Cover
Cover - USD ($) | 12 Months Ended | ||
Oct. 03, 2021 | Dec. 17, 2021 | Mar. 28, 2021 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Document Period End Date | Oct. 3, 2021 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2021 | ||
Current Fiscal Year End Date | --10-03 | ||
Entity File Number | 000-54114 | ||
Entity Registrant Name | OPTEX SYSTEMS HOLDINGS, INC. | ||
Entity Central Index Key | 0001397016 | ||
Entity Tax Identification Number | 90-0609531 | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Address, Address Line One | 1420 Presidential Drive | ||
Entity Address, City or Town | Richardson | ||
Entity Address, State or Province | TX | ||
Entity Address, Postal Zip Code | 75081-2439 | ||
City Area Code | 972 | ||
Local Phone Number | 764-5700 | ||
Title of 12(b) Security | Common Stock, par value $.001 per share | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 9,172,148 | ||
Entity Common Stock, Shares Outstanding | 8,460,270 | ||
ICFR Auditor Attestation Flag | false |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Oct. 03, 2021 | Sep. 27, 2020 | |
ASSETS | |||
Cash and Cash Equivalents | $ 3,900 | $ 4,700 | |
Accounts Receivable, Net | 3,183 | 2,953 | |
Inventory, Net | 7,583 | 8,791 | |
Prepaid Expenses | 262 | 229 | |
Current Assets | 14,928 | 16,673 | |
Property and Equipment, Net | 1,017 | 1,006 | |
Other Assets | |||
Deferred Tax Asset | 1,288 | 1,227 | |
Right-of-use Asset | 3,599 | [1] | 1,416 |
Security Deposits | 23 | 23 | |
Other Assets | 4,910 | 2,666 | |
Total Assets | 20,855 | 20,345 | |
Current Liabilities | |||
Accounts Payable | 551 | 833 | |
Operating Lease Liability | 528 | 417 | |
Accrued Expenses | 851 | 1,077 | |
Warrant Liability | 2,544 | ||
Accrued Warranty Costs | 78 | 83 | |
Customer Advance Deposits | 1 | ||
Current Liabilities | 2,008 | 4,955 | |
Other Liabilities | |||
Credit Facility | 377 | ||
Operating Lease Liability, net of current portion | 3,133 | 1,037 | |
Other Liabilities | 3,133 | 1,414 | |
Total Liabilities | 5,141 | 6,369 | |
Commitments and Contingencies | |||
Stockholders’ Equity | |||
Common Stock – ($0.001 par, 2,000,000,000 authorized, 8,523,704 and 8,795,869 shares issued, and 8,488,149 and 8,690,136 outstanding, respectively) | 9 | 9 | |
Treasury Stock (at cost, 35,555 and 105,733 shares held, respectively) | (69) | (200) | |
Additional Paid in capital | 25,752 | 26,276 | |
Accumulated Deficit | (9,978) | (12,109) | |
Stockholders’ Equity | 15,714 | 13,976 | |
Total Liabilities and Stockholders’ Equity | $ 20,855 | $ 20,345 | |
[1] | Short-term and Long-term portion of Operating Lease Liability is $ 528 3,133 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Oct. 03, 2021 | Sep. 27, 2020 |
Statement of Financial Position [Abstract] | ||
Common Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 |
Common Stock, Shares Authorized | 2,000,000,000 | 2,000,000,000 |
Common Stock, Shares, Issued | 8,523,704 | 8,795,869 |
Common Stock, Shares, Outstanding | 8,488,149 | 8,690,136 |
Treasury Stock, Shares | 35,555 | 105,733 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | |
Oct. 03, 2021 | Sep. 27, 2020 | |
Income Statement [Abstract] | ||
Revenue | $ 18,222 | $ 25,890 |
Cost of Sales | 15,702 | 19,802 |
Gross Margin | 2,520 | 6,088 |
General and Administrative Expense | 3,014 | 3,205 |
Operating Income (Loss) | (494) | 2,883 |
Gain (Loss) on Change in Fair Value of Warrants | 2,535 | (508) |
Interest Expense | (11) | (19) |
Other Income (Expense) | 2,524 | (527) |
Income Before Taxes | 2,030 | 2,356 |
Income Tax Expense (Benefit), net | (101) | 531 |
Net Income | 2,131 | 1,825 |
Deemed dividends on participating securities | (660) | (598) |
Net income applicable to common shareholders | $ 1,471 | $ 1,227 |
Basic income per share | $ 0.18 | $ 0.14 |
Weighted Average Common Shares Outstanding - basic | 8,241,021 | 8,464,572 |
Diluted income per share | $ 0.18 | $ 0.14 |
Weighted Average Common Shares Outstanding - diluted | 8,323,809 | 8,589,919 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | |
Oct. 03, 2021 | Sep. 27, 2020 | |
Cash Flows from Operating Activities: | ||
Net Income | $ 2,131 | $ 1,825 |
Adjustments to Reconcile Net Income to Net Cash provided by Operating Activities: | ||
Depreciation and Amortization | 263 | 248 |
(Gain) Loss on Change in Fair Value of Warrants | (2,535) | 508 |
Stock Compensation Expense | 228 | 197 |
Deferred Tax | (60) | 187 |
Accounts Receivable | (230) | 113 |
Inventory | 1,208 | 1,744 |
Prepaid Expenses | (33) | 119 |
Leases | 24 | 38 |
Accounts Payable and Accrued Expenses | (510) | (1,103) |
Accrued Warranty Costs | (4) | 37 |
Customer Advance Deposits | (1) | (2) |
Increase (Decrease) In Accrued Estimated Loss On Contracts | ||
Total Adjustments | (1,650) | 2,086 |
Net Cash provided by Operating Activities | 481 | 3,911 |
Cash Flows used in Investing Activities | ||
Purchases of Property and Equipment | (274) | (152) |
Net Cash used in Investing Activities | (274) | (152) |
Cash Flows used in Financing Activities | ||
Cash Paid for Taxes Withheld On Net Settled Restricted Stock Unit Share Issue | (44) | (54) |
Payments (to) Borrowings from Credit Facility | (377) | 127 |
Proceeds from Warrant Exercise | 283 | |
Stock Repurchase | (869) | (200) |
Net Cash used in Financing Activities | (1,007) | (127) |
Net (Decrease) Increase in Cash and Cash Equivalents | (800) | 3,632 |
Cash and Cash Equivalents at Beginning of Period | 4,700 | 1,068 |
Cash and Cash Equivalents at End of Period | 3,900 | 4,700 |
Non Cash Transactions: | ||
Right-of-Use Asset | 3,688 | 1,811 |
Operating Lease Liabilities | (3,688) | (1,894) |
Treasury stock retired | (1,000) | |
Cash Transactions: | ||
Cash Paid for Taxes | 48 | 289 |
Cash Paid for Interest | $ 11 | $ 19 |
Consolidated Statement of Stock
Consolidated Statement of Stockholders' Equity - USD ($) $ in Thousands | Common Stock [Member] | Treasury Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total | |||
Beginning balance, value at Sep. 29, 2019 | $ 8 | $ 26,134 | $ (13,934) | $ 12,208 | ||||
Beginning balance, shares at Sep. 29, 2019 | 8,436,422 | |||||||
Stock Compensation Expense | 197 | 197 | ||||||
Vested restricted stock units issued net of tax withholding | (54) | (54) | ||||||
Vested restricted stock units issued net of tax withholding, shares | 59,447 | |||||||
Restricted Board Shares Issued (1) | [1] | $ 1 | (1) | |||||
Restricted Board Shares Issued, shares | [1] | 300,000 | ||||||
Common Stock Repurchase (2) | [2] | $ (200) | (200) | |||||
Common Stock Repurchase, shares | [2] | 105,733 | ||||||
Net income | 1,825 | 1,825 | ||||||
Ending balance, value at Sep. 27, 2020 | $ 9 | $ (200) | 26,276 | (12,109) | 13,976 | |||
Ending balance, shares at Sep. 27, 2020 | 8,795,869 | 105,733 | ||||||
Stock Compensation Expense | 228 | 228 | ||||||
Vested restricted stock units issued net of tax withholding | (44) | (44) | ||||||
Vested restricted stock units issued net of tax withholding, shares | 58,392 | |||||||
Common Stock Repurchase (2) | [2] | $ (869) | (869) | |||||
Common Stock Repurchase, shares | [2] | 449,088 | ||||||
Exercise of Warrants (3) | [3] | 292 | 292 | |||||
Exercise of Warrants, shares | [3] | 188,809 | ||||||
Common Stock Purchase and Cancellation | ||||||||
Common Stock Purchase and Cancellation, shares | (100) | |||||||
Cancellation of Treasury Shares (2) | [2] | $ 1,000 | (1,000) | |||||
Cancellation of Treasury Shares, shares | (519,266) | [2] | (519,266) | [2] | 519,266 | |||
Net income | 2,131 | $ 2,131 | ||||||
Ending balance, value at Oct. 03, 2021 | $ 9 | $ (69) | $ 25,752 | $ (9,978) | $ 15,714 | |||
Ending balance, shares at Oct. 03, 2021 | 8,523,704 | 35,555 | ||||||
[1] | 100,000 20 five-year 525,000 300,000 60,000 240,000 | |||||||
[2] | Common shares repurchased in the open market between June 11, 2020 and October 3, 2021. On June 14, 2021, 519,266 35,555 | |||||||
[3] | Exercise of warrants for common shares at $ 1.50 283 9 |
Consolidated Statement of Sto_2
Consolidated Statement of Stockholders' Equity (Parenthetical) $ in Thousands | 12 Months Ended | |
Oct. 03, 2021USD ($)$ / sharesshares | ||
Repurchased shares were cancelled | 519,266 | |
Treasury stock using the cost method | 35,555 | |
Gross proceeds for exercise of warrants | $ | $ 283 | |
Fair market value of warranty liability | $ | $ 292 | |
Treasury Stock [Member] | ||
Repurchased shares were cancelled | (519,266) | [1] |
Treasury stock using the cost method | 35,555 | |
Warrant [Member] | ||
Exercise of warrants for common shares | $ / shares | $ 1.50 | |
Gross proceeds for exercise of warrants | $ | $ 283 | |
Fair market value of warranty liability | $ | $ 9 | |
Independent Board of Directors [Member] | ||
Restricted common shares issued, shares | 100,000 | |
Share-based compensation vesting percentage | 20.00% | |
Share-based compensation vesting period | 5 years | |
Restricted common shares issued, value | $ | $ 525,000 | |
Amortized over the vesting period, shares | 300,000 | |
Share-based compensation, vested, number of shares | 60,000 | |
Share-based Compensation, nonvested, number of shares | 240,000 | |
[1] | Common shares repurchased in the open market between June 11, 2020 and October 3, 2021. On June 14, 2021, 519,266 35,555 |
Organization and Operations
Organization and Operations | 12 Months Ended |
Oct. 03, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Operations | Organization and Operations Optex Systems Holdings, Inc. (“the Company”) manufactures optical sighting systems and assemblies for the U.S. Department of Defense, foreign military applications and commercial markets. Its products are installed on a variety of U.S. military land vehicles, such as the Abrams and Bradley fighting vehicles, light armored and advanced security vehicles, and have been selected for installation on the Stryker family of vehicles. Optex Systems Holdings also manufactures and delivers numerous periscope configurations, rifle and surveillance sights and night vision optical assemblies. Optex Systems Holdings’ products consist primarily of build to customer print products that are delivered both directly to the military and to other defense prime contractors or commercial customers. Optex Systems Holdings’ operations are based in Dallas and Richardson, Texas in leased facilities comprising 93,967 84 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Oct. 03, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 2 — Summary of Significant Accounting Policies Basis of Presentation Principles of Consolidation Use of Estimates Segment Reporting Fiscal Year Fair Value of Financial Instruments The carrying value of cash and cash equivalents, accounts receivable, accounts payable, accrued liabilities, are carried at, or approximate, fair value as of the reporting date because of their short-term nature. The credit facility is reported at fair value as it bears market rates of interest. Fair values for the Company’s warrant liabilities and derivatives are estimated by utilizing valuation models that consider current and expected stock prices, volatility, dividends, market interest rates, forward yield curves and discount rates. Besides the Company’s warrant liabilities, such amounts and the recognition of such amounts are subject to significant estimates that may change in the future. The fair value hierarchy prioritizes the inputs to valuation techniques used to measure fair value and requires that assets and liabilities carried at fair value be classified and disclosed in one of the following three categories: Level 1: Quoted market prices in active markets for identical assets or liabilities. Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data. Level 3: Unobservable inputs reflecting the reporting entity’s own assumptions. The accounting guidance establishes a hierarchy which requires an entity to maximize the use of quoted market prices and minimize the use of unobservable inputs. An asset or liability’s level is based on the lowest level of input that is significant to the fair value measurement. Fair value estimates are reviewed at the origination date and again at each applicable measurement date and interim or annual financial reporting dates, as applicable for the financial instrument, and are based upon certain market assumptions and pertinent information available to management at those times. Each of the measurements is considered a Level 3 measurement based on the availability of market data and inputs and the significance of any unobservable inputs as of the measurement date. The methods and significant inputs and assumptions utilized in estimating the fair value of the warrant liabilities, as well as the respective hierarchy designations are discussed further in Note 12 “Warrant Liabilities”. Cash and Cash Equivalents 3.9 500 Concentration of Credit Risk 28 27 11 5 5 10 14 50 19 6 5 9 11 Accounts Receivable 5 zero 1 As of October 3, 2021, 87 34 13 10 7 16 7 89 29 39 8 7 6 Inventory Schedule of Inventory 2021 2020 (Thousands) As of As of Raw Materials $ 4,926 $ 5,506 Work in Process 2,664 3,214 Finished Goods 629 638 Gross Inventory 8,219 9,358 Less: Inventory Reserves (636 ) (567 ) Net Inventory $ 7,583 $ 8,791 In the twelve months ended October 3, 2021 Optex Systems recorded $ 69 1.2 Warranty Costs 78 83 The table below summarizes the warranty expenses and incurred warranty costs for the twelve months ended October 3, 2021 and September 27, 2020. Schedule of Warranty Reserves 2021 2020 Years ended 2021 2020 Beginning balance $ 83 $ 46 Incurred costs for warranties satisfied during the period (80 ) (39 ) Warranty Expenses: Warranties reserved for new product shipped during the period (1) 38 106 Change in estimate for pre-existing warranty liabilities (2) 37 (30 ) Warranty Expense 75 76 Ending balance $ 78 $ 83 (1) Warranty expenses accrued to cost of sales (based on current year shipments and historical warranty return rate). (2) Changes in estimated warranty liabilities recognized in cost of sales associated with: the period end customer returned warranty backlog, or the actual costs of repaired/replaced warranty units which were shipped to the customer during the year. Property and Equipment three seven Leases Leases (Topic 842). 