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 ~~June 30, 2021~~March 31, 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 0-11668

INRAD OPTICS, INC.

(Exact Name of Registrant as Specified in its Charter)

New Jersey		22-2003247
State or Other Jurisdiction of Incorporation or Organization		I.R.S. Employer Identification No.

181 Legrand Avenue, Northvale, NJ		07647
Address of Principal Executive Offices		Zip Code

(201) 767-1910

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: None.


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
None	None	None

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 ☒

The number of shares of the registrant’s common stock outstanding, $0.01 par value, as of ~~August~~May 13, ~~2021,~~2022, was ~~13,967,257.~~14,022,320.

Table of Contents

INRAD OPTICS, INC AND SUBSIDIARIES

INDEX


Part I.	CONDENSED FINANCIAL INFORMATION

Item 1.	Condensed Consolidated Financial Statements:

	Condensed consolidated balance sheets as of ~~June 30, 2021~~March 31, 2022 (unaudited) and December 31, ~~2020~~2021	31

	Condensed consolidated statements of operations for the three ~~and six~~ months ended ~~June 30,~~March 31, 2022 and 2021 ~~and 2020~~ (unaudited)	42

	Condensed consolidated statements of shareholders equity for the three ~~and six~~ months ended ~~June 30,~~March 31, 2022 and 2021 ~~and 2020~~ (unaudited)	53

	Condensed consolidated statements of cash flows for the ~~six~~three months ended ~~June 30,~~March 31, 2022 and 2021 ~~and 2020~~ (unaudited)	64

	Notes to condensed consolidated financial statements (unaudited)	75

Item 2.	~~Management's~~Management’s Discussion and Analysis of Financial Condition and Results of Operations	1513

Item 3.	Quantitative and Qualitative Disclosures about Market Risk	1916

Item 4.	Controls and Procedures	1916

Part II.	OTHER INFORMATION	2017

Item 1.	Legal Proceedings	2017

Item 1A.	Risk Factors	2017

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	2017

Item 3.	Defaults upon Senior Securities	2017

Item 4.	Mine Safety Disclosures	2017

Item 5.	Other Information	2017

Item 6.	Exhibits	2118

Signatures		2219

Table of Contents

INRAD OPTICS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS


	June 30,		December 31,
	2021		2020		March 31,		December 31,
	(Unaudited)				2022		2021
Assets					(Unaudited)
Current assets:
Cash and cash equivalents	$	1,494,346	$	1,129,703	$	1,792,800	$	1,801,188
Accounts receivable, net		1,024,229		824,452		1,200,372		1,287,653
Inventories, net		3,078,824		3,206,057		2,892,823		2,524,871
Other current assets		102,340		214,748		142,834		260,116
Total current assets		5,699,739		5,374,960		6,028,829		5,873,828

Plant and equipment:
Plant and equipment, at cost		15,205,646		15,191,610		15,909,169		15,393,241
Less: Accumulated depreciation and amortization		(14,629,031)		(14,564,186)		(14,764,389)		(14,709,744)
Total plant and equipment		576,615		627,424		1,144,780		683,497
Precious metals		561,909		561,909		561,909		561,909
Lease right-of-use, net		272,645		415,377		50,654		125,724
Other assets		48,421		48,421		26,993		26,993
Total Assets	$	7,159,329	$	7,028,091	$	7,813,165	$	7,271,951

Liabilities and Shareholders' Equity
Liabilities and Shareholders’ Equity
Current liabilities:
Current portion of other long term notes	$	16,288	$	16,288	$	60,029	$	16,403
Accounts payable and accrued liabilities		589,067		717,536		706,342		554,604
Contract liabilities		547,056		856,802		672,644		576,474
Current portion of lease obligation		298,821		304,844		65,265		141,536
Total current liabilities		1,451,232		1,895,470		1,504,280		1,289,017

Related party convertible notes payable		2,500,000		2,500,000		2,500,000		2,500,000

Other long term notes, net of current portion		166,053		1,133,682		372,476		157,578
Lease obligation, net of current portion		0		144,228		0		2,692
Total liabilities		4,117,285		5,673,380		4,376,756		3,949,287

Shareholders' equity:
Common stock: $.01 par value; 60,000,000 authorized shares; 13,967,257 shares issued at June 30, 2021, and 13,824,928 shares issued at December 31, 2020		139,674		138,251
Shareholders’ equity:
Common stock: $.01 par value; 60,000,000 authorized shares; 14,026,920 shares issued at March 31, 2022, and 13,967,257 shares issued at December 31, 2021						140,271		139,674
Capital in excess of par value		19,687,223		19,516,363		19,805,712		19,733,996
Accumulated deficit		(16,769,903)		(18,284,953)		(16,494,624)		(16,536,056)
		3,056,994		1,369,661		3,451,359		3,337,614
Less - Common stock in treasury, at cost (4,600 shares)		(14,950)		(14,950)		(14,950)		(14,950)
Total shareholders' equity		3,042,044		1,354,711
Total Liabilities and shareholders' equity	$	7,159,329	$	7,028,091
Total shareholders’ equity						3,436,409		3,322,664
Total Liabilities and shareholders’ equity					$	7,813,165	$	7,271,951

See Notes to Condensed Consolidated Financial Statements (Unaudited)

Table of Contents

INRAD OPTICS, INC AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)


	Three Months Ended June 30,				Six Months Ended June 30,				Three Months Ended March 31,
	2021		2020		2021		2020		2022		2021

Total sales revenue	$	2,881,751	$	2,523,990	$	5,661,299	$	4,574,485
Total revenue									$	2,437,096	$	2,779,548

Cost and expenses:
Cost of goods sold		1,824,001		1,784,192		3,790,808		3,419,232		1,677,531		1,966,807
Selling, general and administrative expenses		638,691		676,046		1,247,449		1,377,725		676,551		608,758
		2,462,692		2,460,238		5,038,257		4,796,957		2,354,082		2,575,565

Income (loss) from operations		419,059		63,752		623,042		(222,472)
Other expense:
Income from operations										83,014		203,983
Other income (expense):
Gain on forgiveness of PPP loan		0		0		973,166		0		0		973,166
Interest expense-net		(44,343)		(37,957)		(81,158)		(76,220)		(41,582)		(36,815)
		(44,343)		(37,957)		892,008		(76,220)		(41,582)		936,351

Income (loss) before income taxes		374,716		25,795		1,515,050		(298,692)
Income before income taxes										41,432		1,140,334

Income tax (provision) benefit		0		0		0		0		0		0

Net income (loss)	$	374,716	$	25,795	$	1,515,050	$	(298,692)
Net income									$	41,432	$	1,140,334

Net income (loss) per common share - basic	$	0.03	$	0.00	$	0.11	$	(0.02)
Net income per common share - basic									$	0.00	$	0.08

Net income (loss) per common share - diluted	$	0.03	$	0.00	$	0.11	$	(0.02)
Net income per common share - diluted									$	0.00	$	0.08

Weighted average shares outstanding - basic		13,844,050		13,745,536		13,827,106		13,734,851		13,992,489		13,820,328

Weighted average shares outstanding - diluted		14,128,491		14,145,909		14,103,797		13,734,851		14,586,524		14,099,251

See Notes to Condensed Consolidated Financial Statements (Unaudited)

Table of Contents

INRAD OPTICS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF ~~SHAREHOLDERS'~~SHAREHOLDERS’ EQUITY

(Unaudited)


				Capital in						Total
	Common Stock			excess of		Accumulated		Treasury		Shareholders’
	Shares	Amount		par value		Deficit		Stock		Equity
Balance, January 1, 2021	13,824,928	$	138,251	$	19,516,363	$	(18,284,953)	$	(14,950)	$	1,354,711
401K contribution	0		0		0		0		0		0
Stock-based compensation expense	0		0		29,303		0		0		29,303
Net income March 31, 2021	0		0		0		1,140,334		0		1,140,334
Balance, March 31, 2021	13,824,928	$	138,251	$	19,545,666	$	(17,144,619)	$	(14,950)	$	2,524,348


				Capital in						Total
	Common Stock			excess of		Accumulated		Treasury		Shareholders’
	Shares	Amount		par value		Deficit		Stock		Equity
Balance, January 1, 2022	13,967,257	$	139,674	$	19,733,996	$	(16,536,056)	$	(14,950)	$	3,322,664
401K contribution	59,663		597		50,158		0		0		50,755
Stock-based compensation expense	0		0		21,558		0		0		21,558
Net income March 31, 2022	0		0		0		41,432		0		41,432
Balance, March 31, 2022	14,026,920	$	140,271	$	19,805,712	$	(16,494,624)	$	(14,950)	$	3,436,409

