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Table of Contents


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 December 31, 2024

 

or

 

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

logo.jpg


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

 

 

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 February 12, 2025, the number of shares of the registrant’s common stock outstanding was: 1,701,729.

 


 

 

 
 

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)

                                                                                                                                                                                                                             

  December 31,  June 30, 
  

2024

  

2024

 
  

(Unaudited)

  

(Note)

 

Assets

        

Current assets

        

Cash and cash equivalents

 $3,161  $10,442 

Short-term investments

  21,531   21,474 

Accounts receivable

  340   77 

Contract Asset

  4    

Inventory, net:

        

Raw materials

  2,121   2,038 

Work-in-process

  181   66 

Finished goods

  347   370 

Prepaid expenses and other current assets

  478   261 

Total current assets

  28,163   34,728 

Property and equipment, net

  2,760   2,763 

Operating lease right-of-use assets, net

  48   119 

Other assets, net

  30   30 

Total assets

 $31,001  $37,640 

Liabilities and stockholders’ equity

        

Current liabilities

        

Accounts payable

 $1,032  $373 

Payroll related accruals

  923   1,174 

Accrued expenses and other liabilities

  587   754 

Lease liabilities, current

  81   227 

Total current liabilities

  2,623   2,528 

Accrued expenses and other liabilities, net of current portion

  223   232 

Lease liabilities, net of current portion

  61   73 

Total liabilities

  2,907   2,833 

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 December 31, 2024 and June 30, 2024, respectively

      

Common stock, $0.001 par value, 250,000,000 shares authorized at December 31, 2024, and June 30, 2024, respectively; 1,712,045 shares issued at December 31, 2024, and June 30, 2024, respectively; 1,701,729 outstanding at December 31, 2024, and June 30, 2024, respectively

  190,643   190,643 

Treasury shares, 10,316 at December 31, 2024, and June 30, 2024, respectively

  (119)  (119)

Additional paid-in capital

  82,957   82,480 

Accumulated deficit

  (244,307)  (237,020)

Accumulated other comprehensive loss

  (1,080)  (1,177)

Total stockholders’ equity

  28,094   34,807 

Total liabilities and stockholders’ equity

 $31,001  $37,640 

 

Note: The condensed consolidated balance sheet at June 30, 2024, 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.

 

 

ASTROTECH CORPORATION AND SUBSIDIARIES

Condensed Consolidated Statements of Operations and Comprehensive Loss

(In thousands, except per share data)

(Unaudited)

 

  

Three Months Ended

  

Six Months Ended

 
  

December 31,

  

December 31,

 
  

2024

  

2023

  

2024

  

2023

 

Revenue

 $261  $1,115  $295  $1,540 

Cost of revenue

  106   583   131   825 

Gross profit

  155   532   164   715 

Operating expenses:

                

Selling, general and administrative

  2,039   2,022   3,727   3,668 

Research and development

  2,437   1,578   4,386   3,450 

Total operating expenses

  4,476   3,600   8,113   7,118 

Loss from operations

  (4,321)  (3,068)  (7,949)  (6,403)

Other income and expense, net

  312   427   662   850 

Net loss

 $(4,009) $(2,641) $(7,287) $(5,553)

Weighted average common shares outstanding:

                

Basic and diluted

  1,638   1,631   1,634   1,631 

Basic and diluted net loss per common share:

                

Net loss per common share

 $(2.45) $(1.62) $(4.46) $(3.40)

Other comprehensive loss, net of tax:

                

Net loss

 $(4,009) $(2,641) $(7,287) $(5,553)

Available-for-sale securities:

                

Net unrealized gain (loss)

  (219)  325   97   270 

Total comprehensive loss

 $(4,228) $(2,316) $(7,190) $(5,283)

 

See accompanying notes to unaudited condensed consolidated financial statements.

 

 

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, 2024

  281  $   1,702  $190,643  $(119) $82,480  $(237,020) $(1,177) $34,807 

Net change in available-for-sale marketable securities

                       316   316 

Stock-based compensation

                 216         216 

Net loss

                    (3,278)     (3,278)

Balance at September 30, 2024

  281  $   1,702  $190,643  $(119) $82,696  $(240,298) $(861) $32,061 

Net change in available-for-sale marketable securities

                       (219)  (219)

Stock-based compensation

                 261         261 

Net loss

                    (4,009)     (4,009)

Balance at December 31, 2024

  281  $   1,702  $190,643  $(119) $82,957  $(244,307) $(1,080) $28,094 

 

  

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, 2023

  281  $   1,682  $190,643  $(119) $81,002  $(225,354) $(1,453) $44,719 

Net change in available-for-sale marketable securities

                       (54)  (54)

Stock-based compensation

                 364         364 

Issuance of restricted stock

        20                   

Net loss

                    (2,912)     (2,912)

Balance at September 30, 2023

  281  $   1,702  $190,643  $(119) $81,366  $(228,266) $(1,507) $42,117 

Net change in available-for-sale marketable securities

                       325   325 

Stock-based compensation

                 473         473 

Net loss

                    (2,641)     (2,641)

Balance at December 31, 2023

  281  $   1,702  $190,643  $(119) $81,839  $(230,907) $(1,182) $40,274 

 

See accompanying notes to unaudited condensed consolidated financial statements.

 

 

         ASTROTECH CORPORATION AND SUBSIDIARIES

Condensed Consolidated Statements of Cash Flows

(In thousands)

(Unaudited)

 

  

Six Months Ended

 
  

December 31,

 
  

2024

  

2023

 

Cash flows from operating activities:

        

Net loss

 $(7,287) $(5,553)

Adjustments to reconcile net loss to net cash used in operating activities:

        

Stock-based compensation

  477   837 

Depreciation

  471   301 

Amortization of operating lease right-of-use assets

  71   72 

Interest on financing leases

  3   8 

Loss on disposal of asset

  97    

Changes in assets and liabilities:

        

Accounts receivable

  (263)  (69)

Contract asset

  (4)   

Inventory, net

  (175)  (69)

Income tax payable

     1 

Accounts payable

  659   20 

Other assets and liabilities

  (648)  (324)

Repayment of financing liability in connection with internal-use software

  (49)   

Operating lease liabilities

  (82)  (74)

Net cash used in operating activities

  (6,730)  (4,850)

Cash flows from investing activities:

        

Purchases of property and equipment

  (512)  (177)

Proceeds from short-term investments

  40   2,005 

Net cash (used in) provided by investing activities

  (472)  1,828 

Cash flows from financing activities:

        

Repayments on finance lease liabilities

  (79)  (90)

Net cash used in financing activities

  (79)  (90)

Net change in cash and cash equivalents

 $(7,281) $(3,112)

Cash and cash equivalents at beginning of period

  10,442   14,208 

Cash and cash equivalents at end of period

 $3,161  $11,096 
         
         

Supplemental disclosures of cash flow information:

        

Cash paid for interest

 $6  $8 

Income taxes paid

    $1 

 

See accompanying notes to unaudited condensed consolidated financial statements.

 

 

ASTROTECH CORPORATION AND SUBSIDIARIES

 

Notes to Condensed Consolidated Financial Statements (Unaudited)

 

(1) General Information

 

Business Overview 

  

The terms “Astrotech”, “the Company”, “we”, “us”, or “our” refer to Astrotech Corporation (Nasdaq: ASTC), a Delaware corporation organized in 1984. 

  

Our mission is to expand access to mass spectrometry ("MS") and its use through the deployment of devices designed specifically for the appropriate levels of precision required in high-volume, real-time testing environments such as airports, border checkpoints, cargo hubs, infrastructure security, correctional facilities, military bases, law enforcement centers, and industrial locations. The Astrotech Mass Spectrometer Technology™ (“AMS Technology”) platform achieves our mission through simplifying the user interface, automating the complicated calibration process, ruggedizing the critical components to endure MS field work, and enabling multiple configurations for sample intake options.  

  

We are commercializing the AMS Technology through application specific, wholly owned subsidiaries described below. 

 

 

Astrotech Technologies, Inc. (“ATI”) owns and licenses the intellectual property related to the AMS Technology. 

  

 

1st Detect Corporation (“1st Detect”) is a manufacturer of explosives trace detectors ("ETDs") and narcotics trace detectors (“NTDs”) developed for use in security and detection at airports, border checkpoints, cargo hubs, infrastructure security, correctional facilities, military bases, and law enforcement centers. 1st Detect holds an exclusive AMS Technology license from ATI for narcotics, air passenger and cargo security applications. 

  

 

AgLAB, Inc. (“AgLAB”) is developing a series of mass spectrometers for use in the hemp and cannabis market with initial focus on optimizing yields in the distillation processes. AgLAB holds an exclusive AMS Technology license from ATI for applications in the agriculture industry which require analyzing complex chemical compounds found in organic plant material and extracts. 

  

 

BreathTech Corporation (“BreathTech”) is developing a breath analysis tool to screen for volatile organic compound (“VOC”) metabolites found in a person’s breath that could indicate a compromised condition including but not limited to a bacterial or viral infection. BreathTech holds an exclusive AMS Technology license from ATI for breath analysis applications. 

  

 

Pro-Control, Inc. (“Pro-Control”) is focused on applying the AMS Technology in industrial process control applications. The mass spectrometer and process are designed to test, measure and increase reaction intermediates, purity and percent yields in industrial processes.  Pro-Control holds an exclusive AMS Technology license from ATI for the distillation of chemicals outside of the agriculture industry. 

  

Principles of Consolidation and Basis of Presentation 

 

The preparation of these consolidated financial statements in conformity to U.S. Generally Accepted Accounting Principles (“GAAP”) for the accounts of Astrotech Corporation and its wholly owned subsidiaries requires management to make judgments and estimates and form assumptions that affect the reported amounts of assets and liabilities at the date of the consolidated financial statements and reported amounts of revenues and expenses during the reporting period. Estimates and underlying assumptions are reviewed on an ongoing basis. Actual outcomes may differ from these estimates under different assumptions and conditions.  All intercompany transactions have been eliminated in consolidation. Operating results for the three months ended December 31, 2024, are not necessarily indicative of the results that may be expected for the year ending June 30, 2025. These unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes included in the Company’s Annual Report on Form 10-K for the year ended June 30, 2024. Certain prior period amounts have been reclassified to conform to the current year presentation or adjusted due to rounding and have had no impact on net income or stockholders' equity.  

  

7

 

Segment Information 

  

The Company has determined that it does not meet the criteria of Accounting Standards Codification (“ASC”) 280 “Segment Reporting”. Management has concluded that our chief operating decision maker (“CODM”) is our chief executive officer. The Company’s CODM reviews the entire organization’s consolidated results as a whole monthly to evaluate performance and make resource allocation decisions. Management views the Company’s operations and manages its business as one operating segment. 

 

Accounting Pronouncements 

  

In June 2016, the Financial Accounting Standards Board (“FASB”) issued ASU 2016-13, Measurement of Credit Losses on Financial Instruments. ASU 2016-13 requires entities to use a forward-looking approach based on current expected credit losses (“CECL”) to estimate credit losses on certain types of financial instruments, including trade receivables. The standard became effective for the Company for financial statements periods beginning after December 15, 2022.  The adoption of ASU 2016-13 on July 1, 2023, did not have a material impact on the Company's financial statements. 

 

In July 2023, the FASB issued ASU No 2023-03, “Presentation of Financial Statements (Topic 205), Income Statement—Reporting Comprehensive Income (Topic 220), Distinguishing Liabilities from Equity (Topic 480), Equity (Topic 505), and Compensation—Stock Compensation (Topic 718)” pursuant to SEC Staff Accounting Bulletin No. 120, which adds interpretive guidance for public companies to consider when entering into share-based payment transactions while in possession of material non-public information. The effective date of this update is for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years. The adoption of this on July 1, 2024, did not have a material impact on its financial statements.

 

In August 2020, the FASB issued ASU No. 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20), and Derivatives and Hedging—Contracts in an Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity. The amendments in ASU No. 2020-06 simplify the complexity associated with applying GAAP for certain financial instruments with characteristics of liabilities and equity. More specifically, the amendments focus on the guidance for convertible instruments and derivative scope exceptions for contracts in an entity’s own equity. For smaller reporting companies, ASU 2020-06 is effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years.  The adoption of this on July 1, 2024, did not have a material impact on its financial statements. 

   

In November 2023, the FASB issued Accounting Standards Update 2023-07—Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. All public entities will be required to report segment information in accordance with the new guidance starting in annual periods beginning after December 15, 2023. The adoption of this on July 1, 2024, did not have a material impact on its financial statements. 

 

Recently Issued Accounting Standards Not Yet Adopted 

  

In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures” which is intended to enhance the transparency and decision usefulness of income tax disclosures. The guidance addresses investor requests for enhanced income tax information primarily through changes to the rate reconciliation and income taxes paid information. The guidance is effective for annual periods beginning after December 15, 2024. We are assessing the impact of this guidance on our disclosures.

 

In November 2024, the FASB also issued ASU 2024-03, Disaggregation of Income Statement Expenses, which will require the disclosure of additional information about specific expense categories in the notes to the financial statements. The guidance is effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027. For us, annual reporting requirements will be effective for our fiscal year 2028 beginning on July 1, 2027, and interim reporting requirements will be effective beginning with our first quarter of fiscal year 2029. Early adoption is permitted. We are currently evaluating the impact of this amended disclosure guidance.

 

Other accounting pronouncements issued but not yet effective are not believed by management to be relevant or to have a material impact on the Company’s present or future consolidated financial statements. 

 

  

8

 

 

(2) Investments

 

The following tables summarize gains and losses related to the Company’s investments as of December 31, 2024, and  June 30, 2024, respectively:

 

  

December 31, 2024

 

Available-for-Sale Investments

 

Adjusted

  

Unrealized

  

Unrealized

  

Fair

 

(In thousands)

 

Cost

  

Gain

  

Loss

  

Value

 

Mutual Funds - Corporate & Government Debt

 $15,236  $  $(779) $14,457 

ETFs - Corporate & Government Debt

  7,375      (301)  7,074 

Total

 $22,611  $  $(1,080) $21,531 

 

  

June 30, 2024

 

Available-for-Sale Investments

 

Adjusted

  

Unrealized

  

Unrealized

  

Fair

 

(In thousands)

 

Cost

  

Gain

  

Loss

  

Value

 

Mutual Funds - Corporate & Government Debt

 $15,276  $  $(850) $14,426 

ETFs - Corporate & Government Debt

  7,375      (327)  7,048 

Total

 $22,651  $  $(1,177) $21,474 

 

As of  December 31, 2024, and June 30, 2024, the Company had no long-term investments. For more information about the fair value of the Company’s financial instruments, see footnote 9.

 

The following table presents the carrying amounts of certain financial instruments as of December 31, 2024, and June 30, 2024, respectively:

 

  

Carrying Value

  

Carrying Value

 
  

Short-Term Investments

  

Long-Term Investments

 

(In thousands)

 December 31, 2024  June 30, 2024  December 31, 2024  June 30, 2024 

Money Market Funds

                

Mutual Funds - Corporate & Government Debt

 $14,457  $14,426  $  $ 

ETFs - Corporate & Government Debt

  7,074   7,048       

Total

 $21,531  $21,474  $  $ 

 

 

(3) Leases

 

On April 27, 2021, Astrotech entered into a new lease for a research and development facility of approximately 5,960 square feet in Austin, Texas (the “R&D facility”) that includes a laboratory, a small production shop, and offices for staff, although many of the Company’s employees continue to work remotely. The lease commenced on June 1, 2021, and had a lease term of 36 months. On November 11, 2022, the Company signed a lease extension agreement for the R&D facility, extending the term of the lease through April 30, 2025. The Company’s total contractual base rent obligation for the eleven-month extension is approximately $95 thousand. 

 

On November 22, 2022, Astrotech entered into a sublease agreement for an additional facility directly adjacent to the R&D facility (the “Subleased facility”). The Subleased Facility consists of approximately 3,900 square feet and will provide the space needed as the Company launches its AgLAB products and continues its R&D efforts at ATI and BreathTech. The sublease commenced on December 1, 2022, and has a lease term of 29 months. The Company’s total contractual base rent obligation for the Subleased facility is approximately $156 thousand. The combined R&D facility and the Subleased facility are referred to as the “Donley facilities.”

 

9

 

Operating lease assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent its obligation to make lease payments arising from the lease. Operating lease assets and liabilities are recognized at the commencement date based on the present value of lease payments over the lease term. As the Company’s leases do not provide an implicit rate, the Company uses its incremental borrowing rate in determining the present value of lease payments. Significant judgement is required when determining the Company’s incremental borrowing rate. Lease expense for lease payments is recognized on a straight-line basis over the lease term. Total depreciation and amortization expense includes finance lease right-of-use asset amortization of $31 thousand for each of the three months ended December 31, 2024, and 2023, respectively. Total depreciation and amortization expense includes finance lease right-of-use asset amortization of $63 thousand and $72 thousand for each of the six months ended December 31, 2024, and 2023, respectively.  

 

The balance sheet presentation of the Company’s operating and finance leases is as follows:

 

(In thousands)

 

Classification on the Condensed Consolidated Balance Sheet

 

December 31, 2024

  

June 30, 2024

 

Assets:

          

Operating lease assets

 

Operating leases, right-of-use assets, net

 $48  $119 

Financing lease assets

 

Property and equipment, net

 $304   366 

Total lease assets

   $352  $485 
           

Liabilities:

          

Current:

          

Operating lease obligations

 

Lease liabilities, current

 $56  $138 

Financing lease obligations

 

Lease liabilities, current

  25   89 

Non-current:

          

Operating lease obligations

 

Lease liabilities, non-current

      

Financing lease obligations

 

Lease liabilities, non-current

  61   73 

Total lease liabilities

   $142  $300 

 

Future minimum lease payments as of  December 31, 2024, under non-cancellable leases are as follows (in thousands):

 

(In thousands)

            

For the Year Ended June 30,

 

Operating Leases

  

Financing Leases

  

Total

 

2025

 $57  $15  $72 

2026

     27   27 

2027

     27   27 

2028

     25   25 

2029

         

Thereafter

         

Total lease obligations

  57   94   151 

Less: imputed interest

  (1)  (8)  (9)

Present value of net minimum lease obligations

  56   86   142 

Less: lease liabilities - current

  (56)  (25)  (81)

Lease liabilities - non-current

 $  $61  $61 

 

Other information as of December 31, 2024, is as follows:

 

Weighted-average remaining lease term (years):

    

Operating leases

  0.3 

Financing leases

  2.4 

Weighted-average discount rate:

    

Operating leases

  6.1%

Financing leases

  6.1%

 

Cash payments for operating leases for the three months ended December 31, 2024, and 2023 were $43 thousand and $41 thousand, respectively. Cash payments for financing leases for the three months ended December 31, 2024, and 2023, were $33 thousand and $45 thousand respectively.

 

Cash payments for operating leases for the six months ended December 31, 2024, and 2023 were $85 thousand and $83 thousand, respectively. Cash payments for financing leases for the six months ended December 31, 2024, and 2023, were $79 thousand and $90 thousand respectively.

