SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event Reported): November 12, 2019
Superconductor Technologies Inc.
(Exact Name of Registrant as Specified in Charter)
|(State or Other Jurisdiction of Incorporation)||(Commission File Number)||(I.R.S. Employer Identification Number)|
|9101 Wall Street, Suite 1300, Austin, TX 78754|
|(Address of Principal Executive Offices) (Zip Code)|
(Registrant's telephone number, including area code)
(Former name or former address, if changed since last report)
|Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:|
|[ ]||Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)|
|[ ]||Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)|
|[ ]||Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))|
|[ ]||Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))|
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). Emerging growth company [ ]
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]
Securities registered pursuant to Section 12(b) of the Act:
|Title of each class||Trading Symbol(s)||Name of each exchange on which registered|
|Common Stock, par value $0.001||SCON||The NASDAQ Stock Market LLC|
Item 2.02. Results of Operations and Financial Condition.
On November 12, 2019, Superconductor Technologies Inc. announced, via press release, results for its third fiscal quarter ending September 28, 2019. The press release is attached to this filing as Exhibit 99.1, and the financial information therein is hereby incorporated by reference. Pursuant to General Instruction B.2 of Form 8-K, the information furnished in response to this Item 2.02 (including the information incorporated by reference to Exhibit 99) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to any of the liabilities of that section. The Company is NOT incorporating such information by reference in any registration statement filed by the Company under the Securities Act of 1933.
On November 12, 2019, Superconductor Technologies Inc. announced, via press release, results for its third fiscal quarter ending September 28, 2019. The press release is attached to this filing as Exhibit 99.1, and the financial information therein is hereby incorporated by reference.
Pursuant to General Instruction B.2 of Form 8-K, the information furnished in response to this Item 2.02 (including the information incorporated by reference to Exhibit 99) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to any of the liabilities of that section. The Company is NOT incorporating such information by reference in any registration statement filed by the Company under the Securities Act of 1933.
Item 9.01. Financial Statements and Exhibits.
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
|Superconductor Technologies Inc.|
|Date: November 12, 2019||By:||/s/ William J. Buchanan|
|William J. Buchanan|
|Vice President and Chief Financial Officer|
Superconductor Technologies Reports Third Quarter 2019 Results
AUSTIN, Texas, Nov. 12, 2019 (GLOBE NEWSWIRE) -- Superconductor Technologies Inc. (STI) (Nasdaq: SCON) reported financial results for the three and nine months ended September 28, 2019.
Jeff Quiram, STI’s president and CEO, stated, “In the third quarter, we started delivering initial quantities of our Conductus® high performance magnet wire to several customers but we remain challenged to meet current customer commitments. We remain focused on completing our current customer demand before we can begin to transition to full production.
“Late in the third quarter we reengaged our efforts on our Department of Energy (DOE) project. In conjunction with project partners TECO Westinghouse Motor Company, Massachusetts Institute of Technology, and the University of North Texas, we are focused on the deployment of components for Next Generation Electrical Machines. The objectives have significant synergies with our commercial goal of ramping capacity of best in class 2G HTS wire for superconducting magnet applications.
“Finally, early in the fourth quarter, we strengthened our IP portfolio as the U.S. Patent and Trademark Office in October granted STI a patent that further protects its unique techniques to maximize current carrying performance in superconducting magnet applications. This patented process is important for the industry as high-performance magnet wire is a key component to the successful future commercialization of fusion,” Quiram concluded.
As announced on October 29, 2019, STI’s management and Board are exploring strategic alternatives for the company, which may include, among others, a strategic investment financing that would enable the company to pursue its current business plan to commercialize the Conductus wire platform; a business combination such as a merger with another party; or a sale of STI. The company’s timetable for the conclusion of this review and its decisions related to any potential strategic alternatives are subject to the company’s cash limitations noted below.
Third Quarter Financial Summary
STI’s third quarter 2019 net revenues were $157,000, compared to $517,000 in the third quarter of 2018. For both periods, revenue was from work done in the company’s ongoing Department of Energy NGEM project. Net loss for the third quarter 2019 was $2.4 million, or a loss of $0.43 per share, compared to a net loss of $2.2 million, or a loss of $0.88 per share for the third quarter of 2018.
