The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Note 1. Basis of Presentation, Summary of Significant Accounting Policies, and Nature of Operations
Basis of presentation
The accompanying unaudited condensed consolidated financial statements of Lightbridge Corporation and its subsidiaries have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission, or the SEC, including the instructions to Form 10-Q and Regulation S-X. Certain information and note disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles in the United States of America, including a summary of the Company’s significant accounting policies, have been condensed or omitted from these statements pursuant to such rules and regulations and, accordingly, they do not include all the information and notes necessary for comprehensive consolidated financial statements and should be read in conjunction with our audited consolidated financial statements for the year ended December 31, 2020, included in our Annual Report on Form 10-K for the year ended December 31, 2020.
In the opinion of the management of the Company, all adjustments, which are of a normal recurring nature, necessary for a fair statement of the results for the three and nine-month period have been made. Results for the interim period presented are not necessarily indicative of the results that might be expected for the entire fiscal year. When used in these notes, the terms “Lightbridge”, “Company,” “we,” “us” or “our” mean Lightbridge Corporation and all entities included in our condensed consolidated financial statements.
The Company was formed on October 6, 2006, when Thorium Power, Ltd., which was incorporated in the state of Nevada on February 2, 1999, merged with Thorium Power, Inc. (“TPI”), which was incorporated in the state of Delaware on January 8, 1992 (subsequently and collectively referred to as “we” or the “Company”). On September 29, 2009, the Company changed its name from Thorium Power, Ltd. to Lightbridge Corporation and began its focus on developing and commercializing metallic nuclear fuels. The Company is a nuclear fuel technology company developing and working to commercialize it next generation nuclear fuel technology.
Going Concern, Liquidity and Management’s Plan
The Company’s available working capital at September 30, 2021 does not exceed its currently anticipated expenditures through the third quarter of 2022. There are inherent uncertainties in forecasting future expenditures, especially forecasting for uncertainties such as future research and development (R&D) costs and how the COVID-19 outbreak, including the emergence and spread of variant strains of the virus, may affect future costs and operations. Also, the cash requirements of the Company’s future planned operations to commercialize its nuclear fuel, including any additional expenditures that may result from unexpected developments, requires it to raise significant additional capital, including receiving government support. Considering these uncertainties as well as the updated projected fuel development timeline of 15-20 years to commercialization, projected operational costs to keep the fuel development project on schedule and the various risks of developing and commercializing its nuclear fuel, these factors raise substantial doubt about the Company’s ability to continue as a going concern for the 12 months following the date of this filing. To the extent any uncertainties reduce the Company’s liquidity for the next 12 months, the Company will consider, if available, additional debt or equity raises and delaying certain expenditures, including delaying R&D expenses, until sufficient capital becomes available.
At September 30, 2021, the Company had approximately $16.1 million in cash and had a working capital surplus of approximately $15.4 million. The Company’s net cash used in operating activities for the nine months ended September 30, 2021 was approximately $8.8 million, and current projections indicate that the Company will have continued negative cash flows for the foreseeable future. Net losses incurred for the nine months ended September 30, 2021 and 2020 amounted to approximately $(6.1) million and $(8.0) million, respectively. As of September 30, 2021, the Company had an accumulated deficit of approximately $134.7 million, representative of recurring losses since inception. The Company will continue to incur losses because it is in the early development stage of commercializing its nuclear fuel.
The Company’s plans to fund future operations include: (1) raising additional capital through future equity issuances or convertible debt financings; (2) additional funding through new relationships to help fund future R&D costs; and (3) seeking other sources of capital, including through grants from the federal government. The Company may issue securities, including common stock, preferred stock, and stock purchase contracts through private placement transactions or registered public offerings, pursuant to current and future registration statements. The Company’s current shelf registration statement on Form S-3 was filed with the SEC on March 25, 2021, registering the sale of up to $75 million of the Company’s securities and declared effective on April 5, 2021. There can be no assurance as to the future availability of equity capital or the acceptability of the terms upon which financing and capital might become available. The Company’s future liquidity needs to develop its nuclear fuel are long-term, and the ability to address those needs and to raise capital will largely be determined by the success of the development of its nuclear fuel, key nuclear development and government regulatory events, and its business decisions in the future.
Basis of Consolidation
These condensed consolidated financial statements include the accounts of Lightbridge, a Nevada corporation, and the Company’s wholly-owned subsidiaries, TPI, a Delaware corporation, and Lightbridge International Holding LLC, a Delaware limited liability company. These wholly-owned subsidiaries are inactive. All significant intercompany transactions and balances have been eliminated in consolidation.
Certain Risks, Uncertainties and Concentrations
The Company will need additional funding by way of a combination of strategic alliances, government grants, further offerings of equity securities, or an offering of debt securities in order to support its future R&D activities required to further enhance and complete the development of its fuel products to a proof-of-concept stage and a commercial stage thereafter.
There can be no assurance that the Company will be able to successfully continue to conduct its operations if there is a lack of financial resources available in the future to continue its fuel development, and a failure to do so would have a material adverse effect on the Company’s future R&D activities, financial position, results of operations, and cash flows. Also, the success of the Company’s operations will be subject to other numerous contingencies, some of which are beyond management’s control. These contingencies include general and regional economic conditions, contingent liabilities, potential competition with other nuclear fuel developers, including those entities developing accident tolerant fuels, changes in government regulations, support for nuclear power, changes in accounting and taxation standards, inability to achieve overall long-term goals, future impairment charges to its assets, and global or regional catastrophic events. The Company may also be subject to various additional political, economic, and other uncertainties.
On January 30, 2020, the World Health Organization (“WHO”) announced a global health emergency because of a new strain of coronavirus originating in Wuhan, China (the “COVID-19 outbreak”) and the risk to the international community as the virus spread globally beyond its point of origin. In March 2020, the WHO classified the COVID-19 outbreak a pandemic, based on increased exposure globally. The current spread of COVID-19, including the emergence and spread of variant strains of the virus, that is impacting global economic activity and market conditions could lead to adverse changes in the Company’s ability to conduct R&D activities with the United States national labs and others. The COVID-19 outbreak had impacted our business operations and results of operations for the year ended December 31, 2020, which resulted in a delay of our R&D work and reduction of R&D expenses and an increase in general and administrative expenses due to severance payments to former employees. However, the effects of the pandemic are fluid and changing rapidly, including with respect to vaccine and treatment developments and deployment and potential mutations of COVID-19. While the Company continues to monitor the impact of COVID-19 on its business, the Company is unable to accurately predict the ultimate impact on future results of operations, financial condition and liquidity that COVID-19 will have due to various uncertainties, including the geographic spread of the virus, the severity of the disease, the duration of the outbreak, and actions that may be taken by governmental authorities and other third-parties.
