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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): February 13, 2020

 

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.)

 

 

201 West 5th Street, Suite 1275, Austin, Texas

 

78701

(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 February 13, 2020, Astrotech Corporation issued a press release announcing its results of operations for its second quarter of fiscal year 2020 ended December 31, 2019. 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 February 13, 2020, 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: February 13, 2020

 

 

 

 

 

Exhibit 99.1

 

ASTROTECH REPORTS SECOND QUARTER OF FISCAL YEAR 2020

FINANCIAL RESULTS

 

Austin, Texas February 13, 2020 – Astrotech Corporation (NASDAQ: ASTC) reported its financial results for the second quarter of fiscal year 2020, which ended December 31, 2019.

 

Fiscal 2020 has been pivotal for the Company. This quarter, 1st Detect sold its first units of the TRACER 1000™ explosives trace detector (ETD) to a global shipping and logistics company. In addition, we have completed numerous domestic and international product demonstrations and field trials where the TRACER 1000 outperformed incumbent ion mobility spectrometry (IMS) ETDs. Among these demonstrations was a field trial with Finland’s Helsinki International Airport and Finavia, one of the world’s most technologically advanced airport operators. The Finavia case study is available on our website at https://www.1stdetect.com/finavia-cs/ and demonstrates that the TRACER 1000 outperforms the IMS-ETDs on a head-to-head comparison. In addition, 1st Detect was selected by the TSA’s Innovation Task Force to conduct live screenings at Miami International Airport, which was completed in November. Results again showed that the TRACER 1000 outperformed IMS-ETDs.

 

The Company also responded to a number of inquiries from the growing hemp and cannabis market by launching AgLAB Inc. (formerly AG-TECH). With minimal additional development, the Company’s versatile platform mass spectrometry technology is being designed to detect the presence of pesticides in hemp and cannabis. Ideally suited for this market, the AgLAB-1000 can detect pesticides on plant material and during the oil extraction and distillation process. We believe there are currently no other ruggedized instruments in the field that can detect pesticides at parts per billion (ppb) in real-time.

 

In addition, Thomas B. Pickens, the Company’s Chairman and Chief Executive Officer, invested an additional $1 million subsequent to the end of the quarter.

 

“We have reached an exciting phase in our company,” stated Pickens. “1st Detect completed its first commercial sales with more anticipated sales on the horizon, we continue to outperform our competition in field trials, and our versatile platform technology has a green field of opportunity in the emerging and high-growth hemp and cannabis industry. My continued financial support will help fund working capital and operating expenses as we develop both markets.”

 

Second Quarter Fiscal Year 2020 Financial Highlights

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

The Company recognized its first commercial sales of the TRACER 1000, leading to revenue of $205 thousand for the second quarter of fiscal 2020. Additional purchase orders have already been received.

Monthly cash burn for this fiscal year has been reduced to approximately $559 thousand, a 20.7% reduction from our cash burn rate through the first six months of fiscal year 2019.

Chairman and CEO invests $1.0 million in a term note subsequent to the end of the quarter, bringing his recent investments to $5.5 million.

 

 


About Astrotech

 

Astrotech (NASDAQ: ASTC) is a science and technology development and commercialization company that launches, manages, and builds scalable companies based on innovative technology in order to maximize shareholder value. 1st Detect develops, manufactures, and sells trace detectors for use in the security and detection market. AgLAB develops, manufactures, and sells chemical analyzers for use in the agriculture market. Astrotech is headquartered in Austin, Texas. For information, please visit www.astrotechcorp.com.

 

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 Company’s use of proceeds from the private placement transaction, whether we can successfully develop our proprietary technologies 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)

(Unaudited)

 

 

 

Three Months Ended

December 31,

 

 

Six Months Ended

December 31,

 

 

 

2019

 

 

2018

 

 

2019

 

 

2018

 

Revenue

 

$

205

 

 

$

7

 

 

$

206

 

 

$

40

 

Cost of revenue

 

 

196

 

 

 

 

 

 

196

 

 

 

11

 

Gross profit

 

 

9

 

 

 

7

 

 

 

10

 

 

 

29

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Selling, general and administrative

 

 

1,110

 

 

 

1,286

 

 

 

2,312

 

 

 

2,430

 

Research and development

 

 

939

 

 

 

897

 

 

 

1,794

 

 

 

2,000

 

Total operating expenses

 

 

2,049

 

 