STI net revenues for the nine-month period ending September 28, 2019 were $157,000, compared to $1.6 million for the nine-month period ending September 29, 2018. The net loss for the nine-month period ending September 28, 2019, was $7.3 million, or $1.63 per share, compared to $5.7 million, or $3.66 per share for the nine-month period ending September 29, 2018.
Please note: share and per share data for both periods are adjusted for the 1-for-10 reverse stock split effective on July 24, 2018.
As of September 28, 2019, STI had $275,000 in cash and cash equivalents. On October 10, 2019, STI generated gross proceeds of approximately $3.0 million from a public offering. This offering did not raise sufficient proceeds for STI to execute on its planned business operations over the next 12-months. STI’s current forecast is that its existing cash and cash equivalents resources will be sufficient to fund its business operations only into the first quarter of 2020.
Investor Conference Call
STI will host a conference call and simultaneous webcast today, November 12th, at 11:00 a.m. Eastern Time / 8:00 a.m. Pacific Time to discuss its results. To listen to the call live, please dial 1-866-548-4713 at least 10 minutes before the start of the conference. International participants may dial 1-323-794-2093. The conference ID is 1233333. The call will be webcast and can be accessed from the “Investor Relations” section of the company’s website. A telephone replay will be available until midnight ET on November 19th by dialing 1-844-512-2921 or 1-412-317-6671 and entering pass code 1233333. A replay will also be available at the web address above.
About Superconductor Technologies Inc. (STI)
Superconductor Technologies Inc. is a global leader in superconducting innovation. Its Conductus® superconducting wire platform offers high performance, cost-effective and scalable superconducting wire. With 100 times the current carrying capacity of conventional copper and aluminum, superconducting wire offers zero resistance with extreme high current density. This provides a significant benefit for electric power transmission and also enables much smaller or more powerful magnets for motors, generators, energy storage and medical equipment. Since 1987, STI has led innovation in HTS materials, developing more than 100 patents as well as proprietary trade secrets and manufacturing expertise. For more than 20 years STI utilized its unique HTS manufacturing process for solutions to maximize capacity utilization and coverage for Tier 1 telecommunications operators. Headquartered in Austin, TX, Superconductor Technologies Inc.'s common stock is listed on the NASDAQ Capital Market under the ticker symbol “SCON.” For more information about STI, please visit http://www.suptech.com.
Safe Harbor Statement
Statements in this press release regarding our business that are not historical facts are "forward-looking statements" that involve risks and uncertainties. Forward-looking statements are not guarantees of future performance and are inherently subject to uncertainties and other factors, which could cause actual results to differ materially from the forward-looking statements. These factors and uncertainties include, but are not limited to: our limited cash and a history of losses; our need to materially grow our revenues from commercial operations and/or to raise additional capital (which capital may not be available on acceptable terms or at all) in the very near future, before cash reserves are depleted, to implement our current business plan and maintain our viability; the performance and use of our equipment to produce wire in accordance with our timetable; overcoming technical challenges in attaining milestones to develop and manufacture commercial lengths of our HTS wire; the possibility of delays in customer evaluation and acceptance of our HTS wire; the limited number of potential customers and customer pressures on the selling prices of our products; the limited number of suppliers for some of our components and our HTS wire; there being no significant backlog from quarter to quarter; our market being characterized by rapidly advancing technology; the impact of competitive products, technologies and pricing; manufacturing capacity constraints and difficulties; the impact of any financing activity on the level of our stock price; the dilutive impact of any issuances of securities to raise capital; the steps required to maintain the listing of our common stock with a U.S. national securities exchange and the impact on the liquidity and trading price of our common stock if we fail to maintain such listing; the cost and uncertainty from compliance with environmental regulations; and local, regional, and national and international economic conditions and events and the impact they may have on us and our customers.
Forward-looking statements can be affected by many other factors, including, those described in the "Business" and "Management's Discussion and Analysis of Financial Condition and Results of Operations" sections of STI's Annual Report on Form 10-K for the year ended December 31, 2018, and in STI's other public filings. These documents are available online at STI's website, www.suptech.com, or through the SEC's website, www.sec.gov. Forward-looking statements are based on information presently available to senior management, and STI has not assumed any duty to update any forward-looking statements.
