Document And Entity Information
Document And Entity Information - shares | 6 Months Ended | |
Dec. 31, 2023 | Feb. 09, 2024 | |
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 | 98,602,957 | |
Amendment Flag | false | |
Entity Central Index Key | 0001584754 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Document Period End Date | Dec. 31, 2023 | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q2 | |
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 | Dec. 31, 2023 | Jun. 30, 2023 |
Assets: | ||
Cash and cash equivalents | $ 12,875 | $ 43,104 |
Accounts receivable, net | 4,808 | 4,753 |
Inventory | 5,476 | 7,548 |
Other current assets | 2,859 | 4,440 |
Total current assets | 26,018 | 59,845 |
Property and equipment, net | 56,198 | 57,826 |
Goodwill | 14,559 | 14,559 |
Intangibles, net | 13,876 | 15,241 |
Operating lease right-of-use asset, net | 1,158 | 1,374 |
Other assets | 74 | 72 |
Total Assets | 111,883 | 148,917 |
Current Liabilities: | ||
Accounts payable and accrued expenses | 13,748 | 17,027 |
Deferred revenue | 56 | 105 |
Operating lease liability | 478 | 439 |
Total current liabilities | 14,282 | 17,571 |
Long-term Liabilities: | ||
Convertible notes payable, net | 41,653 | 43,347 |
Promissory notes payable | 1,333 | 667 |
Operating lease liability | 729 | 976 |
Other long-term liabilities | 117 | 117 |
Total long-term liabilities | 43,832 | 45,107 |
Total Liabilities | 58,114 | 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; 175,000,000 shares authorized; 75,435,479, and 72,154,647 shares issued and outstanding at December 31, 2023 and June 30, 2023, respectively | 75 | 72 |
Additional paid in capital | 360,090 | 356,522 |
Accumulated deficit | (306,396) | (270,355) |
Total Stockholders’ Equity | 53,769 | 86,239 |
Total Liabilities and Stockholders’ Equity | $ 111,883 | $ 148,917 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parentheticals) - $ / shares | Dec. 31, 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 | 175,000,000 | 175,000,000 |
Common stock, shares issued | 75,435,479 | 72,154,647 |
Common stock, shares outstanding | 75,435,479 | 72,154,647 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | |
Income Statement [Abstract] | ||||
Revenue | $ 7,017 | $ 5,865 | $ 14,019 | $ 11,432 |
Cost of revenue | 6,336 | 5,274 | 14,422 | 11,727 |
Gross profit (loss) | 681 | 591 | (403) | (295) |
Operating expenses | ||||
Research and development | 6,411 | 7,645 | 16,758 | 17,730 |
General and administrative expenses | 9,294 | 5,838 | 19,518 | 12,833 |
Total operating expenses | 15,705 | 13,483 | 36,276 | 30,563 |
Loss from operations | (15,024) | (12,892) | (36,679) | (30,858) |
Other (expense) income | ||||
Interest (expense) income | (679) | (702) | (1,164) | (1,445) |
Other (expense) income | 1 | 5 | (9) | |
Change in fair value of contingent consideration | 1,616 | 1,170 | ||
Change in fair value of derivative liabilities | (7) | 818 | 2,006 | 839 |
Total other (expense) income | (685) | 1,737 | 842 | 555 |
Net loss before income taxes | (15,709) | (11,155) | (35,837) | (30,303) |
Income Taxes | 2 | 1 | 3 | (56) |
Net Loss | $ (15,711) | $ (11,156) | $ (35,840) | $ (30,247) |
Net loss per common share - basic (in Dollars per share) | $ (0.21) | $ (0.19) | $ (0.49) | $ (0.53) |
Weighted average common shares outstanding - basic (in Shares) | 73,084,663 | 57,583,844 | 72,695,676 | 57,369,118 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Operations (Unaudited) (Parentheticals) - $ / shares | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | |
Income Statement [Abstract] | ||||
Net loss per common share - diluted | $ (0.21) | $ (0.19) | $ (0.49) | $ (0.53) |
Weighted average common shares outstanding - diluted | 73,084,663 | 57,583,844 | 72,695,676 | 57,369,118 |
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) | $ 103,429 |
Balance (in Shares) at Jun. 30, 2022 | 57,079 | |||
Stock-based compensation | $ 1 | 4,243 | 4,244 | |
Stock-based compensation (in Shares) | 591 | |||
ESPP purchases | 288 | 288 | ||
ESPP purchases (in Shares) | 89 | |||
Common stock issued in payment of note interest | 1,364 | 1,364 | ||
Common stock issued in payment of note interest (in Shares) | 402 | |||
Net loss | (30,247) | (30,247) | ||
Balance at Dec. 31, 2022 | $ 58 | 316,065 | (237,045) | 79,078 |
Balance (in Shares) at Dec. 31, 2022 | 58,161 | |||
Balance at Sep. 30, 2022 | $ 57 | 312,519 | (225,889) | 86,687 |
Balance (in Shares) at Sep. 30, 2022 | 57,341 | |||
Stock-based compensation | $ 1 | 1,894 | 1,895 | |
Stock-based compensation (in Shares) | 329 | |||
ESPP purchases | 288 | 288 | ||
ESPP purchases (in Shares) | 89 | |||
Common stock issued in payment of note interest | 1,364 | 1,364 | ||
Common stock issued in payment of note interest (in Shares) | 402 | |||
Net loss | (11,156) | (11,156) | ||
Balance at Dec. 31, 2022 | $ 58 | 316,065 | (237,045) | 79,078 |
Balance (in Shares) at Dec. 31, 2022 | 58,161 | |||
Balance at Jun. 30, 2023 | $ 72 | 356,522 | (270,355) | $ 86,239 |
Balance (in Shares) at Jun. 30, 2023 | 72,155 | 72,154,647 | ||
Cumulative-effect adoption of ASU 2016-13 | (201) | $ (201) | ||
Stock-based compensation | $ 1 | 2,198 | 2,199 | |
Stock-based compensation (in Shares) | 695 | |||
ESPP purchases | 52 | 52 | ||
ESPP purchases (in Shares) | 209 | |||
Common stock issued in payment of note interest | $ 2 | 1,318 | 1,320 | |
Common stock issued in payment of note interest (in Shares) | 2,376 | |||
Net loss | (35,840) | (35,840) | ||
Balance at Dec. 31, 2023 | $ 75 | 360,090 | (306,396) | $ 53,769 |
Balance (in Shares) at Dec. 31, 2023 | 75,435 | 75,435,479 | ||
Balance at Sep. 30, 2023 | $ 72 | 358,405 | (290,685) | $ 67,792 |
Balance (in Shares) at Sep. 30, 2023 | 72,463 | |||
Stock-based compensation | $ 1 | 315 | 316 | |
Stock-based compensation (in Shares) | 488 | |||
ESPP purchases | 52 | 52 | ||
ESPP purchases (in Shares) | 108 | |||
Common stock issued in payment of note interest | $ 2 | 1,318 | 1,320 | |
Common stock issued in payment of note interest (in Shares) | 2,376 | |||
Net loss | (15,711) | (15,711) | ||
Balance at Dec. 31, 2023 | $ 75 | $ 360,090 | $ (306,396) | $ 53,769 |
Balance (in Shares) at Dec. 31, 2023 | 75,435 | 75,435,479 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (35,840) | $ (30,247) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 6,235 | 5,092 |
Stock-based compensation | 2,199 | 4,244 |
Amortization of debt discount | 312 | 290 |
Amortization of operating lease right of use asset | 216 | 171 |
Non cash interest payments | 1,320 | 1,364 |
Change in fair value of derivative liabilities | (2,006) | (839) |
Change in fair value of contingent consideration | (1,170) | |
(Gain) Loss on disposal of fixed assets & intangibles | 268 | 16 |
Accounts receivable | (256) | 622 |
Inventory | 2,072 | (1,713) |
Other current assets | 1,581 | (1,200) |
Accounts payable and accrued expenses | (957) | (2,469) |
Lease liabilities | (209) | (155) |
Other long term liabilities | 667 | |
Deferred revenue | (49) | (226) |
Net Cash Used in Operating Activities | (24,447) | (26,220) |
Cash paid for property, plant and equipment | (5,834) | (7,985) |
Net Cash Used in Investing Activities | (5,834) | (7,985) |
Proceeds from employee stock purchase plan | 52 | 289 |
Net Cash Provided by Financing Activities | 52 | 289 |
Net Increase (Decrease) in Cash and Cash Equivalents | (30,229) | (33,916) |