See Notes to Condensed Consolidated Financial Statements (Unaudited)

Table of Contents

INRAD OPTICS, INC AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

Capital in

Total

Common Stock

excess of

Accumulated

Treasury

Shareholders'


Shares

Amount

par value

Deficit

Stock

Equity

Balance, January 1, 2020

13,735,177

$
137,353

$
19,281,255

$
(17,386,392)

$
(14,950)

$
2,017,266
401K contribution

0

0

0

0

0

0
Stock-based compensation expense

—

0

27,980

0

0

27,980
Net income (loss) March 31, 2020

—

0

0

(324,487)

0

(324,487)
Balance, March 31, 2020

13,735,177

$
137,353

$
19,309,235

$
(17,710,879)

$
(14,950)

$
1,720,759

401K contribution

89,751

898

123,457

0

0

124,355
Stock-based compensation expense

—

0

28,157

0

0

28,157
Net income (loss) June 30, 2020

—

0

0

25,795

0

25,795
Balance, June 30, 2020

13,824,928

$
138,251

$
19,460,849

$
(17,685,084)

$
(14,950)

$
1,899,066

Capital in

Total

Common Stock

excess of

Accumulated

Treasury

Shareholders'


Shares

Amount

par value

Deficit

Stock

Equity
Balance, January 1, 2021

13,824,928

$
138,251

$
19,516,363

$
(18,284,953)

$
(14,950)

$
1,354,711
401K contribution

0

0

0

0

0

0
Stock-based compensation expense

—

0

29,303

0

0

29,303
Net income (loss) March 31, 2021

—

0

0

1,140,334

0

1,140,334
Balance, March 31, 2021

13,824,928

$
138,251

$
19,545,666

$
(17,144,619)

$
(14,950)

$
2,524,348

401K contribution

142,329

1,423

101,926

0

0

103,349
Stock-based compensation expense

—

0

39,631

0

0

39,631
Net income (loss) June 30, 2021

—

0

0

374,716

0

374,716
Balance, June 30, 2021

13,967,257

$
139,674

$
19,687,223

$
(16,769,903)

$
(14,950)

$
3,042,044


	Three Months Ended
	March 31,
	2022		2021
Cash flows from operating activities:
Net income	$	41,432	$	1,140,334

Adjustments to reconcile net income to net cash (used in) provided by operating activities
Depreciation and amortization		54,645		42,375
401K common stock contribution - non cash item		50,755		0
Stock based compensation		21,558		29,303
Gain on forgiveness of PPP loan		0		(973,166)
Changes in operating assets and liabilities:
Accounts receivable		87,281		(451,809)
Inventories, net		(367,952)		177,885
Other assets		117,282		19,966
Accounts payable and accrued liabilities		147,846		145,992
Contract liabilities		96,170		(200,659)
Total adjustments and changes		251,211		(1,210,113)
Net cash provided by (used in) operating activities		292,643		(69,779)

Cash flows from investing activities:
Capital expenditures		(515,928)		(13,554)
Net cash (used in) investing activities		(515,928)		(13,554)

Cash flows from financing activities:
Principal payments on notes payable-other		214,897		0
Net cash (used in) financing activities		214,897		0

Net (decrease) in cash and cash equivalents		(8,388)		(83,333)

Cash and cash equivalents at beginning of period		1,801,188		1,129,703
Cash and cash equivalents at end of period	$	1,792,800	$	1,046,370

Supplemental disclosure of cash flow information:
Interest paid	$	42,113	$	37,824
Income taxes paid	$	0	$	0
Supplemental disclosure of non-cash investing and financing activities:
Acquisition of equipment by issuing a note payable	$	270,320	$	0

See Notes to Condensed Consolidated Financial Statements (Unaudited)

Table of Contents

INRAD OPTICS, INC AND SUBSIDIARIES

~~CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS~~

~~(Unaudited)~~

Six Months Ended

June 30,


2021

2020
Cash flows from operating activities:




Net income (loss)

$
1,515,050

$
(298,692)

Adjustments to reconcile net income (loss) to net cash (used in) provided by operating activities

Depreciation and amortization

64,845

138,287
401K common stock contribution - non cash item

103,349

124,355
Stock based compensation

68,934

56,137
Gain on forgiveness of PPP loan

(973,166)

0
Capitalized interest on promissory note

5,538

0
Changes in operating assets and liabilities:

Accounts receivable

(120,917)

178,382
Inventories, net

127,232

(383,589)
Other assets

112,408

47,288
Accounts payable and accrued liabilities

(135,989)

83,379
Contract liabilities

(388,605)

258,613
Total adjustments and changes

(1,136,371)

502,852
Net cash provided by operating activities

378,679

204,160

Cash flows from investing activities:

Capital expenditures

(14,036)

(100,081)
Net cash (used in) investing activities

(14,036)

(100,081)

Cash flows from financing activities:

Proceeds from PPP Loan

0

973,166
Principal payments on notes payable-other

0

(6,567)
Net cash provided by financing activities

0

966,599

Net increase in cash and cash equivalents

364,643

1,070,678

Cash and cash equivalents at beginning of period

1,129,703

950,705

Cash and cash equivalents at end of period

$
1,494,346

$
2,021,383

Supplemental disclosure of cash flow information:

Interest paid

$
83,070

$
3,043
Income taxes paid

$
0

$
0

~~See Notes to Condensed Consolidated Financial Statements (Unaudited)~~

~~Table of Contents~~

~~INRAD OPTICS, INC AND SUBSIDIARIES~~

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE 1- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements include the accounts of Inrad Optics, Inc. and its subsidiaries (collectively, the “Company”). All significant intercompany balances and transactions have been eliminated.

The condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. In the opinion of management, all adjustments of a normal recurring nature considered necessary for a fair presentation have been included. The results of operations of any interim period are not necessarily indicative of the results of operations to be expected for the full fiscal year. For further information, refer to the consolidated financial statements and accompanying footnotes included in the Company’s Annual Report on Form 10-K for the year ended December 31, ~~2020.~~2021.

In preparing these unaudited condensed consolidated financial statements, the Company has evaluated events and transactions for potential recognition or disclosure through the date the unaudited condensed consolidated financial statements were issued.

Management Estimates

These unaudited condensed consolidated financial statements and related disclosures have been prepared in conformity with U.S. GAAP, which requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses reported in those financial statements. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment, and makes adjustments when facts and circumstances dictate. As future events and their effects cannot be determined with precision, actual results could differ significantly from those estimates and assumptions. Significant changes, if any, in those estimates resulting from continuing changes in the economic environment will be reflected in the consolidated financial statements in future periods.

Accounts Receivable

Accounts receivable are carried at net realizable value, net of write-offs and allowances. The Company establishes an allowance for doubtful accounts based on estimates as to the collectability of accounts receivable. Management specifically analyzes past-due accounts receivable balances and, additionally, considers bad debt history, customer credit-worthiness, current economic trends and changes in customer payment terms when evaluating the adequacy of the allowance for doubtful accounts. Uncollectible accounts receivable are written-off when it is determined that the balance will not be collected. Reserves for uncollectible accounts receivable are recorded as part of selling, general and administrative expenses in the Consolidated Statements of Operations, and were ~~$91,000~~$46,000 at ~~June 30, 2021~~March 31, 2022, and $90,000 at December 31, ~~2020.~~2021.

Inventories

Inventories are stated at the lower of cost (first-in-first-out basis) and net realizable value. The Company records a reserve for slow moving inventory as a charge against earnings for all products identified as surplus, slow-moving or discontinued. Excess work-in-process costs are charged against earnings whenever estimated costs-of-completion exceed unbilled revenues.

Table of Contents

Inventories are comprised of the following and are shown net of inventory reserves of ~~$2,829,000~~$2,398,000 and ~~$2,489,000~~$2,480,000 at ~~June 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, respectively:


	June 30,		December 31,		March 31,		December 31,
	2021		2020		2022		2021
	(Unaudited)				(Unaudited)
		(in thousands)				(in thousands)
Raw materials	$	973	$	1,130	$	1,158	$	1,160
Work in process, including manufactured parts and components		1,488		1,718		1,426		1,020
Finished goods		618		358		309		345
	$	3,079	$	3,206	$	2,893	$	2,525

Income Taxes

The Company recognizes deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the Company’s financial statements or tax returns. Deferred tax assets and liabilities are determined based on the difference between the financial statements carrying amounts and the tax basis of assets and liabilities using enacted tax rates in effect in the year in which the differences are expected to reverse.