On March 27, 2020, the “Coronavirus Aid, Relief, and Economic Security (CARES) Act.” was signed into law. The CARES Act, among other things, includes provisions relating to refundable payroll tax credits, deferment of employer social security payment, net operating loss carryback period, alternative minimum tax credit refund, modification to the net interest deduction limitation, increased limitations on qualified charitable contributions, and technical corrections to tax depreciation method for qualified improvement property. It also appropriated funds for the SBA Paycheck Protection Program loans that are forgivable in certain situations to promote continued employment, as well as Economic Injury Disaster Loans to provide liquidity to small businesses harmed by COVID-19. Management decided not to apply for these funds. The CARES Act did not have an impact on our results of operations, financial condition and liquidity.
Grant Income
The Company concluded that its government grants were not within the scope of ASC Topic 606 as they did not meet the definition of a contract with a customer. Additionally, the Company concluded that the grants met the definition of a contribution, and the grants were a non-reciprocal transaction. The Company determined that Subtopic 958-605, Not-for-Profit-Entities-Revenue Recognition did not apply, as the Company is a business entity, and the grant was received from governmental agencies.
In the absence of applicable guidance under U.S. generally accepted accounting principles (“U.S. GAAP”), the Company’s management developed a policy to recognize grant income at the time the related costs are incurred and the right to payment is realized.
The Company believes this policy is consistent with the overarching premise in ASC Topic 606, to ensure that revenue recognition reflects the transfer of promised goods or services to customers in an amount that reflects the consideration that we expect to be entitled to in exchange for those goods or services, even though there is no exchange as defined in ASC Topic 606. Additionally, the Company determined that the recognition of grant income as costs are incurred and amounts become realizable is analogous to the concept of transfer of control of a service over time under ASC Topic 606.
Further, the Company believes that showing grant income on a gross method, with the grant income shown as other operating income and the related costs as a charge to R&D expense, rather than depicting the grant income as a reduction of R&D expense, is a more meaningful presentation.
The Company recognized grant income of approximately $0.3 million and $0.5 million for the three and nine months ended September 30, 2021, respectively, and approximately $30,000 for the three and nine months ended September 30, 2020.
Patents and Trademarks
Through September 30, 2020, patents were stated on the consolidated balance sheets at cost. Costs, such as filing fees with patent granting agencies and legal fees directly relating to those filings, incurred to file patent applications were capitalized when the Company believed that there was a high likelihood that the patent would be issued and there would be future economic benefit associated with the patent. These costs were amortized from the date of the patent application on a straight-line basis over the estimated useful life of 20 years, which is the legal life of the patent. All costs associated with abandoned patent applications were expensed. The Company expensed patent annuity fees as these fees were maintenance fees required by the patent office at certain points in time after a patent was granted in order to keep the patent legal rights in force. During the years ended December 31, 2020 and 2019, these patent annuity fees were insignificant. In the fourth quarter of 2020, the remaining patent costs were written-off as impaired.
Beginning January 1, 2021, patent filing fees with patent granting agencies and legal fees directly relating to those filings, incurred to file patent applications were expensed as the Company believes that there is not a high likelihood that there will be a future economic benefit associated with the patents, due to the uncertainties in the current fuel development timelines and the patents being commercialized. The Company continues to expense patent annuity fees as these fees are maintenance fees required by the patent office at certain points in time after a patent is granted, in order to keep the patent legal rights in force. As of September 30, 2021, and December 31, 2020 the carrying value of the patents on the balance sheets was $0.
Costs for filing and legal fees for trademark applications are capitalized. Trademarks are considered intangible assets with an indefinite useful life and therefore should not be amortized. The Company performed an impairment test in the fourth quarter of 2020 and no impairment of the trademarks was identified. As of September 30, 2021 and December 31, 2020, the carrying value of trademarks was approximately $0.1 million.
Leases
In accordance with ASU 2016-02, Leases (Topic 842), which requires recognition of most lease arrangements on the balance sheet, the Company recognizes operating lease right of use assets and liabilities at commencement date based on the present value of the future minimum lease payments over the lease term. Leases with an initial term of 12 months or less are not recorded on the consolidated balance sheet in accordance with the short-term lease recognition exemption. The Company applies the practical expedient to non-separate and non-lease components for all leases that qualify. Lease expense is recognized on a straight-line basis over the lease term. The Company has only one lease for office rent and the lease is for a term of 12 months without renewal options. See Note 4 for additional information.
Stock-Based Compensation
The stock-based compensation expense incurred by Lightbridge for employees and directors in connection with its equity incentive plan is based on the employee model of ASC 718, and the fair value of the options is measured at the grant date. In accordance with ASU 2018-07, Compensation – Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting, options granted to our consultants are accounted for in the same manner as options issued to employees.
Awards with service-based vesting conditions only – Expense recognized on a straight-line basis over the requisite service period of the award.
Awards with performance-based vesting conditions – Expense is not recognized until it is determined that it is probable the performance-based conditions will be met. When achievement of a performance-based condition is probable, a catch-up of expense is recorded as if the award had been vesting on a straight-line basis from the award date. The award will continue to be expensed on a straight-line over the requisite service period basis until a higher performance-based condition is met, if applicable.
Awards with market-based vesting conditions – Expense recognized on a straight-line basis over the requisite service period, which is the lesser of the derived service period or the explicit service period if one is present. However, if the market condition is satisfied prior to the end of the requisite service period, the Company accelerates all remaining expense to be recognized.
Awards with both performance-based and market-based vesting conditions – If an award vesting or exercisability is conditional upon the achievement of either a market condition or performance or service conditions, the requisite service period is generally the shortest of the explicit, implicit, and derived service period.
The Company elected to use the Black-Scholes pricing model to determine the fair value of stock options on the measurement date of the grant for service-based vesting conditions and the Monte-Carlo valuation method for performance-based or market-based vesting conditions. Shares that are issued to officers on the exercise dates of the stock options may be issued net of the minimum statutory withholding requirements to be paid by the Company on behalf of the employees. As a result, the actual number of shares issued are fewer than the actual number of shares exercised under the stock option.
