Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | |||
Jun. 30, 2022 | Jun. 30, 2021 | Sep. 28, 2022 | Dec. 31, 2021 | |
Document and Entity Information [Abstract] | ||||
Document Type | 10-K | |||
Document Annual Report | true | |||
Document Transition Report | false | |||
Document Period End Date | Jun. 30, 2022 | |||
Entity File Number | 001-40511 | |||
Entity Registrant Name | MOVING IMAGE TECHNOLOGIES, INC. | |||
Entity Incorporation, State or Country Code | DE | |||
Entity Tax Identification Number | 85-1836381 | |||
Entity Address State Or Province | CA | |||
Entity Address, Address Line One | 17760 Newhope Street | |||
Entity Address, City or Town | Fountain Valley | |||
Entity Address, Postal Zip Code | 92708 | |||
City Area Code | 714 | |||
Local Phone Number | 751-7998 | |||
Title of 12(b) Security | Common Stock, par value $0.00001 per share | |||
Trading Symbol | MITQ | |||
Security Exchange Name | NYSEAMER | |||
Entity Well-known Seasoned Issuer | No | |||
Entity Voluntary Filers | No | |||
Entity Current Reporting Status | Yes | |||
Entity Interactive Data Current | Yes | |||
Entity Filer Category | Non-accelerated Filer | |||
Entity Small Business | true | |||
Entity Emerging Growth Company | true | |||
Entity Ex Transition Period | false | |||
Entity Shell Company | false | |||
Entity Public Float | $ 15.8 | |||
Entity Common Stock, Shares Outstanding | 10,958,398 | |||
Auditor Name | HASKELL & WHITE LLP | CohnReznick LLP | ||
Auditor Firm ID | 200 | 596 | ||
Auditor Location | Irvine, California | Melville, NY | ||
Entity Central Index Key | 0001770236 | |||
Current Fiscal Year End Date | --06-30 | |||
Document Fiscal Year Focus | 2021 | |||
Document Fiscal Period Focus | FY | |||
Amendment Flag | false |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) | Jun. 30, 2022 | Jun. 30, 2021 |
Current Assets: | ||
Cash | $ 2,340,000 | $ 1,270,000 |
Marketable securities - current | 4,363,000 | |
Accounts receivable, net | 1,762,000 | 454,000 |
Inventories, net | 4,033,000 | 1,534,000 |
Prepaid expenses and other | 864,000 | 95,000 |
Total Current Assets | 13,362,000 | 3,353,000 |
Long-Term Assets: | ||
Marketable securities - long-term | 325,000 | |
Property, plant and equipment, net | 22,000 | 21,000 |
Intangibles, net | 839,000 | 935,000 |
Goodwill | 287,000 | 287,000 |
Other assets | 16,000 | 1,133,000 |
Total Long-Term Assets | 1,489,000 | 2,376,000 |
Total Assets | 14,851,000 | 5,729,000 |
Current Liabilities: | ||
Accounts payable | 1,583,000 | 1,911,000 |
Accrued expenses | 655,000 | 620,000 |
Customer deposits | 3,158,000 | 1,339,000 |
Line of credit | 0 | 590,000 |
Notes payable - current | 237,000 | |
Unearned warranty revenue | 18,000 | 34,000 |
Total Current Liabilities | 5,414,000 | 4,731,000 |
Long-Term Liabilities: | ||
Notes payable, net of current portion | 1,702,000 | |
Deferred rent | 22,000 | 25,000 |
Total Long-Term Liabilities | 22,000 | 1,727,000 |
Total Liabilities | 5,436,000 | 6,458,000 |
Stockholders' Equity (Deficit) | ||
Common stock, $0.00001 par value, 100,000,000 shares authorized, 10,828,398 and 5,666,667 shares issued and outstanding at June 30, 2022 and 2021, respectively | ||
Additional paid-in capital | 12,500,000 | 1,011,000 |
Accumulated deficit | (3,085,000) | (1,740,000) |
Total Stockholders' Equity (Deficit) | 9,415,000 | (729,000) |
Total Liabilities and Stockholders' Equity (Deficit) | $ 14,851,000 | $ 5,729,000 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Jun. 30, 2022 | Jun. 30, 2021 |
CONSOLIDATED BALANCE SHEETS | ||
Common stock par value | $ 0.00001 | $ 0.00001 |
Common stock, Authorized | 100,000,000 | 100,000,000 |
Common stock, Issued | 10,828,398 | 10,828,398 |
Common stock, Outstanding | 5,666,667 | 5,666,667 |
STATEMENTS OF OPERATIONS
STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
STATEMENTS OF OPERATIONS | ||
Net sales | $ 18,351 | $ 7,247 |
Cost of goods sold | 13,890 | 5,558 |
Gross profit | 4,461 | 1,689 |
Operating expenses: | ||
Research and development | 238 | 152 |
Selling and marketing | 2,389 | 1,458 |
General and administrative | 3,596 | 1,640 |
Total operating expenses | 6,223 | 3,250 |
Operating loss | (1,762) | (1,561) |
Other expenses (income) | ||
Unrealized loss on marketable securities | 242 | |
Realized loss (gain) on marketable securities | 6 | (459) |
PPP loan forgiveness | (705) | (694) |
Interest expense | 40 | 237 |
Total other expense (income) | (417) | (916) |
Net loss | $ (1,345) | $ (645) |
Weighted average shares outstanding: basic | 10,577,994 | 5,645,617 |
Weighted average shares outstanding: Diluted | 10,577,994 | 5,645,617 |
Net income (loss) per common share basic | $ (0.13) | $ (0.11) |
Net income (loss) per common share diluted | $ (0.13) | $ (0.11) |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT) - USD ($) $ in Thousands | Common Stock Private Placement | Common Stock | Accumulated Deficit | Additional Paid-in Capital Private Placement | Additional Paid-in Capital | Private Placement | Total |