In evaluating the Company’s ability to recover deferred tax assets in future periods, management considers the available positive and negative factors, including the Company’s recent operating results, the existence of cumulative losses and near-term forecasts of future taxable income consistent with the plans and estimates that management uses to manage the underlying business. A significant piece of objective negative evidence evaluated was the cumulative loss incurred by the Company over the three-year period ended December 31, ~~2020.~~2021. Such objective evidence limits the ability to consider other subjective evidence such as our projections for future growth.

On the basis of this evaluation as of ~~June 30, 2021,~~March 31, 2022, the Company’s management concluded that it is more likely than not that the Company will not be able to realize any portion of the benefit on the ~~net~~ deferred tax asset balance of ~~$3,480,000~~$3,302,000 and therefore the Company continues to maintain a valuation allowance for the full amount of the net deferred tax asset balance. When sufficient positive evidence exists, the Company’s income tax expense will be charged with the increase or decrease in its valuation allowance. An increase or reversal of the Company’s valuation allowance could have a significant negative or positive impact on the Company’s future earnings.

For the three ~~and six~~ months ended ~~June 30,~~March 31, 2022 and 2021, the Company did 0t record a current provision for income taxes due to the ~~availability of net operating loss carryforwards~~permanent difference related to ~~offset taxable income for both federal~~loan forgiveness and ~~state tax purposes.~~

~~For the three months ended June 30, 2020, the Company did 0t record a current provision for income taxes due to~~ the availability of net operating loss carryforwards to offset taxable income for both federal and state tax purposes. For the six months ended June 30, 2020, the Company did 0t record a current provision for either state tax or federal alternative minimum tax due to the losses incurred for both income tax and financial reporting purposes.

Net Income (Loss) per Common Share

Basic net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of common shares outstanding during the period. Diluted net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of common shares and common stock equivalents outstanding, calculated on the treasury stock method for options, stock grants and warrants using the average market prices during the period, including potential common shares issuable upon conversion of outstanding convertible notes, except if the effect on the per share amounts is anti-dilutive.

For the three ~~and six~~ months ended ~~June 30, 2021, a total of~~March 31, 2022, 2,500,000 common shares and 1,875,000 common shares from warrants issuable upon conversion of outstanding related party convertible notes inwere excluded from the computation of basic and diluted net income per common share because their effect is anti-dilutive. In addition, ~~to 190,000~~162,500 common stock options ~~in each respective period,~~ were excluded from the computation of basic and diluted net income per common share because their effect is anti-dilutive.

For the three ~~and six~~ months ended ~~June 30, 2020, a total of~~March 31, 2021, 2,500,000 common shares and 1,875,000 common shares from warrants issuable upon conversion of outstanding related party convertible notes ~~in addition to 368,400 and 1,160,567 common stock options in each respective period,~~ were excluded from the computation of basic and diluted net income per common share because their effect is anti-dilutive. In addition, 476,300 common stock options were excluded from basic and diluted net income per common share because their effect is anti-dilutive.

Table of Contents

A reconciliation of the shares used in the calculation of basic and diluted ~~income~~earnings (loss) per common share is as follows:

Three Months Ended

Three Months Ended

June 30, 2021

June 30, 2020


Income(Loss)

Shares

Per Share

Income(Loss)

Shares

Per Share


(Numerator)

(Denominator)

Amount

(Numerator)

(Denominator)

Amount
Basic Income (Loss) Per Share:












Net Income (Loss)

$
374,716

13,844,050

$
0.03

$
25,795

13,745,536

$
0.00
Effect of dilutive securities:

—

—

—

—

—

—
Convertible Notes

0

0

0

0

0

0
Accrued Interest on Convertible Notes

0

0

0

0

0

0
Warrants

0

0

0

0

0

0
Stock Options

0

284,441

0

0

400,373

0
Diluted Income (Loss) Per Share:

$
374,716

14,128,491

$
0.03

$
25,795

14,145,909

$
0.00


	Six Months Ended					Six Months Ended					Three Months Ended					Three Months Ended
	June 30, 2021					June 30, 2020					March 31, 2022					March 31, 2021
	Income(Loss)		Shares	Per Share		Income(Loss)		Shares	Per Share		Income(Loss)		Shares	Per Share		Income(Loss)		Shares	Per Share
	(Numerator)		(Denominator)	Amount		(Numerator)		(Denominator)	Amount		(Numerator)		(Denominator)	Amount		(Numerator)		(Denominator)	Amount
Basic Income (Loss) Per Share:
Net Income (Loss)	$	1,515,050	13,827,106	$	0.11	$	(298,692)	13,734,851	$	(0.02)
Basic Income Per Share:
Net Income											$	41,432	13,992,489	$	0.00	$	1,140,334	13,820,328	$	0.08
Effect of dilutive securities:		—	—		—		—	—		—
Convertible Notes		0	0		0		0	0		0		0	0		0		0	0		0
Accrued Interest on Convertible Notes		0	0		0		0	0		0		0	0		0		0	0		0
Warrants		0	0		0		0	0		0		0	0		0		0	0		0
Stock Options		0	276,691		0		0	0		0		0	594,035		0		0	278,923		0
Diluted Income (Loss) Per Share:	$	1,515,050	14,103,797	$	0.11	$	(298,692)	13,734,851	$	(0.02)
Diluted Income Per Share:											$	41,432	14,586,524	$	0.00	$	1,140,334	14,099,251	$	0.08

Stock-Based Compensation

Stock-based compensation expense is estimated at the grant date based on the fair value of the award. The Company estimates the fair value of stock options granted using the Black-Scholes option pricing model. The fair value of restricted stock units granted is based on the closing market price of the Company’s common stock on the date of the grant. The fair value of these awards, adjusted for estimated forfeitures, is amortized over the requisite service period of the award, which is generally the vesting period.

Recent Accounting Standards

In June 2016, the FASB issued ASU 2016-13, ~~"Financial~~“Financial Instruments - Credit Losses: Measurement of Credit Losses on Financial ~~Instruments"~~Instruments” (“ASU 2016-13”) which amended guidance on the accounting for credit losses on financial instruments within its scope. The guidance introduces an expected loss model for estimating credit losses, replacing the incurred loss model. The new guidance also changes the impairment model for available-for-sale debt securities, requiring the use of an allowance to record estimated credit losses (and subsequent recoveries). The new guidance is effective for interim and annual periods beginning in ~~2023.~~2023, with earlier application permitted. The Company ~~is currently evaluating the impact of adoption on its consolidated financial statements and~~ does not expect that the adoption of ~~ASU 2016-13 to~~this guidance will have a material impact on the Company’s ~~statements of operations or cash flows.~~

consolidated financial statements.

In ~~December 2019,~~August 2020, the FASB issued ASU ~~2019-12, Income Taxes (Topic 740)~~2020-06, Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40): ~~Simplifying the~~ Accounting for ~~Income Taxes.~~Convertible Instruments and Contracts in an Entity’s Own Equity. This ASU update is intended to simplify the complexity associated with applying generally accepted accounting principles (GAAP) for certain financial instruments with characteristics of liabilities and equity. This guidance ~~was~~is effective for ~~entities with~~the Company for fiscal years beginning after December 15, ~~2020.~~2023, including interim periods within those fiscal years. The Company does not expect the adoption of this guidance ~~did not~~will have a material impact on the Company’s consolidated financial statements.

Table of Contents

NOTE 2 ~~– SALES REVENUE~~–REVENUE

The Company’s revenues are comprised of ~~the sale of products and services including,~~product sales as well as products and services provided under long-term government contracts with its customers. All revenue is recognized when the Company satisfies its performance obligation(s) under the contract (either implicit or explicit) by transferring the promised product or service to its customer either when (or as) its customer obtains control of the product or service. A performance obligation is a promise in a contract to transfer a distinct product or service to a customer. A contract’s transaction price is allocated to each distinct performance obligation. The majority of the Company’s contracts have a single performance obligation, as the promise to transfer products or services is not separately identifiable from other promises in the contract and, therefore, not distinct. For contracts with multiple performance obligations, the Company allocates the contract’s transaction price to each performance obligation using the Company’s best estimate of a standalone selling price for each distinct product or service in the contract, which is generally based on an observable price.