Recent Accounting Pronouncements – To Be Adopted
In August 2020, the FASB issued ASU 2020-06, Debt-Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity. ASU 2020-06 will simplify the accounting for convertible instruments by reducing the number of accounting models for convertible debt instruments and convertible preferred stock. Limiting the accounting models will result in fewer embedded conversion features being separately recognized from the host contract as compared with current U.S. GAAP. Convertible instruments that continue to be subject to separation models are (1) those with embedded conversion features that are not clearly and closely related to the host contract, that meet the definition of a derivative, and that do not qualify for a scope exception from derivative accounting and (2) convertible debt instruments issued with substantial premiums for which the premiums are recorded as paid-in capital. ASU 2020-06 also amends the guidance for the derivatives scope exception for contracts in an entity’s own equity to reduce form-over-substance-based accounting conclusions. ASU 2020-06 will be effective July 1, 2024, for the Company. Early adoption is permitted, but no earlier than January 1, 2021, including interim periods within that year. Management is currently evaluating the effect of the adoption of ASU 2020-06 on the consolidated financial statements and related footnote disclosures.
Note 2. Net Loss Per Share
Basic net loss per share is computed using the weighted-average number of common shares outstanding during the period except that it does not include unvested common shares subject to repurchase or cancellation. Diluted net income per share is computed using the weighted-average number of common shares and, if dilutive, potential common shares outstanding during the period. Potential common shares consist of the incremental common shares issuable upon the exercise of stock options, warrants and convertible preferred shares (see Note 6. Stockholders’ Equity and Stock-Based Compensation).
The treasury stock method is used in calculating diluted EPS for potentially dilutive stock options and share purchase warrants, which assumes that any proceeds received from the exercise of in-the-money stock options and share purchase warrants, would be used to purchase common shares at the average market price for the period, unless including the effects of these potentially dilutive securities would be anti-dilutive.
The following table sets forth the computation of the basic and diluted loss per share:
|
|
Three Months Ended
|
|
|
Nine Months Ended
|
|
|
|
September 30,
|
|
|
September 30,
|
|
|
|
2021
|
|
|
2020
|
|
|
2021
|
|
|
2020
|
|
Basic
|
|
|
|
|
|
|
|
|
|
|
|
|
Numerator:
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss attributable to common stockholders
|
|
$
|
(2,106,660
|
)
|
|
$
|
(3,247,939
|
)
|
|
$
|
(6,109,389
|
)
|
|
$
|
(8,007,891
|
)
|
Denominator:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted-average common shares outstanding
|
|
|
6,759,662
|
|
|
|
4,053,644
|
|
|
|
6,648,803
|
|
|
|
3,613,349
|
|
Basic net loss per share
|
|
$
|
(0.31
|
)
|
|
$
|
(0.80
|
)
|
|
$
|
(0.92
|
)
|
|
|
(2.22
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Numerator:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss attributable to common stockholders, basic
|
|
$
|
(2,106,660
|
)
|
|
$
|
(3,247,939
|
)
|
|
$
|
(6,109,389
|
)
|
|
$
|
(8,007,891
|
)
|
Effect of dilutive securities
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Net loss, diluted
|
|
$
|
(2,106,660
|
)
|
|
$
|
(3,247,939
|
)
|
|
$
|
(6,109,389
|
)
|
|
$
|
(8,007,891
|
)
|
Denominator:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average common shares outstanding - basic
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Potential common share issuances:
|
|
|
6,759,662
|
|
|
|
4,053,644
|
|
|
|
6,648,803
|
|
|
|
3,613,349
|
|
Incremental dilutive shares from equity instruments (treasury stock method)
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Weighted-average common shares outstanding
|
|
|
6,759,662
|
|
|
|
4,053,644
|
|
|
|
6,648,803
|
|
|
|
3,613,349
|
|
Diluted net loss per share
|
|
$
|
(0.31
|
)
|
|
$
|
(0.80
|
)
|
|
$
|
(0.92
|
)
|
|
$
|
(2.22
|
)
|
The following outstanding securities have been excluded from the computation of diluted weighted shares outstanding for the periods noted below, as they would have been anti-dilutive due to the Company’s losses at September 30, 2021 and 2020 and because the exercise price of certain of these outstanding securities was greater than the average closing price of the Company’s common stock:
|
|
At September 30,
|
|
|
|
2021
|
|
|
2020
|
|
Warrants outstanding
|
|
|
45,577
|
|
|
|
70,361
|
|
Stock options outstanding
|
|
|
568,995
|
|
|
|
515,985
|
|
RSUs outstanding
|
|
|
235,850
|
|
|
|
-
|
|
Series A convertible preferred stock to common shares
|
|
|
79,279
|
|
|
|
79,297
|
|
Series B convertible preferred stock to common shares
|
|
|
286,620
|
|
|
|
267,405
|
|
Total
|
|
|
1,216,321
|
|
|
|
933,048
|
|
Note 3. Accounts Payable and Accrued Liabilities
Accounts payable and accrued liabilities consisted of the following (rounded to the nearest thousand):
|
|
September 30,
|
|
|
December 31,
|
|
|
|
2021
|
|
|
2020
|
|
|
|
|
|
|
|
|
Trade payables
|
|
$
|
66,000
|
|
|
$
|
233,000
|
|
Accrued bonuses
|
|
|
916,000
|
|
|
|
-
|
|
Accrued legal and consulting expenses
|
|
|
114,000
|
|
|
|
146,000
|
|
Other accrued expenses
|
|
|
12,000
|
|
|
|
3,000
|
|
Total
|
|
$
|
1,108,000
|
|
|
$
|
382,000
|
|
Note 4. Commitments and Contingencies
Commitments
Operating Leases
The Company leased office space for a 12-month term from January 1, 2021 through December 31, 2021 with a monthly payment of approximately $11,000. The future minimum lease payments required under the Company’s non-cancellable operating leases for 2021 total approximately $30,000. Total rent expense for the nine months ended September 30, 2021 and 2020 was approximately $0.1 million for both periods.