Balance at the beginning at Jun. 30, 2020 | $ 0 | $ 0 | $ 101 | $ 101 | |||
Balance at the beginning (in shares) at Jun. 30, 2020 | 2,650,000 | ||||||
Share Exchange (see Note 1) | (1,095) | $ 784 | 126 | $ 784 | (969) | ||
Share Exchange (see Note 1) (in shares) | 666,667 | 2,350,000 | |||||
As adjusted | (1,095) | 227 | (868) | ||||
As adjusted (in shares) | 5,000,000 | ||||||
Shares issued in private placement | (1,095) | $ 784 | 126 | $ 784 | (969) | ||
Shares issued in private placement (in shares) | 666,667 | 2,350,000 | |||||
Net loss | (645) | (645) | |||||
Balance at the end at Jun. 30, 2021 | $ 0 | (1,740) | 1,011 | (729) | |||
Balance at the end (in shares) at Jun. 30, 2021 | 5,666,667 | ||||||
Shares of common stock issued for cash in IPO, net of issuance costs | 11,244 | 11,244 | |||||
Shares of common stock issued for cash in IPO, net of issuance costs (in shares) | 4,830,000 | ||||||
Cashless exercise of warrants (in shares) | 139,611 | ||||||
Cashless exercise of underwriter warrants (in shares) | 192,120 | ||||||
Grant of option for services | 245 | 245 | |||||
Net loss | (1,345) | (1,345) | |||||
Balance at the end at Jun. 30, 2022 | $ 0 | $ (3,085) | $ 12,500 | $ 9,415 | |||
Balance at the end (in shares) at Jun. 30, 2022 | 10,828,398 |
STATEMENTS OF CASH FLOWS
STATEMENTS OF CASH FLOWS - USD ($) | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Cash flows from operating activities: | ||
Net loss | $ (1,345,000) | $ (645,000) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
PPP loan forgiveness | (705,000) | (694,000) |
(Recovery) Provision for doubtful accounts | (218,000) | 73,000 |
Depreciation expense | 19,000 | 132,000 |
Amortization expense | 96,000 | 95,000 |
Deferred rent | (3,000) | 5,000 |
Stock option compensation expense | 245,000 | |
Unrealized loss on investments | 242,000 | |
Realized (gain) loss on investments | 6,000 | (459,000) |
Changes in operating assets and liabilities | ||
Accounts receivable | (1,090,000) | 282,000 |
Inventories | (2,499,000) | 60,000 |
Prepaid expenses and other | 348,000 | (444,000) |
Accounts payable | (328,000) | (783,000) |
Accrued expenses | 42,000 | 162,000 |
Unearned warranty revenue | (16,000) | 8,000 |
Customer deposits | 1,819,000 | 511,000 |
Net cash used in operating activities | (3,387,000) | (1,697,000) |
Cash flows from investing activities | ||
Sales of marketable securities | 641,000 | 550,000 |
Purchases of marketable securities | (5,577,000) | |
Purchases of property, plant and equipment | (20,000) | (2,000) |
Net cash (used in) provided by investing activities | (4,956,000) | 548,000 |
Cash flows from financing activities | ||
Net proceeds from initial public offering | 11,244,000 | |
Payments on notes payable | (1,241,000) | (62,000) |
Payments on line of credit | (590,000) | (60,000) |
Paycheck Protection Program loan proceeds | 698,000 | |
Proceeds from private placement | 784,000 | |
Net cash provided by financing activities | 9,413,000 | 1,360,000 |
Net increase in cash | 1,070,000 | 211,000 |
Cash, beginning of the year | 1,270,000 | 1,059,000 |
Cash, end of the year | 2,340,000 | 1,270,000 |
Non-cash investing and financing activities: | ||
Deferred IPO costs | 246,000 | |
Reclassification of IPO related costs from other assets to equity | 1,116,000 | |
Cash paid during the period: | ||
Interest | $ 40,000 | $ 237,000 |
BUSINESS ACTIVITY AND SUMMARY O
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Jun. 30, 2022 | |
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 1 — BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Organization: Moving iMage Acquisition Co. (DBA “Caddy Products”) designs, develops and manufactures innovative products for the entertainment, cinema, grocery, worship, restaurant, sports and restroom industries. Share Exchange: The transaction was accounted for as a merger of entities under common ownership in accordance with generally accepted accounting principles in the United States of America. This determination was primarily based on the facts that, immediately before and after the transaction: (i) MiT LLC owners owned a substantial majority of the voting rights in the combined company, (ii) MiT LLC designated a majority of the members of the initial board of directors of the combined company, and (iii) MiT LLC’s senior management holds all key positions in the senior management of the combined company. As a result, the historical financial statements of MiT LLC and MiT Inc. for the year ended June 30, 2021 have been retroactively revised to reflect the consolidation of MiT Inc. and MiT LLC. All inter-company transactions and balances between MiT Inc. and MiT LLC have been eliminated. The consolidated statements of stockholders’ equity (deficit) for the years ended June 30, 2022 and 2021 have been retroactively