UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 4, 2004
LIQUIDMETAL TECHNOLOGIES, INC.
(Exact name of Registrant as Specified in its Charter)
Delaware 000-31332 20-0121262
(State or other jurisdiction of (Commission File Number) (I.R.S. Employer
incorporation or organization) Identification No.)
25800 Commercentre Dr., Suite 100
Lake Forest, CA 92630
(Address of Principal Executive Offices; Zip Code)
Registrant's telephone number, including area code: (949) 206-8000
LIQUIDMETAL TECHNOLOGIES, INC.
FORM 8-K
Item 9. Regulation FD Disclosure.
The following information is being furnished under Item 9 of Form 8-K: Press
release by Liquidmetal Technologies, Inc. announcing preliminary 2003 fourth
quarter financial highlights and 2004 first quarter outlook. A copy of this
press release is attached as Exhibit 99.1 to this Form 8-K.
Item 12. Results of operations and Financial Condition.
The following information is being furnished under Item 12 of Form 8-K: Press
release by Liquidmetal Technologies, Inc. announcing preliminary 2003 fourth
quarter financial highlights and 2004 first quarter outlook. A copy of this
press release is attached as Exhibit 99.1 to this Form 8-K.
The information in this Form 8-K is being furnished and shall not be deemed
"filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as
amended, or otherwise subject to the liabilities of that section. The
information in this Form 8-K shall not be incorporated by reference into any
registration statement or other document pursuant to the Securities Act of 1933,
as amended.
Exhibit 99.1 to this Form 8-K contains a possible "non-GAAP financial measure,"
as defined in Item 10 of Regulation S-K of the Securities Exchange Act of 1934,
as amended. The possible non-GAAP financial measure consists of a comparative
reference to "[f]ourth quarter operating expenses, before giving effect to
charges related to corporate office consolidation, severance, impairments, and
other one-time charges." Management believes that the charges identified in this
measure, while not necessarily "nonrecurring," are sufficiently anomalous to
warrant this comparative reference in order to allow investors to better
understand trends relating to the registrant's operating expenses. The most
directly comparable GAAP financial measure, which is fourth quarter operating
expenses, is also presented in an equivalent comparative reference.
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Signature
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunder duly authorized.
LIQUIDMETAL TECHNOLOGIES, INC.
By: /s/ John Kang
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John Kang
Chairman, President, and Chief
Executive Officer
Date: March 4, 2004
EXHIBIT INDEX
Exhibit Number Description
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99.1 Press Release, dated March 4, 2004.
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