Revenue is measured as the amount of consideration the Company expects to receive in exchange for transferring products or providing services. As such, revenue is recorded net of returns, allowances, customer discounts, and incentives. Sales, value add, and other taxes collected from customers and remitted to governmental authorities are accounted for on a net (excluded from revenues) basis. Shipping and handling costs are included in cost of goods sold.

The Company’s performance obligations under long-term government contracts are generally satisfied over time. Revenue from products or services transferred to customers under these performance obligations accounted for approximately 0% and ~~0.7%~~1.5% of revenue for the three ~~and six~~ months ended ~~June 30,~~March 31, 2022 and 2021, ~~and 0%of revenue for the three and six months ended June 30, 2020.~~respectively. This revenue is generally recognized using an input measure based upon the proportion of actual costs incurred to estimated total project costs, which is a method used to best depict the Company’s performance to date under the terms of the contract.

Accounting for these long-term government contracts involves the use of various techniques to estimate total revenue and costs. The Company estimates profit on these long-term government contracts as the difference between total estimated revenue and expected costs to complete a contract and recognizes that profit over the life of the contract. Contract estimates are based on various assumptions to project the outcome of future events that may span several years. These assumptions include, among other things, labor productivity, costs and availability of materials, and timing of funding by the U.S. government. The nature of these long-term agreements may give rise to several types of variable consideration, such as claims, awards and incentive fees. Historically, these amounts of variable consideration are not considered significant. Additionally, contract estimates may include additional revenue for submitted contract modifications if there exists an enforceable right to the modification, the amount can be reasonably estimated and its realization is probable. These estimates are based on historical collection experience, anticipated performance, and the Company’s best judgement at the time. These amounts are generally included in the contract’s transaction price and are allocated over the remaining performance obligations. Changes in judgments on these above estimates could impact the timing and amount of revenue recognized with a resulting impact on the timing and amount of associated income. Under these long-term government contracts, the Company may receive payments from customers based upon contractual billing schedules; accounts receivable are recorded when the right to consideration becomes unconditional. In the event a contract loss becomes known, the entire amount of the estimated loss is recognized in the Consolidated Statements of Operations.

The majority of the Company’s revenue is from products and services transferred to customers at a point in time and was approximately ~~99.3%~~100% and ~~100%~~98.5% of revenue for the ~~six~~three months ended ~~June 30,~~March 31, 2022 and 2021, ~~and 2020,~~ respectively. The Company recognizes revenue at the point in time in which the customer obtains control of the product or service, which is generally when product title passes to the customer upon shipment. In limited cases, title does not transfer and revenue is not recognized until the customer has received the products at its physical location.

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The following table summarizes the Company’s sales by market area:


	Three Months Ended				Six Months Ended				Three Months Ended
	June 30,				June 30,				March 31,
	2021		2020		2021		2020		2022		2021
Aerospace & Defense	$	1,055,936	$	940,727	$	2,232,266	$	1,820,639	$	847,293	$	1,176,330
Process Control & Metrology		1,171,856		1,093,022		2,249,232		1,945,397		1,403,133		1,077,376
Laser Systems		276,483		150,451		391,229		361,493		64,567		114,746
Scientific / R&D		377,476		339,790		788,572		446,956		122,103		411,096
Total	$	2,881,751	$	2,523,990	$	5,661,299	$	4,574,485	$	2,437,096	$	2,779,548

Net sales by timing of transfers of goods and services is as follows:


	Three Months Ended				Six Months Ended				Three Months Ended
	June 30,				June 30,				March 31,
	2021		2020		2021		2020		2022		2021
Transfer at point in time	$	2,881,751	$	2,523,990	$	5,621,080	$	4,574,485	$	2,437,096	$	2,739,329
Transfer over time		0		0		40,219		0		0		40,219
Total net sales	$	2,881,751	$	2,523,990	$	5,661,299	$	4,574,485	$	2,437,096	$	2,779,548

The timing of revenue recognition, billings and cash collections results in billed receivables, costs in excess of billings (contract assets), and billings in excess of costs (contract liabilities, previously deferred revenue) on the Consolidated Balance Sheet. Contract liabilities also include customer advances or prepayments. Costs in excess of billings and billings in excess of costs associated with long-term government contracts were not significant at ~~June 30,~~March 31, 2022 or 2021. At March 31, 2022 and 2021, ~~or 2020. The Company had~~there was 0 remaining revenue to be recognized from the long-term government ~~contracts at June 30, 2021 or 2020.~~contracts.

On ~~June 30, 2021,~~March 31, 2022, the Company had approximately ~~$9.4~~$17.4 million of performance obligations, which is also referred to as backlog. Approximately ~~12.9%~~22% of the ~~June 30, 2021~~March 31, 2022, backlog is related to projects that will extend beyond ~~June 30, 2022.~~March 31, 2023.

NOTE 3- EQUITY COMPENSATION PROGRAM AND STOCK BASED COMPENSATION

a) Stock Option Expense

The ~~Company's~~Company’s results of operations for the three months ended ~~June 30,~~March 31, 2022 and 2021, ~~and 2020,~~ include stock-based compensation expense for stock option grants totaling ~~$39,631~~$21,558 and ~~$28,157, respectively. For the six months ended June 30, 2021 and 2020, stock-based compensation expense for stock option grants totaled $68,934 and $56,137,~~$29,302, respectively. The following table shows the amounts for stock-based compensation included in cost of sales and selling, general and administrative expense for the three months ended March 31, 2022 and ~~six months ended June 30, 2021 and 2020:~~2021:


	Three Months Ended				Six Months Ended				Three Months Ended
	June 30,				June 30,				March 31,
	2021		2020		2021		2020		2022		2021
Cost of sales	$	8,750	$	7,201	$	15,952	$	14,402	$	3,252	$	7,202
Selling, general and administrative		30,881		20,956		52,982		41,735		18,306		22,101
Total stock-based compensation expense	$	39,631	$	28,157	$	68,934	$	56,137	$	21,558	$	29,303

As of ~~June 30,~~March 31, 2022 and 2021, ~~and 2020,~~ there were ~~$171,000~~$299,000 and ~~$153,000~~$211,000 of unrecognized compensation cost, net of estimated forfeitures, related to non-vested stock options, which are expected to be recognized over a weighted average period of approximately ~~1.57 years~~1.54 and ~~1.16~~1.57 years, respectively.

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There were 200,000 stock options granted during each of the ~~six~~three months ended ~~June 30, 2021,~~March 31, 2022, and ~~22,500 stock options granted during the six months ended June 30, 2020.~~2021. The following range of weighted-average assumptions were used to determine the fair value of stock option grants during the ~~six~~three months ended ~~June 30, 2021~~March 31, 2022 and ~~2020:~~2021:


	Six Months Ended				Three Months Ended
	June 30,				March 31,
	2021		2020		2022		2021
Expected Dividend yield	0	%	0	%	0	%	0	%
Expected Volatility	106	%	122	%	105	%	106	%
Risk-free interest rate	0.86	%	1.96	%	1.54	%	0.86	%
Expected term	10	years	10	years	10	years	10	years

b) Stock Option Activity

The following table represents stock options granted, exercised and forfeited during the ~~six~~three months ended ~~June 30, 2021:~~March 31, 2022:


		Weighted		Weighted				Weighted		Weighted
		Average		Average				Average		Average
		Exercise		Remaining	Aggregate			Exercise		Remaining	Aggregate
	Number of	Price per		Contractual	Intrinsic		Number of	Price per		Contractual	Intrinsic
Stock Options	Options	Option		Term (years)	Value		Options	Option		Term (years)	Value
Outstanding January 1, 2021	1,150,867	$	0.64	6.61	$	107,573
Outstanding January 1, 2022							1,152,667	$	0.60	7.40	$	107,573
Granted	200,000		0.62				200,000		1.20	—		—
Exercised	0		0				0		0	—		—
Expired/Forfeited	(72,400)		0.98				0		0	—		—
Outstanding June 30, 2021	1,278,467	$	0.62	6.81	$	258,107
Outstanding March 31, 2022							1,352,667	$	0.69	7.38	$	970,105

Exercisable at June 30, 2021	998,465	$	0.59	5.85	$	229,707
Exercisable at March 31, 2022							1,011,832	$	0.59	5.95	$	854,550

The following table represents non-vested stock options granted, vested and forfeited for the three months ended ~~June 30, 2021:~~March 31, 2022:


	Weighted-average		Weighted-average
	Grant-date Fair Value		Grant-date Fair Value
	Options	($)	Options	($)
Non-Vested - January 1, 2021	210,840	0.89
Non-Vested - January 1, 2022			276,670	0.89
Granted	200,000	0.57	200,000	1.09
Vested	(130,838)	0.90	(135,835)	0.70
Forfeited	0	0	0	0
Non-Vested - June 30, 2021	280,002	0.66
Non-Vested - March 31, 2022			340,835	0.89

NOTE 4 - STOCKHOLDERS’ EQUITY

The Company approved a matching contribution to participants in the Inrad Optics 401k Plan (the “Plan”) for the year ended December 31, ~~2020,~~2021, in February ~~2021. A total of 142,329~~2022. The Company contributed 59,663 common shares of Inrad Optics, Inc. and ~~$42,000 were contributed~~cash of $76,133 to the Plan in ~~June, 2021.~~March, 2022.