revised to give effect of the change in reporting entity accounting of MiT Inc. and MiT LLC. Initial Public Offering: On July 12, 2021, in connection with the IPO, warrants to purchase 139,611 shares of the Company’s common stock were exercised on a cashless basis. In April 2022, underwriter warrants were exercised on a cashless basis resulting in the issuance of 192,120 shares of common stock. NOTE 1 — BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) Impact of the COVID-19 Pandemic: Throughout 2020 and 2021 the theatres reopened as soon as local restrictions and the status of the COVID-19 pandemic would allow. As of June 30, 2022, a large majority of domestic and international theatres were open. The industry’s recovery to historical levels of new film content, both in terms of the number of new films and box office performance, is still underway, as the industry also continues to adjust to evolving theatrical release windows, competition from streaming and other delivery platforms, supply chain delays, inflationary pressures, labor shortages, wage rate pressures and other economic factors. Based on the Company’s current estimates of recovery, it believes it has, and will generate, sufficient cash to sustain operations for a period of 12 months from the issuance of these financial statements. Nonetheless, the COVID-19 pandemic has had, and continues to have, adverse effects on the Company’s business, results of operations, cash flows and financial condition. Principles of Consolidation: Basis of Presentation: Segment Reporting: Measurement of Fair Values — Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities. — Level 2: inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e., as prices) or indirectly (i.e., derived from prices). — Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs). If the inputs used to measure the fair value of an asset or a liability fall into different levels of the fair value hierarchy, then the fair value measurement is categorized in its entirety in the same level of the fair value hierarchy as the lowest level input that is significant to the entire measurement. NOTE 1 — BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) Following is the fair value leveling for investment securities that are measured at fair value on a recurring basis as of June 30, 2022: 30-Jun-22 Level 1 Level 2 Level 3 Total Equity securities $ 764 $ — $ — $ 764 State and Municipal Debt Securities 889 — — 889 Fixed Income Funds 2,687 — — 2,687 Alternative Funds — 300 — 300 Real Estate Funds — 48 — 48 The carrying amounts of accounts receivable, accounts payable, and notes payable approximate fair value due to their short maturities. Assets and Liabilities Not Measured Deferred Offering Costs: As of June 30, 2021, $1,116,000 of deferred offering costs were capitalized in other assets. After completion of the IPO in July 2021, these costs were recorded in the consolidated statement of stockholders’ equity (deficit) as a reduction of the proceeds received from the offering. Use of Estimates: Concentration of Cash: Cash Equivalents and Marketable Securities: NOTE 1 — BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) Accounts Receivable: Inventories: Revenue Recognition: Revenue from Contracts with Customers (“ASC 606”). Revenue is recognized when control of the promised goods is transferred at the point of shipment to a customer and when performance conditions are satisfied as per the agreement, in an amount that reflects the consideration that we expect to receive in exchange for those goods as per the agreement with the customer. We generate all our revenue from agreements with customers. In case there are agreements with multiple performance obligations, we identify each performance obligation and evaluate whether the performance obligations are distinct within the context of the agreement at the agreement’s inception. Performance obligations that are not distinct at agreement inception are combined. We allocate the transaction price to each distinct performance obligation proportionately based on the estimated standalone selling price for each performance obligation and then evaluate how the services are transferred to the customer to determine the timing of revenue recognition. The Company considers the U.S. GAAP criteria for determining whether to report revenue gross as a principal versus net as an agent. Factors considered include whether the Company is the primary obligor, has risks and rewards of ownership, and bears the risk that a customer may not pay for the products provided or services performed. If there are circumstances where the above criteria are not met, revenues recognized are presented net of cost of goods sold. Contract assets consist of conditional or unconditional rights to consideration. Accounts receivable represent amounts billed to customers where the Company has an enforceable