8-K
ASTROTECH Corp (ASTC)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported): November 10, 2022
Astrotech Corporation
(Exact Name of Registrant as Specified in Charter)
| Delaware | 001-34426 | 91-1273737 |
|---|---|---|
| (State or Other Jurisdiction<br><br> <br>of Incorporation) | (Commission<br><br> <br>File Number) | (I.R.S. Employer<br><br> <br>Identification No.) |
| 2105 Donley Drive, Suite 100, Austin, Texas | 78758 | |
| (Address of Principal Executive Offices) | (Zip Code) |
(512) 485-9530
Registrant’s Telephone Number, Including Area Code
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ☐ | Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading<br><br> <br>Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common Stock, $0.001 par value per share | ASTC | NASDAQ Stock Market, LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02. Results of Operations and Financial Condition.
On November 10, 2022, Astrotech Corporation (the “Company”) issued a press release announcing its results of operations for its first quarter of fiscal year 2023, which ended September 30, 2022. A copy of the press release is attached hereto as Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
99.1 Press release, dated November 10, 2022, issued by Astrotech Corporation.
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Astrotech Corporation | ||
|---|---|---|
| November 10, 2022 | By: | /s/ Thomas B. Pickens III |
| Thomas B. Pickens III | ||
| Chief Executive Officer and Chairman of the Board |
ex_443723.htm
Exhibit 99.1
ASTROTECH REPORTS FIRST QUARTER OF FISCAL YEAR 2023 FINANCIAL RESULTS
Austin, Texas – November 10, 2022 – Astrotech Corporation (Nasdaq: ASTC) (the “Company” or “Astrotech”) reported its financial results for the first quarter of fiscal year 2023, which ended September 30, 2022.
Financial Highlights & Recent Developments
| ● | Astrotech’s consolidated balance sheet remains strong with $48.9 million in cash and liquid investments, which are anticipated to support our research and development, organic growth, and potential synergistic acquisition targets. |
|---|---|
| ● | Field trials continue with our AgLAB subsidiary with promising results for the AgLAB-1000-D2™. We believe hemp and cannabis distillers can gain significant improvement on their processing yields by utilizing the AgLAB-1000-D2 system with their existing short path-molecular distillation systems. |
| --- | --- |
| ● | We began our first production run of the AgLAB-1000-D2 and sales efforts are currently underway. |
| --- | --- |
| ● | Our BreathTech subsidiary recently contracted with a clinical research firm to assist in procuring breath samples collected from patients. These samples are being used to further develop the library of the BreathTest-1000™, a breath analysis tool to screen for volatile organic compound (VOC) metabolites found in a person’s breath that could indicate they have a bacterial or viral infection. Preliminary results have shown that our BreathTest-1000 can discriminate between background breath and the disease VOCs. |
| --- | --- |
| ● | Revenue for the quarter totaled $38 thousand and was mainly related to ongoing maintenance services and sales of consumables for the TRACER 1000™ explosive trace detector (ETD). The decrease in revenue from the first quarter of fiscal 2021 is primarily the result of Astrotech shifting focus from the volatile ETD market to commercialization and sales of the AgLAB-1000- D2. |
| --- | --- |
| ● | Astrotech’s Board of Directors authorized a $1 million dollar share repurchase program on November 9, 2022. |
| --- | --- |
“The start of fiscal year 2023 has brought exciting progress to the Company,” stated Thomas B. Pickens, III, Astrotech’s Chairman and Chief Executive Officer. “Our field trials have validated that the AgLAB-1000-D2 represents a significant technological advancement by using a mass-spectrometer to control in-situ chemical processing. We also continue to make strides in our R&D efforts at BreathTech, as we are now processing breath samples from patients and building a library of VOC metabolites that will be integrated into our BreathTest-1000. This library is important to the detection abilities of our mass spectrometer technology, and we’re encouraged at the progress we’re making. Lastly, our Board has authorized a share repurchase program to opportunistically invest in our business as a means to remain committed to enhancing long-term shareholder value,” concluded Mr. Pickens.