NOTE 5 – RELATED PARTY TRANSACTIONS

On July 22, 2020, the maturity dates of a $1,500,000 Subordinated Convertible Promissory Note to Clarex Limited (“Clarex”) and a $1,000,000 Subordinated Convertible Promissory Note to an affiliate of Clarex were each extended to April 1, 2024, from April 1, 2021. The notes bear interest at ~~an annual rate of~~ 6%. Interest accrues yearly and is payable on maturity. Unpaid interest, along with principal, may be converted into securities of the Company as follows: the notes are convertible in the aggregate into 1,500,000 units and 1,000,000 units, respectively, with each unit consisting of 1 share of common stock and 1 warrant. Each warrant allows the holder to acquire 0.75 shares of common stock at a price of $1.35 per share. As part of the agreement to extend the maturity date of the notes, the expiration dates of the warrants were extended from April 1, 2024 to April 1, 2027. ~~As of June 30, 2021, the Company had accrued interest in the amount of $37,500 associated with these notes.~~

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NOTE 6 – OTHER LONG-TERM NOTES

Other Long-Term Notes consist of the following:


	June 30,		December 31,		March 31,		December 31,
	2021		2020		2022		2021
	(Unaudited)				(Unaudited)
	(in thousands)				(in thousands)
U.S. Small Business Administration term note payable in equal monthly installments of $1,922 and bearing an interest rate of 4.0% and expiring in July 2029.	$	182	$	177
U.S. Small Business Administration term note payable in equal monthly installments of $1,922 and bearing an interest rate of 4.0% and expiring in July 2029					$	170	$	174
Long-term equipment financing in equal installments of $5,236 and bearing an interest rate of 6.1% and expiring in January 2027⁽¹⁾						262		—
Less current portion		(16)		(16)		(60)		(16)
PPP Loan		0		973
Long-term debt, excluding current portion	$	166	$	1,134	$	372	$	158

(1)	The Company purchased certain equipment in the three months ended March 31, 2022, financing approximately $270,000 at a fixed annual interest rate of 6.1% for five years in equal monthly installments.

NOTE 7 – PAYROLL PROTECTION PROGRAM

On May 6, 2020, the Company received loan proceeds of approximately $973,000 (the “PPP Loan”), under the Paycheck Protection Program (“PPP”). The PPP was established as part of the Coronavirus Aid, Relief and Economic Security Act (“CARES Act”) which was enacted March 27, 2020. The PPP Loan, which was in the form of a promissory note, dated May 4, 2020, issued by the Company, ~~originally~~initially matured on May 4, 2022, and bore an interest at a rate of 1.0% per annum.

The CARES Act and the PPP provide a mechanism for forgiveness of up to the full amount borrowed. The amount of loan proceeds eligible for forgiveness is based on a formula that takes into account a number of factors, including the amount of loan proceeds used by the Company during the 24-week period after the loan origination for certain eligible purposes including payroll costs, interest on certain mortgage obligations, rent payments on certain leases, and certain qualified utility payments, provided that at least 60% of the loan amount is used for eligible payroll costs; the employer maintaining or rehiring employees and maintaining salaries at certain levels; and other factors. Subject to the other requirements and limitations on loan forgiveness, only loan proceeds spent on payroll and other eligible costs during a covered eight-week or twenty-four-week period qualify for forgiveness. Any forgiveness of the PPP Loan is subject to approval by the Small Business Administration. At December 31, 2020, the PPP Loan is included in other long-term notes on the accompanying balance sheet.

On January 19, 2021, the Company received notification from the Small Business ~~Administration~~Association that the Company’s Forgiveness Application of the PPP Loan and accrued interest, totaling $980,000, was approved in full, and the Company had no further obligations related to the PPP Loan. Accordingly, the Company recorded a gain on the forgiveness of the PPP ~~Loan.~~Loan in the three-month period ending March 31, 2021.

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NOTE 8 – ~~LEASES~~

~~Maturities of lease liabilities as of June 30, 2021, were as follows:~~

(in thousands)
2021 (Remaining)

$
161
2022

144
2023 and beyond

3
Total undiscounted lease payments

308

Less: imputed interest

(9)
Present value of lease liabilities

$
299

LEASE AMENDMENT

The ~~Company’s~~Company entered into an amendment and extension of its building lease ~~liabilities consist~~on July 8, 2019, retroactive to June 1, 2019. Under the guidance of ASU 2016-02, Leases (Topic 842), the Company determines if such an arrangement contains a lease and whether that lease meets the classification criteria of a ~~financing~~finance or operating lease ~~for certain computer equipment and~~at inception of the arrangement. The Company determined that this lease is an operating lease ~~for~~and presented as a right-of-use lease asset, short term lease liability and long-term lease liability on the consolidated balance sheet. These assets and liabilities are recognized at the commencement date based on the present value of remaining lease payments over the lease term using the Company’s ~~facility.~~ incremental borrowing rate.

Lease expense is recognized on a straight-line basis over the lease term and is included in cost of sales and general and administrative expenses on the consolidated statement of operations.

An initial right-of-use asset of $0.8 million was recognized as a non-cash asset addition with the signing of the July 8, 2019, office lease. Cash paid for amounts included in the present value of operating lease liability was $0.1 million during the three months ended March 31, 2021, and is included in operating cash flows.

Operating lease costs were $0.1 ~~and $0.2~~ million during each of the three ~~and six~~ months ended ~~June 30,~~March 31, 2022 and 2021, respectively.

NOTE 9 – IMPACT OF COVID-19

~~We are conducting business~~The COVID-19 pandemic has created significant volatility and economic disruption and the impact on our future consolidated results of operations remains uncertain. The extent to ~~ensure the safety of~~which COVID-19 impacts our employees, operations, customers, suppliers and ~~associates actively~~financial results depends on numerous evolving factors that we may not be able to accurately predict, including: the duration and ~~earnestly, following all best practice CDC guidelines for prevention in~~scope of the ~~workplace. We have applied social distancing in our operations and implemented~~pandemic (and whether there is a ~~connected, remote workforce where practicable. We cannot predict what actions may be required by federal, state,~~resurgence or ~~local authorities~~multiple resurgences in the future, ~~nor can we predict what~~including the impact of new variants); government actions ~~any new mandates may have~~taken in response to the pandemic, including required shutdowns, vaccine or testing mandates; supply chain disruptions; rising inflation; labor shortages; and the effect on our customers demand for our products. We may also be impacted by state actions, orders and ~~suppliers. We continue to actively monitor~~policies regarding the ~~situation and may be required to take further actions that alter~~COVID-19 pandemic. While our operations were considered essential business ~~operations or that we determine are in~~under the ~~best interests~~Executive Orders of ~~our employees, customers, partners, suppliers and shareholders. The total impact of the global emergence of COVID-19 on our business and financial results are not completely known, and~~New Jersey’s Governor, we cannot predict ~~what~~whether new temporary closures, shelter-in-place orders, travel, or quarantine policies will have an impact ~~it may have~~ on our ~~continuing operations and the effect to our financial results.~~

operations.