Contingency
Settlement of Arbitration
On February 11, 2021, the Company entered into a settlement agreement (the “Settlement Agreement”) with Framatome SAS and Framatome Inc. (together, “Framatome”), resolving the pending claims and counterclaims between the parties in arbitration and judicial proceedings related to the parties’ inactive joint venture, Enfission, LLC. Under the terms of the Settlement Agreement, all joint venture agreements were terminated, and the joint venture was dissolved on March 23, 2021. The Company accrued $4.2 million related to the Settlement Agreement at December 31, 2020. The Company paid Framatome approximately $4.2 million for outstanding invoices for work performed by Framatome and other expenses incurred by Framatome on March 15, 2021. Additionally, the Company recorded an approximate $34,000 foreign currency transaction gain related to the settlement payment for the nine months ended September 30, 2021. The Company expects to receive approximately a $110,000 distribution relating to the dissolution and wind-down of Enfission, which is included in other receivables on the condensed consolidated balance sheet at September 30, 2021.
Mediation Settlement
A former Chief Financial Officer of the Company filed a complaint against the Company with the US Occupational Safety and Health Administration (“OSHA”) on March 9, 2015. This complaint was dismissed by OSHA in January 2018 without any findings against the Company. On March 14, 2018, an appeal was filed with the U.S Department of Labor Office of Administrative Law Judges (“OALJ”). On September 6, 2019, the Company filed a motion for summary decision seeking a decision in its favor as a matter of law. The motion for summary judgement was denied on September 30, 2020. The complaint was mediated on May 13, 2021 and the parties subsequently reached an agreement to resolve all claims for the total monetary sum of approximately $675,000 in exchange for a dismissal of the pending litigation, full release of all claims against the Company, and other conditions. On July 13, 2021, the settlement agreement was finalized by both parties and the Company applied for court approval by the OALJ assigned to this matter. The settlement was approved by the OALJ on July 22, 2021. The Company made the settlement payment and related costs of $695,000 and the insurers reimbursed the Company for the settlement payment of $663,000. The Company bore the costs of $32,000. The case was final and conclusive.
As of September 30, 2021, legal fees owed in connection with the mediation were paid in full by the Company’s insurance carriers. As of December 31, 2020, legal fees of approximately $13,000 were owed in connection with the mediation.
Note 5. Research and Development Costs
On December 19, 2019, the Company was awarded a voucher from the U.S. Department of Energy’s (DOE) Gateway for Accelerated Innovation in Nuclear (GAIN) program to support development of Lightbridge Fuel™ in collaboration with Idaho National Laboratory (INL). The scope of the project included experiment design for irradiation of Lightbridge metallic fuel material samples in the Advanced Test Reactor (ATR) at INL. On April 22, 2020, the Company entered into a Cooperative Research and Development Agreement (CRADA) with Battelle Energy Alliance, LLC, the operating contractor of INL, in collaboration with DOE. Signing the CRADA was the last step in the contracting process to formalize a voucher award from the GAIN program. The initial total project value was estimated at approximately $846,000, with three-quarters of this amount expected to be funded by DOE for the scope performed by INL and the remaining amount funded by Lightbridge, by providing in-kind services to the project. Because of project staffing issues at INL related to the laboratory’s COVID-19 restrictions and U.S. export control matters, the Company completed a contract extension for this INL GAIN voucher in January 2021. The period of performance was extended to September 30, 2021. All work was completed on this GAIN voucher in the third quarter of 2021. INL is currently in the process of documentation of the final close-out of this project. The total project amount recorded as grant income was approximately $0.5 million. The Company recorded approximately $0.3 million and $0.4 million for the three and nine months ended September 30, 2021, respectively, of work that was completed by INL that caused the DOE to incur payment obligations related to the GAIN voucher. This amount was recorded as grant income in Other Operating Income section of the condensed consolidated statement of operations and the corresponding amount recorded as research and development expenses.
On March 25, 2021, the Company was awarded a second voucher from the DOE’s GAIN program to support development of Lightbridge Fuel™ in collaboration with the Pacific Northwest National Laboratory (PNNL). The scope of the project is to demonstrate Lightbridge’s nuclear fuel casting process using depleted uranium, a key step in the manufacture of Lightbridge Fuel™. On July 14, 2021, the Company executed a CRADA with the Battelle Memorial Institute, Pacific Northwest Division, the operating contractor of the PNNL, in collaboration with the DOE. The total project value is approximately $663,000, with three-quarters of this amount expected to be funded by DOE for the scope performed by PNNL and the remaining amount funded by Lightbridge, by providing in-kind services to the project.
The project commenced in the third quarter of 2021 and is expected to be completed by the third quarter of 2022. For the three months and nine months ended September 30, 2021, the Company recorded approximately $21,000 of work that was completed by PNNL that caused the DOE to incur payment obligations related to the GAIN voucher. This amount was recorded as grant income in Other Operating Income section of the condensed consolidated statement of operations and the corresponding amount as research and development expenses.
Note 6. Stockholders’ Equity and Stock-Based Compensation
On June 28, 2021, at our annual shareholder meeting, the shareholders’ approved an amendment to the Articles of Incorporation of the Company to increase the number of authorized shares of common stock from 8,333,333 shares to 13,500,000 shares and an amendment to the Lightbridge Corporation 2020 Omnibus Incentive Plan to increase the number of shares of common stock available for issuance under this Incentive Plan from 350,000 shares to 650,000 shares.
At September 30, 2021, the Company had 7,208,739 common shares outstanding. Also outstanding were warrants relating to 45,577 shares of common stock, stock options relating to 568,995 shares of common stock, 235,850 restricted shares units of common stock, 663,767 shares of Series A convertible preferred stock convertible into 55,314 shares of common stock (plus accrued dividends of an additional 23,965 common shares), and 2,666,667 shares of Series B convertible preferred stock convertible into 222,222 shares of common stock (plus accrued dividends of an additional 64,398 common shares), all totalling 8,425,060 shares of common stock and all common stock equivalents, including the accrued preferred stock dividends, outstanding at September 30, 2021.
At December 31, 2020, the Company had 6,567,110 common shares outstanding. Also outstanding were warrants relating to 70,361 shares of common stock, stock options relating to 515,847 shares of common stock, 243,800 restricted shares units of common stock, 699,878 shares of Series A convertible preferred stock convertible into 58,323 shares of common stock (plus accrued dividends of $691,120 relating to an additional 20,980 common shares), and 2,666,667 shares of Series B convertible preferred stock convertible into 222,222 shares of common stock (plus accrued dividends of $897,518, relating to an additional 49,862 common shares), all totalling 7,748,505 shares of common stock and all common stock equivalents, including accrued preferred stock dividends, outstanding at December 31, 2020.
