UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13D/A
(Amendment
No. 4)
Under
the Securities Exchange Act of 1934
Liquidmetal
Technologies, Inc.
(Name
of
Issuer)
Common
Stock, par value $0.001 per share
(Title
of
Class of Securities)
53634
X
100
(CUSIP Number)
Wynnefield
Capital, Inc.
Wynnefield
Capital Management LLC
Attn:
Nelson Obus
450
Seventh Avenue, Suite 509
New
York,
New York 10123
Copy
to:
Gersten
Savage LLP
600
Lexington Avenue
New
York,
NY 10022
(212)
752-9700 Fax: (212) 980-5192
Attention:
David E. Danovitch, Esq.
(Name, Address and Telephone Number of Person
Authorized
to Receive Notices and Communications)
October
28, 2008
(Date of Event which Requires Filing of this Statement)
If
the
filing person has previously filed a statement on Schedule 13G to report the
acquisition that is the subject of this Schedule 13D, and is filing this
schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the
following box.
o
The
information required on the remainder of this cover page shall not be deemed
to
be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934
("Act") or otherwise subject to the liabilities of that section of the Act
but
shall be subject to all other provisions of the Act (however, see the
Notes).
|
CUSIP
No. 53634 X 100
|
|
|
|
|
1
|
NAME
OF REPORTING PERSON
S.S.
OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Wynnefield
Partners Small Cap Value LP
TAX
ID #: 13-3688497
|
|
2
|
(a)
o
(b)
x
|
|
3
|
SEC
USE ONLY
|
|
4
|
SOURCE
OF FUNDS
WC
|
|
5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(D)
OR 2(E)
o
|
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
|
Number
of Shares Beneficially
Owned
By Each Reporting
Person
With
|
7
|
SOLE
VOTING POWER
1,019,531
shares of common stock, consisting of (i) 275,355 shares of Common
Stock;
(ii) 433,266 shares of Common Stock issuable upon conversion of
Convertible Subordinated Notes; and (iii) 310,910 shares of Common
Stock
issuable upon exercise of Common Stock Purchase Warrants.
|
|
|
8
|
SHARED
VOTING POWER
0
|
|
|
9
|
SOLE
DISPOSITIVE POWER
1,019,531
shares of common stock, consisting of (i) 275,355 shares of Common
Stock;
(ii) 433,266 shares of Common Stock issuable upon conversion of
Convertible Subordinated Notes; and (iii) 310,910 shares of Common
Stock
issuable upon exercise of Common Stock Purchase Warrants.
|
|
|
10
|
SHARED
DISPOSITIVE POWER
0
|
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,019,531
shares of common stock, consisting of (i) 275,355 shares of Common
Stock;
(ii) 433,266 shares of Common Stock issuable upon conversion of
Convertible Subordinated Notes; and (iii) 310,910 shares of Common
Stock
issuable upon exercise of Common Stock Purchase Warrants.
|
|
12
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
o
|
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
2.28%
|
|
14
|
TYPE
OF REPORTING PERSON
PN
|
2
|
CUSIP
No. 53634 X 100
|
|
|
|
|
1
|
NAME
OF REPORTING PERSON
S.S.
OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Wynnefield
Partners Small Cap Value LP I
TAX
ID #: 13-3953291
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
o
(b)
x
|
|
3
|
SEC
USE ONLY
|
|
4
|
SOURCE
OF FUNDS
WC
|
|
5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(D)
OR 2(E)
o
|
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
|
Number
of Shares Beneficially
Owned
By Each Reporting
Person
With
|
7
|
SOLE
VOTING POWER
1,370,294
shares of common stock, consisting of (i) 395,779 shares of Common
Stock;
(ii) 567,372 shares of Common Stock issuable upon conversion of
Convertible Subordinated Notes; and (iii) 407,143 shares of Common
Stock
issuable upon exercise of Common Stock Purchase Warrants.
|
|
|
8
|
SHARED
VOTING POWER
0
|
|
|
9
|
SOLE
DISPOSITIVE POWER
1,370,294
shares of common stock, consisting of (i) 395,779 shares of Common
Stock;
(ii) 567,372 shares of Common Stock issuable upon conversion of
Convertible Subordinated Notes; and (iii) 407,143 shares of Common
Stock
issuable upon exercise of Common Stock Purchase Warrants.
|
|
|
10
|
SHARED
DISPOSITIVE POWER
0
|
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,370,294
shares of common stock, consisting of (i) 395,779 shares of Common
Stock;
(ii) 567,372 shares of Common Stock issuable upon conversion of
Convertible Subordinated Notes; and (iii) 407,143 shares of Common
Stock
issuable upon exercise of Common Stock Purchase Warrants.
|
|
12
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
o
|
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
3.06%
|
|
14
|
TYPE
OF REPORTING PERSON
PN
|
3
|
CUSIP
No. 53634 X 100
|
|
|
|
|
1
|
NAME
OF REPORTING PERSON
S.S.
OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Wynnefield
Small Cap Value Offshore Fund Ltd.
TAX
ID #: N/A
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
o
(b)
x
|
|
3
|
SEC
USE ONLY
|
|
4
|
SOURCE
OF FUNDS
WC
|
|
5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(D)
OR 2(E)
o
|
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Cayman
Islands
|
|
Number
of Shares Beneficially
Owned
By Each Reporting
Person
With
|
7
|
SOLE
VOTING POWER
1,341,499
shares of common stock, consisting of (i) 402,420 shares of Common
Stock;
(ii) 546,740 shares of Common Stock issuable upon conversion of
Convertible Subordinated Notes; and (iii) 392,339 shares of Common
Stock
issuable upon exercise of Common Stock Purchase Warrants.
|
|
|
8
|
SHARED
VOTING POWER
0
|
|
|
9
|
SOLE
DISPOSITIVE POWER
1,341,499
shares of common stock, consisting of (i) 402,420 shares of Common
Stock;
(ii) 546,740 shares of Common Stock issuable upon conversion of
Convertible Subordinated Notes; and (iii) 392,339 shares of Common
Stock
issuable upon exercise of Common Stock Purchase Warrants.
|
|
|
10
|
SHARED
DISPOSITIVE POWER
0
|
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,341,499
shares of common stock, consisting of (i) 402,420 shares of Common
Stock;
(ii) 546,740 shares of Common Stock issuable upon conversion of
Convertible Subordinated Notes; and (iii) 392,339 shares of Common
Stock
issuable upon exercise of Common Stock Purchase Warrants.
|
|
12
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
o
|
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
3.00%
|
|
14
|
TYPE
OF REPORTING PERSON
CO
|
4
|
CUSIP
No. 53634 X 100
|
|
|
|
|
1
|
NAME
OF REPORTING PERSON
S.S.
OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Wynnefield
Capital, Inc.
TAX
ID #: 13-3688495
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
o
(b)
x
|
|
3
|
SEC
USE ONLY
|
|
4
|
SOURCE
OF FUNDS
N/A
|
|
5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(D)
OR 2(E)
o
|
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
New
York
|
|
Number
of Shares Beneficially
Owned
By Each Reporting
Person
With
|
7
|
SOLE
VOTING POWER
1,341,499
shares of common stock, consisting of (i) 402,420 shares of Common
Stock;
(ii) 546,740 shares of Common Stock issuable upon conversion of
Convertible Subordinated Notes; and (iii) 392,339 shares of Common
Stock
issuable upon exercise of Common Stock Purchase Warrants, owned by
Wynnefield Small Cap Value Offshore Fund Ltd.
|
|
|
8
|
SHARED
VOTING POWER
0
|
|
|
9
|
SOLE
DISPOSITIVE POWER
1,341,499
shares of common stock, consisting of (i) 402,420 shares of Common
Stock;
(ii) 546,740 shares of Common Stock issuable upon conversion of
Convertible Subordinated Notes; and (iii) 392,339 shares of Common
Stock
issuable upon exercise of Common Stock Purchase Warrants, owned by
Wynnefield Small Cap Value Offshore Fund Ltd.
|
|
|
10
|
SHARED
DISPOSITIVE POWER
0
|
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,341,499
shares of common stock, consisting of (i) 402,420 shares of Common
Stock;
(ii) 546,740 shares of Common Stock issuable upon conversion of
Convertible Subordinated Notes; and (iii) 392,339 shares of Common
Stock
issuable upon exercise of Common Stock Purchase Warrants, owned by
Wynnefield Small Cap Value Offshore Fund Ltd.
|
|
12
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
o
|
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
3.00%
|
|
14
|
TYPE
OF REPORTING PERSON
CO
|
5
|
CUSIP
No. 53634 X 100
|
|
|
|
|
1
|
NAME
OF REPORTING PERSON
S.S.
OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Wynnefield
Capital Management, LLC
TAX
ID #: 13-4018186
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
o
(b)
x
|
|
3
|
SEC
USE ONLY
|
|
4
|
SOURCE
OF FUNDS
N/A
|
|
5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(D)
OR 2(E)
o
|
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
New
York
|
|
Number
of Shares Beneficially
Owned
By Each Reporting
Person
With
|
7
|
SOLE
VOTING POWER
2,389,825
shares of common stock, consisting of an aggregate (i) 671,134 shares
of
Common Stock; (ii) 1,000,638 shares of Common Stock issuable upon
conversion of Convertible Subordinated Notes; and (iii) 718,053 shares
of
Common Stock issuable upon exercise of Common Stock Purchase Warrants,
collectively owned by Wynnefield Partners Small Cap Value LP and
Wynnefield Partners Small Cap Value LP I.
|
|
|
8
|
SHARED
VOTING POWER
0
|
|
|
9
|
SOLE
DISPOSITIVE POWER
2,389,825
shares of common stock, consisting of an aggregate (i) 671,134 shares
of
Common Stock; (ii) 1,000,638 shares of Common Stock issuable upon
conversion of Convertible Subordinated Notes; and (iii) 718,053 shares
of
Common Stock issuable upon exercise of Common Stock Purchase Warrants,
collectively owned by Wynnefield Partners Small Cap Value LP and
Wynnefield Partners Small Cap Value LP I.
|
|
|
10
|
SHARED
DISPOSITIVE POWER
0
|
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,389,825
shares of common stock, consisting of an aggregate (i) 671,134 shares
of
Common Stock; (ii) 1,000,638 shares of Common Stock issuable upon
conversion of Convertible Subordinated Notes; and (iii) 718,053 shares
of
Common Stock issuable upon exercise of Common Stock Purchase Warrants,
collectively owned by Wynnefield Partners Small Cap Value LP and
Wynnefield Partners Small Cap Value LP I.
|
|
12
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
o
|
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.34%
|
|
14
|
TYPE
OF REPORTING PERSON
OO
|
6
|
CUSIP
No. 53634 X 100
|
|
|
|
|
1
|
NAME
OF REPORTING PERSON
S.S.
OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Nelson
Obus
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
o
(b)
x
|
|
3
|
SEC
USE ONLY
|
|
4
|
SOURCE
OF FUNDS
N/A
|
|
5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(D)
OR 2(E)
o
|
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
U.S.
|
|
Number
of Shares Beneficially
Owned
By Each Reporting
Person
With
|
7
|
SOLE
VOTING POWER
0
|
|
|
8
|
SHARED
VOTING POWER
3,731,323
shares of common stock, consisting of an aggregate (i) 1,073,554
shares of
Common Stock; (ii) 1,547,377 shares of Common Stock issuable upon
conversion of Convertible Subordinated Notes; and (iii) 1,110,392
shares
of Common Stock issuable upon exercise of Common Stock Purchase Warrants,
collectively owned by Wynnefield Partners Small Cap Value LP, Wynnefield
Partners Small Cap Value LP I and Wynnefield Small Cap Value Offshore
Fund
Ltd.
|
|
|
9
|
SOLE
DISPOSITIVE POWER
0
|
|
|
10
|
SHARED
DISPOSITIVE POWER
3,731,323
shares of common stock, consisting of an aggregate (i) 1,073,554
shares of
Common Stock; (ii) 1,547,377 shares of Common Stock issuable upon
conversion of Convertible Subordinated Notes; and (iii) 1,110,392
shares
of Common Stock issuable upon exercise of Common Stock Purchase Warrants,
collectively owned by Wynnefield Partners Small Cap Value LP, Wynnefield
Partners Small Cap Value LP I and Wynnefield Small Cap Value Offshore
Fund
Ltd.
|
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,731,323
shares of common stock, consisting of an aggregate (i) 1,073,554
shares of
Common Stock; (ii) 1,547,377 shares of Common Stock issuable upon
conversion of Convertible Subordinated Notes; and (iii) 1,110,392
shares
of Common Stock issuable upon exercise of Common Stock Purchase Warrants,
collectively owned by Wynnefield Partners Small Cap Value LP, Wynnefield
Partners Small Cap Value LP I and Wynnefield Small Cap Value Offshore
Fund
Ltd.
|
|
12
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
o
|
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.34%
|
|
14
|
TYPE
OF REPORTING PERSON
IN
|
7
|
CUSIP
No. 53634 X 100
|
|
|
|
|
1
|
NAME
OF REPORTING PERSON
S.S.
OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Joshua
Landes
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
o
(b)
x
|
|
3
|
SEC
USE ONLY
|
|
4
|
SOURCE
OF FUNDS
N/A
|
|
5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(D)
OR 2(E)
o
|
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
U.S.
|
|
Number
of Shares Beneficially
Owned
By Each Reporting
Person
With
|
7
|
SOLE
VOTING POWER
0
|
|
|
8
|
SHARED
VOTING POWER
3,731,323
shares of common stock, consisting of an aggregate (i) 1,073,554
shares of
Common Stock; (ii) 1,547,377 shares of Common Stock issuable upon
conversion of Convertible Subordinated Notes; and (iii) 1,110,392
shares
of Common Stock issuable upon exercise of Common Stock Purchase Warrants,
collectively owned by Wynnefield Partners Small Cap Value LP, Wynnefield
Partners Small Cap Value LP I and Wynnefield Small Cap Value Offshore
Fund
Ltd.
|
|
|
9
|
SOLE
DISPOSITIVE POWER
0
|
|
|
10
|
SHARED
DISPOSITIVE POWER
3,731,323
shares of common stock, consisting of an aggregate (i) 1,073,554
shares of
Common Stock; (ii) 1,547,377 shares of Common Stock issuable upon
conversion of Convertible Subordinated Notes; and (iii) 1,110,392
shares
of Common Stock issuable upon exercise of Common Stock Purchase Warrants,
collectively owned by Wynnefield Partners Small Cap Value LP, Wynnefield
Partners Small Cap Value LP I and Wynnefield Small Cap Value Offshore
Fund
Ltd.
|
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,731,323
shares of common stock, consisting of an aggregate (i) 1,073,554
shares of
Common Stock; (ii) 1,547,377 shares of Common Stock issuable upon
conversion of Convertible Subordinated Notes; and (iii) 1,110,392
shares
of Common Stock issuable upon exercise of Common Stock Purchase Warrants,
collectively owned by Wynnefield Partners Small Cap Value LP, Wynnefield
Partners Small Cap Value LP I and Wynnefield Small Cap Value Offshore
Fund
Ltd.
|
|
12
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
o
|
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.34%
|
|
14
|
TYPE
OF REPORTING PERSON
IN
|
8
AMENDMENT
NO. 4
TO
SCHEDULE
13D
This
Amendment No. 4 amends certain of the information contained in the
Statement on Schedule 13D, as amended on September 18, 2008, September 30,
2008 and October 10, 2008 (the “Schedule 13D”), filed by the parties named above
(collectively, the “Wynnefield Reporting Persons”). Certain information in the
Schedule 13D which has not changed since the filing thereof is not restated
herein. Capitalized terms used but not defined herein have the meanings given
to
them in the Schedule 13D.
Item
4. Purpose of Transaction.
In
response to Wynnefield Capital, Inc.’s letter of October 10, 2008 to the Board
of Directors of the Issuer (the “October 10 Letter”), the Issuer sent a letter
dated October 20, 2008, to all of its Convertible Noteholders. The letter
provided a brief update on the current state of the Issuer’s financial
situation, more specifically its current capital needs in light of its recent
default under its 8% Converted Subordinated Notes. In a letter dated October
28,
2008, Wynnefield Capital, Inc. (the “October 28 Letter”) responded to the
Issuer’s letter and, while it acknowledged the Board of Directors’ movement
toward addressing the Company’s current financial situation, the October 28
Letter expressed continued concern about a number of unaddressed issues that
were mentioned in the October 10, 2008 Letter. The October 28 Letter made note
of the loss of shareholder value since 2004 and the Board’s reluctance to take
necessary action to address the problems causing the loss. The October 28 Letter
also distinguished between those members of the board who have taken no interest
in the performance of the Issuer, as evidenced by a lack of interest to purchase
the Issuer’s shares, and those few board members who have attempted to restore
transparency and rebuild value. Lastly, the October 28 Letter also repeated
its
earlier demand to the Board of Directors to form a special committee, composed
of independent board members, whose purpose is to evaluate all possible
financial strategies going forward, and also appoint an interim-Chairman to
replace Mr. John Kang in light of the inevitable personal time demands he faces
in the near future. A copy of the October 28 Letter is attached hereto
as
Exhibit A.
|
Exhibit
A
|
Wynnfield
Capital Inc.’s Letter to the Issuer dated October 28,
2008
|
|
Exhibit
B
|
Joint
Filing Agreement dated as of October 28,
2008.
|
9
Signature
After
reasonable inquiry and to the best of my knowledge and belief, I certify that
the information set forth in this statement is true, complete and
correct.
|
Dated:
October 28, 2008
|
WYNNEFIELD
PARTNERS SMALL CAP VALUE, L.P.
