ltbr_8k.htm

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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): May 10, 2023

 

LIGHTBRIDGE CORPORATION

(Exact name of registrant as specified in its charter)

 

Nevada

 

001-34487

 

91-1975651

(State or other jurisdiction

 

(Commission

 

(IRS Employer

of incorporation)

 

File Number)

 

Identification No.)

 

11710 Plaza America Drive, Suite 2000

Reston, VA 20190

(Address of principal executive offices, including zip code)

 

(571) 730-1200

(Registrant’s Telephone Number, Including Area Code)

 

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:

 

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, $0.001 par value

 

LTBR

 

The Nasdaq Capital Market

 

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 May 10, 2023, Lightbridge Corporation issued a press release relating to its results for the quarter ended March 31, 2023. A copy of the press release is furnished herewith as Exhibit 99.1.

 

The information in this Current Report on Form 8-K under Item 2.02, including the accompanying press release, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by reference to such filing.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.

 

Description

99.1

 

Press Release dated May 10, 2023

104

 

Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

 

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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.

 

 

LIGHTBRIDGE CORPORATION

 

 

 

 

 

Dated: May 10, 2023

By:

/s/ Seth Grae

 

 

Name:

Seth Grae

 

 

Title:

President and Chief Executive Officer

 

 

 

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EXHIBIT 99.1

 

 

 

FOR IMMEDIATE RELEASE

 

Lightbridge Provides Business Update and Announces First Quarter 2023 Financial Results

 

Conference Call on Thursday, May 11 at 4 p.m. ET

 

RESTON, Va., May 10, 2023 (GLOBE NEWSWIRE) – Lightbridge Corporation (Nasdaq: LTBR), an advanced nuclear fuel technology company, announced its financial results for the first quarter ended March 31, 2023, and provided an update on the Company's continued progress.

 

Seth Grae, President & Chief Executive Officer of Lightbridge Corporation, commented, “The first quarter has been an eventful and productive time for Lightbridge. Notably, we have made progress in our SPP and CRADA collaboration with Idaho National Laboratory (INL), completing and issuing a Quality Implementation Plan (QIP) for our collaborative project at the lab. The QIP was an essential first step to ensure that all future work performed at INL on the project will comply with nuclear quality assurance requirements of the U.S. Nuclear Regulatory Commission.”

 

“We also completed work under the U.S. Department of Energy's Gateway for Accelerated Innovation in Nuclear (GAIN) voucher program in collaboration with Pacific Northwest National Laboratory (PNNL) to demonstrate Lightbridge’s nuclear fuel casting process using depleted uranium, a key step in manufacturing Lightbridge Fuel™.

 

“The macro-outlook for the nuclear power industry continues to be quite positive. The increasing global understanding of nuclear power's significance for energy security, grid stability, and limiting climate change is propelling efforts to maintain current nuclear fleets, boost power generation from these resources, and accelerate the path toward the adoption of advanced nuclear technologies. As a result, we believe we are well positioned to capitalize on our fuel's economic and safety benefits that will further our efforts towards developing and commercializing Lightbridge Fuel,” concluded Mr. Grae.

 

Financial Highlights

 

The Company maintained a working capital position at March 31, 2023 of $27.9 million and had no debt.

 

Cash Flows Summary

 

·

Cash and cash equivalents were $28.1 million, as compared to $28.9 million at December 31, 2022, a decrease of $0.8 million for the three months ended March 31, 2023, consisting of the following:

 

 

o

Cash used in operating activities for the three months ended March 31, 2023, was $1.5 million, a decrease of $0.4 million compared to $1.9 million for the three months ended March 31, 2022.

 

 

 

 

o

Cash provided by financing activities for the three months ended March 31, 2023, was $0.7 million, a decrease of $4.7 million compared to $5.4 million in the first quarter of 2022. This decrease was due to a decrease in the net proceeds from the issuance of common stock by our at-the-market (ATM) facility in the first quarter of 2023.

 

 
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Balance Sheet Summary

 

·

Total assets were $28.9 million, and total liabilities were $0.6 million at March 31, 2023. Working capital was $27.9 million at March 31, 2023, versus $28.7 million at December 31, 2022. This decrease of $0.8 million in working capital was due primarily to the factors stated above in the cash flow summary.

 

 

·

Stockholders’ equity was $28.3 million at March 31, 2023, as compared to $29.1 million at December 31, 2022.

 

Operations Summary

 

·

General and administrative expenses remained consistent for the three months ended March 31, 2023, as compared to the three months ended March 31, 2022. There was an increase in stock-based compensation of $0.1 million, offset by a decrease in employee compensation and employee benefits of $0.1 million.

