2020.

Similar sales resulted in losses of $5 and $5 during the three and six months ended June 30, 2019, respectively.

Depreciation expense for three and nine months ended September 30, 2020 was $79 and $240, respectively.

Depreciation expense for three and nine months ended September 30, 2019 was $265 and $785, respectively.

For the three and nine months ended September 30, 2020, $0 and $0 of depreciation expense, respectively, was included in cost of sales and $79 and $240 was included in selling, marketing, general, and administrative expenses, respectively.

For the three and nine months ended September 30, 2019, $24 and $75 of depreciation expense, respectively, was included in cost of sales and $241 and $710 was included in selling, marketing, general and administrative expenses, respectively.

During the three and nine months ended September 30, 2020, the Company disposed of certain manufacturing equipment for gross proceeds of $110.

This resulted in a gain on disposal of $0 and $35 during the three and nine months ended September 30, 2020.

Similar sales resulted in losses of $7 and $2 during the three and nine months ended September 30, 2019, respectively.

Equipment Held for Sale

2 unchanged sentences

The sale was finalized during the quarter ended June 30, 2020, following delivery and title transfer of the equipment to the buyer.

The Company had received $420 in proceeds from the sale of this equipment during 2019, which was recorded as a contract liability as part of accrued liabilities as of December 31, 2019.

Following the final transfer of title of the equipment, this amount was reclassified and the remaining $180 of the purchase price was recorded as a receivable, within prepaid expenses and other current assets, as of June 30, 2020.

Patents and T rademarks, net

Net patents and trademarks totaled $197 and $239 as of June 30, 2020, and December 31, 2019, respectively, and primarily consisted of purchased patent rights and internally developed patents.

Purchased patent rights represent the exclusive right to commercialize the bulk amorphous alloy and other amorphous alloy technology acquired from California Institute of Technology (“Caltech”), through a license agreement with Caltech and other institutions.

All fees and other amounts payable by the Company for these rights and licenses have been paid or accrued in full, and no further royalties, license fees, or other amounts will be payable in the future under the license agreement.

As of September 30, 2020, the Company had received $510 in proceeds from the sale of this equipment, with the remaining $90 of the purchase price being recorded as a receivable within prepaid expenses and other current assets.

During October 2020, the remaining $90 of the purchase price was received, thus completing all elements of the purchase agreement for the equipment originally held for sale.

LIQUIDMETAL TECHNOLOGIES, INC.

1 unchanged sentence

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

For the Six Months Ended June 30, 2020 and 2019

For the Nine Months Ended September 30, 2020 and 2019

(numbers in thousands, except percentages, share and per share data)

Patents and T rademarks, net

Net patents and trademarks totaled $177 and $239 as of September 30, 2020, and December 31, 2019 respectively, and primarily consisted of purchased patent rights and internally developed patents.

In addition to the purchased and licensed patents, the Company has internally developed patents.

2 unchanged sentences

The Company amortizes capitalized patents and trademarks over an average of 10 to 17 year periods.

Amortization expense for patents and trademarks was $21 and $42 for the three and six months ended June 30 , 2020, respectively.

This compares to $21 and $42 for the three and six months ended June 30, 2019, respectively.

Amortization expense for patents and trademarks was $21 and $63 for the three and nine months ended September 30, 2020, respectively.

This compares to $21 and $63 for the three and nine months ended September 30, 2019, respectively.

Other assets totaled $235 and $14 as of June 30, 2020 and December 31, 2019, respectively.

Included within these totals are the following:

September 30,

Utility deposits

Prepaid lease costs and receivables- long term

As of June 30, 2020, prepaid lease costs and receivables- long term are comprised of $74 in unamortized prepaid broker commissions that are not expected to be amortized within the next twelve months and $131 in straight-line rent accruals.

As of September 30, 2020, prepaid lease costs and receivables- long term are comprised of $68 in unamortized prepaid broker commissions that are not expected to be amortized within the next twelve months and $153 in straight-line rent accruals.

Accrued Liabilities

Accrued liabilities totaled $248 and $775 as of June 30, 2020 and December 31, 2019, respectively.

Accrued liabilities totaled $310 and $775 as of September 30, 2020 and December 31, 2019, respectively.

