Overview





We are a Nevada corporation, formerly named Blue Moose Media, Inc. In October
2011, we changed our name to LiqTech International, Inc. For more than two
decades we have developed and provided state-of-the-art technologies for gas and
liquid purification using silicon carbide ceramic 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, the Company has developed a new
standard of water filtration technology to meet the ever-increasing demand for
higher water quality. By incorporating LiqTech's SiC liquid membrane technology
with its long-standing systems design experience and capabilities, the Company
offers solutions to the most difficult water pollution problems.



Acquisition of BS Plastic



On August 31, 2019, the Company, through its subsidiary, LiqTech Holding,
completed the acquisition of all of the issued and outstanding capital stock
(the "Shares") of BS Plastic A/S, from JS Holding Risskov A/S, a Danish company
("JS Holding") controlled by Steen Simonsen. In consideration for the Shares, JS
Holding received cash consideration in the amount of DKK 9,000,000, or
approximately $1,332,090 (at the exchange rate on August 31, 2019). Further JS
Holding was entitled to an additional DKK 6,000,000 or $888,060 (at the exchange
rate on August 31, 2019) if certain financial targets are met with DKK 2,000,000
($296,020) for the period July 2019 to June 2020, DKK 2,000,000 ($296,020) for
the period July 2020 to June 2021 and DKK2,000,000 ($296,020) for the period
July 2021 to June 2022. In July 2020 it was agreed between LiqTech Holding and
JS Holding that the contingent earn-out was replaced by fixed and final
agreement to pay DKK 2,000,000 in July 2020 and DKK 2,000,000 in July 2021
without any conditions.



2020 Developments



On January 2, 2020 the Company announced the successful installation of a new
customized furnace for use in the manufacture of the Company's proprietary
silicon carbide membrane filters. The new furnace has throughput that will more
than triple the Company's existing furnace capacity due to its size and
efficiency.



On May 21, 2020 the Company announced that it had entered into a definitive
securities purchase agreement with certain institutional investors. The Private
Placement consisted of common stock and pre-funded warrants totaling 1.6 million
shares issued to the investors at $5.00 per share, resulting in aggregate gross
proceeds of $8 million to the Company.



On August 26, 2020 the Company announced the appointment of Richard Meeusen to its Board of Directors.

On November 9, 2020 the Company announced the launch of its next-generation membrane with a pore size of 60 nanometers.


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Results of Operations


Results of Operations for the Year Ended December 31, 2020 Compared to the Year Ended December 31, 2019





The following table sets forth our revenues, expenses and net income for the
year ended December 31, 2020 and 2019 in U.S. dollars, except for percentages.



                                                         For the Year Ending December 31,
                                                                                                 Period to Period
                                                                                                      Change
                                              As a %                          As a %
                              2020           of Sales          2019          of Sales            $            Percent %
Revenue                      22,526,201          100.0       32,637,484          100.0 %     (10,111,283 )         (31.0 )%
Cost of Goods Sold           20,379,519           90.5       25,475,170           78.1        (5,095,651 )         (20.0 )

Gross Profit                  2,146,882            9.5        7,162,314           21.9        (5,015,632 )           (70 )

Operating Expenses
Selling expenses              2,918,418           13.0        2,426,971            7.4           491,447            20.2
General and
administrative expenses       6,205,040           27.5        4,563,216           14.0         1,641,824            36.0
Research and
development expenses          1,278,331            5.7          749,249            2.3           529,082            70.6
Total Operating
Expenses                     10,401,789           46.2        7,739,436           23.7         2,662,353            34.4

Loss from Operations (8,255,107 ) (36.6 ) (577,122 )

(1.8 ) (7,677,985 ) 1,330.4



Other Income (Expense)
Gain on modification of
earn-out liability              306,073            1.4                -              -           306,077               -
Interest and other
income                          139,513            0.6           73,635            0.2            65,878            89.5
Interest expense               (120,903 )         (0.5 )        (18,831 )         (0.1 )        (102,072 )         542.0
Fair value adjustment
of warrants                    (901,250 )         (4.0 )              -              -          (901,250 )             -
Gain (Loss) on currency
transactions                 (1,469,607 )         (6.5 )        285,742            0.9        (1,755,349 )        (614.3 )
Gain (Loss) on sale of
fixed assets                     27,772            0.1          (21,060 )         (0.1 )          48,832          (231.9 )
Total Other Income
(Expense)                    (2,018,398 )         (9.0 )        319,486     

