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0001001907
0001001907
2022-06-23
2022-06-23
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): June 23, 2022
Astrotech Corporation
(Exact Name of Registrant as Specified in Charter)
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Delaware
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001-34426
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91-1273737
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(State or Other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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2105 Donley Drive, Suite 100, Austin, Texas
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78758
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(Address of Principal Executive Offices)
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(Zip Code)
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(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):
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☐
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Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading
Symbol(s)
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Name of each exchange on which registered
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Common Stock, $0.001 par value per share
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ASTC
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NASDAQ Stock Market, LLC
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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 8.01 Other Events.
On June 23, 2022, Astrotech Corporation issued a press release announcing an amendment to the Joint Development and Option Agreement between its subsidiary, BreathTech Corporation, and the Cleveland Clinic Foundation to include additional areas of focus. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
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Exhibit No.
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Description
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99.1
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104
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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.
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Astrotech Corporation
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By:
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/s/ Thomas B. Pickens III
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Name: |
Thomas B. Pickens III |
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Title: |
Chairman of the Board and Chief
Executive Officer
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Date: June 23, 2022
Exhibit 99.1
ASTROTECH SUBSIDIARY AND CLEVELAND CLINIC EXPAND BREATH
ANALYSIS STUDY TO DETECT MULTIPLE DISEASES
Austin, Texas – June 23, 2022
Astrotech Corporation’s (NASDAQ: ASTC) subsidiary, BreathTech Corporation, announced today that it has amended its Joint Development and Option Agreement with Cleveland Clinic to include additional areas of focus. Under the amended agreement, ongoing work around development of a rapid breath test for COVID-19 will be expanded to utilize BreathTech’s core mass spectrometry technology to screen for a variety of diseases spanning the entire body. The project will focus on detecting bloodstream infections, respiratory infections such as influenza types A and B and respiratory syncytial virus (RSV), carriage of Staphylococcus aureus, and Clostridioides difficile (C. diff) infections.
Raed A. Dweik, MD, Chair of Cleveland Clinic Respiratory Institute, will continue to lead the study. Dr. Dweik and his research team were among the first to identify that unique volatile organic compounds (VOC) metabolites in the breath can be used to detect certain diseases. The researchers have successfully identified and published studies regarding the unique VOC metabolites associated with heart failure, pulmonary arterial hypertension, and liver disease.
“We are thrilled with the opportunity to expand the scope of our work to advance the technology to detect additional disease indicators using breath. We have been working diligently since the COVID-19 pandemic began to refine our mass spectrometry technology to be able to screen for COVID-19 and now we’re expanding those efforts to include other illnesses,” stated Thomas B. Pickens III, Chief Executive Officer of BreathTech.
“While our original goal focused on detecting coronavirus, we now agree that we should expand the study to identify markers of bacterial infections like Staphylococcus aureus and Clostridiodes difficile, as well as other types of viral infections like influenza and RSV, just to name a few. We believe that this technology has the potential to enhance medical diagnoses across the globe," added Dr. Karim Sirgi, Chief Science Officer of BreathTech.
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 BreathTest-1000™
This press release contains information about our new product under development, 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