Cash and Cash Equivalents - Beginning of Period | 43,104 | 80,485 |
Cash and Cash Equivalents - End of Period | 12,875 | 46,569 |
Cash Paid During the Period for: | ||
Income taxes | 40 | |
SUPPLEMENTARY DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||
Fixed assets included in accounts payable and accrued expenses | (2,322) | 100 |
Cumulative-effect adoption of ASU 2016-13 | (201) | |
Operating lease right-of-use asset, net | 133 | |
Operating lease liability | (133) | |
Common stock issued in payment of interest | $ 1,320 | $ 1,364 |
Organization
Organization | 6 Months Ended |
Dec. 31, 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., which we acquired in January 2023. |
Liquidity
Liquidity | 6 Months Ended |
Dec. 31, 2023 | |
Liquidity [Abstract] | |
Liquidity | Note 2. Liquidity As of December 31, 2023, the Company had cash and cash equivalents of $12.9 million and working capital of $11.7 million. The Company’s short-term and long-term liquidity requirements primarily arise from funding (i) research and development expenses, (ii) G&A expenses including salaries, bonuses, and commissions, (iii) working capital requirements, (iv) business acquisitions and investments we may make from time to time, and (v) interest and principal payments related to our $44.0 million aggregate principal amount of outstanding convertible notes and $4.0 million promissory note.. The Company has incurred losses and negative cash flow from operations since inception. Our operations thus far have been funded primarily with sales of equity and debt securities, as well as contract research and government grants, revenue with customers, foundry services and engineering services. In November 2023, we announced that we had undertaken significant expense reductions and cost-saving measures to reduce our operating cash flow burn. As a result of these cost-savings initiatives, the operating expenditures supporting the future growth of our manufacturing capabilities and expansion of our product offerings have decreased, along with decreases in research and development and headcount costs. Additionally, the Company estimates that approximately $1.6 million of additional cash is needed to complete construction in progress assets that are currently not in service, which construction has been paused as part of these cost-savings initiatives. The Company is actively managing and controlling its cash outflows to mitigate liquidity risks. We are experiencing financial and operating challenges. Although we believe we currently have sufficient resources to fund operations and planned investments for at least the next twelve months from the date of filing this report, there is no assurance that the Company’s projections and estimates are accurate. Until we are able to generate sufficient cash flow from operations to achieve and maintain profitability and meet our obligations as they come due, we will need to raise significant additional capital to sustain our business through, among other means, public or private equity offerings (including sales of our common stock under our at-the-market equity offering program), debt financings, real estate- or equipment-based financing arrangements, corporate collaborations and/or licensing arrangements. In January 2024, we completed a public offering of our common stock raising $10.4 million in net proceeds. 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 the Company is unable to obtain additional financing in a timely fashion and on acceptable terms, 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 | 6 Months Ended |
Dec. 31, 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 December 31, 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 as of December 31, 2023, 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 thousand. |
Revenue Recognition from Contra
Revenue Recognition from Contracts with Customers | 6 Months Ended |
Dec. 31, 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 and amps 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 December 31, 2023 (in thousands): Fabrication Product Total Americas $ 3,151 $ 166 $ 3,317 Asia 134 2,628 2,762 Europe 13 925 938 Total $ 3,298 $ 3,719 $ 7,017 The following table summarizes the revenues of the Company’s reportable segments by geographic region for the six months ended December 31, 2023 (in thousands): Fabrication Product Total Americas $ 5,435 $ 882 $ 6,317 Asia 403 5,665 6,068 Europe 122 1,512 1,634 Total $ 5,960 $ 8,059 $ 14,019 The following table summarizes the revenues of the Company’s reportable segments by geographic region for the three months ended December 31, 2022 (in thousands): Fabrication Product Total Americas $ 1,143 $ 1,223 $ 2,366 Asia 748 1,759 2,507 Europe — 992 992 Total $ 1,891 $ 3,974 $ 5,865 The following table summarizes the revenues of the Company’s reportable segments by geographic region for the six months ended December 31, 2022 (in thousands): Fabrication Product Total Americas $ 1,849 $ 2,136 $ 3,985 Asia 975 4,834 5,809 Europe — 1,628 1,628 Other — 10 10 Total $ 2,824 $ 8,608 $ 11,432 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 six months of fiscal years 2024 and 2023 (in thousands): Contract Contract Balance, June 30, 2023 $ 1,894 $ 70 Closing, December 31, 2023 1,253 56 Increase/(Decrease) $ (641 ) $ (14 ) Balance, June 30, 2022 $ 923 $ 286 Closing, December 31, 2022 2,334 60 Increase/(Decrease) $ 1,411 $ (226 ) 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 six months ended December 31, 2023, that was included in the opening contract liability balance was $70 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 six months ended December 31, 2023, that was included in the opening contract asset balance was $1.8 million, which primarily related to non-recurring engineering services. Backlog of Remaining Customer Performance Obligations As of December 31, 2023, the Company had partially unsatisfied performance obligations related to contracts with an original expected duration of greater than one year. Revenue expected to be recognized from these performance obligations was $1.7 million as of December 31, 2023. 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 | 6 Months Ended |
Dec. 31, 2023 | |
Inventory [Abstract] | |
Inventory | Note 5: Inventory Inventory, net of reserves, consisted of the following as of December 31, 2023 and June 30, 2023 (in thousands): December 31, June 30, Raw Materials $ 1,736 $ 1,574 Work in Process 1,289 3,741 Finished Goods 2,451 2,233 Total Inventory $ 5,476 $ 7,548 |
Property and Equipment, Net
Property and Equipment, Net | 6 Months Ended |
Dec. 31, 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 December 31, 2023 and June 30, 2023 (in thousands): Estimated December 31, June 30, Land n/a $ 1,000 $ 1,000 Building and leasehold improvements * 9,399 9,016 Equipment 2-10 years 74,437 71,151 Computer Equipment & Software 3-5 years 2,795 3,168 Total 87,631 84,335 Less: Accumulated Depreciation (31,433 ) (26,509 ) Total $ 56,198 $ 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 $2.6 million and $2.3 million for the three months ended December 31, 2023 and 2022, respectively. The Company recorded depreciation expense of $4.9 million and $4.4 million for the six months ended December 31, 2023 and 2022, respectively. As of December 31, 2023, equipment with a net book value totaling $7.4 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 | 6 Months Ended |