 

10

 
 

(4) Property and Equipment, net

 

As of December 31, 2024, and June 30, 2024, property and equipment, net consisted of the following, respectively: 

 

(In thousands)

 

December 31, 2024

  

June 30, 2024

 

Furniture, fixtures, equipment & leasehold improvements

 $3,924  $3,613 

Software

  984   881 

Capital improvements in progress

     1 

Gross property and equipment

  4,908   4,495 

Accumulated depreciation and amortization

  (2,148)  (1,732)

Property and equipment, net

 $2,760  $2,763 

 

Depreciation and amortization expense of property and equipment was $239 thousand and $152 thousand for the three months ended December 31, 2024, and 2023, respectively. Depreciation and amortization expense of property and equipment was $471 thousand and $301 thousand for the six months ended December 31, 2024, and 2023, respectively. Total depreciation and amortization expense includes finance lease right-of-use asset amortization of $63 thousand and $72 thousand for each of the six months ended December 31, 2024, and 2023, respectively.  

 

(5) Warranty Reserve

 

Astrotech offers its customers warranties on the products that it sells. These warranties typically provide for repairs and maintenance of the products if problems arise during a specified time period after original shipment. Concurrent with the sale of products, the Company records a provision for estimated warranty expenses with a corresponding increase in cost of goods sold. The Company periodically adjusts this provision based on historical experience and anticipated expenses. The Company charges actual expenses of repairs under warranty, including parts and labor, to this provision when incurred. The current obligation for warranty provision is included in accrued expenses and other liabilities in the condensed consolidated balance sheets. The warranty reserve balance was $201 thousand and $184 thousand of as  December 31, 2024, and June 30, 2024, respectively.

 

 

(6) Stockholders Equity

 

Preferred Stock

 

The Company has issued 280,898 shares of Series D convertible preferred stock (“Series D Preferred Shares”), all of which are issued and outstanding as of December 31, 2024. Series D Preferred Shares are convertible to common stock on a one-to-thirty basis. Series D Preferred Shares are not callable by the Company. The holder of the preferred stock is entitled to receive, and we shall pay, dividends on shares equal to and in the same form as dividends actually paid on shares of common stock when, and if, such dividends are paid on shares of common stock. No other dividends are paid on the preferred shares. Preferred shares have no voting rights. Upon liquidation, dissolution, or winding-up of the Company, whether voluntary or involuntary, the preferred shares have preference over common stock. The holder of Series D Preferred Shares has the option to convert said shares to common stock at the holder’s discretion.

 

Common Stock

 

The Company has issued 1,712,045 shares of common stock and has outstanding shares of common stock of 1,701,729 as of December 31, 2024. Treasury shares of 10,316 are the difference between issued and outstanding shares.

 

We did not issue common stock during the six months ended December 31, 2024.

 

11

 

Rights Plan

 

On December 21, 2022, the Company’s Board of Directors adopted a limited duration stockholder rights plan (the “Rights Plan”) initially expiring December 20, 2023 and declared a dividend of one preferred share purchase right for each outstanding share of common stock to stockholders of record on January 5, 2023 to purchase from the Company one one-thousandth of a share of Series A Junior Participating Preferred Stock, par value $0.001 per share, of the Company for an exercise price of $58.00 once the rights become exercisable, subject to the terms of and adjustment as provided in the related rights agreement.  

 

On December 18, 2023, the Company entered into Amendment No. 1 to Rights Agreement between the Company and Equiniti Trust Company, as Rights Agent (the "Rights Agent"), which extended the Final Expiration Date (as defined in the Rights Plan) to December 20, 2024, unless the Final Expiration Date is further extended by the Company or the rights subject to the Rights Plan are earlier redeemed or exchanged by the Company in accordance with the terms of the Rights Plan.  All other terms and conditions of the Rights Plan remain unchanged.

 

On December 12, 2024, the Company entered into Amendment No. 2 to the Rights Agreement between the Company and the Rights Agent (the “Amendment”), which extends the Final Expiration Date  to December 20, 2025, unless the Final Expiration Date is further extended by the Company or the rights subject to the Rights Plan  are earlier redeemed or exchanged by the Company in accordance with the terms of the Rights Plan. All other terms and conditions of the Rights Plan remain unchanged.

 

 

Warrants

 

A summary of the common stock warrant activity for the six months ended December 31, 2024, is presented below:

 

  

Number of Shares Underlying Warrants (In thousands)

  

Weighted Average Exercise Price

  

Aggregate Fair Market Value at Issuance (In thousands)

  

Weighted Average Remaining Contractual Term (Years)

 

Outstanding June 30, 2024

  80  $72.10  $3,747   1.60 

Warrants issued

            

Warrants exercised

            

Warrants expired

            

Outstanding December 31, 2024

  80  $72.10  $3,747   1.10 

 

 

(7) Net Loss per Share

 

Basic net loss per share is computed based on the weighted average number of shares of common stock outstanding during the period. Diluted net loss per share is computed based on the weighted average number of common shares outstanding plus the effect of potentially dilutive common shares outstanding during the period using the treasury stock method and the if-converted method. Potentially dilutive common shares include outstanding stock options and share-based awards.

 

The following table reconciles the numerators and denominators used in the computations of both basic and diluted net loss per share:

 

  

Three Months Ended

  

Six Months Ended

 
  

December 31,

  

December 31,

 

(In thousands, except per share data)

 

2024

  

2023

  

2024

  

2023

 

Numerator:

                

Net loss

 $(4,009) $(2,641) $(7,287) $(5,553)

Denominator:

                

Denominator for basic and diluted net loss per share — weighted average common stock outstanding

  1,638   1,631   1,634   1,631 

Basic and diluted net loss per common share:

                

Net loss per common share

 $(2.45) $(1.62) $(4.46) $(3.40)

 

12

 

All unvested restricted stock awards and convertible Series D preferred shares for the six months ended December 31, 2024, are not included in diluted net loss per share, as the impact to net loss per share would be anti-dilutive. Options to purchase 220,349 shares of common stock at exercise prices ranging from $6.99 to $175.50 per share outstanding as of December 31, 2024, were not included in diluted net loss per share, as the impact to net loss per share would be anti-dilutive.

 

(8) Revenue Recognition

 

Astrotech recognizes revenue employing the generally accepted revenue recognition methodologies described under the provisions of Accounting Standards Codification (“ASC”) Topic 606 “Revenue from Contracts with Customers” (“Topic 606”), which was adopted by the Company in fiscal year 2019. The methodology used is based on contract type and how products and services are provided. The guidelines of Topic 606 establish a five-step process to govern the recognition and reporting of revenue from contracts with customers. The five steps are: (i) identify the contract with a customer, (ii) identify the performance obligations within the contract, (iii) determine the transaction price, (iv) allocate the transaction price to the performance obligations within the contract, and (v) recognize revenue when or as the performance obligations are satisfied. Revenue was recognized at a point in time consistent with the guidelines in Topic 606. 

 

Contract Assets and Liabilities.

The Company enters into contracts to sell products and provide services, and it recognizes contract assets and liabilities that arise from these transactions. The Company recognizes revenue and corresponding accounts receivable according to Topic 606 and, at times, recognizes revenue in advance of the time when contracts give us the right to invoice a customer. The Company may also receive consideration, per the terms of a contract, from customers prior to transferring goods to the customer. The Company records customer deposits as deferred revenue. Additionally, the Company may receive payments, most typically for service and warranty contracts, at the onset of the contract and before services have been performed. In such instances, the Company records a deferred revenue liability. The Company recognizes these contract liabilities as sales after all revenue recognition criteria are met. 

 

Practical Expedients. In cases where the Company is responsible for shipping after the customer has obtained control of the goods, the Company has elected to treat the shipping activities as fulfillment activities rather than as a separate performance obligation. Additionally, the Company has elected to capitalize the cost to obtain a contract only if the period of amortization would be longer than one year. The Company only considers whether a customer agreement has a financing component if the period between transfer of goods and services and customer payment is greater than one year.

 

Product Sales. The Company recognizes revenue from sales of products upon shipment or delivery when control of the product transfers to the customer, depending on the terms of each sale, and when collection is probable. In the circumstance where terms of a product sale include subjective customer acceptance criteria, revenue is deferred until the Company has achieved the acceptance criteria unless the customer acceptance criteria are perfunctory or inconsequential. The Company generally offers customers payment terms of 60 days or less.

 

Freight.The Company records shipping and handling fees that it charges to its customers as revenue and related costs as cost of revenue.

 

Multiple Performance Obligations. Certain agreements with customers include the sale of equipment involving multiple elements in cases where obligations in a contract are distinct and thus require separation into multiple performance obligations, revenue recognition guidance requires that contract consideration be allocated to each distinct performance obligation based on its relative standalone selling price. The value allocated to each performance obligation is then recognized as revenue when the revenue recognition criteria for each distinct promise or bundle of promises has been met.

 

The standalone selling price for each performance obligation is an amount that depicts the amount of consideration to which the entity expects to be entitled in exchange for transferring the good or service. When there is only one performance obligation associated with a contract, the entire amount of consideration is attributed to that obligation. When a contract contains multiple performance obligations, the standalone selling price is first estimated using the observable price, which is generally a list price net of an applicable discount, or the price used to sell the good or service in similar circumstances. In circumstances when a selling price is not directly observable, the Company will estimate the standalone selling price using information available to it including its market assessment and expected cost, plus margin.

 

The timetable for fulfilment of each of the distinct performance obligations can range from completion in a short amount of time and entirely within a single reporting period to completion over several reporting periods. The timing of revenue recognition for each performance obligation may be dependent upon several milestones, including physical delivery of equipment, completion of site acceptance test, and in the case of after-market consumables and service deliverables, the passage of time.

 

13

 
 

(9) Fair Value Measurement

 

ASC Topic 820 “Fair Value Measurement” (“Topic 820”) defines fair value, establishes a market-based framework or hierarchy for measuring fair value, and expands disclosures about fair value measurements. Topic 820 is applicable whenever assets and liabilities are measured and included in the financial statements at fair value.  The fair value hierarchy established in Topic 820 prioritizes the inputs used in valuation techniques into three levels as follows:

 

Level 1 - Quoted prices in active markets for identical assets or liabilities.

 

Level 2 - Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

 

Level 3 - Unobservable inputs that are supported by little or no market activity and are significant to the fair value of the assets or liabilities.

 

The following tables present the carrying amounts, estimated fair values, and valuation input levels of certain financial instruments as of December 31, 2024, and  June 30, 2024:

 

  

December 31, 2024

 
  

Carrying

  

Fair Value Measured Using

  

Fair

 

(In thousands)

 

Amount

  

Level 1

  

Level 2

  

Level 3

  

Value

 

Available-for-Sale Investments

                    

Short-Term Investments

                    

Mutual Funds - Corporate & Government Debt

  14,457   14,457         14,457 

ETFs - Corporate & Government Debt

  7,074   7,074         7,074 

Total Available-for-Sale Investments

 $21,531  $21,531  $  $  $21,531 

 

  

June 30, 2024

 
  

Carrying

  

Fair Value Measured Using

  

Fair

 

(In thousands)

 

Amount

  

Level 1

  

Level 2

  

Level 3

  

Value

 

Available-for-Sale Investments

                    

Short-Term Investments

                    

Mutual Funds - Corporate & Government Debt

  14,426   14,426         14,426 

ETFs - Corporate & Government Debt

  7,048   7,048         7,048 

Total Available-for-Sale Investments

 $21,474  $21,474  $  $  $21,474 

 

The value of available-for-sale securities with Level 1 inputs is based on pricing from third-party pricing vendors, who use quoted prices in active markets for identical assets. The fair value measurements used for time deposits are considered Level 2 and use pricing from third-party pricing vendors who use quoted prices for identical or similar securities in both active and inactive markets.

 

 The carrying amounts reported in the condensed consolidated balance sheets for cash and cash equivalents, short-term investments, accounts receivable, accounts payable, and accrued expenses and other liabilities at fair value or cost, which approximates fair value because of the short period of time between the origination of such instruments and their expected realization and their current market rates of interest.  

 

As of the unaudited condensed consolidated balance sheets date, certain investment securities are required to be recorded at fair value with the change in fair value during the period being recorded as an unrealized gain or loss. 

 

14

 
 

(10) Business Risk and Credit Risk Concentration Involving Cash

 

The Company had one customer that materially comprised all the Company's revenue for the three and six months ended December 31, 2024.  For the three and six months ended December 31, 2023, the Company had two customers that materially comprised all the Company's revenue. 

 

The Company maintains funds in bank accounts that may exceed the limit insured by the Federal Deposit Insurance Corporation (the "FDIC"). The risk of loss attributable to these uninsured balances is mitigated by depositing funds in what the Company believes to be high credit quality financial institutions. The Company has not experienced any losses in such accounts.

 

(11) Stock-Based Compensation

 

We have granted equity incentives to employees and directors in the form of stock options and restricted stock awards. The total stock-based compensation expense for all equity incentives was $261 thousand and $473 thousand for the three months ended December 31, 2024, and December 31, 2023, respectively. The total stock-based compensation expense for all equity incentives was $477 thousand and $837 thousand for the six months ended December 31, 2024, and December 31, 2023, respectively.

 

Stock Options

 

The Company’s stock option activity for the six months ended December 31, 2024, is as follows:

 

  Shares  

Weighted Average Exercise Price

 

Outstanding at June 30, 2024

  156,628  $14.18 

Granted

  71,210   10.81 

Exercised

      

Canceled or expired

  (7,489)  9.69 

Outstanding at December 31, 2024

  220,349  $13.24 

 

The aggregate intrinsic value was $0 for all of options exercisable and for all unvested options at December 31, 2024, because the fair value of the Company’s common stock was less than the exercise prices of these options.

 

The table below details the Company’s stock options outstanding as of December 31, 2024:

 

Range of exercise prices

  Number Outstanding  Options Outstanding Weighted-Average Remaining Contractual Life (Years)  Weighted-Average Exercise Price  Number Exercisable  Options Exercisable Weighted-Average Exercise Price 
$6.99 - 19.20   217,724   8.85  $11.57   55,778  $13.34 
$55.50 - 84.90   418   3.86   61.52   418   61.52 
$159.00 - 175.50   2,207   2.35   168.97   2,207   168.97 
$6.99 - 175.50   220,349   8.78  $13.24   58,403  $19.57 

 

15

 

Compensation costs recognized related to stock option awards were $200 thousand and $148 thousand for each of the three months ended December 31, 2024, and 2023, respectively. Compensation costs recognized related to stock option awards were $355 thousand and $204 thousand for each of the six months ended December 31, 2024, and 2023, respectively. The remaining stock-based compensation expense of $1.2 million related to stock options will be recognized over a weighted-average period of 2.13 years.

 

Restricted Stock

 

The Company’s restricted stock activity for the six months ended December 31, 2024, is as follows:

 

   Shares  Weighted Average Grant Date Fair Value 

Outstanding at June 30, 2024

  43,773  $15.36 

Granted

      

Vested

  (6,668)  10.10 

Canceled or expired

      

Outstanding at December 31, 2024

  37,105  $16.30 

 

Stock compensation expenses related to restricted stock were $61 thousand and $325 thousand for the three months ended December 31, 2024, and 2023, respectively. Stock compensation expenses related to restricted stock were $122 thousand and $633 thousand for the six months ended December 31, 2024, and 2023, respectively.  The remaining stock-based compensation expense of $429 thousand related to restricted stock awards granted will be recognized over a weighted-average period of 2.06 years.

 

(12) Income Taxes

 

The Company accounts for income taxes under the asset and liability method. Deferred tax assets and liabilities are recognized for the expected tax consequences of temporary differences between the tax bases of assets and liabilities and their reported amounts. Valuation allowances are established, when necessary, to reduce deferred tax assets to amounts that are more likely than not to be realized. As of December 31, 2024, the Company has a valuation allowance against all of its net deferred tax assets.

 

For the six months ended December 31, 2024, and 2023, the Company incurred pre-tax losses in the amount of $7.3 million and $5.5 million, respectively. The total effective tax rate was approximately 0% for six months ended December 31, 2024, and 2023.

 

For each of the six months ended December 31, 2024, and 2023, the Company’s effective tax rate differed from the federal statutory rate of 21%, primarily due to the valuation allowance placed against its net deferred tax assets. 

 

The Inflation Reduction Act and the Chips and Science Act were enacted in August 2022.  There is no material impact to the Company from these new tax laws.

 

FASB ASC 740, “Income Taxes” addresses the accounting for uncertainty in income tax recognized in an entity’s financial statements and prescribes a recognition threshold and measurement attribute for financial statement disclosure of tax positions taken or expected to be taken on a tax return. The Company currently has approximately $593 thousand of uncertain tax positions as of December 31, 2024, all of which are accounted as contra-deferred tax assets. The Company does not expect any significant changes to its uncertain tax positions in the coming 12 months.

 

Loss carryovers are generally subject to modification by tax authorities until three years after they have been utilized; as such, the Company is subject to examination for the fiscal years ended 2001 through present for federal purposes and fiscal years ended 2006 through present for state purposes.

 

16

 
 

(13) Commitments and Contingencies

 

The Company is not subject to any litigation at the present time.

 

From time to time, the Company is subject to legal and administrative proceedings, settlements, investigations, claims and actions. The Company’s assessment of the likely outcome of litigation matters is based on its judgment of several of factors including experience with similar matters, history, precedents, relevant financial and other evidence and facts specific to the matter. Notwithstanding the uncertainty as to the outcome, based upon the information currently available, management does not believe any matters, individually or in aggregate, will have a material adverse effect on the Company’s financial position or results of operations.

 

The Company establishes reserves for the estimated losses on specific contingent liabilities, for regulatory and legal actions where the Company deems a loss to be probable and the amount of the loss can be reasonably estimated. In other instances, the Company is not able to make a reasonable estimate of liability because of the uncertainties related to the outcome or the amount or range of potential loss.

 

However, we cannot predict the outcome or effect of any of the potential litigation, claims or disputes. 

 

(14) Subsequent Events

 

On January 7, 2025, Jaime Hinojosa informed the “Company of his resignation from the positions of Chief Financial Officer, Treasurer and Secretary, effective February 14, 2025. Mr. Hinojosa’s resignation is not in connection with any disagreement with the Company on any matter relating to the Company’s operations, policies, or practices. The Company entered into a consulting agreement with Mr. Hinojosa on January 21, 2025, effective February 15, 2025, pursuant to which he will provide transition services to the Company on an as needed basis beginning on February 15, 2025 and terminating on June 30, 2025, unless extended.

 

On January 14, 2025, the Company appointed Ryan Polk as interim Chief Financial Officer, Treasurer and Secretary of the Company, effective as of February 14, 2025.

 

On January 14, 2025, our wholly owned subsidiary, 1st Detect Corporation, issued a press release announcing that it has been awarded research and development contract 70RSAT24CB0000015 with the U.S. Department of Homeland Security (“DHS”) to research, develop and mature the TRACER 1000 for DHS next generation explosives trace detection.

 

On January 20, 2025, we entered into an extension of the Donley facilities effective May 1, 2025 and terminating June 30, 2025 with an option to continue the lease on a month-to-month basis. We intend to exit the Donley facilities at the end of the initial term. The monthly rent for the Donley facilities is $14,186 during the initial term.

 

On January 23, 2025, we announced that 1st Detect received a purchase order for its TRACER 1000™ explosive trace detectors (ETDs) from Intuitive Research and Technology Corporation a TSA contractor. The purchase order is valued at $429 thousand and should be recognized as revenue during fiscal year 2025.