Common Stock Equity Offerings
ATM Offerings
On May 28, 2019, the Company entered into an at-the-market (“ATM”) equity offering sales agreement (“ATM Sales Agreement”) with Stifel, Nicolaus & Company, Incorporated (“Stifel”), which was amended on April 9, 2021, pursuant to which the Company may issue and sell shares of its common stock from time to time through Stifel as the Company’s sales agent. Sales of the Company’s common stock through Stifel, if any, will be made by any method that is deemed to be an “at-the-market” equity offering as defined in Rule 415 promulgated under the Securities Act of 1933. On March 25, 2021, the Company filed a new shelf registration statement on Form S-3, registering the sale of up to $75 million of the Company’s securities, which registration statement was declared effective on April 5, 2021.
The Company records its ATM sales on a settlement date basis. The Company sold approximately 0.6 million shares under the ATM for the three and nine months ended September 30, 2021 resulting in net proceeds of approximately $3.4 million. For the three and nine months ended September 30, 2020, the Company sold approximately 0.6 million shares and 1.1 million shares under the ATM, respectively, resulting in net proceeds of approximately $2.5 million and $5.1 million, respectively.
Preferred Stock Equity Offerings
Series A Preferred Stock - Securities Purchase Agreement
On August 2, 2016, the Company issued 1,020,000 shares of newly created Non-Voting Series A Convertible Preferred Stock (the “Series A Preferred Stock”) to General International Holdings, Inc. for $2.8 million or approximately $2.75 per share. Dividends accrue on the Series A Preferred Stock at the rate of 7% per year and will be paid in-kind through an increase in the liquidation preference per share. The liquidation preference, initially $2.7451 per share of Series A Preferred Stock, is the base that is also used to determine the number of common shares into which the Series A Preferred Stock will convert as well as the calculation of the 7% dividend. Each share of Series A Preferred Stock is convertible at the option of the holder into such number of shares of the Company’s common stock equal to the liquidation preference divided by the conversion price of $32.94 per share subject to adjustments in the case of stock splits and stock dividends.
Holders of the Series A Preferred Stock are also entitled to participating dividends whenever dividends in cash, securities (other than shares of the Company’s common stock) or property are paid on common shares. The amount of the dividends is the amount to which the holder would be entitled if all shares of Series A Preferred Stock had been converted to common stock immediately prior to the record date.
The Company has the option of forcing the conversion of the Series A Preferred Stock if the trading price for the Company’s common stock is more than two times the applicable conversion price (approximately $32.94 per share) before August 2, 2019, or if the trading price is more than three times the applicable conversion price. The Company has not forced the conversion of any of the outstanding Series A Preferred Stock during the nine months ended September 30, 2021 and 2020 and from the date of issuance.
The Series A Preferred Stock was initially convertible into 1,020,000 shares of common stock (now convertible into 85,000 common shares when adjusted for the one-for-twelve reverse stock split on October 21, 2019). The average of the high and low market prices of the common stock on August 6, 2016, the date of the closing of the sale of the Series A Preferred Stock, was approximately $39.78 per share. At $39.78 per share the common stock into which the Series A Preferred Stock was initially convertible was valued at approximately $3.4 million. This amount was compared to the $2.8 million of proceeds of the Series A Preferred Stock to indicate that a beneficial conversion feature (“BCF”) of approximately $0.6 million existed at the date of issuance in 2016, which was immediately accreted as a deemed dividend because the conversion rights were immediately effective.
Additionally, comparison of the $2.7451, original conversion price of the PIK dividends prior to the one-for-twelve reverse stock split on October 21, 2019, to the $3.315 commitment date fair value per share indicates that each PIK dividend will accrete $0.5699 of BCF as an additional deemed dividend for every $2.7451 of PIK dividend accrued. Total deemed dividends for this PIK dividend for the three months ended September 30, 2021 and 2020 were approximately $10,000 and $10,000, respectively and for each of the nine months ended September 30, 2021 and 2020 were approximately $29,000 and $28,000, respectively.
The holders of the Series A Preferred Stock have no voting rights. In addition, as long as 255,000 shares of Series A Preferred Stock are outstanding, the Company may not take certain actions without first having obtained the affirmative vote or waiver of the holders of a majority of the outstanding shares of Series A Preferred Stock. The Company has the option at any time after August 2, 2019 to redeem some or all of the outstanding Series A Preferred Stock for an amount in cash equal to the liquidation preference plus the amount of any accrued but unpaid dividends of the Series A Preferred Stock being redeemed. The holders of the Series A Preferred Stock do not have the ability to require the Company to redeem the Series A Preferred Stock. The Company has not redeemed any of the outstanding Series A Preferred Stock during the nine months ended September 30, 2021 and 2020 and from the date of issuance.
On April 8, 2021, the holder of the Series A Preferred Shares converted 16,026 preferred shares into 1,846 common shares.
On August 31, 2021, the holder of the Series A Preferred Shares converted 20,085 preferred shares into 2,382 common shares.
During the year ended December 31, 2020, the holder of the Series A Preferred Shares converted a total of 57,892 preferred shares into 6,327 common shares.
The accumulated PIK dividends at September 30, 2021 and December 31, 2020 was approximately $0.8 million and $0.7 million, respectively. The Series A Preferred Shares outstanding as of September 30, 2021 and December 31, 2020 were 663,767 shares and 699,878 shares, respectively, with an aggregate liquidation preference of approximately $2.6 million and $2.6 million, including the accumulated dividends at September 30, 2021 and December 31, 2020, respectively.
Series B Preferred Stock - Securities Purchase Agreement
On January 30, 2018, the Company issued 2,666,667 shares of newly created Non-Voting Series B Convertible Preferred Stock (the “Series B Preferred Stock”) and associated warrants to purchase up to 55,555 shares of the Company’s common stock to the several purchasers for approximately $4.0 million or approximately $1.50 per share of Series B Preferred Stock and associated warrant. Dividends accrue on the Series B Preferred Stock at the rate of 7% per year and will be paid in-kind through an increase in the liquidation preference per share. The liquidation preference, initially $1.50 per share of Series B Preferred Stock, is the base that is also used to determine the number of common shares into which the Series B Preferred Stock will convert as well as the calculation of the 7% dividend. Each share of Series B Preferred Stock is convertible at the option of the holder into such number of shares of the Company’s common stock equal to the liquidation preference divided by the conversion price of $18 per share subject to adjustments in the case of stock splits and stock dividends.
