Form 8-K ASTROTECH Corp For: Sep 20

September 20, 2021 2:20 PM EDT

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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): September 20, 2021

 

Astrotech Corporation

(Exact Name of Registrant as Specified in Charter)

 

Delaware

 

001-34426

 

91-1273737

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

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

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 September 20, 2021, Astrotech Corporation issued a press release announcing its results of operations for its fiscal year ended June 30, 2021. 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 September 20, 2021, issued by Astrotech Corporation.

 

 


 

 

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

 

 

 

 

 

 

By:

/s/ Thomas B. Pickens III

 

 

 

Name:

Thomas B. Pickens III

 

Title:

Chairman of the Board and Chief

 

 

Executive Officer

 

 

Date: September 20, 2021

 

 

 

 

 

Exhibit 99.1

 

 

ASTROTECH REPORTS FISCAL YEAR 2021 FINANCIAL RESULTS

 

 

Austin, Texas September 20, 2021 – Astrotech Corporation (Nasdaq: ASTC) reported its financial results for the fiscal year ended June 30, 2021.

Fiscal year 2021 represented a turning point for Astrotech Corporation. We successfully raised a total of $74.3 million in gross proceeds from equity offerings, strengthening our balance sheet and sufficiently capitalizing the company for the foreseeable future. We plan to ramp sales of our mass spectrometry instrumentation and explore other strategic opportunities to accelerate growth. The capital further provided the opportunity to engage a leading contract manufacturer, Sanmina, to manufacture our various mass spectrometry products, adding flexibility and scalability.

As the first and only mass spectrometry-based explosives trace detector (ETD) certified for air and cargo security, 1st Detect’s TRACER 1000™ continues to demonstrate why we believe mass spectrometry is the way of the future for ETDs. With its near-zero false alarms and a more reliable analysis than ion mobility spectrometry (IMS) based ETDs, cargo facilities using the TRACER 1000 are seeing fewer delays to their operations. In addition, while the downturn in air travel caused by COVID-19 caused some delays in our ramping sales in checkpoint security, on August 25, 2021, we announced that we have secured our first purchase order for the TRACER 1000 to be deployed at an international airport security checkpoint for passenger screening.

Meanwhile, AgLAB continued its development of the AgLAB-1000™ series of instruments and recently hired hemp and cannabis industry veteran and mass spectrometry expert, Joe Levinthal, as its Chief Science Officer. As an authority in distillation of hemp and cannabis products, Mr. Levinthal is leading AgLAB’s product development team and finalizing a product that is being designed to optimize yield during the hemp and cannabis oil extraction and distillation process, and thereby meaningfully increase top line revenue for hemp and cannabis oil manufacturers.

Finally, BreathTech continues to move forward in its partnership with Cleveland Clinic to develop the BreathTest-1000™ to screen for volatile organic compound (VOC) metabolites found in a person’s breath that could indicate they may have an infection, including COVID-19 or pneumonia. In April 2021, we announced that BreathTech signed an Investigator-Initiated Study Agreement with Cleveland Clinic to use the BreathTest-1000 to compare exhaled breath from individuals who have tested positive on a COVID-19 polymerase chain reaction (PCR) test against subjects who have had a negative COVID-19 PCR test. We are excited to finish our study and prospectively enter the ongoing battle against COVID-19.

“The continued development of our mass spectrometry technology has provided new and exciting opportunities,” stated Thomas B. Pickens, III, Chairman and Chief Executive Officer of Astrotech Corporation. “We now have what we believe to be the most rugged and least expensive mass spectrometer on the market that can provide an analysis comparable to laboratory instruments that are much more expensive. Further, our instruments have been designed such that a highly sophisticated operator is not required, unlike many of the other mass spectrometers on the market. We continue to look for opportunities to further exploit our technology and we welcome discussions with potential industry partners that have applications where our technology can add value.”

 


 

Financial Highlights

Management continues efforts to optimize our resources while reducing cost and adding financial flexibility.

During fiscal year 2021, we raised $74.3 million in gross proceeds from equity offerings, bolstering our balance sheet for future growth.

Commercial sales of the TRACER 1000 continued, leading to revenue of $334 thousand in fiscal year 2021. Additional purchase orders have been received.

In August 2021, we received our first purchase order for the TRACER-1000 to be deployed at an airport security checkpoint.

We engaged with a leading contract manufacturer, Sanmina, to manufacture all of our products.

We optimized our real estate footprint, now that we have outsourced manufacturing, by consolidating our operations in Austin, Texas, leading to an estimated $2.1 million in savings over the life of our new lease, which terminates in 2024.

About Astrotech

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 AgLAB-1000™ and 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, and whether the market will accept our products and services, as well as other risk factors and business considerations described in the Company’s Securities and Exchange Commission filings including the annual report on Form 10-K. Any forward-looking statements in this document should be evaluated in light of these


 

important risk factors. 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 update these forward-looking statements.