right to payment for performance completed to date (i.e., unconditional rights to consideration). Other than accounts receivable, there were no other contract assets as of June 30, 2022 or 2021. Contract liabilities consist of refund and warranty liabilities, as well as deposits received in advance on sales to certain customers. Such deposits are reflected as customer deposits and recognized in revenue when control of the products is transferred or when performance conditions are satisfied per the agreement. The change in contract liabilities (customer deposits and unearned warranty revenue) during the year ended June 30, 2022 included $1,279,000 for revenue recognized that was included in contract liability as of July 1, 2021. The change in contract liabilities (customer deposits and unearned warranty revenue) during the year ended June 30, 2021 included $.690 million for revenue recognized that was included in contract liability as of July 1, 2020. Contract liabilities as of July 1, 2020 were $.854 million. Cost of goods sold includes cost of inventory sold during the period, net of vendor discounts and allowances, and shipping and handling costs, and sales taxes. Taxes collected from customers are included in Accounts Payable on a net basis (excluded from revenues) until remitted to the government. NOTE 1 — BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) Deferred contract acquisition costs consist of sales commissions paid to the sales force and the related employer payroll taxes, collectively “deferred contract acquisition costs”, are considered incremental and recoverable costs of obtaining a contract with a customer. Management has determined that sales commissions paid are an immaterial component of obtaining a customer’s contract and has elected to expense sales commissions when earned. For the years ended Disaggregation of Revenue (in 000’s): June 30, 2022 June 30, 2021 Equipment upon delivery (point in time) $ 18,063 $ 7,093 Installation (point in time) 288 154 Software and services (over time) — — Total revenues $ 18,351 $ 7,247 Revenue from the sale of equipment is recognized upon shipment of such equipment to customers and performance conditions are satisfied. Revenue from installation is recognized upon completion of installation project and performance obligation is complete. Software subscription revenue for remote monitoring services is recognized on a straight-line basis over the term of the contract, usually one year. Services revenues are generally recognized over time as the contracts are performed. There were no software revenues during the years ended June 30, 2022 or 2021. Returns and Allowances: Shipping and Handling Costs: Advertising Costs: Goodwill and Intangible Assets: NOTE 1 — BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) Goodwill is at risk of future impairment in the event of significant unexpected changes in the Company’s forecasted future results and cash flows, or if there is a negative change in the long-term outlook for the business or in other factors such as the discount rate, or if there is a decline in the stock price. Intangible assets arising from business combinations, such as customer relationships, trade names, and/or intellectual property, are initially recorded at fair value. The Company amortizes these intangible assets over the determined useful life which generally ranges from 11 to 20 years. The Company reviews its intangible assets for impairment whenever events or circumstances indicate that the carrying amount of an asset may not be fully recoverable. There were no intangible asset impairments recognized for the years ended June 30, 2022 or 2021. Business Combinations: Income Taxes: Product Warranty: The changes in the Company’s aggregate warranty liabilities were as follows for the following periods (in thousands): June 30, 2022 2021 Product warranty liability beginning of period $ 29 $ 65 Accruals for warranties issued 60 29 Change in estimates — (37) Settlements made (34) (28) Product warranty liability end of the period $ 55 $ 29 Research and Development: NOTE 1 — BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) Share-Based Compensation: Compensation-Stock Compensation Recently Issued Accounting Pronouncements: Leases (Topic 842 in In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740) Simplifying the Accounting for Income Taxes In January 2017, the FASB issued ASU 2017-04, “Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment,” Other pronouncements issued by the FASB with future effective dates are either not applicable or not significant to the consolidated financial statements of the Company. |
INVESTMENTS
INVESTMENTS | 12 Months Ended |
Jun. 30, 2022 | |
INVESTMENTS | |