Holders of the Series B Preferred Stock are also entitled to participating dividends whenever dividends in cash, securities (other than shares of the Company’s common stock paid on shares of common stock) or property are paid on common shares or shares of Series A Preferred Stock (as defined below). The amount of the dividends will equal the amount to which the holder would be entitled if all shares of Series B Preferred Stock had been converted to common stock immediately prior to the record date.
The holders of the Series B Preferred Stock have no voting rights. In addition, as long as the shares of Series B Preferred Stock are outstanding, the Company may not take certain actions without first having obtained the affirmative vote or waiver of the holders of a majority of the outstanding shares of Series B Preferred Stock. The Company has the option at any time after August 2, 2019 to redeem some or all of the outstanding Series B Preferred Stock for an amount in cash equal to the liquidation preference plus the amount of any accrued but unpaid dividends of the Series B Preferred Stock being redeemed. The holders of the Series B Preferred Stock do not have the ability to require the Company to redeem the Series B Preferred Stock.
The Company has not redeemed any of the outstanding Series B Preferred Stock during the three and nine months ended September 30, 2021 and 2020 and from the date of issuance.
The Company has the option of forcing the conversion of all or part of the Series B Preferred Stock if at any time the average closing price of the Company’s common stock for a thirty-trading day period is greater than $65.88 prior to August 2, 2019 or greater than $98.82 at any time. The Company can exercise this option only if it also requires the conversion of the Series A Preferred Stock in the same proportion as it is requiring of the Series B Preferred Stock. The Company did not force the conversion of any of the outstanding Series B Preferred Stock during the nine months ended September 30, 2021 and 2020.
Of the $4.0 million proceeds, approximately 0.3 million was allocated to the warrants with the remaining $3.7 million allocated to the Series B Preferred Stock. The Series B Preferred Stock was initially convertible into 2,666,667 shares of common stock (now convertible into 222,222 shares of common stock when adjusted for the one-for-twelve reverse stock split on October 21, 2019). The average of the high and low market prices of the common stock on January 30, 2018, the date of the closing of the sale of the preferred stock, was approximately $28.08 per share. At $28.08 per share the common stock into which the Series B Preferred Stock was initially convertible was valued at approximately $6.2 million. This amount was compared to the $3.7 million (rounded) of proceeds allocated to the Series B Preferred Stock to indicate that a BCF of approximately $2.6 million existed at the date of issuance, which was immediately accreted as a deemed dividend because the conversion rights were immediately effective.
Additionally, comparison of the original $1.50 conversion price prior to the one-for-twelve reverse stock split on October 21, 2019 of the PIK dividends to the $2.34 commitment date fair value per share on January 30, 2018 indicates that each PIK dividend will accrete 0.84 of BCF as an additional deemed dividend for every $1.50 of PIK dividend accrued. Total deemed dividends for this PIK dividend for the three months ended September 30, 2021 and 2020 were approximately $50,000 and $46,000, respectively and for the nine months ended September 30, 2021 and 2020 were approximately $147,000 and $137,000, respectively.
The accumulated PIK dividends (unpaid) at September 30, 2021 and December 31, 2020 were approximately $1.2 million and $0.9 million, respectively. The Series B Preferred Shares outstanding as of September 30, 2021 and December 31, 2020 was 2,666,667 shares with an aggregate liquidation preference of approximately $5.2 million and $4.9 million, including the accumulated dividends at September 30, 2021 and December 31, 2020, respectively.
Warrants
The Company’s outstanding warrants at September 30, 2021 and December 31, 2020 are below. These warrants are classified within equity on the unaudited condensed consolidated balance sheets.
|
|
September 30,
|
|
|
December 31,
|
|
Outstanding Warrants
|
|
2021
|
|
|
2020
|
|
|
|
|
|
|
|
|
Issued to Investors on October 25, 2013, entitling the holders to purchase 20,833 common shares in the Company at an exercise price of $138.00 per common share up to and including April 24, 2021. In 2016, 4,954 of these warrants were exchanged for common stock, and all remaining warrant holders agreed to new warrant terms, which excluded any potential net cash settlement provisions in exchange for a reduced exercise price of $75.00 per share (warrants expired).
|
|
|
-
|
|
|
|
13,665
|
|
Issued to Investors on November 17, 2014, entitling the holders to purchase 45,577 common shares in the Company at an exercise price of $138.60 per common share up to and including May 16, 2022. On June 30, 2016, the warrant holders agreed to new warrant terms, which excluded any potential net cash settlement provisions in order to classify them as equity in exchange for a reduced exercise price of $75.00 per share.
|
|
|
45,577
|
|
|
|
45,577
|
|
Issued to an investment bank and subsequently transferred to a principal of the investment bank regarding the Series B Preferred Stock investment on January 30, 2018, entitling the holder to purchase 11,119 common shares in the Company at an exercise price of $18.00 per share, up to and including January 30, 2021 (warrants expired).
|
|
|
-
|
|
|
|
11,119
|
|
Total
|
|
|
45,577
|
|
|
|
70,361
|
|
Stock-based Compensation – Stock Options
Adoption of 2020 Stock Plan
On March 9, 2020, the Board of Directors adopted the Company’s 2020 Omnibus Incentive Plan (the “2020 Plan”). On September 3, 2020, the shareholders approved the 2020 Plan to authorize grants of the following types of awards (a) Options, (b) Stock Appreciation Rights, (c) Restricted Stock and Restricted Stock Units (“RSUs”), and (d) Other Stock-Based and Cash-Based Awards. On June 28, 2021, the Company’s shareholders voted to amend the 2020 Plan to increase the number of shares available for award under the 2020 Plan to 650,000 shares available for grant from 350,000 shares.
On October 28, 2020, the Compensation Committee of the Board granted from the 2020 Plan time-based RSUs to certain of the Company’s executive officers, employees, and consultants. Each RSU represents a contingent right to receive, upon vesting, one share of the Company’s Common Stock. The number of RSUs granted to executive officers, employees and consultants totalled 243,800 shares. These RSU awards vest in three equal instalments on each of the first three annual anniversaries of the grant date, on October 28, 2021, October 28, 2022 and October 28, 2023. These RSU awards were valued at approximately $656,000, based on the opening price of the Company’s stock on October 28, 2020 at $2.69 per share.
