Overview
We are aNevada corporation, formerly namedBlue Moose Media, Inc. InOctober 2011 , we changed our name toLiqTech International, Inc. For more than a decade we have developed and provided state-of-the-art technologies for gas and liquid purification using ceramic silicon carbide filters, particularly highly specialized filters for the control of soot exhaust particles from diesel engines and for liquid filtration. Using nanotechnology,LiqTech develops products using proprietary silicon carbide technology.LiqTech's products are based on unique silicon carbide membranes that facilitate new applications and improve existing technologies. In particular, LiqTech Systems A/S, the Company's subsidiary, has developed a new standard of water filtration technology to meet the ever-increasing demand for higher water quality. By incorporatingLiqTech's SiC liquid membrane technology with its long-standing systems design experience and capabilities, the Company offers solutions to the most difficult water pollution problem.
Acquisition of LiqTech Systems
OnJuly 29, 2014 , the Company, through its subsidiary, LiqTech Int. DK, completed the acquisition of all of the issued and outstanding capital stock (the "Shares") of Provital Solutions A/S, a Danish company (now known asLiqTech Systems ) from Masu A/S, a Danish company ("MASU") controlled bySune Mathiesen . In consideration for the Shares, MASU received cash consideration in the amount ofDKK12,600,000 , or approximately$2,300,000 (at the exchange rate onJuly 28, 2014 ), and 4,044,782 shares of the Company's common stock (the "Payment Shares"). Two-thirds (2/3) of the Payment Shares were held in escrow and subject to achievement of certain milestones. The milestones were not achieved, and such Payment Shares were forfeited and returned to treasury onDecember 31, 2016 . Acquisition of BS Plastic OnAugust 31, 2019 , the Company, through its subsidiary, LiqTech Int. DK, completed the acquisition of all of the issued and outstanding capital stock (the "Shares") of BS Plastic A/S, a Danish company (now known as BS Plastic) from JS Holding Risskov A/S, a Danish company ("JS Holding ") controlled bySteen Simonsen . In consideration for the Shares,JS Holding received cash consideration in the amount ofDKK9,000,000 , or approximately$1,332,090 (at the exchange rate onAugust 31, 2019 ).Further JS Holding is entitled to an additionalDKK6,000,000 or$888,060 (at the exchange rate onAugust 31, 2019 ) if certain financial targets are met withDKK2,000,000 ($296,020 ) for the periodJuly 2019 toJune 2020 ,DKK2,000,000 ($296,020 ) for the periodJuly 2029 toJune 2021 andDKK2,000,000 ($296,020 ) for the periodJuly 2021 toJune 2022 . 2019 Developments OnJanuary 14, 2019 , we provided an update to the market that we currently had confirmed orders for more than 110 of our standardized water filtration systems. In addition to the confirmed orders, we expected to deliver a significant amount of systems in 2019 under the Framework Agreement announced onOctober 1, 2018 . Positive visibility to order flow delivery affirmed expectations for the second quarter of 2019 revenue to surpass the first quarter of 2019, setting another new record for the Company. OnMarch 28, 2019 the Company preannounced a record quarter with revenue of$7 million and profitability for the first quarter of 2019. Further, the Company announced that the current order backlog continued to grow, increasing from the 110 standardized systems reported onJanuary 14, 2019 . The Company also announced its intention to move the trading of its common stock to the Nasdaq Capital Market. OnMay 21, 2019 the Company announced that it had commenced an underwritten registered public offering of its common stock. The Company intended to use the net proceeds from the offering to fund the growth of the business, including adding manufacturing capacity through equipment purchases, funding continued research and development efforts, for general corporate purposes, and the potential insourcing of currently outsourced manufacturing. 26
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OnMay 22, 2019 the Company announced the upsizing and pricing of the previously announced underwritten public offering of 1,931,035 shares of its common stock at a public offering price of$7.25 per share. As part of the offering,LiqTech granted the underwriters a 30-day option to purchase at the public offering price up to an additional 284,827 shares of its common stock to cover over-allotments, if any. All shares of common stock to be sold in the offering were offered byLiqTech . The offering was closed onMay 24, 2019 with the sale of 2,215,862 shares of$7.25 granting a total gross proceeds of$16,065,000 .