Investor Relations Contact
Moriah Shilton or Kirsten Chapman
LHA +1-415-433-3777 firstname.lastname@example.org
SUPERCONDUCTOR TECHNOLOGIES INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
|Three Months Ended||Nine Months Ended|
|September 28, 2019||September 29, 2018||September 28, 2019||September 29, 2018|
|Government contract revenues||$||157,000||$||517,000||$||157,000||$||1,556,000|
|Costs and expenses:|
|Cost of commercial product revenues||943,000||604,000||2,688,000||1,611,000|
|Cost of government contract revenues||10,000||395,000||27,000||1,129,000|
|Research and development||622,000||665,000||1,875,000||1,655,000|
|Selling, general and administrative||966,000||1,041,000||2,922,000||3,088,000|
|Total costs and expenses||2,541,000||2,705,000||7,512,000||7,483,000|
|Loss from operations||(2,384,000||)||(2,188,000||)||(7,355,000||)||(5,927,000||)|
|Other income and expense:|
|Adjustments to fair value of warrant derivatives||-||3,000||-||52,000|
|Adjustment to warrant exercise price||-||-||-||(24,000||)|
|Basic and diluted net loss per common share||$||(0.43||)||$||(0.88||)||$||(1.64||)||$||(3.66||)|
|Basic and diluted weighted average number of common shares outstanding||5,501,576||2,469,371||4,455,258||1,601,752|
|SUPERCONDUCTOR TECHNOLOGIES INC.|
|CONDENSED CONSOLIDATED BALANCE SHEETS|
|September 28,||December 31,|
|Cash and cash equivalents||$||275,000||$||5,616,000|
|Accounts Receivable Net||157,000|
|Prepaid expenses and other current assets||147,000||61,000|
|Total Current Assets||726,000||5,850,000|
|Property and equipment, net of accumulated depreciation of|
|$12,843,000 and $12,172,000, respectively||338,000||1,009,000|
|Patents, licenses and purchased technology, net of accumulated amortization|
|of $1,060,000 and $1,026,000, respectively||652,000||686,000|
|Operating lease assets||297,000||-|
|LIABILITIES AND STOCKHOLDERS' EQUITY|
|Current operating lease liabilities||291,000||-|
|Total Current Liabilities||1,133,000||852,000|
|Long term operating lease liabilities||6,000||-|
|Other long term liabilities||8,000||17,000|
|Preferred stock, $.001 par value, 2,000,000 shares authorized,|
|328,925 and 330,787 shares issued and outstanding, respectively||-||-|
|Common stock, $.001 par value, 250,000,000 shares authorized,|
|5,502,609 and 3,270,609 shares issued and outstanding, respectively||6,000||3,000|
|Capital in excess of par value||327,974,000||326,486,000|
|Total Stockholders' Equity||935,000||6,745,000|
|Total Liabilities and Stockholders' Equity||$||2,082,000||$||7,614,000|
Note – December 31, 2018 balances were derived from audited financial statements.
|SUPERCONDUCTOR TECHNOLOGIES INC.|
|CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS|
|Nine Months Ended|
|September 28, |
|September 29, |
|CASH FLOWS FROM OPERATING ACTIVITIES:|
|Adjustments to reconcile net loss to net cash used in|
|Depreciation and amortization||704,000||781,000|
|Stock-based compensation expense||70,000||44,000|
|Adjustments to fair value of warrant derivatives||-||(52,000||)|
|Adjustment to warrant exercise price||-||24,000|
|Changes in assets and liabilities:|
|Prepaid expenses and other current assets||(86,000||)||(44,000||)|
|Patents and licenses||-||(1,000||)|
|Accounts payable, accrued expenses and other current liabilities||(18,000||)||160,000|
|Net cash used in operating activities||(6,762,000||)||(4,961,000||)|
|CASH FLOWS FROM INVESTING ACTIVITIES:|
|Purchases of property and equipment||-||(189,000||)|
|Net cash used in investing activities||-||(189,000||)|
|CASH FLOWS FROM FINANCING ACTIVITIES:|
|Net proceeds from the sale of common stock||1,421,000||9,680,000|
|Net cash provided by financing activities||1,421,000||9,680,000|
|Net increase (decrease) in cash and cash equivalents||(5,341,000||)||4,530,000|
|Cash and cash equivalents at beginning of period||5,616,000||3,056,000|
|Cash and cash equivalents at end of period||$||275,000||$||7,586,000|