 

On January 29, 2025, we entered into a new lease agreement for a facility of approximately 17,628 square feet in Austin, Texas (the “Metric facility”). The Metric facility is intended to support and encompass all Austin based functions during the initial term, beginning  August 31, 2025. Our total contractual base rent obligation for the Metric facility is approximately $3.2 million. Our first lease payment will be for  August 2025 and the financial impact of the Metric facility lease will be reflected in our balance sheet on our Quarterly Report on Form 10-Q for the period ended September 30, 2025.

 

17

 
 

FORWARD-LOOKING STATEMENTS

 

This Quarterly Report on Form 10-Q contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All statements other than statements of historical fact are forward-looking statements for purposes of federal and state securities laws. Forward-looking statements may include the words “may,” “will,” “plans,” “believes,” “estimates,” “expects,” “intends,” and other similar expressions. Such statements are subject to risks and uncertainties that could cause our actual results to differ materially from those projected in the statements. Such risks and uncertainties include, but are not limited to:

 

 

The adverse impact of recent inflationary pressures, including significant increases in fuel costs, global economic conditions and events related to these conditions, including the ongoing wars in Ukraine and the middle east region, and the COVID-19 pandemic;

 

 

Our ability to successfully pursue our business plan and execute our strategy, including our collaboration with Cleveland Clinic;

 

 

The effect of economic and political conditions in the United States or other nations that could impact our ability to sell our products and services or gain customers;

 

 

Product demand and market acceptance risks, including our ability to develop and sell products and services to be used by governmental or commercial customers;

 

 

The impact of trade barriers imposed by the U.S. government, such as import/export duties and restrictions, tariffs and quotas, and potential corresponding actions by other countries in which we conduct our business;

 

 

Technological difficulties and potential legal claims arising from any technological difficulties;

 

 

The risks related to the availability of, and cost inflation in, supply chain inputs, including labor, raw materials, commodities, packaging, and transportation;

 

 

Uncertainty in government funding and support for key programs, grant opportunities, or procurements;

 

 

The impact of competition on our ability to win new contracts;

 

 

Our ability to meet technological development milestones and overcome development challenges; and

 

 

Our ability to successfully identify, complete and integrate acquisitions.

 

While we do not intend to directly harvest, manufacture, distribute or sell cannabis or cannabis products, we may be detrimentally affected by a change in enforcement by federal or state governments and we may be subject to additional risks in connection with the evolving regulatory area and associated uncertainties. Any such effects may give rise to risks and uncertainties that are currently unknown or amplify others identified herein.

 

These forward-looking statements are based on management’s current expectations. These statements are neither promises nor guarantees, but involve known and unknown risks, uncertainties, and other important factors that may cause our actual results, performance, or achievements to be materially different from any future results, performance, or achievements expressed or implied by the forward-looking statements. 

  

 

Although we believe that the assumptions underlying our forward-looking statements are reasonable, any of the assumptions could be inaccurate; therefore, we cannot assure you that the forward-looking statements included in this Quarterly Report on Form 10-Q will prove to be accurate. In light of the significant uncertainties inherent in our forward-looking statements, the inclusion of such information should not be regarded as a representation by us or any other person that our objectives and plans will be achieved. Some of these and other risks and uncertainties that could cause actual results to differ materially from such forward-looking statements are more fully described in our 2024 Annual Report on Form 10-K (“Form 10-K”), elsewhere in this Quarterly Report on Form 10-Q , or those discussed in other documents we filed with the SEC. Except as may be required by applicable law, we undertake no obligation to publicly update or advise of any change in any forward-looking statement, whether as a result of new information, future events, or otherwise. In making these statements, we disclaim any obligation to address or update each factor in future filings with the Securities and Exchange Commission (“SEC”) or communications regarding our business or results, and we do not undertake to address how any of these factors may have caused changes to discussions or information contained in previous filings or communications. In addition, any of the matters discussed above may have affected our past results and may affect future results, so that our actual results may differ materially from those expressed in this Quarterly Report on Form 10-Q and in prior or subsequent communications. 

 

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

The following information should be read in conjunction with the unaudited condensed consolidated financial statements and the accompanying notes included in Part I, Item 1 of this Report.

 

Business Overview

 

The terms “Astrotech”, “the Company”, “we”, “us”, or “our” refer to Astrotech Corporation (Nasdaq: ASTC), a Delaware corporation organized in 1984. Our use of “products” and “devices” refer to the TRACER 1000™, BreathTest-1000™, AGLAB 1000™, and Pro-Control 1000™ along with related accessories and consumables. 

  

Our mission is to expand access to mass spectrometry (“MS”) and its use through the deployment of devices designed specifically for the appropriate levels of precision required in high-volume, real-time testing environments such as airports, border checkpoints, cargo hubs, infrastructure security, correctional facilities, military bases, law enforcement centers, and industrial locations. We achieve our mission through simplifying the user interface, automating the complicated calibration process, ruggedizing the critical components to endure MS field work, and enabling multiple configurations for sample intake options. 

  

We are commercializing the Astrotech Mass Spectrometer Technology™ platform (“AMS Technology”) through application specific, wholly owned subsidiaries. 

 

Astrotech Technologies, Inc. 

  

ATI owns and licenses the AMS Technology, the platform MS technology originally developed by 1st Detect. The AMS Technology has been designed to be inexpensive, smaller, and easier to use when compared to traditional mass spectrometers. Unlike other technologies, the AMS Technology works under ultra-high vacuum, which eliminates competing molecules, yielding higher resolution and fewer false alarms. The intellectual property includes 16 patents granted along with extensive trade secrets. With several diverse market opportunities for the core technology, ATI is structured to license the intellectual property for different fields of use. ATI currently licenses the AMS Technology to four wholly owned subsidiaries of Astrotech on an exclusive basis, including to 1st Detect for use in security and detection applications, to AgLAB for use in the agriculture application, to BreathTech for use in breath analysis applications, and to Pro-Control for use in production applications. 

 

1st Detect Corporation 

  

1st Detect, a licensee of ATI for security and detection applications, has developed the TRACER 1000™, the world’s first MS based ETD certified by the ECAC and approved by TSA for air cargo. The TRACER 1000 was designed to outperform the ETDs currently used at airports, cargo and other secured facilities, and borders worldwide. The Company believes that ETD customers are unsatisfied with the currently deployed ETD technology, which is driven by ion mobility spectrometry (“IMS”). The Company further believes that some IMS-based ETDs have issues with false positives, as they often misidentify personal care products and other common household chemicals as explosives, causing facility shutdowns, unnecessary delays, frustration, and significant wasted security resources. In addition, there are hundreds of different types of explosives, but IMS-based ETDs have a very limited threat detection library reserved only for those few explosives of largest concern. Adding additional compounds to the detection library of an IMS-based ETD fundamentally reduces the instrument’s performance, further increasing the likelihood of false alarms. In contrast, adding additional compounds to the TRACER 1000’s detection library does not degrade its detection capabilities, as it has a virtually unlimited and easily expandable threat library. 

  

We obtained European Civil Aviation Conference (“ECAC”) certification in 2019 which allows us to sell the TRACER 1000 to airport and cargo security customers in the European Union and certain other countries. The Company is currently selling the TRACER 1000 to customers who accept ECAC certification.  As of December 31, 2024, the Company has deployed the TRACER 1000 in approximately 30 locations in 14 countries throughout Europe and Asia. 

 

In June of 2024, the TSA approved 1st Detect’s TRACER 1000 for the Air Cargo Security Technology List, which advanced the TRACER 1000 to Stage II testing and permits air cargo companies in the United States to use our equipment in their operations. During Stage II testing, the Company is conducting field trials with the TSA. If field trials are successful, the TRACER 1000 will be added to the "qualified" list.

 

The Company has also started the process to pass TSA checkpoint testing. This process involves Developmental Test and Evaluation in which the Transportation Security Laboratory ("TSL") will test the TRACER 1000 and work with 1st Detect to ensure its readiness to enter certification testing. The certification test is then completed by the Independent Test & Evaluation department of TSL. As of the fiscal year 2023 budget the government had over 6,000 ETD units at checkpoint and baggage screening points for which we believe that the TSA would benefit from utilizing our AMS Technology. 

  

In May 2023, we successfully delivered a purchase order for 14 ETDs from a Romania-based company focused on research and innovation in the security and telecommunications space.   During the second fiscal quarter of 2024, we delivered a purchase order for seven of our TRACER 1000 explosives trace detectors for an airport security checkpoint, which were deployed in an airport in Romania.  

  

We are currently accepting orders for the TRACER 1000 ETD and NTD which are listed in the U.S. General Services Administration ("GSA") IT Schedule 70 under Contract No. GS-35F-250GA with SRI Group LLC, Special Item Number 334290 in April 2024. The TRACER 1000 ETD and NTD are high-performance laboratory instruments capable of rapid detection of trace levels of explosive and narcotic compounds in seconds. The TRACER 1000 ETD and NTD both provide a ruggedized platform that can be applied across various markets including airports, border security, checkpoint, cargo, and infrastructure security, correctional facilities, military, and law enforcement.  

  

IT Schedule 70 is a long-term contract issued by the GSA to commercial technology vendors that allows sales to the U.S. federal government, one of the largest buyers of goods and services in the world.  

 

On January 14, 2025, our wholly owned subsidiary, 1st Detect Corporation, issued a press release announcing that it has been awarded research and development contract 70RSAT24CB0000015 with the U.S. Department of Homeland Security (“DHS”) to research, develop and mature the TRACER 1000 for DHS next generation explosives trace detection.

.

On January 23, 2025, we announced that 1st Detect received a purchase order for its TRACER 1000™ explosive trace detectors (ETDs) from Intuitive Research and Technology Corporation a TSA contractor. The purchase order is valued at $429 thousand and should be recognized as revenue during fiscal year 2025.

 

We continue to showcase the TRACER 1000 NTD and ETD at the trade events in the U.S. 

 

 

AgLAB Inc. 

  

AgLAB, an exclusive licensee of ATI for the use in the agriculture industry to analyze complex chemical compounds found in organic plant material and extracts, has developed the AgLAB 1000™ series of mass spectrometers for use in the hemp and cannabis markets with the initial focus on optimizing yields in the distillation process. The AgLAB product line is a derivative of the Company’s core AMS Technology. AgLAB continues to conduct field trials demonstrating that the AgLAB 1000-D2™ can be used in the distillation process to significantly improve the yields of tetrahydrocannabinol (“THC”) and cannabidiol (“CBD”) oil during distillation. The AgLAB 1000-D2™ uses the Maximum Value Process solution (“MVP”) to analyze samples in real-time and assist the equipment operator determining the ideal settings required to maximize yields.    

 

Production and processing of hemp and cannabis is a huge, worldwide industry. In the U.S., for example, the wholesale value of the cannabis crop from just the U.S. states permitting adult-use and medical cannabis exceeds $6 billion annually. We believe growth in the U.S. and in the worldwide market is likely fed in part by the growing acceptance of medicinal cannabis products and anticipated legislative changes in various jurisdictions worldwide. We also believe this growth is due in part to the passage of the 2018 Farm Bill, which legalized hemp production in the U.S. 

  

As the CBD and hemp market continues to grow, there has been an influx of new companies entering the CBD and THC supply chains, ranging from large corporations to small startups. These companies comprise AgLAB’s target market. The competition within the supply chain is fierce, with companies investing heavily in research and development to create innovative products and differentiate themselves from their competitors. However, the market remains highly fragmented, with many products of varying quality and efficacy, making it challenging for consumers to navigate. Overall, the CBD and hemp market in the U.S. is a rapidly growing industry with significant potential for continued expansion. As more research is conducted and regulations are established, we believe it is likely that the market will become more standardized and regulated, leading to increased consumer confidence and demand. Stakeholders in the industry are likely to face challenges as it matures, including increased competition and potential regulatory hurdles. 

 

Management believes the AgLAB 1000-D2™ will deliver a compelling combination of cost and time savings while enhancing product quality and quantity for distillation processors of hemp and cannabis. The use of the AgLAB 1000-D2™ should reduce waste from current distillation practices and result in a significantly improved product. Due in large part to the Company’s proprietary technology, the Company believes it is the only provider of a mass spectrometry system that gives it a distinct advantage in the industry. Sales efforts for the AgLAB 1000-D2 are currently underway.  

  

AgLAB announced the presentation of the AgLAB Maximum Value Processing at MJBizCon.  The AgLAB MVP is an innovative process control system proven to increase the potency of ending-weight yields and increase revenue.  The AgLAB MVP process provides real-time data, allowing distillers to adjust parameters to optimize the quality and quantity of each batch of oil.  During our field trials of the AgLAB MVP, we were able to improve ending-weights yields by 20% or more. We believe these ongoing field trials demonstrate the solution can be a valuable tool for cannabis and hemp oil processors worldwide. 

  

On June 13, 2024, AgLAB and SC Laboratories (“SC Labs”) entered into a master lease agreement providing for the joint marketing of the AgLAB 1000-D2™ mass spectrometer and the AgLAB Maximum Value Process™ testing method to SC Labs’ clients. 

   

BreathTech Corporation 

  

BreathTech, an exclusive licensee of ATI for use in breath analysis applications, is developing the BreathTest-1000™, a breath analysis tool to screen for VOC metabolites found in a person’s breath that could indicate they may have compromised condition including but not limited to a bacterial or viral infection.

 

In October 2020, we entered into a Joint Development Agreement with The Cleveland Clinic Foundation (“CCF JDA”) to develop a rapid breath test for coronavirus infection or related indicators using BreathTech’s license for the AMS Technology and collection of data through a clinical study. Amendments to the CCF JDA extended the expiration date to April 30, 2025.

 

In conjunction with the CCF JDA, BreathTech entered into an Investigator-Initiated Study Agreement with The Cleveland Clinic Foundation (“CCF IISA”), effective March 31, 2021, to expand the application of breath analysis by collecting and studying the gaseous portion of exhaled breath for markers of lung and systemic diseases. The pilot study concluded and the CCF IISA terminated in accordance with its terms on February 7, 2025. We believe additional studies will be required to continue exploration of technologies which may provide non-invasive methods of monitoring and studying lung and systemic diseases

 

 

While the CCF JDA remains active, we believe the work to commercialize this application of the AMS Technology will require many years and significant investment due to regulatory requirements and have determined to deploy capital instead to our other subsidiaries. We are also exploring how the advancements and knowledge derived from our research on the BreathTech use case can be applied in our other existing and potential new business units.

 

Pro-Control, Inc. 

  

On December 12, 2023, we announced the formation of our new wholly owned subsidiary, Pro-Control, and ATI’s entry into an exclusive license with Pro-Control to utilize our AMS Technology for industrial process control applications involving chemical distillation outside of the agriculture industry. Pro-Control uses advanced mass spectrometer instrumentation to monitor and control the production and operations of manufacturing processes using real-time, in-process samples. Pro-Control provides the vital spectral qualitative and quantitative data needed to control the production parameters (temperatures, flow, speed, and pressure) while significantly improving efficiency. 

  

Pro-Control has introduced its proprietary Pro-Control Maximum Value Processing and the Pro-Control 1000-D2™ mass spectrometer, which in combination are designed to test, measure and increase reaction intermediates, purity and percent yields in industrial processes.  

 

Critical Accounting Estimates

 

The discussion and analysis of our financial condition and results of operations are based upon our consolidated financial statements, which have been prepared in accordance with United States Generally Accepted Accounting Principles (“U.S. GAAP”). The preparation of these financial statements requires us to make estimates and judgments that directly affect the reported amounts of assets, liabilities, revenues, expenses, and related disclosure of contingent assets and liabilities in the Company’s consolidated financial statements and accompanying notes. A critical accounting estimate is one that involves a significant level of estimation uncertainty and have had or are reasonably likely to have a material impact on our financial condition or results of operations. We base our estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Management continuously evaluates its critical accounting policies and estimates, including those used in evaluating the recoverability of long-lived assets, recognition of revenue, valuation of inventory, and the recognition and measurement of loss contingencies, if any. Actual results may differ from these estimates under different assumptions or conditions.  We believe that the following accounting policies require us to make significant judgments and estimates in the preparation of our consolidated financial statements.

 

Results of Operations

 

Three months ended December 31, 2024, compared to three months ended December 31, 2023:

 

Selected consolidated financial data for the quarters ended December 31, 2024, and 2023 is as follows:

 

   

Three Months Ended December 31,

 

(In thousands)

 

2024

   

2023

 

Revenue

  $ 261     $ 1,115  

Cost of revenue

    106       583  

Gross profit

    155       532  

Gross margin

    59 %     48 %

Operating expenses:

               

Selling, general and administrative

    2,039       2,022  

Research and development

    2,437       1,578  

Total operating expenses

    4,476       3,600  

Loss from operations

    (4,321 )     (3,068 )

Other income and expense, net

    312       427  

Net loss

  $ (4,009 )   $ (2,641 )

 

 

Revenue – Total revenue decreased by $854 thousand during the second quarter of fiscal year 2025, compared to the second quarter of fiscal year 2024. In the second quarter of fiscal year 2025 revenue was related to sales of our TRACER 1000, a government grant and ongoing consumable and recurring maintenance services of the TRACER 1000. In the second quarter of fiscal year 2024, revenue was related to the sales of our TRACER 1000 along with ongoing consumable and recurring maintenance services of the TRACER 1000. The decrease in revenue is the result of selling fewer devices during the second quarter of fiscal year 2025 than sold in the second quarter of fiscal year 2024.

 

Cost of Revenue – Gross profit is comprised of revenue less cost of revenue. Our costs of revenue include materials, overhead, warranty expenses, shipping, and labor. Cost of revenue decreased by $477 thousand during the second quarter of fiscal year 2025, compared to the second quarter of fiscal year 2024, because of the decrease in device sales. Gross margin increased by 11% in the second quarter of fiscal year 2025, compared to the second quarter of fiscal year 2024. The device sales in fiscal year 2025 had a higher margin compared to the device sales in fiscal year 2024 which resulted in an increase in gross margin. In addition, grant revenue had a minimal cost of revenue and lower costs of revenue due to a sales mix.  These factors resulted in an increase in gross margin.

 

Operating Expenses – Operating expenses increased $876 thousand, or 24.3%, during the second quarter of fiscal year 2025, compared to the second quarter of fiscal year 2024. Significant changes to operating expenses include the following:

 

 

Selling, general and administrative expenses remained consistent during the second quarter of fiscal year 2025, compared to the second quarter of fiscal year 2024.

 

 

Research and development expenses increased $859 thousand, or 54.4%, during the second quarter of fiscal year 2025, compared to the second quarter of fiscal year 2024, largely driven by increased spending on contractors and employees to support the development of our mass spectrometry offering and expenses related to cross-platform improvements to our technology.

 

Other Income and Expense, net – Other income and expense, net decreased $115 thousand during the second quarter of fiscal year 2025, compared to the second quarter of fiscal year 2024, due to less investments earning interest income.