1.0 (2,337,884 ) (731.8 )



Loss Before Income
Taxes                       (10,273,505 )        (45.6 )       (257,636 )         (0.8 )     (10,015,869 )       3,887.6
Income Taxes Provision
(Benefit)                      (465,145 )         (2.1 )       (297,252 )   

(0.9 ) (167,893 ) 56.5



Net Income/(Loss)            (9,808,360 )        (43.5 )         39,616            0.1        (9,847,976 )     (24,858.7 )




Revenues



Revenue for the year ended December 31, 2020 was $22,526,201 compared to
$32,637,484 for the same period in 2019, representing a decrease of $10,111,283,
or 31%. The change in revenue consists of a decrease in sales of liquid filters
and water treatment systems of $11,316,772 and in sales of DPFs of $520,794,
offset by an increase in sales of plastics of $1,752,162. The decrease in sales
of liquid filters and water treatment systems is a result of the negative impact
of the ongoing COVID-19 pandemic, which has resulted in significant restrictions
and business limitations across the globe and caused a substantial decline in
the demand and delivery of water treatment systems for the marine scrubber
industry. The demand for our DPFs also decreased in the period, but we see
increased interest in environmental solutions to reduce global CO2-emissions.
The increase in sales of plastic components is related to the business acquired
in September 2019.



Gross Profit



Gross profit for the year ended December 31, 2020 was $2,146,682 compared to
$7,162,314 for the same period in 2019, representing a decrease of $5,015,632,
or approximately 70%. The decrease in gross profit is due to the decline in
sales of liquid filters and water treatment systems where sales command a higher
gross margin. Gross profit was further impaired by increased costs related to
decisions made prior to the impact of COVID-19, where the Company had invested
in the expansion and improvement of production facilities along with additional
employees. Further the initial effect of closing our activities in North America
has resulted in a write-off of inventory, equipment, and other items in the
amount of $450,000, which has been expensed in the current period. Included in
the gross profit for the year ended December 31, 2020 is depreciation of
$2,204,917 compared to $1,131,008 for the same period in 2019, reflecting the
increased investment in production capacity.



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Expenses


Total operating expenses for the year ended December 31, 2020 were $10,401,789, representing an increase of $2,662,353, or approximately 34%, compared to $7,739,436 for the same period in 2019.





Selling expenses for the year ended December 31, 2020 were $2,918,418 compared
to $2,426,971 for the same period in 2019, representing an increase of $491,477
or approximately 20%. This change is attributable to the pre COVID-19 decision
to hire new sales employees and average number of sales employees therefore
increased from 9 in 2019 to 13 in 2020. Other expenses related to the update of
the Company's website and other marketing materials have also resulted in
increased selling expenses.



General and administrative expenses for the year ended December 31, 2020 were
$6,205,040 compared to $4,563,216 for the same period in 2019, representing an
increase of $1,641,824, or 36%. The increase in general and administrative
expenses is attributable to the addition of administrative employees, for which
the number of employees increased from 16 in 2019 to 22 in 2020. The increase in
the number of employees also created additional IT and office costs. As part of
the cost reductions implemented after the impact of COVID-19, several employees
have exited the Company, and at the end of 2020, the number of administrative
employees was back to 16. Included in general and administrative expenses is
non-cash compensation expenses of $343,780 and $197,945 for the years ended
December 31, 2020 and December 31, 2019, representing an increase of $145,835,
or 74%, attributable to stock grants to members of the Board and management.



The following is a summary of our non-cash compensation:





                                                              2020          

2019

Compensation for vesting of restricted stock awards issued to the Board of Directors

$   163,224     $   122,945
Compensation for vesting of restricted stock awards
issued to management                                           180,556          75,000
Total Non-Cash Compensation                                $   343,780     $   197,945




Research and development expenses for the year ended December 31, 2020
were $1,278,331 compared to $749,249 for the same period in 2019, representing
an increase of $529,082, or 71%. This change is attributable to an increase in
the number of employees engaged in research and development activities as the
Company focuses on the further development of existing and new products for the
marine industry. The average number of employees in Research and development is
14 in 2020 compared to 11 in 2019.