On
On
On
2020 Developments OnJanuary 2, 2020 the Company announced the successful installation of a brand-new customized furnace for use in the manufacture of the Company's proprietary silicon carbide membrane filters. The new furnace has throughputs that is more than triple the Company's existing furnaces due to its size and efficiency. 27
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Table of Contents Results of Operations
Results of Operations for the Year Ended
The following table sets forth our revenues, expenses and net income for the year endedDecember 31, 2019 and 2018 inU.S. dollars, except for percentages. For the Year Ending December 31, Period to Period Change As a % As a % 2019 of Sales 2018 of Sales $ Percent % Revenue 32,637,484 100.0 % 12,232,088 100.0 % 20,405,396 166.8 % Cost of Goods Sold 25,475,170 78.1 11,165,944 91.3 14,309,226 128.2 Gross Profit 7,162,314 21.9 1,066,144 8.7 6,096,170 571.8 Operating Expenses Selling expenses 2,426,971 7.4 1,703,327 13.9 723,644 42.5 General and administrative expenses 4,378,444 13.4 3,187,311 26.1 1,191,133 37.4 Research and development expenses 749,249 2.3 661,014 5.4 88,235 13.3 Total Operating Expenses 7,554,664 23.1 5,551,652 45.4 2,003,012 36.1 Profit/(Loss) from Operating (392,350 ) (1.2 ) (4,485,508 ) (36.7 ) 4,093,158 (91.3 ) Other Income (Expense) Interest and other income 73,635 0.2 28,401 0.2 45,234 159.3
Interest (expense) (203,603 ) (0.6 ) (71,781 )
(0.6 ) (131,822 ) 183.6 Gain/(Loss) on currency transactions 285,742 0.9 344,023 2.8 58,281 (16.9 ) Gain/(Loss) on sale of fixed assets (21,060 ) (0.1 ) 4,907 0.0 (25,962 ) (529.2 ) Total Other Income (Expense) 134,714 0.4 305,550
2.5 (170,836 ) (55.9 )
Income/(Loss) Before Income Taxes (257,636 ) (0.8 ) (4,179,958 ) (34.2 ) 3,922,322 (93.8 ) Income Taxes Expense (Benefit) (297,252 ) (0.9 ) (365,430 ) (3.0 ) 68,178 (18.7 ) Net Income/(Loss) 39,616 0.1 (3,814,528 ) (31.2 ) 3,854,144 (101.0 ) Revenues Revenue for the year endedDecember 31, 2019 were$32,637,484 compared to$12,232,088 for the same period in 2018, representing an increase of$20,405,396 , or 166.8%. The change in sales consists of an increase in liquid filters of$20,199,951 , an increase in plastics of$895,203 , an increase in development projects of$193,641 and a decrease in DPFs of$883,400 . The increase in demand for our liquid filters and systems is due to the ramp-up in delivery of water treatment systems for the marine scrubber industry. The decrease in demand for our DPFs is mainly due to the diminished market activity globally compared to the same period of last year. The increase in sales of plastic components is related to the newly acquired business in 2019. Gross Profit Gross profit for the year endedDecember 31, 2019 was$7,162,314 compared to$1,066,144 for the same period in 2018, representing an increase of$6,096,170 , or 571.8%. The increase in gross profit is due to a positive mix shift toward liquid filters and systems, where sales command a higher gross margin. Included in the gross profit is depreciation of$1,131,008 and$819,070 for the years endedDecember 31, 2019 and 2018, respectively. 28
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Table of Contents Expenses Total operating expenses for the year endedDecember 31, 2019 were$7,554,664 , representing an increase of$2,003,012 or 36.1%, compared to$5,551,652 for the same period in 2018. Selling expenses for the year endedDecember 31, 2019 were$2,426,971 compared to$1,703,327 for the same period in 2018, representing an increase of$723,644 or 42.5%. This change is attributable to an increase in sales activities and the addition of new sales employees from an average of seven in 2018 to an average of nine in 2019. Further the participation in tradeshows and exhibitions increased in 2019 compared to the same period in 2018. General and administrative expenses for the year endedDecember 31, 2019 were$4,378,444 compared to$3,187,311 for the same period in 2018, representing an increase of$1,191,133 , or 37.4%. This change is attributable to the addition of administrative employees, where the number of employees increased from 11 in 2018 to 16 in 2019. The increase in the number of employees also created additional IT-expenses and office costs. Included in general and administrative expenses is Non-cash compensation expenses, that were$197,945 and$116,434 for the years endedDecember 31, 2019 andDecember 31, 2018 , representing an increase of$81,511 or 70.0%, attributable to increased non-cash compensation expense for stock options granted to employees.