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ITEM 2.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF ~~OPERTIONS~~OPERATIONS

Caution Regarding Forward Looking Statements

This Quarterly Report contains forward-looking statements as that term is defined in the federal securities laws. The Company wishes to ensure that any forward-looking statements are accompanied by meaningful cautionary statements in order to comply with the terms of the safe harbor provided by the Private Securities Litigation Reform Act of 1995. The events described in the forward-looking statements contained in this Quarterly Report may not occur. Generally, these statements relate to business plans or strategies, projected or anticipated benefits or other consequences of the Company’s plans or strategies, projected or anticipated benefits of acquisitions made by the Company, projections involving anticipated revenues, earnings, or other aspects of the Company’s operating results. The words “may,” “will,” “expect,” “believe,” “anticipate,” “project,” “plan,” “intend,” “estimate,” and “continue,” and their opposites and similar expressions are intended to identify forward-looking statements. The Company cautions you that these statements are not guarantees of future performance or events and are subject to a number of uncertainties, risks, and other influences, many of which are beyond the Company’s control, that may influence the accuracy of the statements and the projections upon which the statements are based. Factors which may affect the Company’s results include, but are not limited to, the risks and uncertainties discussed in Items 1A, 7 and 77A of the Company’s most recent Annual Report on Form 10-K for the year ended December 31, ~~2020,~~2021, as filed with the Securities and Exchange Commission on March 30, ~~2021.~~2022. Any one or more of these uncertainties, risks, and other influences could materially affect the Company’s results of operations and whether forward-looking statements made by the Company ultimately prove to be accurate. Readers are further cautioned that the Company’s financial results can vary from quarter to quarter, and the financial results for any period may not necessarily be indicative of future results. The foregoing is not intended to be an exhaustive list of all factors that could cause actual results to differ materially from those expressed in forward-looking statements made by the Company. The Company’s actual results, performance and achievements could differ materially from those expressed or implied in these forward-looking statements. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether from new information, future events, or otherwise.

Critical Accounting Policies and Estimates

Our significant accounting policies are described in Note 1 of the accompanying condensed consolidated financial statements and further discussed in our annual financial statements included in our annual report on Form 10-K for the year ended December 31, ~~2020.~~2021. In preparing our unaudited condensed consolidated financial statements, we made estimates and judgments that affect the results of our operations and the value of assets and liabilities we report. Our inventories are stated at the lower of cost (first-in-first-out basis) and net realizable value. The Company records a reserve for slow moving inventory as a charge against earnings for all products identified as surplus, slow-moving or discontinued. Excess work-in-process costs are charged against earnings whenever estimated costs-of-completion exceed unbilled revenues. The Company’s estimates also include the amount and timing of future taxable income in determining the valuation allowance for deferred income tax assets. Our actual results may differ from these estimates under different assumptions or conditions.

For additional information regarding our critical accounting policies and estimates, see the section entitled “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our annual report filed with the Securities and Exchange Commission on Form 10-K for the year ended December 31, ~~2020.~~2021.

Ongoing Impact of COVID-19

~~We are conducting business~~The COVID-19 pandemic has created significant volatility and economic disruption and the impact on our future consolidated results of operations remains uncertain. The extent to ~~ensure the safety of~~which COVID-19 impacts our employees, operations, customers, suppliers and ~~associates actively~~financial results depends on numerous evolving factors that we may not be able to accurately predict, including: the duration and ~~earnestly, following all best practice CDC guidelines for prevention in~~scope of the ~~workplace. We have applied social distancing in our operations and implemented~~pandemic (and whether there is a ~~connected, remote workforce where practicable. We cannot predict what actions may be required by federal, state,~~resurgence or ~~local authorities~~multiple resurgences in the future, ~~nor can we predict what~~including the impact of new variants); government actions ~~any new mandates may have~~taken in response to the pandemic, including required shutdowns, vaccine or testing mandates; supply chain disruptions; rising inflation; labor shortages; and the effect on our customers demand for our products. We may also be impacted by state actions, orders and ~~suppliers. It is not clear what~~policies regarding the ~~potential effects any such alterations or modifications may have on~~COVID-19 pandemic. While our operations were considered essential business ~~including~~under the effects on our financial results. We will continue to actively monitor the situation and may be required to take further actions that alter our business operations or that we determine are in the best interestsExecutive Orders of ~~our employees, customers, partners, suppliers and shareholders. The total impact of the global emergence of COVID-19 on our business and financial results are not completely known, and~~New Jersey’s Governor, we cannot predict ~~what~~whether new temporary closures, shelter-in-place orders, travel, or quarantine policies will have an impact ~~it may have~~ on our ~~continuing operations and the effect to our financial results.~~operations.

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Total sales for the year ended December 31, 2020 were negatively impacted by business factors resulting from COVID-19 and governmental restrictions, including disruptions to our customers’ and suppliers’ operations. Our sales and marketing efforts were negatively impacted due to travel and other operational restrictions. While the Company has seen improved results, the total impact of the global emergence of COVID-19 on our business and financial results are not completely known, and we cannot predict what impact it may have on our continuing operations and the effect to our financial results in the future.

Results of Operations

Inrad Optics ~~Inc.~~ is a vertically integrated manufacturer specializing in glass, crystal, and metal based optical components and ~~subsystems manufacturer focused in three areas: Crystal-based Optical Components~~assemblies. Manufacturing capabilities include super-precision optical surfacing, precision diamond turning, the ability to handle large substrates, proprietary optical contacting processes, thin film coatings, and ~~Assemblies, Custom Optical Components from both glass and metal, and Optical and Opto-mechanical assemblies.~~

high resolution in-process metrology. The ~~Crystal-based Optical Components and Devices category includes~~Company built its reputation on the growth and fabrication of ~~crystalline materials with electro-optic (EO)~~UV filter crystals and non-linear ~~optical properties for use in both standard~~crystals and custom products. The majority of crystal components and assemblies manufactured are used in laser systems, defense EO systems, medical lasers and R&D applications by engineers within corporations, universities and national laboratories.

The Optical Components and Assembly categories are focused on custom optics manufacturing. The Company specializes in high-end precision components and assemblies. It develops, manufactures and delivers precision custom optics, optical assemblies and opto-mechanical assemblies through its advanced manufacturing operations. Glass, metal, and single-crystal substrates are processed using complex processes and techniques to manufacture components, deposit optical thin films, and assemble sub-components used in advanced photonic systems. The majority of customdevices. Today, product offerings include optical components and assemblies ~~along with thin film coatings, are used~~for the ultraviolet to infrared range, and bent crystal assemblies for x-ray applications.

Inrad Optics’ customers include leading corporations in semiconductor wafer inspection, ~~applications,~~industrial and scientific process control and metrology, defense, space, and laser systems ~~defense~~sectors, as well as the U.S. Government, National Laboratories and ~~aerospace electro-optical systems, laser system applications, industrial scanners,~~universities and ~~medical system applications.~~institutions worldwide.

~~The Company operates a~~All R&D, engineering, manufacturing and administrative operations are undertaken in our 42,000 square foot facility in Northvale, New Jersey. ~~Its corporate offices are located in the same facility.~~

~~Sales~~ Revenue

Sales for the three months ended ~~June 30, 2021,~~March 31, 2022, were ~~$2.9~~$2.4 million, ~~an increase~~a decrease of ~~14.2%~~12.3%, or ~~$0.4~~$0.3 million, compared to ~~$2.5~~$2.8 million for the three months ended ~~June 30, 2020. For~~March 31, 2021.

Sales to the ~~six months ended June 30, 2021, sales were $5.7~~defense/aerospace market decreased by $0.3 million ~~an increase of 23.8%,~~ or ~~$1.1~~28.8% to $0.8 million ~~compared to sales of $4.6 million for the six months ended June 30, 2020.~~

~~For~~in the three months ended ~~June 30, 2021 and 2020,~~March 31, 2022, compared to $1.2 million for the three months ended March 31, 2021. The decrease in sales toin the defense/aerospace market ~~were $1.1 million and $0.9 million, respectively. For the six months ending June 30, 2021 and 2020, sales~~was due to ~~the defense/aerospace market were $2.2 million and $1.8 million, respectively. The increase in sales in the three months and six months ended June 30, 2021,~~timing of ~~$0.2 million, or 22.2% and $0.4 million, or 22.6%, respectively, reflect a continued increase in demand in this market.~~deliveries.

