LAKE FOREST, Calif.--(BUSINESS WIRE)--Aug. 9, 2005--Liquidmetal(R)
Technologies Inc. (OTC:LQMT) announced the completion of a private
placement of new 7% Convertible Secured Promissory Notes due August
2007 in the aggregate amount of approximately $10.0 million. The
Private Placement allowed the company to raise additional funding for
the working capital of the company, provided for the exchange of
previously issued promissory notes, and for the redemption of
Convertible Notes due July 29th, 2005 and satisfaction of all interest
and penalties under the terms of those notes.
The Notes were issued in consideration of aggregate cash in the
amount of $5.1 million, the exchange of $3.0 million in principal
amount of previously issued 10% Convertible Unsecured Notes Due June
2006, the exchange of $1.9 million in principal amount of previously
issued 10% senior Secured Notes due July 29th, 2005. $2.6 million of
the gross proceeds of the offering were used to satisfy the redemption
of remainder of the 10% Senior Secured Notes due July 29th, 2005 and
part of 10% Convertible Unsecured Note Due June 2006 and for the
satisfaction of all of the interest and penalties under the terms of
those notes.
The Notes issued by the Company in the Private Placement will
become due on the second (2nd) anniversary of the issue date of the
Notes. Prior to maturity, the Notes will bear interest at 7% per annum
with interest being paid quarterly on the first day of each calendar
quarter beginning October 1, 2005. The Notes are convertible into
shares of the Company's common stock at $2.00 per share, subject to
certain anti-dilution rights. As a part of the Private Placement, the
Company issued Warrants to the purchasers of the Notes giving them the
right to purchase a number of shares of Company common stock equal to
50% of the principal amount of the purchaser's Notes divided by the
$2.00 conversion price of the Note. The Warrants will expire on August
2, 2010.
Commenting on the completion of the funding, John Kang, President
and CEO, stated, "We are excited to be able to have completed this
funding and the redemption of the 2005 notes that were due. This was a
major step in the restructuring of the company that has been in the
works since 2004. With the additional working capital provided by this
transaction and the related improvement to our debt structure, we look
forward to being able to focus on the execution of our strategy to
accelerate the commercial adoption of Liquidmetal alloys."
This press release may contain "forward-looking statements" that
involve risks and uncertainties, including statements regarding our
plans, future events, objectives, expectations, forecasts, or
assumptions. Any statement in this press release that is not a
statement of historical fact is a forward-looking statement, and in
some cases, words such as "believe," "estimate," "project," "expect,"
"intend," "may," "anticipate," "plans," "seeks," and similar
expressions identify forward-looking statements. These statements
involve risks and uncertainties that could cause actual outcomes and
results to differ materially from the anticipated outcomes or result,
and undue reliance should not be placed on these statements. These
risks and uncertainties may include: our limited operating history in
developing and manufacturing products from bulk amorphous alloys; the
adoption of our alloys by customers; the commercial success of our
customer's products; our ability to identify, develop, and
commercialize new applications for our alloys; competition with
suppliers of incumbent materials; the development of new materials
that render our alloys obsolete; the ability to manage our anticipated
growth; our limited direct experience in manufacturing bulk alloy
products; scaling-up our manufacturing facilities; protecting our
intellectual property; problems associated with manufacturing and
selling our alloys outside of the United States; and other risks and
uncertainties discussed in filings made with the Securities and
Exchange Commission (including risks described in subsequent reports
on Form 10-Q, Form 10-K, Form 8-K, and other filings). Liquidmetal
Technologies disclaims any intention or obligation to update or revise
any forward-looking statements, whether as a result of new
information, future events, or otherwise.