Share Repurchase Program
On November 9, 2022, Astrotech’s Board of Directors authorized a share repurchase program that allows the Company to repurchase up to $1 million of the Company’s common stock beginning November 17, 2022, and continuing through and including November 17, 2023. The shares may be repurchased from time to time in open market transactions, through block trades, in privately negotiated transactions, through derivative transactions or by other means in accordance with federal securities laws, including Rule 10b5-1 programs. The timing, as well as the number and value of shares repurchased under the program, will be determined by the Company at its discretion and will depend on a variety of factors, including management’s assessment of the intrinsic value of the Company’s common stock, the market price of the Company’s common stock, general market and economic conditions, available liquidity, compliance with the Company’s agreements, applicable legal requirements, and other considerations. The share repurchase plan does not obligate the Company to repurchase any specific number of shares and may be suspended, modified, or discontinued at any time without prior notice. The Company expects to fund the repurchases with available working capital.
Exhibit 99.1
About Astrotech Corporation
Astrotech (Nasdaq: ASTC) is a mass spectrometry company that launches, manages, and commercializes scalable companies based on its innovative core technology through its wholly-owned subsidiaries. 1st Detect develops, manufactures, and sells trace detectors for use in the security and detection market. AgLAB is developing chemical analyzers for use in the agriculture market. BreathTech is developing a breath analysis tool to provide early detection of lung diseases. Astrotech is headquartered in Austin, Texas. For information, please visit www.astrotechcorp.com.
About the AgLAB-1000™ and the BreathTest-1000™
This press release contains information about our new products under development, AgLAB-1000 and BreathTest-1000. Product development involves a high degree of risk and uncertainty, and there can be no assurance that our new products will be successfully developed, achieve their intended benefits, receive full market authorization, or be commercially successful. In addition, FDA approval will be required to market BreathTest-1000 in the United States. Obtaining FDA approval is a complex and lengthy process, and there can be no assurance that FDA approval for BreathTest-1000 will be granted on a timely basis or at all.
Forward-Looking Statements
This press release contains forward-looking statements that are made pursuant to the Safe Harbor provisions of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are subject to risks, trends, and uncertainties that could cause actual results to be materially different from the forward-looking statement. These factors include, but are not limited to, the severity and duration of the COVID-19 pandemic and its impact on the U.S. and worldwide economy, the timing, scope and effect of further U.S. and international governmental, regulatory, fiscal, monetary and public health responses to the COVID-19 pandemic, the Company’s use of proceeds from the common stock offerings, whether we can successfully complete the development of our new products and proprietary technologies, whether we can obtain the FDA and other regulatory approvals required to market our products under development in the United States or abroad, whether the market will accept our products and services and whether we are successful in identifying, completing and integrating acquisitions, as well as other risk factors and business considerations described in the Company’s Securities and Exchange Commission filings including the Company’s most recent Annual Report on Form 10-K. Any forward-looking statements in this document should be evaluated in light of these important risk factors. Although the Company believes the expectations reflected in its forward-looking statements are reasonable and are based on reasonable assumptions, no assurance can be given that these assumptions are accurate or that any of these expectations will be achieved (in full or at all) or will prove to have been correct. Moreover, such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of the Company, which may cause actual results to differ materially from those implied or expressed by the forward-looking statements. In addition, any forward-looking statements included in this press release represent the Company’s views only as of the date of its publication and should not be relied upon as representing its views as of any subsequent date. The Company assumes no obligation to correct or update these forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable law.
