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Lightbridge Corp (LTBR) SEC Filing 8-K Material Event for the period ending Thursday, March 24, 2022

Lightbridge Corp

CIK: 1084554 Ticker: LTBR

EXHIBIT 99.1

 

 

FOR IMMEDIATE RELEASE

 

 

Lightbridge Provides Business Update and Announces Fiscal Year 2021 Financial Results

 

RESTON, Va., March 24, 2022 (GLOBE NEWSWIRE) – Lightbridge Corporation (Nasdaq: LTBR), an advanced nuclear fuel technology company, announced its financial results for the year ended December 31, 2021, and provided an update on the Company’s continued progress.

 

Seth Grae, President & Chief Executive Officer of Lightbridge Corporation, commented, “We achieved important milestones in our fuel development work in 2021 and continue to make excellent progress in executing our strategy despite war in Europe and continued impacts of the COVID-19 pandemic. Our working relationship with the U.S. government, including the Department of Energy (DOE), and its national labs, helps validate our technology in the industry and underscores the potential economic value of Lightbridge Fuel™. DOE awarded Lightbridge a second Gateway for Advanced Innovation in Nuclear (GAIN) voucher before we completed work on our first GAIN voucher, which is a rare accomplishment.”

 

“Lightbridge is the only company that is working to reinvent nuclear fuel for existing types of reactors. Our innovative nuclear fuel designs are backed by a global patent portfolio that covers both the design and manufacturing method of the fuel. We received three key patents from the U.S. Patent and Trademark Office in the fourth quarter related to our innovative metallic nuclear fuel assembly. We continue developing new intellectual property around all aspects of our fuel.”

 

“Lightbridge aims to play a central role in the expansion of nuclear power globally. Governments around the world recognize that if they want to reach the energy and emissions targets that they’ve set, they can’t even come close to doing it only with renewables. To have reliable baseload carbon-free energy, you have to include nuclear in the diversified energy mix. In late 2021, China announced plans to build up to 150 new nuclear reactors in the next 15 years. In addition, we are seeing broad interest in small modular reactor (SMR) technology, with several well-funded companies taking serious steps toward building these reactors. We are developing our fuel to work in the existing large reactors and in SMRs. The nuclear power industry has been more vocal about its role in decarbonization because it is imperative to bring tremendous amounts of new clean energy onto the system to meet energy and climate goals and to wean off dependency on fossil fuels.”

 

“As we look to 2022, Lightbridge is well-positioned for a strong year. We are reporting one of the strongest balance sheets in our history. We remain focused on leveraging our technical expertise and industry relationships to advance our fuel development program and position Lightbridge for long-term growth,” concluded Mr. Grae.

 

 

 

  

Financial Highlights

 

The Company strengthened its working capital position at December 31, 2021 and had no debt.

 

Cash Flows Summary

 

·

Cash and cash equivalents were $24.7 million at December 31, 2021, compared to $21.5 million at December 31, 2020, an increase of $3.2 million, consisting of the following:

 

 

o

Cash used in operating activities increased $2.4 million, from $8.6 million in 2020 to $11.0 million in 2021. Our 2021 operating cash flows reflect our net loss of $7.8 million, non-cash charges of $1.1 million, and a net decrease from changes in our working capital accounts of approximately $4.3 million. Decreases in operating cash flows caused by working capital changes include a net decrease in accounts payable and accrued expenses of $4.4 million, offset by a decrease in prepaid expenses and other current assets of $0.1 million. The decrease in accounts payable and accrued expenses is primarily related to the payment of the $4.2 million expense accrual recorded in 2020 related to the arbitration settlement.

 

 

 

 

o

Cash used in our investing activities for the year ended December 31, 2021, as compared to net cash used in our investing activities in 2020, decreased by approximately $0.2 million. The decrease was due primarily to a decrease in trademark costs.

