astc20220331

astc20220331_10q.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2022

☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ___________ to ___________

Commission file number 001-34426

Astrotech Corporation

(Exact Name of Registrant as Specified in its Charter)

Delaware		91-1273737
State or Other Jurisdiction of Incorporation or Organization		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, Former Address and Former Fiscal Year, if Changed Since Last Report

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

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Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☒
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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ☐ No ☒

As of May 9, 2022, the number of shares of the registrant’s common stock outstanding was: 50,517,864.

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ASTROTECH CORPORATION AND SUBSIDIARIES

QUARTERLY REPORT ON FORM 10-Q

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		Page
PART I:	FINANCIAL INFORMATION	3

ITEM 1.	CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)	3
ITEM 2.	MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	21
ITEM 3.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	27
ITEM 4.	CONTROLS AND PROCEDURES	27

PART II:	OTHER INFORMATION	28

ITEM 1.	LEGAL PROCEEDINGS	28
ITEM 1A.	RISK FACTORS	28
ITEM 2.	UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS	28
ITEM 3.	DEFAULTS UPON SENIOR SECURITIES	28
ITEM 4.	MINE SAFETY DISCLOSURES	28
ITEM 5.	OTHER INFORMATION	28
ITEM 6.	EXHIBITS	29

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PART I: FINANCIAL INFORMATION

ITEM 1. Condensed Consolidated Financial Statements

ASTROTECH CORPORATION AND SUBSIDIARIES

Condensed Consolidated Balance Sheets

(In thousands, except share and per share data)

	*March 31,*			*June 30,*
	*2022*			*2021*
	(Unaudited)			(Note)
Assets
Current assets
Cash and cash equivalents	$	28,346		$	35,936
Short-term investments		26,580			27,351
Accounts receivable		140			5
Inventory, net:
Raw materials		1,140			1,056
Work-in-process		17			147
Finished goods		341			297
Prepaid expenses and other current assets		579			318
Total current assets		57,143			65,110
Property and equipment, net		917			263
Operating leases, right-of-use assets, net		184			249
Other assets		11			11
Total assets	$	58,255		$	65,633
Liabilities and stockholders’ equity
Current liabilities
Accounts payable		107			396
Payroll related accruals		899			344
Accrued expenses and other liabilities		859			888
Income tax payable		2			2
Term note payable - related party		500			2,500
Lease liabilities, current		231			81
Total current liabilities		2,598			4,211
Lease liabilities, net of current portion		362			215
Total liabilities		2,960			4,426
Commitments and contingencies (Note 13)
Stockholders’ equity
Convertible preferred stock, $0.001 par value, 2,500,000 shares authorized; 280,898 shares of Series D issued and outstanding at March 31, 2022 and June 30, 2021		—			—
Common stock, $0.001 par value, 250,000,000 and 50,000,000 shares authorized at March 31, 2022 and June 30, 2021, respectively; 49,569,113 and 49,450,558 shares issued and outstanding at March 31, 2022 and June 30, 2021, respectively		190,641			190,641
Additional paid-in capital		79,137			77,971
Accumulated deficit		(213,691	)		(207,382	)
Accumulated other comprehensive loss		(792	)		(23	)
Total stockholders’ equity		55,295			61,207
Total liabilities and stockholders’ equity	$	58,255		$	65,633

Note: The balance sheet at June 30, 2021, has been derived from the audited consolidated financial statements at that date but does not include all of the information and footnotes required by the United States generally accepted accounting principles for complete financial statements.

See accompanying notes to unaudited condensed consolidated financial statements.

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ASTROTECH CORPORATION AND SUBSIDIARIES

Condensed Consolidated Statements of Operations and Comprehensive Loss

(In thousands, except per share data)

(Unaudited)

	*Three Months Ended*						*Nine Months Ended*
	*March 31,*						*March 31,*
	*2022*			*2021*			*2022*			*2021*
Revenue	$	97		$	54		$	845		$	324
Cost of revenue		46			46			662			287
Gross profit		51			8			183			37
Operating expenses:
Selling, general and administrative		1,476			1,679			4,630			3,408
Research and development		722			669			2,013			2,036
Disposal of corporate lease		—			—			—			544
Total operating expenses		2,198			2,348			6,643			5,988
Loss from operations		(2,147	)		(2,340	)		(6,460	)		(5,951	)
Other income and (expense), net		47			(63	)		151			(185	)
Loss from operations before income taxes		(2,100	)		(2,403	)		(6,309	)		(6,136	)
Income tax benefit		—			—			—			—
Net loss	$	(2,100	)	$	(2,403	)	$	(6,309	)	$	(6,136	)
Weighted average common shares outstanding:
Basic and diluted		47,611			18,171			47,506			14,649
Basic and diluted net loss per common share:
Net loss	$	(0.04	)	$	(0.13	)	$	(0.13	)	$	(0.42	)
Other comprehensive loss, net of tax:
Net loss	$	(2,100	)	$	(2,403	)	$	(6,309	)	$	(6,136	)
Available-for-sale securities:
Net unrealized loss		(524	)		—			(769	)		—
Total comprehensive loss	$	(2,624	)	$	(2,403	)	$	(7,078	)	$	(6,136	)

See accompanying notes to unaudited condensed consolidated financial statements.