Process control and metrology (“PC&M”) sales were ~~$1.2~~$1.4 million for the three months ended ~~June 30, 2021,~~March 31, 2022, an increase of ~~$0.1~~$0.3 million, or ~~0.7%~~30.2%, from $1.1 million for the three months ended ~~June 30, 2020, reflecting stronger sales~~March 31, 2021. The increase in demand, particularly in the semi-conductor ~~industry. For~~industry, has contributed to the ~~six months ended June 30, 2021,~~increase in sales ~~increased 15.6% or $0.3 million to $2.3 million from $2.0 million for the six months ended June 30, 2020. Sales~~ in the PC&M market ~~continue to increase due to demand in the semi-conductor industry.~~

~~For~~for the three months ended ~~June 30, 2021 and 2020, sales~~March 31, 2022, compared to the three months ended March 31, 2021.

Sales to customers in the laser systems market were ~~$0.3 million and $0.2 million, respectively. The increase of~~ $0.1 ~~million, or 83.8%, reflects an increase in demand for laser-based products. Sales for the six months ended June 30, 2021 and 2020, were $0.4~~ million in each ~~period.~~of the three months ended March 31, 2022 and 2021. Products sold into this market segment largely consist of legacy materials for replacement units and small volume buys.

Sales to customers in the Scientific/R&D market were ~~$0.4 million and $0.3~~$0.1 million for the three months ended June 30, 2021 and 2020, respectively, an increase of $0.1 million, or 11.1%. The increase reflects stronger demand from national laboratories. For the six-month period ending June 30, 2021, sales increased $0.4 million to $0.8 million,March 31, 2022, compared to $0.4 million for ~~six~~the three months ended ~~June 30, 2020.~~March 31, 2021. The ~~increase~~decrease in sales ~~for~~in the ~~six-month period ending June 30, 2021, largely reflects~~Scientific/R&D market is due to the ~~revenues from~~completion of a federal government R&D contract ~~completed~~that ended in March 2021.

In the three-month period ended March 31, 2022, three customers represented 10% or more of revenues while only one customer represented 10% or more of revenues in the three-month period ended March 31, 2021.

The Company’s top five customers represented 64.7% of sales in the three-month period ended March 31, 2022, compared to 51.5% in the same period in 2021.

Orders booked during the first ~~quarter~~three months of 2022, totaled $7.4 million, compared to $3.1 million for the same period last year, an increase of 138.7%. Order backlog at March 31, 2022 and 2021, was $17.4 million and $7.9 million, respectively. We anticipate shipping a majority of the present backlog during fiscal year 2022. However, our current backlog consists of orders with delivery schedules that extend beyond 12 months into the future.

Cost of Goods Sold

For the three months ended March 31, 2022 and 2021, cost of goods sold was $1.7 million and $2.0 million, or 68.8% and 70.8% of total revenues, respectively. Cost of goods sold decreased as a result of sales mix and lower sales year over year.

Gross profit for each of the three months ended March 31, 2022 and 2021, was $0.8 million. Gross profit was 31.2% of sales in the three months ended March 31, 2022, and 29.2% of sales in the three months ended March 31, 2021.

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For each of the three months ended June 30, 2021 and 2020, three customers represented 10% or more of sales. For the six months ended June 30, 2021, two customers represented 10.0% or more of sales, compared to one customer representing 10.0% of sales for the six months ended June 30, 2020.

The Company’s top five customers represented 57.4% of sales in the three-month period ended June 30, 2021, compared to 50.9% in the same period in 2020. For the six-month period ended June 30, 2021 and 2020, the Company’s top five customers represented 50.0% and 44.4% of sales, respectively.

Orders booked during the first six months of 2021, totaled $9.1 million, compared to $5.9 million for the same period last year. Order backlog at June 30, 2021 and 2020, was $9.4 million and $6.4 million, respectively.

~~Cost of Goods Sold~~

For the three months ended June 30, 2021 and 2020, cost of goods sold was $1.8 million and $1.8 million, or 63.3% and 70.7% of total revenues, respectively. Cost of goods sold in the three-month period ending June 30, 2021, was lower as a percentage of sales due to lower material and services costs, indirect labor costs, and employee related costs. Direct labor, manufacturing expenses were higher in the three-month period ending June 30, 2021. Cost of goods sold for the six months ended June 30, 2021 and 2020, were $3.8 million and $3.4 million, respectively. Cost of goods sold increased 10.9% or $0.4 million reflecting higher material and outside services costs, direct labor, and manufacturing expenses, offset by a decrease in employee related costs and indirect labor.

Gross profit for the three months ended June 30, 2021, was $1.1 million or 36.7% of sales, compared to $0.7 million or 29.3% of sales in the same quarter last year. Gross profit for the year-to-date period ending June 30, 2021, was $1.9 million or 33.0% of sales, an increase of $0.7 million, compared to $1.2 million or 25.3% of sales, for the six-month period ending June 30, 2020. The increase in gross profit for the three and six months ended June 30, 2021, compared to the three and six months ended June 30, 2020, is due to higher sales revenues combined with material costs reflective of sales mix and lower employee related costs.

Selling, General and Administrative Expenses

Selling, general and administrative expenses (“SG&A” expenses) ~~were $0.6 million~~ in the three months ended ~~June 30, 2021,~~March 31, 2022, amounted to $0.7 million, or ~~22.2%~~27.8% of sales ~~and 0.7~~compared to $0.6 million, or ~~26.8%~~21.9% of sales, for the same period a year ago. The increase in SG&A expenses reflects an increase in personnel related costs and insurance, offset by a reduction in uncollectible accounts.

Income from Operations

The Company had operating income of $0.1 million for the three months ended March 31, 2022, compared to operating income of $0.2 million for the three months ended March 31, 2021. The decrease in operating income reflects the impact of the Company’s lower sales in the three months ended June 30, 2020. The decrease in SG&A expenses in the three months ended June 30, 2021, reflects a reduction in travel and entertainment costs, marketing related costs due to restrictions on travel related to COVID-19, and employee related expenses. SG&A expenses for the six-month period ending June 30, 2021 and 2020, were $1.2 million, or 22.0% of sales, and $1.4 million or 30.1% of sales, respectively. The decrease in SG&A expenses for the year-to-date period reflects a reduction in travel and entertainment costs, marketing related costs due to restrictions on travel related to COVID-19, and employee related expenses.

~~Income (Loss) from Operations~~

The Company realized net income from operations of $0.4 million for the three months ended June 30, 2021, compared with net income from operations of $0.1 million in the three months ended June 30, 2020. The increase in income primarily reflects an increase in sales coupled with lower SG&A expenses. The Company incurred net income from operations of $0.6 million for the six months ended June 30, 2021,compared to a net loss from operations for the six months ended June 30, 2020, of $0.2 million. The increase in net income from operations is primarily due to an increase in revenues coupled with a decrease in SG&A expenses.

~~Other Income and Expense~~

~~There was no significant change in net interest expense for the three months or six months periods ended June 30, 2021~~March 31, 2022, compared to the same ~~periods ended June 30, 2020.~~ period last year, coupled with an increase in SG&A costs, partially offset by a decrease in cost of goods sold.

Other Income (Expense)

Other income in 2021 reflects the gain on the forgiveness of the PPP loan of $1.0 ~~million~~million. There was a slight increase in interest expense for the ~~six~~three months ended ~~June 30, 2021.~~March 31, 2022, compared to the same period in 2021 due to the financing of new equipment.

Income Taxes

For the three months ~~and six months~~ ended ~~June 30, 2021,~~March 31, 2022, the Company did not record a current provision for income taxes due to the availability of net operating loss carryforwards to offset taxable income for both ~~federal~~income tax and ~~state tax~~financial reporting purposes.

~~Table of Contents~~

For the three months ended ~~June 30, 2020,~~March 31, 2021, the Company did not record a current provision for income taxes due to the permanent difference related to loan forgiveness and the availability of net operating loss carryforwards to offset taxable income for both federal and state tax purposes. For the six months ended June 30, 2020, the Company did not record a current provision for either state tax or federal alternative minimum tax due to the losses incurred for both income tax and financial reporting purposes.

Net Income ~~(Loss)~~

The Company had a net income of ~~$0.4~~$41,000 for the three months ended March 31, 2022, compared to net income of $1.1 million for the three months ended ~~June 30,~~March 31, 2021. The 2021 compared to net income of less than $0.1 million for the three months ended June 30, 2020. The change primarily reflects an increase in sales coupled with a reduction in SG&A costs. For the six months ended June 30, 2021, the Company recorded net income of $1.5 million compared to a net loss of $0.3 million for the six months ended June 30, 2020. The increase in net income reflectsresults reflect higher sales, ~~lower SG&A costs,~~ and the gain resulting from ~~forgiveness of~~ the PPP ~~loan.~~loan forgiveness.