Other income (expenses)



Total Other income (expense) for the year ended December 31, 2020 was
$(2,018,398) compared to $319,486 for the comparable period in 2019,
representing a decrease of $2,337,884. Included in the net other income
(expenses) for the year ended December 31, 2020 is the negative effect of
$901,250 resulting from the fair value measurement of the prefunded warrants
issued in May 2020. Additionally, the loss on currency transactions due to the
negative impact of the USD/DKK exchange rate has impacted net other income
(expenses) by $(1,469,607) compared to income of $285,742 in the comparable
period, representing a decrease of $1,755,349. Further, net income (expenses) is
positively affected by $306,077 relating to the gain on modification of the
earn-out agreement with the former owner of LiqTech Plastics A/S (former BS
Plastic A/S), where the former owner has agreed to reduce the earn-out
consideration from a total of DKK 6 million over three years to a fixed earn-out
of DKK 4 million over a period of two years.



Net Income taxes


Net income taxes for the year ended December 31, 2020 was a benefit of $465,145 compared to $297,252 for the comparable period in 2019, representing an increase in benefit of $167,893.





Net Income/(Loss)



Net income/(loss) attributable to the Company for the year ended December 31,
2020 was $(9,808,360) compared to income of $39,616 for the comparable period in
2019, representing a decline of $9,847,976.



This change was primarily attributable to the significant decrease in revenue
due to decreased demand for marine scrubbers, higher relative costs of goods
sold as a percentage of revenue due to investments in production capacity, and
the increase in operating expenses caused primarily by the growth in headcount
to support additional sales and production. Further losses on currency
translations due to the negative impact of the USD/DKK exchange rate and the
negative fair value adjustment related to the prefunded warrant liability have
exacerbated the net loss for the period.



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Liquidity and Capital Resources





In March 2020, the World Health Organization declared the outbreak of novel
coronavirus ("COVID-19") a pandemic, which has resulted in authorities across
the globe implementing numerous measures to contain the virus, including travel
bans and restrictions, quarantines, shelter-in-place orders, and business
limitations and shutdowns. In response to measures taken by state and local
governments in mid-March 2020, we elected to temporarily introduce two shifts at
our production facilities to minimize the risk of infection and to implement
health and safety actions recommended by government and health officials to
better protect our employees who must work at our production facilities.
Otherwise, most of our employees worked remotely during the shutdown. At the
beginning of May 2020, businesses in Denmark began re-opening as the effect of
COVID-19 had largely been contained and the number of infections and fatalities
decreased significantly. Since August 2020, however, we again experienced a
resurgence in the number of infections and fatalities and the re-introduction of
tight restrictions in many countries. Since the start of September 2020, we
re-introduced limitations in the number of employees working directly at our
production sites. All employees who can work from home are encouraged to do so.



We are unable to predict the full impact that COVID-19 will have on our
long-term financial condition, results of operations, liquidity and cash flows
due to uncertainties. Our compliance with the measures implemented to avoid the
spread of the virus have had a material adverse impact on our financial results
since March 2020. To the extent possible, we have taken precautionary measures
to reduce and/or defer operating expenses and preserve liquidity. Based on
current projections, which are subject to numerous uncertainties, including the
duration and severity of the pandemic and containment measures and the effect of
these on the industries in which we compete, we believe our cash on hand, as
well as our ongoing cash generated from operations, should be sufficient to
cover our capital requirements for at least the next 12 months from the issuance
of this report. In addition, as a result of the reduced order intake and
decreased manufacturing levels, our future gross profit will also likely be
unfavorably impacted until such time that we are able to operate our
manufacturing facilities at higher capacity levels as originally planned prior
to the COVID-19 pandemic. Notwithstanding the reduction in our manufacturing
levels, based on our current rate of production, we believe that we will be able
to fulfill most, if not all, of our existing delivery obligations in 2021.



