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): April 18, 2023
ASCENT SOLAR TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 001-32919 | 20-3672603 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) | (I.R.S. Employer Identification No.) |
| 12300 Grant Street | ||
| Thornton, CO 80241 | ||
| (Address of principal executive offices) |
| (720) 872-5000 | ||
| (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 | ASTI | 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 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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 7.01 Regulation FD Disclosure.
On April 18, 2023, Ascent Solar Technologies, Inc. (the “Company”) issued a press release announcing its completion of a transaction to acquire the Zurich-based manufacturing assets of thin-film solar manufacturer, Flisom AG. A copy of the press release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.
The information set forth under this Item 7.01, including Exhibit 99.1, of this Current Report on Form 8-K shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing made by the Company under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Forward-Looking Statements
This Current Report on Form 8-K and Exhibit 99.1 hereto contain “forward-looking statements”, including statements about the Company’s business strategy with respect to the acquired assets, industry trends and the potential revenue and customer opportunities that may arise from the transaction. Such forward-looking statements involve known and unknown risks, uncertainties and other unknown factors that could cause the company’s actual operating results to be materially different from any historical results or from any future results expressed or implied by such forward-looking statements. We have based these forward-looking statements on our current assumptions, expectations and projections about future events. In addition to statements that explicitly describe these risks and uncertainties, readers are urged to consider statements that contain terms such as “will,” “believes,” “belief,” “expects,” “expect,” “intends,” “intend,” “anticipate,” “anticipates,” “plans,” “plan,” to be uncertain and forward-looking. No information in this press release should be construed as any indication whatsoever of our future revenues, stock price, or results of operations. The forward-looking statements contained herein are also subject generally to other risks and uncertainties that are described from time to time in the company’s filings with the Securities and Exchange Commission including those discussed under the heading “Risk Factors” in our most recently filed reports on Forms 10-K and 10-Q.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
|
Exhibit Number |
Description | |
| 99.1 | Press Release, dated as of April 18, 2023 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
1
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.
| ASCENT SOLAR TECHNOLOGIES, INC. | ||
| April 18, 2023 | By: | /s/ Paul Warley |
| Name: Paul Warley | ||
| Title: Chief Financial Officer | ||
2
Exhibit 99.1
Ascent Solar Technologies, Inc. Accelerates
Global Expansion Through
Completed Acquisition of Swiss Thin-Film Solar Manufacturing Equipment
Ascent Solar's acquisition of Flisom AG’s
Zurich equipment establishes a new revenue
stream, 300% more manufacturing capacity, and an international presence as European
and Asian
governments adopt legislation to increase solar energy production &
domestic manufacturing capabilities
THORNTON, CO & NIEDERHASLI, CH / GLOBE NEWSWIRE /April 18, 2023 – Ascent Solar Technologies, Inc. (NASDAQ: ASTI) (“ASTI” or the “Company”), the leading U.S. innovator in the design and manufacture of featherweight, flexible, and durable CIGS thin-film photovoltaic (PV) solutions, announced today that it has completed a transaction to acquire the Zurich-based manufacturing assets of thin-film solar manufacturer, Flisom AG. The Company will continue to be headquartered in Thornton, CO and will commence manufacturing using its new 15MW roll-to-roll thin-film manufacturing assets in Zurich, CH immediately.
This strategic transaction reflects a significant milestone in ASTI’s turnaround plan by helping to deliver new committed contract revenue, increased production capacity and an international foothold as European and Asian governments adopt legislation to increase solar energy production and domestic manufacturing capabilities.