 

 

 

 

o

Cash provided by financing activities increased $1.8 million from $12.4 million in 2020 to $14.2 million in 2021. This increase was primarily due to an increase in the net proceeds from the issuance of common stock by our at-the-market (ATM) facility in 2021.

 

Balance Sheet Summary

 

·

Total assets were $25.0 million and total liabilities were $0.2 million at December 31, 2021. Working capital was $24.7 million at December 31, 2021 versus $17.1 million in 2020. This increase of $7.6 million in working capital was due primarily to the factors stated above in the cash flows summary.

 

 

·

Stockholders’ equity was $24.8 million at December 31, 2021 as compared to $17.2 million at December 31, 2020.

 

 

·

On October 29, 2021, the Company entered into a share exchange agreement with the holder of all of the outstanding Series A Preferred Stock, pursuant to which all of the outstanding Series A Preferred Stock was exchanged for 262,910 shares of the Company’s common stock based on the exchange of $2.6 million in accumulated liquidation preference into shares of common stock at a rate of $10 per share, without any cash payments by either party. The Series A Preferred Stock outstanding as of December 31, 2021 and 2020 was 0 and 699,878 shares, respectively

 

 

·

On December 3, 2021, the Company entered into a series of share exchange agreements with all the holders of the Company’s Series B Preferred Stock. Upon the closing of the exchange, the Company issued an aggregate of 522,244 shares of common stock based on the exchange of $5.2 million in accumulated liquidation preference into shares of common stock at a rate of $10 per share, without any cash payments by any party. The Series B Preferred Stock outstanding as of December 31, 2021 and 2020 was 0 and 2,666,667 shares, respectively.

 

 
2

 

 

Operations Summary

 

·

General and administrative expenses for the year ended December 31, 2021 were $7.1 million compared to $8.3 million for the prior year, a decrease of $1.2 million in 2021. There was a decrease in professional fees of $2.2 million primarily due to a decrease in the legal and professional fees relating to the settlement to terminate the Enfission joint venture, a decrease in amortization expense of $0.1 million and a decrease in business development expenses of $0.1 million. These decreases were offset by an increase of $0.6 million in stock-based compensation expense, an increase of $0.2 million in consulting fees, an increase of $0.2 million in insurance expense, and an increase of $0.2 million in director compensation as the result of an increase in the size of the board of directors.

 

 

·

Lightbridge’s total research and development expenses amounted to $1.4 million for the year ended December 31, 2021 compared to $0.9 million for the year ended December 31, 2020, an increase of $0.5 million. There was an increase of $0.5 million in outside research and development work with the DOE’s national laboratories related to the GAIN voucher and an increase of $0.2 million in patent expense. These increases were offset by a decrease in employee compensation and employee benefits of $0.2 million.

 

 

·

Total other operating income was $0.6 million for the year ended December 31, 2021, compared to other operating income of $0.1 million for the year ended December 31, 2020, an increase of $0.5 million. This increase was due to the final cash distribution from the dissolved Enfission joint venture of $0.1 million and an increase in grant income – noncash from the GAIN voucher of $0.4 million. Grant income – noncash is recorded on a gross method, with the grant income shown as other operating income and the related costs as a charge to research and development expenses.

 

 

·

Interest income generated from the interest earned from our treasury bills and our bank savings account was not significant for either of the years ended December 31, 2021 and 2020.

 

 

·

Net loss for the year ended December 31, 2021 was $7.8 million compared to $14.4 million for 2020. This decrease of $6.6 million was primarily due to the decrease in arbitration settlement costs of $4.2 million, a decrease in the patent impairment loss of $1.2 million and the expenses mentioned above.