On October 28, 2020, the Compensation Committee of the Board approved a grant of a total of 21,200 shares of common stock to the Company’s four directors. The Company filed a Form S-8 with the SEC, to register the underlying shares of the 2020 Plan on March 25, 2021. All of these common shares were issued on March 31, 2021 and vested immediately upon issuance.
During the nine months ended September 30, 2021, the Company issued 58,164 stock options to consultants and 7,382 common shares were issued to our investor relations consultant. The 2021 options issued for the consultants of the Company were assigned a fair value ranging from $2.08 per share to $4.75 per share (total fair value of $150,000). The value was determined using Black-Scholes pricing model. The following assumptions were used in the Black-Scholes pricing model:
Expected volatility
|
|
|
95.15% to 131.85
|
%
|
Risk free interest rate
|
|
|
0.06% to 0.93%
|
|
Dividend yield rate
|
|
|
0
|
|
Weighted average years
|
|
|
1-6 years
|
|
Closing price per share – common stock
|
|
$
|
$4.55 to $6.51
|
|
The components of stock-based compensation expense included in the Company’s unaudited condensed consolidated statements of operations for the three months and nine months ended September 30, 2021 and 2020 are as follows:
|
|
Three Months Ended September 30,
|
|
|
Nine Months Ended September 30,
|
|
|
|
2021
|
|
|
2020
|
|
|
2021
|
|
|
2020
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
General and administrative expenses
|
|
$
|
54,000
|
|
|
$
|
(4,000
|
)
|
|
$
|
301,000
|
|
|
$
|
8,000
|
|
Total stock-based compensation expense
|
|
$
|
54,000
|
|
|
$
|
(4,000
|
)
|
|
$
|
301,000
|
|
|
$
|
8,000
|
|
Stock option transactions to the employees, directors and consultants are summarized as follows for the nine months ended September 30, 2021:
|
|
Options
Outstanding
|
|
|
Weighted Average Exercise Price
|
|
|
Weighted Average Grant Date
Fair Value
|
|
Beginning of the period – January 1, 2021
|
|
|
515,847
|
|
|
$
|
20.23
|
|
|
$
|
14.51
|
|
Granted
|
|
|
58,164
|
|
|
|
6.72
|
|
|
|
2.58
|
|
Exercised
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Forfeited
|
|
|
(3,997
|
)
|
|
|
62.52
|
|
|
|
43.63
|
|
Expired
|
|
|
(1,019
|
)
|
|
|
329.81
|
|
|
|
291.73
|
|
End of the period – September 30, 2021
|
|
|
568,995
|
|
|
$
|
18.00
|
|
|
$
|
12.59
|
|
Options exercisable
|
|
|
557,229
|
|
|
$
|
18.26
|
|
|
$
|
12.77
|
|
A summary of the status of the Company’s non-vested options as of September 30, 2021 and December 31, 2020, and changes during the year ended December 31, 2020 and the nine months ended September 30, 2021, is presented below:
|
|
Shares
|
|
|
Weighted Average Exercise Price
|
|
|
Weighted Average
Fair Value
Grant Date
|
|
|
|
|
|
|
|
|
|
|
|
Non-vested – December 31, 2019
|
|
|
84,873
|
|
|
|
10.73
|
|
|
|
5.15
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Granted
|
|
|
7,634
|
|
|
|
4.45
|
|
|
|
3.28
|
|
Vested
|
|
|
(41,552
|
)
|
|
|
10.80
|
|
|
|
8.29
|
|
Forfeited
|
|
|
(1,229
|
)
|
|
|
10.80
|
|
|
|
8.33
|
|
Non-vested – December 31, 2020
|
|
|
49,726
|
|
|
|
9.71
|
|
|
|
7.44
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Granted
|
|
|
58,164
|
|
|
|
6.72
|
|
|
|
2.58
|
|
Vested
|
|
|
(96,124
|
)
|
|
|
8.40
|
|
|
|
4.89
|
|
Forfeited
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Non-vested – September 30, 2021
|
|
|
11,766
|
|
|
|
5.71
|
|
|
|
4.25
|
|
The above tables include options issued and outstanding as of September 30, 2021 as follows:
i. A total of 362,908 incentive stock options and non-qualified 10-year options have been issued, and are outstanding, to the directors, officers, and employees at exercise prices of $3.82 to $75.60 per share. From this total, 127,299 options are held by the Chief Executive Officer, who is also a director, with remaining contractual lives of 3.5 years to 8.2 years. All other options issued to directors, officers, and employees have a remaining contractual life ranging from 3.5 years to 8.2 years.
ii. A total of 206,087 non-qualified 1 to 10-year options have been issued, and are outstanding, to consultants at exercise prices of $3.82 to $75.60 per share and have a remaining contractual life ranging from 0.5 years to 9.9 years.
As of September 30, 2021, there was approximately $48,000 of total unrecognized compensation cost related to non-vested stock options granted under the plans. That cost is expected to be recognized over a weighted-average period of approximately 2.26 years. For stock options outstanding at September 30, 2021 and December 31, 2020, the intrinsic value was approximately $88,000 and $33,000, respectively. For those vested stock options at September 30, 2021 and December 31, 2020, the intrinsic value was approximately $88,000 and $33,000, respectively.