The following is a summary of our non-cash compensation:
2019
2018
Compensation upon vesting of stock options granted to employees
$ -
112,500
60,000
Compensation for vesting of restricted stock awards issued to the board of directors
85,445 40,667 Total$ 197,945 $ 116,434 Research and development expenses for the year endedDecember 31, 2019 were$749,249 compared to$661,014 for the same period in 2018, representing an increase of$88,235 , or 13.3%. This change is attributable to an increase in the number of employees in the Research and Development area as the Company focuses on the further development of existing and new products for the marine industry. Other income/(expense) Total Other income/(expenses) for the year endedDecember 31, 2019 was$134,714 compared to$305,550 for the comparable period in 2018, representing a decrease of$170,836 . This change is attributable to increased interest expenses as a consequence of the adoption of Leases (Topic 842) and ASU 2016-19 which resulted in an increase in interest expenses and decrease in Operating expenses. Net Income taxes
Net income taxes for the year ended
Net Income/(Loss) Net income/(loss) attributable to the Company for the year endedDecember 31, 2019 was$39,616 compared to a loss of$3,814,528 for the comparable period in 2018, representing a change of$3,854,144 . This improvement was primarily attributable to increased Revenue that drove a similar increase in Gross Profit and higher gross profit margin caused by a favorable mix shift toward marine scrubber systems, offset by higher operating expenses caused primarily by the growth in headcount to support additional sales and production. 29
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Liquidity and Capital Resources
The accompanying consolidated financial statements have been prepared in
conformity with accounting principles generally accepted in
We have historically satisfied our capital and liquidity requirements through offerings of equity instruments, internally generated cash from operations and our available lines of credit. At the filing date, the Company had an available line of credit from the bank amounting toDKK20,000,000 ($3,000,000 ) which is used for a leasing arrangement and guarantees issued to customers for prepayments and for warranties after delivery. AtDecember 31, 2019 , we had cash of$9,783,932 and net working capital of$17,155,126 , and atDecember 31, 2018 , we had cash of$3,776,111 and net working capital of$6,753,593 . AtDecember 31, 2019 , our net working capital had increased by$10,401,533 compared toDecember 31, 2018 . Total current assets were$27,487,257 and$11,373,206 atDecember 31, 2019 andDecember 31, 2018 , respectively, and total current liabilities were$10,332,131 and$4,619,613 atDecember 31, 2019 andDecember 31, 2018 , respectively. In connection with certain orders, we provide the customer a working guarantee, a prepayment guarantee or a security bond. For that purpose, we maintain a guarantee credit line ofDKK10,000,000 (approximately$1,500,000 ). The credit line is secured by a cash deposit of$2,700,000 . Further, we have a guarantee for a specific project delivered in 2016 ofDKK 94,620 (approximately$14,186 atDecember 31, 2019 ) with a bank, subject to certain base limitations. This line of credit is guaranteed by Vækstfonden (the Danish state's investments fund) and is secured by certain assets of LiqTech Systems such as receivables, inventory and equipment. Cash Flows
Year Ended
Cash provided (used) by operating activities is net income (losses) adjusted for certain non-cash items and changes in assets and liabilities. Cash used by operating activities for the year endedDecember 31, 2019 was$4,546,761 , representing an increase of$632,587 compared to cash used by operating activities of$3,914,174 for the year endedDecember 31, 2018 . The change in cash used by operating activities for the year endedDecember 31, 2019 was mainly due to an increase in accounts receivables of$4,180,917 , increase in other receivables of$2,098,896 , and increase in inventory of$683,405 , off-set by an increase in accounts payable of$1,769,852 and an increase in accrued expenses of$2,164,358 . Net cash used in investing activities was$3,700,675 for the year endedDecember 31, 2019 as compared to net cash used in investing activities of$170,890 for the year endedDecember 31, 2018 , representing an increase of$3,529,785 . This increase was due to the initial payment for the acquisition of BS Plastic A/S of$1,154,902 and a period-over-period increase of$2,363,885 for the purchase of property and equipment especially related to the installation of new furnaces in Ballerup to increase production capacity in the context of a growing demand. Cash provided by financing activities was$14,627,470 for the year endedDecember 31, 2019 , as compared to cash provided by financing activities of$6,017,280 for the year endedDecember 31, 2018 . This change of$8,610,190 was mainly due to cash received in connection with a registered public offering inMay 2019 that generated net proceeds of$14,650,039 , which was greater than cash received in connection with a registered public offering inApril 2018 .