While we anticipate that the foregoing measures are temporary, we cannot predict
the specific duration for which these precautionary measures will stay in
effect, and how our business may be adversely affected as a result of the
pandemic's global economic impact. In the future, the pandemic may cause reduced
demand for our products, especially if it results in a global recession. It
could also lead to limitations in our ability to produce and ship products
caused by governmental actions and regulations to contain the spread of the
virus.



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 amounting to DKK 20,000,000 ($3,000,000), which is used for a
leasing arrangement and guarantees issued to customers for prepayments and for
warranties after delivery.



Additionally, on May 21, 2020, the Company completed a private placement with
certain accredited investors pursuant to which the Company issued and sold an
aggregate of 1,085,000 shares of common stock, par value $0.001 per share, at a
purchase price of $5.00 per share for gross proceeds of $4,662,125, including
costs of $762,875 for placement fees, legal fees, auditor fees and other cost
related to the capital raise, and a prefunded warrant to purchase an aggregate
of 515,000 shares of Common Stock, at a purchase price of $5.00 per share, for
gross proceeds of $2,575,000, which together represents total gross proceeds of
$7,237,125.


On December 31, 2020, we had cash of $13,264,449 and net working capital of $15,839,992, and at December 31, 2019, we had cash of $9,783,932 and net working capital of $17,155,126. Our net working capital has decreased by $1,315,134 compared to December 31, 2019 primarily related to the decline in revenue resulting in lower receivables and contract assets.





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
guaranteed credit line of DKK10,000,000 (approximately $1,500,000). The credit
line is secured by a cash deposit of $1,500,000. Further, we have a guarantee
for a specific project delivered in 2016 of DKK 94,620 (approximately $15,620 at
December 31, 2020) 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.



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Cash Flows


Year Ended December 31, 2020 Compared to Year Ended December 31, 2019





Cash 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 ended December 31, 2020 was $2,598,865, representing an
improvement of $1,947,896 compared to cash used by operating activities of
$4,546,761 for the year ended December 31, 2019. The cash used by operating
activities for the year ended December 31, 2020 consists mainly of the net loss
for the year of $(9,808,360) adjusted by depreciations and other non-cash
related items of $3,675,322. Further changes in assets and liabilities include
decreased accounts receivables of $3,143,651, a decline in contract
assets/liabilities of $2,253,077, and an increase in accrued expenses of
$1,355,846, off-set by a decrease in accounts payable of $2,006,919.



Net cash used in investing activities was $4,008,521 for the year ended December
31, 2020 as compared to net cash used in investing activities of $3,700,675 for
the year ended December 31, 2019, representing an increase of $307,846. The
investing activities include the purchase of property and equipment especially
related to the installation of new furnaces in Ballerup to increase production
capacity. For the year ended December 31, 2019, the investing activities was
mainly the initial payment for the acquisition of LiqTech Plastics A/S of
$1,154,902 and investments of $2,542,757 made to prepare the installation of new
furnaces in Ballerup.



Cash provided by financing activities was $7,216,902 for the year ended December
31, 2020, as compared to cash provided by financing activities of $14,627,470
for the year ended December 31, 2019. This change of $7,410,568 was mainly due
to net cash proceeds of $7,237,125 related to the capital raise in May 2020
compared to net proceeds of $14,601,554 from the capital raise in May 2019.



Off Balance Sheet Arrangements





As of December 31, 2020, we had no off-balance sheet arrangements. We are not
aware of any material transactions that are not disclosed in our consolidated
financial statements.


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 profit; 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.





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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 December 31, 2020 and December 31, 2019 was as follows:





                                                              2020          

2019

Allowance for doubtful accounts at the beginning of the period

$   612,434     $   971,772
Bad debt expense                                               320,270      

25,044


Receivables written off during the periods                    (484,265 )      (362,244 )
Effect of currency translation                                  49,605      

(22,138 ) Allowance for doubtful accounts at the end of the period $ 498,044 $ 612,434

Goodwill and Definite-life intangible assets





The Company accounts for Goodwill and definite-life intangible assets in
accordance with provisions of the Statement of Financial 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.



The Company did not record an impairment charge on goodwill during the years
ended December 31, 2020 and 2019, as management's estimated fair value of the
reporting unit exceeded its carrying value determined during impairment testing
in the fourth quarters of 2020 and 2019.