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ASTROTECH CORPORATION

Condensed Consolidated Statement of Changes in Stockholders’ Equity

(In thousands)

(Unaudited)

	*Preferred Stock*
	*Series D*				*Common Stock*
	*Number of Shares Outstanding*		*Amount*		*Number of Shares Outstanding*		*Amount*		*Treasury Stock Amount*		*Additional Paid-In Capital*		*Accumulated Deficit*			*Accumulated Other Comprehensive Loss*			*Total Stockholders’ Equity*
Balance at June 30, 2021		281	$	—		49,451	$	190,641	$	—	$	77,971	$	(207,382	)	$	(23	)	$	61,207
Net change in available-for-sale marketable securities		—		—		—		—		—		—		—			(48	)		(48	)
Stock-based compensation		—		—		—		—		—		359		—			—			359
Net loss		—		—		—		—		—		—		(2,029	)		—			(2,029	)
Balance at September 30, 2021		281	$	—		49,451	$	190,641	$	—	$	78,330	$	(209,411	)	$	(71	)	$	59,489
Net change in available-for-sale marketable securities		—		—		—		—		—		—		—			(197	)		(197	)
Stock-based compensation		—		—		63		—		—		439		—			—			439
Net loss		—		—		—		—		—		—		(2,180	)		—			(2,180	)
Balance at December 31, 2021		281	$	—		49,514	$	190,641	$	—	$	78,769	$	(211,591	)	$	(268	)	$	57,551
Net change in available-for-sale marketable securities		—		—		—		—		—		—		—			(524	)		(524	)
Stock-based compensation		—		—		55		—		—		368		—			—			368
Net loss		—		—		—		—		—		—		(2,100	)		—			(2,100	)
Balance at March 31, 2022		281	$	—		49,569	$	190,641	$	—	$	79,137	$	(213,691	)	$	(792	)	$	55,295

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	*Preferred Stock*
	*Series D*				*Common Stock*
	*Number of Shares Outstanding*		*Amount*		*Number of Shares Outstanding*			*Amount*		*Treasury Stock Amount*			*Additional Paid-In Capital*			*Accumulated Deficit*			*Accumulated Other Comprehensive Loss*		*Total Stockholders’ Equity*
Balance at June 30, 2020		281	$	—		7,850		$	190,599	$	(4,129	)	$	13,934		$	(199,779	)	$	—	$	625
Stock offering costs		—		—		—			—		—			(2	)		—			—		(2	)
Stock-based compensation		—		—		—			—		—			49			—			—		49
Restricted stock cancellation		—		—		(6	)		—		—			(5	)		—			—		(5	)
Net loss		—		—		—			—		—			—			(2,111	)		—		(2,111	)
Balance at September 30, 2020		281	$	—		7,844		$	190,599	$	(4,129	)	$	13,976		$	(201,890	)	$	—	$	(1,444	)
Issuance of stock, net of offering costs		—		—		10,714			11		—			21,819			—			—		21,830
Stock-based compensation		—		—		—			—		—			47			—			—		47
Restricted stock cancellation		—		—		(17	)		—		—			(1	)		—			—		(1	)
Net loss		—		—		—			—		—			—			(1,622	)		—		(1,622	)
Balance at December 31, 2020		281	$	—		18,541		$	190,610	$	(4,129	)	$	35,841		$	(203,512	)	$	—	$	18,810
Issuance of stock, net of offering costs		—		—		3,985			4		—			11,723			—			—		11,727
Stock-based compensation		—		—		2,087			2		—			192			—			—		194
Net loss		—		—		—			—		—			—			(2,403	)		—		(2,403	)
Balance at March 31, 2021		281	$	—		24,613		$	190,616	$	(4,129	)	$	47,756		$	(205,915	)	$	—	$	28,328

See accompanying notes to unaudited condensed consolidated financial statements.

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ASTROTECH CORPORATION AND SUBSIDIARIES

Condensed Consolidated Statements of Cash Flows

(In thousands)

(Unaudited)

	*Nine Months Ended*
	*March 31,*
	*2022*			*2021*
Cash flows from operating activities:
Net loss	$	(6,309	)	$	(6,136	)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock-based compensation, net of forfeitures		1,166			284
Depreciation and amortization		169			197
Loss on disposal of assets		—			173
Changes in assets and liabilities:
Accounts receivable		(135	)		(11	)
Inventory, net		2			(

SEC Form 10-Q filed by Astrotech Corporation (DE)