Off Balance Sheet Arrangements
As ofDecember 31, 2019 , we had no off-balance sheet arrangements. We are not aware of any material transactions that are not disclosed in our consolidated financial statements. 30
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Table of Contents Operating Leases
The Company leases office and production facilities under operating lease agreements.
The future minimum lease payments for non-cancelable operating leases having remaining terms in excess of one year as ofDecember 31, 2019 is reflected in Note 4.
Significant Accounting Policies and Critical Accounting Estimates
The methods, estimates, and judgments that we use in applying our accounting policies have a significant impact on the results that we report in our consolidated financial statements. Some of our accounting policies require us to make difficult and subjective judgments, often as a result of the need to make estimates regarding matters that are inherently uncertain. Our most critical accounting estimates include:
? The assessment of revenue recognition, which impacts revenue and cost of
sales; ? The assessment of allowance for product warranties, which impacts gross margin; ? the assessment of collectability of accounts receivable, which impacts
operating expenses when and if we record bad debt or adjust the allowance for
doubtful accounts;
? the assessment of recoverability of long-lived assets, which impacts gross
margin or operating expenses when and if we record asset impairments or
accelerate their depreciation;
? the recognition and measurement of current and deferred income taxes
(including the measurement of uncertain tax positions), which impact our
provision for taxes;
? the valuation of inventory, which impacts gross margin; and
? the recognition and measurement of loss contingencies, which impact gross
margin or operating expenses when we recognize a loss contingency, revise the
estimate for a loss contingency, or record an asset impairment.
We discuss these policies further below, as well as the estimates and judgments involved.
Accounts Receivable / Long Term Receivable / Allowance for Doubtful Accounts / Bad Debt
We assess the collectability of accounts receivable and long-term receivable on an ongoing basis and establish an allowance for doubtful accounts when collection is no longer reasonably assured. In establishing the allowance, we consider factors such as known troubled accounts, historical experience, age of receivables, financial and liquidity information that is publicly accessible, and other currently available evidence.
The roll forward of the allowance for doubtful accounts for the year ended
2019
2018
Allowance for doubtful accounts at the beginning of the period
$ 971,772 $ 660,581 Bad debt expense 25,044
353,562
Receivables written off during the periods (362,244 )
-
Effect of currency translation (22,138 )
(42,371 )
Allowance for doubtful accounts at the end of the period
31
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The Company accounts forGoodwill and definite-life intangible assets in accordance with provisions of the Statement ofFinancial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") Topic 350, Intangibles,Goodwill and Other.Goodwill and intangible assets acquired in a purchase business combination and determined to have an indefinite useful life are not amortized, but instead are tested for impairment at least annually in accordance with the provisions of Topic 350. Impairment losses arising from this impairment test, if any, are included in operating expenses in the period of impairment. Topic 350 requires that definite intangible assets with estimable useful lives be amortized over their respective estimated useful lives and reviewed for impairment in accordance with Topic 360, criteria for recognition of an impairment of Long-Lived Assets.Goodwill Goodwill is evaluated for impairment annually in the fourth quarter of the Company's fiscal year, and whenever events or changes in circumstances indicate the carrying value of goodwill may not be recoverable. Triggering events that may indicate impairment include, but are not limited to, a significant adverse change in customer demand or business climate that could affect the value of goodwill or a significant decrease in expected cash flows. The Company recorded an impairment charge of$0 on goodwill during the years endedDecember 31, 2019 and 2018, as management's estimated fair value of the reporting unit exceeded its carrying value determined during impairment testing in the fourth quarters of 2019 or 2018. Long-Lived Assets We assess the impairment of long-lived assets when events or changes in circumstances indicate that the carrying value of the assets or the asset grouping may not be recoverable. Factors that we consider in deciding when to perform an impairment review include significant under-performance of a business or product line in relation to expectations, significant negative industry or economic trends, and significant changes or planned changes in our use of the assets. We measure the recoverability of assets that will continue to be used in our operations by comparing the carrying value of the asset grouping to our estimate of the related total future undiscounted net cash flows. If an asset grouping's carrying value is not recoverable through the related undiscounted cash flows, the asset grouping is considered to be impaired. The impairment is measured by comparing the difference between the asset grouping's carrying value and its fair value. Long-lived assets such as goodwill, intangible assets, and property, plant and equipment are considered non-financial assets and are recorded at fair value only if an impairment charge is recognized. Impairments of long-lived assets are determined for groups of assets related to the lowest level of identifiable independent cash flows. Due to our asset usage model and the interchangeable nature of our ceramic filter manufacturing capacity, we must make subjective judgments in determining the independent cash flows that can be related to specific asset groupings. In addition, as we make manufacturing process conversions and other factory planning decisions, we must make subjective judgments regarding the remaining