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UNITED STATES FORM 12b-25
NOTIFICATION OF LATE FILING |
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FORM 10-Q
FOR THE QUARTER ENDED June 30, 2005
SEC FILE NUMBER: 000-31332
CUSIP NUMBER: 53634X
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(Check one): |
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o Form 10-K |
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o Form 20-F |
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o Form 11-K |
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o Form 10-Q |
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o Form 10-D |
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o Form N-SAR |
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o Form N-CSR |
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For Period Ended: |
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o Transition Report on Form 10-K |
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o Transition Report on Form 20-F |
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o Transition Report on Form 11-K |
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o Transition Report on Form 10-Q |
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o Transition Report on Form N-SAR |
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For the Transition Period Ended: |
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Read Instructions (on back
page) Before Preparing Form. Please Print or Type |
If the notification relates to a portion of the filing checked above, identify the Item(s) to which the notification relates:
PART I — REGISTRANT INFORMATION
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LIQUIDMETAL TECHNOLOGIES, INC. |
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Full Name of Registrant |
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Former Name if Applicable |
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25800 Commercentre Drive, Suite 100 |
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Address of Principal Executive Office (Street and Number) |
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Lake Forest, California 92630 |
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City, State and Zip Code |
PART II — RULES 12b-25(b) AND (c)
If the subject report could not be filed without unreasonable effort or expense and the registrant seeks relief pursuant to Rule 12b-25(b), the following should be completed. (Check box if appropriate)
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(a) |
The reason described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense |
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(b) |
The subject annual report, semi-annual report, transition report on Form 10-K, Form 20-F, Form 11-K, Form N-SAR or Form N-CSR, or portion thereof, will be filed on or before the fifteenth calendar day following the prescribed due date; or the subject quarterly report or transition report on Form 10-Q or subject distribution report on Form 10-D, or portion thereof, will be filed on or before the fifth calendar day following the prescribed due date; and |
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(c) |
The accountant’s statement or other exhibit required by Rule 12b-25(c) has been attached if applicable. |
PART III — NARRATIVE
State below in reasonable detail why Forms 10-K, 20-F, 11-K, 10-Q, 10-D, N-SAR, N-CSR, or the transition report or portion thereof, could not be filed within the prescribed time period.
The Registrant is unable to timely file its report on Form 10-Q for the first quarter ended June 30, 2005 without unreasonable effort or expense. As previously announced in our 8-K dated August 9, 2005, the Company has primarily focused its efforts on the timely closing of its round of funding, the terms of which will be included as a subsequent event footnote in our Form 10-Q as of June 30, 2005. As such, we were unable to file the Form 10-Q prior to the August 9, 2005 deadline.
The Registrant expects to file its Form 10Q within the prescribed extended period of August 15, 2005.
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SEC 1344 (03-05) |
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Persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
(Attach extra Sheets if Needed)
PART IV — OTHER INFORMATION
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(1) |
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Name and telephone number of person to contact in regard to this notification |
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Young J. Ham |
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949 |
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206-8078 |
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(Name) |
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(Area Code) |
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(Telephone Number) |
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(2) |
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Have all other periodic reports required under Section 13 or 15(d) of the Securities Exchange Act of 1934 or Section 30 of the Investment Company Act of 1940 during the preceding 12 months or for such shorter period that the registrant was required to file such report(s) been filed ? If answer is no, identify report(s). |
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ý Yes o No |
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(3) |
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Is it anticipated that any significant change in results of operations from the corresponding period for the last fiscal year will be reflected by the earnings statements to be included in the subject report or portion thereof? |
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ý Yes o No |
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(4) |
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If so, attach an explanation of the anticipated change, both narratively and quantitatively, and, if appropriate, state the reasons why a reasonable estimate of the results cannot be made. |
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It is expected that the Registrant’s sales and cost of sales be approximately $3.7 million and $4.0 million for the three months ended June 30, 2005 compared to $4.1 million and $2.5 million for the three months ended June 30, 2004. Net loss is expected to be $5.4 million for the three months ended June 30, 2005 compared to $1.3 million for the three months ended June 30, 2004. The increase in net loss compared to that of the quarter ended June 30, 2004 was attributable to approximately $3.4 million impairment charge for this quarter on our long-term inventory and idle equipment. While the Company may be able to utilize these long-lived assets to meet future capacity requirements, considering our current revenue and foreseeable production requirements, the Company does not anticipate utilizing these assets in the near future. The increase in cost of sales was a result of lower business volumes generated from our Liquidmetal bulk alloy business. |
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LIQUIDMETAL TECHNOLOGIES, INC.
(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized.
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Date |
August 10, 2005 |
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By |
/s/ John Kang |
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John Kang |
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Chairman, President and Chief Executive Officer |
INSTRUCTION: The form may be signed by an executive officer of the registrant or by any other duly authorized representative. The name and title of the person signing the form shall be typed or printed beneath the signature. If the statement is signed on behalf of the registrant by an authorized representative (other than an executive officer), evidence of the representative’s authority to sign on behalf of the registrant shall be filed with the form.
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ATTENTION |
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Intentional misstatements or omissions of fact constitute Federal Criminal Violations (See 18 U.S.C. 1001). |
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