1.9 1.8 3.7 3.7 As of period ended September 27, 2021, the Company has recognized a $ 1.4 1.5 3.6 3.7 Revenue Recognition 479 451 The Company has on occasion, outside of the presented periods, received selective contract awards and modifications which included substantive milestone performance obligations, contract modifications, negotiated settlements and financing arrangements which could fall within the scope of FASB ASC 606 revenue recognition guidance on reoccurrence, and as such, the Company has expanded their contract review process to ensure any new contract awards, changes, modifications, financing arrangements or potential negotiated settlements are recorded in compliance to the new standard guidance. During the twelve months ended October 3, 2021, there was $ 1 3 no Customer Advance Deposits zero 1 Government Contracts Impairment or Disposal of Long-Lived Assets Accounting for the Impairment or Disposal of Long-lived Assets No Stock-Based Compensation Income Tax/Deferred Tax As of October 3, 2021, Optex Systems Inc. has a net carrying value of $ 1.3 2.1 0.8 Due to historical losses, our valuation allowance reserve was set at 100% of the deferred tax asset for the years 2014 through 2018 for a net carrying value of zero. 0.04 Earnings per Share The potentially dilutive securities that Optex Systems Holdings had outstanding were stock options and warrants. Optex Systems Holdings uses the Treasury Stock Method to compute the dilutive effect of stock options and warrants. Stock options and warrants that are anti-dilutive are excluded from the calculation of diluted earnings per common share. For the twelve months ended October 3, 2021, 99,000 240,000 82,788 182,000 300,000 125,347 4,125,200 Our outstanding warrants during the twelve months ended October 3, 2021 and September 27, 2020 are participating securities which share dividend distributions and the allocation of any undistributed earnings (deemed dividends) with our common shareholders. During the twelve months ended October 3, 2021 and September 27, 2020, there were no 0.7 0.6 |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 12 Months Ended |
Oct. 03, 2021 | |
Accounting Changes and Error Corrections [Abstract] | |
Recent Accounting Pronouncements | Note 3 — Recent Accounting Pronouncements In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement (“ASU 2018-13”). ASU 2018-13 modifies the disclosure requirements on recurring and nonrecurring fair value measurements in Topic 820. The amendments in the update are effective for all entities for fiscal years and interim periods within those fiscal years, beginning after December 15, 2019. As such, Optex Systems Holdings adopted these provisions as of the fiscal year beginning on September 28, 2020. There was no material impact on our financial statement disclosures as a result of the amendment adoption. In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (“ASU 2016-13”). ASU 2016-13 changes the impairment model for most financial assets and certain other instruments, including trade and other receivables, held-to-maturity debt securities and loans, and requires entities to use a new forward-looking expected loss model that will result in the earlier recognition of allowance for losses. This update is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. As such, Optex Systems Holdings adopted these provisions as of the fiscal year beginning on September 28, 2020. There was no material impact on our consolidated financial statements and results of operations as a result of adopting ASU 2016-13. In February 2016, FASB issued ASU 2016-02— Leases (Topic 842). 1.8 1.9 |
Segment Reporting
Segment Reporting | 12 Months Ended |
Oct. 03, 2021 | |
Segment Reporting [Abstract] | |
Segment Reporting | Note 4 — Segment Reporting The Company’s reportable segments are strategic businesses offering similar products to similar markets and customers; however, the companies are operated and managed separately due to differences in manufacturing technology, equipment, geographic location, and specific product mix. Applied Optics Center was acquired as a unit, and the management at the time of the acquisition was retained. Both the Applied Optics Center and Optex Systems – Richardson operate as reportable segments under the Optex Systems, Inc. corporate umbrella. The Applied Optics Center segment also serves as the key supplier of laser coated filters used in the production of periscope assemblies for the Optex Systems-Richardson (“Optex Systems”) segment. Intersegment sales and transfers are accounted for at annually agreed to pricing rates based on estimated segment product cost, which includes segment direct manufacturing and general and administrative costs, but exclude profits that would apply to third party external customers. Optex Systems (OPX) – Richardson, Texas Optex Systems revenues are primarily in support of prime and subcontracted military customers. Approximately 85 15 28 21 11 Optex Systems is located in Richardson Texas, with leased premises consisting of approximately 49,100 47 Applied Optics Center (AOC) – Dallas, Texas The Applied Optics Center serves primarily domestic U.S. customers. Sales to commercial customers represent 35 65 86 14 10 7 5 The Applied Optics Center is located in Dallas, Texas with leased premises consisting of approximately 44,867 37 The financial table below presents the information for each of the reportable segments profit or loss as well as segment assets for each year. The Company does not allocate interest expense, income taxes or unusual items to segments. Schedule of Segment Reporting Information Reportable Segment Financial Information Twelve months ended October 3, 2021 Optex Systems Applied Optics Center Other Consolidated Revenues from external customers $ 11,827 $ 6,395 $ - $ 18,222 Intersegment revenues - 1,056 (1,056 ) - Total Revenue $ 11,827 $ 7,451 $ (1,056 ) $ 18,222 Interest expense $ - $ - $ 11 $ 11 Depreciation and Amortization $ 41 $ 222 $ - $ 263 Income (loss) before taxes $ 251 $ (517 ) $ 2,296 $ 2,030 Other significant noncash items: Allocated home office expense $ (677 ) $ 677 $ - $ - Gain on change in fair value of warrants $ - $ - $ (2,535 ) $ (2,535 ) Stock compensation expense $ - $ - $ 228 $ 228 Warranty expense $ (15 ) $ 90 $ - $ 75 Segment Assets $ 14,010 $ 6,845 $ - $ 20,855 Expenditures for segment assets $ 20 $ 254 $ - $ 274 Reportable Segment Financial Information Twelve months ended September 27, 2020 Optex Systems Applied Optics Center Other Consolidated Revenues from external customers $ 17,233 $ 8,657 $ - $ 25,890 Intersegment revenues - 1,689 (1,689 ) - Total Revenue $ 17,233 $ 10,346 $ (1,689 ) $ 25,890 Interest expense $ - $ - $ 19 $ 19 Depreciation and Amortization $ 36 $ 212 $ - $ 248 Income before taxes $ 1,950 $ 1,130 $ (724 ) $ 2,356 Other significant noncash items: Allocated home office expense $ (673 ) $ 673 $ - $ - Loss on change in fair value of warrants $ - $ - $ 508 $ 508 Stock option compensation expense $ - $ - $ 197 $ 197 Warranty Expense $ - $ 76 $ - $ 76 Segment Assets $ 14,642 $ 5,703 $ - $ 20,345 Expenditures for segment assets $ 102 $ 50 $ - $ 152 |
Property and Equipment
Property and Equipment | 12 Months Ended |
Oct. 03, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Note 5 — Property and Equipment A summary of property and equipment at October 3, 2021 and September 27, 2020 is as follows: Schedule of Property and Equipment (Thousands) Estimated Year Ended Year Ended Property and Equipment Furniture and Fixtures 3 5 $ 398 $ 398 Machinery and Equipment 5 4,035 3,782 Leasehold Improvements 7 296 276 Less: Accumulated Depreciation (3,712 ) (3,450 ) Net Property & Equipment $ 1,017 $ 1,006 Depreciation Expense $ 263 $ 248 During the twelve months ended October 3, 2021, Optex Systems Holdings’ purchased $ 254 20 no 20 132 no |
Accrued Expenses
Accrued Expenses | 12 Months Ended |
Oct. 03, 2021 | |
Payables and Accruals [Abstract] | |
Accrued Expenses | Note 6 — Accrued Expenses The components of accrued liabilities for the years ended October 3, 2021 and September 27, 2020 are summarized below: Schedule of Accrued Liabilities (Thousands) Year Ended Year Ended October 3, 2021 September 27, 2020 Contract Loss Reserves $ 51 $ - Accrued Vacation 376 469 Property Taxes 117 113 Operating Expenses 99 323 Payroll & Payroll Related 208 172 Total Accrued Expenses $ 851 $ 1,077 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Oct. 03, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 7 — Commitments and Contingencies Rental Payments under Non-cancellable Operating Leases Optex Systems Holdings leases its office and manufacturing facilities for the Optex Systems, Inc. Richardson location and the Applied Optics Center Dallas location. The company also leases certain office equipment under non-cancellable operating leases. The leased facility under Optex Systems Inc. located at 1420 Presidential Drive, Richardson, Texas consists of 49,100 March 31, 2021 the monthly base rent was $24.6 thousand through March 31, 2021. On January 11, 2021 the Company executed a sixth amendment extending the terms of the lease for eighty-six (86) months, commencing on April 1, 2021 and ending on May 31, 2028. The initial base rent is set at $25.3 thousand and escalates 3% on April 1 each year 11.6 The leased facility under the Applied Optics Center located at 9839 and 9827 Chartwell Drive, Dallas, Texas, consists of 44,867 October 31, 2021 the monthly base rent was $21.9 thousand through the end of the lease On January 11, 2021 the Company executed a first amendment extending the terms of the lease for eighty-six (86) months, commencing on November 1, 2021 and ending on December 31, 2028. The initial base rent is set at $23.6 thousand as of January 1, 2022 and escalates 2.75% on January 1 each year thereafter. The initial term includes 2 months of rent abatement for November and December of 2021. The amendment provides for a five-year renewal option at the end of the lease term at the greater of the then “prevailing rental rate” or the then current base rental rate. Our obligations to make payments under the lease are secured by a $125,000 standby letter of credit 7.8 The Company has one non-cancellable office equipment lease with a commencement date of October 1, 2018 and a term of 39 months. The lease cost for the equipment is $1.5 thousand per month from October 1, 2018 through December 31, 202 Optex Systems Holdings adopted the provisions of ASC Topic 842 “Leases” as of the fiscal year beginning on September 30, 2019. Optex Systems Holdings has two significant operating facilities leases and one equipment lease which extend beyond twelve months and fall under the guidance of ASC Topic 842. Adoption of ASC Topic 842 resulted in the balance sheet recognition of a right-of-use asset of $ 1.8 1.9 five 3.7 3.7 As of October 3, 2021, the remaining minimum base lease and estimated common area maintenance (CAM) payments under the non-cancellable office equipment and facility space leases are as follows: Schedule of Non-cancellable Operating Leases Minimum Payments Non-cancellable Operating Leases Minimum Payments Fiscal Year Facility Facility Lease Payments Total Lease Payments Total Variable CAM Estimate (Thousands) Optex Richardson Applied Optics Center Office Equipment Consolidated Fiscal Year Facility Facility Lease Payments Total Lease Payments Total Variable CAM Estimate 2022 Base year lease 308 234 4 546 235 2023 Base year lease 317 288 605 240 2024 Base year lease 327 296 623 245 2025 Base year lease 336 305 641 249 2026 Base year lease 346 313 659 254 2027 Base year lease 357 322 679 259 2028 Base year lease 241 330 571 186 2029 Base year lease - 83 83 27 Total base lease payments 2,232 $ 2,171 $ 4 4,407 $ 1,695 Imputed interest on lease payments (1) (1) (339 ) (407 ) - (746 ) Total Operating Lease Liability (2) (2) $ 1,893 $ 1,764 $ 4 $ 3,661 Right-of-use Asset (3) (3) $ 1,831 $ 1,764 $ 4 $ 3,599 (1) Assumes a discount borrowing rate of 5.0% October 31, 2021 (2) Includes $ 62 (3) Short-term and Long-term portion of Operating Lease Liability is $ 528 3,133 Total expense under both facility lease agreements for the twelve months ended October 3, 2021 was $ 769 735 Total office equipment rentals included in operating expenses was $ 22 |
Debt Financing
Debt Financing | 12 Months Ended |
Oct. 03, 2021 | |
Debt Disclosure [Abstract] | |
Debt Financing | Note 8 — Debt Financing Credit Facility — PNC Bank (formerly BBVA, USA) On April 16, 2020, the Company terminated its facility with Avidbank and entered into a new facility with BBVA USA. On April 16, 2020, Optex Systems Holdings, Inc. and its subsidiary, Optex Systems, Inc. (the “Borrower”) entered into a line of credit facility (the “Facility”) with BBVA, USA. In June 2021, PNC Bank completed its acquisition of BBVA, USA and the bank name changed to PNC Bank (“PNC”). The substantive terms are as follows: ● The principal amount of the Facility is $ 2.25 April 15, 2022 -0.250% 3% ● There are commercially standard covenants including, but not limited to, covenants regarding maintenance of corporate existence, not incurring other indebtedness except trade debt, not changing more than 25% stock ownership of Borrower, and a Fixed Charge Coverage Ratio of 1.25:1, with the Fixed Charge Coverage Ratio defined as (earnings before taxes, amortization, depreciation, amortization and rent expense less cash taxes, distribution, dividends and fair value of warrants) divided by (current maturities on long term debt plus interest expense plus rent expense). As of October 3, 2021, the Company was in compliance with the covenants ● The Facility contains commercially standard events of default including, but not limited to, not making payments when due; incurring a judgment of $ 10,000 ● The Facility is secured by a first lien on all of the assets of Borrower. The outstanding balance on the credit facility was zero 377 11 19 |
Stock Based Compensation
Stock Based Compensation | 12 Months Ended |
Oct. 03, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Stock Based Compensation | Note 9 — Stock Based Compensation Stock Options issued to Employees, Officers and Directors The Optex Systems Holdings 2009 Stock Option Plan provides for the issuance of up to 75,000 25,000 0.01 250 no zero Restricted Stock Units issued to Officers and Employees On June 14, 2016, the Compensation Committee (“Committee”) of the Board of Directors of Optex Systems Holdings, Inc. approved the Company’s 2016 Restricted Stock Unit Plan (the “Plan”). The Plan provides for the issuance of restricted stock units (“RSU”) for up to 1,000,000 On January 7, 2020, the Company issued 59,447 54 84,500 On February 17, 2020, the Company granted 50,000 three 34 33 2.13 107 three On January 2, 2021, the Company issued 58,392 44 83,000 Effective December 1, 2021, the vesting terms of Danny Schoening’s RSU grant from January 2019 were revised as described in “ Item 11. Executive Compensation – Employment Agreements - Danny Schoening Restricted Shares Issued to Independent Board Members On April 30, 2020, the Optex Systems Holdings, Inc. Board of Directors held a meeting and voted to increase the annual board compensation for the three independent directors from $ 22,000 36,000 100,000 20 st five years 300,000 525 1.75 five-year 60,000 There were no The following table summarizes the status of Optex Systems Holdings’ aggregate non-vested restricted stock units and restricted shares granted as of October 3, 2021: Schedule of Aggregate Non-vested Restricted Stock Units Granted Restricted Stock Units Weighted Average Grant Date Fair Value Restricted Shares Weighted Average Grant Date Fair Value Outstanding at September 29, 2019 216,500 $ 1.29 — — Granted 50,000 $ 2.13 300,000 $ 1.75 Vested (84,500 ) $ 1.25 — — Forfeited - — — — Outstanding at September 27, 2020 182,000 $ 1.54 300,000 $ 1.75 Granted — — — — Vested (83,000 ) $ 1.49 (60,000 ) $ 1.75 Forfeited — — — — Outstanding at October 3, 2021 99,000 $ 1.59 240,000 $ 1.75 Stock Based Compensation Expense Equity compensation is amortized to general and administrative expenses based on a straight-line basis across the vesting or service period as applicable. The recorded compensation costs for restricted shares granted and restricted stock units awarded as well as the unrecognized compensation costs are summarized in the table below: Schedule of Unrecognized Compensation Costs Stock Compensation (thousands) Recognized Compensation Unrecognized Compensation Twelve months ended As of year ended October 3, 2021 September 27, 2020 October 3, 2021 September 27, 2020 Restricted Shares $ 105 $ 79 $ 341 $ 446 Restricted Stock Units 123 118 66 188 Total Stock Compensation $ 228 $ 197 $ 407 $ 634 The unrecognized compensation expense for restricted shares and restricted stock units is expected to be recognized over a weighted-average period of 3.25 0.92 |
Defined Contribution Plan
Defined Contribution Plan | 12 Months Ended |
Oct. 03, 2021 | |
Retirement Benefits [Abstract] | |
Defined Contribution Plan | Note 10 — Defined Contribution Plan The Company sponsors a defined contribution pension plan under Section 401(k) of the Internal Revenue Code for all employees. Company contributions are voluntary and are determined annually at the discretion of the Board of Directors at the beginning of each fiscal year. For the fiscal years ended October 3, 2021 and September 27, 2020, the Company offered a qualified automatic contribution arrangement (QACA) with a 100% match of the first 1% and 50% matching of the next 5% and a 2-year vesting requirement. 158 165 |
Stockholders_ Equity
Stockholders’ Equity | 12 Months Ended |
Oct. 03, 2021 | |
Equity [Abstract] | |
Stockholders’ Equity | Note 11 — Stockholders’ Equity Dividends There were no Common stock During the twelve months ended September 27, 2020, there were 59,447 84,500 300,000 no During the twelve months ended October 3, 2021, there were 58,392 83,000 On August 10, 2021 and August 23, 2021, there were 148,300 40,509 1.50 283 292 no On August 31, 2021, the Company repurchased 100 150 On June 8, 2020 the Company announced authorization for a $ 1 105,733 519,266 On September 22, 2021 the Company announced authorization for an additional $ 1 35,555 During the twelve months ended October 3, 2021, there were 449,088 869 105,733 200 Summary of Purchases Under Plan Fiscal Period Total number of shares purchased Total purchase cost Average price paid per share (with commission) Maximum dollar value that may yet be purchased under the plan May 24, 2020 through June 28, 2020 34,243 $ 63 $ 1.84 $ 937 Stock Buyback Plan initiated May 2020 ($ 1,000,000 May 24, 2020 through June 28, 2020 34,243 $ 63 $ 1.84 $ 937 June 29, 2020 through July 26, 2020 6,806 13 1.89 924 July 27, 2020 through August 23, 2020 10,688 21 1.96 903 August 23, 2020 through September 27, 2020 53,996 103 1.90 800 September 28, 2020 through October 25, 2020 20,948 42 2.01 758 October 26, 2020 through November 22, 2020 129,245 265 2.05 493 November 23, 2020 through December 27, 2020 58,399 109 1.86 384 December 28, 2020 through January 24, 2021 40,362 73 1.80 311 January 25, 2021 through February 21, 2021 52,180 101 1.94 210 February 22, 2021 through March 28, 2021 73,800 140 1.90 70 March 29, 2021 through April 19, 2021 38,599 70 1.82 - Total shares repurchased and cancelled 519,266 $ 1,000 $ 1.93 $ - Stock Buyback Plan initiated September 2021 ($ 1,000,000 September 23, 2021 through October 1, 2021 35,555 $ 69 $ 1.93 $ 931 Total shares repurched for the twelve months ended September 27, 2020 105,733 $ 200 $ 1.89 Total shares repurched for the twelve months ended October 3, 2021 449,088 869 1.93 Total shares repurchased as of October 3, 2021 554,821 $ 1,069 $ 1.93 $ 931 As of October 3, 2021, and September 27, 2020, the total outstanding common shares were 8,488,149 8,690,136 Warrants On August 26, 2016, Optex Systems Holdings Inc. issued 4,323,135 1.50 Pursuant to a warrant agreement between Optex Systems Inc. and Equity Stock Transfer, LLC, as warrant agent, the warrants were issued in book-entry form and were initially represented only by one or more global warrants deposited with the warrant agent, as custodian on behalf of The Depository Trust Company, or DTC, and registered in the name of Cede & Co., a nominee of DTC, or as otherwise directed by DTC. The exercise price and number of shares of common stock issuable upon exercise of the warrants could be adjusted in certain circumstances, including in the event of a stock split, stock dividend, extraordinary dividend on or recapitalization, reorganization, merger or consolidation. Under the terms of the warrant agreement, Optex Systems Holdings Inc. agreed to use their best efforts to maintain the effectiveness of the registration statement and current prospectus relating to common stock issuable upon exercise of the warrants until the expiration of the warrants. During any period in which Optex failed to have an effective registration statement covering the shares underlying the warrants, the warrant holder was permitted to exercise the warrants on a cashless basis. The warrant holders did not have the rights or privileges of holders of common stock and any voting rights until they exercised their warrants and received shares of common stock, except as set forth in the warrants. After the issuance of shares of common stock upon exercise of the warrants, each holder was entitled to one vote for each share held of record on all matters to be voted on by stockholders. Subject to limited exceptions, a holder of warrants did have the right to exercise any portion of its warrants if the holder (together with such holder’s affiliates, and any persons acting as a group together with such holder or any of such holder’s affiliates) would beneficially own a number of shares of common stock in excess of 4.99% of the shares of our common stock then outstanding after giving effect to such exercise (the “Beneficial Ownership Limitation”); provided, however, that, upon notice to the Company, the holder could increase or decrease the Beneficial Ownership Limitation, provided that in no event could the Beneficial Ownership Limitation have exceeded 9.99% and any increase in the Beneficial Ownership Limitation would not be effective until 61 days following notice of such increase from the holder to us. No fractional shares of common stock would be issued upon exercise of the warrants. If, upon exercise of the warrants, a holder would be entitled to receive a fractional interest in a share, Optex Systems Holdings Inc. would, upon exercise, round up to the nearest whole number of shares of common stock to be issued to the warrant holder. If multiple warrants were exercised by the holder at the same time, Optex Systems Holdings Inc. would aggregate the number of whole shares issuable upon exercise of all the warrants. There was no established trading market for the warrants. In the event of a fundamental transaction (as defined in warrant), then the Company or any successor entity would pay at the holder’s option, exercisable at any time concurrently with or within 30 days after the consummation of the fundamental transaction, an amount of cash equal to the value of the remaining unexercised portion of the warrants on the date of consummation of the fundamental transaction as determined in accordance with the Black Scholes option pricing model. As of September 27, 2020 there were 4,125,200 zero 188,809 zero 3,936,391 zero |
Warrant Liabilities
Warrant Liabilities | 12 Months Ended |
Oct. 03, 2021 | |
Warrant Liabilities | |
Warrant Liabilities | Note 12 — Warrant Liabilities On August 26, 2016, Optex Systems Holdings, Inc. issued 4,323,135 1.50 August 26, 2021 The fair value of the warrant liabilities presented below were measured using either a BSM valuation model. Significant inputs into the respective model at the inception and reporting period measurement dates are as follows: Schedule of Warrant Liabilities Assumptions Used Issuance date Period ended Period ended Period ended Period ended Expiration date Valuation Assumptions August 26, 2016 October 1, 2017 September 30, 2018 September 29, 2019 September 27, 2020 August 26, 2021 (5) Exercise Price (1) $ 1.50 $ 1.50 $ 1.50 $ 1.50 $ 1.50 $ 1.50 Warrant Expiration Date (1) 8/26/2021 8/26/2021 8/26/2021 8/26/2021 8/26/2021 8/26/2021 Stock Price (2) $ 0.95 $ 0.98 $ 1.71 $ 1.56 $ 1.96 $ 1.49 Interest Rate (annual) (3) 1.23 % 1.62 % 2.88 % 1.63 % 0.12 % - Volatility (annual) (4) 246.44 % 179.36 % 64.05 % 53.66 % 51.67 % - Time to Maturity (Years) 5 3.9 2.9 1.9 0.9 Expired Calculated fair value per share $ 0.93 $ 0.87 $ 0.82 $ 0.49 $ 0.62 $ - ( 1) Based on the terms provided in the warrant agreement to purchase common stock of Optex Systems Holdings, Inc. dated August 26, 2016. (2) Based on the trading value of common stock of Optex Systems Holdings, Inc. as of each presented period ending date. August 26, 2021 stock price based on the volume weighted average price for 618,451 1.55 2,400 (3) Interest rate for U.S. Treasury Bonds, as of each presented period ending date, as published by the U.S. Federal Reserve. (4) Based on the historical daily volatility of Optex Systems Holdings, Inc. as of each presented period ending date. (5) Warrants expired worthless without cashless exchange pursuant to the Warrant Agreement Section 2(c) determination that the August 26, 2021 VWAP calculation of $ 1.49 1.50 The warrants outstanding and fair values at each of the respective valuation dates are summarized below: Summary of Warrants Outstanding and Fair Values Warrants Fair Value Fair Value Warrant Liability Outstanding per Share (000’s) Fair Value as of period ended 9/29/2019 4,125,200 $ 0.49 $ 2,036 Loss on Change in Fair Value of Warrant Liability 508 (Gain) Loss on Change in Fair Value of Warrant Liability, Outstanding Reclassification to additional paid in capital on exercise of warrants Reclassification to additional paid in capital on exercise of warrants, Outstanding Fair Value as of period ended 9/27/2020 4,125,200 $ 0.62 $ 2,544 Reclassification to additional paid in capital on exercise of warrants (1) (188,809 ) (9 ) Gain on Change in Fair Value of Warrant Liability (2) (3,936,391 ) (2,535 ) Fair Value as of period ended 10/03/2021 - $ - $ - (1) Exercise of warrants for gross proceeds of $ 283 292 (2) Expiration of Warrants on August 26, 2021. The warrant liabilities are considered Level 3 liabilities on the fair value hierarchy as the determination of fair value includes various assumptions about of future activities and the Company’s stock prices and historical volatility as inputs. |
Income Taxes
Income Taxes | 12 Months Ended |
Oct. 03, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 13 — Income Taxes The income tax provision for the years ended October 3, 2021 and September 27, 2020 include the following: Schedule of Income Tax Provision 2021 2020 (Thousands) 2021 2020 Current income tax expense: Current year federal income tax $ - $ 403 Prior year tax adjustment (62 ) (59 ) Current income tax expense (62 ) 344 Deferred income tax provision (benefit): Federal (39 ) 187 Provision for (Benefit from) income taxes, net $ (101 ) $ 531 As of October 3, 2021, Optex Systems Inc. has a net carrying value of $ 1.3 2.1 0.8 0.04 0.2 The income tax provision for Optex Systems as of October 3, 2021 differs from those computed using the statutory federal tax rate in the respective years due to the following permanent differences: Schedule of Effective Income Tax Rate Reconciliation 2021 % 2020 % Tax provision (benefit) at statutory federal rate $ 426 21 $ 495 21 Nondeductible expenses (531 ) (26) 108 5 Other temporary adjustments 221 11 35 1 Prior year federal income tax adjustment (62 ) (3) (59 ) (2) Change in deferred tax valuation allowance (155 ) (8) (48 ) (2) Provision for (benefit from) income taxes, net $ (101 ) (5) $ 531 23 Deferred income taxes recorded in the balance sheets result from differences between financial statement and tax reporting of income and deductions. A summary of the composition of the deferred income tax assets (liabilities) follows: Schedule of Deferred Income Taxes (Thousands) Deferred Tax Asset As of As of Stock Compensation $ 73 $ 64 Inventory Reserve 134 119 Unicap 27 31 Deferred Compensation - 39 Fixed assets (226 ) (18 ) Goodwill Amortization 199 299 Intangible Asset Amortization 113 170 Net Operating Losses 1,657 1,362 Other 119 124 Subtotal $ 2,096 $ 2,190 Valuation allowance (808 ) (963 ) Net deferred asset $ 1,288 $ 1,227 The Company has a net loss carryforward of $ 7.9 6.5 4.0 0.8 ($1.4) The Company applied FASB ASC 740-10 and has no unrecognized tax benefits. By statute, the tax years ended October 3, 2021, September 27, 2020 and September 29, 2019 are open to examination by the major taxing jurisdictions to which the Optex Systems Holdings is subject. During the twelve months ended October 3, 2021 the Company paid $ 48 ($48) 289 ($20) 40 |
Subsequent Events
Subsequent Events | 12 Months Ended |
Oct. 03, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 14 — Subsequent Events The Company entered into an amended and restated employment agreement with Danny Schoening dated December 1, 2021. The term of the agreement commenced as of December 1, 2021 and the current term ends on November 30, 2022. Mr. Schoening’s base salary is $ 296,031 30 20 The updated employment agreement also served to amend Mr. Schoening’s RSU Agreement, dated January 2, 2019, by changing the third and final vesting date for the restricted stock units granted under such agreement from January 2, 2022 to the “change of control date,” that being the first of the following to occur with respect to the Company: (i) any “Person,” as that term is defined in Sections 13(d) and 14(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), with certain exclusions, is or becomes the “Beneficial Owner” (as that term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, of securities of the Company representing fifty percent (50%) or more of the combined voting power of the Company’s then outstanding securities; or (ii) the Company is merged or consolidated with any other corporation or other entity, other than: (A) a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior thereto continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than fifty percent (50%) of the combined voting power of the voting securities of the Company or such surviving entity outstanding immediately after such merger or consolidation; or (B) the Company engages in a merger or consolidation effected to implement a recapitalization of the Company (or similar transaction) in which no “Person” (as defined above) acquires fifty percent (50%) or more of the combined voting power of the Company’s then outstanding securities. The amended RSU Agreement contains certain exceptions to the definition of change of control The employment agreement events of termination consist of: (i) death or permanent disability of Mr. Schoening; (ii) termination by the Company for cause (including conviction of a felony, commission of fraudulent acts, willful misconduct by Mr. Schoening, continued failure to perform duties after written notice, violation of securities laws and breach of the employment agreement), (iii) termination by the Company without cause and (iv) termination by Mr. Schoening for good reason (including breach by the Company of its obligations under the agreement, the requirement for Mr. Schoening to move more than 100 miles away for his employment without consent, and merger or consolidation that results in more than 66% of the combined voting power of the Company’s then outstanding securities or those of its successor changing ownership or a sale of all or substantially all of its assets, without the surviving entity assuming the obligations under the agreement) |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Oct. 03, 2021 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation |
Use of Estimates | Use of Estimates |
Segment Reporting | Segment Reporting |
Fiscal Year | Fiscal Year |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The carrying value of cash and cash equivalents, accounts receivable, accounts payable, accrued liabilities, are carried at, or approximate, fair value as of the reporting date because of their short-term nature. The credit facility is reported at fair value as it bears market rates of interest. Fair values for the Company’s warrant liabilities and derivatives are estimated by utilizing valuation models that consider current and expected stock prices, volatility, dividends, market interest rates, forward yield curves and discount rates. Besides the Company’s warrant liabilities, such amounts and the recognition of such amounts are subject to significant estimates that may change in the future. The fair value hierarchy prioritizes the inputs to valuation techniques used to measure fair value and requires that assets and liabilities carried at fair value be classified and disclosed in one of the following three categories: Level 1: Quoted market prices in active markets for identical assets or liabilities. Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data. Level 3: Unobservable inputs reflecting the reporting entity’s own assumptions. The accounting guidance establishes a hierarchy which requires an entity to maximize the use of quoted market prices and minimize the use of unobservable inputs. An asset or liability’s level is based on the lowest level of input that is significant to the fair value measurement. Fair value estimates are reviewed at the origination date and again at each applicable measurement date and interim or annual financial reporting dates, as applicable for the financial instrument, and are based upon certain market assumptions and pertinent information available to management at those times. Each of the measurements is considered a Level 3 measurement based on the availability of market data and inputs and the significance of any unobservable inputs as of the measurement date. The methods and significant inputs and assumptions utilized in estimating the fair value of the warrant liabilities, as well as the respective hierarchy designations are discussed further in Note 12 “Warrant Liabilities”. |
Cash and Cash Equivalents | Cash and Cash Equivalents 3.9 500 |
Concentration of Credit Risk | Concentration of Credit Risk 28 27 11 5 5 10 14 50 19 6 5 9 11 |
Accounts Receivable | Accounts Receivable 5 zero 1 As of October 3, 2021, 87 34 13 10 7 16 7 89 29 39 8 7 6 |
Inventory | Inventory Schedule of Inventory 2021 2020 (Thousands) As of As of Raw Materials $ 4,926 $ 5,506 Work in Process 2,664 3,214 Finished Goods 629 638 Gross Inventory 8,219 9,358 Less: Inventory Reserves (636 ) (567 ) Net Inventory $ 7,583 $ 8,791 In the twelve months ended October 3, 2021 Optex Systems recorded $ 69 1.2 |
Warranty Costs | Warranty Costs 78 83 The table below summarizes the warranty expenses and incurred warranty costs for the twelve months ended October 3, 2021 and September 27, 2020. Schedule of Warranty Reserves 2021 2020 Years ended 2021 2020 Beginning balance $ 83 $ 46 Incurred costs for warranties satisfied during the period (80 ) (39 ) Warranty Expenses: Warranties reserved for new product shipped during the period (1) 38 106 Change in estimate for pre-existing warranty liabilities (2) 37 (30 ) Warranty Expense 75 76 Ending balance $ 78 $ 83 (1) Warranty expenses accrued to cost of sales (based on current year shipments and historical warranty return rate). (2) Changes in estimated warranty liabilities recognized in cost of sales associated with: the period end customer returned warranty backlog, or the actual costs of repaired/replaced warranty units which were shipped to the customer during the year. |
Property and Equipment | Property and Equipment three seven |
Leases | Leases Leases (Topic 842). 1.9 1.8 3.7 3.7 As of period ended September 27, 2021, the Company has recognized a $ 1.4 1.5 3.6 3.7 |
Revenue Recognition | Revenue Recognition 479 451 The Company has on occasion, outside of the presented periods, received selective contract awards and modifications which included substantive milestone performance obligations, contract modifications, negotiated settlements and financing arrangements which could fall within the scope of FASB ASC 606 revenue recognition guidance on reoccurrence, and as such, the Company has expanded their contract review process to ensure any new contract awards, changes, modifications, financing arrangements or potential negotiated settlements are recorded in compliance to the new standard guidance. During the twelve months ended October 3, 2021, there was $ 1 3 no |
Customer Advance Deposits | Customer Advance Deposits zero 1 |
Government Contracts | Government Contracts |
Impairment or Disposal of Long-Lived Assets | Impairment or Disposal of Long-Lived Assets Accounting for the Impairment or Disposal of Long-lived Assets No |
Stock-Based Compensation | Stock-Based Compensation |
Income Tax/Deferred Tax | Income Tax/Deferred Tax As of October 3, 2021, Optex Systems Inc. has a net carrying value of $ 1.3 2.1 0.8 Due to historical losses, our valuation allowance reserve was set at 100% of the deferred tax asset for the years 2014 through 2018 for a net carrying value of zero. 0.04 |
Earnings per Share | Earnings per Share The potentially dilutive securities that Optex Systems Holdings had outstanding were stock options and warrants. Optex Systems Holdings uses the Treasury Stock Method to compute the dilutive effect of stock options and warrants. Stock options and warrants that are anti-dilutive are excluded from the calculation of diluted earnings per common share. For the twelve months ended October 3, 2021, 99,000 240,000 82,788 182,000 300,000 125,347 4,125,200 Our outstanding warrants during the twelve months ended October 3, 2021 and September 27, 2020 are participating securities which share dividend distributions and the allocation of any undistributed earnings (deemed dividends) with our common shareholders. During the twelve months ended October 3, 2021 and September 27, 2020, there were no 0.7 0.6 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Oct. 03, 2021 | |
Accounting Policies [Abstract] | |
Schedule of Inventory | Schedule of Inventory 2021 2020 (Thousands) As of As of Raw Materials $ 4,926 $ 5,506 Work in Process 2,664 3,214 Finished Goods 629 638 Gross Inventory 8,219 9,358 Less: Inventory Reserves (636 ) (567 ) Net Inventory $ 7,583 $ 8,791 |
Schedule of Warranty Reserves | The table below summarizes the warranty expenses and incurred warranty costs for the twelve months ended October 3, 2021 and September 27, 2020. Schedule of Warranty Reserves 2021 2020 Years ended 2021 2020 Beginning balance $ 83 $ 46 Incurred costs for warranties satisfied during the period (80 ) (39 ) Warranty Expenses: Warranties reserved for new product shipped during the period (1) 38 106 Change in estimate for pre-existing warranty liabilities (2) 37 (30 ) Warranty Expense 75 76 Ending balance $ 78 $ 83 (1) Warranty expenses accrued to cost of sales (based on current year shipments and historical warranty return rate). (2) Changes in estimated warranty liabilities recognized in cost of sales associated with: the period end customer returned warranty backlog, or the actual costs of repaired/replaced warranty units which were shipped to the customer during the year. |
Segment Reporting (Tables)
Segment Reporting (Tables) | 12 Months Ended |
Oct. 03, 2021 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information | The financial table below presents the information for each of the reportable segments profit or loss as well as segment assets for each year. The Company does not allocate interest expense, income taxes or unusual items to segments. Schedule of Segment Reporting Information Reportable Segment Financial Information Twelve months ended October 3, 2021 Optex Systems Applied Optics Center Other Consolidated Revenues from external customers $ 11,827 $ 6,395 $ - $ 18,222 Intersegment revenues - 1,056 (1,056 ) - Total Revenue $ 11,827 $ 7,451 $ (1,056 ) $ 18,222 Interest expense $ - $ - $ 11 $ 11 Depreciation and Amortization $ 41 $ 222 $ - $ 263 Income (loss) before taxes $ 251 $ (517 ) $ 2,296 $ 2,030 Other significant noncash items: Allocated home office expense $ (677 ) $ 677 $ - $ - Gain on change in fair value of warrants $ - $ - $ (2,535 ) $ (2,535 ) Stock compensation expense $ - $ - $ 228 $ 228 Warranty expense $ (15 ) $ 90 $ - $ 75 Segment Assets $ 14,010 $ 6,845 $ - $ 20,855 Expenditures for segment assets $ 20 $ 254 $ - $ 274 Reportable Segment Financial Information Twelve months ended September 27, 2020 Optex Systems Applied Optics Center Other Consolidated Revenues from external customers $ 17,233 $ 8,657 $ - $ 25,890 Intersegment revenues - 1,689 (1,689 ) - Total Revenue $ 17,233 $ 10,346 $ (1,689 ) $ 25,890 Interest expense $ - $ - $ 19 $ 19 Depreciation and Amortization $ 36 $ 212 $ - $ 248 Income before taxes $ 1,950 $ 1,130 $ (724 ) $ 2,356 Other significant noncash items: Allocated home office expense $ (673 ) $ 673 $ - $ - Loss on change in fair value of warrants $ - $ - $ 508 $ 508 Stock option compensation expense $ - $ - $ 197 $ 197 Warranty Expense $ - $ 76 $ - $ 76 Segment Assets $ 14,642 $ 5,703 $ - $ 20,345 Expenditures for segment assets $ 102 $ 50 $ - $ 152 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Oct. 03, 2021 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | A summary of property and equipment at October 3, 2021 and September 27, 2020 is as follows: Schedule of Property and Equipment (Thousands) Estimated Year Ended Year Ended Property and Equipment Furniture and Fixtures 3 5 $ 398 $ 398 Machinery and Equipment 5 4,035 3,782 Leasehold Improvements 7 296 276 Less: Accumulated Depreciation (3,712 ) (3,450 ) Net Property & Equipment $ 1,017 $ 1,006 Depreciation Expense $ 263 $ 248 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 12 Months Ended |
Oct. 03, 2021 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Liabilities | The components of accrued liabilities for the years ended October 3, 2021 and September 27, 2020 are summarized below: Schedule of Accrued Liabilities (Thousands) Year Ended Year Ended October 3, 2021 September 27, 2020 Contract Loss Reserves $ 51 $ - Accrued Vacation 376 469 Property Taxes 117 113 Operating Expenses 99 323 Payroll & Payroll Related 208 172 Total Accrued Expenses $ 851 $ 1,077 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Oct. 03, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Non-cancellable Operating Leases Minimum Payments | As of October 3, 2021, the remaining minimum base lease and estimated common area maintenance (CAM) payments under the non-cancellable office equipment and facility space leases are as follows: Schedule of Non-cancellable Operating Leases Minimum Payments Non-cancellable Operating Leases Minimum Payments Fiscal Year Facility Facility Lease Payments Total Lease Payments Total Variable CAM Estimate (Thousands) Optex Richardson Applied Optics Center Office Equipment Consolidated Fiscal Year Facility Facility Lease Payments Total Lease Payments Total Variable CAM Estimate 2022 Base year lease 308 234 4 546 235 2023 Base year lease 317 288 605 240 2024 Base year lease 327 296 623 245 2025 Base year lease 336 305 641 249 2026 Base year lease 346 313 659 254 2027 Base year lease 357 322 679 259 2028 Base year lease 241 330 571 186 2029 Base year lease - 83 83 27 Total base lease payments 2,232 $ 2,171 $ 4 4,407 $ 1,695 Imputed interest on lease payments (1) (1) (339 ) (407 ) - (746 ) Total Operating Lease Liability (2) (2) $ 1,893 $ 1,764 $ 4 $ 3,661 Right-of-use Asset (3) (3) $ 1,831 $ 1,764 $ 4 $ 3,599 (1) Assumes a discount borrowing rate of 5.0% October 31, 2021 (2) Includes $ 62 (3) Short-term and Long-term portion of Operating Lease Liability is $ 528 3,133 |
Stock Based Compensation (Table
Stock Based Compensation (Tables) | 12 Months Ended |
Oct. 03, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Aggregate Non-vested Restricted Stock Units Granted | The following table summarizes the status of Optex Systems Holdings’ aggregate non-vested restricted stock units and restricted shares granted as of October 3, 2021: Schedule of Aggregate Non-vested Restricted Stock Units Granted Restricted Stock Units Weighted Average Grant Date Fair Value Restricted Shares Weighted Average Grant Date Fair Value Outstanding at September 29, 2019 216,500 $ 1.29 — — Granted 50,000 $ 2.13 300,000 $ 1.75 Vested (84,500 ) $ 1.25 — — Forfeited - — — — Outstanding at September 27, 2020 182,000 $ 1.54 300,000 $ 1.75 Granted — — — — Vested (83,000 ) $ 1.49 (60,000 ) $ 1.75 Forfeited — — — — Outstanding at October 3, 2021 99,000 $ 1.59 240,000 $ 1.75 |
Schedule of Unrecognized Compensation Costs | Schedule of Unrecognized Compensation Costs Stock Compensation (thousands) Recognized Compensation Unrecognized Compensation Twelve months ended As of year ended October 3, 2021 September 27, 2020 October 3, 2021 September 27, 2020 Restricted Shares $ 105 $ 79 $ 341 $ 446 Restricted Stock Units 123 118 66 188 Total Stock Compensation $ 228 $ 197 $ 407 $ 634 |
Stockholders_ Equity (Tables)
Stockholders’ Equity (Tables) | 12 Months Ended |
Oct. 03, 2021 | |
Equity [Abstract] | |
Summary of Purchases Under Plan | Summary of Purchases Under Plan Fiscal Period Total number of shares purchased Total purchase cost Average price paid per share (with commission) Maximum dollar value that may yet be purchased under the plan May 24, 2020 through June 28, 2020 34,243 $ 63 $ 1.84 $ 937 Stock Buyback Plan initiated May 2020 ($ 1,000,000 May 24, 2020 through June 28, 2020 34,243 $ 63 $ 1.84 $ 937 June 29, 2020 through July 26, 2020 6,806 13 1.89 924 July 27, 2020 through August 23, 2020 10,688 21 1.96 903 August 23, 2020 through September 27, 2020 53,996 103 1.90 800 September 28, 2020 through October 25, 2020 20,948 42 2.01 758 October 26, 2020 through November 22, 2020 129,245 265 2.05 493 November 23, 2020 through December 27, 2020 58,399 109 1.86 384 December 28, 2020 through January 24, 2021 40,362 73 1.80 311 January 25, 2021 through February 21, 2021 52,180 101 1.94 210 February 22, 2021 through March 28, 2021 73,800 140 1.90 70 March 29, 2021 through April 19, 2021 38,599 70 1.82 - Total shares repurchased and cancelled 519,266 $ 1,000 $ 1.93 $ - Stock Buyback Plan initiated September 2021 ($ 1,000,000 September 23, 2021 through October 1, 2021 35,555 $ 69 $ 1.93 $ 931 Total shares repurched for the twelve months ended September 27, 2020 105,733 $ 200 $ 1.89 Total shares repurched for the twelve months ended October 3, 2021 449,088 869 1.93 Total shares repurchased as of October 3, 2021 554,821 $ 1,069 $ 1.93 $ 931 |
Warrant Liabilities (Tables)
Warrant Liabilities (Tables) | 12 Months Ended |
Oct. 03, 2021 | |
Warrant Liabilities | |
Schedule of Warrant Liabilities Assumptions Used | The fair value of the warrant liabilities presented below were measured using either a BSM valuation model. Significant inputs into the respective model at the inception and reporting period measurement dates are as follows: Schedule of Warrant Liabilities Assumptions Used Issuance date Period ended Period ended Period ended Period ended Expiration date Valuation Assumptions August 26, 2016 October 1, 2017 September 30, 2018 September 29, 2019 September 27, 2020 August 26, 2021 (5) Exercise Price (1) $ 1.50 $ 1.50 $ 1.50 $ 1.50 $ 1.50 $ 1.50 Warrant Expiration Date (1) 8/26/2021 8/26/2021 8/26/2021 8/26/2021 8/26/2021 8/26/2021 Stock Price (2) $ 0.95 $ 0.98 $ 1.71 $ 1.56 $ 1.96 $ 1.49 Interest Rate (annual) (3) 1.23 % 1.62 % 2.88 % 1.63 % 0.12 % - Volatility (annual) (4) 246.44 % 179.36 % 64.05 % 53.66 % 51.67 % - Time to Maturity (Years) 5 3.9 2.9 1.9 0.9 Expired Calculated fair value per share $ 0.93 $ 0.87 $ 0.82 $ 0.49 $ 0.62 $ - ( 1) Based on the terms provided in the warrant agreement to purchase common stock of Optex Systems Holdings, Inc. dated August 26, 2016. (2) Based on the trading value of common stock of Optex Systems Holdings, Inc. as of each presented period ending date. August 26, 2021 stock price based on the volume weighted average price for 618,451 1.55 2,400 (3) Interest rate for U.S. Treasury Bonds, as of each presented period ending date, as published by the U.S. Federal Reserve. (4) Based on the historical daily volatility of Optex Systems Holdings, Inc. as of each presented period ending date. (5) Warrants expired worthless without cashless exchange pursuant to the Warrant Agreement Section 2(c) determination that the August 26, 2021 VWAP calculation of $ 1.49 1.50 |
Summary of Warrants Outstanding and Fair Values | The warrants outstanding and fair values at each of the respective valuation dates are summarized below: Summary of Warrants Outstanding and Fair Values Warrants Fair Value Fair Value Warrant Liability Outstanding per Share (000’s) Fair Value as of period ended 9/29/2019 4,125,200 $ 0.49 $ 2,036 Loss on Change in Fair Value of Warrant Liability 508 (Gain) Loss on Change in Fair Value of Warrant Liability, Outstanding Reclassification to additional paid in capital on exercise of warrants Reclassification to additional paid in capital on exercise of warrants, Outstanding Fair Value as of period ended 9/27/2020 4,125,200 $ 0.62 $ 2,544 Reclassification to additional paid in capital on exercise of warrants (1) (188,809 ) (9 ) Gain on Change in Fair Value of Warrant Liability (2) (3,936,391 ) (2,535 ) Fair Value as of period ended 10/03/2021 - $ - $ - (1) Exercise of warrants for gross proceeds of $ 283 292 (2) Expiration of Warrants on August 26, 2021. |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Oct. 03, 2021 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income Tax Provision | The income tax provision for the years ended October 3, 2021 and September 27, 2020 include the following: Schedule of Income Tax Provision 2021 2020 (Thousands) 2021 2020 Current income tax expense: Current year federal income tax $ - $ 403 Prior year tax adjustment (62 ) (59 ) Current income tax expense (62 ) 344 Deferred income tax provision (benefit): Federal (39 ) 187 Provision for (Benefit from) income taxes, net $ (101 ) $ 531 |
Schedule of Effective Income Tax Rate Reconciliation | The income tax provision for Optex Systems as of October 3, 2021 differs from those computed using the statutory federal tax rate in the respective years due to the following permanent differences: Schedule of Effective Income Tax Rate Reconciliation 2021 % 2020 % Tax provision (benefit) at statutory federal rate $ 426 21 $ 495 21 Nondeductible expenses (531 ) (26) 108 5 Other temporary adjustments 221 11 35 1 Prior year federal income tax adjustment (62 ) (3) (59 ) (2) Change in deferred tax valuation allowance (155 ) (8) (48 ) (2) Provision for (benefit from) income taxes, net $ (101 ) (5) $ 531 23 |
Schedule of Deferred Income Taxes | Deferred income taxes recorded in the balance sheets result from differences between financial statement and tax reporting of income and deductions. A summary of the composition of the deferred income tax assets (liabilities) follows: Schedule of Deferred Income Taxes (Thousands) Deferred Tax Asset As of As of Stock Compensation $ 73 $ 64 Inventory Reserve 134 119 Unicap 27 31 Deferred Compensation - 39 Fixed assets (226 ) (18 ) Goodwill Amortization 199 299 Intangible Asset Amortization 113 170 Net Operating Losses 1,657 1,362 Other 119 124 Subtotal $ 2,096 $ 2,190 Valuation allowance (808 ) (963 ) Net deferred asset $ 1,288 $ 1,227 |
Organization and Operations (De
Organization and Operations (Details Narrative) | 12 Months Ended |
Oct. 03, 2021ft²Integer | |
Number of employees | Integer | 84 |
TEXAS | |
Leased facility (in square feet) | ft² | 93,967 |
Schedule of Inventory (Details)
Schedule of Inventory (Details) - USD ($) $ in Thousands | Oct. 03, 2021 | Sep. 27, 2020 |
Accounting Policies [Abstract] | ||
Raw Materials | $ 4,926 | $ 5,506 |
Work in Process | 2,664 | 3,214 |
Finished Goods | 629 | 638 |
Gross Inventory | 8,219 | 9,358 |
Less: Inventory Reserves | (636) | (567) |
Net Inventory | $ 7,583 | $ 8,791 |
Schedule of Warranty Reserves (
Schedule of Warranty Reserves (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Oct. 03, 2021 | Sep. 27, 2020 | ||
Accounting Policies [Abstract] | |||
Beginning balance | $ 83 | $ 46 | |
Incurred costs for warranties satisfied during the period | (80) | (39) | |
Warranties reserved for new product shipped during the period | [1] | 38 | 106 |
Change in estimate for pre-existing warranty liabilities | [2] | 37 | (30) |
Warranty Expense | 75 | 76 | |
Ending balance | $ 78 | $ 83 | |
[1] | Warranty expenses accrued to cost of sales (based on current year shipments and historical warranty return rate). | ||
[2] | Changes in estimated warranty liabilities recognized in cost of sales associated with: the period end customer returned warranty backlog, or the actual costs of repaired/replaced warranty units which were shipped to the customer during the year. |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | |||||||
Oct. 03, 2021 | Sep. 27, 2020 | Sep. 29, 2019 | Sep. 27, 2021 | Jan. 11, 2021 | Sep. 30, 2019 | Sep. 27, 2019 | ||
Product Information [Line Items] | ||||||||
Cash and cash equivalents | $ 3,900 | $ 4,700 | ||||||
Federal deposit insurance amount | 500 | |||||||
Allowance for doubtful accounts | 5 | |||||||
Bad debt expenses associated with uncollectable accounts | 0 | 1 | ||||||
Inventory | 7,583 | 8,791 | ||||||
Net inventory decrease in support of deliveries | 1,208 | 1,744 | ||||||
Warranty reserve | 78 | 83 | $ 46 | |||||
Right-of-use asset | 3,599 | [1] | 1,416 | $ 1,800 | ||||
Lease liability | 3,661 | [2] | 1,900 | |||||
Revenue recognized over time | 479 | 451 | ||||||
Revenue | 1 | 3 | ||||||
Contract cost with customer | 0 | 0 | ||||||
Customer advance deposits | 0 | 1 | ||||||
Impairment of long-lived assets | 0 | |||||||
Deferred tax assets net | 1,300 | |||||||
Deferred tax assets gross | 2,096 | 2,190 | ||||||
Valuation allowance | $ 808 | $ 963 | ||||||
Deferred tax assets, valuation allowances, description | Due to historical losses, our valuation allowance reserve was set at 100% of the deferred tax asset for the years 2014 through 2018 for a net carrying value of zero. | |||||||
Deferred tax assets, tax expenses benefits | $ 40 | |||||||
Number of stock option were included as dilutive | 8,323,809 | 8,589,919 | ||||||
Undistributed earnings | $ 600 | $ 700 | ||||||
Unvested Restricted Stock [Member] | ||||||||
Product Information [Line Items] | ||||||||
Number of stock option were included as dilutive | 99,000 | 182,000 | ||||||
Restricted Unvested Shares [Member] | ||||||||
Product Information [Line Items] | ||||||||
Number of stock option were included as dilutive | 240,000 | 300,000 | ||||||
Number of stock units were incremental dilutive shares | 82,788 | 125,347 | ||||||
Warrants [Member] | ||||||||
Product Information [Line Items] | ||||||||
Number of stock option were included as dilutive | 4,125,200 | |||||||
Warrant [Member] | ||||||||
Product Information [Line Items] | ||||||||
Declared Dividends | $ 0 | $ 0 | ||||||
Accounting Standards Update 2016-02 [Member] | ||||||||
Product Information [Line Items] | ||||||||
Right-of-use asset | 3,600 | $ 1,900 | $ 1,400 | $ 3,700 | 1,800 | |||
Lease liability | $ 3,700 | $ 1,500 | $ 3,700 | $ 1,900 | $ 1,800 | |||
Minimum [Member] | ||||||||
Product Information [Line Items] | ||||||||
Property and equipment, estimated useful lives | 3 | |||||||
Maximum [Member] | ||||||||
Product Information [Line Items] | ||||||||
Property and equipment, estimated useful lives | 7 | |||||||
Obsolete And Excess Inventories [Member] | ||||||||
Product Information [Line Items] | ||||||||
Inventory | $ 69 | |||||||
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | U.S. Government Agencies [Member] | ||||||||
Product Information [Line Items] | ||||||||
Concentration risk percentage | 28.00% | 50.00% | ||||||
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Major U.S Defense Contractor One [Member] | ||||||||
Product Information [Line Items] | ||||||||
Concentration risk percentage | 27.00% | 19.00% | ||||||
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Major U.S Defense Contractor Two [Member] | ||||||||
Product Information [Line Items] | ||||||||
Concentration risk percentage | 11.00% | 6.00% | ||||||
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Major U.S Defense Contractor Three [Member] | ||||||||
Product Information [Line Items] | ||||||||
Concentration risk percentage | 5.00% | 5.00% | ||||||
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Major U.S Defense Contractor Four [Member] | ||||||||
Product Information [Line Items] | ||||||||
Concentration risk percentage | 5.00% | |||||||
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Major Commercial Customer One [Member] | ||||||||
Product Information [Line Items] | ||||||||
Concentration risk percentage | 10.00% | 9.00% | ||||||
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | All Other Customers [Member] | ||||||||
Product Information [Line Items] | ||||||||
Concentration risk percentage | 14.00% | 11.00% | ||||||
Accounts Receivable [Member] | Customer Concentration Risk [Member] | U.S. Government Agencies [Member] | ||||||||
Product Information [Line Items] | ||||||||
Concentration risk percentage | 34.00% | 29.00% | ||||||
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Major U.S Defense Contractor One [Member] | ||||||||
Product Information [Line Items] | ||||||||
Concentration risk percentage | 13.00% | 39.00% | ||||||
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Major U.S Defense Contractor Two [Member] | ||||||||
Product Information [Line Items] | ||||||||
Concentration risk percentage | 10.00% | 8.00% | ||||||
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Major U.S Defense Contractor Three [Member] | ||||||||
Product Information [Line Items] | ||||||||
Concentration risk percentage | 7.00% | 7.00% | ||||||
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Six Customers [Member] | ||||||||
Product Information [Line Items] | ||||||||
Concentration risk percentage | 87.00% | |||||||
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Commercial Customer [Member] | ||||||||
Product Information [Line Items] | ||||||||
Concentration risk percentage | 16.00% | 6.00% | ||||||
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Foreign Military Customer [Member] | ||||||||
Product Information [Line Items] | ||||||||
Concentration risk percentage | 7.00% | |||||||
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Five Customers [Member] | ||||||||
Product Information [Line Items] | ||||||||
Concentration risk percentage | 89.00% | |||||||
[1] | Short-term and Long-term portion of Operating Lease Liability is $ 528 3,133 | |||||||
[2] | Includes $ 62 |
Recent Accounting Pronounceme_2
Recent Accounting Pronouncements (Details Narrative) - USD ($) $ in Thousands | Oct. 03, 2021 | Sep. 27, 2021 | Jan. 11, 2021 | Sep. 27, 2020 | Sep. 30, 2019 | Sep. 29, 2019 | Sep. 27, 2019 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||
Right-of-use asset | $ 3,599 | [1] | $ 1,416 | $ 1,800 | ||||
Operating lease liability | 3,661 | [2] | 1,900 | |||||
Accounting Standards Update 2016-02 [Member] | ||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||
Right-of-use asset | 3,600 | $ 1,400 | $ 3,700 | 1,800 | $ 1,900 | |||
Operating lease liability | $ 3,700 | $ 1,500 | $ 3,700 | $ 1,900 | $ 1,800 | |||
[1] | Short-term and Long-term portion of Operating Lease Liability is $ 528 3,133 | |||||||
[2] | Includes $ 62 |
Schedule of Segment Reporting I
Schedule of Segment Reporting Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Oct. 03, 2021 | Sep. 27, 2020 | |
Segment Reporting Information [Line Items] | ||
Total Revenue | $ 18,222 | $ 25,890 |
Interest expense | 11 | 19 |
Depreciation and Amortization | 263 | 248 |
Income before taxes | 2,030 | 2,356 |
Allocated home office expense | ||
(Gain) loss on change in fair value of warrants | (2,535) | 508 |
Stock compensation expense | 228 | 197 |
Warranty Expense | 75 | 76 |
Segment Assets | 20,855 | 20,345 |
Expenditures for segment assets | 274 | 152 |
Intersegment Eliminations [Member] | ||
Segment Reporting Information [Line Items] | ||
Total Revenue | (1,056) | (1,689) |
Interest expense | 11 | 19 |
Depreciation and Amortization | ||
Income before taxes | 2,296 | (724) |
Allocated home office expense | ||
(Gain) loss on change in fair value of warrants | (2,535) | 508 |
Stock compensation expense | 228 | 197 |
Warranty Expense | ||
Segment Assets | ||
Expenditures for segment assets | ||
Optex Systems (OPX) - Richardson, Texas [Member] | ||
Segment Reporting Information [Line Items] | ||
Total Revenue | 11,827 | 17,233 |
Interest expense | ||
Depreciation and Amortization | 41 | 36 |
Income before taxes | 251 | 1,950 |
Allocated home office expense | (677) | (673) |
(Gain) loss on change in fair value of warrants | ||
Stock compensation expense | ||
Warranty Expense | (15) | |
Segment Assets | 14,010 | 14,642 |
Expenditures for segment assets | 20 | 102 |
Applied Optics Center (AOC) - Dallas [Member] | ||
Segment Reporting Information [Line Items] | ||
Total Revenue | 7,451 | 10,346 |
Interest expense | ||
Depreciation and Amortization | 222 | 212 |
Income before taxes | (517) | 1,130 |
Allocated home office expense | 677 | 673 |
(Gain) loss on change in fair value of warrants | ||
Stock compensation expense | ||
Warranty Expense | 90 | 76 |
Segment Assets | 6,845 | 5,703 |
Expenditures for segment assets | 254 | 50 |
Revenues from External Customers [Member] | ||
Segment Reporting Information [Line Items] | ||
Total Revenue | 18,222 | 25,890 |
Revenues from External Customers [Member] | Intersegment Eliminations [Member] | ||
Segment Reporting Information [Line Items] | ||
Total Revenue | ||
Revenues from External Customers [Member] | Optex Systems (OPX) - Richardson, Texas [Member] | ||
Segment Reporting Information [Line Items] | ||
Total Revenue | 11,827 | 17,233 |
Revenues from External Customers [Member] | Applied Optics Center (AOC) - Dallas [Member] | ||
Segment Reporting Information [Line Items] | ||
Total Revenue | 6,395 | 8,657 |
Intersegment revenues [Member] | ||
Segment Reporting Information [Line Items] | ||
Total Revenue | ||
Intersegment revenues [Member] | Intersegment Eliminations [Member] | ||
Segment Reporting Information [Line Items] | ||
Total Revenue | (1,056) | (1,689) |
Intersegment revenues [Member] | Optex Systems (OPX) - Richardson, Texas [Member] | ||
Segment Reporting Information [Line Items] | ||
Total Revenue | ||
Intersegment revenues [Member] | Applied Optics Center (AOC) - Dallas [Member] | ||
Segment Reporting Information [Line Items] | ||
Total Revenue | $ 1,056 | $ 1,689 |
Segment Reporting (Details Narr
Segment Reporting (Details Narrative) | 12 Months Ended |
Oct. 03, 2021ft²Integer | |
Revenue, Major Customer [Line Items] | |
Number of employees | 84 |
Optex Systems (OPX) - Richardson, Texas [Member] | |
Revenue, Major Customer [Line Items] | |
Leased facilities | ft² | 49,100 |
Number of employees | 47 |
Applied Optics Center (AOC) - Dallas [Member] | |
Revenue, Major Customer [Line Items] | |
Leased facilities | ft² | 44,867 |
Number of employees | 37 |
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Domestic Military Customers [Member] | Optex Systems (OPX) - Richardson, Texas [Member] | |
Revenue, Major Customer [Line Items] | |
Percentage of revenue | 85.00% |
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Foreign Military Customers [Member] | Optex Systems (OPX) - Richardson, Texas [Member] | |
Revenue, Major Customer [Line Items] | |
Percentage of revenue | 15.00% |
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | U.S. government [Member] | Optex Systems (OPX) - Richardson, Texas [Member] | |
Revenue, Major Customer [Line Items] | |
Percentage of revenue | 28.00% |
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | U.S. government [Member] | Applied Optics Center (AOC) - Dallas [Member] | |
Revenue, Major Customer [Line Items] | |
Percentage of revenue | 10.00% |
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | U.S Defense Contractor One [Member] | Optex Systems (OPX) - Richardson, Texas [Member] | |
Revenue, Major Customer [Line Items] | |
Percentage of revenue | 21.00% |
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | U.S Defense Contractor Two [Member] | Optex Systems (OPX) - Richardson, Texas [Member] | |
Revenue, Major Customer [Line Items] | |
Percentage of revenue | 11.00% |
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Commercial Customers [Member] | Applied Optics Center (AOC) - Dallas [Member] | |
Revenue, Major Customer [Line Items] | |
Percentage of revenue | 35.00% |
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Subcontracted Customers [Member] | Applied Optics Center (AOC) - Dallas [Member] | |
Revenue, Major Customer [Line Items] | |
Percentage of revenue | 65.00% |
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Revenues from External Customers [Member] | Applied Optics Center (AOC) - Dallas [Member] | |
Revenue, Major Customer [Line Items] | |
Percentage of revenue | 86.00% |
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | One Major Commercial Customers [Member] | Applied Optics Center (AOC) - Dallas [Member] | |
Revenue, Major Customer [Line Items] | |
Percentage of revenue | 7.00% |
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Two Major Defense Contractors [Member] | Applied Optics Center (AOC) - Dallas [Member] | |
Revenue, Major Customer [Line Items] | |
Percentage of revenue | 5.00% |
Intersegment Sales Revenue [Member] | Customer Concentration Risk [Member] | Military Contracts [Member] | Applied Optics Center (AOC) - Dallas [Member] | |
Revenue, Major Customer [Line Items] | |
Percentage of revenue | 14.00% |
Schedule of Property and Equipm
Schedule of Property and Equipment (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Oct. 03, 2021 | Sep. 27, 2020 | |
Property, Plant and Equipment [Line Items] | ||
Less: Accumulated Depreciation | $ (3,712) | $ (3,450) |
Net Property & Equipment | 1,017 | 1,006 |
Depreciation Expense | 263 | 248 |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Leasehold Improvements | $ 398 | 398 |
Furniture and Fixtures [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and Equipment, Estimated Useful Life | 3 years | |
Furniture and Fixtures [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and Equipment, Estimated Useful Life | 5 years | |
Machinery and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Leasehold Improvements | $ 4,035 | 3,782 |
Property and Equipment, Estimated Useful Life | 5 years | |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Leasehold Improvements | $ 296 | $ 276 |
Property and Equipment, Estimated Useful Life | 7 years |
Property and Equipment (Details
Property and Equipment (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | |
Oct. 03, 2021 | Sep. 27, 2020 | |
Property, Plant and Equipment [Line Items] | ||
Purchases of property and equipment | $ 274 | $ 152 |
Proprty and equipment, sales or retirements | 0 | 0 |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Purchases of property and equipment | 254 | 20 |
Machinery and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Purchases of property and equipment | $ 20 | $ 132 |
Schedule of Accrued Liabilities
Schedule of Accrued Liabilities (Details) - USD ($) $ in Thousands | Oct. 03, 2021 | Sep. 27, 2020 |
Payables and Accruals [Abstract] | ||
Contract Loss Reserves | $ 51 | |
Accrued Vacation | 376 | 469 |
Property Taxes | 117 | 113 |
Operating Expenses | 99 | 323 |
Payroll & Payroll Related | 208 | 172 |
Total Accrued Expenses | $ 851 | $ 1,077 |
Schedule of Non-cancellable Ope
Schedule of Non-cancellable Operating Leases Minimum Payments (Details) - USD ($) $ in Thousands | Oct. 03, 2021 | Sep. 27, 2020 | Sep. 30, 2019 | ||
Loss Contingencies [Line Items] | |||||
2022 Base year lease | $ 546 | ||||
2023 Base year lease | 605 | ||||
2024 Base year lease | 623 | ||||
2025 Base year lease | 641 | ||||
2026 Base year lease | 659 | ||||
2027 Base year lease | 679 | ||||
2028 Base year lease | 571 | ||||
2029 Base year lease | 83 | ||||
Total base lease payments | 4,407 | ||||
Imputed interest on lease payments (1) | [1] | (746) | |||
Total Operating Lease Liability(2) | 3,661 | [2] | $ 1,900 | ||
Right-of-use Asset(3) | 3,599 | [3] | $ 1,416 | $ 1,800 | |
Common Area Maintenance Estimate [Member] | |||||
Loss Contingencies [Line Items] | |||||
2022 Base year lease | 235 | ||||
2023 Base year lease | 240 | ||||
2024 Base year lease | 245 | ||||
2025 Base year lease | 249 | ||||
2026 Base year lease | 254 | ||||
2027 Base year lease | 259 | ||||
2028 Base year lease | 186 | ||||
2029 Base year lease | 27 | ||||
Total base lease payments | 1,695 | ||||
Office Equipment [Member] | |||||
Loss Contingencies [Line Items] | |||||
2022 Base year lease | 4 | ||||
Total base lease payments | 4 | ||||
Imputed interest on lease payments (1) | [1] | ||||
Total Operating Lease Liability(2) | [2] | 4 | |||
Right-of-use Asset(3) | [3] | 4 | |||
Optex Systems (OPX) - Richardson, Texas [Member] | |||||
Loss Contingencies [Line Items] | |||||
2022 Base year lease | 308 | ||||
2023 Base year lease | 317 | ||||
2024 Base year lease | 327 | ||||
2025 Base year lease | 336 | ||||
2026 Base year lease | 346 | ||||
2027 Base year lease | 357 | ||||
2028 Base year lease | 241 | ||||
2029 Base year lease | |||||
Total base lease payments | 2,232 | ||||
Imputed interest on lease payments (1) | [1] | (339) | |||
Total Operating Lease Liability(2) | [2] | 1,893 | |||
Right-of-use Asset(3) | [3] | 1,831 | |||
Applied Optics Center (AOC) - Dallas [Member] | |||||
Loss Contingencies [Line Items] | |||||
2022 Base year lease | 234 | ||||
2023 Base year lease | 288 | ||||
2024 Base year lease | 296 | ||||
2025 Base year lease | 305 | ||||
2026 Base year lease | 313 | ||||
2027 Base year lease | 322 | ||||
2028 Base year lease | 330 | ||||
2029 Base year lease | 83 | ||||
Total base lease payments | 2,171 | ||||
Imputed interest on lease payments (1) | [1] | (407) | |||
Total Operating Lease Liability(2) | [2] | 1,764 | |||
Right-of-use Asset(3) | [3] | $ 1,764 | |||
[1] | Assumes a discount borrowing rate of 5.0% October 31, 2021 | ||||
[2] | Includes $ 62 | ||||
[3] | Short-term and Long-term portion of Operating Lease Liability is $ 528 3,133 |
Schedule of Non-cancellable O_2
Schedule of Non-cancellable Operating Leases Minimum Payments (Details) (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | |
Oct. 03, 2021 | Sep. 27, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Borrowing discount rate | 5.00% | |
Lease term expiring | Oct. 31, 2021 | |
Rent | $ 62 | |
Short-term operating lease | 528 | $ 417 |
Long-term operating lease | $ 3,133 | $ 1,037 |
Commitments and Contingencies_2
Commitments and Contingencies (Details Narrative) | Jan. 11, 2021USD ($) | Oct. 03, 2021USD ($)ft² | Sep. 27, 2020USD ($) | Sep. 30, 2019USD ($) | ||
Expiration date | Oct. 31, 2021 | |||||
Right-of-use Asset | $ 3,599,000 | [1] | $ 1,416,000 | $ 1,800,000 | ||
Operating lease liability | 3,661,000 | [2] | $ 1,900,000 | |||
Operating lease cost | $ 22 | 22 | ||||
October 1, 2018 through December 31, 2021 [Member] | ||||||
Lease description | The Company has one non-cancellable office equipment lease with a commencement date of October 1, 2018 and a term of 39 months. The lease cost for the equipment is $1.5 thousand per month from October 1, 2018 through December 31, 202 | |||||
November 1, 2021 [Member] | ||||||
Right-of-use Asset | $ 3,700,000 | |||||
Operating lease liability | $ 3,700,000 | |||||
Current Lease Agreement [Member] | ||||||
Lease description | On January 11, 2021 the Company executed a first amendment extending the terms of the lease for eighty-six (86) months, commencing on November 1, 2021 and ending on December 31, 2028. The initial base rent is set at $23.6 thousand as of January 1, 2022 and escalates 2.75% on January 1 each year thereafter. The initial term includes 2 months of rent abatement for November and December of 2021. The amendment provides for a five-year renewal option at the end of the lease term at the greater of the then “prevailing rental rate” or the then current base rental rate. Our obligations to make payments under the lease are secured by a $125,000 standby letter of credit | |||||
Facility Lease Agreement [Member] | ||||||
Rent expenses | $ 769,000 | $ 735,000 | ||||
Optex Systems (OPX) - Richardson, Texas [Member] | ||||||
Area of land | ft² | 49,100 | |||||
Expiration date | Mar. 31, 2021 | |||||
Lease description | the monthly base rent was $24.6 thousand through March 31, 2021. On January 11, 2021 the Company executed a sixth amendment extending the terms of the lease for eighty-six (86) months, commencing on April 1, 2021 and ending on May 31, 2028. The initial base rent is set at $25.3 thousand and escalates 3% on April 1 each year | |||||
Monthly base rent | $ 11,600 | |||||
Right-of-use Asset | [1] | 1,831,000 | ||||
Operating lease liability | [2] | $ 1,893,000 | ||||
Optex Systems (OPX) - Chartwell Drive, Dallas, Texas [Member] | ||||||
Area of land | ft² | 44,867 | |||||
Expiration date | Oct. 31, 2021 | |||||
Lease description | the monthly base rent was $21.9 thousand through the end of the lease | |||||
Monthly base rent | $ 7,800 | |||||
[1] | Short-term and Long-term portion of Operating Lease Liability is $ 528 3,133 | |||||
[2] | Includes $ 62 |
Debt Financing (Details Narrati
Debt Financing (Details Narrative) - USD ($) | Oct. 03, 2021 | Apr. 16, 2020 | Sep. 27, 2020 |
Line of Credit Facility [Line Items] | |||
Interest expenses | $ 11,000 | $ 19,000 | |
Revolving Credit Facility [Member] | |||
Line of Credit Facility [Line Items] | |||
Outstanding principal balance | $ 0 | $ 377,000 | |
Revolving Credit Facility [Member] | BBVA [Member] | |||
Line of Credit Facility [Line Items] | |||
Line of credit principle amount | $ 2,250,000 | ||
Maturity date | Apr. 15, 2022 | ||
Line of credit interest percentage | (3.00%) | ||
Line of credit interest percentage | 3.00% | ||
Description of term period | There are commercially standard covenants including, but not limited to, covenants regarding maintenance of corporate existence, not incurring other indebtedness except trade debt, not changing more than 25% stock ownership of Borrower, and a Fixed Charge Coverage Ratio of 1.25:1, with the Fixed Charge Coverage Ratio defined as (earnings before taxes, amortization, depreciation, amortization and rent expense less cash taxes, distribution, dividends and fair value of warrants) divided by (current maturities on long term debt plus interest expense plus rent expense). As of October 3, 2021, the Company was in compliance with the covenants | ||
Litigation Fee | $ 10,000 | ||
Revolving Credit Facility [Member] | BBVA [Member] | Prime Rate [Member] | |||
Line of Credit Facility [Line Items] | |||
Line of credit interest percentage | (0.25%) | ||
Line of credit interest percentage | 0.25% |
Schedule of Aggregate Non-veste
Schedule of Aggregate Non-vested Restricted Stock Units Granted (Details) - $ / shares | 12 Months Ended | |
Oct. 03, 2021 | Sep. 27, 2020 | |
Restricted Stock Units (RSUs) [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares, Beginning balance | 182,000 | 216,500 |
Weighted Average Grant Date Fair Value, Beginning balance | $ 1.54 | $ 1.29 |
Shares, Granted | 50,000 | |
Weighted Average Grant Date Fair Value, Granted | $ 2.13 | |
Shares, Vested | (83,000) | (84,500) |
Weighted Average Grant Date Fair Value, Vested | $ 1.49 | $ 1.25 |
Shares, Forfeited | ||
Weighted Average Grant Date Fair Value, Forfeited | ||
Shares, Ending balance | 99,000 | 182,000 |
Weighted Average Grant Date Fair Value, Ending balance | $ 1.59 | $ 1.54 |
Restricted Stock [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares, Beginning balance | 300,000 | |
Weighted Average Grant Date Fair Value, Beginning balance | $ 1.75 | |
Shares, Granted | 300,000 | |
Weighted Average Grant Date Fair Value, Granted | $ 1.75 | |
Shares, Vested | (60,000) | |
Weighted Average Grant Date Fair Value, Vested | $ 1.75 | |
Shares, Forfeited | ||
Weighted Average Grant Date Fair Value, Forfeited | ||
Shares, Ending balance | 240,000 | 300,000 |
Weighted Average Grant Date Fair Value, Ending balance | $ 1.75 | $ 1.75 |
Schedule of Unrecognized Compen
Schedule of Unrecognized Compensation Costs (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Oct. 03, 2021 | Sep. 27, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Recognized Compensation Expense | $ 228 | $ 197 |
Unrecognized Compensation Expense | 407 | 634 |
Restricted Stock [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Recognized Compensation Expense | 105 | 79 |
Unrecognized Compensation Expense | 341 | 446 |
Restricted Stock Units (RSUs) [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Recognized Compensation Expense | 123 | 118 |
Unrecognized Compensation Expense | $ 66 | $ 188 |
Stock Based Compensation (Detai
Stock Based Compensation (Details Narrative) - USD ($) | Aug. 26, 2021 | Jan. 02, 2021 | Apr. 30, 2020 | Feb. 17, 2020 | Jan. 07, 2020 | Jan. 02, 2020 | Oct. 03, 2021 | Sep. 27, 2020 | Jun. 14, 2016 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Number of shares issued during the period, shares | 618,451 | 58,392 | 59,447 | ||||||
Vested restricted stock units issued net of tax withholding, shares | 83,000 | 84,500 | |||||||
One Directors and Two Officers [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Number of shares issued during the period, shares | 59,447 | ||||||||
Vested restricted stock units issued net of tax withholding | $ 54,000 | ||||||||
Vested restricted stock units issued net of tax withholding, shares | 84,500 | ||||||||
Directors and Officers [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Number of shares issued during the period, shares | 58,392 | ||||||||
Vested restricted stock units issued net of tax withholding | $ 44,000 | ||||||||
Vested restricted stock units issued net of tax withholding, shares | 83,000 | ||||||||
Three Independent Directors [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Restricted Stock Unit Shares, Granted | 100,000 | ||||||||
Vesting period of shares | 5 years | 5 years | |||||||
Vesting percentage | 20.00% | ||||||||
Stock issued during period shares share based compensation | 300,000 | ||||||||
Stock issued during period value share based compensation | $ 525,000 | ||||||||
Shares issued price per share | $ 1.75 | ||||||||
Three Independent Directors [Member] | Minimum [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Board fees | $ 22,000 | ||||||||
Three Independent Directors [Member] | Maximum [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Board fees | $ 36,000 | ||||||||
Director [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Vested restricted stock units issued net of tax withholding, shares | 60,000 | ||||||||
Stock Option [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Number of options, shares granted | 0 | ||||||||
Restricted Stock Units (RSUs) [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Restricted Stock Unit Shares, Granted | 50,000 | ||||||||
Unrecognized compensation expense, period for recognition | 11 months 1 day | ||||||||
Restricted Stock [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Restricted Stock Unit Shares, Granted | 300,000 | ||||||||
Unrecognized compensation expense, period for recognition | 3 years 3 months | ||||||||
2009 Stock Option Plan [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Number of authorized shares | 75,000 | ||||||||
Fully vested stock options outstanding | 0 | 25,000 | |||||||
Stock options repurchased price per share | $ 0.01 | ||||||||
Total transaction amount | $ 250,000 | ||||||||
Restricted Stock Unit Plan Two T Housand Sixteen [Member] | Officers and Employees [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Number of authorized shares | 1,000,000 | ||||||||
2016 Restricted Stock Unit Plan [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Amortization of grant date fair market value | $ 107,000 | ||||||||
2016 Restricted Stock Unit Plan [Member] | Loss On Contract | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Restricted Stock Unit Shares, Granted | 50,000 | ||||||||
Vesting period of shares | 3 years | ||||||||
Vesting percentage, next twelve months | 34.00% | ||||||||
Vesting percentage, thereafter | 33.00% | ||||||||
Stock price at grant date | $ 2.13 |
Defined Contribution Plan (Deta
Defined Contribution Plan (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | |
Oct. 03, 2021 | Sep. 27, 2020 | |
Retirement Benefits [Abstract] | ||
Description of defined contribution pension and other postretirement plans | the Company offered a qualified automatic contribution arrangement (QACA) with a 100% match of the first 1% and 50% matching of the next 5% and a 2-year vesting requirement. | the Company offered a qualified automatic contribution arrangement (QACA) with a 100% match of the first 1% and 50% matching of the next 5% and a 2-year vesting requirement. |
Defined contribution expense | $ 158 | $ 165 |
Summary of Purchases Under Plan
Summary of Purchases Under Plan (Details) - USD ($) $ / shares in Units, $ in Thousands | Oct. 01, 2021 | Apr. 19, 2021 | Mar. 28, 2021 | Feb. 21, 2021 | Jan. 24, 2021 | Dec. 27, 2020 | Nov. 22, 2020 | Oct. 25, 2020 | Sep. 27, 2020 | Aug. 23, 2020 | Jul. 26, 2020 | Jun. 28, 2020 | Apr. 19, 2021 | Oct. 03, 2021 | Sep. 27, 2020 | Oct. 03, 2021 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Total number of shares purchased | 35,555 | 38,599 | 73,800 | 52,180 | 40,362 | 58,399 | 129,245 | 20,948 | 53,996 | 10,688 | 6,806 | 34,243 | ||||
Total purchase cost | $ 69 | $ 70 | $ 140 | $ 101 | $ 73 | $ 109 | $ 265 | $ 42 | $ 103 | $ 21 | $ 13 | $ 63 | ||||
Average price paid per share | $ 1.93 | $ 1.82 | $ 1.90 | $ 1.94 | $ 1.80 | $ 1.86 | $ 2.05 | $ 2.01 | $ 1.90 | $ 1.96 | $ 1.89 | $ 1.84 | $ 1.82 | $ 1.90 | ||
Maximum dollar value that may yet be purchased under the plan | $ 931 | $ 70 | $ 210 | $ 311 | $ 384 | $ 493 | $ 758 | $ 800 | $ 903 | $ 924 | $ 937 | |||||
Shares Repurchased [Member] | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Total number of shares purchased | 519,266 | 449,088 | 105,733 | 554,821 | ||||||||||||
Total purchase cost | $ 1,000 | $ 869 | $ 200 | $ 1,069 | ||||||||||||
Average price paid per share | $ 1.93 | $ 1.89 | $ 1.93 | $ 1.93 | $ 1.89 | $ 1.93 | ||||||||||
Maximum dollar value that may yet be purchased under the plan | $ 931 |
Summary of Purchases Under Pl_2
Summary of Purchases Under Plan (Details) (Parenthetical) - USD ($) | Sep. 30, 2021 | Sep. 22, 2021 | Jun. 08, 2020 | May 31, 2020 |
Stock Repurchase Plan [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock Repurchase Program, Authorized Amount | $ 1,000,000 | $ 1,000,000 | $ 1,000,000 | $ 1,000,000 |
Stockholders_ Equity (Details N
Stockholders’ Equity (Details Narrative) - USD ($) | Aug. 31, 2021 | Aug. 26, 2021 | Aug. 23, 2021 | Aug. 10, 2021 | Apr. 30, 2020 | Aug. 26, 2016 | Oct. 03, 2021 | Sep. 27, 2020 | Sep. 30, 2021 | Sep. 22, 2021 | Jun. 08, 2020 | May 31, 2020 | Sep. 29, 2019 | Sep. 30, 2018 | Oct. 01, 2017 | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||||||||
Shares issued during the period, shares | 618,451 | 58,392 | 59,447 | ||||||||||||||
Vested restricted stock units issued net of tax withholding, shares | 83,000 | 84,500 | |||||||||||||||
Warrants exercised | 40,509 | 148,300 | |||||||||||||||
Exercise price of warrants | $ 1.50 | $ 1.50 | |||||||||||||||
Proceeds from warrant exercised | $ 283,000 | ||||||||||||||||
Payment for repurchase of shares | 869,000 | 200,000 | |||||||||||||||
Stock repurchased during the period, value | [1] | $ 869,000 | $ 200,000 | ||||||||||||||
Common shares outstanding | 8,488,149 | 8,690,136 | |||||||||||||||