Transaction Rationale / Key Benefits & Capabilities in Agreement:
| ● | Committed Contractual Revenue: ASTI will service production for Flisom AG’s outstanding contracts using the acquired assets. ASTI’s management will pursue extending and expanding customer contracts, as the direct counterparty, as renewals become due. |
| ● | Market Expansion: The transaction is expected to immediately provide ASTI with the opportunity and proven manufacturing capacity to establish new revenue streams in the Luxury Goods and Building Integrated Photovoltaics (BIPV) markets. ASTI intends to use this new European presence to provide in-region support for EU driven net zero initiatives and to support new demand in the U.S., Europe and Asia. |
| ● | Advanced Manufacturing Capabilities: The acquisition of Flisom AG’s 15MW thin-film solar manufacturing assets in Zurich, Switzerland increases Ascent’s nameplate capacity by 300%. This modern equipment supports ASTI’s focus on operational efficiency & optimization and is capable of roll-to-roll thin-film outputs up to one meter in width and one kilometer in length. Management anticipates EBITDA-positive operations of the acquired assets as early as the second half of 2023. |
“Since coming aboard the Company in September 2022, my priority has been to execute an aggressive turnaround plan and to re-establish Ascent as the leading provider of high-performance, flexible thin-film solar modules for use in scenarios where traditional rigid panels don’t work,” said Jeffrey Max, President and Chief Executive Officer of ASTI. “This transaction is an ignition point for our continued turnaround, by opening new markets, securing new revenue, and expanding manufacturing capabilities to set Ascent on a new trajectory.”
“We are seeing a global push for more solar power production and we have identified unmet demand for alternatives to traditional rigid panels that can be used in scenarios where land, form-factor, or weight constraints exist, particularly in Europe and Asia,” Max continued. “Our flexible, lightweight and proven thin film is made for these scenarios and provides a needed and proven alternative to traditional rigid panels. By supporting the global push for more solar power and demonstrating the benefits of solar module form-factor diversity, we will establish ASTI as a global leader in the PV industry.”
About Ascent Solar Technologies, Inc.
Backed by 20+ years of R&D, 17 years of
manufacturing experience, numerous awards, and a comprehensive IP and patent portfolio, Ascent Solar Technologies, Inc. (ASTI) is a leading
provider of innovative, high-performance, flexible thin-film solar panels for use in scenarios where traditional rigid solar panels don’t
work. Ascent’s photovoltaic (PV) modules have been deployed on space missions, multiple airborne vehicles, agrivoltaic installations,
in industrial and commercial construction, and in consumer goods, revolutionizing the use cases and environments for solar power. Ascent
Solar’s Headquarters & Perovskite Manufacturing Center of Excellence are located in Thornton, Colorado and Ascent’s 15MW
manufacturing facility is located in Zurich, Switzerland. To learn more, please visit https://www.ascentsolar.com
About Flisom AG
Flisom AG, based in Zurich, Switzerland, developed innovative lightweight flexible thin film solar modules with low-cost proprietary roll-to-roll manufacturing technology and processes. Researchers at Flisom's trusted R&D partner Empa, the Swiss Federal Laboratories for Materials Science and Technology, achieved a record efficiency of 20.4% for solar cells on plastic film. Different from the commonly used heavy and rigid silicon wafer modules, Flisom’s lightweight solar modules are especially suitable for buildings (residential, commercial, industrial) in urban and rural locations around the world, roof-top and ground mount utility scale installations, tents, transportation (railways and automobiles), portable power for emergency response and space applications.
Forward-Looking Statements
Statements in this press
release that are not statements of historical or current fact constitute "forward-looking statements" including statements
about our business strategy with respect to the acquired assets, industry trends and the potential revenue and customer opportunities
that may arise from the transaction. Such forward-looking statements involve known and unknown risks, uncertainties and other unknown
factors that could cause the company's actual operating results to be materially different from any historical results or from any future
results expressed or implied by such forward-looking statements. We have based these forward-looking statements on our current assumptions,
expectations and projections about future events. In addition to statements that explicitly describe these risks and uncertainties, readers
are urged to consider statements that contain terms such as “will,” "believes," "belief," "expects,"
"expect," "intends," "intend," "anticipate," "anticipates," "plans," "plan,"
to be uncertain and forward-looking. No information in this press release should be construed as any indication whatsoever of our future
revenues, stock price, or results of operations. The forward-looking statements contained herein are also subject generally to other
risks and uncertainties that are described from time to time in the company's filings with the Securities and Exchange Commission including
those discussed under the heading “Risk Factors” in our most recently filed reports on Forms 10-K and 10-Q.
Media Contact
Spencer Herrmann
FischTank PR
ascent@fischtankpr.com
Investor Contact
James Masters
Vallum Advisors
ir@ascentsolar.com