10% CONVERTIBLE UNSECURED NOTE OF LIQUIDMETAL TECHNOLOGIES, INC.Liquidmetal Technologies Inc • June 16th, 2005 • Chemicals & allied products • New York
THIS NOTE (this “Note”) is one of a duly authorized issue of Notes issued by LIQUIDMETAL TECHNOLOGIES, INC., a corporation duly organized and existing under the laws of the State of Delaware (the “Company”), designated as the Company’s 10% Convertible Unsecured Short Term Note in an aggregate principal amount equal to approximately Three Million Two Hundred Fifty Thousand U.S. Dollars (U.S. $3,250,000) (the “Notes”). All principal and interest under this Note shall become due and payable on the first to occur of (i) June 13, 2006 or (ii) the consummation of any public or private equity or debt offering or restructuring transaction (through a merger, sale, recapitalization, extraordinary dividend, stock repurchase, spin-off, joint venture or otherwise) pursuant to which the Company receives gross proceeds of at least $4,000,000 (a “Follow-On Financing”) after the date hereof (the “Maturity Date”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 16th, 2005 • Liquidmetal Technologies Inc • Chemicals & allied products • New York
SECURITIES PURCHASE AGREEMENT (“Agreement”) dated as of June 13, 2005, between Liquidmetal Technologies, Inc., a Delaware corporation (the “Company”), and each person or entity listed as a Purchaser on Schedule I attached to this Agreement (collectively and individually, the “Purchaser”). Capitalized terms used herein and not otherwise defined shall have the meanings set forth in the Note (as defined below).