 

Six months ended December 31, 2024, compared to six months ended December 31, 2023:

 

Selected consolidated financial data for the six months ended December 31, 2024, and 2023 is as follows:

 

   

Six Months Ended December 31,

 

(In thousands)

 

2024

   

2023

 

Revenue

  $ 295     $ 1,540  

Cost of revenue

    131       825  

Gross profit

    164       715  

Gross margin

    56 %     46 %

Operating expenses:

               

Selling, general and administrative

    3,727       3,668  

Research and development

    4,386       3,450  

Total operating expenses

    8,113       7,118  

Loss from operations

    (7,949 )     (6,403 )

Other income and expense, net

    662       850  

Net loss

  $ (7,287 )   $ (5,553 )

 

Revenue – Total revenue decreased by $1.2 million during the six months ended December 31, 2024, compared to the six months ended December 31, 2023. In the six months ended December 31, 2024, revenue was related to sales of our TRACER 1000, a government grant and ongoing consumable and recurring maintenance services of the TRACER 1000. In the six months ended December 31, 2023, revenue was related to the sales of our TRACER 1000 along with ongoing consumable and recurring maintenance services of the TRACER 1000. The decrease in revenue is the result of selling fewer devices during fiscal year 2025 compared to fiscal year 2024.

 

 

Cost of Revenue – Gross profit is comprised of revenue less cost of revenue. Our costs of revenue include materials, overhead, warranty expenses, shipping, and labor. Cost of revenue decreased by $694 thousand during six months ended December 31, 2024, compared to the six months ended December 31, 2023, because of the decrease in device sales. Gross margin increased by 10% in the during six months ended December 31, 2024, compared to the six months ended December 31, 2023. The device sales in fiscal year 2025 had a higher margin compared to the device sales in fiscal year 2024.  In addition, grant revenue had a minimal cost of revenue and lower costs of revenue due to a sales mix.  These factors resulted in an increase in gross margin.

 

Operating Expenses – Operating expenses increased $1 million, or 14.0%, during the six months ended December 31, 2024, compared to the six months ended December 31, 2023. Significant changes to operating expenses include the following:

 

 

Selling, general and administrative expenses remained consistent during the six months ended December 31, 2024, compared to the six months ended December 31, 2023.

 

 

Research and development expenses increased $936 thousand, or 27.1%, during the six months ended December 31, 2024, compared to the six months ended December 31, 2023, largely driven by increases in contractors personnel count to support the development of our mass spectrometry offering and expenses related to cross-platform improvements to our technology.

 

Other Income and Expense, net – Other income and expense, net decreased $188 thousand during the six months ended December 31, 2024, compared to the six months ended December 31, 2023, due to less investments earning interest income.

 

 

Liquidity and Capital Resources

 

Cash Flows

 

The following is a summary of the change in our cash and cash equivalents:

 

   

Six Months Ended December 31,

 

(In thousands)

 

2024

   

2023

   

Change

 

Change in cash and cash equivalents:

                       

Net cash used in operating activities

  $ (6,730 )   $ (4,850 )   $ (1,880 )

Net cash used in investing activities

    (472 )     1,828       (2,300 )

Net cash used in financing activities

    (79 )     (90 )     11  

Net change in cash and cash equivalents

  $ (7,281 )   $ (3,112 )   $ (4,169 )

 

Cash and Cash Equivalents

 

As of December 31, 2024, we held cash and cash equivalents of $3.2 million, and our working capital was approximately $25.5 million. As of June 30, 2024, we had cash and cash equivalents of $10.4 million, and our working capital was approximately $32.2 million. Cash and cash equivalents decreased $7.2 million as of December 31, 2024, compared to June 30, 2024, due to funding our continuing operating expenses.

 

Operating Activities

 

Cash used in operating activities increased $1.9 million for the six months ended December 31, 2024, compared to the six months ended December 31, 2023, due to increased use of cash to fund operating losses and working capital.

 

Investing Activities

 

Cash used in investing activities increased $2.3 million for the six months ended December 31, 2024, compared to the six months ended December 31, 2023, due primarily to not selling short-term time deposit investments. 

 

Financing Activities

 

Cash used in financing activities was slightly lower for the six months ended December 31, 2024, compared to the six months ended December 31, 2023. 

 

We did not have any material off-balance sheet arrangements as of December 31, 2024.

 

 

Liquidity

 

There have been no material updates to our expectations for our short- and long-term liquidity and operating capital requirements since our Annual Report on Form 10-K for the year ended June 30, 2024.  

 

Income Taxes

 

Provision for Income Tax

 

The Company’s effective tax rate is 0% for income tax for the six months ended December 31, 2024, and the Company expects that its effective tax rate for the full fiscal year 2025 will be 0%.  Based on the weight of available evidence, including net cumulative losses and expected future losses, the Company has determined that it is more likely than not that its U.S. federal and state deferred tax assets will not be realized and therefore a full valuation allowance has been provided on the U.S. federal and state net deferred tax assets.

 

In general, if the Company experiences a greater than 50 percentage point aggregate change in ownership over a three-year period (a Section 382 ownership change), utilization of its pre-change net operating loss (NOL)  carryforwards are subject to an annual limitation under Section 382 of the Internal Revenue Code. Generally, U.S. state laws have laws similar to Internal Revenue Code Section 382. The annual limitation generally is determined by multiplying the value of the Company’s stock at the time of such ownership change (subject to certain adjustments) by the applicable long-term tax-exempt rate. Such limitations may result in expiration of a portion of the NOL carryforward before utilization.

 

The Company files U.S. federal and state income tax returns.  The Company is not currently subject to any income tax examinations. The Company has net operating loss carryovers dating back to the June 2002 year, which generally allows all tax years to remain open to income tax examinations for all years for which there are loss carryforwards.

 

Uncertain Tax Positions

 

The Company recognizes the financial statement effects of a tax position when it becomes more likely than not, based upon the technical merits, that the position will be sustained upon examination. The Company currently has approximately $593 thousand of uncertain tax positions as of December 31, 2024, all of which are accounted as contra-deferred tax assets. The Company does not expect any significant changes to its uncertain tax positions in the coming 12 months.


 Income Taxes

 

There is a $1 thousand provision for state minimum tax expense during the six months ended December 31, 2024. There was $2 thousand provision for state minimum tax expense during the six months ended December 31, 2023.   

 

 ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

 

Not applicable to smaller reporting companies.

 

 

ITEM 4.  CONTROLS AND PROCEDURES

 

Disclosure Controls and Procedures

 

We maintain disclosure controls and procedures that are designed to provide reasonable assurance that information required to be disclosed by us in the reports we file or submit under the Exchange Act, is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including the Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure. In designing and evaluating our disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management was required to apply its judgment in evaluating and implementing possible controls and procedures. Management, including our principal executive officer and principal financial officer, has evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of the end of the period covered by this Quarterly Report on Form 10-Q. Based on this evaluation, our principal executive officer and principal financial officer have concluded that the Company’s disclosure controls and procedures were effective as of December 31, 2024, at the reasonable assurance level.

 

Changes in Internal Controls over Financial Reporting

 

There have been no changes in our internal controls over financial reporting that occurred during our last fiscal quarter ended December 31, 2024, that materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting.

 

 

PART II: OTHER INFORMATION

 

ITEM 1.  LEGAL PROCEEDINGS

 

From time to time, the Company is subject to legal and administrative proceedings, settlements, investigations, claims and actions. The Company’s assessment of the likely outcome of litigation matters is based on its judgment of a number of factors including experience with similar matters, past history, precedents, relevant financial and other evidence and facts specific to the matter. Notwithstanding the uncertainty as to the final outcome, based upon the information currently available, management does not believe any matters, individually or in aggregate, will have a material adverse effect on the Company’s financial position or results of operations.

 

ITEM 1A. RISK FACTORS

 

Our business, financial condition, results of operations, and cash flows may be impacted by a number of factors, many of which are beyond our control, including those set forth in our Form 10-K and our Form 10-Qs, the occurrence of any one of which could have a material adverse effect on our actual results.

 

Except as set forth below, there have been no material changes to the risk factors and other cautionary statements described under the heading “Item 1A Risk Factors” included in our Form 10-K for the fiscal year ended June 30, 2024.

 

Our manufacturing operations are dependent upon third party suppliers, including single source suppliers, making us vulnerable to external factors such as trade restrictions, supply shortages and price fluctuations, which could harm our business.

 

We are subject to the risks inherent in the manufacturing of our products, including industrial accidents, environmental events, strikes and other labor disputes, capacity constraints, as well as tariffs and other trade restrictions, global shortages, disruptions in supply chain and loss or impairment of key suppliers, as well as natural disasters and other external factors over which we have no control. Our products contain several critical components, including certain electrical components such as specialized cables and specialized pumps. Some of the suppliers of critical components or materials are single source suppliers. Although we believe there are suitable alternative suppliers for these components, the replacement of existing suppliers or the identification and qualification of suitable second sources may require significant time, effort and expense, and could result in delays in production, which could negatively impact our business operations and revenue. We do not have supply agreements with certain suppliers of these critical components and materials beyond purchase orders and, although we maintain a safety stock inventory for certain critical components, forecasted amounts may be inaccurate and we may experience shortages as a result of serious supply problems with these suppliers. Additionally, the U.S. has recently enacted and proposed to enact significant new tariffs on certain goods or countries, and may have new or retaliatory tariffs imposed on the U.S., which could increase the cost of raw materials and components we purchase. There can be no assurance that our supply of components will not be limited, interrupted, or of satisfactory quality or continue to be available at acceptable prices. In addition, loss of any critical component provided by a single source supplier could require us to change the design of our manufacturing process based on the functions, limitations, features and specifications of the replacement components.

 

In addition, several other non-critical components and materials that comprise our products are currently manufactured by a single supplier or a limited number of suppliers. In certain of these cases, we have not yet qualified alternate suppliers. A supply interruption or an increase in demand beyond our current suppliers’ capabilities could harm our ability to manufacture our products unless and until new sources of supply are identified and qualified. Our reliance on these suppliers subjects us to a number of risks that could harm our business, including:

 

   

interruption of supply resulting from modifications to or discontinuation of a supplier’s operations;

       
   

trade disputes or other political conditions or economic conditions;

       
   

delays in the manufacturing operations of our suppliers, or in the delivery of parts and components to support such manufacturing operations, due to the impact of public health issues, endemics or pandemics, such as COVID-19;

       
   

delays in product shipments resulting from uncorrected defects, reliability issues, or a supplier’s variation in a component;

       
   

a lack of long-term supply arrangements for key components with our suppliers;

       
   

inability to obtain adequate supply in a timely manner, or to obtain adequate supply on commercially reasonable terms;

       
   

difficulty and cost associated with locating and qualifying alternative suppliers for our components in a timely manner;

       
   

a modification or change in a manufacturing process or part that unknowingly or unintentionally negatively impacts the operation of our platform;

       
   

production delays related to the evaluation and testing of products from alternative suppliers, and corresponding regulatory qualifications;

       
   

delay in delivery due to our suppliers prioritizing other customer orders over ours;

       
   

damage to our brand reputation caused by defective components produced by our suppliers;

       
   

increased cost of our warranty program due to product repair or replacement based upon defects in components produced by our suppliers; and

       
   

fluctuation in delivery by our suppliers due to changes in demand from us or their other customers.

 

Any interruption in the supply of components or materials, or our inability to obtain substitute components or materials from alternate sources at acceptable prices in a timely manner, could result in increased costs and impair our ability to meet the demand of our customers, any of which would have an adverse effect on our business, financial condition, results of operations and prospects.

 

Changes in U.S. trade policy, including changes to existing trade agreements and any resulting changes in international trade relations, may have a material adverse effect on us.

 

The recent change in the U.S.’s approach to international trade may impact existing bilateral or multi-lateral trade agreements and treaties with foreign countries. The U.S. has imposed tariffs on certain foreign goods and may increase tariffs or impose new ones, and certain foreign governments have retaliated and may continue to do so. We derive a significant portion of our revenues from international sales, which makes us especially vulnerable to increased tariffs. Additionally, the implementation of these or other tariffs may lead to increased costs for our product components, which could impact our ability to maintain competitive pricing in the market. Changes in U.S. trade policy have created ongoing turmoil in international trade relations, and it is unclear what future actions the U.S. government or foreign governments will or will not take with respect to tariffs or other international trade agreements and policies. Current trade negotiations may fail, which may exacerbate these risks. Ongoing or new trade wars or other governmental action related to tariffs or international trade agreements or policies could reduce demand for our products and services, increase our costs, reduce our profitability, adversely impact our supply chain or otherwise have a material adverse effect on our business and results of operations.

 

ITEM 2.  UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

 

None.

 

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

 

None.

 

ITEM 4.  MINE SAFETY DISCLOSURE

 

Not applicable.

 

ITEM 5.  OTHER INFORMATION

 

None.

 

 

 

ITEM 6.  EXHIBITS

 

Exhibit

No.

 

Description

 

Incorporation by

Reference

         

3.1

 

Certificate of Incorporation, as filed with the Secretary of State of the State of Delaware.

 

Exhibit 3.1 to Form 8-K filed on December 28, 2017.

         

3.2

 

Amended and Restated Bylaws of the Registrant (incorporated by reference to Exhibit 3.1 of the Registrant’s Form 8-K filed with the Securities and Exchange Commission on August 1, 2023).

 

Exhibit 3.1 to Form 8-K filed on August 1, 2023.

         

3.3

 

Certificate of Designations of Series A Junior Participating Preferred Stock, as filed with the Secretary of State of the State of Delaware.

 

Exhibit 3.3 to Form 8-K filed on December 28, 2017.

         

3.4

 

Certificate of Designations of Preferences, Rights and Limitations of Series D Convertible Preferred Stock, as filed with the Delaware Secretary of State on April 17, 2019.

 

Exhibit 3.2 to Form 8-K filed on April 23, 2019.

         

3.5

 

Certificate of Amendment to the Certificate of Incorporation of Astrotech Corporation.

 

Exhibit 3.1 to Form 8-K filed on July 1, 2020.

         

3.6

 

Certificate of Amendment to the Certificate of Incorporation of Astrotech Corporation.

 

Exhibit 3.1 to Form 8-K filed on October 12, 2021.

         
3.7   Third Certificate of Amendment to the Certificate of Incorporation of Astrotech Corporation.   Exhibit 3.1 to Form 8-K filed on November 23, 2022.
         
4.1   Rights Agreement between the Company and American Stock Transfer & Trust Company, LLC, as Rights Agent, dated as of December 21, 2022.   Exhibit 4.1 to Form 8-K filed on December 21, 2022.
         
4.2   Amendment No. 1 to Rights Agreement dated as of December 18, 2023, to the Rights Agreement between the Company and Equiniti Trust Company, as Rights Agent, dated as of December 21, 2022.   Exhibit 4.2 to Form 8-K filed on December 18, 2023.
         

4.3

  Amendment No. 2 to Rights Agreement dated as of December 12, 2024, to the Rights Agreement between the Company and Equiniti Trust Company, as Rights Agent, dated as of December 21, 2022.   Exhibit 4.3* to Form 8-K filed on December 12, 2024.
         
10.1 †   Independent Contractor Agreement by and between the Company and Jaime Hinojosa, dated January 21, 2025.   Exhibit 10.1 to Form 8-K filed on January 24, 2025.
         
10.2 †   Independent Contractor Agreement by and between the Company and Ryan Polk, dated January 22, 2025.   Exhibit 10.3 to Form 8-K filed on January 24, 2025.
         
10.3 †   Form of Amended and Restated Indemnification Agreement.   Exhibit 10.1 to Form 8-K filed on December 19, 2024.

 

 

Exhibit

No.

 

Description

 

Incorporation by

Reference

         

31.1

 

Certification of Chief Executive Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934.

 

Filed herewith.

         

31.2

 

Certification of Chief Financial Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934.

 

Filed herewith.

         

32.1

 

Certification pursuant to Rule 13a-14(b) of the Securities Exchange Act of 1934.

 

Furnished herewith.

         

101.INS

 

Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

 

Filed herewith.

         

101.SCH

 

Inline XBRL Taxonomy Extension Schema Document

 

Filed herewith.

         

101.CAL

 

Inline XBRL Taxonomy Extension Calculation Linkbase Document

 

Filed herewith.

         

101.DEF

 

Inline XBRL Taxonomy Extension Definition Linkbase Document

 

Filed herewith.

         

101.LAB

 

Inline XBRL Taxonomy Extension Label Linkbase Document

 

Filed herewith.

         

101.PRE

 

Inline XBRL Taxonomy Extension Presentation Linkbase Document

 

Filed herewith.

         

104

 

The cover page from the Company’s Quarterly Report on Form 10-Q for the quarter ended December 31, 2024, has been formatted in Inline XBRL.

   
         
 †   Management contract or compensatory plan arrangement    

 

 

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 thereunto duly authorized.

 

   

Astrotech Corporation

     

Date: February 14, 2025

 

/s/ Ryan Polk

   

Ryan Polk

   

Chief Financial Officer, Treasurer and Secretary 

(Principal Financial and Accounting Officer)

 

 

31

Exhibit 31.1

 

Certification of Chief Executive Officer

Section 302 Certification

 

I, Thomas B. Pickens III, certify that: 

 

1.

I have reviewed this quarterly report on Form 10-Q of Astrotech Corporation;

 

2.

Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;

 

3.

Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations, and cash flows of the registrant as of, and for, the periods presented in this quarterly report;

 

4.

The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

 

 

a.

Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared;

 

 

b.

Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

 

c.

Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

 

 

d.

Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

 

5.

The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

 

 

a.

All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

 

 

b.

Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

 

Date: February 14, 2025

/s/ Thomas B. Pickens III

 

Thomas B. Pickens III

 

Chief Executive Officer, Chief Technology Officer, and Chairman of the Board

(Principal Executive Officer)

   
   

 

 

Exhibit 31.2 

 

Certification of Chief Financial Officer

Section 302 Certification

 

I, Ryan Polk, certify that:

 

1.

I have reviewed this quarterly report on Form 10-Q of Astrotech Corporation;

 

2.

Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;

 

3.

Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations, and cash flows of the registrant as of, and for, the periods presented in this quarterly report;

 

4.

The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

 

 

a.

Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared;

 

 

b.

Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

 

c.

Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

 

 

d.

Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

 

5.

The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

 

 

a.

All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

 

 

b.

Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

 

Date: February 14, 2025

/s/ Ryan Polk

 

Ryan Polk

 

Chief Financial Officer, Treasurer and Secretary 

(Principal Financial and Accounting Officer)

 

 

Exhibit 32.1

 

Certification Pursuant to 18 U.S.C. Section 1350,

as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

 

Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, Thomas B. Pickens III, the Chief Executive Officer, and Jaime Hinojosa, the Chief Financial Officer, of Astrotech Corporation (the “Company”), hereby certify, that, to their knowledge:

 

 

1.

The Quarterly Report on Form 10-Q for the period ended December 31, 2024 (the “Report”) of the Company fully complies with the requirements of Section 13(a) or 15 (d) of the Securities Exchange Act of 1934; and

 

 

2.

