Liquidmetal Technologies Files S-1 for Stock Registration

TL;DR

LQMT filing S-1, looks like they're selling more stock soon.

AI Summary

Liquidmetal Technologies, Inc. filed an S-1 registration statement on November 22, 2024, to register an unspecified number of shares of common stock. The company, incorporated in Delaware, is based in Lake Forest, California, and operates in the Chemicals & Allied Products sector. Tony Chung is the Chief Executive Officer.

Why It Matters

This S-1 filing indicates Liquidmetal Technologies is preparing to offer more shares to the public, which could impact existing shareholders through dilution or provide capital for growth.

Risk Assessment

Risk Level: medium — S-1 filings often precede stock offerings, which can lead to dilution and price volatility for existing shareholders.

Key Numbers

• 333-283411 — SEC File Number (Identifies this specific registration statement)
• 1231 — Fiscal Year End (Indicates the company's annual reporting cycle)

Key Players & Entities

• LIQUIDMETAL TECHNOLOGIES INC (company) — Registrant
• Tony Chung (person) — Chief Executive Officer
• 20321 Valencia Circle Lake Forest, CA 92630 (location) — Principal Executive Offices
• November 22, 2024 (date) — Filing Date

FAQ

Key Financial Figures

• $0.001 — 417,326,959 shares of our common stock, $0.001 par value per share (the "Resale Shares
• $0.0453 — rted sale price of our common stock was $0.0453 per share. Investing in our common sto
• $0.07 — at a weighted average exercise price of $0.07 per share; 26,584,667 shares of common
• $0.09 — at a weighted average exercise price of $0.09 per share; or 4,666,202 shares of comm

Filing Documents

• lqmt20241121_s1.htm (S-1) — 291KB
• ex_751080.htm (EX-5.1) — 10KB
• ex_751081.htm (EX-23.1) — 3KB
• ex_751082.htm (EX-FILING FEES) — 42KB
• logo.jpg (GRAPHIC) — 7KB
• 0001437749-24-036047.txt ( ) — 357KB

RISK FACTORS

RISK FACTORS 5 SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS 5 SELLING STOCKHOLDERS 6

USE OF PROCEEDS

USE OF PROCEEDS 8 DETERMINATION OF OFFERING PRICE 8 DIVIDEND POLICY 8 MARKET FOR OUR COMMON STOCK AND RELATED STOCKHOLDER MATTERS 8

DESCRIPTION OF SECURITIES

DESCRIPTION OF SECURITIES 9 PLAN OF DISTRIBUTION 12 LEGAL MATTERS 14 EXPERTS 14 WHERE YOU CAN FIND MORE INFORMATION 14 INCORPORATION OF CERTAIN INFORMATION BY REFERENCE 14

SIGNATURES

SIGNATURES S-1 This prospectus is a part of the registration statement that we filed with the Securities and Exchange Commission. The selling stockholders named in this prospectus may from time to time sell the securities described in this prospectus. You should rely only on the information contained in, or incorporated by referenced into, this prospectus or in any free writing prospectus that we may specifically authorize to be delivered or made available to you. We have not authorized anyone to provide you with information that is different from the information contained in, or incorporated by reference into, this prospectus or in any free writing prospectus we may authorize to be made available to you. This prospectus may only be used where it is legal to offer and sell our securities. The information contained in, or incorporated by reference into, this prospectus is accurate only as of the date of this prospectus or the date of the information incorporated by reference into this prospectus, regardless of when this prospectus is delivered or when any sale of our securities occurs. Our business, financial condition, results of operations and prospects may have changed since that date. We are not making an offer to sell these securities and are not soliciting an offer to buy these securities in any state where the offer or sale is not permitted. 1 Table of Contents PROSPECTUS SUMMARY This summary highlights information that we present more fully in the rest of this prospectus and does not contain all of the information you should consider before investing in our securities. This summary contains forward-looking statements that involve risks and uncertainties, such as statements about our plans, objectives, expectations, assumptions or future events. These statements involve estimates, assumptions, known and unknown risks, uncertainties and other factors that could cause actual results to differ materially from any future results, performances or achiev

RISK FACTORS

RISK FACTORS Investing in our securities involves a high degree of risk and many uncertainties. You should carefully consider the risks described in Part I, Item 1A, Risk Factors, in our most recent Annual Report on Form 10-K, together with all of the other information set forth in or incorporated by reference into this prospectus, as updated by our Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and other filings we make with the SEC, the risk factors described under the caption "Risk Factors" in any applicable prospectus supplement and any risk factors set forth in our other filings with the SEC pursuant to Sections 13(a), 13(c), 14 or 15(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), before making a decision about purchasing our securities in this offering. Our business, financial condition or results of operations could be materially adversely affected by any of these risks. In that case, the trading price of our common stock could decline and you could lose all or part of your investment in the securities being offered. For more information, see the sections entitled " WHERE YOU CAN FIND MORE INFORMATION " and " INCORPORATION OF CERTAIN INFORMATION BY REFERENCE " in this prospectus. Please also read carefully the section entitled " SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS ." The Resale Shares being offered in this prospectus by the selling stockholders represent a substantial percentage of our outstanding common stock, and the sale of such shares could cause the price of our common stock to decline significantly or result in material changes to the ownership of, and voting power in relation to, our common stock. This prospectus relates to the resale from time to time by the selling stockholders named herein of up to 417,326,959 shares of our common stock, which represent approximately 44.2% of our total outstanding shares of common stock based on our shares outstanding as of November 18, 2024. As such, sale

View Full Filing

View this S-1 filing on SEC EDGAR