The following table provides certain information with respect to the above-referenced stock options that were outstanding and exercisable at September 30, 2021:
|
|
Stock Options Outstanding
|
|
|
Stock Options Vested
|
|
|
|
Weighted
|
|
|
|
|
|
|
|
|
Weighted
|
|
|
|
|
|
|
|
|
|
Average
|
|
|
|
|
|
|
|
|
Average
|
|
|
|
|
|
|
|
|
|
Remaining
|
|
|
|
|
|
Weighted
|
|
|
Remaining
|
|
|
|
|
|
Weighted
|
|
|
|
Contractual
|
|
|
Number
|
|
|
Average
|
|
|
Contractual
|
|
|
Number
|
|
|
Average
|
|
|
|
Life
|
|
|
of
|
|
|
Exercise
|
|
|
Life
|
|
|
of
|
|
|
Exercise
|
|
Exercise Prices
|
|
-Years
|
|
|
Awards
|
|
|
Price
|
|
|
-Years
|
|
|
Awards
|
|
|
Price
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ 3.82-$9.00
|
|
|
5.59
|
|
|
|
150,479
|
|
|
$
|
5.10
|
|
|
|
5.28
|
|
|
|
138,713
|
|
|
$
|
5.05
|
|
$ 9.01-$12.48
|
|
|
6.85
|
|
|
|
132,864
|
|
|
$
|
10.80
|
|
|
|
6.85
|
|
|
|
132,864
|
|
|
$
|
10.80
|
|
$ 12.49-$24.00
|
|
|
5.38
|
|
|
|
199,790
|
|
|
$
|
14.19
|
|
|
|
5.38
|
|
|
|
199,790
|
|
|
$
|
14.19
|
|
$ 24.01-$72.00
|
|
|
3.97
|
|
|
|
62,771
|
|
|
$
|
55.07
|
|
|
|
3.97
|
|
|
|
62,771
|
|
|
$
|
55.07
|
|
$ 72.01-$75.60
|
|
|
3.40
|
|
|
|
23,091
|
|
|
$
|
75.59
|
|
|
|
3.40
|
|
|
|
23,091
|
|
|
$
|
75.59
|
|
Total
|
|
|
5.55
|
|
|
|
568,995
|
|
|
$
|
18.00
|
|
|
|
5.47
|
|
|
|
557,229
|
|
|
$
|
18.26
|
|
Restricted Stock Awards Outstanding
The following summarizes our RSUs activity:
|
|
|
|
|
Weighted
|
|
|
|
Number
|
|
|
Average
|
|
|
|
of
|
|
|
Grant Date
|
|
|
|
Shares
|
|
|
Fair Value
|
|
Total awards outstanding at January 1, 2021
|
|
|
243,800
|
|
|
$
|
2.69
|
|
Total shares granted
|
|
|
—
|
|
|
$
|
—
|
|
Total shares vested
|
|
|
—
|
|
|
$
|
—
|
|
Total shares forfeited
|
|
|
(7,950
|
)
|
|
$
|
2.69
|
|
Total unvested shares outstanding at September 30, 2021
|
|
|
235,850
|
|
|
$
|
2.69
|
|
Scheduled vesting for outstanding RSUs awards at September 30, 2021 is as follows:
|
|
Year Ending December 31,
|
|
|
|
2021
|
|
|
2022
|
|
|
2023
|
|
|
Total
|
|
Scheduled vesting
|
|
|
78,617
|
|
|
|
78,616
|
|
|
|
78,617
|
|
|
|
235,850
|
|
At September 30, 2021, there was approximately $439,000 of net unrecognized compensation cost related to unvested RSUs compensation arrangements. This compensation is recognized on a straight-line basis resulting in approximately $212,000 of compensation expected to be expensed over the next twelve months, and the total unrecognized stock-based compensation expense having a weighted average recognition period of 2.07 years.
Note 7 – Subsequent Events
Exchange of Series A Convertible Preferred Stock for Common Shares
On October 29, 2021, the Company entered into an exchange agreement with General International Holdings, Inc., the holder of all of the outstanding Series A Preferred Stock, pursuant to which General International Holdings, Inc. delivered to the Company all of the outstanding Series A Preferred Stock in exchange for 262,910 shares of the Company’s common stock, without any cash payments by either party. The exchange was effected without registration under the Securities Act of 1933, as amended, pursuant to the exemption from registration set forth in Section 3(a)(9) of the Securities Act.
Accelerated Vesting of Outstanding RSUs
On October 28, 2021 the first tranche of RSUs scheduled to vest, or 78,617 of total outstanding RSUs vested, with a remaining total of 157,233 RSUs to vest straight-line over the next two years. On November 4, 2021, the Compensation Committee of the Board of Directors approved the accelerated vesting of these remaining RSUs, with vesting of these remaining RSUs to take place on December 15, 2021.
FORWARD-LOOKING STATEMENTS
In addition to historical information, this report contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical fact are statements that could be deemed forward-looking statements. We use words such as “believe”, “expect”, “anticipate”, “project”, “target”, “plan”, “optimistic”, “intend”, “aim”, “will”, or similar expressions, which are intended to identify forward-looking statements. Such statements include, among others:
|
·
|
those concerning market and business segment growth, demand, and acceptance of our nuclear fuel technology and other steps to commercialization of Lightbridge Fuel™;
|
|
|
|
|
·
|
any projections of sales, earnings, revenue, margins, or other financial items;
|
|
|
|
|
·
|
any statements of the plans, strategies, and objectives of management for future operations and the timing and outcome of the development of our nuclear fuel technology;
|
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any statements regarding future economic conditions or performance;
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uncertainties related to conducting business in foreign countries;
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any statements about future financings and liquidity
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the Company’s anticipated financial resources and position; and
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all assumptions, expectations, predictions, intentions, or beliefs about future events and other statements that are not historical facts
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You are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, as well as assumptions that if they were to ever materialize or prove incorrect, could cause the results of the Company to differ materially from those expressed or implied by such forward-looking statements. Such risks and uncertainties, among others, include:
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our ability to commercialize our nuclear fuel technology, including risks related to the design and testing of nuclear fuel incorporating our technology and the degree of market adoption of the Company’s product and service offerings;
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dependence on strategic partners;
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our ability to fund general corporate overhead and outside research and development costs;
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the demand for fuel for nuclear reactors, including small modular reactors, and our ability to attract new customers;
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our ability to manage the business effectively in a rapidly evolving market;
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our ability to employ and retain qualified employees and consultants that have experience in the nuclear industry;
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competition and competitive factors in the markets in which we compete, including from accident tolerant fuels;
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the availability of nuclear test reactors and the risks associated with unexpected changes in our nuclear fuel development timeline;
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the increased costs associated with metallization of our nuclear fuel;
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risks associated with the further spread and uncertainty of COVID-19, including the ultimate impact of COVID-19 on people, economies, our ability to access capital markets, the Company’s financial position, results of operations or liquidity;
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public perception of nuclear energy generally;
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changes in laws, rules, and regulations governing our business;
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changes in the political environment;
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development and utilization of, and challenges to, our intellectual property;
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the risks associated with potential shareholder activism;
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potential and contingent liabilities; and
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the other risks identified in Item 1A. Risk Factors included in our Annual report on Form 10-K for the year ended December 31, 2020.
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Most of these factors are beyond our ability to predict or control and you should not put undue reliance on any forward-looking statement. Future events and actual results could differ materially from those set forth in, contemplated by or underlying the forward-looking statements. Forward-looking statements speak only as of the date on which they are made. The Company assumes no obligation and does not intend to update these forward-looking statements for any reason after the date of the filing of this report, to conform these statements to actual results or to changes in our expectations, except as required by law.