Dec. 31, 2023 | |
Business Acquisitions [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 with the terms described under 10. Notes Payable below. Pro Forma Results The following unaudited pro forma financial information summarizes the results of operations for the three and six months ended December 31, 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 Six Months Ended 2023 2022 2023 2022 Unaudited Unaudited Unaudited Unaudited Revenues $ 7,017 $ 7,619 $ 14,019 $ 15,012 Net Loss $ (15,711 ) $ (11,068 ) $ (35,840 ) $ (30,047 ) Net Loss per Share $ (0.21 ) $ (0.19 ) $ (0.49 ) $ (0.52 ) |
Goodwill
Goodwill | 6 Months Ended |
Dec. 31, 2023 | |
Goodwill [Abstract] | |
Goodwill | Note 8. Goodwill The Company performs an annual test for goodwill impairment during its last fiscal quarter. The Company 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 second quarter ended December 31, 2023, the Company observed continuing declines in its stock price (with increases and decreases throughout the fiscal year) from a high of $3.20 on July 3, 2023 to a low of $0.48 on October 30, 2023, which led it to conclude that a triggering event had occurred and therefore the Company performed a quantitative test for its two reporting units. Based on the results of the impairment analyses, the Company concluded that the fair values of the reporting units exceed their respective carrying values; therefore, there was no goodwill impairment. However, for the RF Filter reporting unit, the fair value of the reporting unit exceeded its carrying value by less than 10%, indicating that the goodwill of this reporting unit may be at risk of impairment. |
Accounts Payable and Accrued Ex
Accounts Payable and Accrued Expenses | 6 Months Ended |
Dec. 31, 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 December 31, 2023 and June 30, 2023 (in thousands): December 31, June 30, Accounts payable $ 3,187 $ 3,979 Accrued salaries and benefits 2,534 4,781 Accrued goods received not invoiced 1,250 3,700 Accrued professional fees 6,279 2,248 Other accrued expenses 498 2,319 Totals $ 13,748 $ 17,027 |
Notes Payable
Notes Payable | 6 Months Ended |
Dec. 31, 2023 | |
Notes Payable [Abstract] | |
Notes Payable | Note 10. Notes Payable Convertible Senior Notes due 2027 The following table summarizes convertible debt as of December 31, 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 $ (2,421 ) $ 74 $ 41,653 Ending Balance as of December 31, 2023 $ 44,000 $ (2,421 ) $ 74 $ 41,653 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 Convertible Notes during the three months ended December 31, 2023 included contractual interest of $660 thousand and debt discount amortization of $158 thousand. Interest expense on the Convertible Notes during the six months ended December 31, 2023 included contractual interest of $1,320 thousand and debt discount amortization of $312 thousand. 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 the Sellers’ indemnification obligations under the Purchase Agreement, and (ii) 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 and $667 thousand for the three and six months, respectively, ended December 31, 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 | 6 Months Ended |
Dec. 31, 2023 | |
Concentrations [Abstract] | |
Concentrations | Note 11. Concentrations Customers Customer concentration as a percentage of revenue for the three months ended December 31, 2023 and 2022 are as follows: Three Three Customer 1 — 15 % Customer 2 — 12 % Customer 3 — 12 % Customer 4 17 % — Customer 5 13 % — Customer concentration as a percentage of revenue for the six months ended December 31, 2023 and 2022 are as follows: Six Six Customer 1 — 21 % Customer 2 — 10 % Customer 3 — 10 % Customer 4 21 % — Customer concentration as a percentage of accounts receivable at December 31, 2023 and June 30, 2023 are as follows: December 31, June 30, Customer 1 23 % 21 % Customer 2 — 15 % Customer 3 10 % — Vendors Vendor concentration as a percentage of purchases for the three months ended December 31, 2023 and 2022 are as follows: Three Three Vendor 1 20 % — Vendor concentration as a percentage of purchases for the six months ended December 31, 2023 and 2022 are as follows: Six Six Vendor 1 18 % 10 % |
Equity
Equity | 6 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
Equity | Note 12. Equity Underwritten Offering of Common Stock On January 29, 2024, the Company closed an underwritten public offering of 23,000,000 shares of its common stock at a price to the public of $0.50 per share pursuant to an underwriting agreement with Roth Capital Partners, LLC. The shares of common stock issued at closing included 3,000,000 shares issued pursuant to the underwriters’ over-allotment option, which was exercised in full. Gross proceeds totaled $11.5 million before deducting the underwriting discount and offering expenses of approximately $1.1 million resulting in net proceeds from the offering of approximately $10.4 million. Certain of the Company’s directors, officers and employees participated in the offering by purchasing an aggregate of $1.0 million of shares on the same terms and conditions as other investors. Equity Incentive Plans During the six months ended December 31, 2023, the Company granted employees options to purchase an aggregate of approximately 0.26 million 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: Six Months Ended Exercise price $ 0.59 – 0.97 Expected term (years) 4.00 – 4.75 Volatility 71 – 75 % Risk-free interest rate 4.42 – 4.66 % Dividend yield 0 % Weighted Average Grant Date Fair Value of Options granted during the period $ 0.35 During the six months ended December 31, 2023 the Company awarded certain employees and directors grants of an aggregate of approximately 1.6 million restricted stock units (“RSUs”) with a weighted average grant date fair value of $0.81. 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 six months ended December 31, 2023 the Company awarded certain employees grants of an aggregate of approximately 0.55 million 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 Six months ended 2023 2022 2023 2022 Research and Development $ 119 $ 883 $ 652 $ 2,051 General and Administrative $ 135 $ 1,012 $ 1,423 $ 2,193 Cost of Revenue $ 62 — $ 124 Total $ 316 $ 1,895 $ 2,199 $ 4,244 Unrecognized stock-based compensation expense and weighted-average years to be recognized are as follows (in thousands): As of December 31, 2023 Unrecognized Weighted- Options $ 974 1.73 Restricted stock units $ 7,519 1.99 Nasdaq Stock Market 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”). 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 additional 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. 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. |
Leases
Leases | 6 Months Ended |