 

 

·

Lightbridge’s total research and development expenses amounted to $0.4 million for the three months ended March 31, 2023, compared to $0.3 million for the three months ended March 31, 2022, an increase of $0.1 million. This increase was primarily due to an increase in project labor costs incurred from the U.S. National Laboratories of $0.2 million, offset by a net decrease in other R&D costs of $0.1 million.

 

 

·

Total other operating income was zero for the three months ended March 31, 2023, compared to research and development of $0.1 million for the three months ended March 31, 2022. This $0.1 million decrease was due to a decrease in contributed services – research and development with a corresponding amount recorded to R&D expenses.

 

 

·

Total other income was $0.3 million for the three months ended March 31, 2023, compared to other income of $0.1 million for the three months ended March 31, 2022, an increase of $0.2 million. The increase in other income was due to an increase in interest income earned from the purchase of treasury bills and from our bank savings account.

 

 

·

Net loss was $2.0 million for both the first quarter ended March 31, 2023 and the first quarter of 2022.

 

CONFERENCE CALL & AUDIO WEBCAST

 

Lightbridge will host a conference call on Thursday, May 11th at 4:00 p.m. Eastern Time. The conference call will be led by Seth Grae, President, and Chief Executive Officer, with other Lightbridge executives available to answer questions.

 

To access the call by phone, please register at this link (registration link), and you will be provided with dial-in details. To avoid delays, we encourage participants to dial into the conference call fifteen minutes before the scheduled start time. The webcast can be accessed at the following link (webcast).

 

A webcast replay will also be available for a limited time at the following link (webcast replay).

 

 
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About Lightbridge Corporation

 

Lightbridge Corporation (NASDAQ: LTBR) is focused on developing advanced nuclear fuel technology essential for delivering abundant, zero-emission, clean energy and providing energy security to the world. The Company is developing Lightbridge Fuel™, a proprietary next-generation nuclear fuel technology for existing light water reactors and pressurized heavy water reactors, significantly enhancing reactor safety, economics, and proliferation resistance. The Company is also developing Lightbridge Fuel for new Small Modular Reactors (SMRs) to bring the same benefits plus load-following with renewables on a zero-carbon electric grid. Lightbridge has secured a long-term strategic partnership with Idaho National Laboratory (INL), the United States' lead nuclear energy research and development laboratory, in collaboration with the U.S. Department of Energy (DOE). DOE’s Gateway for Accelerated Innovation in Nuclear (GAIN) program has twice awarded Lightbridge to support the development of Lightbridge Fuel. An extensive worldwide patent portfolio backs Lightbridge’s innovative fuel technology. Lightbridge is included in the Russell Microcap® Index. For more information, please visit www.ltbridge.com.

 

To receive Lightbridge Corporation updates via e-mail, subscribe at https://www.ltbridge.com/investors/news-events/email-alerts

 

Lightbridge is on Twitter. Sign up to follow @LightbridgeCorp athttp://twitter.com/lightbridgecorp.

 

Lightbridge is on We Don’t Have Time. Join the dialogue at https://app.wedonthavetime.org/profile/Lightbridge

 

For an introductory video on Lightbridge, please visit www.ltbridge.com or click here to watch the video.

 

Forward Looking Statements

With the exception of historical matters, the matters discussed herein are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the anticipated benefits of Lightbridge Fuel™ in existing light water reactors, pressurized heavy water reactors and SMRs. These statements are based on current expectations on the date of this news release and involve a number of risks and uncertainties that may cause actual results to differ significantly from such estimates. The risks include, but are not limited to: the Company’s ability to commercialize its nuclear fuel technology; the degree of market adoption of the Company's product and service offerings; the Company’s ability to fund general corporate overhead and outside research and development costs; market competition; our ability to attract and retain qualified employees; dependence on strategic partners; demand for fuel for nuclear reactors; the Company's ability to manage its business effectively in a rapidly evolving market; the availability of nuclear test reactors and the risks associated with unexpected changes in the Company’s fuel development timeline; the increased costs associated with metallization of our nuclear fuel; public perception of nuclear energy generally; changes in the political environment; risks associated with war in Europe; changes in the laws, rules and regulations governing the Company’s business; development and utilization of, and challenges to, our intellectual property; risks associated with potential shareholder activism; potential and contingent liabilities; as well as other factors described in Lightbridge's filings with the Securities and Exchange Commission. Lightbridge does not assume any obligation to update or revise any such forward-looking statements, whether as the result of new developments or otherwise, except as required by law. Readers are cautioned not to put undue reliance on forward-looking statements.