Liquidity and Capital Resources

The Company’s primary source of liquidity is cash and cash equivalents and on-going collection of accounts receivable. The Company’s major use of cash in recent years has been for financing operations, for payment of accrued and current interest on convertible debt, for servicing of long-term debt, and for capital expenditures.

As of ~~June 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, the Company had cash and cash equivalents of ~~$1.4~~$1.8 million and ~~$1.1~~$1.8 million, respectively.

The Company occupies approximately 42,000 square feet of space located at 181 Legrand Avenue, Northvale, New Jersey pursuant to a net lease which was amended on July 8, 2019, retroactive to June 1, 2019, for an additional three-year term. The current lease term expires on May 31, 2022. The Company is currently negotiating an extension of the lease. Under the terms of the lease, the Company is obligated for all real estate taxes, maintenance and operating costs of the facility.

On July 22, 2020, the maturity dates of a $1,500,000 Subordinated Convertible Promissory Note to Clarex Limited (“Clarex”) and a $1,000,000 Subordinated Convertible Promissory Note to an affiliate of Clarex were each extended to April 1, 2024, from April 1, 2021. The notes bear interest at ~~an annual rate of~~ 6%. Interest accrues yearly and is payable on maturity. Unpaid interest, along with principal, may be converted into securities of the Company as follows: the notes are convertible in the aggregate into 1,500,000 units and 1,000,000 units, respectively, with each unit consisting of one share of common stock and one warrant. Each warrant allows the holder to acquire 0.75 shares of common stock at a price of $1.35 per share. As part of the agreement to extend the maturity date of the notes, the expiration dates of the warrants were extended from April 1, 2024 to April 1, 2027. As

Table of ~~June 30, 2021, the Company had accrued interest in the amount of $37,500 associated with these notes.~~Contents

The following table summarizes net cash ~~provided by~~ (used in) operating, investing and financing activities for the ~~six~~three months ended ~~June 30, 2021~~March 31, 2022 and ~~2020:~~2021:

Six Months Ended

June 30,


2021

2020

(in thousands)
Net cash provided by operating activities

$
379

$
204
Net cash (used in) investing activities

(14)

(100)
Net cash provided by financing activities

—

967
Net increase in cash and cash equivalents

$
365

$
1,071

	��
	Three Months Ended
	March 31,
	2022		2021

	(in thousands)
Net cash provided by (used in) operating activities	$	249	$	(70)
Net cash (used in) investing activities		(246)		(14)
Net cash (used in) by financing activities		(12)		—
Net (decrease) in cash and cash equivalents	$	(8)	$	(83)

Net cash provided by operating activities was ~~$379,000~~$249,000 for the ~~six~~three months ended ~~June 30, 2021,~~March 31, 2022, compared to net cash ~~provided by~~used in operating activities of ~~$204,000 for~~$70,000 in the same period last year. ~~The net~~Net cash provided by operating activities in the ~~six~~three months ended ~~June 30, 2021,~~March 31, 2022, resulted primarily from ~~operating income and a reduction in inventories and other assets, offset by the gain on the forgiveness of the PPP loan,~~ an increase in accounts receivable and decreases in accounts payable and contract liabilities. Net cash used in operating activities during the six months ended June 30, 2020, resulted from a reduction in accounts receivable andinventories, an increase in accounts payable and ~~contract~~accrued liabilities, ~~offset by~~and an increase in ~~inventory.~~

contract liabilities.

Net cash used in investing activities was ~~$14,000~~$246,000 during the ~~six~~three months ended ~~June 30, 2021,~~March 31, 2022, compared to ~~$100,000~~$14,000 in the same period last year reflecting capital expenditures in both periods.

~~Table of Contents~~

~~Net cash provided by financing activities reflects the PPP Loan proceeds received during the six months ended June 30, 2020.~~

Overall, cash and cash equivalents ~~increased~~decreased by ~~$365,000~~$8,000 and ~~$1,071,000~~$83,000 for the ~~six~~three months ended ~~June 30,~~March 31, 2022 and 2021, ~~and 2020,~~ respectively.

On May 6, 2020, the Company received loan proceeds of approximately $973,000 (the “PPP Loan”), under the Paycheck Protection Program (“PPP”). The PPP was established as part of the Coronavirus Aid, Relief and Economic Security Act (“CARES Act”) which was enacted March 27, 2020. The PPP Loan, which ~~was~~is in the form of a promissory note, dated May 4, 2020, issued by the Company, ~~originally~~initially matured on May 4, 2022, and bore an interest at a rate of 1.0% per annum.

On January 19, 2021, the Company received notification from the Small Business ~~Administration~~Association that the Company’s Forgiveness Application of the PPP Loan and accrued interest, totaling $980,000, was approved in full, and the Company had no further obligations related to the PPP Loan. Accordingly, the Company recognized a gain from forgiveness on PPP Loan in the ~~six~~three months ended ~~June 30,~~March 31, 2021.

Management believes, based on the Company’s operations and its existing working capital resources together with existing cash flows, that the Company has sufficient cash flows to fund operations through at least ~~the third quarter of 2022.~~May 13, 2023.

ITEM 3.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The Company is a smaller reporting company and not required to provide the information required under this item.

ITEM 4.

CONTROLS AND PROCEDURES

a.	a. Disclosure Controls and Procedures

Our Chief Executive Officer and Chief Financial Officer, after evaluating the effectiveness of our disclosure controls and procedures (as defined in Exchange Act Rule 13a-15(e)) as of ~~June 30, 2021~~March 31, 2022 (the “Evaluation Date”), have concluded that as of the Evaluation Date, our disclosure controls and procedures were effective in ensuring that information required to be disclosed by us in the reports we file or submit under the Exchange Act (1) is recorded, processed, summarized and reported, within the time periods specified in the Commission’s rules and forms, and (2) is accumulated and communicated to our management, including the Chief Executive Officer and the Chief Financial Officer, as appropriate to allow for timely decisions regarding required disclosure.

b.	b. Changes in Internal Controls over Financial Reporting

There were no changes in our internal control over financial reporting during the quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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PART II.

OTHER INFORMATION

ITEM 1.

LEGAL PROCEEDINGS

None.

ITEM 1A.

RISK FACTORS

Not applicable

ITEM 2.

UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

None.

ITEM 3.

DEFAULTS UNDER SENIOR SECURITIES

None.

ITEM 4.

MINE SAFETY DISCLOSURES

Not applicable

ITEM 5.

OTHER INFORMATION

None

2017

Table of Contents

ITEM 6.

EXHIBITS


	31.1	Certificate of the Registrant’s Chief Executive Officer, Amy Eskilson, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.*

	31.2	Certificate of the Registrant’s Chief Financial Officer, Theresa A. Balog, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.*

	32.1	Certificate of the Registrant’s Chief Executive Officer, Amy Eskilson, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.**

	32.2	Certificate of the Registrant’s Chief Financial Officer, Theresa A. Balog, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.**

	101.INS	Inline XBRL Instance Document*

	101.SCH	Inline XBRL Taxonomy Extension Schema*

	101.CAL	Inline XBRL Taxonomy Extension Calculation Linkbase*

	101.DEF	Inline XBRL Taxonomy Extension Definition Linkbase*

	101.LAB	Inline XBRL Taxonomy Extension Label Linkbase*

	101.PRE	Inline XBRL Taxonomy Extension Presentation Linkbase*

	104	Cover Page Interactive Data File (embedded within the Inline XBRL and Contained in Exhibit 101)

*~~Filed herewith~~

*	Filed herewith

**Furnished herewith

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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.


		Inrad Optics, Inc.

	By:	/s/ Amy Eskilson
		Amy Eskilson
		President and Chief Executive Officer

	By:	/s/ Theresa A. Balog
		Theresa A. Balog
		Chief Financial Officer,
		Secretary and Treasurer
Date: ~~August~~May 13, ~~2021~~2022

2219


	(in thousands)
2021 (Remaining)	$	161
2022		144
2023 and beyond		3
Total undiscounted lease payments		308

Less: imputed interest		(9)
Present value of lease liabilities	$	299