 

2,183

 

 

 

4,106

 

 

 

4,430

 

Loss from operations

 

 

(2,040

)

 

 

(2,176

)

 

 

(4,096

)

 

 

(4,401

)

Interest and other income (expense), net

 

 

(43

)

 

 

16

 

 

 

(55

)

 

 

3

 

Loss from operations before income taxes

 

 

(2,083

)

 

 

(2,160

)

 

 

(4,151

)

 

 

(4,398

)

Income tax benefit

 

 

 

 

 

 

 

 

 

 

 

 

Net loss

 

$

(2,083

)

 

$

(2,160

)

 

$

(4,151

)

 

$

(4,398

)

Weighted average common shares outstanding:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic and diluted

 

 

5,947

 

 

 

4,678

 

 

 

5,769

 

 

 

4,374

 

Basic and diluted net loss per common share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss

 

$

(0.35

)

 

$

(0.46

)

 

$

(0.72

)

 

$

(1.01

)

Other comprehensive loss, net of tax:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss

 

$

(2,083

)

 

$

(2,160

)

 

$

(4,151

)

 

$

(4,398

)

Available-for-sale securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Reclassification adjustment for realized loss

 

 

 

 

 

 

 

 

 

 

 

31

 

Total comprehensive loss

 

$

(2,083

)

 

$

(2,160

)

 

$

(4,151

)

 

$

(4,367

)



ASTROTECH CORPORATION

Consolidated Balance Sheets

(In thousands, except share and per share data)

 

 

December 31,

2019

 

 

June 30,

2019

 

 

 

(Unaudited)

 

 

(Audited)

 

Assets

 

 

 

 

 

 

 

 

Current assets

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

393

 

 

$

1,588

 

Restricted cash

 

 

611

 

 

 

 

Accounts receivable

 

 

213

 

 

 

3

 

Inventory:

 

 

 

 

 

 

 

 

Raw materials

 

 

274

 

 

 

150

 

Work-in-process

 

 

 

 

 

181

 

Income tax receivable

 

 

214

 

 

 

429

 

Prepaid expenses and other current assets

 

 

313

 

 

 

371

 

Total current assets

 

 

2,018

 

 

 

2,722

 

Property and equipment, net

 

 

351

 

 

 

469

 

Operating leases, right-of-use assets, net

 

 

1,022

 

 

 

 

Long-term tax receivable

 

 

214

 

 

 

429

 

Other assets

 

 

72

 

 

 

72

 

Total assets

 

$

3,677

 

 

$

3,692

 

Liabilities and stockholders’ equity

 

 

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

 

 

Accounts payable

 

 

153

 

 

 

160

 

Payroll related accruals

 

 

347

 

 

 

319

 

Accrued expenses and other liabilities

 

 

375

 

 

 

357

 

Income tax payable

 

 

2

 

 

 

2

 

Term note payable - related party

 

 

1,500

 

 

 

 

Operating lease liabilities - current

 

 

301

 

 

 

 

Total current liabilities

 

 

2,678

 

 

 

838

 

Operating lease liabilities, non-current

 

 

752

 

 

 

 

Other liabilities

 

 

 

 

 

146

 

Total liabilities

 

 

3,430

 

 

 

984

 

Commitments and contingencies

 

 

 

 

 

 

 

 

Stockholders’ equity

 

 

 

 

 

 

 

 

Convertible preferred stock, $0.001 par value, 2,500,000 shares authorized; 280,898 shares of Series C and 280,898 shares of Series D issued and outstanding at December 31, 2019 and June 30, 2019, respectively

 

 

 

 

 

 

Common stock, $0.001 par value, 15,000,000 shares authorized; 6,749,664 and 6,184,698 shares issued at December 31, 2019 and June 30, 2019, respectively; 6,348,137 and 5,775,171 shares outstanding at December 31, 2019 and June 30, 2019, respectively

 

 

190,598

 

 

 

190,571

 

Treasury stock, 399,916 shares at cost at December 31, 2019 and June 30, 2019, respectively

 

 

(4,129

)

 

 

(4,129

)

Additional paid-in capital

 

 

9,397

 

 

 

7,964

 

Accumulated deficit

 

 

(195,619

)

 

 

(191,698

)

Total stockholders’ equity

 

 

247

 

 

 

2,708

 

Total liabilities and stockholders’ equity

 

$

3,677

 

 

$

3,692