ASTC Astrotech Corporation

 

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): November 14, 2014

 

Astrotech Corporation

(Exact name of registrant as specified in its charter)

 

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)

 

 

Registrant’s telephone number, including area code: (512) 485-9530

 

 

(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:

 

o		Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o		Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o		Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o		Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

  

Item 2.02.

Results of Operations and Financial Condition.

 

On November 14, 2014, Astrotech Corporation issued a press release announcing its results of operations for its first quarter ended September 30, 2014. 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 November 14, 2014, 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: November 14, 2014

 

 

EXHIBIT INDEX

 

Exhibit No.				Description		Paper (P) or Electronic (E)
	99.1			Press release, dated November 14, 2014, issued by Astrotech Corporation.		E

 

 

 

 

 

 

Exhibit 99.1

 

Astrotech Corporation 401 Congress, Suite 1650 Austin, Texas 512.485.9530 fax: 512.485.9531 www.astrotechcorp.com

FOR IMMEDIATE RELEASE

 

ASTROTECH REPORTS FIRST QUARTER 2015 FINANCIAL RESULTS

 

Quarterly Highlights

 

·

GAAP results: net income of $23.3 million (attributable to Astrotech Corporation), or $1.16 per diluted share for the quarter ended September 30, 2014

 

·

The sale of Astrotech Space Operations (“ASO”) to Lockheed Martin was completed on August 22, 2014 for an agreed upon purchase price of $61.0 million, less a working capital adjustment of $1.7 million

 

·

Adjusted EBITDA of $23.1 million from continuing operations for the quarter ended September 30, 2014, which includes a gain from the sale of our former ASO business

 

·

1st Detect was awarded a pivotal competitive contract for the Next Generation Chemical Detector (NGCD) program

 

·

1st Detect was granted one U.S. patent and two International patents during the quarter

 

Austin, Texas, November 14, 2014 — Astrotech Corporation (NASDAQ: ASTC), a premier developer of innovative chemical detection technologies for use in the research, security, industrial, process flow and healthcare markets, today announced financial results for its first quarter ended September 30, 2014.

 

“I want to begin by saying that the sale of Astrotech Space Operations to Lockheed Martin went extremely well, and I would like to commend both the Astrotech and Lockheed M&A teams for concluding an absolutely flawless transaction. The executive staff at Astrotech internally sourced the transaction and managed all of our own negotiations, the structure of the asset sale, tax considerations, contracts and the post sale transition resulting in receiving an excellent price for our shareholders. With the conclusion of this transaction we begin a new era to grow the company with well seasoned leadership and ample resources. At the base of our growth is the Company’s investment in our 1^st Detect subsidiary where we have made excellent progress with our mass spectrometer technology. Our recently announced award from the military’s Next Generation Chemical Detector program represents a big win as our technology was chosen over the best the world has to offer. We have also recently introduced the iONTRAC factory floor in-process monitor at the Gulf Coast Conference, winning bronze in their New Product Showcase. The iONTRAC is designed to pursue the many opportunities controlling processes and quality throughout numerous factory floor industrial applications,” said Thomas B. Pickens III, Chairman and CEO of Astrotech Corporation. “Additionally, we are actively seeking acquisitions along with complementary and new technology commercialization opportunities.”

First Quarter Results

The Company posted first quarter fiscal year 2015 net income of $23.3 million, or $1.16 per diluted share, which was primarily the result of a $25.6 million gain ($23.7 million after-tax) related to the sale of our former ASO business to Lockheed Martin, compared with a first quarter fiscal year 2014 net income of $1.3 million or $0.06 per diluted share.

 

 

Financial Position and Liquidity

Working capital was $44.1 million as of September 30, 2014, which primarily consisted of $45.3 million in cash and cash equivalents, and a working capital holdback receivable of $0.6 million related to the sale of our former ASO business. Additionally, the Company recorded a receivable of $6.1 million for an indemnity holdback related to the sale. The Company believes it will fully realize the indemnity holdback in February 2016.

 

About Astrotech Corporation

Astrotech is a leader in identifying and commercializing space technology for terrestrial use. 1^st Detect Corporation is developing a breakthrough miniaturized mass spectrometer, the MMS-1000™, while Astrogenetix, Inc. is a biotechnology company utilizing microgravity as a research platform for drug discovery and development. Both are wholly owned subsidiaries of the parent.

 

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, our ability to successfully develop our remaining Spacetech business unit, our ability to develop and integrate our miniaturized mass spectrometer, the MMS-1000™, product performance and market acceptance of products and services, as well as other risk factors and business considerations. Any forward-looking statements in this document should be evaluated in light of these important risk factors. Astrotech assumes no obligation to update these forward-looking statements.

