Washington | 001-34426 | 91-1273737 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
401 Congress Ave. Suite 1650 Austin, Texas | 78701 | |
(Address of principal executive offices) | (Zip Code) |
(Former name or former address, if changed since last report.) |
¨ | 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)) |
Astrotech Corporation | |||
By: | /s/ Thomas B. Pickens III |
Name: | Thomas B. Pickens III | ||
Title: | Chairman of the Board and Chief | ||
Executive Officer |
Exhibit No. | Description | Paper (P) or Electronic (E) | ||
99.1 | Press release, dated May 9, 2016 issued by Astrotech Corporation. | E |
• | Revenue was $196 thousand, reflecting 1st Detect’s income from research-based, fixed-price, government-related subcontracts. |
• | Cost of goods sold related to certain deliverables in the Battelle and Smiths projects resulted in a negative $158 thousand gross profit, yet both projects are still projected to net a positive gross profit. |
• | Loss from continuing operations before income taxes was $3.9 million. |
• | Astrotech held $28.0 million in cash and investments at March 31, 2016. This included the receipt of 100% of the $6.1 million indemnity receivable from the sale of its Astrotech Space Operations (ASO) business unit to a wholly-owned subsidiary of Lockheed Martin Corporation in August 2014 following a successful hand-over of the operations and accounting of ASO. |
• | Astrotech Corporation had no debt at March 31, 2016. |
• | 1st Detect partnered with Smiths Detection Inc., a subsidiary of Smiths Group, to develop next generation ETD systems for the DHS S&T using 1st Detect’s breakthrough chemical analyzer technology. |
• | 1st Detect received one U.S. patent and one international patent during the third quarter and one U.S. patent in April. The total at April 30, 2016 reached 16 U.S. and 10 international issued and 8 U.S. and 12 international pending. |
• | Astral Images announced the availability of Astral HDR ICE™ as its new Ultra High Definition/High Dynamic Range/Color Match (UHD/HDR/CM) conversion software package, which upgrades digital and traditional films to the new HDR10 standard while automatically color matching the film directors’ and colorists’ creative intent. |
• | Astrogenetix continued its long-term efforts to use the unique power of microgravity to develop a novel vaccine and therapeutic products, and, in conjunction with NASA, continued the pursuit of an investigational new drug application with the Food and Drug Administration for Salmonella. |
Three Months Ended March 31, | Nine Months Ended March 31, | |||||||||||||||
2016 | 2015 | 2016 | 2015 | |||||||||||||
Revenue | $ | 196 | $ | 12 | $ | 1,123 | $ | 336 | ||||||||
Cost of revenue | 354 | — | 986 | 281 | ||||||||||||
Gross (loss) profit | (158 | ) | 12 | 137 | 55 | |||||||||||
Operating expenses: | ||||||||||||||||
Selling, general and administrative | 1,875 | 1,681 | 5,832 | 5,653 | ||||||||||||
Research and development | 1,903 | 659 | 4,493 | 2,335 | ||||||||||||
Total operating expenses | 3,778 | 2,340 | 10,325 | 7,988 | ||||||||||||
Loss from operations | (3,936 | ) | (2,328 | ) | (10,188 | ) | (7,933 | ) | ||||||||
Interest and other expense, net | 86 | 76 | 279 | 112 | ||||||||||||
Loss from continuing operations before income taxes | (3,850 | ) | (2,252 | ) | (9,909 | ) | (7,821 | ) | ||||||||
Income tax benefit | 11 | 894 | 9 | 2,953 | ||||||||||||
Loss from continuing operations | (3,839 | ) | (1,358 | ) | (9,900 | ) | (4,868 | ) | ||||||||
Discontinued operations | ||||||||||||||||
Income from discontinued operations | — | — | — | 1,303 | ||||||||||||
Income tax expense | — | (753 | ) | — | (3,315 | ) | ||||||||||
Gain on sale of discontinued operations | — | — | — | 25,630 | ||||||||||||
(Loss) income from discontinued operations | — | (753 | ) | — | 23,618 | |||||||||||
Net (loss) income | (3,839 | ) | (2,111 | ) | (9,900 | ) | 18,750 | |||||||||