Included within these totals are the following:

September 30,

Accrued payroll, vacation, and bonuses

3 unchanged sentences

In connection with the 2019 Restructuring Plan, the Company recorded severance expenses related to employees whose positions would be eliminated.

The elements and impact of the 2019 Restructuring Plan were communicated to all impacted employees during July 2019, inclusive of outlining the severance elements that Company had adopted.

The elements and impact of the 2019 Restructuring Plan, including details regarding the severance elements that the Company had adopted, were communicated to all impacted employees in July 2019.

As a result, total expense of $273 was recorded as a component of sales, general, and administrative expenses within the consolidated statement of operations for the year ended December 31, 2019.

As of June 30, 2020, payments totaling $217 had been made, resulting in a remaining liability under the 2019 restructuring plan of $56 as of June 30, 2020.

As of September 30, 2020, payments totaling $217 had been made, resulting in a remaining liability under the 2019 Restructuring Plan of $56 as of September 30, 2020.

Other Long- T erm L iabilities

Other long-term liabilities were $899 as of June 30, 2020 and $856 as of December 31, 2019, and consisted of $856 of long-term, aged payables to vendors, individuals, and other third parties that have been outstanding for more than 5 years.

Other long-term liabilities were $899 as of September 30, 2020 and $856 as of December 31, 2019, and consisted of $856 of long-term, aged payables to vendors, individuals, and other third parties that have been outstanding for more than 5 years.

The Company is in the process of researching and resolving the balances for settlement and/or escheatment in accordance with applicable state law.

Also included in the balance as of June 30, 2020 is $43 in tenant deposits.

Stock Compensation Plan s

On April 4, 2002, our shareholders and Board of Directors adopted the 2002 Equity Incentive Plan (“2002 Plan”).

The 2002 Plan provided for the grant of stock options to officers, employees, consultants, and directors of the Company and its subsidiaries.

A total of 10,000,000 shares of our common stock were available to be granted under the 2002 Plan.

The 2002 Plan expired by its terms in April 2012 and remains in effect only with respect to the equity awards that have been granted prior to its expiration.

As of June 30, 2020 and December 31, 2019, there were 61,000 and 69,000 options, respectively, outstanding under the 2002 Plan.

Also included in the balance as of September 30, 2020 is $43 in tenant deposits.

LIQUIDMETAL TECHNOLOGIES, INC.

1 unchanged sentence

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

For the Six Months Ended June 30, 2020 and 2019

For the Nine Months Ended September 30, 2020 and 2019

(numbers in thousands, except percentages, share and per share data)

Stock Compensation Plan s

On April 4, 2002, our shareholders and Board of Directors adopted the 2002 Equity Incentive Plan (“2002 Plan”).

The 2002 Plan provided for the grant of stock options to officers, employees, consultants, and directors of the Company and its subsidiaries.

A total of 10,000,000 shares of our common stock were available to be granted under the 2002 Plan.

The 2002 Plan expired by its terms in April 2012 and remained in effect only with respect to the equity awards that had been granted prior to its expiration.

During the three months ended September 30, 2020, all remaining awards under the 2002 Plan expired under their contractual terms.

As of September 30, 2020 and December 31, 2019, there were 0 and 69,000 options, respectively, outstanding under the 2002 Plan.

On June 28, 2012, the Company adopted the 2012 Equity Incentive Plan (“2012 Plan”), with the approval of the shareholders, which provides for the grant of stock options to officers, employees, consultants, and directors of the Company and its subsidiaries.

2 unchanged sentences

A total of 30,000,000 shares of the Company’s common stock may be granted under the 2012 Plan, and all options granted under the 2012 Plan had exercise prices that were equal to the fair market value on the date of grant.

During the six months ended June 30, 2020, the Company granted no options to purchase shares of common stock.

Under this plan, the Company had outstanding grants of options to purchase 5,741,692 and 6,930,445 shares of the Company’s common stock as of June 30, 2020 and December 31, 2019, respectively.

During the nine months ended September 30, 2020, the Company granted no options to purchase shares of common stock.

Under this plan, the Company had outstanding grants of options to purchase 5,609,192 and 6,930,445 shares of the Company’s common stock as of September 30, 2020 and December 31, 2019, respectively.