INVESTMENTS | NOTE 2 — INVESTMENTS The following tables show the Company’s cash, cash equivalents and marketable securities by significant investment category as of June 30, 2022 (amounts in 000’s): Current Non-current Adjusted Unrealized Unrealized Fair Cash and Marketable Marketable Cost Gains Losses Value Cash Equivalents Securities Securities Cash $ 2,340 $ — $ — $ 2,340 $ 2,340 $ — $ — Equities Communication 50 — (11) 39 — 39 — Consumer Discretionary 69 — (15) 54 — 54 — Consumer Staples 19 — — 19 — 19 — Energy 9 — (1) 8 — 8 — Financials 44 — (8) 36 — 36 — Health Care 40 — — 40 — 40 — Industrials 27 — (7) 20 — 20 — Information Technology 133 — (25) 108 — 108 — Materials 10 — (2) 8 — 8 — Real Estate 10 — (2) 8 — 8 — Utilities 6 — --- 6 — 6 — Mutual Funds 482 — (64) 418 — 418 — Subtotal 899 — (135) 764 — 764 — Fixed Income State & Municipal Bonds 906 — (17) 889 — 564 325 Fixed income funds 2,759 — (72) 2,687 — 2,687 — Subtotal 3,665 — (89) 3,576 — 3,251 325 Alternative, real estate and other 366 — (18) 348 — 348 — Total $ 7,270 $ — $ (242) $ 7,028 $ 2,340 $ 4,363 $ 325 |
LOSS PER SHARE
LOSS PER SHARE | 12 Months Ended |
Jun. 30, 2022 | |
LOSS PER SHARE | |
LOSS PER SHARE | NOTE 3 — LOSS PER SHARE Basic loss per share data for each year presented is computed using the weighted average number of shares of common stock outstanding during each such year. Diluted loss per share data is computed using the weighted average number of common and potentially dilutive securities outstanding during each year. Potentially dilutive securities consist of shares that would be issued upon the exercise of stock options and warrants, computed using the treasury stock method. A reconciliation of basic and diluted loss per share is as follows: For the Year Ended For the Year Ended June 30, June 30, 2022 2021 Numerator: Net loss $ (1,345) $ (645) Denominator: Weighted average common shares outstanding, basic and diluted 10,577,994 5,645,617 Loss per share Basic and diluted $ (0.13) $ (0.11) The following securities were excluded from the calculation of diluted loss per share in each year because their inclusion would have been anti-dilutive: For the Year Ended For the Year Ended June 30, June 30, 2022 2021 Options 150,000 — Warrants — 236,667 Total potentially dilutive shares 150,000 236,667 For the years ended June 30, 2022 and 2021, the Company had net losses, therefore all potentially dilutive securities are deemed to be anti-dilutive and are not included in the diluted loss per share computation. |
PROPERTY, PLANT AND EQUIPMENT
PROPERTY, PLANT AND EQUIPMENT | 12 Months Ended |
Jun. 30, 2022 | |
PROPERTY, PLANT AND EQUIPMENT | |
PROPERTY, PLANT AND EQUIPMENT | NOTE 4 — PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment consist of the following (in thousands): June 30, June 30, 2022 2021 Production equipment $ 307 $ 307 Leasehold improvements 213 202 Furniture and fixtures 45 45 Computer equipment 47 44 Other equipment 120 114 732 712 Accumulated depreciation (710) (691) Net property plant and equipment $ 22 $ 21 Depreciation expense related to property, plant and equipment was $19,000 in 2022 and $132,000 in 2021, with $9,000 and $120,000 included in cost of goods sold and $10,000 and $12,000 in general and administrative expense, respectively. NOTE 4 — PROPERTY, PLANT AND EQUIPMENT (continued) Depreciation of property, plant and equipment is calculated using the straight-line method over their estimated useful lives as follows: Useful Lives Leasehold improvements 5 years or remaining lease term Furniture and fixtures 5 years Production equipment 3 – 7 years Computer equipment 3 years Other equipment 3 – 7 years |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS | 12 Months Ended |
Jun. 30, 2022 | |
GOODWILL AND INTANGIBLE ASSETS | |
GOODWILL AND INTANGIBLE ASSETS | NOTE 5 — GOODWILL AND INTANGIBLE ASSETS The following table summarizes the Company’s intangible assets as of June 30, 2022 (in thousands): Amortization Gross Asset Accumulated Net Book Period Cost Amortization Value Customer relations 11 years $ 970 $ 257 $ 713 Patents 20 years 70 10 60 Trademark 20 years 78 12 66 $ 1,118 $ 279 $ 839 The following table summarizes the Company’s intangible assets as of June 30, 2021 (in thousands): Amortization Gross Asset Accumulated Net Book Period Cost Amortization Value Customer relations 11 years $ 970 $ 169 $ 801 Patents 20 years 70 7 63 Trademark 20 years 78 7 71 $ 1,118 $ 183 $ 935 Amortization expense was $96,000 and $95,000 for the years ended June 30, 2022 and 2021, respectively, and are included in general and administrative expense. Goodwill related to the Caddy acquisition was $287,000 at June 30, 2022 and 2021. Estimated amortization expense related to intangible assets subject to amortization at June 30, 2022 in each of the five fiscal years subsequent to June 30, 2022, and thereafter is as follows (amounts in thousands): 2023 $ 96 2024 96 2025 96 2026 96 2027 96 Thereafter 359 Total $ 839 |
ACCRUED EXPENSES
ACCRUED EXPENSES | 12 Months Ended |
Jun. 30, 2022 | |
ACCRUED EXPENSES | |