Dec. 31, 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 Three Months Six Months Six Months Operating Lease Expense $ 149 $ 106 $ 304 $ 201 Supplemental balance sheet information related to leases was as follows (in thousands): Classification on the December 31, June 30, Assets Operating lease assets Other non-current assets $ 1,158 $ 1,374 Liabilities Operating lease liabilities Current liabilities 478 439 Operating lease liabilities Long term liabilities 729 976 Weighted Average Remaining Lease Term: Operating leases 2.54 Years 2.97 Years Weighted Average Discount Rate: Operating leases 12.88 % 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 $ 29 9 2025 606 2026 374 2027 66 Thereafter 79 Total lease payments (undiscounted cash flows) 1,424 Less imputed interest (217 ) Total $ 1,207 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Dec. 31, 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 December 31, 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 Qorvo Inc. vs. Akoustis Technologies, Inc., DE Case 1:21-cv-01417-JPM 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, infringement of U.S. Patent No. 7,522,018 (“the ’018 Patent”) and U.S. Patent No. 9,735,755 (“the ’755 Patent”), 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. Fact discovery closed on November 15, 2023 and expert discovery closed on January 26, 2024. On February 1, 2024, the Company filed a motion for partial summary judgment in its favor with respect to Qorvo’s claims of false advertising, false patent marking, unfair competition, misappropriation of trade secrets, violation of the RICO Act, and civil conspiracy. In its motion, the Company also moved for summary judgment in its favor regarding Qorvo’s claim of infringement regarding its ’755 Patent with respect to newer designs of certain Company BAW filters. That same day, Qorvo filed a motion seeking partial summary judgment in its favor with respect to the Company’s defenses of invalidity regarding the ’018 Patent and the ’755 Patent. 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. A trial date has been scheduled for May 6, 2024. Akoustis Technologies, Inc. vs. Qorvo, Inc., TX Case 2:23-cv-00180-JRG-RSP 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 U.S. Patent No. 7,250,360 (“the ’360 Patent”), 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. On January 10, 2024, the Court denied Qorvo’s motion to strike and Qorvo agreed to respond to the Company’s interrogatories and document requests relating to the accused products listed in the Company’s 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 has been 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 have resulted 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. 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 December 31, 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 | 6 Months Ended |
Dec. 31, 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 filter product sales. The Company evaluates performance of its operating segments based on revenue and operating profit (loss). Segment information for the three and six months ended December 30, 2023 and 2022 are as follows (in thousands): Fabrication RF Filters Total Three months ended December 31, 2023 Revenue $ 3,298 $ 3,719 $ 7,017 Cost of revenue 2,253 4,083 6,336 Gross margin 1,045 (364 ) 681 Research and development — 6,411 6,411 General and administrative 903 8,391 9,294 Income (Loss) from Operations $ 142 $ (15,167 ) $ (15,024 ) Three months ended December 31, 2022 Revenue $ 1,891 $ 3,974 $ 5,865 Cost of revenue 1,126 4,148 5,274 Gross margin 765 (174 ) 591 Research and development — 7,645 7,645 General and administrative — 5,838 5,838 Income (Loss) from Operations $ 765 $ (13,657 ) $ (12,892 ) Six months ended December 31, 2023 Revenue $ 5,960 $ 8,059 $ 14,019 Cost of revenue 3,800 10,622 14,422 Gross margin 2,160 (2,563 ) (403 ) Research and development — 16,758 16,758 General and administrative 2,201 17,317 19,518 Income (Loss) from Operations $ (41 ) $ (36,638 ) $ (36,679 ) Six months ended December 31, 2022 Revenue $ 2,823 $ 8,609 $ 11,432 Cost of revenue 2,018 9,709 11,727 Gross margin 805 (1,100 ) (295 ) Research and development — 17,730 17,730 General and administrative — 12,833 12,833 Income (Loss) from Operations $ 805 $ (31,663 ) $ (30,858 ) As of December 31, 2023 Accounts receivable $ 1,529 $ 3,279 $ 4,808 Property and equipment, net 2,206 53,992 56,198 As of June 30, 2023 Accounts receivable $ 1,124 $ 3,629 $ 4,753 Property and equipment, net 2,394 55,432 57,826 |
Loss Per Share
Loss Per Share | 6 Months Ended |
Dec. 31, 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 and six months ended December 31, 2023 and December 31, 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 December 31, 2023 and 2022: December 31, December 31, Convertible Notes 9,341,825 9,341,825 Options 3,214,687 3,217,400 Warrants — 41,103 Total 12,556,512 12,600,328 |
Fair Value Measurement
Fair Value Measurement | 6 Months Ended |
Dec. 31, 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 December 31, 2023: Fair value at Level 1 Level 2 Level 3 Derivative liabilities $ 74 $ — $ — $ 74 Total fair value $ 74 $ — $ — $ 74 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 The following table sets forth a summary of the changes in the fair value of Level 3 derivative liabilities that are measured at fair value on a recurring basis: Derivative liabilities December 31, Beginning balance $ 2,080 Change in fair value of derivative liabilities (2,006 ) Ending balance $ 74 There were no transfers between Level 1, 2, or 3 valuation classifications during the three or six months ended December 31, 2023. 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 December 31, 2023 and June 30, 2023 were valued with the following assumptions: December 31, June 30, Stock Price $ 0.83 $ 3.18 Volatility of stock price 80 % 70 % Risk free interest rate 3.97 % 4.32 % Debt yield 40.5 % 40.6 % Remaining term (years) 3.5 4.0 |
Subsequent Events
Subsequent Events | 6 Months Ended |
Dec. 31, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 18. Subsequent Events Underwritten Offering of Common Stock On January 29, 2024, the Company closed an underwritten public offering of 23,000,000 shares of its common stock at a price to the public of $0.50 per share pursuant to an underwriting agreement with Roth Capital Partners, LLC. The shares of common stock issued at closing included 3,000,000 shares issued pursuant to the underwriters’ over-allotment option, which was exercised in full. Net proceeds from the offering were approximately $10.4 million. Certain of the Company’s directors, officers and employees participated in the offering by purchasing an aggregate of $1.0 million of shares on the same terms and conditions as other investors. |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 6 Months Ended |
Dec. 31, 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 December 31, 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 as of December 31, 2023, 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 thousand. |
Revenue Recognition from Cont_2
Revenue Recognition from Contracts with Customers (Tables) | 6 Months Ended |
Dec. 31, 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 December 31, 2023 (in thousands): Fabrication Product Total Americas $ 3,151 $ 166 $ 3,317 Asia 134 2,628 2,762 Europe 13 925 938 Total $ 3,298 $ 3,719 $ 7,017 Fabrication Product Total Americas $ 5,435 $ 882 $ 6,317 Asia 403 5,665 6,068 Europe 122 1,512 1,634 Total $ 5,960 $ 8,059 $ 14,019 Fabrication Product Total Americas $ 1,143 $ 1,223 $ 2,366 Asia 748 1,759 2,507 Europe — 992 992 Total $ 1,891 $ 3,974 $ 5,865 Fabrication Product Total Americas $ 1,849 $ 2,136 $ 3,985 Asia 975 4,834 5,809 Europe — 1,628 1,628 Other — 10 10 Total $ 2,824 $ 8,608 $ 11,432 |