On January 27, 2015, the Company adopted its 2015 Equity Incentive Plan (“2015 Plan”), which provided for the grant of stock options to officers, employees, consultants, and directors of the Company and its subsidiaries.

1 unchanged sentence

All options granted under the 2015 Plan had exercise prices that were equal to the fair market value on the dates of grant.

During the six months ended June 30, 2020, the Company granted no options to purchase shares of common stock.

Under this plan, the Company had outstanding grants of options to purchase 12,341,667 and 12,341,667 shares of the Company’s common stock as of June 30, 2020 and December 31, 2019, respectively.

Stock based compensation expense attributable to these plans was $81 and $173 for the three and six months ended June 30, 2020, respectively.

This compares to $160 and $342 for the three and six months ended June 30, 2019, respectively.

During the nine months ended September 30, 2020, the Company granted no options to purchase shares of common stock.

Under this plan, the Company had outstanding grants of options to purchase 12,341,667 and 12,341,667 shares of the Company’s common stock as of September 30, 2020 and December 31, 2019, respectively.

Stock based compensation expense attributable to these plans was $83 and $256 for the three and nine months ended September 30, 2020, respectively.

This compares to $73 and $415 for the three and nine months ended September 30, 2019, respectively.

Facility Lease

6 unchanged sentences

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

For the Six Months Ended June 30, 2020 and 2019

For the Nine Months Ended September 30, 2020 and 2019

(numbers in thousands, except percentages, share and per share data)

Consolidated Statements of Changes in Equity

The following table provides the Company’s changes in equity for the three months ended June 30, 2020:

Warrants part of Additional Paid-

The following table provides the Company’s changes in equity for the three months ended September 30, 2020:

Warrants part of Additional Paid-in

Income (Loss)

Balance, March 31, 2020

Balance, June 30, 2020

Stock-based compensation

Other comprehensive loss

Balance, June 30, 2020

The following table provides the Company’s changes in equity for the six months ended June 30, 2020:

Preferred Shares

Warrants part of Additional Paid-

Income (Loss)

Non- Controlling Interest

Balance, September 30, 2020

The following table provides the Company’s changes in equity for the nine months ended September 30, 2020:

Warrants part of Additional Paid-in

Balance, December 31, 2019

Stock-based compensation

Other comprehensive loss

Other comprehensive income

Balance, September 30, 2020

The following table provides the Company’s changes in equity for the three months ended September 30, 2019:

Warrants part of Additional Paid-in

Balance, June 30, 2019

The following table provides the Company’s changes in equity for the three months ended June 30, 2019:

Preferred Shares

Warrants part of Additional Paid-

Income (Loss)

Controlling Interest

Balance, March 31, 2019

Stock option exercises

Stock-based compensation

Balance, June 30, 2019

Balance, September 30, 2019

LIQUIDMETAL TECHNOLOGIES, INC.

1 unchanged sentence

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

For the Six Months Ended June 30, 2020 and 2019

For the Nine Months Ended September 30, 2020 and 2019

(numbers in thousands, except percentages, share and per share data)

The following table provides the Company’s changes in equity for the six months ended June 30, 2019:

Preferred Shares

Warrants part of Additional Paid-in Capital

Income (Loss)

Controlling Interest

The following table provides the Company’s changes in equity for the nine months ended September 30, 2019:

Warrants part of Additional Paid-in

Balance, December 31, 2018

1 unchanged sentence

Stock-based compensation

Balance, June 30, 2019

Balance, September 30, 2019

Accumulated Other Comprehensive Income (Loss) (“AOCI”)

The following table presents a summary of the changes in each component of AOCI for the three months ended June 30, 2020:

The following table presents a summary of the changes in each component of AOCI for the three months ended September 30, 2020:

Unrealized gains

available-for-sale

Accumulated other comprehensive income (loss), net of tax, as of March 31, 2020

Accumulated other comprehensive income (loss), net of tax, as of June 30, 2020

Other comprehensive loss before reclassifications

1 unchanged sentence

Net increase in other comprehensive income (loss)

Accumulated other comprehensive income (loss), net of tax, as of June 30, 2020

The following table presents a summary of the changes in each component of AOCI for the six months ended June 30, 2020:

Accumulated other comprehensive income (loss), net of tax, as of September 30, 2020

The following table presents a summary of the changes in each component of AOCI for the nine months ended September 30, 2020:

Unrealized gains

1 unchanged sentence

Accumulated other comprehensive income (loss), net of tax, as of December 31, 2019

Other comprehensive loss before reclassifications

Other comprehensive income before reclassifications

Amounts reclassified from accumulated other comprehensive income (loss)

Net increase in other comprehensive income (loss)

Accumulated other comprehensive income (loss), net of tax, as of June 30, 2020

There was no activity associated with these components of AOCI for the six months ended June 30, 2019.