useful lives of assets, primarily process-specific filter manufacturing tools and building improvements. If we determine that the useful lives of assets are shorter than we had originally estimated, we accelerate the rate of depreciation over the assets' new, shorter useful lives. During the years endedDecember 31, 2019 and 2018, no impairment charge of long-lived assets has been recorded. Revenue Recognition OnJanuary 1, 2018 , the Company adopted Accounting Standards Codification Topic 606, "Revenue from Contracts with Customers," which includes clarifying ASUs issued in 2015, 2016 and 2017 ("new revenue standard"). The new revenue standard was applied to all open revenue contracts using the modified-retrospective method as ofJanuary 1, 2018 . The new revenue standard did not have a material impact on revenue recognition. The Company does not expect the impact of the adoption of the new standard to be material to sales or net income on an ongoing basis. 32
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For membrane, DPF and plastic product sales, revenue is recognized when performance obligations under the terms of a contract with the customer are satisfied which occurs when control of the membrane, DPF or plastic product is transferred to the customer. The majority of the Company's sales contracts contain performance obligations satisfied at a point in time when title and the risks and rewards of ownership have transferred to the customer. This generally occurs when the product is shipped or accepted by the customer. Revenue for service contracts are recognized as the services are provided. Revenue is measured as the amount of consideration expected to be received in exchange for transferring the goods or providing services. The satisfaction of performance obligations under the terms of a revenue contract generally gives rise to the right of payment from the customer. The Company's standard payment terms vary by the type and location of the customer and the products or services offered. Generally, the time between when revenue is recognized and when payment is due is not significant. Pre-Payments received prior to satisfaction of performance obligations are recorded as contract liabilities. Given the insignificant days between revenue recognition and receipt of payment, financing arrangements do not exist between the Company and its customers. For contracts with customers that include multiple performance obligations, judgment is required to determine whether performance obligations specified in these contracts are distinct and should be accounted for as separate revenue transactions for recognition purposes. For such arrangements, revenue is allocated to each performance obligation based on its relative standalone selling price. Standalone selling prices are generally determined based on the prices charged to customers or using expected cost-plus margin. System sales are recognized when the Company transfers control based upon signed acceptance of the system by the customer upon shipment of the system in accordance with the terms of the contract. For the majority of Systems, the Company transfers control and recognizes revenue when products are shipped to the customer according to the terms of the contract or purchase order. In connection with the system it is normal procedure to issue a FAT (Factory Acceptance Test) stating that the customer has accepted the performance of the system as it is being shipped from the production facility in Hobro. As part of the delivery performance, the customer is normally offered a commissioning (a final assembly and configuration at a place designated by the customer) and this commission is therefore considered a second performance obligation and is valued at cost plus a standard margin based on the contractual performance. This second performance obligation is recognized as revenue at the time of delivery of the commissioning together with the cost incurred. The portion of the invoicing that is attributable to commissioning is recognized as Non-invoiced as part of Unbilled receivable while the revenue related to the commissioning is recognized as Deferred Income. Aftermarket sales represent part sales, extended warranties and maintenance services. For the sale of aftermarket parts, the Company transfers control and recognizes revenue when parts are shipped to the customer or services are provided. When customers are given the right to return eligible parts and accessories, the Company estimates the expected returns based on an analysis of historical experience. The Company adjusts estimated revenues at the earlier of when the most likely amount of consideration expected to be received changes or when the consideration becomes fixed. The Company recognizes revenue for extended warranty and maintenance agreements based on the standalone selling price over the life of the contract, which reflects the costs to perform under these contracts and corresponds with, and thereby depicts the transfer of control to the customer. For invoicing to customers where the transfer of control has not occurred (prepayments), the invoiced amount is recognized as Contract assets / Contracts liabilities. The Company has received long-term contracts for grants from government entities for development and use of silicon carbide membranes in various water filtration and treatment applications and historically in the installation of various water filtrations systems. We measure transfer of control of the performance obligation on long-term contracts utilizing the cost-to-cost measure of progress, with cost of revenue including direct costs such as labor and materials. Under the cost-to-cost approach, the use of estimated costs to complete each performance obligation is a significant variable in the process of determining recognized revenue and a significant factor in the accounting for such performance obligations. The timing of when we bill our customers is generally dependent upon advance billings terms, milestone billings based on completion of certain phases of the work or when services are provided or products are shipped. Projects with performance obligations recognized over time that have costs and estimated earnings recognized to date in excess of cumulative billings are reported on our Balance Sheets as Contract assets. Projects with performance obligations recognized over time that have cumulative billings in excess of costs and estimated earnings recognized to date are reported on our Balance Sheets as Contract liabilities. 33