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 Contract Contract Balance, June 30, 2023 $ 1,894 $ 70 Closing, December 31, 2023 1,253 56 Increase/(Decrease) $ (641 ) $ (14 ) Balance, June 30, 2022 $ 923 $ 286 Closing, December 31, 2022 2,334 60 Increase/(Decrease) $ 1,411 $ (226 ) |
Inventory (Tables)
Inventory (Tables) | 6 Months Ended |
Dec. 31, 2023 | |
Inventory [Abstract] | |
Schedule of Inventory | Inventory, net of reserves, consisted of the following as of December 31, 2023 and June 30, 2023 (in thousands): December 31, June 30, Raw Materials $ 1,736 $ 1,574 Work in Process 1,289 3,741 Finished Goods 2,451 2,233 Total Inventory $ 5,476 $ 7,548 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 6 Months Ended |
Dec. 31, 2023 | |
Property and Equipment, Net [Abstract] | |
Schedule of Property and Equipment, Net | Property and equipment, net consisted of the following as of December 31, 2023 and June 30, 2023 (in thousands): Estimated December 31, June 30, Land n/a $ 1,000 $ 1,000 Building and leasehold improvements * 9,399 9,016 Equipment 2-10 years 74,437 71,151 Computer Equipment & Software 3-5 years 2,795 3,168 Total 87,631 84,335 Less: Accumulated Depreciation (31,433 ) (26,509 ) Total $ 56,198 $ 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) | 6 Months Ended |
Dec. 31, 2023 | |
Business Acquisitions [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 Six Months Ended 2023 2022 2023 2022 Unaudited Unaudited Unaudited Unaudited Revenues $ 7,017 $ 7,619 $ 14,019 $ 15,012 Net Loss $ (15,711 ) $ (11,068 ) $ (35,840 ) $ (30,047 ) Net Loss per Share $ (0.21 ) $ (0.19 ) $ (0.49 ) $ (0.52 ) |
Accounts Payable and Accrued _2
Accounts Payable and Accrued Expenses (Tables) | 6 Months Ended |
Dec. 31, 2023 | |
Accounts Payable and Accrued Expenses [Abstract] | |
Schedule of Accounts Payable and Accrued Expenses | Accounts payable and accrued expenses consisted of the following at December 31, 2023 and June 30, 2023 (in thousands): December 31, June 30, Accounts payable $ 3,187 $ 3,979 Accrued salaries and benefits 2,534 4,781 Accrued goods received not invoiced 1,250 3,700 Accrued professional fees 6,279 2,248 Other accrued expenses 498 2,319 Totals $ 13,748 $ 17,027 |
Notes Payable (Tables)
Notes Payable (Tables) | 6 Months Ended |
Dec. 31, 2023 | |
Notes Payable [Abstract] | |
Schedule of Convertible Debt | The following table summarizes convertible debt as of December 31, 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 $ (2,421 ) $ 74 $ 41,653 Ending Balance as of December 31, 2023 $ 44,000 $ (2,421 ) $ 74 $ 41,653 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 |
Concentrations (Tables)
Concentrations (Tables) | 6 Months Ended |
Dec. 31, 2023 | |
Concentrations [Abstract] | |
Schedule of Customer Concentration as a Percentage of Revenue | Customer concentration as a percentage of revenue for the three months ended December 31, 2023 and 2022 are as follows: Three Three Customer 1 — 15 % Customer 2 — 12 % Customer 3 — 12 % Customer 4 17 % — Customer 5 13 % — Customer concentration as a percentage of revenue for the six months ended December 31, 2023 and 2022 are as follows: Six Six Customer 1 — 21 % Customer 2 — 10 % Customer 3 — 10 % Customer 4 21 % — Customer concentration as a percentage of accounts receivable at December 31, 2023 and June 30, 2023 are as follows: December 31, June 30, Customer 1 23 % 21 % Customer 2 — 15 % Customer 3 10 % — |
Schedule of Vendor Concentration | Vendor concentration as a percentage of purchases for the three months ended December 31, 2023 and 2022 are as follows: Three Three Vendor 1 20 % — Vendor concentration as a percentage of purchases for the six months ended December 31, 2023 and 2022 are as follows: Six Six Vendor 1 18 % 10 % |
Equity (Tables)
Equity (Tables) | 6 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
Schedule of Black-Scholes Option Pricing Model | 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: Six Months Ended Exercise price $ 0.59 – 0.97 Expected term (years) 4.00 – 4.75 Volatility 71 – 75 % Risk-free interest rate 4.42 – 4.66 % Dividend yield 0 % Weighted Average Grant Date Fair Value of Options granted during the period $ 0.35 |
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 Six months ended 2023 2022 2023 2022 Research and Development $ 119 $ 883 $ 652 $ 2,051 General and Administrative $ 135 $ 1,012 $ 1,423 $ 2,193 Cost of Revenue $ 62 — $ 124 Total $ 316 $ 1,895 $ 2,199 $ 4,244 |
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 December 31, 2023 Unrecognized Weighted- Options $ 974 1.73 Restricted stock units $ 7,519 1.99 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Dec. 31, 2023 | |
Leases [Abstract] | |
Schedule of Components of Lease Expense | The components of lease expense were as follows: Three Months Three Months Six Months Six Months Operating Lease Expense $ 149 $ 106 $ 304 $ 201 |
Schedule of Balance Sheet Information Related to Leases | Supplemental balance sheet information related to leases was as follows (in thousands): Classification on the December 31, June 30, Assets Operating lease assets Other non-current assets $ 1,158 $ 1,374 Liabilities Operating lease liabilities Current liabilities 478 439 Operating lease liabilities Long term liabilities 729 976 Weighted Average Remaining Lease Term: Operating leases 2.54 Years 2.97 Years Weighted Average Discount Rate: Operating leases 12.88 % 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 $ 29 9 2025 606 2026 374 2027 66 Thereafter 79 Total lease payments (undiscounted cash flows) 1,424 Less imputed interest (217 ) Total $ 1,207 |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Dec. 31, 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 and six months ended December 30, 2023 and 2022 are as follows (in thousands): Fabrication RF Filters Total Three months ended December 31, 2023 Revenue $ 3,298 $ 3,719 $ 7,017 Cost of revenue 2,253 4,083 6,336 Gross margin 1,045 (364 ) 681 Research and development — 6,411 6,411 General and administrative 903 8,391 9,294 Income (Loss) from Operations $ 142 $ (15,167 ) $ (15,024 ) Three months ended December 31, 2022 Revenue $ 1,891 $ 3,974 $ 5,865 Cost of revenue 1,126 4,148 5,274 Gross margin 765 (174 ) 591 Research and development — 7,645 7,645 General and administrative — 5,838 5,838 Income (Loss) from Operations $ 765 $ (13,657 ) $ (12,892 ) Six months ended December 31, 2023 Revenue $ 5,960 $ 8,059 $ 14,019 Cost of revenue 3,800 10,622 14,422 Gross margin 2,160 (2,563 ) (403 ) Research and development — 16,758 16,758 General and administrative 2,201 17,317 19,518 Income (Loss) from Operations $ (41 ) $ (36,638 ) $ (36,679 ) Six months ended December 31, 2022 Revenue $ 2,823 $ 8,609 $ 11,432 Cost of revenue 2,018 9,709 11,727 Gross margin 805 (1,100 ) (295 ) Research and development — 17,730 17,730 General and administrative — 12,833 12,833 Income (Loss) from Operations $ 805 $ (31,663 ) $ (30,858 ) As of December 31, 2023 Accounts receivable $ 1,529 $ 3,279 $ 4,808 Property and equipment, net 2,206 53,992 56,198 As of June 30, 2023 Accounts receivable $ 1,124 $ 3,629 $ 4,753 Property and equipment, net 2,394 55,432 57,826 |
Loss Per Share (Tables)
Loss Per Share (Tables) | 6 Months Ended |
Dec. 31, 2023 | |
Loss Per Share [Abstract] | |
