Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934



Date of report (Date of earliest event reported) March 5, 2020



Superconductor Technologies Inc.
(Exact Name of Registrant as Specified in Charter)



Delaware 0-21074 77-0158076
(State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No.)



9101 Wall Street, Suite 1300, Austin TX 78754
(Address of Principal Executive Offices) (Zip Code)


Registrant’s telephone number, including area code: (512) 334-8900


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2 below):


☐     Written 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))


Securities registered pursuant to Section 12(b) of the Act:


Title of each class  




Name of each exchange

on which registered

Common Stock, par value $0.001   SCON   The NASDAQ Stock Market LLC


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.  ☐




Item 1.01 Entry Into Material Definitive Agreement


Subsequent to the announcement on January 28, 2020 that Superconductor Technologies Inc. (the “Company”; and in the first person, “we” and our”) planned to reduce the costs of our operation and align our resources for the completion of the strategic alternatives review, the Company started the process of selling, in separate transactions, assets that the Company deemed non-essential going forward. The latest such transaction entered into on March 5th, when considered in combination with the prior transactions since January 28, 2020, may be deemed a material definitive purchase agreement for sales of various production, R&D, and testing equipment and selected intellectual property related primarily to our superconducting wire initiative. The aggregate sales prices of the post January 28th transactions is expected to be approximately $1,075,000, all sold to purchasers having no affiliation with the Company. When the transactions are completed over the next several weeks, the Company will continue to hold production, R&D, and testing assets for our Sapphire cryocooler business, along with the majority of our intellectual property assets. The proceeds from this series of transactions is expected to be sufficient, together with the Company’s other capital resources, for the Company to complete the proposed merger announced last week.


This summary is subject in its entirety to the purchase agreements described above, which the Company expects to be filed with the Company’s next periodic report.









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.


        Superconductor Technologies Inc.
Dated: March 10, 2020       By:  


            William J. Buchanan
            Vice President and Chief Financial Officer