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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): August 15, 2022

 

KULR TECHNOLOGY GROUP, INC.
(Exact name of the registrant as specified in its charter)

  

Delaware   000-55564   81-1004273
(State or other jurisdiction of
incorporation)
 

(Commission

File Number)

  (IRS Employer
Identification No.)

 

4863 Shawline Street, San Diego, California 92111

(Address of principle executive offices) (Zip code)

 

Registrant’s telephone number, including area code: (408) 663-5247

 

 

 

KULR Technology Group, Inc., 1999 S. Bascom Ave. Suite 700. Campbell, California 95008

 

(Former name or 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 communications 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 communications pursuant to Rule 14D-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
¨ Pre-commencement communications 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 Symbol(s)   Name of each exchange on which registered:
Common Stock   KULR   NYSE American LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (§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 August 15, 2022, KULR Technology Group, Inc. (the “Company”) issued a press release announcing its financial results for the second quarter ended June 30, 2022. A copy of the press release is incorporated herein by reference and is provided as Exhibit 99.1.

 

The information under this Item 2.02 is being furnished and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of such section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

 

Item 7.01 Regulation FD Disclosure

 

In addition to announcing financial results, the press release discussed, among other things, recent operational highlights and announced that on August 15, 2022, the Company will host a conference call at 4:30 p.m. ET to discuss the financial results.

 

A copy of the press release is attached herewith as Exhibit 99.1.

 

By filing this Current Report on Form 8-K and furnishing the information contained herein, the Company makes no admission as to the materiality of any information in this report that is required to be disclosed solely by reason of Regulation FD. The Company uses, and will continue to use, its website, press releases, and various social media channels, including its Twitter account (twitter.com/kulrtech), its LinkedIn account (linkedin.com/company/kulr-technology-corporation), its Facebook account (facebook.com/KULRTechnology), its TikTok account (tiktok.com/Kulr_tech), its Instagram account (instagram.com/Kulr_tech), and its YouTube account (youtube.com/channel/UC3wZBPINQd51N6p35Mo5uQg), as additional means of disclosing public information to investors, the media and others interested in the Company. It is possible that certain information that the Company posts on its website, disseminated in press releases and on social media could be deemed to be material information, and the Company encourages investors, the media and others interested in the Company to review the business and financial information that the Company posts on its website, disseminates in press releass and on the social media channels identified above, as such information could be deemed to be material information.

 

The information in this Item 7.01 disclosure, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that Section. In addition, the information in this Item 7.01 disclosure, including Exhibits 99.1, shall not be incorporated by reference into the filings of the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

 

Item 9.01 Exhibits

 

Exhibit
No.
  Description
99.1   Press Release dated August 15, 2022
104   Cover Page Interactive Data File - The cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are 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 behalf of the undersigned hereunto duly authorized.

 

  KULR TECHNOLOGY GROUP, INC.
     
     
Date: August 15, 2022 By: /s/ Michael Mo
    Michael Mo
    President & Chief Executive Officer

 

 

 

Exhibit 99.1

 

Graphical user interface, text

Description automatically generated with medium confidence

 

 

KULR Technology Group Reports Second Quarter 2022 Financial Results

 

SAN DIEGO / GLOBENEWSWIRE / August 15, 2022 / KULR Technology Group, Inc. (NYSE American: KULR) (the "Company" or "KULR"), a leading developer of next-generation lithium-ion (“Li-ion”) battery safety and thermal management technologies, today reported results for the second quarter ended June 30, 2022.

 

Second Quarter 2022 and Recent Operational Highlights:

 

·With support of its major recycling partner, KULR gained immediate and open access to commercial partners and customers by securing United Parcel Service ("UPS") shipping certification, which allows for shipment of batteries utilizing the KULR Safe Case products through UPS' vast shipping network. The permit allows the United States Department of Transportation (“DoT”) compliant Safe Case to be used as a safe and reusable shipping container for Li-Ion battery transportation up to 2.1KWh (“Kilowatt-hour) and provides the Company's major recycling partner a safe shipping container that can handle batteries above 300Wh (“Watt-hour”).
·Completed the licensing and started the construction of FTRC (Fractional Thermal Runaway Calorimetry) with multiple customer engagements already in queue and three purchase orders expected to close in September 2022.
·Secured four major commercial accounts for KULR Safe Case products with deployment trials underway. Forecasts are for multi-million-dollar recurring commitments over the next 18 months.
·Received a follow-on order for the space-developed phase change material (“PCM”) heat sink technology from leading aerospace and defense company Lockheed Martin Corporation.
·Continued to iterate the biosensing solution for the Company’s Fortune 50 Metaverse customer. The recently revised engineering design improves pliability, increases conductivity, and enhances softness to the skin. The next shipment to the customer is estimated to take place in late August 2022 with customer testing to occur shortly thereafter.
·Announced a partnership with E-One Moli Energy Corporation (“Molicel”) to advance KULR's total battery safety and thermal management solutions strategy.
·Commenced installation of the fully automated battery testing program with initial processing capability of approximately 500,000 18650/21700 lithium-ion cells annually in support of NASA’s manned flight specification EP-WI-037. System installation will conclude in Q3 2022 with full capability processing beginning in Q4 2022. Screened cell capacity will be allocated to NASA and United States Department of Defense ("DoD") battery cell deployments as well as internal requirements related to KULR's qualified commercial cell deployments.