Schedule of Common Stock Equivalents | The Company had the following common stock equivalents at December 31, 2023 and 2022: December 31, December 31, Convertible Notes 9,341,825 9,341,825 Options 3,214,687 3,217,400 Warrants — 41,103 Total 12,556,512 12,600,328 |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 6 Months Ended |
Dec. 31, 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 December 31, 2023: Fair value at Level 1 Level 2 Level 3 Derivative liabilities $ 74 $ — $ — $ 74 Total fair value $ 74 $ — $ — $ 74 Fair value at Level 1 Level 2 Level 3 Derivative liabilities $ 2,080 $ — $ — $ 2,080 Total fair value $ 2,080 $ — $ — $ 2,080 |
Schedule of Changes in Fair Value of Level 3 Derivative Liabilities | The following table sets forth a summary of the changes in the fair value of Level 3 derivative liabilities that are measured at fair value on a recurring basis: Derivative liabilities December 31, Beginning balance $ 2,080 Change in fair value of derivative liabilities (2,006 ) Ending balance $ 74 |
Schedule of Fair Value of the Embedded Derivatives in Our Convertible Notes | The fair value of the embedded derivatives in our convertible notes as of December 31, 2023 and June 30, 2023 were valued with the following assumptions: December 31, June 30, Stock Price $ 0.83 $ 3.18 Volatility of stock price 80 % 70 % Risk free interest rate 3.97 % 4.32 % Debt yield 40.5 % 40.6 % Remaining term (years) 3.5 4.0 |
Organization (Details)
Organization (Details) | 6 Months Ended |
Dec. 31, 2023 | |
Organization [Abstract] | |
Incorporation date | Apr. 10, 2013 |
Liquidity (Details)
Liquidity (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jan. 29, 2024 | Dec. 31, 2023 | |
Liquidity [Line Items] | ||
Cash and cash equivalents | $ 12.9 | |
Working capital | 11.7 | |
Aggregate principal amount outstanding convertible notes | 44 | |
Promissory note | 4 | |
Additional cash | 1.6 | |
Common stock remaining amount | $ 48 | |
Subsequent Event [Member] | Over-Allotment Option [Member] | ||
Liquidity [Line Items] | ||
Net proceeds | $ 10.4 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Details) $ in Thousands | Dec. 31, 2023 USD ($) |
Summary of Significant Accounting Policies [Abstract] | |
Cumulative-effect adjustment to retained earnings | $ 201 |
Revenue Recognition from Cont_3
Revenue Recognition from Contracts with Customers (Details) | 6 Months Ended |
Dec. 31, 2023 USD ($) | |
Revenue Recognition from Contracts with Customers [Line Items] | |
Opening contract liability balance | $ 70,000 |
Revenue recognized | 1,700,000 |
Non-recurring Engineering Business [Member] | |
Revenue Recognition from Contracts with Customers [Line Items] | |
Opening contract asset balance | $ 1,800 |
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 | 6 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | |
Revenue, Major Customer [Line Items] | ||||
Total Revenue with Customers | $ 7,017 | $ 5,865 | $ 14,019 | $ 11,432 |
Americas [Member] | ||||
Revenue, Major Customer [Line Items] | ||||
Total Revenue with Customers | 3,317 | 2,366 | 6,317 | 3,985 |
Asia [Member] | ||||
Revenue, Major Customer [Line Items] | ||||
Total Revenue with Customers | 2,762 | 2,507 | 6,068 | 5,809 |
Europe [Member] | ||||
Revenue, Major Customer [Line Items] | ||||
Total Revenue with Customers | 938 | 992 | 1,634 | 1,628 |
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 | 3,298 | 1,891 | 5,960 | 2,824 |
Foundry Fabrication Services Revenue [Member] | Americas [Member] | ||||
Revenue, Major Customer [Line Items] | ||||
Total Revenue with Customers | 3,151 | 1,143 | 5,435 | 1,849 |
Foundry Fabrication Services Revenue [Member] | Asia [Member] | ||||
Revenue, Major Customer [Line Items] | ||||
Total Revenue with Customers | 134 | 748 | 403 | 975 |
Foundry Fabrication Services Revenue [Member] | Europe [Member] | ||||
Revenue, Major Customer [Line Items] | ||||
Total Revenue with Customers | 13 | 122 | ||
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 | 3,719 | 3,974 | 8,059 | 8,608 |
Product Sales Revenue [Member] | Americas [Member] | ||||
Revenue, Major Customer [Line Items] | ||||
Total Revenue with Customers | 166 | 1,223 | 882 | 2,136 |
Product Sales Revenue [Member] | Asia [Member] | ||||
Revenue, Major Customer [Line Items] | ||||
Total Revenue with Customers | 2,628 | 1,759 | 5,665 | 4,834 |
Product Sales Revenue [Member] | Europe [Member] | ||||
Revenue, Major Customer [Line Items] | ||||
Total Revenue with Customers | $ 925 | $ 992 | $ 1,512 | 1,628 |
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 | 6 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Schedule of Changes in the Opening and Closing Balances [Abstract] | ||
Balance, Contract Assets | $ 1,894 | $ 923 |
Balance, Contract Liability | 70 | 286 |
Closing, Contract Assets | 1,253 | 2,334 |
Closing, Contract Liability | 56 | 60 |
Increase/(Decrease), Contract Assets | (641) | 1,411 |
Increase/(Decrease), Contract Liability | $ (14) | $ (226) |
Inventory (Details) - Schedule
Inventory (Details) - Schedule of Inventory - USD ($) $ in Thousands | Dec. 31, 2023 | Jun. 30, 2023 |
Schedule of Inventory [Abstract] | ||
Raw Materials | $ 1,736 | $ 1,574 |
Work in Process | 1,289 | 3,741 |
Finished Goods | 2,451 | 2,233 |
Total Inventory | $ 5,476 | $ 7,548 |
Property and Equipment, Net (De
Property and Equipment, Net (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | Jun. 30, 2023 | |
Property and Equipment, Net [Line Items] | |||||
Depreciation expense | $ 2.6 | $ 2.3 | $ 4.9 | $ 4.4 | |
Equipment [Member] | |||||
Property and Equipment, Net [Line Items] | |||||
Net book value | $ 7.4 | $ 7.4 | |||
Fixed Assets [Member] | |||||
Property and Equipment, Net [Line Items] | |||||
Net book value | $ 7.1 |
Property and Equipment, Net (_2
Property and Equipment, Net (Details) - Schedule of Property and Equipment, Net - USD ($) $ in Thousands | Dec. 31, 2023 | Jun. 30, 2023 | |
Schedule of Property and Equipment, Net [Line Items] | |||
Property and equipment, gross | $ 87,631 | $ 84,335 | |
Less: Accumulated Depreciation | (31,433) | (26,509) | |
Property and equipment, net | 56,198 | $ 57,826 | |
Land [Member] | |||
Schedule of Property and Equipment, Net [Line Items] | |||
Estimated Useful Life | |||
Property and equipment, gross | 1,000 | $ 1,000 | |
Building and leasehold improvements [Member] | |||
Schedule of Property and Equipment, Net [Line Items] | |||
Estimated Useful Life | [1] | ||
Property and equipment, gross | 9,399 | $ 9,016 | |
Equipment [Member] | |||
Schedule of Property and Equipment, Net [Line Items] | |||
Property and equipment, gross | 74,437 | $ 71,151 | |
Equipment [Member] | Minimum [Member] | |||
Schedule of Property and Equipment, Net [Line Items] | |||
Estimated Useful Life | 2 years | ||
Equipment [Member] | Maximum [Member] | |||
Schedule of Property and Equipment, Net [Line Items] | |||
Estimated Useful Life | 10 years | ||
Computer Equipment & Software [Member] | |||
Schedule of Property and Equipment, Net [Line Items] | |||
Property and equipment, gross | $ 2,795 | $ 3,168 | |
Computer Equipment & Software [Member] | Minimum [Member] | |||
Schedule of Property and Equipment, Net [Line Items] | |||
Estimated Useful Life | 3 years | ||
Computer Equipment & Software [Member] | Maximum [Member] | |||
Schedule of Property and Equipment, Net [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 | 6 Months Ended |