Company Contact: Eric Stober, Chief Financial Officer, Astrotech Corporation, (512) 485-9530

Tables follow



 

 

ASTROTECH CORPORATION

Consolidated Statements of Operations and Comprehensive Loss

(In thousands, except per share data)

 

 

 

June 30,

 

 

 

2021

 

 

2020

 

Revenue

 

$

334

 

 

$

488

 

Cost of revenue

 

 

298

 

 

 

449

 

Gross profit

 

 

36

 

 

 

39

 

Operating expenses:

 

 

 

 

 

 

 

 

Selling, general and administrative

 

 

4,741

 

 

 

4,716

 

Research and development

 

 

2,692

 

 

 

3,437

 

Disposal of corporate lease

 

 

513

 

 

 

 

Total operating expenses

 

 

7,946

 

 

 

8,153

 

Loss from operations

 

 

(7,910

)

 

 

(8,114

)

Interest and other (expense), net

 

 

(235

)

 

 

(197

)

Gain on extinguishment of debt - PPP loan

 

 

542

 

 

 

 

Loss from operations before income taxes

 

 

(7,603

)

 

 

(8,311

)

Income tax benefit

 

 

 

 

 

 

Net loss

 

$

(7,603

)

 

$

(8,311

)

Weighted average common shares outstanding:

 

 

 

 

 

 

 

 

Basic and diluted

 

 

21,984

 

 

 

6,346

 

Basic and diluted net loss per common share:

 

$

(0.35

)

 

$

(1.31

)

Other comprehensive loss, net of tax:

 

 

 

 

 

 

 

 

Net loss

 

$

(7,603

)

 

$

(8,311

)

Available-for-sale securities

 

 

 

 

 

 

 

 

Net unrealized losses, net of zero tax expense

 

 

(23

)

 

 

 

Total comprehensive loss

 

$

(7,626

)

 

$

(8,311

)

 



 

 

ASTROTECH CORPORATION

Consolidated Balance Sheets

(In thousands, except share data)

 

 

June 30,

 

 

 

2021

 

 

2020

 

Assets

 

 

 

 

 

 

 

 

Current assets

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

35,936

 

 

$

3,349

 

Short-term investments

 

 

27,351

 

 

 

 

Accounts receivable

 

 

5

 

 

 

101

 

Inventory, net:

 

 

 

 

 

 

 

 

Raw materials

 

 

1,056

 

 

 

416

 

Work-in-process

 

 

147

 

 

 

38

 

Finished goods

 

 

297

 

 

 

222

 

Income tax receivable

 

 

 

 

 

429

 

Prepaid expenses and other current assets

 

 

318

 

 

 

117

 

Total current assets

 

 

65,110

 

 

 

4,672

 

Property and equipment, net

 

 

263

 

 

 

99

 

Assets held for disposal, net

 

 

 

 

 

237

 

Operating leases, right-of-use asset, net

 

 

249

 

 

 

851

 

Other assets, net

 

 

11

 

 

 

71

 

Total assets

 

$

65,633

 

 

$

5,930

 

Liabilities and stockholders’ equity

 

 

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

 

 

Accounts payable

 

$

396

 

 

$

239

 

Payroll related accruals

 

 

344

 

 

 

433

 

Accrued expenses and other liabilities

 

 

888

 

 

 

627

 

Income tax payable

 

 

2

 

 

 

2

 

Term note payable - related party

 

 

2,500

 

 

 

2,500

 

Term note payable

 

 

 

 

 

210

 

Lease liabilities, current

 

 

81

 

 

 

339

 

Total current liabilities

 

 

4,211

 

 

 

4,350

 

Term note payable, net of current portion

 

 

 

 

 

332

 

Lease liabilities, non-current

 

 

215

 

 

 

623

 

Total liabilities

 

 

4,426

 

 

 

5,305

 

Commitments and contingencies (Note 14)

 

 

 

 

 

 

 

 

Stockholders’ equity

 

 

 

 

 

 

 

 

Convertible preferred stock, $0.001 par value, 2,500,000 shares authorized; 280,898 shares of Series D issued and outstanding at June 30, 2021 and 2020, respectively

 

 

 

 

 

 

Common stock, $0.001 par value, 50,000,000 shares authorized at June 30, 2021 and 2020; 49,450,558 and 8,250,286 shares issued at June 30, 2021 and 2020, respectively; 49,450,558 and 7,850,362 shares outstanding at June 30, 2021 and 2020, respectively

 

 

190,641

 

 

 

190,599

 

Treasury stock, no shares and 399,916 shares at cost at June 30, 2021 and 2020, respectively

 

 

 

 

 

(4,129

)

Additional paid-in capital

 

 

77,971

 

 

 

13,934

 

Accumulated deficit

 

 

(207,382

)

 

 

(199,779

)

Accumulated other comprehensive loss

 

 

(23

)

 

 

 

Total stockholders’ equity

 

 

61,207

 

 

 

625

 

Total liabilities and stockholders’ equity

 

$

65,633

 

 

$

5,930

 

 



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