 

 

 

 

·Filed two provisional patents with our development partners on high energy cathodes and high energy density anodes incorporating our carbon fiber substrate material.
·Company continues to develop a universal modular battery product by combining its PPR technology and CellCheck for E-mobility, enterprise energy storage, data center and crypto-mining applications.

 

Management Commentary

“KULR is nearing the precipice of an inflection point, as the investments made across Research and Development, facility infrastructure, SG&A, and assembling a high-caliber workforce in the past year are translating towards impending customer sales,” said KULR CEO Michael Mo. “These strategic investments have resulted in the build out of our holistic total battery safety platform, providing customers with an extensive set of solutions to achieve battery sustainability within their respective ecosystems. We intend to expand our go-to-market efforts by upselling and cross-selling the individual components of the comprehensive platform to existing and new customers through a product sales or subscription model.

 

“The versatility of our holistic platform allows us to penetrate several different sectors and markets. More specifically, we’ve recently garnered significant customer interest across several verticals, including energy storage, battery recycling, electric aviation, industrial and power tools equipment, and e-mobilities, which amass to a total of over 300 enterprise and government organizations in the sales pipeline. Barring any unpredictable challenges with the supply chain and other macroeconomic factors, we are confident there will be an inevitable ramp in sales volumes as we begin to recognize these customer engagements from a revenue standpoint over the coming quarters. We are encouraged by the momentum we’re seeing and remain keen on transforming KULR into a leading platform company that enables the sustainability of the circular electrification economy.”

 

Second Quarter 2022 Financial Results 

Revenues: In the second quarter ended June 30, 2022, revenue slightly decreased to $588,000 from $628,000 reported in the same period last year. The decrease in revenue was primarily due to lower contract services and product sales revenues in the quarter.

 

Cash: As of June 30, 2022, the Company had $13.0 million of cash compared to $14.9 million as of December 31, 2021.

 

Gross Margins: Gross margin was 28% in the quarter ended June 30, 2022, compared to 30% in the same period last year.

 

Selling, General and Administrative (SG&A) Expenses: SG&A expenses increased to $4.3 million in the second quarter of 2022 from $2.7 million in the same year-ago period. The increase in SG&A expenses was primarily due to increases in labor costs from new hires as well as expanded marketing and advertising expenses.

 

Research and Development (R&D) Expenses: R&D expenses in the second quarter of 2022 increased to $999,000 from $353,000 in the same period last year. The increase was due primarily to an increase in employee headcount spent on R&D and three new projects for automation, battery, and drone design initiated in 2021.

 

 

 

 

Operating Loss: Loss from operations was $5.2 million for the second quarter of 2022, compared to $2.9 million from the same period last year. The increased operating loss was driven primarily by increases in R&D and SG&A expenses.

 

Net Loss: Net loss for the second quarter of 2022 increased to $5.3 million, or a loss of $0.05 per share, compared to a net loss of $3.0 million, or a loss of $0.06 per share from the same period last year.

 

Conference Call

The Company has scheduled a conference call for August 15, 2022, at 4:30 p.m. ET to discuss these results. Michael Mo, KULR’s CEO; Keith Cochran, President & COO, and Simon Westbrook, CFO, will provide a business update for the Company followed by a question-and-answer period.

 

To access the call:
Dial-In Number: 855-459-0165
Access Code: 361411

 

Please call the conference telephone number 10 minutes prior to the start time. If you have any difficulty connecting with the conference call, please contact Gateway Investor Relations at 949-574-3860.

 

The conference call will be available for replay here and via the Investor Relations section of KULR’s website.

 

About KULR Technology Group Inc. 

KULR Technology Group Inc. (NYSE American: KULR) develops, manufactures and licenses next-generation carbon fiber thermal management technologies for batteries and electronic systems. Leveraging the company’s roots in developing breakthrough cooling solutions for NASA space missions and backed by a strong intellectual property portfolio, KULR enables leading aerospace, electronics, energy storage, 5G infrastructure, and electric vehicle manufacturers to make their products cooler, lighter and safer for the consumer. For more information, please visit www.KULRTechnology.com

 

Safe Harbor Statement

This release does not constitute an offer to sell or a solicitation of offers to buy any securities of any entity. This release contains certain forward-looking statements based on our current expectations, forecasts and assumptions that involve risks and uncertainties. Forward-looking statements in this release are based on information available to us as of the date hereof. Our actual results may differ materially from those stated or implied in such forward-looking statements, due to risks and uncertainties associated with our business, which include the risk factors disclosed in our Form 10-K filed with the Securities and Exchange Commission on March 28, 2022. Forward-looking statements include statements regarding our expectations, beliefs, intentions, or strategies regarding the future and can be identified by forward-looking words such as "anticipate," "believe," "could," "estimate," "expect," "intend," "may," "should," and "would" or similar words. All forecasts are provided by management in this release are based on information available at this time and management expects that internal projections and expectations may change over time. In addition, the forecasts are entirely on management’s best estimate of our future financial performance given our current contracts, current backlog of opportunities and conversations with new and existing customers about our products and services. We assume no obligation to update the information included in this press release, whether as a result of new information, future events or otherwise.

 

Investor Relations:
Tom Colton or Matt Glover 
Gateway Investor Relations
Main: (949) 574-3860 
[email protected]