The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

 

 

Date: February 14, 2025

 
   
 

/s/ Thomas B. Pickens III

 

Thomas B. Pickens III

 

Chief Executive Officer, Chief Technology Officer, and Chairman of the Board

(Principal Executive Officer)

 

 

 
   
 

/s/ Ryan Polk

 

Ryan Polk

 

Chief Financial Officer, Treasurer and Secretary 

(Principal Financial and Accounting Officer)

 

 
v3.25.0.1
Document And Entity Information - shares
6 Months Ended
Dec. 31, 2024
Feb. 12, 2025
Document Information [Line Items]    
Entity Central Index Key 0001001907  
Entity Registrant Name ASTROTECH Corp  
Amendment Flag false  
Current Fiscal Year End Date --06-30  
Document Fiscal Period Focus Q2  
Document Fiscal Year Focus 2025  
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Dec. 31, 2024  
Document Transition Report false  
Entity File Number 001-34426  
Entity Incorporation, State or Country Code DE  
Entity Tax Identification Number 91-1273737  
Entity Address, Address Line One 2105 Donley Drive, Suite 100  
Entity Address, City or Town Austin  
Entity Address, State or Province TX  
Entity Address, Postal Zip Code 78758  
City Area Code 512  
Local Phone Number 485-9530  
Title of 12(b) Security Common Stock, $0.001 par value per share  
Trading Symbol ASTC  
Security Exchange Name NASDAQ  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Non-accelerated Filer  
Entity Small Business true  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   1,701,729
v3.25.0.1
Condensed Consolidated Balance Sheets (Current Period Unaudited) - USD ($)
Dec. 31, 2024
Jun. 30, 2024
Current assets    
Cash and cash equivalents $ 3,161,000 $ 10,442,000
Short-term investments 21,531,000 21,474,000
Accounts receivable 340,000 77,000
Contract Asset 4,000 0
Inventory, net:    
Raw materials 2,121,000 2,038,000
Work-in-process 181,000 66,000
Finished goods 347,000 370,000
Prepaid expenses and other current assets 478,000 261,000
Total current assets 28,163,000 34,728,000
Property, Plant and Equipment, Net 2,760,000 2,763,000
Operating lease assets 48,000 119,000
Other assets, net 30,000 30,000
Total assets 31,001,000 37,640,000
Liabilities, Current [Abstract]    
Accounts payable 1,032,000 373,000
Payroll related accruals 923,000 1,174,000
Accrued expenses and other liabilities 587,000 754,000
Operating and Finance Leases, Liability, Current 81,000 227,000
Total current liabilities 2,623,000 2,528,000
Accrued expenses and other liabilities, net of current portion 223,000 232,000
Operating and Finance Leases, Liability, Noncurrent 61,000 73,000
Total liabilities 2,907,000 2,833,000
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 December 31, 2024 and June 30, 2024, respectively 0 0
Common stock, $0.001 par value, 250,000,000 shares authorized at December 31, 2024, and June 30, 2024, respectively; 1,712,045 shares issued at December 31, 2024, and June 30, 2024, respectively; 1,701,729 outstanding at December 31, 2024, and June 30, 2024, respectively 190,643,000 190,643,000
Treasury shares, 10,316 at December 31, 2024, and June 30, 2024, respectively (119,000) (119,000)
Additional paid-in capital 82,957,000 82,480,000
Accumulated deficit (244,307,000) (237,020,000)
Accumulated other comprehensive loss (1,080,000) (1,177,000)
Total stockholders’ equity 28,094,000 34,807,000
Total liabilities and stockholders’ equity $ 31,001,000 $ 37,640,000
v3.25.0.1
Condensed Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - $ / shares
Dec. 31, 2024
Jun. 30, 2024
Preferred stock, par value (in dollars per share) $ 0.001 $ 0.001
Preferred stock, shares authorized (in shares) 2,500,000 2,500,000
Preferred stock, shares issued (in shares) 280,898 280,898
Preferred stock, shares outstanding (in shares) 280,898 280,898
Common stock, par value (in dollars per share) $ 0.001 $ 0.001
Common stock, shares authorized (in shares) 250,000,000 250,000,000
Common stock, shares issued (in shares) 1,712,045 1,712,045
Common stock, shares outstanding (in shares) 1,701,729 1,701,729
Treasury stock, shares (in shares) 10,316 10,316
v3.25.0.1
Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($)
shares in Thousands, $ in Thousands
3 Months Ended 6 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2024
Dec. 31, 2023
Revenue $ 261 $ 1,115 $ 295 $ 1,540
Cost of revenue 106 583 131 825
Gross profit 155 532 164 715
Operating expenses:        
Selling, general and administrative 2,039 2,022 3,727 3,668
Research and development 2,437 1,578 4,386 3,450
Total operating expenses 4,476 3,600 8,113 7,118
Loss from operations (4,321) (3,068) (7,949) (6,403)
Other income and expense, net 312 427 662 850
Net loss $ (4,009) $ (2,641) $ (7,287) $ (5,553)
Weighted average common shares outstanding:        
Basic and diluted (in shares) 1,638 1,631 1,634 1,631
Basic and diluted net loss per common share:        
Net loss per common share (in dollars per share) $ (2.45) $ (1.62) $ (4.46) $ (3.4)
Other comprehensive loss, net of tax:        
Net loss $ (4,009) $ (2,641) $ (7,287) $ (5,553)
Available-for-sale securities:        
Net unrealized gain (loss) (219) 325 97 270
Total comprehensive loss $ (4,228) $ (2,316) $ (7,190) $ (5,283)
v3.25.0.1
Condensed Consolidated Statement of Changes in Stockholders' Equity (Unaudited) - USD ($)
shares in Thousands, $ in Thousands
Preferred Stock [Member]
Series D Preferred Stock [Member]
Common Stock Outstanding [Member]
Treasury Stock, Common [Member]
Additional Paid-in Capital [Member]
Retained Earnings [Member]
AOCI Attributable to Parent [Member]
Total
Balance (in shares) at Jun. 30, 2023 281 1,682          
Balance at Jun. 30, 2023 $ 0 $ 190,643 $ (119) $ 81,002 $ (225,354) $ (1,453) $ 44,719
Net change in available-for-sale marketable securities $ 0 $ 0 0 0 0 (54) (54)
Stock-based compensation (in shares) 0 0          
Stock-based compensation $ 0 $ 0 0 364 0 0 364
Net loss 0 0 0 0 (2,912) 0 (2,912)
Net unrealized gain (loss) $ 0 $ 0 0 0 0 (54) (54)
Balance (in shares) at Sep. 30, 2023 281 1,702          
Balance at Sep. 30, 2023 $ 0 $ 190,643 (119) 81,366 (228,266) (1,507) 42,117
Issuance of restricted stock (in shares) 0 20          
Balance (in shares) at Jun. 30, 2023 281 1,682          
Balance at Jun. 30, 2023 $ 0 $ 190,643 (119) 81,002 (225,354) (1,453) 44,719
Net change in available-for-sale marketable securities             270
Net loss             (5,553)
Net unrealized gain (loss)             270
Balance (in shares) at Dec. 31, 2023 281 1,702          
Balance at Dec. 31, 2023 $ 0 $ 190,643 (119) 81,839 (230,907) (1,182) 40,274
Balance (in shares) at Sep. 30, 2023 281 1,702          
Balance at Sep. 30, 2023 $ 0 $ 190,643 (119) 81,366 (228,266) (1,507) 42,117
Net change in available-for-sale marketable securities $ 0 $ 0 0 0 0 325 325
Stock-based compensation (in shares) 0 0          
Stock-based compensation $ 0 $ 0 0 473 0 0 473
Net loss 0 0 0 0 (2,641) 0 (2,641)
Net unrealized gain (loss) $ 0 $ 0 0 0 0 325 325
Balance (in shares) at Dec. 31, 2023 281 1,702          
Balance at Dec. 31, 2023 $ 0 $ 190,643 (119) 81,839 (230,907) (1,182) 40,274
Balance (in shares) at Jun. 30, 2024 281 1,702          
Balance at Jun. 30, 2024 $ 0 $ 190,643 (119) 82,480 (237,020) (1,177) 34,807
Net change in available-for-sale marketable securities $ 0 $ 0 0 0 0 316 316
Stock-based compensation (in shares) 0 0          
Stock-based compensation $ 0 $ 0 0 216 0 0 216
Net loss 0 0 0 0 (3,278) 0 (3,278)
Net unrealized gain (loss) $ 0 $ 0 0 0 0 316 316
Balance (in shares) at Sep. 30, 2024 281 1,702          
Balance at Sep. 30, 2024 $ 0 $ 190,643 (119) 82,696 (240,298) (861) 32,061
Balance (in shares) at Jun. 30, 2024 281 1,702          
Balance at Jun. 30, 2024 $ 0 $ 190,643 (119) 82,480 (237,020) (1,177) 34,807
Net change in available-for-sale marketable securities             97
Net loss             (7,287)
Net unrealized gain (loss)             97
Balance (in shares) at Dec. 31, 2024 281 1,702          
Balance at Dec. 31, 2024 $ 0 $ 190,643 (119) 82,957 (244,307) (1,080) 28,094
Balance (in shares) at Sep. 30, 2024 281 1,702          
Balance at Sep. 30, 2024 $ 0 $ 190,643 (119) 82,696 (240,298) (861) 32,061
Net change in available-for-sale marketable securities $ 0 $ 0 0 0 0 (219) (219)
Stock-based compensation (in shares) 0 0          
Stock-based compensation $ 0 $ 0 0 261 0 0 261
Net loss 0 0 0 0 (4,009) 0 (4,009)
Net unrealized gain (loss) $ 0 $ 0 0 0 0 (219) (219)
Balance (in shares) at Dec. 31, 2024 281 1,702          
Balance at Dec. 31, 2024 $ 0 $ 190,643 $ (119) $ 82,957 $ (244,307) $ (1,080) $ 28,094
v3.25.0.1
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)
$ in Thousands
6 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Cash flows from operating activities:    
Net loss $ (7,287) $ (5,553)
Adjustments to reconcile net loss to net cash used in operating activities:    
Stock-based compensation 477 837
Depreciation 471 301
Amortization of operating lease right-of-use assets 71 72
Interest on financing leases 3 8
Loss on disposal of asset 97 0
Changes in assets and liabilities:    
Accounts receivable (263) (69)
Contract asset (4) 0
Inventory, net (175) (69)
Income tax payable 0 1
Accounts payable 659 20
Other assets and liabilities (648) (324)
Repayment of financing liability in connection with internal-use software (49) 0
Operating lease liabilities (82) (74)
Net cash used in operating activities (6,730) (4,850)
Cash flows from investing activities:    
Purchases of property and equipment (512) (177)
Proceeds from short-term investments 40 2,005
Net cash (used in) provided by investing activities (472) 1,828
Cash flows from financing activities:    
Repayments on finance lease liabilities (79) (90)
Net cash used in financing activities (79) (90)
Net change in cash and cash equivalents (7,281) (3,112)
Cash and cash equivalents at beginning of period 10,442 14,208
Cash and cash equivalents at end of period 3,161 11,096
Supplemental disclosures of cash flow information:    
Cash paid for interest 6 8
Income taxes paid $ 0 $ 1
v3.25.0.1
Note 1 - General Information
6 Months Ended
Dec. 31, 2024
Notes to Financial Statements  
Business Description and Basis of Presentation [Text Block]

(1) General Information

 

Business Overview 

  

The terms “Astrotech”, “the Company”, “we”, “us”, or “our” refer to Astrotech Corporation (Nasdaq: ASTC), a Delaware corporation organized in 1984. 

  

Our mission is to expand access to mass spectrometry ("MS") and its use through the deployment of devices designed specifically for the appropriate levels of precision required in high-volume, real-time testing environments such as airports, border checkpoints, cargo hubs, infrastructure security, correctional facilities, military bases, law enforcement centers, and industrial locations. The Astrotech Mass Spectrometer Technology™ (“AMS Technology”) platform achieves our mission through simplifying the user interface, automating the complicated calibration process, ruggedizing the critical components to endure MS field work, and enabling multiple configurations for sample intake options.  

  

We are commercializing the AMS Technology through application specific, wholly owned subsidiaries described below. 

 

 

Astrotech Technologies, Inc. (“ATI”) owns and licenses the intellectual property related to the AMS Technology. 

  

 

1st Detect Corporation (“1st Detect”) is a manufacturer of explosives trace detectors ("ETDs") and narcotics trace detectors (“NTDs”) developed for use in security and detection at airports, border checkpoints, cargo hubs, infrastructure security, correctional facilities, military bases, and law enforcement centers. 1st Detect holds an exclusive AMS Technology license from ATI for narcotics, air passenger and cargo security applications. 

  

 

AgLAB, Inc. (“AgLAB”) is developing a series of mass spectrometers for use in the hemp and cannabis market with initial focus on optimizing yields in the distillation processes. AgLAB holds an exclusive AMS Technology license from ATI for applications in the agriculture industry which require analyzing complex chemical compounds found in organic plant material and extracts. 

  

 

BreathTech Corporation (“BreathTech”) is developing a breath analysis tool to screen for volatile organic compound (“VOC”) metabolites found in a person’s breath that could indicate a compromised condition including but not limited to a bacterial or viral infection. BreathTech holds an exclusive AMS Technology license from ATI for breath analysis applications. 

  

 

Pro-Control, Inc. (“Pro-Control”) is focused on applying the AMS Technology in industrial process control applications. The mass spectrometer and process are designed to test, measure and increase reaction intermediates, purity and percent yields in industrial processes.  Pro-Control holds an exclusive AMS Technology license from ATI for the distillation of chemicals outside of the agriculture industry. 

  

Principles of Consolidation and Basis of Presentation 

 

The preparation of these consolidated financial statements in conformity to U.S. Generally Accepted Accounting Principles (“GAAP”) for the accounts of Astrotech Corporation and its wholly owned subsidiaries requires management to make judgments and estimates and form assumptions that affect the reported amounts of assets and liabilities at the date of the consolidated financial statements and reported amounts of revenues and expenses during the reporting period. Estimates and underlying assumptions are reviewed on an ongoing basis. Actual outcomes may differ from these estimates under different assumptions and conditions.  All intercompany transactions have been eliminated in consolidation. Operating results for the three months ended December 31, 2024, are not necessarily indicative of the results that may be expected for the year ending June 30, 2025. These unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes included in the Company’s Annual Report on Form 10-K for the year ended June 30, 2024. Certain prior period amounts have been reclassified to conform to the current year presentation or adjusted due to rounding and have had no impact on net income or stockholders' equity.  

  

 

Segment Information 

  

The Company has determined that it does not meet the criteria of Accounting Standards Codification (“ASC”) 280 “Segment Reporting”. Management has concluded that our chief operating decision maker (“CODM”) is our chief executive officer. The Company’s CODM reviews the entire organization’s consolidated results as a whole monthly to evaluate performance and make resource allocation decisions. Management views the Company’s operations and manages its business as one operating segment. 

 

Accounting Pronouncements 

  

In June 2016, the Financial Accounting Standards Board (“FASB”) issued ASU 2016-13, Measurement of Credit Losses on Financial Instruments. ASU 2016-13 requires entities to use a forward-looking approach based on current expected credit losses (“CECL”) to estimate credit losses on certain types of financial instruments, including trade receivables. The standard became effective for the Company for financial statements periods beginning after December 15, 2022.  The adoption of ASU 2016-13 on July 1, 2023, did not have a material impact on the Company's financial statements. 

 

In July 2023, the FASB issued ASU No 2023-03, “Presentation of Financial Statements (Topic 205), Income Statement—Reporting Comprehensive Income (Topic 220), Distinguishing Liabilities from Equity (Topic 480), Equity (Topic 505), and Compensation—Stock Compensation (Topic 718)” pursuant to SEC Staff Accounting Bulletin No. 120, which adds interpretive guidance for public companies to consider when entering into share-based payment transactions while in possession of material non-public information. The effective date of this update is for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years. The adoption of this on July 1, 2024, did not have a material impact on its financial statements.

 

In August 2020, the FASB issued ASU No. 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20), and Derivatives and Hedging—Contracts in an Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity. The amendments in ASU No. 2020-06 simplify the complexity associated with applying GAAP for certain financial instruments with characteristics of liabilities and equity. More specifically, the amendments focus on the guidance for convertible instruments and derivative scope exceptions for contracts in an entity’s own equity. For smaller reporting companies, ASU 2020-06 is effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years.  The adoption of this on July 1, 2024, did not have a material impact on its financial statements. 

   

In November 2023, the FASB issued Accounting Standards Update 2023-07—Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. All public entities will be required to report segment information in accordance with the new guidance starting in annual periods beginning after December 15, 2023. The adoption of this on July 1, 2024, did not have a material impact on its financial statements. 

 

Recently Issued Accounting Standards Not Yet Adopted 

  

In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures” which is intended to enhance the transparency and decision usefulness of income tax disclosures. The guidance addresses investor requests for enhanced income tax information primarily through changes to the rate reconciliation and income taxes paid information. The guidance is effective for annual periods beginning after December 15, 2024. We are assessing the impact of this guidance on our disclosures.

 

In November 2024, the FASB also issued ASU 2024-03, Disaggregation of Income Statement Expenses, which will require the disclosure of additional information about specific expense categories in the notes to the financial statements. The guidance is effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027. For us, annual reporting requirements will be effective for our fiscal year 2028 beginning on July 1, 2027, and interim reporting requirements will be effective beginning with our first quarter of fiscal year 2029. Early adoption is permitted. We are currently evaluating the impact of this amended disclosure guidance.

 

Other accounting pronouncements issued but not yet effective are not believed by management to be relevant or to have a material impact on the Company’s present or future consolidated financial statements. 

 

  

 

v3.25.0.1
Note 2 - Investments
6 Months Ended
Dec. 31, 2024
Notes to Financial Statements  
Investment [Text Block]

(2) Investments

 

The following tables summarize gains and losses related to the Company’s investments as of December 31, 2024, and  June 30, 2024, respectively:

 

  

December 31, 2024

 

Available-for-Sale Investments

 

Adjusted

  

Unrealized

  

Unrealized

  

Fair

 

(In thousands)

 

Cost

  

Gain

  

Loss

  

Value

 

Mutual Funds - Corporate & Government Debt

 $15,236  $  $(779) $14,457 

ETFs - Corporate & Government Debt

  7,375      (301)  7,074 

Total

 $22,611  $  $(1,080) $21,531 

 

  

June 30, 2024

 

Available-for-Sale Investments

 

Adjusted

  

Unrealized

  

Unrealized

  

Fair

 

(In thousands)

 

Cost

  

Gain

  

Loss

  

Value

 

Mutual Funds - Corporate & Government Debt

 $15,276  $  $(850) $14,426 

ETFs - Corporate & Government Debt

  7,375      (327)  7,048 

Total

 $22,651  $  $(1,177) $21,474 

 

As of  December 31, 2024, and June 30, 2024, the Company had no long-term investments. For more information about the fair value of the Company’s financial instruments, see footnote 9.

 

The following table presents the carrying amounts of certain financial instruments as of December 31, 2024, and June 30, 2024, respectively:

 

  

Carrying Value

  

Carrying Value

 
  

Short-Term Investments

  

Long-Term Investments

 

(In thousands)

 December 31, 2024  June 30, 2024  December 31, 2024  June 30, 2024 

Money Market Funds

                

Mutual Funds - Corporate & Government Debt

 $14,457  $14,426  $  $ 

ETFs - Corporate & Government Debt

  7,074   7,048       

Total

 $21,531  $21,474  $  $ 

 

v3.25.0.1
Note 3 - Leases
6 Months Ended
Dec. 31, 2024
Notes to Financial Statements  
Lessee, Operating and Finance Leases Disclosure [Text Block]

(3) Leases

 

On April 27, 2021, Astrotech entered into a new lease for a research and development facility of approximately 5,960 square feet in Austin, Texas (the “R&D facility”) that includes a laboratory, a small production shop, and offices for staff, although many of the Company’s employees continue to work remotely. The lease commenced on June 1, 2021, and had a lease term of 36 months. On November 11, 2022, the Company signed a lease extension agreement for the R&D facility, extending the term of the lease through April 30, 2025. The Company’s total contractual base rent obligation for the eleven-month extension is approximately $95 thousand. 