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.



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.



Management has analyzed the impact of the COVID-19 pandemic on its financial
statements as of December 31, 2020 and has determined that the changes to its
significant judgements and estimates did not have a material impact with respect
to goodwill, intangible assets or long-lived assets. During the years ended
December 31, 2020 and 2019, no impairment charge of long-lived assets has been
recorded.



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Revenue Recognition



On January 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 of January 1, 2018. The new revenue standard did not have a material
impact on revenue recognition.



The Company sells products throughout the world; sales by geographical region
are as follows:



                             For the Year Ended December 31
                                 2020                 2019
United States and Canada   $        656,032       $  1,600,298
Australia                           524,255            425,560
Asia                              3,372,286          5,991,440
Europe                           17,973,628         24,620,186
                           $     22,526,201       $ 32,637,484




The Company's sales by product line are as follows for the years ended December
31, 2020 and 2019:



                                  For the Year Ended
                                      December 31
                                 2020             2019
Liquid filters and systems   $ 14,147,842     $ 25,464,614
Diesel particulate filters      5,131,891        5,652,686
Plastics components             2,647,366          895,203
Development projects              599,102          625,981
                             $ 22,526,201     $ 32,637,484




For membranes, diesel particulate filters and plastic components, revenue is
recognized when performance obligations under the terms of a contract with the
customer are satisfied, which occurs when control of the product transfers to
the customer or when services are rendered by the Company. The majority of the
Company's sales contracts contain performance obligations satisfied at a point
in time when title and 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 is 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 for 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 a Contract
liability. Given the insignificant days between revenue recognition and receipt
of payment, financing components 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, which typically occurs upon shipment
of the system in accordance with the terms of the contract. In connection with
the system sale, 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 our production facility in Hobro. As part of the performance
obligation, the customer is normally offered commissioning services (final
assembly and configuration at a place designated by the customer), and this
commissioning is therefore considered a second performance obligation and is
valued at cost, with the addition of a standard gross margin. This second
performance obligation is recognized as revenue at the time of provision of the
commissioning services together with the cost incurred. Part of the invoicing to
the customer is also attributed to the commissioning, and at transfer of the
control of the system (i.e. the first performance obligation), some of the
invoicing will still be awaiting commissioning and is therefore recognized as
Contract assets.



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Aftermarket sales represent parts, 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. 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.



The Company has received long-term contracts for grants from government entities
for the 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 sheet 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 sheet as Contract liabilities.



Contract assets are the Company's rights to consideration in exchange for goods
or services and is recognized when a performance obligation has been satisfied
but has not yet been billed. Contract assets are transferred to receivables when
the right to consideration is unconditional and billed per the terms of the
contractual agreement. Contract liabilities are payments received from customers
prior to satisfaction of performance obligations, and these balances are
typically related to prepayments for third-party expenses that are incurred
shortly after billing. Contract liabilities also include deferred revenue
related to the second performance obligation stated under Revenue Recognition,
where the obligation is attributed to the commissioning of the water treatment
system.


The roll-forward of Contract assets / liabilities for the period ended December 31, 2020 and December 31, 2019 is as follows:





                              December 31,      December 31,
                                  2020              2019
Cost incurred                 $   3,997,161     $   3,960,199
Unbilled project deliveries       1,015,977         1,971,106
VAT                                 446,608           862,368
Other receivables                    75,010            58,397
Prepayments                      (3,112,118 )      (1,732,231 )
Deferred Revenue                   (866,680 )        (876,286 )
                              $   1,555,958     $   4,243,553

Distributed as follows:
Contract assets               $   2,708,136     $   5,664,929
Contract liabilities             (1,152,178 )      (1,421,376 )
                              $   1,555,958     $   4,243,553




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.



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The calculation of our tax liabilities involves uncertainties in the application
of complex tax regulations in Denmark and the 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 of December 31, 2020, we had total furnace parts and
supplies of $471,622, raw materials of $1,955,713, work-in-process inventory of
$2,394,481, total finished goods inventory of $1,424,171 and a reserve for
obsolescence of $723,949. 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.



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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