  

 
3

 

 

About Lightbridge Corporation

  

Lightbridge (NASDAQ: LTBR) is an advanced nuclear fuel technology development company positioned to enable carbon-free energy applications that will be essential in preventing climate change. The Company is developing Lightbridge Fuel™, a proprietary next-generation nuclear fuel technology for Small Modular Reactors, as well as existing light-water reactors, which significantly enhances reactor safety, economics, and fuel proliferation resistance. To date, Lightbridge has been awarded twice by the U.S. Department of Energy’s Gateway for Accelerated Innovation in Nuclear program to support development of Lightbridge Fuel™. Lightbridge’s innovative fuel technology is backed by an extensive worldwide patent portfolio. Lightbridge is included in the Russell Microcap® Index. For more information, please visit: www.ltbridge.com.

 

For an introductory video on Lightbridge, please visit www.ltbridge.com or click here to watch the video.

 

To receive Lightbridge Corporation updates via e-mail, subscribe at https://www.ltbridge.com/investors/news-events/email-alerts

Lightbridge is on Twitter. Sign up to follow @LightbridgeCorp at http://twitter.com/lightbridgecorp.

 

Forward Looking Statements

 

With the exception of historical matters, the matters discussed herein are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the timing and outcome of research and development activities, other steps to commercialize Lightbridge Fuel™ and future governmental support and funding for nuclear energy. These statements are based on current expectations on the date of this news release and involve a number of risks and uncertainties that may cause actual results to differ significantly from such estimates. The risks include, but are not limited to: the Company’s ability to commercialize its nuclear fuel technology; the degree of market adoption of the Company’s product and service offerings; the Company’s ability to fund general corporate overhead and outside research and development costs; market competition; our ability to attract and retain qualified employees; dependence on strategic partners; demand for fuel for nuclear reactors, including small modular reactors; the Company’s ability to manage its business effectively in a rapidly evolving market; the availability of nuclear test reactors and the risks associated with unexpected changes in the Company’s fuel development timeline; the increased costs associated with metallization of our nuclear fuel; public perception of nuclear energy generally; changes in the political environment; risks associated with war in Europe and risks associated with the further spread of COVID-19, including the ultimate impact of COVID-19 on people, economies, and the Company’s ability to access capital markets; changes in the laws, rules and regulations governing the Company’s business; development and utilization of, and challenges to, our intellectual property; risks associated with potential shareholder activism; potential and contingent liabilities; as well as other factors described in Lightbridge’s filings with the Securities and Exchange Commission. Lightbridge does not assume any obligation to update or revise any such forward-looking statements, whether as the result of new developments or otherwise, except as required by law. Readers are cautioned not to put undue reliance on forward-looking statements.

 

A further description of risks and uncertainties can be found in Lightbridge’s Annual Report on Form 10-K for the fiscal year ended December 31, 2020 and in its other filings with the Securities and Exchange Commission, including in the sections thereof captioned “Risk Factors” and “Forward-Looking Statements”, all of which are available at www.sec.gov and www.ltbridge.com.

 

Investor Relations Contact:

Matthew Abenante, IRC

Director of Investor Relations

Tel: +1 (646) 828-8710

ir@ltbridge.com

*** tables follow ***

 

 
4

 

 

LIGHTBRIDGE CORPORATION

CONSOLIDATED BALANCE SHEETS

 

 

 

December 31,

 

 

December 31,

 

 

 

2021

 

 

2020

 

 

 

 

 

 

 

ASSETS

 

Current Assets

 

 

 

 

 

 

Cash and cash equivalents

 

$ 24,747,613

 

 

$ 21,531,665

 

Prepaid expenses and other current assets

 

 

113,452

 

 

 

172,460

 

Total Current Assets

 

 

24,861,065

 

 

 

21,704,125

 

Other Assets

 

 

 

 

 

 

 

 

Trademarks

 

 

101,583

 

 

 

85,562

 

Total Assets

 

$ 24,962,648

 

 

$ 21,789,687

 

 

 

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY 

Current Liabilities

 

 

 

 

 

 

 

 

Accounts payable and accrued liabilities

 

$ 171,521

 

 

$ 382,130

 

Accrued legal settlement costs

 

 

 

 

 

4,200,000

 

Total Current Liabilities

 

 

171,521

 

 

 