 

FOR MORE INFORMATION:

Eric Stober

Chief Financial Officer

Astrotech Corporation

512.485.9530

 

Tables follow

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ASTROTECH CORPORATION AND SUBSIDIARIES

Condensed Consolidated Statements of Operations

(In thousands, except per share data)

 

		Three Months Ended September 30,
		2014				2013
	(unaudited)
Revenue		$	320			$		—
Cost of revenue			277					—
Gross profit			43					—
Operating expenses:
Selling, general and administrative			1,960					1,551
Research and development			692					805
Total operating expenses			2,652					2,356
Loss from operations			(2,609	)				(2,356	)
Interest and other expense, net			12					12
Loss from continuing operations before income taxes			(2,597	)				(2,344	)
Income tax benefit			1,325					1,173
Loss from continuing operations			(1,272	)				(1,171	)
Discontinued operations
Income from operation of ASO business (including gain from sale of $25.6 million)			26,933					3,352
Income tax expense			(2,378	)				(1,173	)
Income from discontinued operations			24,555					2,179
Net income			23,283					1,008
Less: Net loss attributable to noncontrolling interest*			—					(245	)
Net income attributable to Astrotech Corporation		$	23,283			$		1,253
Amounts attributable to Astrotech Corporation:
Income (loss) from continuing operations, net of tax		$	(1,272	)		$		(926	)
Income from discontinued operations, net of tax			24,555					2,179
Net income attributable to Astrotech Corporation		$	23,283			$		1,253
Weighted average common shares outstanding:
Basic and diluted			19,548					19,470
Basic and diluted net income (loss) per common share:
Net income (loss) attributable to Astrotech Corporation from continuing operations		$	(0.09	)		$		(0.05	)
Net income from discontinued operations			1.25					0.11
Net income attributable to Astrotech Corporation		$	1.16			$		0.06

 

*

Noncontrolling interest resulted from grants of restricted stock in 1st Detect and Astrogenetix to certain employees, officers and directors. Please refer to the September 30, 2014 10-Q filed with the Securities and Exchange Commission for further detail.

 

ASTROTECH CORPORATION AND SUBSIDIARIES

Condensed Consolidated Balance Sheets

(In thousands)

 

		September 30,				June 30,
		2014				2014
		(unaudited)
Assets
Cash and cash equivalents		$	45,271			$	3,831
Accounts receivable, net of allowance			327				59
Prepaid expenses and other current assets			1,132				389
Discontinued operations – current assets			—				1,405
Total current assets			46,730				5,684
Property and equipment, net			1,168				1,211
Indemnity receivable			6,100				—
Discontinued operations – net of current assets			—				33,887
Total assets		$	53,998			$	40,782
Liabilities and stockholders’ equity
Current liabilities
Accounts payable		$	217			$	996
Accrued liabilities and other			1,326				1,753
Income tax payable			1,053				—
Discontinued operations – current liabilities			—				7,344
Total current liabilities			2,596				10,093
Other liabilities			148				152
Discontinued operations – net of current liabilities			—				237
Total liabilities			2,744				10,482
Total stockholders’ equity			51,254				30,300
Total liabilities and stockholders’ equity		$	53,998			$	40,782

   

 

ASTROTECH CORPORATION AND SUBSIDIARIES

Unaudited Reconciliation of Non-GAAP Measures

Earnings Before Interest, Taxes, Depreciation and Amortization

 (In thousands)

 

		Three Months Ended September 30,
		2014				2013
		(unaudited)
Adjusted EBITDA from continuing operations including gain from the sale of ASO business		$	23,122			$	(2,261	)
Gain from sale of ASO business			25,630				—
EBITDA from continuing operations		$	(2,508	)		$	(2,261	)
Depreciation & amortization			89				83
Interest expense			—				—
Income tax benefit			(1,325	)			(1,173	)
Loss from continuing operations		$	(1,272	)		$	(1,171	)

  

EBITDA (earnings before interest, taxes, depreciation and amortization) is a non-U.S. GAAP financial measure. We included information concerning EBITDA because we use such information when evaluating operating earnings (loss) to better evaluate the underlying performance of the Company. EBITDA does not represent, and should not be considered an alternative to, net income (loss), operating earnings (loss), or cash flow from operations as those terms are defined by U.S. GAAP and does not necessarily indicate whether cash flows will be sufficient to fund cash needs. While EBITDA is frequently used as measures of operations and the ability to meet debt service requirements by other companies, our use of this financial measure is not necessarily comparable to such other similarly titled captions of other companies.

 

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