 

A further description of risks and uncertainties can be found in Lightbridge’s Annual Report on Form 10-K for the fiscal year ended December 31st, 2022, and in its other filings with the Securities and Exchange Commission, including in the sections thereof captioned “Risk Factors” and “Forward-Looking Statements”, all of which are available at http://www.sec.gov/ and www.ltbridge.com.

 

Investor Relations Contact:

Matthew Abenante, IRC

Director of Investor Relations

Tel: +1 (347) 947-2093

[email protected]

 

*** tables follow ***

 

 
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LIGHTBRIDGE CORPORATION

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

 

 

 

March 31,

 

 

December 31,

 

 

 

2023

 

 

2022

 

 ASSETS

 

 

 

 

 

 

Current Assets

 

 

 

 

 

 

Cash and cash equivalents

 

$ 28,051,303

 

 

$ 28,899,997

 

Prepaid expenses and other current assets

 

 

393,437

 

 

 

115,264

 

Total Current Assets

 

 

28,444,740

 

 

 

29,015,261

 

Other Assets

 

 

 

 

 

 

 

 

Prepaid project costs

 

 

345,000

 

 

 

345,000

 

Trademarks

 

 

108,225

 

 

 

108,225

 

Total Assets

 

$ 28,897,965

 

 

$ 29,468,486

 

 

 

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

Current Liabilities

 

 

 

 

 

 

 

 

Accounts payable and accrued liabilities

 

$ 575,978

 

 

$ 350,331

 

Total Current Liabilities

 

 

575,978

 

 

 

350,331

 

 

 

 

 

 

 

 

 

 

Stockholders’ Equity

 

 

 

 

 

 

 

 

Preferred stock, $0.001 par value, 10,000,000 authorized shares, 0 shares issued and outstanding at March 31, 2023 and December 31, 2022

 

 

 

 

 

 

Common stock, $0.001 par value, 25,000,000 authorized, 12,126,030 shares and 11,900,217 shares issued and outstanding at March 31, 2023 and December 31, 2022, respectively

 

 

12,126

 

 

 

11,900

 

Additional paid-in capital

 

 

174,825,571

 

 

 

173,595,385

 

Accumulated deficit

 

 

(146,515,710 )

 

 

(144,489,130 )

Total Stockholders’ Equity

 

 

28,321,987

 

 

 

29,118,155

 

Total Liabilities and Stockholders’ Equity

 

$ 28,897,965

 

 

$ 29,468,486

 

 

 
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LIGHTBRIDGE CORPORATION

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

 

Three Months Ended

March 31,

2023

2022

Revenue

$ $

Operating Expenses

General and administrative

1,865,929 1,913,564

Research and development

448,044 262,823

Total Operating Expenses

2,313,973 2,176,387

Other Operating Income

Contributed services - research and development

31,028 123,353

Total Other Operating Income

31,028 123,353

Total Operating Loss

$ (2,282,945 ) $ (2,053,034 )

Other Income

Interest income

256,365 3,505

Total Other Income

256,365 3,505

Net Loss Before Income Taxes

(2,026,580 ) (2,049,529 )

Income taxes

Net Loss

$ (2,026,580 ) $ (2,049,529 )

Net Loss Per Common Share

Basic and diluted

$ (0.17 ) $ (0.20 )

Weighted Average Number of Common Shares Outstanding

11,673,736 10,283,280

 

 
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LIGHTBRIDGE CORPORATION

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

 

Three Month Ended

March 31,

2023

2022

Operating Activities

Net Loss

$ (2,026,580 ) $ (2,049,529 )

Adjustments to reconcile net loss from operations to net cash used in operating activities:

Stock-based compensation

284,360 264,936

Changes in operating assets and liabilities:

Prepaid expenses and other current assets

(278,173 ) (445,325 )

Accounts payable and accrued liabilities

440,647 296,305

Net Cash Used in Operating Activities

(1,579,746 ) (1,933,613 )

Investing Activities

Net Cash Used in Investing Activities

Financing Activities

Net proceeds from the issuances of common stock

731,052 5,412,863

Net Cash Provided by Financing Activities

731,052 5,412,863

Net (Decrease) Increase in Cash and Cash Equivalents

(848,694 ) 3,479,250

Cash and Cash Equivalents, Beginning of Period

28,899,997 24,747,613

Cash and Cash Equivalents, End of Period

$ 28,051,303 $ 28,226,863

Supplemental Disclosure of Cash Flow Information

Cash paid during the period:

Interest paid

$ $

Income taxes paid

$ $

Non-Cash Financing Activities:

Payment of accrued liabilities with common stock

$ 215,000 $ 15,000

 

 
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