 

On November 22, 2022, Astrotech entered into a sublease agreement for an additional facility directly adjacent to the R&D facility (the “Subleased facility”). The Subleased Facility consists of approximately 3,900 square feet and will provide the space needed as the Company launches its AgLAB products and continues its R&D efforts at ATI and BreathTech. The sublease commenced on December 1, 2022, and has a lease term of 29 months. The Company’s total contractual base rent obligation for the Subleased facility is approximately $156 thousand. The combined R&D facility and the Subleased facility are referred to as the “Donley facilities.”

 

Operating lease assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent its obligation to make lease payments arising from the lease. Operating lease assets and liabilities are recognized at the commencement date based on the present value of lease payments over the lease term. As the Company’s leases do not provide an implicit rate, the Company uses its incremental borrowing rate in determining the present value of lease payments. Significant judgement is required when determining the Company’s incremental borrowing rate. Lease expense for lease payments is recognized on a straight-line basis over the lease term. Total depreciation and amortization expense includes finance lease right-of-use asset amortization of $31 thousand for each of the three months ended December 31, 2024, and 2023, respectively. Total depreciation and amortization expense includes finance lease right-of-use asset amortization of $63 thousand and $72 thousand for each of the six months ended December 31, 2024, and 2023, respectively.  

 

The balance sheet presentation of the Company’s operating and finance leases is as follows:

 

(In thousands)

 

Classification on the Condensed Consolidated Balance Sheet

 

December 31, 2024

  

June 30, 2024

 

Assets:

          

Operating lease assets

 

Operating leases, right-of-use assets, net

 $48  $119 

Financing lease assets

 

Property and equipment, net

 $304   366 

Total lease assets

   $352  $485 
           

Liabilities:

          

Current:

          

Operating lease obligations

 

Lease liabilities, current

 $56  $138 

Financing lease obligations

 

Lease liabilities, current

  25   89 

Non-current:

          

Operating lease obligations

 

Lease liabilities, non-current

      

Financing lease obligations

 

Lease liabilities, non-current

  61   73 

Total lease liabilities

   $142  $300 

 

Future minimum lease payments as of  December 31, 2024, under non-cancellable leases are as follows (in thousands):

 

(In thousands)

            

For the Year Ended June 30,

 

Operating Leases

  

Financing Leases

  

Total

 

2025

 $57  $15  $72 

2026

     27   27 

2027

     27   27 

2028

     25   25 

2029

         

Thereafter

         

Total lease obligations

  57   94   151 

Less: imputed interest

  (1)  (8)  (9)

Present value of net minimum lease obligations

  56   86   142 

Less: lease liabilities - current

  (56)  (25)  (81)

Lease liabilities - non-current

 $  $61  $61 

 

Other information as of December 31, 2024, is as follows:

 

Weighted-average remaining lease term (years):

    

Operating leases

  0.3 

Financing leases

  2.4 

Weighted-average discount rate:

    

Operating leases

  6.1%

Financing leases

  6.1%

 

Cash payments for operating leases for the three months ended December 31, 2024, and 2023 were $43 thousand and $41 thousand, respectively. Cash payments for financing leases for the three months ended December 31, 2024, and 2023, were $33 thousand and $45 thousand respectively.

 

Cash payments for operating leases for the six months ended December 31, 2024, and 2023 were $85 thousand and $83 thousand, respectively. Cash payments for financing leases for the six months ended December 31, 2024, and 2023, were $79 thousand and $90 thousand respectively.

 

v3.25.0.1
Note 4 - Property and Equipment, Net
6 Months Ended
Dec. 31, 2024
Notes to Financial Statements  
Property, Plant and Equipment Disclosure [Text Block]

(4) Property and Equipment, net

 

As of December 31, 2024, and June 30, 2024, property and equipment, net consisted of the following, respectively: 

 

(In thousands)

 

December 31, 2024

  

June 30, 2024

 

Furniture, fixtures, equipment & leasehold improvements

 $3,924  $3,613 

Software

  984   881 

Capital improvements in progress

     1 

Gross property and equipment

  4,908   4,495 

Accumulated depreciation and amortization

  (2,148)  (1,732)

Property and equipment, net

 $2,760  $2,763 

 

Depreciation and amortization expense of property and equipment was $239 thousand and $152 thousand for the three months ended December 31, 2024, and 2023, respectively. Depreciation and amortization expense of property and equipment was $471 thousand and $301 thousand for the six months ended December 31, 2024, and 2023, respectively. Total depreciation and amortization expense includes finance lease right-of-use asset amortization of $63 thousand and $72 thousand for each of the six months ended December 31, 2024, and 2023, respectively.  

v3.25.0.1
Note 5 - Warranty Reserve
6 Months Ended
Dec. 31, 2024
Notes to Financial Statements  
Product Warranty Disclosure [Text Block]

(5) Warranty Reserve

 

Astrotech offers its customers warranties on the products that it sells. These warranties typically provide for repairs and maintenance of the products if problems arise during a specified time period after original shipment. Concurrent with the sale of products, the Company records a provision for estimated warranty expenses with a corresponding increase in cost of goods sold. The Company periodically adjusts this provision based on historical experience and anticipated expenses. The Company charges actual expenses of repairs under warranty, including parts and labor, to this provision when incurred. The current obligation for warranty provision is included in accrued expenses and other liabilities in the condensed consolidated balance sheets. The warranty reserve balance was $201 thousand and $184 thousand of as  December 31, 2024, and June 30, 2024, respectively.

 

v3.25.0.1
Note 6 - Stockholders' Equity
6 Months Ended
Dec. 31, 2024
Notes to Financial Statements  
Equity [Text Block]

(6) Stockholders Equity

 

Preferred Stock

 

The Company has issued 280,898 shares of Series D convertible preferred stock (“Series D Preferred Shares”), all of which are issued and outstanding as of December 31, 2024. Series D Preferred Shares are convertible to common stock on a one-to-thirty basis. Series D Preferred Shares are not callable by the Company. The holder of the preferred stock is entitled to receive, and we shall pay, dividends on shares equal to and in the same form as dividends actually paid on shares of common stock when, and if, such dividends are paid on shares of common stock. No other dividends are paid on the preferred shares. Preferred shares have no voting rights. Upon liquidation, dissolution, or winding-up of the Company, whether voluntary or involuntary, the preferred shares have preference over common stock. The holder of Series D Preferred Shares has the option to convert said shares to common stock at the holder’s discretion.

 

Common Stock

 

The Company has issued 1,712,045 shares of common stock and has outstanding shares of common stock of 1,701,729 as of December 31, 2024. Treasury shares of 10,316 are the difference between issued and outstanding shares.

 

We did not issue common stock during the six months ended December 31, 2024.

 

Rights Plan

 

On December 21, 2022, the Company’s Board of Directors adopted a limited duration stockholder rights plan (the “Rights Plan”) initially expiring December 20, 2023 and declared a dividend of one preferred share purchase right for each outstanding share of common stock to stockholders of record on January 5, 2023 to purchase from the Company one one-thousandth of a share of Series A Junior Participating Preferred Stock, par value $0.001 per share, of the Company for an exercise price of $58.00 once the rights become exercisable, subject to the terms of and adjustment as provided in the related rights agreement.  

 

On December 18, 2023, the Company entered into Amendment No. 1 to Rights Agreement between the Company and Equiniti Trust Company, as Rights Agent (the "Rights Agent"), which extended the Final Expiration Date (as defined in the Rights Plan) to December 20, 2024, unless the Final Expiration Date is further extended by the Company or the rights subject to the Rights Plan are earlier redeemed or exchanged by the Company in accordance with the terms of the Rights Plan.  All other terms and conditions of the Rights Plan remain unchanged.

 

On December 12, 2024, the Company entered into Amendment No. 2 to the Rights Agreement between the Company and the Rights Agent (the “Amendment”), which extends the Final Expiration Date  to December 20, 2025, unless the Final Expiration Date is further extended by the Company or the rights subject to the Rights Plan  are earlier redeemed or exchanged by the Company in accordance with the terms of the Rights Plan. All other terms and conditions of the Rights Plan remain unchanged.

 

 

Warrants

 

A summary of the common stock warrant activity for the six months ended December 31, 2024, is presented below:

 

  

Number of Shares Underlying Warrants (In thousands)

  

Weighted Average Exercise Price

  

Aggregate Fair Market Value at Issuance (In thousands)

  

Weighted Average Remaining Contractual Term (Years)

 

Outstanding June 30, 2024

  80  $72.10  $3,747   1.60 

Warrants issued

            

Warrants exercised

            

Warrants expired

            

Outstanding December 31, 2024

  80  $72.10  $3,747   1.10 

 

v3.25.0.1
Note 7 - Net Loss Per Share
6 Months Ended
Dec. 31, 2024
Notes to Financial Statements  
Earnings Per Share [Text Block]

(7) Net Loss per Share

 

Basic net loss per share is computed based on the weighted average number of shares of common stock outstanding during the period. Diluted net loss per share is computed based on the weighted average number of common shares outstanding plus the effect of potentially dilutive common shares outstanding during the period using the treasury stock method and the if-converted method. Potentially dilutive common shares include outstanding stock options and share-based awards.

 

The following table reconciles the numerators and denominators used in the computations of both basic and diluted net loss per share:

 

  

Three Months Ended

  

Six Months Ended

 
  

December 31,

  

December 31,

 

(In thousands, except per share data)

 

2024

  

2023

  

2024

  

2023

 

Numerator:

                

Net loss

 $(4,009) $(2,641) $(7,287) $(5,553)

Denominator:

                

Denominator for basic and diluted net loss per share — weighted average common stock outstanding

  1,638   1,631   1,634   1,631 

Basic and diluted net loss per common share:

                

Net loss per common share

 $(2.45) $(1.62) $(4.46) $(3.40)

 

All unvested restricted stock awards and convertible Series D preferred shares for the six months ended December 31, 2024, are not included in diluted net loss per share, as the impact to net loss per share would be anti-dilutive. Options to purchase 220,349 shares of common stock at exercise prices ranging from $6.99 to $175.50 per share outstanding as of December 31, 2024, were not included in diluted net loss per share, as the impact to net loss per share would be anti-dilutive.

v3.25.0.1
Note 8 - Revenue Recognition
6 Months Ended
Dec. 31, 2024
Notes to Financial Statements  
Revenue from Contract with Customer [Text Block]

(8) Revenue Recognition

 

Astrotech recognizes revenue employing the generally accepted revenue recognition methodologies described under the provisions of Accounting Standards Codification (“ASC”) Topic 606 “Revenue from Contracts with Customers” (“Topic 606”), which was adopted by the Company in fiscal year 2019. The methodology used is based on contract type and how products and services are provided. The guidelines of Topic 606 establish a five-step process to govern the recognition and reporting of revenue from contracts with customers. The five steps are: (i) identify the contract with a customer, (ii) identify the performance obligations within the contract, (iii) determine the transaction price, (iv) allocate the transaction price to the performance obligations within the contract, and (v) recognize revenue when or as the performance obligations are satisfied. Revenue was recognized at a point in time consistent with the guidelines in Topic 606. 

 

Contract Assets and Liabilities.

The Company enters into contracts to sell products and provide services, and it recognizes contract assets and liabilities that arise from these transactions. The Company recognizes revenue and corresponding accounts receivable according to Topic 606 and, at times, recognizes revenue in advance of the time when contracts give us the right to invoice a customer. The Company may also receive consideration, per the terms of a contract, from customers prior to transferring goods to the customer. The Company records customer deposits as deferred revenue. Additionally, the Company may receive payments, most typically for service and warranty contracts, at the onset of the contract and before services have been performed. In such instances, the Company records a deferred revenue liability. The Company recognizes these contract liabilities as sales after all revenue recognition criteria are met. 

 

Practical Expedients. In cases where the Company is responsible for shipping after the customer has obtained control of the goods, the Company has elected to treat the shipping activities as fulfillment activities rather than as a separate performance obligation. Additionally, the Company has elected to capitalize the cost to obtain a contract only if the period of amortization would be longer than one year. The Company only considers whether a customer agreement has a financing component if the period between transfer of goods and services and customer payment is greater than one year.

 

Product Sales. The Company recognizes revenue from sales of products upon shipment or delivery when control of the product transfers to the customer, depending on the terms of each sale, and when collection is probable. In the circumstance where terms of a product sale include subjective customer acceptance criteria, revenue is deferred until the Company has achieved the acceptance criteria unless the customer acceptance criteria are perfunctory or inconsequential. The Company generally offers customers payment terms of 60 days or less.

 

Freight.The Company records shipping and handling fees that it charges to its customers as revenue and related costs as cost of revenue.

 

Multiple Performance Obligations. Certain agreements with customers include the sale of equipment involving multiple elements in cases where obligations in a contract are distinct and thus require separation into multiple performance obligations, revenue recognition guidance requires that contract consideration be allocated to each distinct performance obligation based on its relative standalone selling price. The value allocated to each performance obligation is then recognized as revenue when the revenue recognition criteria for each distinct promise or bundle of promises has been met.

 

The standalone selling price for each performance obligation is an amount that depicts the amount of consideration to which the entity expects to be entitled in exchange for transferring the good or service. When there is only one performance obligation associated with a contract, the entire amount of consideration is attributed to that obligation. When a contract contains multiple performance obligations, the standalone selling price is first estimated using the observable price, which is generally a list price net of an applicable discount, or the price used to sell the good or service in similar circumstances. In circumstances when a selling price is not directly observable, the Company will estimate the standalone selling price using information available to it including its market assessment and expected cost, plus margin.

 

The timetable for fulfilment of each of the distinct performance obligations can range from completion in a short amount of time and entirely within a single reporting period to completion over several reporting periods. The timing of revenue recognition for each performance obligation may be dependent upon several milestones, including physical delivery of equipment, completion of site acceptance test, and in the case of after-market consumables and service deliverables, the passage of time.

 

v3.25.0.1
Note 9 - Fair Value Measurement
6 Months Ended
Dec. 31, 2024
Notes to Financial Statements  
Fair Value Disclosures [Text Block]

(9) Fair Value Measurement

 

ASC Topic 820 “Fair Value Measurement” (“Topic 820”) defines fair value, establishes a market-based framework or hierarchy for measuring fair value, and expands disclosures about fair value measurements. Topic 820 is applicable whenever assets and liabilities are measured and included in the financial statements at fair value.  The fair value hierarchy established in Topic 820 prioritizes the inputs used in valuation techniques into three levels as follows:

 

Level 1 - Quoted prices in active markets for identical assets or liabilities.

 

Level 2 - Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

 

Level 3 - Unobservable inputs that are supported by little or no market activity and are significant to the fair value of the assets or liabilities.

 

The following tables present the carrying amounts, estimated fair values, and valuation input levels of certain financial instruments as of December 31, 2024, and  June 30, 2024:

 

  

December 31, 2024

 
  

Carrying

  

Fair Value Measured Using

  

Fair

 

(In thousands)

 

Amount

  

Level 1

  

Level 2

  

Level 3

  

Value

 

Available-for-Sale Investments

                    

Short-Term Investments

                    

Mutual Funds - Corporate & Government Debt

  14,457   14,457         14,457 

ETFs - Corporate & Government Debt

  7,074   7,074         7,074 

Total Available-for-Sale Investments

 $21,531  $21,531  $  $  $21,531 

 

  

June 30, 2024

 
  

Carrying

  

Fair Value Measured Using

  

Fair

 

(In thousands)

 

Amount

  

Level 1

  

Level 2

  

Level 3

  

Value

 

Available-for-Sale Investments

                    

Short-Term Investments

                    

Mutual Funds - Corporate & Government Debt

  14,426   14,426         14,426 

ETFs - Corporate & Government Debt

  7,048   7,048         7,048 

Total Available-for-Sale Investments

 $21,474  $21,474  $  $  $21,474 

 

The value of available-for-sale securities with Level 1 inputs is based on pricing from third-party pricing vendors, who use quoted prices in active markets for identical assets. The fair value measurements used for time deposits are considered Level 2 and use pricing from third-party pricing vendors who use quoted prices for identical or similar securities in both active and inactive markets.

 

 The carrying amounts reported in the condensed consolidated balance sheets for cash and cash equivalents, short-term investments, accounts receivable, accounts payable, and accrued expenses and other liabilities at fair value or cost, which approximates fair value because of the short period of time between the origination of such instruments and their expected realization and their current market rates of interest.  

 

As of the unaudited condensed consolidated balance sheets date, certain investment securities are required to be recorded at fair value with the change in fair value during the period being recorded as an unrealized gain or loss. 

 

v3.25.0.1
Note 10 - Business Risk and Credit Risk Concentration Involving Cash
6 Months Ended
Dec. 31, 2024
Notes to Financial Statements  
Concentration Risk Disclosure [Text Block]

(10) Business Risk and Credit Risk Concentration Involving Cash

 

The Company had one customer that materially comprised all the Company's revenue for the three and six months ended December 31, 2024.  For the three and six months ended December 31, 2023, the Company had two customers that materially comprised all the Company's revenue. 

 

The Company maintains funds in bank accounts that may exceed the limit insured by the Federal Deposit Insurance Corporation (the "FDIC"). The risk of loss attributable to these uninsured balances is mitigated by depositing funds in what the Company believes to be high credit quality financial institutions. The Company has not experienced any losses in such accounts.

v3.25.0.1
Note 11 - Stock-based Compensation
6 Months Ended
Dec. 31, 2024
Notes to Financial Statements  
Share-Based Payment Arrangement [Text Block]

(11) Stock-Based Compensation

 

We have granted equity incentives to employees and directors in the form of stock options and restricted stock awards. The total stock-based compensation expense for all equity incentives was $261 thousand and $473 thousand for the three months ended December 31, 2024, and December 31, 2023, respectively. The total stock-based compensation expense for all equity incentives was $477 thousand and $837 thousand for the six months ended December 31, 2024, and December 31, 2023, respectively.

 

Stock Options

 

The Company’s stock option activity for the six months ended December 31, 2024, is as follows:

 

  Shares  

Weighted Average Exercise Price

 

Outstanding at June 30, 2024

  156,628  $14.18 

Granted

  71,210   10.81 

Exercised

      

Canceled or expired

  (7,489)  9.69 

Outstanding at December 31, 2024

  220,349  $13.24 

 

The aggregate intrinsic value was $0 for all of options exercisable and for all unvested options at December 31, 2024, because the fair value of the Company’s common stock was less than the exercise prices of these options.

 

The table below details the Company’s stock options outstanding as of December 31, 2024:

 

Range of exercise prices

  Number Outstanding  Options Outstanding Weighted-Average Remaining Contractual Life (Years)  Weighted-Average Exercise Price  Number Exercisable  Options Exercisable Weighted-Average Exercise Price 
$6.99 - 19.20   217,724   8.85  $11.57   55,778  $13.34 
$55.50 - 84.90   418   3.86   61.52   418   61.52 
$159.00 - 175.50   2,207   2.35   168.97   2,207   168.97 
$6.99 - 175.50   220,349   8.78  $13.24   58,403  $19.57 

 

Compensation costs recognized related to stock option awards were $200 thousand and $148 thousand for each of the three months ended December 31, 2024, and 2023, respectively. Compensation costs recognized related to stock option awards were $355 thousand and $204 thousand for each of the six months ended December 31, 2024, and 2023, respectively. The remaining stock-based compensation expense of $1.2 million related to stock options will be recognized over a weighted-average period of 2.13 years.