Company Contact: Jaime Hinojosa, Chief Financial Officer, Astrotech Corporation, (512) 485-9530
Tables follow
Exhibit 99.1
ASTROTECH CORPORATION
Consolidated Statements of Operations and Comprehensive Loss
(In thousands, except per share data)
| Three Months Ended | ||||||
|---|---|---|---|---|---|---|
| September 30, | ||||||
| 2022 | 2021 | |||||
| Revenue | $ | 38 | $ | 187 | ||
| Cost of revenue | 32 | 175 | ||||
| Gross profit | **** | 6 | **** | 12 | ||
| Operating expenses: | ||||||
| Selling, general and administrative | 1,642 | 1,426 | ||||
| Research and development | 1,129 | 639 | ||||
| Total operating expenses | 2,771 | 2,065 | ||||
| Loss from operations | **** | (2,765 | ) | **** | (2,053 | ) |
| Other income and (expense), net | 235 | 24 | ||||
| Loss from operations before income taxes | **** | (2,530 | ) | **** | (2,029 | ) |
| Income tax benefit | — | — | ||||
| Net loss | $ | (2,530 | ) | $ | (2,029 | ) |
| Weighted average common shares outstanding: | ||||||
| Basic and diluted | 48,355 | 47,428 | ||||
| Basic and diluted net loss per common share: | **** | **** | **** | **** | **** | **** |
| Net loss | $ | (0.05 | ) | $ | (0.04 | ) |
| Other comprehensive loss, net of tax: | **** | **** | **** | **** | **** | **** |
| Net loss | $ | (2,530 | ) | $ | (2,029 | ) |
| Available-for-sale securities: | ||||||
| Net unrealized losses, net of zero tax expense | (368 | ) | (48 | ) | ||
| Total comprehensive loss | $ | (2,898 | ) | $ | (2,077 | ) |
Exhibit 99.1
ASTROTECH CORPORATION
Consolidated Balance Sheets
(In thousands, except share and per share data)
| June 30, | |||||
|---|---|---|---|---|---|
| 2022 | |||||
| (Note) | |||||
| Assets | **** | **** | **** | **** | **** |
| Current assets | |||||
| Cash and cash equivalents | 18,273 | $ | 26,453 | ||
| Short-term investments | 30,675 | 26,173 | |||
| Accounts receivable | 38 | 56 | |||
| Cost and estimated revenue in excess of billings | — | 2 | |||
| Inventory, net: | |||||
| Raw materials | 925 | 864 | |||
| Work-in-process | 76 | 136 | |||
| Finished goods | 465 | 518 | |||
| Prepaid expenses and other current assets | 901 | 748 | |||
| Total current assets | 51,353 | **** | 54,950 | ||
| Property and equipment, net | 1,350 | 1,098 | |||
| Operating leases, right-of-use assets, net | 140 | 162 | |||
| Other assets | 11 | 11 | |||
| Total assets | 52,854 | $ | 56,221 | ||
| Liabilities and stockholders’ equity | **** | **** | **** | **** | **** |
| Current liabilities | |||||
| Accounts payable | 287 | 169 | |||
| Payroll related accruals | 478 | 816 | |||
| Accrued expenses and other liabilities | 883 | 961 | |||
| Income tax payable | 1 | 2 | |||
| Term note payable - related party | — | 500 | |||
| Lease liabilities, current | 239 | 234 | |||
| Total current liabilities | 1,888 | **** | 2,682 | ||
| Lease liabilities, net of current portion | 241 | 303 | |||
| Total liabilities | 2,129 | **** | 2,985 | ||
| Commitments and contingencies | **** | **** | **** | **** | **** |
| Stockholders’ equity | **** | **** | **** | **** | **** |
| Convertible preferred stock, 0.001 par value, 2,500,000 shares authorized; 280,898 shares of Series D issued and outstanding at September 30, 2022 and June 30, 2022 | — | — | |||
| Common stock, 0.001 par value, 250,000,000 shares authorized at September 30, 2022 and June 30, 2022; 50,629,183 and 50,567,864 shares issued and outstanding at September 30, 2022 and June 30, 2022, respectively | 190,642 | 190,642 | |||
| Additional paid-in capital | 79,892 | 79,505 | |||
| Accumulated deficit | (218,242 | ) | (215,712 | ) | |
| Accumulated other comprehensive loss | (1,567 | ) | (1,199 | ) | |
| Total stockholders’ equity | 50,725 | **** | 53,236 | ||
| Total liabilities and stockholders’ equity | 52,854 | $ | 56,221 |
All values are in US Dollars.
Note: The balance sheet at June 30, 2022, has been derived from the audited consolidated financial statements at that date but does not include all of the information and footnotes required by the United States generally accepted accounting principles for complete financial statements.