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Table of Contents Income Taxes We must make estimates and judgments in determining the provision for taxes for financial statement purposes. These estimates and judgments occur in the calculation of tax credits, benefits, and deductions and in the calculation of certain tax assets and liabilities that arise from differences in the timing of recognition of revenue and expense for tax and financial statement purposes. Significant changes in these estimates may result in an increase or decrease to our tax provision in a subsequent period. We must assess the likelihood that we will be able to recover our deferred tax assets. If recovery is not likely, we must increase our provision for taxes by recording a valuation allowance against the deferred tax assets that we estimate will not ultimately be recoverable. We believe that we will ultimately recover the deferred tax assets recorded on our consolidated balance sheets. Should there be a change in our ability to recover our deferred tax assets, however, our tax provision would increase in the period in which we determined that the recovery was not likely. Recovery of a portion of our deferred tax assets is impacted by management's plans and methods of allocating research and development costs to the underlying reporting units. The calculation of our tax liabilities involves uncertainties in the application of complex tax regulations inDenmark andthe United States . When a tax position is determined uncertain, we recognize liabilities based on a two-step process. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates that it is more likely than not that the position will be sustained on audit, including resolution of related appeals or litigation processes, if any. If we determine that a tax position will more likely than not be sustained on audit, the second step requires us to estimate and measure the tax benefit as the largest amount that is more than 50% likely to be realized upon ultimate settlement. It is inherently difficult and subjective to estimate such amounts, as we must determine the probability of various possible outcomes. If uncertainties arise, we re-evaluate the tax positions on a quarterly basis. This evaluation is based on factors such as changes in facts or circumstances, changes in tax law, new audit activity, and effectively settled issues. Determining whether an uncertain tax position is effectively settled requires judgment. Such a change in recognition or measurement would result in the recognition of a tax benefit or an additional charge to the tax provision. Inventory The valuation of inventory requires us to estimate excess or obsolete inventory as well as inventory that is not of saleable quality. The determination of excess or obsolete inventory requires us to estimate the future demand for our products. The estimate of future demand is compared to work-in-process and finished goods inventory levels to determine the amount, if any, of excess or obsolete inventory. As ofDecember 31, 2019 , we had total furnace parts and supplies of$631,865 , raw materials of$2,087,020 , work-in-process inventory of$1,624,499 , total finished goods inventory of$1,521,161 and a reserve for obsolescence of$665,307 . The estimated future demand is included in the development of our short-term manufacturing plans to enable consistency between inventory valuation and production decisions. Product-specific facts and circumstances reviewed in the inventory valuation process include a review of the customer base, acceptance of the product by the customer and the various environmental authorities, competitor's products, as well as an assessment of the selling price in relation to the product cost. If our demand forecast for specific products is greater than actual demand, and we fail to reduce manufacturing output accordingly, we could be required to write off inventory, which would negatively impact our gross profit. In order to determine what costs can be included in the valuation of inventory, we must determine normal capacity at our manufacturing, assembly and test facilities, based on historical production, compared to total available capacity. If the factory production is below the established normal capacity level, a portion of our manufacturing overhead costs would not be included in the cost of inventory, and therefore would be recognized as cost of sales in that period, which would negatively impact our gross profit. We refer to these costs as excess capacity charges. The Company has been operating below capacity and excess capacity charges have been recognized as cost of sales. 34
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Table of Contents Loss Contingencies We are subject to various legal and administrative proceedings along with asserted and potential claims, accruals related to product warranties and potential asset impairments (loss contingencies) that arise in the ordinary course of business. An estimated loss from such contingencies is recognized as a charge to income if it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. Disclosure of a loss contingency is required if there is at least a reasonable possibility that a loss has been incurred. The outcomes of legal and administrative proceedings and claims, and the estimation of product warranties and asset impairments, are subject to significant uncertainty. Significant judgment is required in both the determination of probability and the determination as to whether a loss is reasonably estimable. To estimate the losses associated with repairing and replacing parts in connection with product warranty, we make judgments with respect to customer claim rates. At least quarterly, we review the status of each significant matter, and we may revise our estimates. These revisions could have a material impact on our results of operations and financial position.
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