Accumulated other comprehensive income (loss), net of tax, as of September 30, 2020

There was no activity associated with these components of AOCI for the three and nine months ended September 30, 2019.

LIQUIDMETAL TECHNOLOGIES, INC.

1 unchanged sentence

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

For the Six Months Ended June 30, 2020 and 2019

For the Nine Months Ended September 30, 2020 and 2019

(numbers in thousands, except percentages, share and per share data)

2 unchanged sentences

Diluted EPS reflects the potential dilution of securities that could share in the earnings.

Options to purchase 18,144,359 shares of common stock, at prices ranging from $0.07 to $0.38 per share, were outstanding at June 30, 2020, but were not included in the computation of diluted EPS for the same period as the inclusion would have been antidilutive, given the Company’s net loss.

Warrants to purchase 10,066,809 shares of common stock, with a price of $0.07 per share, outstanding at June 30, 2020, were not included in the computation of diluted EPS for the same period as the inclusion would have been antidilutive, given the Company’s net loss.

Options to purchase 26,088,360 shares of common stock, at prices ranging from $0.07 to $0.38 per share, were outstanding at June 30, 2019, but were not included in the computation of diluted EPS for the same period as the inclusion would have been antidilutive, given the Company’s net loss.

Warrants to purchase 10,066,809 shares of common stock, with a price of $0.07 per share, outstanding at June 30, 2019, were not included in the computation of diluted EPS for the same period as the inclusion would have been antidilutive, given the Company’s net loss.

Options to purchase 17,950,859 shares of common stock, at prices ranging from $0.07 to $0.38 per share, were outstanding at September 30, 2020, but were not included in the computation of diluted EPS for the same period as the inclusion would have been antidilutive, given the Company’s net loss.

Warrants to purchase 10,066,809 shares of common stock, with a price of $0.07 per share, outstanding at September 30, 2020, were not included in the computation of diluted EPS for the same period as the inclusion would have been antidilutive, given the Company’s net loss.

Options to purchase 20,303,333 shares of common stock, at prices ranging from $0.07 to $0.38 per share, were outstanding at September 30, 2019, but were not included in the computation of diluted EPS for the same period as the inclusion would have been antidilutive, given the Company’s net loss.

Warrants to purchase 10,066,809 shares of common stock, with a price of $0.07 per share, outstanding at September 30, 2019, were not included in the computation of diluted EPS for the same period as the inclusion would have been antidilutive, given the Company’s net loss.

Related Party Transactions

3 unchanged sentences

Eontec is a publicly held Hong Kong corporation of which Professor Li is the Chairman and major shareholder.

Eontec is also an affiliate of Yihao, which is currently the Company’s primary outsourced manufacturer.

As of June 30, 2020, Professor Li is a greater-than 5% beneficial owner of the Company and serves as the Company’s Chairman, President, and Chief Executive Officer.

Equipment and services procured from Eontec, and their affiliates, were $45 and $68 during the three and six months ended June 30, 2020, respectively.

Equipment and services procured from Eontec, and their affiliates, were $0 and $0 during the three and six months ended June 30, 2019, respectively.

Eontec is also an affiliate of Dongguan Yihao Metals Materials Technology Co., Ltd.

Yihao is currently the Company’s primary outsourced manufacturer.

As of September 30, 2020, Professor Li is a greater-than 5% beneficial owner of the Company and serves as the Company’s Chairman, President, and Chief Executive Officer.

Equipment and services procured from Eontec, and their affiliates, were $146 and $214 during the three and nine months ended September 30, 2020, respectively.

Equipment and services procured from Eontec, and their affiliates, were $0 and $0 during the three and nine months ended September 30, 2019, respectively.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements