Document And Entity Information
Document And Entity Information - shares | 3 Months Ended | |
Sep. 30, 2023 | Nov. 09, 2023 | |
Document Information Line Items | ||
Entity Registrant Name | AKOUSTIS TECHNOLOGIES, INC. | |
Trading Symbol | AKTS | |
Document Type | 10-Q | |
Current Fiscal Year End Date | --06-30 | |
Entity Common Stock, Shares Outstanding | 72,483,715 | |
Amendment Flag | false | |
Entity Central Index Key | 0001584754 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Document Period End Date | Sep. 30, 2023 | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q1 | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity File Number | 001-38029 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 33-1229046 | |
Entity Address, Address Line One | 9805 Northcross Center Court | |
Entity Address, Address Line Two | Suite A | |
Entity Address, City or Town | Huntersville | |
Entity Address, State or Province | NC | |
Entity Address, Postal Zip Code | 28078 | |
City Area Code | 1-704 | |
Local Phone Number | 997-5735 | |
Title of 12(b) Security | Common Stock, $0.001 par value | |
Security Exchange Name | NASDAQ | |
Entity Interactive Data Current | Yes |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Sep. 30, 2023 | Jun. 30, 2023 |
Assets: | ||
Cash and cash equivalents | $ 25,787 | $ 43,104 |
Accounts receivable, net | 3,942 | 4,753 |
Inventory | 6,182 | 7,548 |
Other current assets | 2,672 | 4,440 |
Total current assets | 38,583 | 59,845 |
Property and equipment, net | 58,140 | 57,826 |
Goodwill | 14,559 | 14,559 |
Intangibles, net | 14,531 | 15,241 |
Operating lease right-of-use asset, net | 1,261 | 1,374 |
Other assets | 73 | 72 |
Total Assets | 127,147 | 148,917 |
Current Liabilities: | ||
Accounts payable and accrued expenses | 15,124 | 17,027 |
Deferred revenue | 312 | 105 |
Operating lease liability | 460 | 439 |
Total current liabilities | 15,896 | 17,571 |
Long-term Liabilities: | ||
Convertible notes payable, net | 41,488 | 43,347 |
Operating lease liability | 854 | 976 |
Promissory note payable | 1,000 | 667 |
Other long-term liabilities | 117 | 117 |
Total long-term liabilities | 43,459 | 45,107 |
Total Liabilities | 59,355 | 62,678 |
Commitments and Contingencies (Note 14) | ||
Stockholders’ Equity | ||
Preferred stock, par value $0.001: 5,000,000 shares authorized; none issued and outstanding | ||
Common stock, $0.001 par value; 125,000,000 shares authorized (175,000,000 as of 11/2/23); 72,463,465, and 72,154,647 shares issued and outstanding at September 30, 2023 and June 30, 2023, respectively | 72 | 72 |
Additional paid in capital | 358,405 | 356,522 |
Accumulated deficit | (290,685) | (270,355) |
Total Stockholders’ Equity | 67,792 | 86,239 |
Total Liabilities and Stockholders’ Equity | $ 127,147 | $ 148,917 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parentheticals) - $ / shares | Sep. 30, 2023 | Jun. 30, 2023 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in Dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | ||
Preferred stock, shares outstanding | ||
Common stock, par value (in Dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 125,000,000 | 125,000,000 |
Common stock, shares issued | 72,463,465 | 72,154,647 |
Common stock, shares outstanding | 72,463,465 | 72,154,647 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Income Statement [Abstract] | ||
Revenue | $ 7,002 | $ 5,566 |
Cost of revenue | 8,086 | 6,453 |
Gross profit (loss) | (1,084) | (887) |
Operating expenses | ||
Research and development | 10,346 | 10,097 |
General and administrative expenses | 10,224 | 6,982 |
Total operating expenses | 20,570 | 17,079 |
Loss from operations | (21,654) | (17,966) |
Other (expense) income | ||
Interest (expense) income | (485) | (743) |
Other (expense) income | (3) | (14) |
Change in fair value of contingent consideration | (446) | |
Change in fair value of derivative liabilities | 2,014 | 21 |
Total other (expense) income | 1,526 | (1,182) |
Net loss before income taxes | (20,128) | (19,148) |
Income Taxes | 1 | (57) |
Net Loss | $ (20,129) | $ (19,091) |
Net loss per common share - basic (in Dollars per share) | $ (0.28) | $ (0.33) |
Weighted average common shares outstanding - basic (in Shares) | 72,306,689 | 57,154,393 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Operations (Unaudited) (Parentheticals) - $ / shares | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Income Statement [Abstract] | ||
Net loss per common share - diluted | $ (0.28) | $ (0.33) |
Weighted average common shares outstanding - diluted | 72,306,689 | 57,154,393 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Changes in Stockholders’ Equity (Unaudited) - USD ($) $ in Thousands | Common Stock | Additional Paid In Capital | Accumulated Deficit | Total |
Balance at Jun. 30, 2022 | $ 57 | $ 310,171 | $ (206,798) | $ 103,430 |
Balance (in Shares) at Jun. 30, 2022 | 57,079,000 | |||
Stock-based compensation | 2,348 | 2,348 | ||
Stock-based compensation (in Shares) | 262,000 | |||
Net loss | (19,091) | (19,091) | ||
Balance at Sep. 30, 2022 | $ 57 | 312,519 | (225,889) | 86,687 |
Balance (in Shares) at Sep. 30, 2022 | 57,341,000 | |||
Balance at Jun. 30, 2023 | $ 72 | 356,522 | (270,355) | $ 86,239 |
Balance (in Shares) at Jun. 30, 2023 | 72,155,000 | 72,154,647 | ||
Cumulative-effect adoption of ASU 2016-13 | (201) | $ (201) | ||
Stock-based compensation | 1,883 | 1,883 | ||
Stock-based compensation (in Shares) | 207,000 | |||
ESPP Purchase | ||||
ESPP Purchase (in Shares) | 101,000 | |||
Net loss | (20,129) | (20,129) | ||
Balance at Sep. 30, 2023 | $ 72 | $ 358,405 | $ (290,685) | $ 67,792 |
Balance (in Shares) at Sep. 30, 2023 | 72,463,000 | 72,463,465 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (20,129) | $ (19,091) |
Depreciation and amortization | 3,017 | 2,450 |
Stock-based compensation | 1,883 | 2,348 |
Amortization of debt discount | 155 | 143 |
Amortization of operating lease right of use asset | 113 | 97 |
Change in fair value of derivative liabilities | (2,014) | (21) |
Change in fair value of contingent consideration | 446 | |
Loss on disposal of fixed assets | 66 | 1 |
Accounts receivable, net | 610 | 817 |
Inventory | 1,366 | (431) |
Other current assets | 1,765 | (952) |
Accounts payable and accrued expenses | (380) | (569) |
Lease liabilities | (101) | (88) |
Other long term liabilities | 333 | (1) |
Deferred revenue | 208 | (138) |
Net Cash Used in Operating Activities | (13,108) | (14,989) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Cash paid for property, plant and equipment | (4,209) | (4,832) |
Net Cash Used in Investing Activities | (4,209) | (4,832) |
Net Increase (Decrease) in Cash, Cash Equivalents and Restricted Cash | (17,317) | (19,821) |
Cash, Cash Equivalents and Restricted Cash - Beginning of Period | 43,104 | 80,485 |
Cash, Cash Equivalents and Restricted Cash - End of Period | 25,787 | 60,664 |
SUPPLEMENTARY CASH FLOW INFORMATION: | ||
Income taxes | 40 | |
SUPPLEMENTARY DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||
Fixed assets included in accounts payable and accrued expenses | $ 850 | $ 686 |
Organization
Organization | 3 Months Ended |
Sep. 30, 2023 | |
Organization [Abstract] | |
Organization | Note 1. Organization Akoustis Technologies, Inc. (the “Company”) was incorporated on April 10, 2013, and effective December 15, 2016, the Company changed its state of incorporation to the State of Delaware. Through its wholly-owned subsidiary, Akoustis, Inc. (a Delaware corporation), the Company, headquartered in Huntersville, North Carolina, is focused on developing, designing, and manufacturing innovative radio frequency (“RF”) filter products for the wireless industry, including for products such as smartphones and tablets, cellular infrastructure equipment, Wi-Fi Customer Premise Equipment (“CPE”), and military and defense communication applications. Located between the device’s antenna and its digital backend, the RF front-end (“RFFE”) is the circuitry that performs the analog signal processing and contains components such as amplifiers, filters and switches. To construct the resonator devices that are the building blocks for its RF filters, the Company has developed a family of novel, high purity acoustic piezoelectric materials as well as a unique microelectromechanical system (“MEMS”) wafer semiconductor process, collectively referred to as XBAW® technology. The Company leverages its integrated device manufacturing (“IDM”) business model to develop and sell high performance RF filters using its XBAW® technology. Filters are critical in selecting and rejecting signals, and their performance enables differentiation in the modules defining the RFFE. Additionally, through RFM Integrated Device, Inc. (“RFMi”), a wholly-owned subsidiary of Akoustis, Inc., the Company makes sales of complementary surface acoustic wave (“SAW”) resonators, RF filters, crystal (Xtal) resonators and oscillators, and ceramic products branded as “RFMi” products. We also offer back-end semiconductor supply chain services through our wholly owned subsidiary, Grinding & Dicing Services, Inc. (“GDSI"), which we acquired in January 2023. |
Liquidity
Liquidity | 3 Months Ended |
Sep. 30, 2023 | |
Liquidity [Abstract] | |
Liquidity | Note 2. Liquidity As of September 30, 2023, the Company had cash and cash equivalents of $25.8 million and working capital of $22.7 million. The Company has historically incurred recurring operating losses and experienced net cash used in operating activities. The Company expects cash and cash equivalents to be sufficient to fund its operations beyond the next twelve months from the date of filing of this Form 10-Q. These funds will be used to fund the Company’s operations, including capital expenditures, R&D, commercialization of our technology, development of our patent strategy and expansion of our patent portfolio, as well as to provide working capital and funds for other general corporate purposes. Except for the $48.0 million of common stock remaining available to be sold under its ATM Sales Agreement with Oppenheimer& Co. Inc., Craig-Hallum Capital Group LLC, and Roth Capital Partners, LLC, the Company has no commitments or arrangements to obtain any additional funds, and there can be no assurance such funds will be available on acceptable terms or at all. If in the future the Company is unable to obtain additional financing in a timely fashion and on acceptable terms when such financing is needed, its financial condition and results of operations may be materially adversely affected and it may not be able to continue operations or execute its stated commercialization plan. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Sep. 30, 2023 | |
Summary of Significant Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 3. Summary of Significant Accounting Policies Basis of Presentation The Company’s unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and the rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial information and the instructions to Form 10-Q. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for annual financial statements. In the opinion of management, all adjustments (consisting of normal accruals) considered necessary for a fair presentation have been included. The Company has evaluated subsequent events through the filing of this Form 10-Q. Operating results for the quarter ended September 30, 2023 are not necessarily indicative of the results that may be expected for the year ending June 30, 2024 or any future interim period. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and notes thereto included in the Company’s Form 10-K filed with the SEC on September 6, 2023 (the “2023 Annual Report”). Principles of Consolidation The accompanying consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, Akoustis, Inc., RFM Integrated Device, Inc. and Grinding & Dicing Services, Inc. All significant intercompany accounts and transactions have been eliminated in consolidation. Significant Accounting Policies and Estimates The Company’s significant accounting policies are disclosed in Note. 3 Summary of Significant Accounting Policies in the 2023 Annual Report. Since the date of the 2023 Annual Report, there have been no material changes to the Company’s significant accounting policies. The preparation of the unaudited condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the unaudited condensed consolidated financial statements and the accompanying notes thereto. The policies, estimates and assumptions include valuing equity securities, derivative liabilities, deferred taxes and related valuation allowances, contingent consideration, goodwill, intangible assets, revenue recognition, and the fair values of long-lived assets. Actual results could differ from the estimates. Recently Issued Accounting Pronouncements In June 2016, the FASB issued Accounting Standards Update ("ASU") 2016-13, "Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments," which requires a current lifetime expected credit loss methodology to be used to measure impairments of accounts receivable and other financial assets. Using this methodology will result in earlier recognition of losses than under the previous incurred loss approach, which requires waiting to recognize a loss until it is probable of being incurred. The Company adopted the standard, which applies to its accounts receivables, in the first quarter of fiscal 2024. Under this new standard, trade receivables are now evaluated on a collective (pool) basis and aggregated on the basis of similar risk characteristics. These aggregated risk pools will be reassessed at each measurement date. A combination of factors is considered in determining the appropriate estimate of expected credit losses which include broad-based economic indicators as well as customers' financial strength, credit standing, payment history and any historical defaults. The adoption of this standard using the modified retrospective transition method resulted in a cumulative-effect adjustment to retained earnings of $201 |
Revenue Recognition from Contra
Revenue Recognition from Contracts with Customers | 3 Months Ended |
Sep. 30, 2023 | |
Revenue Recognition from Contracts with Customers [Abstract] | |
Revenue Recognition from Contracts with Customers | Note 4. Revenue Recognition from Contracts with Customers Disaggregation of Revenue The Company’s primary revenue streams include fabrication services and product sales across multiple geographic regions, primarily the Americas, Asia and Europe. Fabrication Services Fabrication services revenue includes Non-Recurring Engineering (“NRE”) and backend packaging services. Under these contracts, products are delivered to the customer at the completion of the service which represents satisfaction of the performance obligation as well as transfer of title. Depending on language with regards to enforceable right to payment for performance completed to date, related revenue will either be recognized over time or at a point in time. Product Sales Product sales revenue consists of sales of RF filters which are sold with contract terms stating that title passes, and the customer takes control, at the time of shipment. Revenue is then recognized when the devices are shipped, and the performance obligation has been satisfied. If devices are sold under contract terms that specify that the customer does not take ownership until the goods are received, revenue is recognized when the customer receives the goods. The following table summarizes the revenues of the Company’s reportable segments by geographic region for the three months ended September 30, 2023 (in thousands): Fabrication Product Sales Total Revenue Americas $ 2,282 $ 716 $ 2,998 Asia 269 3,045 3,314 Europe 103 587 690 Total $ 2,654 $ 4,348 $ 7,002 The following table summarizes the revenues of the Company’s reportable segments by geographic region for the three months ended September 30, 2022 (in thousands): Fabrication Product Sales Total Revenue Americas $ 706 $ 913 $ 1,619 Asia 227 3,075 3,302 Europe — 635 635 Other — 10 10 Total $ 933 $ 4,633 $ 5,566 Performance Obligations The Company has determined that contracts for product sales revenue and fabrication services revenue involve one performance obligation, which is delivery of the final product. Contract Balances The following table summarizes the changes in the opening and closing balances of the Company’s contract asset (included in Other current assets on the Consolidated Balance Sheet) and contract liability (included as Deferred revenue on the Consolidated Balance Sheet) for the first three months of fiscal years 2024 and 2023 (in thousands): Contract Contract Balance, June 30, 2023 $ 1,894 $ 105 Closing, September 30, 2023 720 312 Increase/(Decrease) $ (1,174 ) $ 207 Balance, June 30, 2022 $ 923 $ 286 Closing, September 30, 2022 1,661 147 Increase/(Decrease) $ 738 $ (139 ) The Company records a receivable when the title for goods has transferred. Generally, all sales are contract sales (with either an underlying contract or purchase order), resulting in all receivables being contract receivables. When invoicing occurs prior to revenue recognition a contract liability is recorded (as deferred revenue on the Condensed Consolidated Balance Sheets). The amount of revenue recognized in the three months ended September 30, 2023, that was included in the opening contract liability balance was $25 thousand which related to timing of shipments. Contract assets are recorded when revenue recognized exceeds the amount invoiced. The difference between the opening and closing balances of the Company’s contract assets and contract liabilities primarily results from the timing difference between the Company’s performance and the customer’s payment. The amount of contract assets invoiced in the three months ended September 30, 2023, that was included in the opening contract asset balance was $1.5 million, which primarily related to non-recurring engineering services. Backlog of Remaining Customer Performance Obligations Revenue expected to be recognized and recorded as sales during the remainder of this fiscal year from the backlog of performance obligations that are unsatisfied (or partially unsatisfied) at September 30, 2023 was $2.4 million. The Company’s backlog may vary significantly each reporting period based on the timing of major new contract commitments. In addition, our customers have the right, under some infrequent circumstances, to terminate contracts or defer the timing of the Company's services and their payments to us. |
Inventory
Inventory | 3 Months Ended |
Sep. 30, 2023 | |
Inventory [Abstract] | |
Inventory | Note 5: Inventory Inventory consisted of the following as of September 30, 2023 and June 30, 2023 (in thousands): September 30, June 30, Raw Materials $ 1,657 $ 1,574 Work in Process 1,636 3,741 Finished Goods 2,889 2,233 Total Inventory $ 6,182 $ 7,548 |
Property and Equipment, Net
Property and Equipment, Net | 3 Months Ended |
Sep. 30, 2023 | |
Property and Equipment, Net [Abstract] | |
Property and Equipment, Net | Note 6. Property and Equipment, net Property and equipment, net consisted of the following as of September 30, 2023 and June 30, 2023 (in thousands): Estimated September 30, June 30, Land n/a $ 1,000 $ 1,000 Building and leasehold improvements * 9,312 9,016 Equipment 2-10 years 73,900 71,151 Computer Equipment & Software 3-5 years 2,799 3,186 Total 87,011 84,335 Less: Accumulated Depreciation (28,871 ) (26,509 ) Total $ 58,140 $ 57,826 (*) Leasehold improvements are amortized on a straight-line basis over the term of the lease or the estimated useful lives, whichever is shorter. Buildings are amortized on a straight-line basis between 11 and 39 years. The Company recorded depreciation expense of $2.4 million and $2.1 million for the three months ended September 30, 2023 and 2022, respectively. As of September 30, 2023, equipment with a net book value totaling $7.3 million had not been placed in service and therefore was not depreciated during the period. As of June 30, 2023, fixed assets with a net book value totaling $7.1 million had not been placed in service and therefore was not depreciated during the period. |
Business Acquisition
Business Acquisition | 3 Months Ended |
Sep. 30, 2023 | |
Business Acquisition [Abstract] | |
Business Acquisition | Note 7. Business Acquisition Grinding & Dicing Services, Inc. On January 1, 2023 (the “Closing Date”), the Company and its wholly-owned subsidiary, Akoustis, Inc. (the “Purchaser”), entered into a Stock Purchase Agreement (the “Purchase Agreement”) with GDSI and the stockholders of GDSI (the “Sellers”). Pursuant to the Purchase Agreement, the Purchaser acquired all of the outstanding capital stock of GDSI (such acquisition, the “Transaction”). The acquisition is expected to support a strategy to reshore operations to the United States, improve rapid prototype and development cycle time, and provide prototype cost savings. The total consideration paid to the Sellers at closing of the Transaction consisted of $13.9 million in cash and approximately $1.7 million of shares of the Company’s common stock. In addition, the Company issued a secured promissory note (the “Promissory Note”) in the original principal amount of $4.0 million issued by the Purchaser to the Sellers’ representative. The Sellers’ representative is a current employee of the Company. The Promissory Note does not bear interest, is subject to partial prepayment (reduction of the outstanding principal amount down to $1.3 million) on the second anniversary of the Closing Date, and is payable in full on the third anniversary of the Closing Date. The Purchaser can reduce the principal amount of the Promissory Note (i) to satisfy certain post-closing adjustments to the Transaction purchase price, (ii) to satisfy the Sellers’ indemnification obligations under the Purchase Agreement, and (iii) if GDSI’s President is terminated for cause or due to disability or resigns without good reason prior to maturity the Promissory Note will be cancelled in its entirety. The Promissory Note is secured by certain of the Purchaser’s and GDSI’s assets. In the event of certain events of default, including failure to pay amounts due under the Promissory Note and certain bankruptcy events, the outstanding principal amount of the Promissory Note will become immediately due. Pro Forma Results The following unaudited pro forma financial information summarizes the results of operations for three months ended September 30, 2023 and 2022 as if the GDSI acquisition had been completed as of July 1, 2022 (in thousands). The pro forma results were calculated applying the Company’s accounting policies and include the effects of adjustments related to the amortization charges from the acquired intangibles. The unaudited pro forma information does not purport to be indicative of the results that would have been obtained if the acquisition had actually occurred at the beginning of the year prior to acquisition, nor of the results that may be reported in the future. Three Months Ended 2023 2022 Unaudited Unaudited Revenues $ 7,002 $ 7,394 Net Loss $ (20,129 ) $ (18,979 ) Net Loss per Share $ (0.28 ) $ (0.33 ) |
Goodwill
Goodwill | 3 Months Ended |
Sep. 30, 2023 | |
Goodwill [Abstract] | |
Goodwill | Note 8. Goodwill We perform an annual test for goodwill impairment during our last fiscal quarter. We will also test for impairment between annual test dates if an event occurs or circumstances change that would indicate the carrying amount may be impaired. During the three months ended September 30, 2023, we did not identify any events or circumstances that would require an interim goodwill impairment test. We do not amortize goodwill as it has been determined to have an indefinite useful life. The carrying amount of goodwill as of September 30, 2023 was $14.6 million. |
Accounts Payable and Accrued Ex
Accounts Payable and Accrued Expenses | 3 Months Ended |
Sep. 30, 2023 | |
Accounts Payable and Accrued Expenses [Abstract] | |
Accounts Payable and Accrued Expenses | Note 9. Accounts Payable and Accrued Expenses Accounts payable and accrued expenses consisted of the following at September 30, 2023 and June 30, 2023 (in thousands): September 30, June 30, Accounts payable $ 6,023 $ 3,979 Accrued salaries and benefits 2,808 4,781 Accrued goods received not invoiced 1,555 3,700 Accrued professional fees 3,579 2,248 Other accrued expenses 1,159 2,319 Totals $ 15,124 $ 17,027 |
Notes Payable
Notes Payable | 3 Months Ended |
Sep. 30, 2023 | |
Notes Payable [Abstract] | |
Notes Payable | Note 10. Notes Payable Convertible Senior Notes due 2027 The following table summarizes convertible debt as of September 30, 2023 (in thousands): Maturity Stated Conversion Face Remaining Fair Carrying Long Term convertible notes payable 6.0% convertible senior notes 06/15/2027 6.00 % $ 4.71 $ 44,000 $ (2,578 ) $ 66 $ 41,488 Ending Balance as of September 30, 2023 $ 44,000 $ (2,578 ) $ 66 $ 41,488 The following table summarizes convertible debt as of June 30, 2023 (in thousands): Maturity Stated Conversion Face Remaining Fair Carrying Long Term convertible notes payable 6.0% convertible senior notes 06/15/2027 6.00 % $ 4.71 $ 44,000 $ (2,733 ) $ 2,080 $ 43,347 Ending Balance as of June 30, 2023 $ 44,000 $ (2,733 ) $ 2,080 $ 43,347 Interest expense on the Notes during the three months ended September 30, 2023 included contractual interest of $660 thousand and debt discount amortization of $155 thousand. GDSI Acquisition Promissory Note The Company issued a secured promissory note (the “Promissory Note”) in the original principal amount of $4.0 million issued by Akoustis, Inc. to the Sellers’ representative in connection with the Company’s acquisition of GDSI in January 2023. The Sellers’ representative is a current employee of the Company. The Promissory Note does not bear interest, is subject to partial prepayment (reduction of the outstanding principal amount down to $1.3 million) on the second anniversary of the Closing Date, and is payable in full on the third anniversary of the Closing Date. The Purchaser can reduce the principal amount of the Promissory Note (i) to satisfy certain post-closing adjustments to the Transaction purchase price, (ii) to satisfy the Sellers’ indemnification obligations under the Purchase Agreement, and (iii) if GDSI’s President is terminated for cause or due to disability or resigns without good reason prior to maturity the Promissory Note will be cancelled in its entirety. The Promissory Note is secured by certain of the Purchaser’s and GDSI’s assets. In the event of certain events of default, including failure to pay amounts due under the Promissory Note and certain bankruptcy events, the outstanding principal amount of the Promissory Note will become immediately due. The Promissory Note will be recognized on a straight line basis over the term of the Promissory Note as compensation expense. The Company recorded compensation expense totaling $333 thousand for the three months ended September 30, 2023 in “General and administrative expenses” in the Condensed Consolidated Statements of Operations with the associated liability included in “Promissory notes payable” in the Condensed Consolidated Balance Sheets. |
Concentrations
Concentrations | 3 Months Ended |
Sep. 30, 2023 | |
Concentrations [Abstract] | |
Concentrations | Note 11. Concentrations Customers Customer concentration as a percentage of revenue for the three months ended September 30, 2023 and 2022 are as follows: Three Months Three Months Customer 1 — 28 % Customer 2 26 % 12 % Customer 3 — 11 % Customer concentration as a percentage of accounts receivable for the three months ended September 30, 2023 and 2022 are as follows: Three Months Three Months Customer 1 — 25 % Customer 2 — 13 % Customer 3 11 % 13 % Customer 4 10 % — Vendors Vendor concentration as a percentage of payments for the three months ended September 30, 2023 and 2022 are as follows: Three Months Three Months Vendor 1 17 % 11 % Vendor 2 11 % — |
Stockholders_ Equity
Stockholders’ Equity | 3 Months Ended |
Sep. 30, 2023 | |
Equity [Abstract] | |
Stockholders’ Equity | Note 12. Stockholders’ Equity Equity Incentive Plans During the three months ended September 30, 2023, the Company granted employees options to purchase an aggregate of approximately 2 thousand shares of common stock. The fair values of the Company’s options were estimated at the dates of grant using a Black-Scholes option pricing model with the following assumptions: Three Months Exercise price $ 0.97 Expected term (years) 4.75 Volatility 71 % Risk-free interest rate 4.42 % Dividend yield 0 % Weighted Average Grant Date Fair Value of Options granted during the period $ 0.59 During the three months ended September 30, 2023 the Company awarded certain employees and directors grants of an aggregate of approximately 979 thousand restricted stock units (“RSUs”) with a weighted average grant date fair value of $0.95. The RSUs will be expensed over the requisite service period. The terms of the RSUs include vesting provisions based solely on continued service. If the service criteria are satisfied, the RSUs will generally vest over 4 – 5 years. During the three months ended September 30, 2023 the Company awarded certain employees grants of an aggregate of approximately 550 thousand restricted stock units with market value appreciation conditions (“MVSUs”) with a weighted average grant date fair value of $1.41. The MVSUs will be expensed over the requisite service period. The terms of the MVSUs include vesting provisions based on continued service. The number of shares of the Company’s common stock earned at vesting is based on the Company’s stock price performance with amounts earned subject to a vesting multiplier ranging from 0% to 200%. If the service criteria are satisfied, the MVSUs will vest over 3 years. Compensation expense related to our stock-based awards described above was as follows (in thousands): Three Months Ended 2023 2022 Research and Development $ 533 $ 1,168 General and Administrative 1,288 $ 1,181 Cost of revenue 62 — Total $ 1,883 $ 2,349 Unrecognized stock-based compensation expense and weighted-average years to be recognized are as follows (in thousands): As of September 30, 2023 Unrecognized Weighted- Options $ 1,344 1.90 Restricted stock units $ 9,343 2.15 |
Leases
Leases | 3 Months Ended |
Sep. 30, 2023 | |
Leases [Abstract] | |
Leases | Note 13. Leases The Company leases office space in Huntersville, NC, Carrollton, TX, San Jose, CA and Taiwan and leases equipment in Canandaigua, NY. Its leases have remaining lease terms of up to five years, some of which include options to extend the leases for up to twenty-four months. Following adoption of ASC 842, lease expense excludes capital area maintenance and property taxes. The components of lease expense were as follows: Three Months Ended Three Months Ended Operating Lease Expense $ 156 $ 102 Supplemental balance sheet information related to leases was as follows (in thousands): Classification on the September 30, June 30, Assets Operating lease assets Other non-current assets $ 1,261 $ 1,374 Liabilities Other current liabilities Current liabilities 460 439 Operating lease liabilities Other non-current liabilities 854 976 Weighted Average Remaining Lease Term: Operating leases 2.77 Years 2.97 Years Weighted Average Discount Rate: Operating leases 12.84 % 12.77 % The following table outlines the minimum future lease payments for the next five years and thereafter, (in thousands): For the year ending June 30, 2024 $ 446 2025 606 2026 374 2027 66 Thereafter 79 Total lease payments (undiscounted cash flows) 1,571 Less imputed interest (257 ) Total $ 1,314 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Sep. 30, 2023 | |
Commitments and Contingencies [Abstract] | |
Commitments and Contingencies | Note 14. Commitments and Contingencies Ontario County Industrial Development Authority Agreement On February 27, 2018, the Company entered into a Lease and Project Agreement (the “Lease and Project Agreement”) and a Company Lease Agreement (the “Company Lease Agreement” and together with the Lease and Project Agreement, the “Agreements”), each dated as of February 1, 2018, with the Ontario County Industrial Development Agency, a public benefit corporation of the State of New York (the “OCIDA”). Pursuant to the Agreements, the Company will lease for $1.00 annually to the OCIDA an approximately 9.995 acre parcel of land in Canandaigua, New York, together with the improvements thereon (including the Company’s New York fabrication facility), and transfer title to certain related equipment and personal property to the OCIDA (collectively, the “Facility”). The OCIDA will lease the Facility back to the Company for annual rent payments specified in the Lease and Project Agreement for the Company’s primary use as research and development, manufacturing, warehouse and professional office space in its business, and to be subleased, in part, by the Company to various existing tenants. The Company estimates substantial tax savings during the term of the Agreements, which expire on December 31, 2028. In addition, subject to the terms of the Lease and Project Agreement, certain purchases and leases of eligible items will be exempt from the imposition of sales and use taxes. Subject to the terms of the Lease and Project Agreement, the OCIDA has also granted to the Company an exemption from certain mortgage recording taxes for one or more mortgages securing an aggregate principal amount not to exceed $12.0 million, or such greater amount as approved by the OCIDA in its sole and absolute discretion. Benefits totaling approximately $0.4 million provided to the Company through September 2023 pursuant to the terms of the Lease and Project Agreement are subject to claw back over the life of the Agreements upon certain recapture events, including certain events of default. Litigation, Claims and Assessments On October 4, 2021, the Company was named as a defendant in a complaint filed by Qorvo, Inc. (“Qorvo”) in the United States District Court for the District of Delaware alleging, among other things, patent infringement, false advertising, false patent marking, and unfair competition. The complaint alleges that the defendants misappropriated proprietary information, made misleading statements about the characteristics of certain of its products, and sold products infringing on certain of the plaintiff ’s patents. The plaintiff seeks an injunction enjoining the Company from the alleged infringement and damages, including punitive and statutory enhanced damages, in an unspecified amount. The Company filed a motion to dismiss all of the claims other than the direct patent infringement claims, but the court permitted the plaintiff to file an amended complaint which the court subsequently determined was sufficient for pleading purposes. The Court denied the Company’s motion in May 2022. The Court held a claims construction hearing in November 2022, issuing its claim construction order on March 15, 2023. On February 8, 2023, Qorvo filed a second amended complaint adding allegations of misappropriation of trade secrets, racketeering activities, and civil conspiracy. The Company continues to develop its defenses and mitigation strategies, and intends to proceed in defending itself vigorously against the claims asserted by Qorvo. However, the Company can provide no assurance as to the outcome of such dispute, and such action may result in judgments against the Company for an injunction, significant damages or other relief, such as future royalty payments to Qorvo or restrictions on certain of the Company’s activities. On April 20, 2023, the Company filed a complaint against Qorvo in the United States District Court for the Eastern District of Texas alleging infringement by Qorvo of a patent licensed exclusively to the Company by Cornell University. The complaint alleges Qorvo’s willful infringement of the Cornell patent and seeks remedies including enhanced damages and attorneys’ fees. On July 24, 2023, Qorvo filed a motion to dismiss the complaint. On August 11, 2023, Qorvo filed a motion to strike Akoustis’ infringement contentions. The Company intends to vigorously pursue its claims against Qorvo but can provide no assurance as to the outcome of this dispute. Resolution of each of the matters described above may be prolonged and costly, and the ultimate result or judgment is uncertain due to the inherent uncertainty in litigation and other proceedings. An adverse result in the matters described above would have a material adverse effect on the Company and its business. Even if ultimately settled or resolved in the Company’s favor, the matters described above and other possible future actions may result in significant expenses, diversion of management and technical personnel attention and disruptions and delays in the Company’s business and product development, and other collateral consequences, all of which could have a material adverse effect on its business, financial condition, and results of operations. Any out-of-court settlement of the above matters or other actions may also have an adverse effect on the Company’s business, financial condition and results of operations, including, but not limited to, substantial expenses, the payment of royalties, licensing or other fees payable to third parties, or restrictions on its ability to develop, manufacture, and sell its products. From time to time, the Company may become involved in other lawsuits, investigations, and claims that arise in the ordinary course of business. The Company believes it has meritorious defenses against such other pending claims and intends to vigorously pursue them. While it is not possible to predict or determine the outcomes of any such other pending actions, the Company believes the amount of liability, if any, with respect to such other pending actions, would not materially affect its financial position, results of operations, or cash flows. Tax Credit Contingency The Company accrues a liability for indirect tax contingencies when it believes that it is both probable that a liability has been incurred and that it can reasonably estimate the amount of the loss. The Company reviews these accruals and adjusts them to reflect ongoing negotiations, settlements, rulings, advice of legal counsel and other relevant information. To the extent new information is obtained and the Company’s views on the probable outcomes of claims, suits, assessments, investigations or legal proceedings change, changes in the Company’s accrued liabilities would be recorded in the period in which such determination is made. The Company’s gross unrecognized indirect tax credits totaled $0.1 million as of September 30, 2023 and $0.1 million as of June 30, 2023 and are recorded on the Consolidated Balance Sheet as a long-term liability. |
Segment Information
Segment Information | 3 Months Ended |
Sep. 30, 2023 | |
Segment Information [Abstract] | |
Segment Information | Note 15. Segment Information Operating segments are defined as components of an enterprise about which separate financial information is available and evaluated regularly by the chief operating decision maker, or decision–making group, in deciding how to allocate resources and in assessing performance. The Company’s chief operating decision maker is its Chief Executive Officer. The Company operates in two segments, Fabrication Services, which consists of engineering review services and backend packaging services, and RF Filters, which consists of amplifier and filter product sales. The Company evaluates performance of its operating segments based on revenue and operating profit (loss). Segment information for the three months ended September 30, 2023 and 2022 are as follows (in thousands): Fabrication RF Filters Total Three months ended September 30, 2023 Revenue $ 2,665 $ 4,337 $ 7,002 Cost of revenue 1,547 6,539 8,086 Gross margin 1,118 (2,202 ) (1,084 ) Research and development — 10,346 10,346 General and administrative 1,298 8,926 10,224 Income (Loss) from Operations $ (180 ) (21,474 ) (21,654 ) Three months ended September 30, 2022 Revenue $ 932 $ 4,634 $ 5,566 Cost of revenue 892 5,561 6,453 Gross margin 40 (927 ) (887 ) Research and development — 10,097 10,097 General and administrative — 6,982 6,982 Income (Loss) from Operations $ 40 (18,006 ) (17,966 ) As of September 30, 2023 Accounts receivable, net $ 1,093 $ 2,849 $ 3,942 Property and equipment, net 2,300 55,840 58,140 As of June 30, 2023 Accounts receivable, net $ 1,124 $ 3,629 $ 4,753 Property and equipment, net 2,394 55,432 57,826 |
Loss Per Share
Loss Per Share | 3 Months Ended |
Sep. 30, 2023 | |
Loss Per Share [Abstract] | |
Loss Per Share | Note 16. Loss Per Share Basic net loss per common share is computed by dividing net loss attributable to common stockholders by the weighted-average number of common shares outstanding during the period. Diluted net loss per common share is determined using the weighted-average number of common shares outstanding during the period, adjusted for the dilutive effect of common stock equivalents. In periods when losses are reported, which is the case for the three months ended September 30, 2023 and September 30, 2022 presented in these condensed consolidated financial statements, the weighted-average number of common shares outstanding excludes common stock equivalents because their inclusion would be anti-dilutive. The Company had the following common stock equivalents at September 30, 2023 and 2022: September 30, September 30, Convertible Notes 9,341,825 9,341,825 Options 3,123,137 3,012,639 Warrants — 41,103 Total 12,464,962 12,395,567 |
Fair Value Measurement
Fair Value Measurement | 3 Months Ended |
Sep. 30, 2023 | |
Fair Value Measurement [Abstract] | |
Fair Value Measurement | Note 17. Fair Value Measurement Fair value is defined as the price that would be received upon selling an asset or the price paid to transfer a liability on the measurement date. It focuses on the exit price in the principal or most advantageous market for the asset or liability in an orderly transaction between willing market participants. A three-tier fair value hierarchy is established as a basis for considering such assumptions and for inputs used in the valuation methodologies in measuring fair value. This hierarchy requires entities to maximize the use of observable inputs and minimize the use of unobservable inputs. The three levels of inputs used to measure fair values are as follows: Level 1: Observable prices in active markets for identical assets and liabilities. Level 2: Observable inputs other than quoted prices in active markets for identical assets and liabilities. Level 3: Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets and liabilities. The following table classifies the liabilities measured at fair value on a recurring basis into the fair value hierarchy as of September 30, 2023: Fair value at Level 1 Level 2 Level 3 Derivative liabilities 66 — — 66 Total fair value $ 66 $ — $ — $ 66 The following table classifies the liabilities measured at fair value on a recurring basis into the fair value hierarchy as of June 30, 2023: Fair value at Level 1 Level 2 Level 3 Derivative liabilities 2,080 — — 2,080 Total fair value $ 2,080 $ — $ — $ 2,080 There were no transfers between Level 1, 2, or 3 valuation classifications during the three months ended September 30, 2023. The following table sets forth a summary of the changes in the fair value of Level 3 contingent consideration that are measured at fair value on a recurring basis: Fair Value of Embedded Derivatives September 30, Beginning balance $ 2,080 Change in fair value of convertible note derivatives (2,014 ) Ending balance $ 66 The fair value of the embedded derivatives in our convertible notes that were classified as Level 3 in the table above were estimated using a with and without approach on a lattice model framework with significant inputs that are not observable in the market and thus represent a Level 3 fair value measurement as defined in ASC 820. The significant inputs in the Level 3 measurement not supported by market activity include the probability and timing assessments of expected future change of control events, the volatility of our share price and the discount rate used to present value future cash payments under the convertible debt obligation. The development and determination of the unobservable inputs for Level 3 fair value measurements and the fair value calculations are the responsibility of the Company’s chief financial officer and are approved by the chief executive officer. The fair value of the embedded derivatives in our convertible notes as of September 30, 2023 and June 30, 2023 were valued with the following assumptions: September 30, June 30, Stock Price $ 0.75 $ 3.18 Volatility of stock price 75 % 70 % Risk free interest rate 4.73 % 4.32 % Debt yield 41.8 % 40.6 % Remaining term (years) 3.7 4.0 |
Subsequent Events
Subsequent Events | 3 Months Ended |
Sep. 30, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 18. Subsequent Events Nasdaq Notification On October 24, 2023, the Company received notification from the Listing Qualifications Department of The Nasdaq Stock Market, or Nasdaq, stating that the Company did not comply with the minimum $1.00 bid price requirement for continued listing set forth in Nasdaq Listing Rule 5550(a)(2) (the “Bid Price Requirement”). In accordance with Nasdaq listing rules, the Company has been afforded 180 calendar days (until April 22, 2024) to regain compliance with the Bid Price Requirement (the “Initial Compliance Period”). If the Company does not regain compliance by April 22, 2024, the Company may be eligible for an additional grace period. To qualify, the Company must, as of the final day of the Initial Compliance Period, meet the applicable market value of publicly held shares requirement for continued listing and all other applicable standards for initial listing on the Capital Market (except the Bid Price Requirement) based on the Company’s most recent public filings and market information and must notify Nasdaq of its intent to cure this deficiency. If the Company meets these requirements, the Nasdaq staff would be expected to grant an additional 180 calendar days for the Company to regain compliance with Bid Price Requirement. To regain compliance, the closing bid price of the Company’s common stock must meet or exceed $1.00 per share for a minimum of ten consecutive business days during this 180-day period, all as described in more detail in the Current Report on Form 8-K filed with the SEC on October 27, 2023. There can be no assurance that we will regain compliance with the Bid Price Requirement by the April 22, 2024 deadline, or that we will be eligible for the second 180 day compliance period. Our inability to regain compliance with the Bid Price Requirement would materially impair our ability to raise capital. Moreover, if we were unable to regain compliance with the Bid Price Requirement, our common stock would likely then trade only in the over-the-counter market and the market liquidity of our common stock could be adversely affected and its market price could decrease. If our common stock were to trade on the over-the-counter market, selling our common stock could be more difficult because smaller quantities of shares would likely be bought and sold, transactions could be delayed, and we could face significant material adverse consequences, including: a limited availability of market quotations for our securities; reduced liquidity with respect to our securities; a determination that our shares are a “penny stock,” which will require brokers trading in our securities to adhere to more stringent rules, possibly resulting in a reduced level of trading activity in the secondary trading market for our securities; a reduced amount of news and analyst coverage; and a decreased ability to issue additional securities or obtain additional financing in the future. These factors could result in lower prices and larger spreads in the bid and ask prices for our common stock and would substantially impair our ability to raise additional funds and could result in a loss of institutional investor interest and fewer development opportunities for us. Authorized Share Increase On November 2, 2023, the Company’s Stockholders approved a Certificate of Amendment (the “Certificate of Amendment”) to its Certificate of Incorporation with the Secretary of State of the State of Delaware for the purpose of increasing the number of authorized shares of Common Stock, from 125,000,000 shares to 175,000,000 shares. The Certificate of Amendment became effective on November 2, 2023 upon filing with the Secretary of State. |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 3 Months Ended |
Sep. 30, 2023 | |
Summary of Significant Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The Company’s unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and the rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial information and the instructions to Form 10-Q. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for annual financial statements. In the opinion of management, all adjustments (consisting of normal accruals) considered necessary for a fair presentation have been included. The Company has evaluated subsequent events through the filing of this Form 10-Q. Operating results for the quarter ended September 30, 2023 are not necessarily indicative of the results that may be expected for the year ending June 30, 2024 or any future interim period. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and notes thereto included in the Company’s Form 10-K filed with the SEC on September 6, 2023 (the “2023 Annual Report”). |
Principles of Consolidation | Principles of Consolidation The accompanying consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, Akoustis, Inc., RFM Integrated Device, Inc. and Grinding & Dicing Services, Inc. All significant intercompany accounts and transactions have been eliminated in consolidation. |
Significant Accounting Policies and Estimates | Significant Accounting Policies and Estimates The Company’s significant accounting policies are disclosed in Note. 3 Summary of Significant Accounting Policies in the 2023 Annual Report. Since the date of the 2023 Annual Report, there have been no material changes to the Company’s significant accounting policies. The preparation of the unaudited condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the unaudited condensed consolidated financial statements and the accompanying notes thereto. The policies, estimates and assumptions include valuing equity securities, derivative liabilities, deferred taxes and related valuation allowances, contingent consideration, goodwill, intangible assets, revenue recognition, and the fair values of long-lived assets. Actual results could differ from the estimates. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In June 2016, the FASB issued Accounting Standards Update ("ASU") 2016-13, "Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments," which requires a current lifetime expected credit loss methodology to be used to measure impairments of accounts receivable and other financial assets. Using this methodology will result in earlier recognition of losses than under the previous incurred loss approach, which requires waiting to recognize a loss until it is probable of being incurred. The Company adopted the standard, which applies to its accounts receivables, in the first quarter of fiscal 2024. Under this new standard, trade receivables are now evaluated on a collective (pool) basis and aggregated on the basis of similar risk characteristics. These aggregated risk pools will be reassessed at each measurement date. A combination of factors is considered in determining the appropriate estimate of expected credit losses which include broad-based economic indicators as well as customers' financial strength, credit standing, payment history and any historical defaults. The adoption of this standard using the modified retrospective transition method resulted in a cumulative-effect adjustment to retained earnings of $201 |
Revenue Recognition from Cont_2
Revenue Recognition from Contracts with Customers (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
Revenue Recognition from Contracts with Customers [Abstract] | |
Schedule of Company’s Reportable Segments by Geographic Region | The following table summarizes the revenues of the Company’s reportable segments by geographic region for the three months ended September 30, 2023 (in thousands): Fabrication Product Sales Total Revenue Americas $ 2,282 $ 716 $ 2,998 Asia 269 3,045 3,314 Europe 103 587 690 Total $ 2,654 $ 4,348 $ 7,002 Fabrication Product Sales Total Revenue Americas $ 706 $ 913 $ 1,619 Asia 227 3,075 3,302 Europe — 635 635 Other — 10 10 Total $ 933 $ 4,633 $ 5,566 |
Schedule of Changes in the Opening and Closing Balances | The following table summarizes the changes in the opening and closing balances of the Company’s contract asset (included in Other current assets on the Consolidated Balance Sheet) and contract liability (included as Deferred revenue on the Consolidated Balance Sheet) for the first three months of fiscal years 2024 and 2023 (in thousands): Contract Contract Balance, June 30, 2023 $ 1,894 $ 105 Closing, September 30, 2023 720 312 Increase/(Decrease) $ (1,174 ) $ 207 Balance, June 30, 2022 $ 923 $ 286 Closing, September 30, 2022 1,661 147 Increase/(Decrease) $ 738 $ (139 ) |
Inventory (Tables)
Inventory (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
Inventory [Abstract] | |
Inventory | Inventory consisted of the following as of September 30, 2023 and June 30, 2023 (in thousands): September 30, June 30, Raw Materials $ 1,657 $ 1,574 Work in Process 1,636 3,741 Finished Goods 2,889 2,233 Total Inventory $ 6,182 $ 7,548 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
Property and Equipment, Net [Abstract] | |
Schedule of Property and Equipment, Net | Property and equipment, net consisted of the following as of September 30, 2023 and June 30, 2023 (in thousands): Estimated September 30, June 30, Land n/a $ 1,000 $ 1,000 Building and leasehold improvements * 9,312 9,016 Equipment 2-10 years 73,900 71,151 Computer Equipment & Software 3-5 years 2,799 3,186 Total 87,011 84,335 Less: Accumulated Depreciation (28,871 ) (26,509 ) Total $ 58,140 $ 57,826 (*) Leasehold improvements are amortized on a straight-line basis over the term of the lease or the estimated useful lives, whichever is shorter. Buildings are amortized on a straight-line basis between 11 and 39 years. |
Business Acquisition (Tables)
Business Acquisition (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
Business Acquisition [Abstract] | |
Schedule of Unaudited Pro Forma Information | The unaudited pro forma information does not purport to be indicative of the results that would have been obtained if the acquisition had actually occurred at the beginning of the year prior to acquisition, nor of the results that may be reported in the future. Three Months Ended 2023 2022 Unaudited Unaudited Revenues $ 7,002 $ 7,394 Net Loss $ (20,129 ) $ (18,979 ) Net Loss per Share $ (0.28 ) $ (0.33 ) |
Accounts Payable and Accrued _2
Accounts Payable and Accrued Expenses (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
Accounts Payable and Accrued Expenses [Abstract] | |
Schedule of Accounts Payable and Accrued Expenses | Accounts payable and accrued expenses consisted of the following at September 30, 2023 and June 30, 2023 (in thousands): September 30, June 30, Accounts payable $ 6,023 $ 3,979 Accrued salaries and benefits 2,808 4,781 Accrued goods received not invoiced 1,555 3,700 Accrued professional fees 3,579 2,248 Other accrued expenses 1,159 2,319 Totals $ 15,124 $ 17,027 |
Notes Payable (Tables)
Notes Payable (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
Notes Payable [Abstract] | |
Schedule of Convertible Debt | The following table summarizes convertible debt as of September 30, 2023 (in thousands): Maturity Stated Conversion Face Remaining Fair Carrying Long Term convertible notes payable 6.0% convertible senior notes 06/15/2027 6.00 % $ 4.71 $ 44,000 $ (2,578 ) $ 66 $ 41,488 Ending Balance as of September 30, 2023 $ 44,000 $ (2,578 ) $ 66 $ 41,488 Maturity Stated Conversion Face Remaining Fair Carrying Long Term convertible notes payable 6.0% convertible senior notes 06/15/2027 6.00 % $ 4.71 $ 44,000 $ (2,733 ) $ 2,080 $ 43,347 Ending Balance as of June 30, 2023 $ 44,000 $ (2,733 ) $ 2,080 $ 43,347 |
Concentrations (Tables)
Concentrations (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
Concentrations [Abstract] | |
Schedule of Customer Concentration as a Percentage of Revenue | Customer concentration as a percentage of revenue for the three months ended September 30, 2023 and 2022 are as follows: Three Months Three Months Customer 1 — 28 % Customer 2 26 % 12 % Customer 3 — 11 % Three Months Three Months Customer 1 — 25 % Customer 2 — 13 % Customer 3 11 % 13 % Customer 4 10 % — Three Months Three Months Vendor 1 17 % 11 % Vendor 2 11 % — |
Stockholders_ Equity (Tables)
Stockholders’ Equity (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
Equity [Abstract] | |
Schedule of Black-Scholes Option Pricing Model | During the three months ended September 30, 2023, the Company granted employees options to purchase an aggregate of approximately 2 thousand shares of common stock. The fair values of the Company’s options were estimated at the dates of grant using a Black-Scholes option pricing model with the following assumptions: Three Months Exercise price $ 0.97 Expected term (years) 4.75 Volatility 71 % Risk-free interest rate 4.42 % Dividend yield 0 % Weighted Average Grant Date Fair Value of Options granted during the period $ 0.59 |
Schedule of Compensation Expense Related to our Stock-Based Awards | Compensation expense related to our stock-based awards described above was as follows (in thousands): Three Months Ended 2023 2022 Research and Development $ 533 $ 1,168 General and Administrative 1,288 $ 1,181 Cost of revenue 62 — Total $ 1,883 $ 2,349 |
Schedule of Unrecognized Stock-Based Compensation Expense and Weighted-Average Years | Unrecognized stock-based compensation expense and weighted-average years to be recognized are as follows (in thousands): As of September 30, 2023 Unrecognized Weighted- Options $ 1,344 1.90 Restricted stock units $ 9,343 2.15 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
Leases [Abstract] | |
Schedule of Operating Lease Expense | The components of lease expense were as follows: Three Months Ended Three Months Ended Operating Lease Expense $ 156 $ 102 |
Schedule of Balance Sheet Information Related to Leases | Supplemental balance sheet information related to leases was as follows (in thousands): Classification on the September 30, June 30, Assets Operating lease assets Other non-current assets $ 1,261 $ 1,374 Liabilities Other current liabilities Current liabilities 460 439 Operating lease liabilities Other non-current liabilities 854 976 Weighted Average Remaining Lease Term: Operating leases 2.77 Years 2.97 Years Weighted Average Discount Rate: Operating leases 12.84 % 12.77 % |
Schedule of Minimum Future Lease Payments | The following table outlines the minimum future lease payments for the next five years and thereafter, (in thousands): For the year ending June 30, 2024 $ 446 2025 606 2026 374 2027 66 Thereafter 79 Total lease payments (undiscounted cash flows) 1,571 Less imputed interest (257 ) Total $ 1,314 |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
Segment Information [Abstract] | |
Schedule of Operating Segments Based on Revenue and Operating Profit (Loss) | The Company evaluates performance of its operating segments based on revenue and operating profit (loss). Segment information for the three months ended September 30, 2023 and 2022 are as follows (in thousands): Fabrication RF Filters Total Three months ended September 30, 2023 Revenue $ 2,665 $ 4,337 $ 7,002 Cost of revenue 1,547 6,539 8,086 Gross margin 1,118 (2,202 ) (1,084 ) Research and development — 10,346 10,346 General and administrative 1,298 8,926 10,224 Income (Loss) from Operations $ (180 ) (21,474 ) (21,654 ) Three months ended September 30, 2022 Revenue $ 932 $ 4,634 $ 5,566 Cost of revenue 892 5,561 6,453 Gross margin 40 (927 ) (887 ) Research and development — 10,097 10,097 General and administrative — 6,982 6,982 Income (Loss) from Operations $ 40 (18,006 ) (17,966 ) As of September 30, 2023 Accounts receivable, net $ 1,093 $ 2,849 $ 3,942 Property and equipment, net 2,300 55,840 58,140 As of June 30, 2023 Accounts receivable, net $ 1,124 $ 3,629 $ 4,753 Property and equipment, net 2,394 55,432 57,826 |
Loss Per Share (Tables)
Loss Per Share (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
Loss Per Share [Abstract] | |
Schedule of Common Stock Equivalents | The Company had the following common stock equivalents at September 30, 2023 and 2022: September 30, September 30, Convertible Notes 9,341,825 9,341,825 Options 3,123,137 3,012,639 Warrants — 41,103 Total 12,464,962 12,395,567 |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
Fair Value Measurement [Abstract] | |
Schedule of Liabilities Measured at Fair Value | The following table classifies the liabilities measured at fair value on a recurring basis into the fair value hierarchy as of September 30, 2023: Fair value at Level 1 Level 2 Level 3 Derivative liabilities 66 — — 66 Total fair value $ 66 $ — $ — $ 66 Fair value at Level 1 Level 2 Level 3 Derivative liabilities 2,080 — — 2,080 Total fair value $ 2,080 $ — $ — $ 2,080 |
Schedule of Fair Value of Embedded Derivatives | The following table sets forth a summary of the changes in the fair value of Level 3 contingent consideration that are measured at fair value on a recurring basis: Fair Value of Embedded Derivatives September 30, Beginning balance $ 2,080 Change in fair value of convertible note derivatives (2,014 ) Ending balance $ 66 |
Schedule of Fair Value of Embedded Derivatives in Our Convertible Notes | The fair value of the embedded derivatives in our convertible notes as of September 30, 2023 and June 30, 2023 were valued with the following assumptions: September 30, June 30, Stock Price $ 0.75 $ 3.18 Volatility of stock price 75 % 70 % Risk free interest rate 4.73 % 4.32 % Debt yield 41.8 % 40.6 % Remaining term (years) 3.7 4.0 |
Liquidity (Details)
Liquidity (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Jun. 30, 2023 |
Liquidity [Abstract] | ||
Cash and cash equivalents | $ 25,787 | $ 43,104 |
Working capital | 22,700 | |
Common stock remaining amount | $ 48,000 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Details) | 3 Months Ended |
Sep. 30, 2023 USD ($) | |
Summary of Significant Accounting Policies [Abstract] | |
Retained earning adjustment |
Revenue Recognition from Cont_3
Revenue Recognition from Contracts with Customers (Details) $ in Thousands | 3 Months Ended |
Sep. 30, 2023 USD ($) | |
Revenue Recognition from Contracts with Customers (Details) [Line Items] | |
Opening contract liability balance | $ 25 |
Performance obligations | 2,400 |
Non-recurring Engineering Business [Member] | |
Revenue Recognition from Contracts with Customers (Details) [Line Items] | |
Opening contract asset balance | $ 1,500 |
Revenue Recognition from Cont_4
Revenue Recognition from Contracts with Customers (Details) - Schedule of Company’s Reportable Segments by Geographic Region - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Revenue, Major Customer [Line Items] | ||
Total Revenue with Customers | $ 7,002 | $ 5,566 |
Americas [Member] | ||
Revenue, Major Customer [Line Items] | ||
Total Revenue with Customers | 2,998 | 1,619 |
Asia [Member] | ||
Revenue, Major Customer [Line Items] | ||
Total Revenue with Customers | 3,314 | 3,302 |
Europe [Member] | ||
Revenue, Major Customer [Line Items] | ||
Total Revenue with Customers | 690 | 635 |
Other [Member] | ||
Revenue, Major Customer [Line Items] | ||
Total Revenue with Customers | 10 | |
Foundry Fabrication Services Revenue [Member] | ||
Revenue, Major Customer [Line Items] | ||
Total Revenue with Customers | 2,654 | 933 |
Foundry Fabrication Services Revenue [Member] | Americas [Member] | ||
Revenue, Major Customer [Line Items] | ||
Total Revenue with Customers | 2,282 | 706 |
Foundry Fabrication Services Revenue [Member] | Asia [Member] | ||
Revenue, Major Customer [Line Items] | ||
Total Revenue with Customers | 269 | 227 |
Foundry Fabrication Services Revenue [Member] | Europe [Member] | ||
Revenue, Major Customer [Line Items] | ||
Total Revenue with Customers | 103 | |
Foundry Fabrication Services Revenue [Member] | Other [Member] | ||
Revenue, Major Customer [Line Items] | ||
Total Revenue with Customers | ||
Product Sales Revenue [Member] | ||
Revenue, Major Customer [Line Items] | ||
Total Revenue with Customers | 4,348 | 4,633 |
Product Sales Revenue [Member] | Americas [Member] | ||
Revenue, Major Customer [Line Items] | ||
Total Revenue with Customers | 716 | 913 |
Product Sales Revenue [Member] | Asia [Member] | ||
Revenue, Major Customer [Line Items] | ||
Total Revenue with Customers | 3,045 | 3,075 |
Product Sales Revenue [Member] | Europe [Member] | ||
Revenue, Major Customer [Line Items] | ||
Total Revenue with Customers | $ 587 | 635 |
Product Sales Revenue [Member] | Other [Member] | ||
Revenue, Major Customer [Line Items] | ||
Total Revenue with Customers | $ 10 |
Revenue Recognition from Cont_5
Revenue Recognition from Contracts with Customers (Details) - Schedule of Changes in the Opening and Closing Balances - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Schedule of Changes in the Opening and Closing Balances [Abstract] | ||
Balance, Contract Assets | $ 1,894 | $ 923 |
Balance, Contract Liability | 105 | 286 |
Closing, Contract Assets | 720 | 1,661 |
Closing, Contract Liability | 312 | 147 |
Increase/(Decrease), Contract Assets | (1,174) | 738 |
Increase/(Decrease), Contract Liability | $ 207 | $ (139) |
Inventory (Details) - Schedule
Inventory (Details) - Schedule of Inventory - USD ($) $ in Thousands | Sep. 30, 2023 | Jun. 30, 2023 |
Schedule of Inventory, Net of Reserves [Abstract] | ||
Raw Materials | $ 1,657 | $ 1,574 |
Work in Process | 1,636 | 3,741 |
Finished Goods | 2,889 | 2,233 |
Total Inventory | $ 6,182 | $ 7,548 |
Property and Equipment, Net (De
Property and Equipment, Net (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | Jun. 30, 2023 | |
Property and Equipment, Net [Abstract] | |||
Depreciation expense | $ 2.4 | $ 2.1 | |
Net book value | $ 7.3 | $ 7.1 |
Property and Equipment, Net (_2
Property and Equipment, Net (Details) - Schedule of Property and Equipment, Net - USD ($) $ in Thousands | Sep. 30, 2023 | Jun. 30, 2023 | |
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 87,011 | $ 84,335 | |
Less: Accumulated Depreciation | (28,871) | (26,509) | |
Property and equipment, net | $ 58,140 | 57,826 | |
Land [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Estimated Useful Life | |||
Property and equipment, gross | $ 1,000 | 1,000 | |
Building & Leasehold Improvements [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Estimated Useful Life | [1] | ||
Property and equipment, gross | $ 9,312 | 9,016 | |
Equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 73,900 | 71,151 | |
Equipment [Member] | Minimum [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Estimated Useful Life | 2 years | ||
Equipment [Member] | Maximum [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Estimated Useful Life | 10 years | ||
Computer Equipment and Software [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 2,799 | $ 3,186 | |
Computer Equipment and Software [Member] | Minimum [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Estimated Useful Life | 3 years | ||
Computer Equipment and Software [Member] | Maximum [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Estimated Useful Life | 5 years | ||
[1] Leasehold improvements are amortized on a straight-line basis over the term of the lease or the estimated useful lives, whichever is shorter. Buildings are amortized on a straight-line basis between 11 and 39 years. |
Business Acquisition (Details)
Business Acquisition (Details) - Grinding & Dicing Services, Inc. [Member] $ in Millions | 3 Months Ended |
Sep. 30, 2023 USD ($) | |
Business Acquisition (Details) [Line Items] | |
Consideration amount | $ 13.9 |
Common stock value | 1.7 |
Promissory Note [Member] | |
Business Acquisition (Details) [Line Items] | |
Original principal amount issued | 4 |
Principal amount | $ 1.3 |
Business Acquisition (Details)
Business Acquisition (Details) - Schedule of Unaudited Pro Forma Information - Unaudited Proforma [Member] - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Business Acquisition (Details) - Schedule of Unaudited Pro Forma Information [Line Items] | ||
Revenues | $ 7,002 | $ 7,394 |
Net Loss | $ (20,129) | $ (18,979) |
Net Loss per Share (in Dollars per share) | $ (0.28) | $ (0.33) |
Goodwill (Details)
Goodwill (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Jun. 30, 2023 |
Goodwill [Abstract] | ||
Goodwill carrying amount | $ 14,559 | $ 14,559 |
Accounts Payable and Accrued _3
Accounts Payable and Accrued Expenses (Details) - Schedule of Accounts Payable and Accrued Expenses - USD ($) $ in Thousands | Sep. 30, 2023 | Jun. 30, 2023 |
Schedule of Accounts Payable and Accrued Expenses [Abstract] | ||
Accounts payable | $ 6,023 | $ 3,979 |
Accrued salaries and benefits | 2,808 | 4,781 |
Accrued goods received not invoiced | 1,555 | 3,700 |
Accrued professional fees | 3,579 | 2,248 |
Other accrued expenses | 1,159 | 2,319 |
Totals | $ 15,124 | $ 17,027 |
Notes Payable (Details)
Notes Payable (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Sep. 30, 2023 | Jun. 30, 2023 | Jan. 31, 2023 | |
Notes Payable (Details) [Line Items] | |||
Contractual interest | $ 660 | ||
Amortized debt discount | 155 | ||
Aggregate principle amount | 44,000 | $ 44,000 | |
Compensation expense | 333 | ||
Promissory Note [Member] | |||
Notes Payable (Details) [Line Items] | |||
Aggregate principle amount | $ 4,000 | ||
Outstanding principal amount | $ 1,300 |
Notes Payable (Details) - Sched
Notes Payable (Details) - Schedule of Convertible Debt - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended |
Sep. 30, 2023 | Jun. 30, 2023 | |
Notes Payable (Details) - Schedule of Convertible Debt [Line Items] | ||
Face Value | $ 44,000 | $ 44,000 |
Remaining Debt (Discount) | (2,578) | (2,733) |
Fair Value of Embedded Derivatives | 66 | 2,080 |
Carrying Value | $ 41,488 | $ 43,347 |
6.0% convertible senior notes [Member] | ||
Notes Payable (Details) - Schedule of Convertible Debt [Line Items] | ||
Maturity Date | Jun. 15, 2027 | Jun. 15, 2027 |
Stated Interest Rate | 6% | 6% |
Conversion Price (in Dollars per share) | $ 4.71 | $ 4.71 |
Face Value | $ 44,000 | $ 44,000 |
Remaining Debt (Discount) | (2,578) | (2,733) |
Fair Value of Embedded Derivatives | 66 | 2,080 |
Carrying Value | $ 41,488 | $ 43,347 |
Concentrations (Details) - Sche
Concentrations (Details) - Schedule of Customer Concentration as a Percentage of Revenue | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Customer 1 [Member] | ||
Concentration Risk [Line Items] | ||
Revenue | 28% | |
Accounts receivable | 25% | |
Customer 2 [Member] | ||
Concentration Risk [Line Items] | ||
Revenue | 26% | 12% |
Accounts receivable | 13% | |
Customer 3 [Member] | ||
Concentration Risk [Line Items] | ||
Revenue | 11% | |
Accounts receivable | 11% | 13% |
Customer 4 [Member] | ||
Concentration Risk [Line Items] | ||
Accounts receivable | 10% | |
Vendor 1 [Member] | ||
Concentration Risk [Line Items] | ||
Purchases | 17% | 11% |
Vendor 2 [Member] | ||
Concentration Risk [Line Items] | ||
Purchases | 11% |
Stockholders_ Equity (Details)
Stockholders’ Equity (Details) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended |
Sep. 30, 2023 USD ($) $ / shares shares | |
Equity incentive plan [Member] | Common Stock [Member] | |
Stockholders’ Equity (Details) [Line Items] | |
Stock Issued During Period, Shares, Employee Stock Purchase Plans | shares | 2 |
Restricted Stock Units (RSUs) [Member] | |
Stockholders’ Equity (Details) [Line Items] | |
Number of Restricted Stock Unit | $ | $ 979 |
Weighted average fair value grant date fair value per share | $ / shares | $ 0.95 |
Market Value Stock Unit Awards [Member] | |
Stockholders’ Equity (Details) [Line Items] | |
Number of Restricted Stock Unit | $ | $ 550 |
Vesting period | 3 years |
Market Value Stock Unit Awards [Member] | Minimum [Member] | |
Stockholders’ Equity (Details) [Line Items] | |
Vesting percentage | 0% |
Market Value Stock Unit Awards [Member] | Maximum [Member] | |
Stockholders’ Equity (Details) [Line Items] | |
Vesting percentage | 200% |
MVSUs [Member] | |
Stockholders’ Equity (Details) [Line Items] | |
Weighted average fair value grant date fair value per share | $ / shares | $ 1.41 |
Stockholders_ Equity (Details)
Stockholders’ Equity (Details) - Schedule of Black-Scholes Option Pricing Model - Option [Member] | 3 Months Ended |
Sep. 30, 2023 $ / shares | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Exercise price (in Dollars per share) | $ 0.97 |
Expected term (years) | 4 years 9 months |
Volatility | 71% |
Risk-free interest rate | 4.42% |
Dividend yield | 0% |
Weighted Average Grant Date Fair Value of Options granted during the period (in Dollars per share) | $ 0.59 |
Stockholders_ Equity (Details_2
Stockholders’ Equity (Details) - Schedule of Compensation Expense Related to our Stock-Based Awards - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Schedule of Total Operating Expenses in the Consolidated Statements of Operations [Abstract] | ||
Research and Development | $ 533 | $ 1,168 |
General and Administrative | 1,288 | 1,181 |
Cost of revenue | 62 | |
Total | $ 1,883 | $ 2,349 |
Stockholders_ Equity (Details_3
Stockholders’ Equity (Details) - Schedule of Unrecognized Stock-Based Compensation Expense and Weighted-Average Years $ in Thousands | 3 Months Ended |
Sep. 30, 2023 USD ($) | |
Options [Member] | |
Stockholders’ Equity (Details) - Schedule of Unrecognized Stock-Based Compensation Expense and Weighted-Average Years [Line Items] | |
Unrecognized stock-based compensation | $ 1,344 |
Weighted-average years to be recognized | 1 year 10 months 24 days |
Restricted Stock Units [Member] | |
Stockholders’ Equity (Details) - Schedule of Unrecognized Stock-Based Compensation Expense and Weighted-Average Years [Line Items] | |
Unrecognized stock-based compensation | $ 9,343 |
Weighted-average years to be recognized | 2 years 1 month 24 days |
Leases (Details) - Schedule of
Leases (Details) - Schedule of Operating Lease Expense - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Schedule of Operating Lease Expense [Abstract] | ||
Operating Lease Expense | $ 156 | $ 102 |
Leases (Details) - Schedule o_2
Leases (Details) - Schedule of Balance Sheet Information Related to Leases - USD ($) $ in Thousands | Sep. 30, 2023 | Jun. 30, 2023 |
Assets | ||
Operating lease assets | $ 1,261 | $ 1,374 |
Liabilities | ||
Other current liabilities | 460 | 439 |
Operating lease liabilities | $ 854 | $ 976 |
Weighted Average Remaining Lease Term: | ||
Operating leases term | 2 years 9 months 7 days | 2 years 11 months 19 days |
Weighted Average Discount Rate: | ||
Discount rate of operating leases | 12.84% | 12.77% |
Leases (Details) - Schedule o_3
Leases (Details) - Schedule of Minimum Future Lease Payments $ in Thousands | Sep. 30, 2023 USD ($) |
Schedule of Minimum Future Lease Payments [Abstract] | |
2024 | $ 446 |
2025 | 606 |
2026 | 374 |
2027 | 66 |
Thereafter | 79 |
Total lease payments (undiscounted cash flows) | 1,571 |
Less imputed interest | (257) |
Total | $ 1,314 |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |
Feb. 27, 2018 | Sep. 30, 2023 | Jun. 30, 2023 | |
Commitments and Contingencies [Abstract] | |||
Lease, description | Pursuant to the Agreements, the Company will lease for $1.00 annually to the OCIDA an approximately 9.995 acre parcel of land in Canandaigua, New York, together with the improvements thereon (including the Company’s New York fabrication facility), and transfer title to certain related equipment and personal property to the OCIDA (collectively, the “Facility”). | ||
Aggregate principal amount | $ 12 | ||
Lease benefits | $ 0.4 | ||
Gross unrecognized indirect tax credits | $ 0.1 | $ 0.1 |
Segment Information (Details) -
Segment Information (Details) - Schedule of Operating Segments Based on Revenue and Operating Profit (Loss) - USD ($) $ in Thousands | 3 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Jun. 30, 2023 | |
Segment Reporting Information [Line Items] | |||
Revenue | $ 7,002 | $ 5,566 | |
Cost of revenue | 8,086 | 6,453 | |
Gross margin | (1,084) | (887) | |
Research and development | 10,346 | 10,097 | |
General and administrative | 10,224 | 6,982 | |
Income (Loss) from Operations | (21,654) | (17,966) | |
Accounts receivable, net | 3,942 | $ 4,753 | |
Property and equipment, net | 58,140 | 57,826 | |
Fabrication Services [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 2,665 | 932 | |
Cost of revenue | 1,547 | 892 | |
Gross margin | 1,118 | 40 | |
Research and development | |||
General and administrative | 1,298 | ||
Income (Loss) from Operations | (180) | 40 | |
Accounts receivable, net | 1,093 | 1,124 | |
Property and equipment, net | 2,300 | 2,394 | |
RF Filters [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 4,337 | 4,634 | |
Cost of revenue | 6,539 | 5,561 | |
Gross margin | (2,202) | (927) | |
Research and development | 10,346 | 10,097 | |
General and administrative | 8,926 | 6,982 | |
Income (Loss) from Operations | (21,474) | $ (18,006) | |
Accounts receivable, net | 2,849 | 3,629 | |
Property and equipment, net | $ 55,840 | $ 55,432 |
Loss Per Share (Details) - Sche
Loss Per Share (Details) - Schedule of Common Stock Equivalents - shares | Sep. 30, 2023 | Sep. 30, 2022 |
Loss Per Share (Details) - Schedule of Common Stock Equivalents [Line Items] | ||
Total common stock equivalents shares | 12,464,962 | 12,395,567 |
Warrants [Member] | ||
Loss Per Share (Details) - Schedule of Common Stock Equivalents [Line Items] | ||
Total common stock equivalents shares | 41,103 | |
Convertible Notes [Member] | ||
Loss Per Share (Details) - Schedule of Common Stock Equivalents [Line Items] | ||
Total common stock equivalents shares | 9,341,825 | 9,341,825 |
Options [Member] | ||
Loss Per Share (Details) - Schedule of Common Stock Equivalents [Line Items] | ||
Total common stock equivalents shares | 3,123,137 | 3,012,639 |
Fair Value Measurement (Details
Fair Value Measurement (Details) - Schedule of Liabilities Measured at Fair Value - USD ($) $ in Thousands | Sep. 30, 2023 | Jun. 30, 2023 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative liabilities | $ 66 | $ 2,080 |
Total fair value | 66 | 2,080 |
Level 1 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative liabilities | ||
Total fair value | ||
Level 2 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative liabilities | ||
Total fair value | ||
Level 3 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative liabilities | 66 | 2,080 |
Total fair value | $ 66 | $ 2,080 |
Fair Value Measurement (Detai_2
Fair Value Measurement (Details) - Schedule of Fair Value of Embedded Derivatives $ in Thousands | 3 Months Ended |
Sep. 30, 2023 USD ($) | |
Schedule of Fair Value of Embedded Derivatives [Abstract] | |
Beginning balance | $ 2,080 |
Change in fair value of convertible note derivatives | (2,014) |
Ending balance | $ 66 |
Fair Value Measurement (Detai_3
Fair Value Measurement (Details) - Schedule of Fair Value of Embedded Derivatives in Our Convertible Notes - $ / shares | 3 Months Ended | 12 Months Ended |
Sep. 30, 2023 | Jun. 30, 2023 | |
Schedule of Fair Value of the Embedded Derivatives in Our Convertible Notes [Abstract] | ||
Stock Price (in Dollars per share) | $ 0.75 | $ 3.18 |
Volatility of stock price | 75% | 70% |
Risk free interest rate | 4.73% | 4.32% |
Debt yield | 41.80% | 40.60% |
Remaining term (years) | 3 years 8 months 12 days | 4 years |
Subsequent Events (Details)
Subsequent Events (Details) - Subsequent Event [Member] - $ / shares | Nov. 02, 2023 | Oct. 24, 2023 |
Subsequent Events (Details) [Line Items] | ||
Bid price per share | $ 1 | |
Minimum [Member] | ||
Subsequent Events (Details) [Line Items] | ||
Common stock, shares authorized | 125,000,000 | |
Maximum [Member] | ||
Subsequent Events (Details) [Line Items] | ||
Common stock, shares authorized | 175,000,000 | |
Bid Price Requirement [Member] | ||
Subsequent Events (Details) [Line Items] | ||
Bid price per share | $ 1 |