Astra Space, Inc. [ASTR] Filings

10-Q 1 astr-20220930.htm 10-Q 10-Q

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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 September 30, 2022


☐	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: 001-39426

ASTRA SPACE, INC.

(Exact Name of Registrant as Specified in its Charter)


Delaware	85-1270303
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
1900 Skyhawk Street Alameda, CA	94501
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (866) 278-7217

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

Title of each class

Trading
Symbol(s)

Name of each exchange on which registered

Class A Common Stock, par value $0.0001 per share

ASTR

The NASDAQ Global Select Market

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 Exchange Act). Yes ☐ No ☒

As of November 7, 2022, the registrant had 211,926,952 shares of Class A common stock, $0.0001 par value per share, outstanding and 55,539,188 shares of Class B common stock, $0.0001 par value per share, outstanding.

Table of Contents


		Page
PART I.	FINANCIAL INFORMATION	1

Item 1.	Condensed Consolidated Financial Statements (Unaudited)	1
	Condensed Consolidated Balance Sheets	1
	Condensed Consolidated Statements of Operations	2
	Condensed Consolidated Statements of Stockholders' Equity	4
	Condensed Consolidated Statements of Cash Flows	6
	Notes to Unaudited Condensed Consolidated Financial Statements	8
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	35
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	47
Item 4.	Controls and Procedures	47

PART II.	OTHER INFORMATION	50

Item 1.	Legal Proceedings	50
Item 1A.	Risk Factors	50
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	52
Item 3.	Defaults Upon Senior Securities	52
Item 4.	Mine Safety Disclosures	52
Item 5.	Other Information	52
Item 6.	Exhibits	54
Signatures		55

Table of Contents

PART I—FINANCIAL INFORMATION

Item 1. Condensed Consolidated Financial Statements (unaudited)

ASTRA SPACE, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except share data)

(Unaudited)


	As of
	September 30, 2022			December 31, 2021
ASSETS
Current assets:
Cash and cash equivalents	$	67,608		$	325,007
Marketable securities		82,936			—
Trade accounts receivable		4,923			1,816
Inventories		5,174			7,675
Prepaid and other current assets		7,609			12,238
Total current assets		168,250			346,736
Non-current assets:
Property, plant and equipment, net		20,048			66,316
Right-of-use asset		14,909			9,079
Goodwill		—			58,251
Intangible assets, net		10,699			17,921
Other non-current assets		1,999			721
Total assets	$	215,905		$	499,024

LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	9,347		$	9,122
Operating lease obligation, current portion		3,903			1,704
Contingent consideration, current portion		32,420			—
Accrued expenses and other current liabilities		27,382			29,899
Total current liabilities		73,052			40,725
Non-current liabilities:
Operating lease obligation, net of current portion		10,974			7,180
Contingent consideration, net of current portion		10,530			13,700
Other non-current liabilities		7,277			899
Total liabilities		101,833			62,504

Commitments and Contingencies (Note 11)

STOCKHOLDERS’ EQUITY
Founders convertible preferred stock, $0.0001 par value; 1,000,000 shares authorized; none issued and outstanding as of September 30, 2022 and December 31, 2021		—			—
Class A common stock, $0.0001 par value; 400,000,000 shares authorized; 211,824,567 and 207,451,107 shares issued and outstanding as of September 30, 2022 and December 31, 2021, respectively		22			22
Class B common stock, $0.0001 par value; 65,000,000 shares authorized; 55,539,188 and 55,539,189 shares issued and outstanding as of September 30, 2022 and December 31, 2021, respectively		6			6
Additional paid in capital		1,889,759			1,844,875
Accumulated other comprehensive loss		(202	)		—
Accumulated deficit		(1,775,513	)		(1,408,383	)
Total stockholders’ equity		114,072			436,520
Total liabilities and stockholders’ equity	$	215,905		$	499,024

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

Table of Contents

ASTRA SPACE, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except share and per share data)

(Unaudited)