Less: Net loss attributable to noncontrolling interest | (97 | ) | (11 | ) | (268 | ) | (11 | ) | ||||||||
Net (loss) income attributable to Astrotech Corporation | (3,742 | ) | (2,100 | ) | (9,632 | ) | 18,761 | |||||||||
Less: Deemed dividend to State of Texas | — | — | — | 531 | ||||||||||||
Net (loss) income attributable to common stockholders | $ | (3,742 | ) | $ | (2,100 | ) | $ | (9,632 | ) | $ | 18,230 | |||||
Amounts attributable to Astrotech Corporation: | ||||||||||||||||
Loss from continuing operations, net of tax | $ | (3,742 | ) | $ | (1,347 | ) | $ | (9,632 | ) | $ | (4,857 | ) | ||||
(Loss) income from discontinued operations, net of tax | — | (753 | ) | — | 23,618 | |||||||||||
Net (loss) income attributable to Astrotech Corporation | $ | (3,742 | ) | $ | (2,100 | ) | $ | (9,632 | ) | $ | 18,761 | |||||
Weighted average common shares outstanding: | ||||||||||||||||
Basic | 20,636 | 19,497 | 20,681 | 19,561 | ||||||||||||
Basic net (loss) income per common share: | ||||||||||||||||
Net loss attributable to Astrotech Corporation from continuing operations | $ | (0.18 | ) | $ | (0.07 | ) | $ | (0.47 | ) | $ | (0.28 | ) | ||||
Net (loss) income from discontinued operations | — | (0.04 | ) | — | 1.21 | |||||||||||
Net (loss) income attributable to Astrotech Corporation | $ | (0.18 | ) | $ | (0.11 | ) | $ | (0.47 | ) | $ | 0.93 | |||||
Other comprehensive income, net of tax: | ||||||||||||||||
Available-for-sale securities: | ||||||||||||||||
Net unrealized gain (loss), net of tax (expense) benefit of ($10), ($5), $63, and ($5) | $ | 18 | $ | 8 | $ | (117 | ) | $ | 8 | |||||||
Reclassification adjustment for realized losses included in net (loss) income, net of taxes of $0, $0, $5, and $0 | — | — | 9 | — | ||||||||||||
Total comprehensive (loss) income | $ | (3,724 | ) | $ | (2,092 | ) | $ | (9,740 | ) | $ | 18,769 |
March 31, 2016 | June 30, 2015 | |||||||
Assets | ||||||||
Current assets | ||||||||
Cash and cash equivalents | $ | 6,073 | $ | 2,330 | ||||
Short-term investments | 17,658 | 23,161 | ||||||
Accounts receivable, net of allowance | 314 | 198 | ||||||
Inventory | 1,536 | 509 | ||||||
Indemnity receivable | — | 6,100 | ||||||
Prepaid expenses and other current assets | 470 | 296 | ||||||
Total current assets | 26,051 | 32,594 | ||||||
Property and equipment, net | 3,554 | 3,108 | ||||||
Long-term investments | 4,304 | 8,516 | ||||||
Total assets | $ | 33,909 | $ | 44,218 | ||||
Liabilities and stockholders’ equity | ||||||||
Current liabilities | ||||||||
Accounts payable | $ | 296 | $ | 398 | ||||
Accrued liabilities and other | 1,517 | 1,801 | ||||||
Income tax payable | — | 190 | ||||||
Total current liabilities | 1,813 | 2,389 | ||||||
Other liabilities | 113 | 101 | ||||||
Total liabilities | $ | 1,926 | $ | 2,490 | ||||
Commitments and contingencies | ||||||||
Stockholders’ equity | ||||||||
Preferred stock, no par value, convertible, 2,500,000 shares authorized; no shares issued and outstanding, at March 31, 2016 and June 30, 2015 | — | — | ||||||
Common stock, no par value, 75,000,000 shares authorized; 21,776,381 and 21,864,548 shares issued at March 31, 2016 and June 30, 2015, respectively; 20,612,506 and 20,743,973 shares outstanding at March 31, 2016 and June 30, 2015, respectively | 189,164 | 189,007 | ||||||
Treasury stock, 1,163,875 and 1,120,575 shares at cost at March 31, 2016 and June 30, 2015, respectively | (2,789 | ) | (2,672 | ) | ||||
Additional paid-in capital | 1,420 | 1,139 | ||||||
Accumulated deficit | (155,654 | ) | (146,022 | ) | ||||
Accumulated other comprehensive loss | (189 | ) | (23 | ) | ||||
Equity attributable to stockholders of Astrotech Corporation | 31,952 | 41,429 | ||||||
Noncontrolling interest | 31 | 299 | ||||||
Total stockholders’ equity | 31,983 | 41,728 | ||||||
Total liabilities and stockholders’ equity | $ | 33,909 | $ | 44,218 |
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