ACCRUED EXPENSES | NOTE 6 — ACCRUED EXPENSES Accrued expenses consist of the following (in thousands): June 30, 2022 2021 Employee compensation $ 519 $ 485 Accrued warranty 55 29 Others 81 106 Total $ 655 $ 620 |
DEBT
DEBT | 12 Months Ended |
Jun. 30, 2022 | |
DEBT | |
DEBT | NOTE 7 — DEBT Line of Credit In October 2019, MiT LLC executed a line of credit agreement with an unaffiliated lender to provide a $1.0 million asset-based bridge loan to be used for working capital purposes. Funds borrowed bore interest at 13% per annum and were due and payable one year from the origination date of the loan. The loan was secured by all assets of MiT LLC and was personally guaranteed by Phil Rafnson, our CEO and Chairman of the Board. Sound Management Investors, LLC, an entity controlled by Mr. Rafnson, pledged all membership units of MiT LLC held by it as further security for the repayment of such loan. In connection with this borrowing, the lender was issued warrants to acquire shares of the Company’s common stock upon completion of its IPO. On the effective date of the IPO, the lender exercised these warrants to acquire 94,723 shares of the common stock on a cashless basis. Approximately $400,000 of the proceeds from this loan were used to pay amounts owed to Caddy in connection with the Caddy acquisition. No further borrowings are available under this agreement from March 31, 2020. As of June 30, 2021, the outstanding balance of this line of credit was $590,000. In July 2021, the outstanding balance, and all accrued interest, was paid in full. There was no outstanding debt as of June 30, 2022. Long-term debt at June 30, 2021 was as follows (in thousands): 2021 Balance Current Long Term Caddy promissory note $ 1,059 $ 142 $ 917 PPP loan 698 73 625 Caddy indemnity promissory note 182 22 160 Total $ 1,939 $ 237 $ 1,702 The Caddy Promissory note was payable in monthly installments through August 2024 at an interest rate of Prime plus 2.75%. The Caddy Indemnity note was payable in monthly installments due July 2024 at an interest rate of Prime plus 2.75%. On January 1, 2020, the interest rate margin increased to 3.75% on both notes. All of the notes were collateralized by Caddy assets. In addition, the notes were guaranteed by Phil Rafnson, the Company’s majority shareholder. In August 2021, all related Caddy notes and balances were paid in full. NOTE 7 — DEBT (continued) Paycheck Protection Program On May 6, 2020, the Company received loan proceeds in the amount of approximately $694,000 under the Paycheck Protection Program (“PPP”). On March 13, 2021, the Company received proceeds in the amount of approximately $698,000 from a second PPP loan. The PPP, established as part of the Coronavirus Aid, Relief, and Economic Security Act, provides for loans to qualifying businesses for amounts up to 2.5 times of the average monthly payroll expenses of the qualifying business. The loans and accrued interest are forgivable as long as the borrower uses the loan proceeds for eligible purposes, including payroll, benefits, rent and utilities, and maintains its payroll levels. The amount of loan forgiveness will be reduced if the borrower terminates employees or reduces salaries during the eight-week period. In May 2021, the Company received notification from the Small Business Administration that the first loan in the amount of $694,000, including accrued interest, has been fully forgiven. The Company used the proceeds for purposes consistent with the PPP. In April 2022, the Company received notice that on March 23, 2022, its second PPP loan in the amount of $698,000 plus accrued interest of $7,000 has been fully forgiven and is paid in full. |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 12 Months Ended |
Jun. 30, 2022 | |
STOCKHOLDERS' EQUITY. | |
STOCKHOLDERS' EQUITY | NOTE 8 — STOCKHOLDERS’ EQUITY In 2019, the Company adopted the 2019 Omnibus Incentive Plan (the “Plan”). The Plan, as amended, provides for the issuance of stock-based awards to employees. As of June 30, 2022, the Plan provided for the issuance of up to 750,000 stock-based awards. There are 600,000 stock-based awards available to grant under the Plan at June 30, 2022. In July 2020, the Company, through a Private Placement, issued 666,667 shares of stock for total gross proceeds of $887,000 . Net proceeds of $784,000 were received after deducting offering costs of $103,000 . In conjunction with the private placement, warrants for 50,000 shares were issued to Boustead Securities, LLC. In July 2021, MiT Inc. entered into an Exchange Agreement with MiT LLC pursuant to which MiT Inc. agreed to exchange membership units for 2,350,000 shares of Common Stock representing 41.4% of the equity as of such date on a fully diluted basis for no consideration. The shares were exchanged as part of the Exchange Agreement with the Company as described in Note 1. In July 2021, the Company granted options to