	Three Months Ended September 30,						Nine Months Ended September 30,
	2022			2021			2022			2021
Revenues
Launch services	$	—		$	—		$	5,899		$	—
Space products		2,777			—			3,471			—
Total revenues		2,777			—			9,370			—
Cost of revenues
Launch services		—			—			28,193			—
Space products		1,071			—			1,337			—
Total cost of revenues		1,071			—			29,530			—
Gross income (loss)		1,706			—			(20,160	)		—
Operating expenses:
Research and development		32,821			21,724			111,546			44,159
Sales and marketing		4,052			1,090			13,452			2,229
General and administrative		19,222			19,730			60,816			50,712
Impairment expense		75,116			—			75,116			—
Goodwill impairment		58,251			—			58,251			—
Loss on change in fair value of contingent consideration		11,949			—			29,249			—
Total operating expenses		201,411			42,544			348,430			97,100
Operating loss		(199,705	)		(42,544	)		(368,590	)		(97,100	)
Interest income (expense), net		616			18			1,146			(1,194	)
Other (expense) income, net		(25	)		25,895			314			25,177
Loss on extinguishment of convertible notes		—			—			—			(131,908	)
Loss on extinguishment of convertible notes attributable to related parties		—			—			—			(1,875	)
Loss before taxes		(199,114	)		(16,631	)		(367,130	)		(206,900	)
Income tax (benefit) provision		—			(383	)		—			(383	)
Net loss	$	(199,114	)	$	(16,248	)	$	(367,130	)	$	(206,517	)
Adjustment to redemption value on Convertible Preferred Stock		—			—			—			(1,011,726	)
Net loss attributable to common stockholders	$	(199,114	)	$	(16,248	)	$	(367,130	)	$	(1,218,243	)

Net loss per share:
Weighted average number of shares of Class A common stock outstanding – basic and diluted		210,788,116			201,080,003			209,317,361			79,784,524
Net loss per share of Class A common stock – basic and diluted	$	(0.75	)	$	(0.06	)	$	(1.39	)	$	(9.39	)
Weighted average number of shares of Class B common stock outstanding – basic and diluted		55,539,188			56,239,188			55,539,188			49,970,071
Net loss per share of Class B common stock – basic and diluted	$	(0.75	)	$	(0.06	)	$	(1.39	)	$	(9.39	)

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

Table of Contents

ASTRA SPACE, INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS
(In thousands)

(Unaudited)


	For The Three Months Ended September 30,						For The Nine Months Ended September 30,
	2022			2021			2022			2021
Net loss	$	(199,114	)	$	(16,248	)	$	(367,130	)	$	(206,517	)
Other comprehensive loss:
Unrealized gain (loss) on available-for-sale marketable securities		31			—			(202	)		—
Total comprehensive loss	$	(199,083	)	$	(16,248	)	$	(367,332	)	$	(206,517	)

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

Table of Contents

ASTRA SPACE, INC.

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
Nine Months Ended September 30, 2022

(In thousands, except share data)

(Unaudited)



	Class A Common Stock				Class B Common Stock					Additional Paid in		Accumulated Other Comprehensive			Accumulated			Total Stockholders'
	Shares		Amount		Shares			Amount		Capital		Loss			Deficit			Equity

Balance as of December 31, 2021		207,451,107	$	22		55,539,189		$	6	$	1,844,875	$	—		$	(1,408,383	)	$	436,520
Stock-based compensation		—		—		(1	)		—		17,041		—			—			17,041
Issuance of common stock under equity plans		1,159,383		—		—			—		793		—			—			793
Unrealized gain (loss) on available-for-sale marketable securities		—		—		—			—		—		(155	)		—			(155	)
Net loss		—		—		—			—		—		—			(85,713	)		(85,713	)
Balance as of March 31, 2022		208,610,490	$	22		55,539,188		$	6	$	1,862,709	$	(155	)	$	(1,494,096	)	$	368,486
Stock-based compensation		—		—		—			—		12,791		—			—			12,791
Issuance of common stock under equity plans		797,935		—		—			—		27		—			—			27
Unrealized loss on available-for-sale marketable securities		—		—		—			—		—		(78	)		—			(78	)
Net loss		—		—		—			—		—		—			(82,303	)		(82,303	)
Balance as of June 30, 2022		209,408,425	$	22		55,539,188		$	6	$	1,875,527	$	(233	)	$	(

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S-1	[2021-07-15]
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10-K	[2021-03-12]
10-Q	[2020-11-04]
10-Q	[2020-09-17]
S-1	[2020-07-17]