Dec. 31, 2023 USD ($) | |
Business Acquisitions [Line Items] | |
Consideration amount | $ 13.9 |
Common stock value | 1.7 |
Promissory Note [Member] | |
Business Acquisitions [Line Items] | |
Original principal amount issued | $ 4 |
Business Acquisition (Details)
Business Acquisition (Details) - Schedule of Unaudited Pro Forma Information - Unaudited Proforma [Member] - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | |
Schedule of Unaudited Pro Forma Information [Line Items] | ||||
Revenues | $ 7,017 | $ 7,619 | $ 14,019 | $ 15,012 |
Net Loss | $ (15,711) | $ (11,068) | $ (35,840) | $ (30,047) |
Net Loss per Share (in Dollars per share) | $ (0.21) | $ (0.19) | $ (0.49) | $ (0.52) |
Goodwill (Details)
Goodwill (Details) | 6 Months Ended |
Dec. 31, 2023 $ / shares | |
Goodwill [Abstract] | |
High stock price | $ 3.2 |
Low stock price | $ 0.48 |
Reporting units | 2 |
Exceeded carrying value less than percentage | 10% |
Accounts Payable and Accrued _3
Accounts Payable and Accrued Expenses (Details) - Schedule of Accounts Payable and Accrued Expenses - USD ($) $ in Thousands | Dec. 31, 2023 | Jun. 30, 2023 |
Schedule of Accounts Payable and Accrued Expenses [Abstract] | ||
Accounts payable | $ 3,187 | $ 3,979 |
Accrued salaries and benefits | 2,534 | 4,781 |
Accrued goods received not invoiced | 1,250 | 3,700 |
Accrued professional fees | 6,279 | 2,248 |
Other accrued expenses | 498 | 2,319 |
Totals | $ 13,748 | $ 17,027 |
Notes Payable (Details)
Notes Payable (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2023 | Jun. 30, 2023 | |
Notes Payable [Line Items] | |||
Contractual interest | $ 660 | $ 1,320 | |
Amortized debt discount | 158 | 312 | |
Aggregate principle amount | 44,000 | 44,000 | $ 44,000 |
Compensation expense | 333 | 667 | |
Promissory Note [Member] | |||
Notes Payable [Line Items] | |||
Aggregate principle amount | $ 4,000 | 4,000 | |
Outstanding principal amount | $ 1,300 |
Notes Payable (Details) - Sched
Notes Payable (Details) - Schedule of Convertible Debt - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | 12 Months Ended |
Dec. 31, 2023 | Jun. 30, 2023 | |
Schedule of Convertible Debt [Line Items] | ||
Face Value | $ 44,000 | $ 44,000 |
Remaining Debt (Discount) | (2,421) | (2,733) |
Fair Value of Embedded Derivatives | 74 | 2,080 |
Carrying Value | $ 41,653 | $ 43,347 |
6.0% convertible senior notes [Member] | ||
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) | (2,421) | (2,733) |
Fair Value of Embedded Derivatives | 74 | 2,080 |
Carrying Value | $ 41,653 | $ 43,347 |
Concentrations (Details) - Sche
Concentrations (Details) - Schedule of Customer Concentration as a Percentage of Revenue - Revenue Benchmark [Member] - Customer Concentration Risk [Member] | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | Jun. 30, 2023 | |
Customer 1 [Member] | |||||
Concentration Risk [Line Items] | |||||
Customer concentration percentage | 15% | 23% | 21% | 21% | |
Customer 2 [Member] | |||||
Concentration Risk [Line Items] | |||||
Customer concentration percentage | 12% | 10% | 15% | ||
Customer 3 [Member] | |||||
Concentration Risk [Line Items] | |||||
Customer concentration percentage | 12% | 10% | 10% | ||
Customer Four [Member] | |||||
Concentration Risk [Line Items] | |||||
Customer concentration percentage | 17% | 21% | |||
Customer Five [Member] | |||||
Concentration Risk [Line Items] | |||||
Customer concentration percentage | 13% |
Concentrations (Details) - Sc_2
Concentrations (Details) - Schedule of Vendor Concentration - Purchase [Member] - Customer Concentration Risk [Member] | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | |
Vendor 1 [Member] | ||||
Schedule of Vendor Concentration [Line Items] | ||||
Vendor concentration percentage | 20% | |||
Vendor 2 [Member] | ||||
Schedule of Vendor Concentration [Line Items] | ||||
Vendor concentration percentage | 18% | 10% |
Equity (Details)
Equity (Details) - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | |||
Jan. 29, 2024 | Oct. 24, 2023 | Dec. 31, 2023 | Jun. 30, 2023 | |
Equity [Line Items] | ||||
Common stock shares issued (in Shares) | 75,435,479 | 72,154,647 | ||
Aggregate purchasing value | $ 1,000 | |||
Minimum bid price requirement (in Dollars per share) | $ 1 | |||
Nasdaq stock market notification, description | 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”). 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 additional 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. 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. | |||
Market Value Stock Unit Awards [Member] | Minimum [Member] | ||||
Equity [Line Items] | ||||
Vesting ranging | 0% | |||
Market Value Stock Unit Awards [Member] | Maximum [Member] | ||||
Equity [Line Items] | ||||
Vesting ranging | 200% | |||
Subsequent Event [Member] | ||||
Equity [Line Items] | ||||
Public offering shares (in Shares) | 23,000,000 | |||
Per share (in Dollars per share) | $ 0.5 | |||
Common stock shares issued (in Shares) | 3,000,000 | |||
Gross proceeds | $ 11,500 | |||
underwriting discount and offering expenses | 1,100 | |||
net proceeds from the offering | 10,400 | |||
Aggregate purchasing value | $ 1,000 | |||
Subsequent Event [Member] | Over-Allotment Option [Member] | ||||
Equity [Line Items] | ||||
Common stock shares issued (in Shares) | 3,000,000 | |||
Equity incentive plan [Member] | Common Stock [Member] | ||||
Equity [Line Items] | ||||
Aggregate of shares (in Shares) | 260,000 | |||
Restricted Stock Units (RSUs) [Member] | ||||
Equity [Line Items] | ||||
Number of Restricted Stock Unit | $ 1,600 | |||
Weighted average fair value grant date fair value per share (in Dollars per share) | $ 0.81 | |||
Market Value Stock Unit Awards [Member] | ||||
Equity [Line Items] | ||||
Number of Restricted Stock Unit | $ 550 | |||
Weighted average fair value grant date fair value per share (in Dollars per share) | $ 1.41 | |||
Vesting period | 3 years |
Equity (Details) - Schedule of
Equity (Details) - Schedule of Black-Scholes Option Pricing Model - Option [Member] | 6 Months Ended |
Dec. 31, 2023 $ / shares | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Dividend yield | 0% |
Weighted Average Grant Date Fair Value of Options granted during the period (in Dollars per share) | $ 0.35 |
Minimum [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Exercise price (in Dollars per share) | $ 0.59 |
Expected term (years) | 4 years |
Volatility | 71% |
Risk-free interest rate | 4.42% |
Maximum [Member] | |
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 | 75% |
Risk-free interest rate | 4.66% |
Equity (Details) - Schedule o_2
Equity (Details) - Schedule of Compensation Expense Related to Our Stock-Based Awards - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | |
Schedule of Compensation Expense Related to Our Stock-Based Awards [Line Items] | ||||
Total Compensation expense | $ 316 | $ 1,895 | $ 2,199 | $ 4,244 |
Research and Development [Member] | ||||
Schedule of Compensation Expense Related to Our Stock-Based Awards [Line Items] | ||||
Total Compensation expense | 119 | 883 | 652 | 2,051 |
General and Administrative [Member] | ||||
Schedule of Compensation Expense Related to Our Stock-Based Awards [Line Items] | ||||
Total Compensation expense | 135 | 1,012 | 1,423 | $ 2,193 |
Cost of Revenue [Member] | ||||
Schedule of Compensation Expense Related to Our Stock-Based Awards [Line Items] | ||||
Total Compensation expense | $ 62 | $ 124 |
Equity (Details) - Schedule o_3
Equity (Details) - Schedule of Unrecognized Stock-Based Compensation Expense and Weighted-Average Years $ in Thousands | 12 Months Ended |
Dec. 31, 2023 USD ($) | |
Options [Member] | |
Schedule of Unrecognized Stock-Based Compensation Expense and Weighted-Average Years [Line Items] | |
Unrecognized stock-based compensation | $ 974 |
Weighted-average years to be recognized | 1 year 8 months 23 days |
Restricted Stock Units [Member] | |
Schedule of Unrecognized Stock-Based Compensation Expense and Weighted-Average Years [Line Items] | |
Unrecognized stock-based compensation | $ 7,519 |
Weighted-average years to be recognized | 1 year 11 months 26 days |
Leases (Details)
Leases (Details) | Dec. 31, 2023 |
Lease [Member] | |
Leases (Details) [Line Items] | |
Lease term | 5 years |
Leases (Details) - Schedule of
Leases (Details) - Schedule of Components of Lease Expense - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | |
Schedule of Operating Lease Expense [Abstract] | ||||
Operating Lease Expense | $ 149 | $ 106 | $ 304 | $ 201 |
Leases (Details) - Schedule o_2
Leases (Details) - Schedule of Balance Sheet Information Related to Leases - USD ($) $ in Thousands | Dec. 31, 2023 | Jun. 30, 2023 |
Assets | ||
Operating lease assets | $ 1,158 | $ 1,374 |
Liabilities | ||
Operating lease liabilities | 478 | 439 |
Operating lease liabilities | $ 729 | $ 976 |
Weighted Average Remaining Lease Term: | ||
Operating leases term | 2 years 6 months 14 days | 2 years 11 months 19 days |
Weighted Average Discount Rate: | ||
Discount rate of operating leases | 12.88% | 12.77% |
Leases (Details) - Schedule o_3
Leases (Details) - Schedule of Minimum Future Lease Payments $ in Thousands | Jun. 30, 2008 USD ($) |
Schedule of Minimum Future Lease Payments [Abstract] | |
2024 | $ 299 |
2025 | 606 |
2026 | 374 |
2027 | 66 |
Thereafter | 79 |
Total lease payments (undiscounted cash flows) | 1,424 |
Less imputed interest | (217) |
Total | $ 1,207 |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) $ in Millions | 6 Months Ended | ||
Jun. 30, 2023 | Dec. 31, 2023 | Feb. 27, 2018 | |
Commitments and Contingencies [Abstract] | |||
Lease agreements | 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 | ||
Total benefits of contingencies | $ 0.4 | ||
Gross unrecognized indirect tax credits | $ 0.1 | $ 0.1 |
Segment Information (Details)
Segment Information (Details) | 6 Months Ended |
Dec. 31, 2023 | |
Segment Information [Abstract] | |
Number of segments | 2 |
Segment Information (Details) -
Segment Information (Details) - Schedule of Operating Segments Based on Revenue and Operating Profit (Loss) - Other Segments [Member] - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | Jun. 30, 2022 | |
Schedule of Operating Segments Based on Revenue and Operating Profit (Loss) [Line Items] | |||||
Revenue | $ 7,017 | $ 5,865 | $ 14,019 | $ 11,432 | |
Cost of revenue | 6,336 | 5,274 | 14,422 | 11,727 | |
Gross margin | 681 | 591 | (403) | (295) | |
Research and development | 6,411 | 7,645 | 16,758 | 17,730 | |
General and administrative | 9,294 | 5,838 | 19,518 | 12,833 | |
Income (Loss) from Operations | (15,024) | (12,892) | (36,679) | (30,858) | |
Accounts receivable | 4,753 | 4,753 | $ 4,808 | ||
Property and equipment, net | 57,826 | 57,826 | 56,198 | ||
Fabrication Services [Member] | |||||
Schedule of Operating Segments Based on Revenue and Operating Profit (Loss) [Line Items] | |||||
Revenue | 3,298 | 1,891 | 5,960 | 2,823 | |
Cost of revenue | 2,253 | 1,126 | 3,800 | 2,018 | |
Gross margin | 1,045 | 765 | 2,160 | 805 | |
Research and development | |||||
General and administrative | 903 | 2,201 | |||
Income (Loss) from Operations | 142 | 765 | (41) | 805 | |
Accounts receivable | 1,124 | 1,124 | 1,529 | ||
Property and equipment, net | 2,394 | 2,394 | 2,206 | ||
RF Filters [Member] | |||||
Schedule of Operating Segments Based on Revenue and Operating Profit (Loss) [Line Items] | |||||
Revenue | 3,719 | 3,974 | 8,059 | 8,609 | |
Cost of revenue | 4,083 | 4,148 | 10,622 | 9,709 | |
Gross margin | (364) | (174) | (2,563) | (1,100) | |
Research and development | 6,411 | 7,645 | 16,758 | 17,730 | |
General and administrative | 8,391 | 5,838 | 17,317 | 12,833 | |
Income (Loss) from Operations | (15,167) | $ (13,657) | (36,638) | $ (31,663) | |
Accounts receivable | 3,629 | 3,629 | 3,279 | ||
Property and equipment, net | $ 55,432 | $ 55,432 | $ 53,992 |
Loss Per Share (Details) - Sche
Loss Per Share (Details) - Schedule of Common Stock Equivalents - shares | 6 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Schedule of Common Stock Equivalents [Line Items] | ||
Total common stock equivalents | 12,556,512 | 12,600,328 |
Convertible Notes [Member] | ||
Schedule of Common Stock Equivalents [Line Items] | ||
Total common stock equivalents | 9,341,825 | 9,341,825 |
Options [Member] | ||
Schedule of Common Stock Equivalents [Line Items] | ||
Total common stock equivalents | 3,214,687 | 3,217,400 |
Warrants [Member] | ||
Schedule of Common Stock Equivalents [Line Items] | ||
Total common stock equivalents | 41,103 |
Fair Value Measurement (Details
Fair Value Measurement (Details) - Schedule of Liabilities Measured at Fair Value - Fair Value, Recurring [Member] - USD ($) $ in Thousands | Dec. 31, 2023 | Jun. 30, 2022 |
Schedule of Liabilities Measured at Fair Value [Line Items] | ||
Derivative liabilities | $ 2,080 | $ 74 |
Total fair value | 2,080 | 74 |
Level 1 [Member] | ||
Schedule of Liabilities Measured at Fair Value [Line Items] | ||
Derivative liabilities | ||
Total fair value | ||
Level 2 [Member] | ||
Schedule of Liabilities Measured at Fair Value [Line Items] | ||
Derivative liabilities | ||
Total fair value | ||
Level 3 [Member] | ||
Schedule of Liabilities Measured at Fair Value [Line Items] | ||
Derivative liabilities | 2,080 | 74 |
Total fair value | $ 2,080 | $ 74 |
Fair Value Measurement (Detai_2
Fair Value Measurement (Details) - Schedule of Changes in Fair Value of Level 3 Derivative Liabilities - Level 3 [Member] $ in Thousands | 12 Months Ended |
Dec. 31, 2023 USD ($) | |
Fair Value Measurement (Details) - Schedule of Changes in Fair Value of Level 3 Derivative Liabilities [Line Items] | |
Beginning balance | $ 2,080 |
Change in fair value of derivative liabilities | (2,006) |
Ending balance | $ 74 |
Fair Value Measurement (Detai_3
Fair Value Measurement (Details) - Schedule of Fair Value of the Embedded Derivatives in Our Convertible Notes - $ / shares | 6 Months Ended | |
Dec. 31, 2023 | Jun. 30, 2023 | |
Schedule of Fair Value of the Embedded Derivatives in Our Convertible Notes [Abstract] | ||
Stock Price (in Dollars per share) | $ 0.83 | $ 3.18 |
Volatility of stock price | 80% | 70% |
Risk free interest rate | 3.97% | 4.32% |
Debt yield | 40.50% | 40.60% |
Remaining term (years) | 3 years 6 months | 4 years |
Subsequent Events (Details)
Subsequent Events (Details) - Subsequent Event [Member] $ / shares in Units, $ in Millions | Jan. 29, 2024 USD ($) $ / shares shares |
Subsequent Events (Details) [Line Items] | |
Public offering shares | shares | 23,000,000 |
Per share | $ / shares | $ 0.5 |
Common stock shares issued | shares | 3,000,000 |
Net proceeds from the offering | $ | $ 10.4 |
Aggregate purchasing value | $ | $ 1 |