|
|
|
|
|
|
|
|
By:
|
Wynnefield
Capital Management, LLC,
|
|
|
|
General
Partner
|
|
|
|
|
|
|
By:
|
/s/
Nelson Obus
|
|
|
|
Nelson
Obus, Co-Managing Member
|
|
|
|
|
|
|
WYNNEFIELD
PARTNERS SMALL CAP VALUE, L.P. I
|
|
|
|
|
|
|
|
By:
|
Wynnefield
Capital Management, LLC,
|
|
|
|
General
Partner
|
|
|
|
|
|
|
By:
|
/s/
Nelson Obus
|
|
|
|
Nelson
Obus, Co-Managing Member
|
|
|
|
|
|
|
WYNNEFIELD
SMALL CAP VALUE OFFSHORE FUND, LTD.
|
|
|
|
|
|
|
|
By:
|
Wynnefield
Capital, Inc.
|
|
|
|
|
|
|
By:
|
/s/
Nelson Obus
|
|
|
|
Nelson
Obus, President
|
|
|
|
|
|
|
WYNNEFIELD
CAPITAL MANAGEMENT, LLC
|
|
|
|
|
|
|
|
By:
|
/s/
Nelson Obus
|
|
|
|
Nelson
Obus, Co-Managing Member
|
|
|
|
|
|
|
WYNNEFIELD
CAPITAL, INC.
|
|
|
|
|
|
|
|
By:
|
/s/
Nelson Obus
|
|
|
|
Nelson
Obus, President
|
|
|
|
|
|
|
|
/s/
Nelson Obus
|
|
|
|
Nelson
Obus, Individually
|
|
|
|
|
|
|
|
/s/
Joshua Landes
|
|
|
|
Joshua
Landes, Individually
|
10
EXHIBIT
A
EXHIBIT
B
JOINT
FILING AGREEMENT
THIS
JOINT FILING AGREEMENT (this "Agreement") is made and entered into as of this
28th day of October, 2008, by and among Wynnefield Partners Small Cap Value,
L.P., Wynnefield Partners Small Cap Value, L.P. I, Wynnefield Small Cap Value
Offshore Fund, Ltd., Wynnefield Capital Management LLC, Wynnefield Capital
Inc.,
Nelson Obus and Joshua Landes.
The
parties to this Agreement hereby agree to prepare jointly and file timely (or
otherwise to deliver as appropriate) all filings on Schedule 13D and Schedule
13G (the "Filings") required to be filed by them pursuant to Section 13(d)
or
13(g) under the Securities Exchange Act of 1934, as amended, with respect to
their respective beneficial ownership of the Common Stock of Liquidmetal
Technologies, Inc. that are required to be reported on any Filings. Each party
to this Agreement further agrees and covenants to the other parties that it
will
fully cooperate with such other parties in the preparation and timely filing
(and other delivery) of all such Filings.
This
Agreement may be executed in separate counterparts, each of which shall be
deemed an original, but all of which shall constitute one and the same
instrument.
[Remainder
of page intentionally left blank.]
IN
WITNESS WHEREOF, the parties hereto have executed this Agreement as of the
date
first set forth above.
|
|
WYNNEFIELD
PARTNERS SMALL CAP VALUE, L.P.
|
|
|
|
|
|
|
|
By:
|
Wynnefield
Capital Management, LLC,
|
|
|
|
General
Partner
|
|
|
|
|
|
|
By:
|
/s/
Nelson Obus
|
|
|
|
Nelson
Obus, Co-Managing Member
|
|
|
|
|
|
|
WYNNEFIELD
PARTNERS SMALL CAP VALUE, L.P. I
|
|
|
|
|
|
|
|
By:
|
Wynnefield
Capital Management, LLC,
|
|
|
|
General
Partner
|
|
|
|
|
|
|
By:
|
/s/
Nelson Obus
|
|
|
|
Nelson
Obus, Co-Managing Member
|
|
|
|
|
|
|
WYNNEFIELD
SMALL CAP VALUE OFFSHORE FUND, LTD.
|
|
|
|
|
|
|
|
By:
|
Wynnefield
Capital, Inc.
|
|
|
|
|
|
|
By:
|
/s/
Nelson Obus
|
|
|
|
Nelson
Obus, President
|
|
|
|
|
|
|
WYNNEFIELD
CAPITAL MANAGEMENT, LLC
|
|
|
|
|
|
|
|
By:
|
/s/
Nelson Obus
|
|
|
|
Nelson
Obus, Co-Managing Member
|
|
|
|
|
|
|
WYNNEFIELD
CAPITAL, INC.
|
|
|
|
|
|
|
|
By:
|
/s/
Nelson Obus
|
|
|
|
Nelson
Obus, President
|
|
|
|
|
|
|
|
/s/
Nelson Obus
|
|
|
|
Nelson
Obus, Individually
|
|
|
|
|
|
|
|
/s/
Joshua Landes
|
|
|
|
Joshua
Landes, Individually
|