 

Restricted Stock

 

The Company’s restricted stock activity for the six months ended December 31, 2024, is as follows:

 

   Shares  Weighted Average Grant Date Fair Value 

Outstanding at June 30, 2024

  43,773  $15.36 

Granted

      

Vested

  (6,668)  10.10 

Canceled or expired

      

Outstanding at December 31, 2024

  37,105  $16.30 

 

Stock compensation expenses related to restricted stock were $61 thousand and $325 thousand for the three months ended December 31, 2024, and 2023, respectively. Stock compensation expenses related to restricted stock were $122 thousand and $633 thousand for the six months ended December 31, 2024, and 2023, respectively.  The remaining stock-based compensation expense of $429 thousand related to restricted stock awards granted will be recognized over a weighted-average period of 2.06 years.

v3.25.0.1
Note 12 - Income Taxes
6 Months Ended
Dec. 31, 2024
Notes to Financial Statements  
Income Tax Disclosure [Text Block]

(12) Income Taxes

 

The Company accounts for income taxes under the asset and liability method. Deferred tax assets and liabilities are recognized for the expected tax consequences of temporary differences between the tax bases of assets and liabilities and their reported amounts. Valuation allowances are established, when necessary, to reduce deferred tax assets to amounts that are more likely than not to be realized. As of December 31, 2024, the Company has a valuation allowance against all of its net deferred tax assets.

 

For the six months ended December 31, 2024, and 2023, the Company incurred pre-tax losses in the amount of $7.3 million and $5.5 million, respectively. The total effective tax rate was approximately 0% for six months ended December 31, 2024, and 2023.

 

For each of the six months ended December 31, 2024, and 2023, the Company’s effective tax rate differed from the federal statutory rate of 21%, primarily due to the valuation allowance placed against its net deferred tax assets. 

 

The Inflation Reduction Act and the Chips and Science Act were enacted in August 2022.  There is no material impact to the Company from these new tax laws.

 

FASB ASC 740, “Income Taxes” addresses the accounting for uncertainty in income tax recognized in an entity’s financial statements and prescribes a recognition threshold and measurement attribute for financial statement disclosure of tax positions taken or expected to be taken on a tax return. The Company currently has approximately $593 thousand of uncertain tax positions as of December 31, 2024, all of which are accounted as contra-deferred tax assets. The Company does not expect any significant changes to its uncertain tax positions in the coming 12 months.

 

Loss carryovers are generally subject to modification by tax authorities until three years after they have been utilized; as such, the Company is subject to examination for the fiscal years ended 2001 through present for federal purposes and fiscal years ended 2006 through present for state purposes.

 

v3.25.0.1
Note 13 - Commitments and Contingencies
6 Months Ended
Dec. 31, 2024
Notes to Financial Statements  
Commitments and Contingencies Disclosure [Text Block]

(13) Commitments and Contingencies

 

The Company is not subject to any litigation at the present time.

 

From time to time, the Company is subject to legal and administrative proceedings, settlements, investigations, claims and actions. The Company’s assessment of the likely outcome of litigation matters is based on its judgment of several of factors including experience with similar matters, history, precedents, relevant financial and other evidence and facts specific to the matter. Notwithstanding the uncertainty as to the outcome, based upon the information currently available, management does not believe any matters, individually or in aggregate, will have a material adverse effect on the Company’s financial position or results of operations.

 

The Company establishes reserves for the estimated losses on specific contingent liabilities, for regulatory and legal actions where the Company deems a loss to be probable and the amount of the loss can be reasonably estimated. In other instances, the Company is not able to make a reasonable estimate of liability because of the uncertainties related to the outcome or the amount or range of potential loss.

 

However, we cannot predict the outcome or effect of any of the potential litigation, claims or disputes. 

v3.25.0.1
Note 14 - Subsequent Events
6 Months Ended
Dec. 31, 2024
Notes to Financial Statements  
Subsequent Events [Text Block]

(14) Subsequent Events

 

On January 7, 2025, Jaime Hinojosa informed the “Company of his resignation from the positions of Chief Financial Officer, Treasurer and Secretary, effective February 14, 2025. Mr. Hinojosa’s resignation is not in connection with any disagreement with the Company on any matter relating to the Company’s operations, policies, or practices. The Company entered into a consulting agreement with Mr. Hinojosa on January 21, 2025, effective February 15, 2025, pursuant to which he will provide transition services to the Company on an as needed basis beginning on February 15, 2025 and terminating on June 30, 2025, unless extended.

 

On January 14, 2025, the Company appointed Ryan Polk as interim Chief Financial Officer, Treasurer and Secretary of the Company, effective as of February 14, 2025.

 

On January 14, 2025, our wholly owned subsidiary, 1st Detect Corporation, issued a press release announcing that it has been awarded research and development contract 70RSAT24CB0000015 with the U.S. Department of Homeland Security (“DHS”) to research, develop and mature the TRACER 1000 for DHS next generation explosives trace detection.

 

On January 20, 2025, we entered into an extension of the Donley facilities effective May 1, 2025 and terminating June 30, 2025 with an option to continue the lease on a month-to-month basis. We intend to exit the Donley facilities at the end of the initial term. The monthly rent for the Donley facilities is $14,186 during the initial term.

 

On January 23, 2025, we announced that 1st Detect received a purchase order for its TRACER 1000™ explosive trace detectors (ETDs) from Intuitive Research and Technology Corporation a TSA contractor. The purchase order is valued at $429 thousand and should be recognized as revenue during fiscal year 2025.

 

On January 29, 2025, we entered into a new lease agreement for a facility of approximately 17,628 square feet in Austin, Texas (the “Metric facility”). The Metric facility is intended to support and encompass all Austin based functions during the initial term, beginning  August 31, 2025. Our total contractual base rent obligation for the Metric facility is approximately $3.2 million. Our first lease payment will be for  August 2025 and the financial impact of the Metric facility lease will be reflected in our balance sheet on our Quarterly Report on Form 10-Q for the period ended September 30, 2025.

 

v3.25.0.1
Insider Trading Arrangements
3 Months Ended
Dec. 31, 2024
Insider Trading Arr Line Items  
Rule 10b5-1 Arrangement Adopted [Flag] false
Non-Rule 10b5-1 Arrangement Adopted [Flag] false
Rule 10b5-1 Arrangement Terminated [Flag] false
Non-Rule 10b5-1 Arrangement Terminated [Flag] false
v3.25.0.1
Significant Accounting Policies (Policies)
6 Months Ended
Dec. 31, 2024
Accounting Policies [Abstract]  
Consolidation, Policy [Policy Text Block]

Principles of Consolidation and Basis of Presentation 

 

The preparation of these consolidated financial statements in conformity to U.S. Generally Accepted Accounting Principles (“GAAP”) for the accounts of Astrotech Corporation and its wholly owned subsidiaries requires management to make judgments and estimates and form assumptions that affect the reported amounts of assets and liabilities at the date of the consolidated financial statements and reported amounts of revenues and expenses during the reporting period. Estimates and underlying assumptions are reviewed on an ongoing basis. Actual outcomes may differ from these estimates under different assumptions and conditions.  All intercompany transactions have been eliminated in consolidation. Operating results for the three months ended December 31, 2024, are not necessarily indicative of the results that may be expected for the year ending June 30, 2025. These unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes included in the Company’s Annual Report on Form 10-K for the year ended June 30, 2024. Certain prior period amounts have been reclassified to conform to the current year presentation or adjusted due to rounding and have had no impact on net income or stockholders' equity.  

  

Segment Reporting, Policy [Policy Text Block]

Segment Information 

  

The Company has determined that it does not meet the criteria of Accounting Standards Codification (“ASC”) 280 “Segment Reporting”. Management has concluded that our chief operating decision maker (“CODM”) is our chief executive officer. The Company’s CODM reviews the entire organization’s consolidated results as a whole monthly to evaluate performance and make resource allocation decisions. Management views the Company’s operations and manages its business as one operating segment. 

 

New Accounting Pronouncements, Policy [Policy Text Block]

Accounting Pronouncements 

  

In June 2016, the Financial Accounting Standards Board (“FASB”) issued ASU 2016-13, Measurement of Credit Losses on Financial Instruments. ASU 2016-13 requires entities to use a forward-looking approach based on current expected credit losses (“CECL”) to estimate credit losses on certain types of financial instruments, including trade receivables. The standard became effective for the Company for financial statements periods beginning after December 15, 2022.  The adoption of ASU 2016-13 on July 1, 2023, did not have a material impact on the Company's financial statements. 

 

In July 2023, the FASB issued ASU No 2023-03, “Presentation of Financial Statements (Topic 205), Income Statement—Reporting Comprehensive Income (Topic 220), Distinguishing Liabilities from Equity (Topic 480), Equity (Topic 505), and Compensation—Stock Compensation (Topic 718)” pursuant to SEC Staff Accounting Bulletin No. 120, which adds interpretive guidance for public companies to consider when entering into share-based payment transactions while in possession of material non-public information. The effective date of this update is for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years. The adoption of this on July 1, 2024, did not have a material impact on its financial statements.

 

In August 2020, the FASB issued ASU No. 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20), and Derivatives and Hedging—Contracts in an Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity. The amendments in ASU No. 2020-06 simplify the complexity associated with applying GAAP for certain financial instruments with characteristics of liabilities and equity. More specifically, the amendments focus on the guidance for convertible instruments and derivative scope exceptions for contracts in an entity’s own equity. For smaller reporting companies, ASU 2020-06 is effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years.  The adoption of this on July 1, 2024, did not have a material impact on its financial statements. 

   

In November 2023, the FASB issued Accounting Standards Update 2023-07—Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. All public entities will be required to report segment information in accordance with the new guidance starting in annual periods beginning after December 15, 2023. The adoption of this on July 1, 2024, did not have a material impact on its financial statements. 

 

Recently Issued Accounting Standards Not Yet Adopted 

  

In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures” which is intended to enhance the transparency and decision usefulness of income tax disclosures. The guidance addresses investor requests for enhanced income tax information primarily through changes to the rate reconciliation and income taxes paid information. The guidance is effective for annual periods beginning after December 15, 2024. We are assessing the impact of this guidance on our disclosures.

 

In November 2024, the FASB also issued ASU 2024-03, Disaggregation of Income Statement Expenses, which will require the disclosure of additional information about specific expense categories in the notes to the financial statements. The guidance is effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027. For us, annual reporting requirements will be effective for our fiscal year 2028 beginning on July 1, 2027, and interim reporting requirements will be effective beginning with our first quarter of fiscal year 2029. Early adoption is permitted. We are currently evaluating the impact of this amended disclosure guidance.

 

Other accounting pronouncements issued but not yet effective are not believed by management to be relevant or to have a material impact on the Company’s present or future consolidated financial statements. 

 

v3.25.0.1
Note 2 - Investments (Tables)
6 Months Ended
Dec. 31, 2024
Notes Tables  
Debt Securities, Available-for-Sale [Table Text Block]
  

December 31, 2024

 

Available-for-Sale Investments

 

Adjusted

  

Unrealized

  

Unrealized

  

Fair

 

(In thousands)

 

Cost

  

Gain

  

Loss

  

Value

 

Mutual Funds - Corporate & Government Debt

 $15,236  $  $(779) $14,457 

ETFs - Corporate & Government Debt

  7,375      (301)  7,074 

Total

 $22,611  $  $(1,080) $21,531 
  

June 30, 2024

 

Available-for-Sale Investments

 

Adjusted

  

Unrealized

  

Unrealized

  

Fair

 

(In thousands)

 

Cost

  

Gain

  

Loss

  

Value

 

Mutual Funds - Corporate & Government Debt

 $15,276  $  $(850) $14,426 

ETFs - Corporate & Government Debt

  7,375      (327)  7,048 

Total

 $22,651  $  $(1,177) $21,474 
  

Carrying Value

  

Carrying Value

 
  

Short-Term Investments

  

Long-Term Investments

 

(In thousands)

 December 31, 2024  June 30, 2024  December 31, 2024  June 30, 2024 

Money Market Funds

                

Mutual Funds - Corporate & Government Debt

 $14,457  $14,426  $  $ 

ETFs - Corporate & Government Debt

  7,074   7,048       

Total

 $21,531  $21,474  $  $ 
v3.25.0.1
Note 3 - Leases (Tables)
6 Months Ended
Dec. 31, 2024
Notes Tables  
Schedule of Balance Sheet Presentation of Operating and Finance Leases [Table Text Block]

(In thousands)

 

Classification on the Condensed Consolidated Balance Sheet

 

December 31, 2024

  

June 30, 2024

 

Assets:

          

Operating lease assets

 

Operating leases, right-of-use assets, net

 $48  $119 

Financing lease assets

 

Property and equipment, net

 $304   366 

Total lease assets

   $352  $485 
           

Liabilities:

          

Current:

          

Operating lease obligations

 

Lease liabilities, current

 $56  $138 

Financing lease obligations

 

Lease liabilities, current

  25   89 

Non-current:

          

Operating lease obligations

 

Lease liabilities, non-current

      

Financing lease obligations

 

Lease liabilities, non-current

  61   73 

Total lease liabilities

   $142  $300 
Lessee, Operating and Financing Leases, Liability, Maturity [Table Text Block]

(In thousands)

            

For the Year Ended June 30,

 

Operating Leases

  

Financing Leases

  

Total

 

2025

 $57  $15  $72 

2026

     27   27 

2027

     27   27 

2028

     25   25 

2029

         

Thereafter

         

Total lease obligations

  57   94   151 

Less: imputed interest

  (1)  (8)  (9)

Present value of net minimum lease obligations

  56   86   142 

Less: lease liabilities - current

  (56)  (25)  (81)

Lease liabilities - non-current

 $  $61  $61 
Lessee, Operating and Finance Leases, Weighted Average Lease Term And Discount Rate [Table Text Block]

Weighted-average remaining lease term (years):

    

Operating leases

  0.3 

Financing leases

  2.4 

Weighted-average discount rate:

    

Operating leases

  6.1%

Financing leases

  6.1%
v3.25.0.1
Note 4 - Property and Equipment, Net (Tables)
6 Months Ended
Dec. 31, 2024
Notes Tables  
Property, Plant and Equipment [Table Text Block]

(In thousands)

 

December 31, 2024

  

June 30, 2024

 

Furniture, fixtures, equipment & leasehold improvements

 $3,924  $3,613 

Software

  984   881 

Capital improvements in progress

     1 

Gross property and equipment

  4,908   4,495 

Accumulated depreciation and amortization

  (2,148)  (1,732)

Property and equipment, net

 $2,760  $2,763 
v3.25.0.1
Note 6 - Stockholders' Equity (Tables)
6 Months Ended
Dec. 31, 2024
Notes Tables  
Schedule of Stockholders' Equity Note, Warrants or Rights [Table Text Block]
  

Number of Shares Underlying Warrants (In thousands)

  

Weighted Average Exercise Price

  

Aggregate Fair Market Value at Issuance (In thousands)

  

Weighted Average Remaining Contractual Term (Years)

 

Outstanding June 30, 2024

  80  $72.10  $3,747   1.60 

Warrants issued

            

Warrants exercised

            

Warrants expired

            

Outstanding December 31, 2024

  80  $72.10  $3,747   1.10 
v3.25.0.1
Note 7 - Net Loss Per Share (Tables)
6 Months Ended
Dec. 31, 2024
Notes Tables  
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block]
  

Three Months Ended

  

Six Months Ended

 
  

December 31,

  

December 31,

 

(In thousands, except per share data)

 

2024

  

2023

  

2024

  

2023

 

Numerator:

                

Net loss

 $(4,009) $(2,641) $(7,287) $(5,553)

Denominator:

                

Denominator for basic and diluted net loss per share — weighted average common stock outstanding

  1,638   1,631   1,634   1,631 

Basic and diluted net loss per common share:

                

Net loss per common share

 $(2.45) $(1.62) $(4.46) $(3.40)
v3.25.0.1
Note 9 - Fair Value Measurement (Tables)
6 Months Ended
Dec. 31, 2024
Notes Tables  
Fair Value Measurements, Recurring and Nonrecurring [Table Text Block]
  

December 31, 2024

 
  

Carrying

  

Fair Value Measured Using

  

Fair

 

(In thousands)

 

Amount

  

Level 1

  

Level 2

  

Level 3

  

Value

 

Available-for-Sale Investments

                    

Short-Term Investments

                    

Mutual Funds - Corporate & Government Debt

  14,457   14,457         14,457 

ETFs - Corporate & Government Debt

  7,074   7,074         7,074 

Total Available-for-Sale Investments

 $21,531  $21,531  $  $  $21,531 
  

June 30, 2024

 
  

Carrying

  

Fair Value Measured Using

  

Fair

 

(In thousands)

 

Amount

  

Level 1

  

Level 2

  

Level 3

  

Value

 

Available-for-Sale Investments

                    

Short-Term Investments

                    

Mutual Funds - Corporate & Government Debt

  14,426   14,426         14,426 

ETFs - Corporate & Government Debt

  7,048   7,048         7,048 

Total Available-for-Sale Investments

 $21,474  $21,474  $  $  $21,474 
v3.25.0.1
Note 11 - Stock-based Compensation (Tables)
6 Months Ended
Dec. 31, 2024
Notes Tables  
Share-Based Payment Arrangement, Option, Activity [Table Text Block]
  Shares  

Weighted Average Exercise Price

 

Outstanding at June 30, 2024

  156,628  $14.18 

Granted

  71,210   10.81 

Exercised

      

Canceled or expired

  (7,489)  9.69 

Outstanding at December 31, 2024

  220,349  $13.24 
Share-Based Payment Arrangement, Option, Exercise Price Range [Table Text Block]

Range of exercise prices

  Number Outstanding  Options Outstanding Weighted-Average Remaining Contractual Life (Years)  Weighted-Average Exercise Price  Number Exercisable  Options Exercisable Weighted-Average Exercise Price 
$6.99 - 19.20   217,724   8.85  $11.57   55,778  $13.34 
$55.50 - 84.90   418   3.86   61.52   418   61.52 
$159.00 - 175.50   2,207   2.35   168.97   2,207   168.97 
$6.99 - 175.50   220,349   8.78  $13.24   58,403  $19.57 
Schedule of Nonvested Restricted Stock Units Activity [Table Text Block]
   Shares  Weighted Average Grant Date Fair Value 

Outstanding at June 30, 2024

  43,773  $15.36 

Granted

      

Vested

  (6,668)  10.10 

Canceled or expired

      