4,582,130

 

 

 

 

 

 

 

 

 

 

Stockholders’ Equity

 

 

 

 

 

 

 

 

Preferred stock, $0.001 par value, 10,000,000 authorized shares

 

 

 

 

 

 

 

 

Convertible Series A preferred shares, 0 and 699,878 shares issued and outstanding at December 31, 2021 and 2020, respectively (liquidation preference $0 and $2,613,025 at December 31, 2021 and 2020, respectively)

 

 

 

 

 

699

 

Convertible Series B preferred shares, 0 and 2,666,667 shares issued and outstanding at December 31, 2021 and 2020 (liquidation preference $0 and $4,897,517 at December 31, 2021 and 2020, respectively)

 

 

 

 

 

2,667

 

Common stock, $0.001 par value, 13,500,000 authorized, 9,759,223 shares and 6,567,110 shares issued and outstanding at December 31, 2021 and 2020, respectively

 

 

9,759

 

 

 

6,567

 

Additional paid-in capital

 

 

161,772,641

 

 

 

146,353,232

 

Accumulated deficit

 

 

(136,991,273 )

 

 

(129,155,608 )

Total Stockholders’ Equity

 

 

24,791,127

 

 

 

17,207,557

 

Total Liabilities and Stockholders’ Equity

 

$ 24,962,648

 

 

$ 21,789,687

 

 

 
5

 

 

LIGHTBRIDGE CORPORATION

CONSOLIDATED STATEMENTS OF OPERATIONS

 

 

 

Years Ended

 

 

 

December 31,

 

 

 

2021

 

 

2020

 

 

 

 

 

 

 

 

Revenue

 

$

 

 

$

 

 

 

 

 

 

 

 

 

 

Operating Expenses

 

 

 

 

 

 

 

 

General and administrative

 

 

7,133,618

 

 

 

8,312,583

 

Research and development

 

 

1,366,496

 

 

 

891,626

 

Legal settlement costs

 

 

24,940

 

 

 

4,200,000

 

Patent write-off and impairment loss

 

 

 

 

 

1,169,644

 

Total Operating Expenses

 

 

8,525,054

 

 

 

14,573,853

 

 

 

 

 

 

 

 

 

 

Other Operating Income

 

 

 

 

 

 

 

 

Distribution from joint venture

 

 

119,641

 

 

 

 

Grant income -noncash

 

 

527,927

 

 

 

72,709

 

Total Other Operating Income

 

 

647,568

 

 

 

72,709

 

 

 

 

 

 

 

 

 

 

Total Operating Loss

 

$ (7,877,486 )

 

$ (14,501,144 )

 

 

 

 

 

 

 

 

 

Other Income

 

 

 

 

 

 

 

 

Interest income

 

 

8,127

 

 

 

83,878

 

Foreign currency transaction gain

 

 

33,694

 

 

 

 

Total Other Income

 

 

41,821

 

 

 

83,878

 

 

 

 

 

 

 

 

 

 

Net Loss Before Income Taxes

 

 

(7,835,665 )

 

 

(14,417,266 )

Income taxes

 

 

 

 

 

 

Net Loss

 

$ (7,835,665 )

 

$ (14,417,266 )

 

 

 

 

 

 

 

 

 

Accumulated Preferred Stock Dividend

 

 

(477,991 )

 

 

(512,953 )

Deemed additional dividend on preferred stock due to the beneficial conversion feature

 

 

(213,720 )

 

 

(222,196 )

Deemed dividend upon induced conversions of Series A and Series B Preferred Stock to common stock

 

 

(3,509,328 )

 

 

 

Net Loss Attributable to Common Shareholders

 

$ (12,036,704 )

 

$ (15,152,415 )

 

 

 

 

 

 

 

 

 

Net Loss Per Common Share

 

 

 

 

 

 

 

 

Basic and diluted

 

$ (1.71 )

 

$ (3.59 )

Weighted Average Number of Common Shares Outstanding

 