non-employee directors to purchase an aggregate of 150,000 shares of its common stock at an exercise price of $3.00 per share. The options vest one year from the date of grant, expire ten years from the date of grant and had an aggregate grant date fair value of $244,200 , which will be recognized ratably over the vesting period. These options, which were the only options granted during the year ended June 30, 2022, had a grant-date fair value of $1.63 per share. The Company recognized compensation expense for stock option awards of approximately $244,200 during the year ended June 30, 2022. None of the these potentially dilutive securities were included in the computation of diluted earnings per share as their impact would be anti-dilutive. The estimated fair value of each option award granted was determined on the date of grant using the Black-Scholes option valuation model. The following weighted average assumptions were used for option grants during the year ended June 30, 2022: Risk-free interest rate 1.32 % Expected volatility 61.0 % Dividend yield 0 % Expected option term in years 5.5 NOTE 8 — STOCKHOLDERS’ EQUITY (continued) A summary of the status of the Company’s stock options as of June 30, 2022 and changes during the year then ended are presented below. Wtd. Avg. Exercise Options Price Balance, July 1, 2021 — $ — Granted during the year 150,000 3.00 Exercised during the year — — Terminated/Expired during the year — — Balance, June 30, 2022 150,000 $ 3.00 The following table summarizes information about outstanding and exercisable stock options at June 30, 2022: Number Wtd. Avg. Range of Exercise Price Outstanding Wtd. Avg, Life Exercise Price $3.00 150,000 9.0 years $3.00 A summary of the status of the Company’s stock warrants as of June 30, 2022 and 2021 and changes during the years ended June 30, 2022 and 2021 are presented below. Wtd. Avg. Exercise Warrants Price Balance, July 1, 2020 — $ — Granted during the year 236,667 2.76 Exercised during the year — — Terminated/Expired during the year — — Balance, June 30, 2021 236,667 $ 2.76 Granted during the year 241,500 3.75 Exercised during the year (331,731) 3.28 Terminated/Expired during the year (146,436) 3.21 Balance, June 30, 2022 — $ — In July 2021, warrants were exercised on a cashless basis resulting in the issuance of 139,611 shares of common stock. In April 2022, underwriter warrants were exercised on a cashless basis resulting in the issuance of 192,120 shares of common stock. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Jun. 30, 2022 | |
INCOME TAXES | |
INCOME TAXES | NOTE 9 — INCOME TAXES The following table summarizes deferred tax assets and liabilities as of the date of the Exchange Agreement and through June 30, 2022: Deferred Existing valuation allowance Tax Assets Deferred Tax Liabilities Prior to business combination Net Position Deferred tax assets $ 910 $ — $ — $ 910 Deferred tax liabilities — (18) — (18) Valuation allowance — — (892) (892) Total MiT Inc. June 30, 2022 $ 910 $ (18) $ (892) $ — MiT Inc. $ — $ — $ — $ — MiT LLC 248 (13) (235) — Total July 7, 2021 (see note 1) $ 248 $ (13) $ (235) $ — The following table summarizes the components of deferred tax assets and deferred tax liabilities: Deferred Tax Assets (Liabilities) Inventory reserve $ 122 Accumulated depreciation (6) Accumulated goodwill amortization (12) Accumulated intangible amortization 8 Unrealized loss on investments 68 Deferred rent 6 Warranty reserve 5 Stock compensation 68 Net operating loss carryforward 594 Allowance for doubtful accounts 39 Net 892 Valuation allowance (892) Total June 30, 2022 $ — Inventory reserve $ 133 Accumulated depreciation (7) Accumulated goodwill amortization (6) Deferred rent 7 Warranty reserve 8 Allowance for doubtful accounts 100 Net 235 Valuation allowance (235) Total July 7, 2021 (see note 1) $ — NOTE 9 — INCOME TAXES (continued) The income tax expense differs from the amount computed by applying the statutory income tax rates to the loss before income tax. The following table shows the reasons for these differences: 2022 2021 Net loss before tax $ (1,345) $ (645) United States corporate tax rate 21 % 21 % Tax Benefit at statutory rate 282 135 Differences due to: State taxes 119 58 PPP Loan Forgiveness 210 — Other, permanent differences 46 42 Change in valuation allowance (657) (235) Income Tax (Benefit) Expense $ — $ — Effective Tax Rate (0) % (0) % At June 30, 2022 the Company has approximately $2,180,000 of U.S. State and $2,200,000 of U.S. Federal NOL carryforwards, which will not expire and will be available for future use to offset taxable income. The Company recognized a valuation allowance of $892,000 and $235,000 as of June 30, 2022 and 2021, respectively, as all U.S. Federal and state deferred tax assets have been determined to be not more likely than not realizable. Management does not believe that it had any significant uncertain tax positions at June 30, 2022 and 2021, nor is this expected to change within the next twelve months due to the settlement and expiration of statutes of limitation. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Jun. 30, 2022 | |
