8-K

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): May 13, 2019

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))

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. ☐

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

Item 2.02. Results of Operations and Financial Condition.

On May 13, 2019, Astrotech Corporation issued a press release announcing its results of operations for its third quarter ended March 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 May 13, 2019, 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: May 13, 2019

EX-99.1

Exhibit 99.1

ASTROTECH REPORTS THIRD QUARTER OF FISCAL YEAR 2019 FINANCIAL RESULTS

Austin, Texas – May 13, 2019 – Astrotech Corporation (NASDAQ: ASTC) reported its financial results for the third quarter of fiscal year 2019 ended March 31, 2019.

The third quarter was pivotal for Astrotech’s 1^st Detect subsidiary, having announced on February 21 that it received official European Civil Aviation Conference (ECAC) certification for both passenger and cargo screening.

With a near-zero false alarm rate, a virtually unlimited detection library, and near 100% uptime, the TRACER 1000™ is the only certified explosives trace detector (ETD) that can detect more threats than the extremely limited number detected by current ETDs. We believe these features will accelerate airport passenger security line throughput, significantly enhance passenger and cargo security, and position the TRACER 1000 as a market disruptor in explosives and harmful substance trace detection.

“ECAC certification has led to two successful field trials and in both instances, the state-of-the-art TRACER 1000 outperformed the currently deployed ion mobility spectrometry (IMS) based ETDs. We are excited that these field trials confirm the results we have been seeing in testing,” stated Thomas B. Pickens III, Chairman and CEO of Astrotech.

Following the end of the third quarter, in April 2019, Astrotech completed a $2 million private investment from its Chairman and CEO and another long-term investor.

“This investment is expected to provide the resources toward the goal of transitioning from a devoted R&D company to a manufacturing organization after receiving ECAC certification,” continued Pickens.

Third Quarter Fiscal Year 2019 Financial Highlights

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

• Operating expenses decreased 27% through the third quarter of fiscal 2019, compared to the third quarter of fiscal 2018, due to an ongoing emphasis on cost reduction.

• Monthly cash burn for the fiscal year has been reduced to $731 thousand, a 25% reduction from our run rate through the third quarter of fiscal year 2018.

• Astrotech Corporation had no debt at March 31, 2019.

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. 1^st Detect develops, manufactures, and sells chemical analyzers for use in the security, defense, healthcare, and environmental markets. Astral Images sells film-to-digital image enhancement, defect removal, color correction, and post processing software, providing economically feasible conversion of film to the new 4K ultra-high definition (UHD), high-dynamic range (HDR) format. 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 for the fiscal year ended June 30, 2018. 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 AND SUBSIDIARIES

Condensed Consolidated Statements of Operations and Comprehensive Loss

(In thousands, except per share data)

(Unaudited)

	Three Months Ended March 31,						Nine Months Ended March 31,
	2019			2018			2019			2018
Revenue	$	—		$	—		$	40		$	41
Cost of revenue		—			—			11			24
Gross profit		—			—			29			17
Operating expenses:
Selling, general and administrative		1,238			1,363			3,667			4,397
Research and development		1,026			1,495			3,027			4,721
Total operating expenses		2,264			2,858			6,694			9,118
Loss from operations		(2,264	)		(2,858	)		(6,665	)		(9,101	)
Interest and other income, net		12			3			15			103
Loss before income taxes		(2,252	)		(2,855	)		(6,650	)		(8,998	)
Income tax benefit		858			—			858			—
Net loss	$	(1,394	)	$	(2,855	)	$	(5,792	)	$	(8,998	)
Weighted average common shares outstanding:
Basic and diluted		5,467			4,060			4,734			4,059
Basic and diluted net loss per common share:
Net loss	$	(0.25	)	$	(0.70	)	$	(1.22	)	$	(2.22	)
Other comprehensive loss, net of tax:
Net loss	$	(1,394	)	$	(2,855	)	$	(5,792	)	$	(8,998	)
Available-for-sale securities:
Net unrealized gain		—			(32	)		—			(67	)
Reclassification adjustment for realized loss		—			42			31			76
Total comprehensive loss	$	(1,394	)	$	(2,845	)	$	(5,761	)	$	(8,989	)

ASTROTECH CORPORATION AND SUBSIDIARIES

Condensed Consolidated Balance Sheets

(In thousands, except share data)

(Unaudited)

	March 31, 2019			June 30, 2018
Assets
Current assets
Cash and cash equivalents	$	1,524		$	552
Short-term investments		—			3,551
Accounts receivable, net of allowance		41			12
Income tax receivable		429			—
Prepaid expenses and other current assets		328			161
Total current assets		2,322			4,276
Property and equipment, net		531			733
Deferred tax asset		429			—
Long-term investments		—			50
Other assets, net		81			81
Total assets	$	3,363		$	5,140
Liabilities and stockholders’ equity
Current liabilities
Accounts payable		139			112
Payroll-related accruals		312			412
Accrued liabilities and other		393			434
Income tax payable		2			2
Total current liabilities		846			960
Other liabilities		156			188
Total liabilities		1,002			1,148
Commitments and contingencies
Stockholders’ equity
Preferred stock, $0.001 par value, convertible, 2,500,000 shares authorized; no shares issued and outstanding at March 31, 2019 and June 30, 2018, respectively		—			—
Common stock, $0.001 par value, 15,000,000 shares authorized; 6,176,425 and 4,496,873 shares issued at March 31, 2019 and June 30, 2018, respectively; 5,776,509 and 4,097,346 shares outstanding at March 31, 2019 and June 30, 2018, respectively		190,648			190,570
Treasury stock, 399,916 and 399,527 shares at cost at March 31, 2019 and June 30, 2018, respectively		(4,129	)		(4,128	)
Additional paid-in capital		5,798			1,745
Accumulated deficit		(189,956	)		(184,164	)
Accumulated other comprehensive loss		—			(31	)
Total stockholders’ equity		2,361			3,992
Total liabilities and stockholders’ equity	$	3,363		$	5,140