Warrants exercise description | Subject to limited exceptions, a holder of warrants did have the right to exercise any portion of its warrants if the holder (together with such holder’s affiliates, and any persons acting as a group together with such holder or any of such holder’s affiliates) would beneficially own a number of shares of common stock in excess of 4.99% of the shares of our common stock then outstanding after giving effect to such exercise (the “Beneficial Ownership Limitation”); provided, however, that, upon notice to the Company, the holder could increase or decrease the Beneficial Ownership Limitation, provided that in no event could the Beneficial Ownership Limitation have exceeded 9.99% and any increase in the Beneficial Ownership Limitation would not be effective until 61 days following notice of such increase from the holder to us. | ||||||||||||||||
Stock Repurchase Plan [Member] | |||||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||||||||
Stock repurchased during the period | 519,266 | ||||||||||||||||
Stock repurchase program, authorized amount | $ 1,000,000 | $ 1,000,000 | $ 1,000,000 | $ 1,000,000 | |||||||||||||
Common Stock [Member] | |||||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||||||||
Shares issued during the period, shares | 0 | 0 | |||||||||||||||
Stock repurchased during the period, value | [1] | ||||||||||||||||
Common Stock [Member] | Stock Repurchase Plan [Member] | |||||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||||||||
Stock repurchased during the period | 449,088 | 105,733 | |||||||||||||||
Stock repurchased during the period, value | $ 869,000 | $ 200,000 | |||||||||||||||
Warrant [Member] | |||||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||||||||
Warrants exercised | 188,809 | 0 | |||||||||||||||
Exercise price of warrants | [2] | $ 1.50 | [3] | $ 1.50 | $ 1.50 | $ 1.50 | $ 1.50 | $ 1.50 | |||||||||
Proceeds from warrant exercised | $ 283,000 | ||||||||||||||||
Fair market value of warrant exercised | $ 292,000 | ||||||||||||||||
Class of Warrant, Outstanding | 4,125,200 | 4,125,200 | |||||||||||||||
Warrants repurchases | 0 | 0 | |||||||||||||||
Warrants expired | 3,936,391 | ||||||||||||||||
Treasury Stock [Member] | |||||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||||||||
Stock repurchased during the period | [1] | 449,088 | 105,733 | ||||||||||||||
Stock repurchased during the period, value | [1] | $ 869,000 | $ 200,000 | ||||||||||||||
Treasury Stock [Member] | June 2020 Stock Repurchase Plan [Member] | |||||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||||||||
Stock repurchased during the period | 105,733 | ||||||||||||||||
Treasury Stock [Member] | September 2021 Stock Repurchase Plan [Member] | |||||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||||||||
Stock repurchased during the period | 35,555 | ||||||||||||||||
Private Investor [Member] | |||||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||||||||
Stock repurchased during the period | 100 | ||||||||||||||||
Payment for repurchase of shares | $ 150,000 | ||||||||||||||||
New Shareholders [Member] | Warrant [Member] | |||||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||||||||
Exercise price of warrants | $ 1.50 | ||||||||||||||||
Warrants issued | 4,323,135 | ||||||||||||||||
Restricted Stock [Member] | Independent Board Members [Member] | |||||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||||||||
Shares issued during the period, shares | 300,000 | ||||||||||||||||
Dividend Declared [Member] | |||||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||||||||
Dividends | $ 0 | $ 0 | |||||||||||||||
Dividend Paid [Member] | |||||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||||||||
Dividends | $ 0 | $ 0 | |||||||||||||||
[1] | Common shares repurchased in the open market between June 11, 2020 and October 3, 2021. On June 14, 2021, 519,266 35,555 | ||||||||||||||||
[2] | Based on the terms provided in the warrant agreement to purchase common stock of Optex Systems Holdings, Inc. dated August 26, 2016. | ||||||||||||||||
[3] | Warrants expired worthless without cashless exchange pursuant to the Warrant Agreement Section 2(c) determination that the August 26, 2021 VWAP calculation of $ 1.49 1.50 |
Schedule of Warrant Liabilities
Schedule of Warrant Liabilities Assumptions Used (Details) | Aug. 26, 2021$ / shares | Aug. 23, 2021$ / shares | Aug. 10, 2021$ / shares | Sep. 27, 2020$ / shares | Sep. 29, 2019$ / shares | Sep. 30, 2018$ / shares | Oct. 01, 2017$ / shares | Aug. 26, 2016$ / shares | ||||||
Exercise Price | $ 1.50 | $ 1.50 | ||||||||||||
Stock Price | $ 1.55 | |||||||||||||
Warrant [Member] | ||||||||||||||
Exercise Price | [1] | $ 1.50 | [2] | $ 1.50 | $ 1.50 | $ 1.50 | $ 1.50 | $ 1.50 | ||||||
Warrant Expiration Date | [1] | Aug. 26, 2021 | [2] | Aug. 26, 2021 | Aug. 26, 2021 | Aug. 26, 2021 | Aug. 26, 2021 | Aug. 26, 2021 | ||||||
Stock Price | [3] | $ 1.49 | [2] | $ 1.96 | $ 1.56 | $ 1.71 | $ 0.98 | $ 0.95 | ||||||
Time to Maturity (Years) | 10 months 24 days | 1 year 10 months 24 days | 2 years 10 months 24 days | 3 years 10 months 24 days | 5 years | |||||||||
Calculated fair value per share | [2] | $ 0.62 | $ 0.49 | $ 0.82 | $ 0.87 | $ 0.93 | ||||||||
Warrant [Member] | Measurement Input, Risk Free Interest Rate [Member] | ||||||||||||||
Fair value measurement input | [4] | [2] | 0.12 | 1.63 | 2.88 | 1.62 | 1.23 | |||||||
Warrant [Member] | Measurement Input, Price Volatility [Member] | ||||||||||||||
Fair value measurement input | [2],[5] | 51.67 | 53.66 | [5] | 64.05 | [5] | 179.36 | [5] | 246.44 | [5] | ||||
[1] | Based on the terms provided in the warrant agreement to purchase common stock of Optex Systems Holdings, Inc. dated August 26, 2016. | |||||||||||||
[2] | Warrants expired worthless without cashless exchange pursuant to the Warrant Agreement Section 2(c) determination that the August 26, 2021 VWAP calculation of $ 1.49 1.50 | |||||||||||||
[3] | Based on the trading value of common stock of Optex Systems Holdings, Inc. as of each presented period ending date. August 26, 2021 stock price based on the volume weighted average price for 618,451 1.55 2,400 | |||||||||||||
[4] | Interest rate for U.S. Treasury Bonds, as of each presented period ending date, as published by the U.S. Federal Reserve. | |||||||||||||
[5] | Based on the historical daily volatility of Optex Systems Holdings, Inc. as of each presented period ending date. |
Schedule of Warrant Liabiliti_2
Schedule of Warrant Liabilities Assumptions Used (Details) (Parenthetical) - $ / shares | Aug. 26, 2021 | Oct. 03, 2021 | Sep. 27, 2020 | Aug. 23, 2021 | Aug. 10, 2021 |
Number of shares traded | 618,451 | 58,392 | 59,447 | ||
Closing price | $ 1.55 | ||||
Volume weighted average price, warrants | 1.49 | ||||
Warrant exercise price | $ 1.50 | $ 1.50 | |||
Minimum [Member] | |||||
Warrant exercise price | $ 1.50 | ||||
Final traded [Member] | |||||
Number of shares traded | 2,400 |
Summary of Warrants Outstanding
Summary of Warrants Outstanding and Fair Values (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |||
Oct. 03, 2021 | Sep. 27, 2020 | |||
Fair value of warrant liability, beginning | $ 2,544 | |||
(Gain) Loss on Change in Fair Value of Warrant Liability | 292 | |||
Fair value of warrant liability, ending | $ 2,544 | |||
Warrant [Member] | ||||
Warrant liability, fair value outstanding, beginning | 4,125,200 | 4,125,200 | ||
Fair value per share, beginning | $ 0.62 | $ 0.49 | ||
Fair value of warrant liability, beginning | $ 2,544 | $ 2,036 | ||
(Gain) Loss on Change in Fair Value of Warrant Liability | $ (2,535) | [1] | $ 508 | |
(Gain) Loss on Change in Fair Value of Warrant Liability, Outstanding | [1] | (3,936,391) | ||
Reclassification to additional paid in capital on exercise of warrants | [2] | $ (9) | ||
Reclassification to additional paid in capital on exercise of warrants, Outstanding | [2] | (188,809) | ||
Warrant liability, fair value outstanding, ending | 4,125,200 | |||
Fair value per share, ending | $ 0.62 | |||
Fair value of warrant liability, ending | $ 2,544 | |||
[1] | Expiration of Warrants on August 26, 2021. | |||
[2] | Exercise of warrants for gross proceeds of $ 283 292 |
Summary of Warrants Outstandi_2
Summary of Warrants Outstanding and Fair Values (Details) (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | |
Oct. 03, 2021 | Sep. 27, 2020 | |
Warrant Liabilities | ||
Proceeds from Warrant Exercise | $ 283 | |
Fair value warrant liability | $ 292 |
Warrant Liabilities (Details Na
Warrant Liabilities (Details Narrative) - $ / shares | Aug. 23, 2021 | Aug. 10, 2021 | Aug. 26, 2016 |
Defined Benefit Plan Disclosure [Line Items] | |||
Exercise price of warrants | $ 1.50 | $ 1.50 | |
New Shareholders [Member] | Underwriter [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Warrants issued | 4,323,135 | ||
Exercise price of warrants | $ 1.50 | ||
Termination date | Aug. 26, 2021 |
Schedule of Income Tax Provisio
Schedule of Income Tax Provision (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Oct. 03, 2021 | Sep. 27, 2020 | |
Income Tax Disclosure [Abstract] | ||
Current year federal income tax | $ 403 | |
Prior year tax adjustment | (62) | (59) |
Current income tax expense | (62) | 344 |
Federal | (39) | 187 |
Provision for (Benefit from) income taxes, net | $ (101) | $ 531 |
Schedule of Effective Income Ta
Schedule of Effective Income Tax Rate Reconciliation (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Oct. 03, 2021 | Sep. 27, 2020 | |
Income Tax Disclosure [Abstract] | ||
Tax provision (benefit) at statutory federal rate | $ 426 | $ 495 |
Tax provision (benefit) at statutory federal rate, percentage | 21.00% | 21.00% |
Nondeductible expenses | $ (531) | $ 108 |
Nontaxable expenses, percentage | (26.00%) | 5.00% |
Other temporary adjustments | $ 221 | $ 35 |
Other temporary adjustments, percentage | 11.00% | 1.00% |
Prior year federal income tax adjustment | $ (62) | $ (59) |
Prior year federal income tax adjustment, percentage | (3.00%) | (2.00%) |
Change in deferred tax valuation allowance | $ (155) | $ (48) |
Change in deferred tax valuation allowance, percentage | (8.00%) | (2.00%) |
Provision for (benefit from) income taxes, net | $ (101) | $ 531 |
Provision for (benefit from) income taxes, net, percentage | (5.00%) | 23.00% |
Schedule of Deferred Income Tax
Schedule of Deferred Income Taxes (Details) - USD ($) $ in Thousands | Oct. 03, 2021 | Sep. 27, 2020 |
Income Tax Disclosure [Abstract] | ||
Stock Compensation | $ 73 | $ 64 |
Inventory Reserve | 134 | 119 |
Unicap | 27 | 31 |
Deferred Compensation | 39 | |
Fixed assets | (226) | (18) |
Goodwill Amortization | 199 | 299 |
Intangible Asset Amortization | 113 | 170 |
Net Operating Losses | 1,657 | 1,362 |
Other | 119 | 124 |
Subtotal | 2,096 | 2,190 |
Valuation allowance | (808) | (963) |
Net deferred asset | $ 1,288 | $ 1,227 |
Income Taxes (Details Narrative
Income Taxes (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | |
Oct. 03, 2021 | Sep. 27, 2020 | |
Income Tax Disclosure [Abstract] | ||
Deferred Tax Assets, Net | $ 1,288 | $ 1,227 |
Deferred Tax Assets, Gross | 2,096 | 2,190 |
Deferred Tax Assets, Valuation Allowance | 808 | 963 |
Income tax benefit | 40 | 200 |
Operating loss carryforwards | 7,900 | 6,500 |
Current net operating loss carryforward | 4,000 | |
Net tax benefit | 800 | |
Net operating tax loss | (1,400) | |
Cash paid for income taxes | 48 | 289 |
Income taxes net of tax refund liability including prepaid expenses | $ (48) | (20) |
Additional tax adjustments of federal income tax | $ 40 |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) - Subsequent Event [Member] - Employment Agreement [Member] | Dec. 01, 2021USD ($) |
Subsequent Event [Line Items] | |
Employment agreement description | The updated employment agreement also served to amend Mr. Schoening’s RSU Agreement, dated January 2, 2019, by changing the third and final vesting date for the restricted stock units granted under such agreement from January 2, 2022 to the “change of control date,” that being the first of the following to occur with respect to the Company: (i) any “Person,” as that term is defined in Sections 13(d) and 14(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), with certain exclusions, is or becomes the “Beneficial Owner” (as that term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, of securities of the Company representing fifty percent (50%) or more of the combined voting power of the Company’s then outstanding securities; or (ii) the Company is merged or consolidated with any other corporation or other entity, other than: (A) a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior thereto continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than fifty percent (50%) of the combined voting power of the voting securities of the Company or such surviving entity outstanding immediately after such merger or consolidation; or (B) the Company engages in a merger or consolidation effected to implement a recapitalization of the Company (or similar transaction) in which no “Person” (as defined above) acquires fifty percent (50%) or more of the combined voting power of the Company’s then outstanding securities. The amended RSU Agreement contains certain exceptions to the definition of change of control |
Milestone description | The employment agreement events of termination consist of: (i) death or permanent disability of Mr. Schoening; (ii) termination by the Company for cause (including conviction of a felony, commission of fraudulent acts, willful misconduct by Mr. Schoening, continued failure to perform duties after written notice, violation of securities laws and breach of the employment agreement), (iii) termination by the Company without cause and (iv) termination by Mr. Schoening for good reason (including breach by the Company of its obligations under the agreement, the requirement for Mr. Schoening to move more than 100 miles away for his employment without consent, and merger or consolidation that results in more than 66% of the combined voting power of the Company’s then outstanding securities or those of its successor changing ownership or a sale of all or substantially all of its assets, without the surviving entity assuming the obligations under the agreement) |
Mr. Schoening [Member] | |
Subsequent Event [Line Items] | |
Base salary | $ 296,031 |
Target bonus percentage | 0.30 |
Mr. Schoening [Member] | Upward or Downward [Member] | |
Subsequent Event [Line Items] | |
Target bonus percentage | 0.20 |