 

7,035,510

 

 

 

4,216,568

 

 

 
6

 

 

LIGHTBRIDGE CORPORATION

CONSOLIDATED STATEMENTS OF CASH FLOWS

 

 

 

Years Ended

 

 

 

December 31,

 

 

 

2021

 

 

2020

 

Operating Activities

 

 

 

 

 

 

Net Loss

 

$ (7,835,665 )

 

$ (14,417,266 )

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

 

 

 

 

 

 

 

 

Common stock issued for services

 

 

254,994

 

 

 

17,000

 

Stock-based compensation

 

 

826,493

 

 

 

53,341

 

Patent write-off and impairment loss

 

 

 

 

 

1,169,645

 

Amortization of patents

 

 

 

 

 

100,117

 

 

 

 

 

 

 

 

 

 

Changes in operating working capital items:

 

 

 

 

 

 

 

 

Other receivable from joint venture

 

 

 

 

 

400,000

 

Prepaid expenses and other current assets

 

 

59,008

 

 

 

(125,089 )

Accounts payable and accrued liabilities

 

 

(140,919 )

 

 

31,831

 

Accrued legal settlement costs

 

 

(4,200,000 )

 

 

4,200,000

 

Net Cash Used in Operating Activities

 

 

(11,036,089 )

 

 

(8,570,421 )

 

 

 

 

 

 

 

 

 

Investing Activities

 

 

 

 

 

 

 

 

Trademarks

 

 

(16,021 )

 

 

(210,436 )

Net Cash Used in Investing Activities

 

 

(16,021 )

 

 

(210,436 )

 

 

 

 

 

 

 

 

 

Financing Activities

 

 

 

 

 

 

 

 

Net proceeds from the issuances of common stock

 

 

14,821,354

 

 

 

12,328,520

 

Net proceeds from the exercise of stock options

 

 

270,857

 

 

 

25,013

 

Payments for taxes related to net share settlement of equity awards

 

 

(824,153 )

 

 

 

Net Cash Provided by Financing Activities

 

 

14,268,058

 

 

 

12,353,533

 

 

 

 

 

 

 

 

 

 

Net Increase in Cash and Cash Equivalents

 

 

3,215,948

 

 

 

3,572,676

 

 

 

 

 

 

 

 

 

 

Cash and Cash Equivalents, Beginning of Year

 

 

21,531,665

 

 

 

17,958,989

 

 

 

 

 

 

 

 

 

 

Cash and Cash Equivalents, End of Year

 

$ 24,747,613

 

 

$ 21,531,665

 

 

 

 

 

 

 

 

 

 

Supplemental Disclosure of Cash Flow Information

 

 

 

 

 

 

 

 

Cash paid during the year:

 

 

 

 

 

 

 

 

Interest paid

 

$

 

 

$

 

Income taxes paid

 

$

 

 

$

 

Non-Cash Financing Activities:

 

 

 

 

 

 

 

 

Accumulated preferred stock dividend

 

$ 691,711

 

 

$ 735,149

 

Conversion of Series A preferred stock to common stock and common stock issued for payment of Series A dividend

 

$ 36

 

 

$

 

Common stock issued pursuant to RSUs

 

$ 188

 

 

$

 

Common stock issued to directors and consultants for services

 

$ 44

 

 

$

 

Exchanges of preferred stock Series A and B to common stock

 

$ 3,330

 

 

$

 

Payment of accrued liabilities with common stock

 

$ 69,690

 

 

$ 17,000

 

 

 
7

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Ticker: LTBR
CIK: 1084554
Form Type: 8-K Corporate News
Accession Number: 0001477932-22-001614
Submitted to the SEC: Thu Mar 24 2022 5:00:43 PM EST
Accepted by the SEC: Thu Mar 24 2022
Period: Thursday, March 24, 2022
Industry: Management Consulting Services
Events:
  1. Earnings Release
  2. Financial Exhibit

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