Outstanding at December 31, 2024

  37,105  $16.30 
v3.25.0.1
Note 2 - Investments - Schedule of Investments (Details) - USD ($)
$ in Thousands
Dec. 31, 2024
Jun. 30, 2024
Debt Securities, Available-for-sale, Adjusted Cost $ 22,611 $ 22,651
Debt Securities, Available-for-sale, Unrealized Gain 0 0
Debt Securities, Available-for-sale, Unrealized Loss (1,080) (1,177)
Debt Securities, Available-for-sale, Fair Value 21,531 21,474
Financial instrument, short-term investments 21,531 21,474
Financial instrument, long-term investments 0 0
Corporate & Government Debt Mutual Funds Securities [Member]    
Debt Securities, Available-for-sale, Adjusted Cost 15,236 15,276
Debt Securities, Available-for-sale, Unrealized Gain 0 0
Debt Securities, Available-for-sale, Unrealized Loss (779) (850)
Debt Securities, Available-for-sale, Fair Value 14,457 14,426
Financial instrument, short-term investments 14,457 14,426
Financial instrument, long-term investments 0 0
Corporate & Government Debt ETFs Securities [Member]    
Debt Securities, Available-for-sale, Adjusted Cost 7,375 7,375
Debt Securities, Available-for-sale, Unrealized Gain 0 0
Debt Securities, Available-for-sale, Unrealized Loss (301) (327)
Debt Securities, Available-for-sale, Fair Value 7,074 7,048
Financial instrument, short-term investments 7,074 7,048
Financial instrument, long-term investments $ 0 $ 0
v3.25.0.1
Note 3 - Leases (Details Textual)
$ in Thousands
3 Months Ended 6 Months Ended
Dec. 31, 2024
USD ($)
Dec. 31, 2023
USD ($)
Dec. 31, 2024
USD ($)
Dec. 31, 2023
USD ($)
Dec. 01, 2022
USD ($)
Nov. 22, 2022
ft²
Nov. 11, 2022
USD ($)
Apr. 27, 2021
ft²
Lessee, Operating Lease, Liability, to be Paid, Total $ 57   $ 57          
Finance Lease, Right-of-Use Asset, Amortization 31 $ 31 63 $ 72        
Operating Lease, Payments 43 41 85 83        
Finance Lease, Principal Payments $ 33 $ 45 $ 79 $ 90        
Austin, Texas [Member] | Research And Development Facility [Member]                
Area of Real Estate Property (Square Foot) | ft²               5,960
Lessee, Operating Lease, Term of Contract (Month)               36 months
Lessee, Operating Lease, Liability, to be Paid, Total             $ 95  
Austin, Texas [Member] | Subleased Facility [Member]                
Area of Real Estate Property (Square Foot) | ft²           3,900    
Lessee, Operating Lease, Term of Contract (Month)         29 months      
Lessee, Operating Lease, Liability, to be Paid, Total         $ 156      
v3.25.0.1
Note 3 - Leases - Schedule of Balance Sheet Presentation of Operating and Finance Leases (Details) - USD ($)
$ in Thousands
Dec. 31, 2024
Jun. 30, 2024
Assets:    
Operating lease assets $ 48 $ 119
Financing lease assets 304 366
Total lease assets 352 485
Liabilities:    
Operating lease obligations 56 138
Financing lease obligations 25 89
Operating lease obligations 0 0
Financing lease obligations 61 73
Total lease liabilities $ 142 $ 300
v3.25.0.1
Note 3 - Leases - Schedule of Balance Sheet Presentation of Operating and Finance Leases (Details) (Parentheticals) - USD ($)
$ in Thousands
Dec. 31, 2024
Jun. 30, 2024
Assets [Abstract]    
Property, Plant and Equipment, Net $ 2,760 $ 2,763
Liabilities, Current [Abstract]    
Operating and Finance Leases, Liability, Current 81 227
Liabilities, Noncurrent [Abstract]    
Operating and Finance Leases, Liability, Noncurrent $ 61 $ 73
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] Property, Plant and Equipment, Net Property, Plant and Equipment, Net
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] Operating and Finance Leases, Liability, Current Operating and Finance Leases, Liability, Current
Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] Operating and Finance Leases, Liability, Current Operating and Finance Leases, Liability, Current
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] Operating and Finance Leases, Liability, Noncurrent Operating and Finance Leases, Liability, Noncurrent
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] Operating and Finance Leases, Liability, Noncurrent Operating and Finance Leases, Liability, Noncurrent
v3.25.0.1
Note 3 - Leases - Schedule of Future Minimum Lease Payments (Details) - USD ($)
$ in Thousands
Dec. 31, 2024
Jun. 30, 2024
2025, Operating Leases $ 57  
2025, Financing Leases 15  
2025 72  
2026, Operating Leases 0  
2026, Financing Leases 27  
2026 27  
2027, Operating Leases 0  
2027, Financing Leases 27  
2027 27  
2028, Operating Leases 0  
2028, Financing Leases 25  
2028 25  
2029, Operating Leases 0  
2029, Financing Leases 0  
2029 0  
Thereafter, Operating Leases 0  
Thereafter, Financing Leases 0  
Thereafter 0  
Total lease obligations, Operating Leases 57  
Total lease obligations, Financing Leases 94  
Total lease obligations 151  
Less: imputed interest, Operating Leases (1)  
Less: imputed interest, Financing Leases (8)  
Less: imputed interest (9)  
Present value of net minimum lease obligations, Operating Leases 56  
Present value of net minimum lease obligations, Financing Leases 86  
Present value of net minimum lease obligations 142  
Less: lease liabilities - current, Operating Leases (56) $ (138)
Less: lease liabilities - current, Finance Leases (25) (89)
Less: lease liabilities - current (81) (227)
Operating lease obligations 0 0
Financing lease obligations 61 73
Lease liabilities - non-current $ 61 $ 73
v3.25.0.1
Note 3 - Leases - Schedule of Other Information (Details)
Dec. 31, 2024
Operating leases (Year) 3 months 18 days
Financing leases (Year) 2 years 4 months 24 days
Operating leases 6.10%
Financing leases 6.10%
v3.25.0.1
Note 4 - Property and Equipment, Net (Details Textual) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2024
Dec. 31, 2023
Depreciation, Depletion and Amortization, Nonproduction $ 239 $ 152 $ 471 $ 301
Finance Lease, Right-of-Use Asset, Amortization $ 31 $ 31 $ 63 $ 72
v3.25.0.1
Note 4 - Property and Equipment - Schedule of Property and Equipment (Details) - USD ($)
$ in Thousands
Dec. 31, 2024
Jun. 30, 2024
Property Plant And Equipment, Gross $ 4,908 $ 4,495
Accumulated depreciation and amortization (2,148) (1,732)
Property and equipment, net 2,760 2,763
Furniture, Fixtures, Equipment, and Leasehold Improvements [Member]    
Property Plant And Equipment, Gross 3,924 3,613
Software and Software Development Costs [Member]    
Property Plant And Equipment, Gross 984 881
Construction in Progress [Member]    
Property Plant And Equipment, Gross $ 0 $ 1
v3.25.0.1
Note 5 - Warranty Reserve (Details Textual) - USD ($)
$ in Thousands
Dec. 31, 2024
Jun. 30, 2024
Standard and Extended Product Warranty Accrual $ 201 $ 184
v3.25.0.1
Note 6 - Stockholders' Equity (Details Textual) - $ / shares
3 Months Ended
Dec. 31, 2024
Jun. 30, 2024
Dec. 21, 2022
Common Stock, Shares, Issued (in shares) 1,712,045 1,712,045  
Common Stock, Shares, Outstanding (in shares) 1,701,729 1,701,729  
Treasury Stock, Common, Shares (in shares) 10,316 10,316  
Stock Issued During Period, Shares, New Issues (in shares) 0    
Preferred Stock, Par or Stated Value Per Share (in dollars per share) $ 0.001 $ 0.001  
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) $ 72.1 $ 72.1  
Rights Plan [Member]      
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares)     1
Preferred Stock, Par or Stated Value Per Share (in dollars per share)     $ 0.001
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share)     $ 58
v3.25.0.1
Note 6 - Stockholders' Equity - Schedule of Warrant Activity (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands
6 Months Ended 12 Months Ended
Dec. 31, 2024
Jun. 30, 2024
Outstanding (in shares) 80  
Warrants Outstanding, Weighted Average Exercise Price (in dollars per share) $ 72.1  
Outstanding, Aggregate Fair Market Value $ 3,747 $ 3,747
Outstanding, Weighted Average Remaining Contractual Term (Year) 1 year 1 month 6 days 1 year 7 months 6 days
Warrants issued (in shares) 0  
Warrants issued, Weighted Average Exercise Price (in dollars per share) $ 0  
Warrants issued, Aggregate Fair Market Value $ 0  
Warrants exercised (in shares) 0  
Warrants exercised, Weighted Average Exercise Price (in dollars per share) $ 0  
Warrants exercised, Aggregate Fair Market Value $ 0  
Warrants expired (in shares) 0  
Warrants expired,Weighted Average Exercise Price (in dollars per share) $ 0  
Warrants expired, Aggregate Fair Market Value $ 0  
Outstanding (in shares) 80 80
Warrants Outstanding, Weighted Average Exercise Price (in dollars per share) $ 72.1 $ 72.1
v3.25.0.1
Note 7 - Net Loss Per Share (Details Textual) - $ / shares
3 Months Ended 6 Months Ended
Dec. 31, 2024
Dec. 31, 2024
Share-Based Payment Arrangement, Option, Exercise Price Range, Lower Range Limit (in dollars per share)   $ 6.99
Share-Based Payment Arrangement, Option, Exercise Price Range, Upper Range Limit (in dollars per share)   $ 175.5
Restricted Stock [Member]    
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount (in shares) 0  
Share-Based Payment Arrangement, Option [Member]    
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount (in shares) 220,349  
Share-Based Payment Arrangement, Option, Exercise Price Range, Lower Range Limit (in dollars per share) $ 6.99  
Share-Based Payment Arrangement, Option, Exercise Price Range, Upper Range Limit (in dollars per share) $ 175.5  
v3.25.0.1
Note 7 - Net Loss Per Share - Schedule of Basic and Diluted Earnings Per Share (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands
3 Months Ended 6 Months Ended
Dec. 31, 2024
Sep. 30, 2024
Dec. 31, 2023
Sep. 30, 2023
Dec. 31, 2024
Dec. 31, 2023
Net loss $ (4,009) $ (3,278) $ (2,641) $ (2,912) $ (7,287) $ (5,553)
Denominator for basic and diluted net loss per share — weighted average common stock outstanding (in shares) 1,638   1,631   1,634 1,631
Net loss per common share (in dollars per share) $ (2.45)   $ (1.62)   $ (4.46) $ (3.4)
v3.25.0.1
Note 9 - Fair Value Measurement - Schedule of Fair Value Measurement of Financial Instruments (Details) - USD ($)
$ in Thousands
Dec. 31, 2024
Jun. 30, 2024
Debt Securities, Available-for-sale $ 21,531 $ 21,474
Corporate & Government Debt Mutual Funds Securities [Member]    
Debt Securities, Available-for-sale 14,457 14,426
Corporate & Government Debt ETFs Securities [Member]    
Debt Securities, Available-for-sale 7,074 7,048
Reported Value Measurement [Member]    
Debt Securities, Available-for-sale 21,531 21,474
Reported Value Measurement [Member] | Corporate & Government Debt Mutual Funds Securities [Member] | Short-Term Investments [Member]    
Debt Securities, Available-for-sale 14,457 14,426
Reported Value Measurement [Member] | Corporate & Government Debt ETFs Securities [Member] | Short-Term Investments [Member]    
Debt Securities, Available-for-sale 7,074 7,048
Estimate of Fair Value Measurement [Member]    
Debt Securities, Available-for-sale 21,531 21,474
Estimate of Fair Value Measurement [Member] | Fair Value, Inputs, Level 1 [Member]    
Debt Securities, Available-for-sale 21,531 21,474
Estimate of Fair Value Measurement [Member] | Fair Value, Inputs, Level 2 [Member]    
Debt Securities, Available-for-sale 0 0
Estimate of Fair Value Measurement [Member] | Fair Value, Inputs, Level 3 [Member]    
Debt Securities, Available-for-sale 0 0
Estimate of Fair Value Measurement [Member] | Corporate & Government Debt Mutual Funds Securities [Member] | Short-Term Investments [Member]    
Debt Securities, Available-for-sale 14,457 14,426
Estimate of Fair Value Measurement [Member] | Corporate & Government Debt Mutual Funds Securities [Member] | Short-Term Investments [Member] | Fair Value, Inputs, Level 1 [Member]    
Debt Securities, Available-for-sale 14,457 14,426
Estimate of Fair Value Measurement [Member] | Corporate & Government Debt Mutual Funds Securities [Member] | Short-Term Investments [Member] | Fair Value, Inputs, Level 2 [Member]    
Debt Securities, Available-for-sale 0 0
Estimate of Fair Value Measurement [Member] | Corporate & Government Debt Mutual Funds Securities [Member] | Short-Term Investments [Member] | Fair Value, Inputs, Level 3 [Member]    
Debt Securities, Available-for-sale 0 0
Estimate of Fair Value Measurement [Member] | Corporate & Government Debt ETFs Securities [Member] | Short-Term Investments [Member]    
Debt Securities, Available-for-sale 7,074 7,048
Estimate of Fair Value Measurement [Member] | Corporate & Government Debt ETFs Securities [Member] | Short-Term Investments [Member] | Fair Value, Inputs, Level 1 [Member]    
Debt Securities, Available-for-sale 7,074 7,048
Estimate of Fair Value Measurement [Member] | Corporate & Government Debt ETFs Securities [Member] | Short-Term Investments [Member] | Fair Value, Inputs, Level 2 [Member]    
Debt Securities, Available-for-sale 0 0
Estimate of Fair Value Measurement [Member] | Corporate & Government Debt ETFs Securities [Member] | Short-Term Investments [Member] | Fair Value, Inputs, Level 3 [Member]    
Debt Securities, Available-for-sale $ 0 $ 0
v3.25.0.1
Note 10 - Business Risk and Credit Risk Concentration Involving Cash (Details Textual)
3 Months Ended 6 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2024
Dec. 31, 2023
Customer Concentration Risk [Member] | Accounts Receivable [Member]        
Number Of Customers 1 2 1 2
v3.25.0.1
Note 11 - Stock-based Compensation (Details Textual) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2024
Dec. 31, 2023
Share-Based Payment Arrangement, Expense $ 261 $ 473 $ 477 $ 837
Share-Based Payment Arrangement, Option [Member]        
Share-Based Payment Arrangement, Expense 200 148 355 204
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercisable, Intrinsic Value 0   0  
Share-Based Payment Arrangement, Nonvested Award, Option, Cost Not yet Recognized, Amount 1,200   $ 1,200  
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition (Year)     2 years 1 month 17 days  
Restricted Stock [Member]        
Share-Based Payment Arrangement, Expense 61 $ 325 $ 122 $ 633
Share-Based Payment Arrangement, Nonvested Award, Option, Cost Not yet Recognized, Amount $ 429   $ 429  
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition (Year)     2 years 21 days  
v3.25.0.1
Note 11 - Stock-based Compensation - Stock Option Activity Summary (Details)
shares in Thousands
6 Months Ended
Dec. 31, 2024
$ / shares
shares
Outstanding (in shares) | shares 156,628
Outstanding, weighted average grant date fair value (in dollars per share) | $ / shares $ 14.18
Granted (in shares) | shares 71,210
Granted, weighted average grant date fair value (in dollars per share) | $ / shares $ 10.81
Exercised (in shares) | shares 0
Exercised, weighted average grant date fair value (in dollars per share) | $ / shares $ 0
Canceled or expired (in shares) | shares (7,489)
Canceled or expired, weighted average grant date fair value (in dollars per share) | $ / shares $ 9.69
Outstanding (in shares) | shares 220,349
Outstanding, weighted average grant date fair value (in dollars per share) | $ / shares $ 13.24
v3.25.0.1
Note 11 - Stock-based Compensation - Stock Options Outstanding (Details)
6 Months Ended
Dec. 31, 2024
$ / shares
shares
Outstanding, exercise prices range lower limit (in dollars per share) $ 6.99
Outstanding, exercise prices range upper (in dollars per share) $ 175.5
Number outstanding (in shares) | shares 220,349
Options Outstanding, Weighted average remaining contractual life (Year) 8 years 9 months 10 days
Outstanding, Weighted Average Exercise Price (in dollars per share) $ 13.24
Shares Exercisable (in shares) | shares 58,403
Exercisable, Weighted Average Exercise Price (in dollars per share) $ 19.57
Exercise Price Range 1 [Member]  
Outstanding, exercise prices range lower limit (in dollars per share) 6.99
Outstanding, exercise prices range upper (in dollars per share) $ 19.2
Number outstanding (in shares) | shares 217,724
Options Outstanding, Weighted average remaining contractual life (Year) 8 years 10 months 6 days
Outstanding, Weighted Average Exercise Price (in dollars per share) $ 11.57
Shares Exercisable (in shares) | shares 55,778
Exercisable, Weighted Average Exercise Price (in dollars per share) $ 13.34
Exercise Price Range 2 [Member]  
Outstanding, exercise prices range lower limit (in dollars per share) 55.5
Outstanding, exercise prices range upper (in dollars per share) $ 84.9
Number outstanding (in shares) | shares 418
Options Outstanding, Weighted average remaining contractual life (Year) 3 years 10 months 9 days
Outstanding, Weighted Average Exercise Price (in dollars per share) $ 61.52
Shares Exercisable (in shares) | shares 418
Exercisable, Weighted Average Exercise Price (in dollars per share) $ 61.52
Exercise Price Range 3 [Member]  
Outstanding, exercise prices range lower limit (in dollars per share) 159
Outstanding, exercise prices range upper (in dollars per share) $ 175.5
Number outstanding (in shares) | shares 2,207
Options Outstanding, Weighted average remaining contractual life (Year) 2 years 4 months 6 days
Outstanding, Weighted Average Exercise Price (in dollars per share) $ 168.97
Shares Exercisable (in shares) | shares 2,207
Exercisable, Weighted Average Exercise Price (in dollars per share) $ 168.97
v3.25.0.1
Note 11 - Stock-based Compensation - Restricted Stock Activity (Details) - Restricted Stock [Member]
shares in Thousands
6 Months Ended
Dec. 31, 2024
$ / shares
shares
Outstanding (in shares) | shares 43,773
Outstanding, weighted average grant date fair value (in dollars per share) | $ / shares $ 15.36
Granted (in shares) | shares 0
Granted, weighted average grant date fair value (in dollars per share) | $ / shares $ 0
Vested (in shares) | shares (6,668)
Vested, weighted average grant date fair value (in dollars per share) | $ / shares $ 10.1
Canceled or expired (in shares) | shares 0
Canceled or expired (in dollars per share) | $ / shares $ 0
Outstanding (in shares) | shares 37,105
Outstanding, weighted average grant date fair value (in dollars per share) | $ / shares $ 16.3
v3.25.0.1
Note 12 - Income Taxes (Details Textual) - USD ($)
$ in Thousands
6 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Income (Loss) from Continuing Operations before Income Taxes, Noncontrolling Interest $ 7,300 $ 5,500
Effective Income Tax Rate Reconciliation, Percent 0.00% 0.00%
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent 21.00% 21.00%
Unrecognized Tax Benefits $ 593  
v3.25.0.1
Note 14 - Subsequent Events (Details Textual)
$ in Thousands
Jan. 29, 2025
USD ($)
a
Jan. 23, 2025
USD ($)
Jan. 20, 2025
USD ($)
Dec. 31, 2024
USD ($)
Lessee, Operating Lease, Liability, to be Paid, Total       $ 57
Subsequent Event [Member] | Detect [Member] | TRACER [Member]        
Contract with Customer, Liability, Current   $ 429    
Donley Facilities [Member] | Subsequent Event [Member]        
Lessee, Operating Lease, Initial Monthly Rent     $ 14,186  
Metric Facility [Member] | Subsequent Event [Member]        
Area of Real Estate Property (Square Foot) | a 17,628      
Lessee, Operating Lease, Liability, to be Paid, Total $ 3,200      

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