RELATED PARTY TRANSACTIONS | |
RELATED PARTY TRANSACTIONS | NOTE 10 — RELATED PARTY TRANSACTIONS In July 2021, the Company provided a discretionary $50,000 payment to the Company’s CEO and Chairman of the Board of Directors for personal guarantees provided in conjunction with financing company debt. See Note 7 - Debt. Approximately $32,000 of the Company's net sales in the year ended June 30, 2022 was to companies deemed to be related parties. Accounts receivable from related parties were zero as of June 30, 2022 and 2021. |
CUSTOMER AND VENDOR CONCENTRATI
CUSTOMER AND VENDOR CONCENTRATIONS | 12 Months Ended |
Jun. 30, 2022 | |
CUSTOMER AND VENDOR CONCENTRATIONS | |
CUSTOMER AND VENDOR CONCENTRATIONS | NOTE 11 — CUSTOMER AND VENDOR CONCENTRATIONS Customers Three customers accounted for 18%, 16% and 10% of accounts receivable at June 30, 2022. No customers accounted for more than 10% of accounts receivable at June 30, 2021. Vendors: At June 30, 2021, the two largest vendors accounted for 28% and 13% of the accounts payable balance. One vendor accounted for 39% of accounts payable at June 30, 2022. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Jun. 30, 2022 | |
COMMITMENTS AND CONTINGENCIES | |
COMMITMENTS AND CONTINGENCIES | NOTE 12 — COMMITMENTS AND CONTINGENCIES Operating Leases: In September 2018, the Company reached an agreement to extend the executive office lease effective February 1, 2019 by an additional five years. The monthly rent payable for the first year of the extended term was $120,620 and increases by 3% on each anniversary date. In April 2020, the Company reached an agreement whereby April, May and June 2020 monthly rent payments related to this lease in the amount of $19,500 were deferred but payable in six monthly installments of $3,250 commencing on the first day of July 2020. In addition, the term of the lease was extended for one year from the anniversary date, through January 2025. Also, in September 2018, the Company reached an agreement to extend the warehouse lease effective February 1, 2019 by an additional five years. The monthly rent payable for the first year of the extended term was $9,465 and increases by 3% on each anniversary date. In April 2020, the Company reached an agreement whereby April, May and June 2020 monthly rent payments in the amount of $14,624 were deferred but payable in six monthly installments of $2,437 commencing on the first day of July 2020. In addition, the term of the lease was extended for one year from the anniversary date, through January 2025. Future minimum lease payments at June 30, 2022 under these arrangements are as follows: (in thousands) Total Operating leases Payments 2023 $ 293 2024 302 2025 174 Total future minimum lease payments $ 769 Legal Matters: |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Jun. 30, 2022 | |
SUBSEQUENT EVENTS | |
SUBSEQUENT EVENTS | NOTE 13 — SUBSEQUENT EVENTS On July 21, 2022, the Company granted 130,000 shares of common stock, with a fair market value of approximately $169,000 , to employees as compensation for previously provided services and was accrued as of June 30, 2022. On August 12, 2022, the Company filed a Form S-8 with the SEC registering an additional 750,000 Shares for stock-based awards available for issuance under the Company’s 2019 Omnibus Incentive Plan. The Company has evaluated events from June 30, 2022 through September 28, 2022, the date these consolidated financial statements were available to be issued. |
BUSINESS ACTIVITY AND SUMMARY_2
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Jun. 30, 2022 | |
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Organization | Organization: Moving iMage Acquisition Co. (DBA “Caddy Products”) designs, develops and manufactures innovative products for the entertainment, cinema, grocery, worship, restaurant, sports and restroom industries. |
Share Exchange | Share Exchange: The transaction was accounted for as a merger of entities under common ownership in accordance with generally accepted accounting principles in the United States of America. This determination was primarily based on the facts that, immediately before and after the transaction: (i) MiT LLC owners owned a substantial majority of the voting rights in the combined company, (ii) MiT LLC designated a majority of the members of the initial board of directors of the combined company, and (iii) MiT LLC’s senior management holds all key positions in the senior management of the combined company. As a result, the historical financial statements of MiT LLC and MiT Inc. for the year ended June 30, 2021 have been retroactively revised to reflect the consolidation of MiT Inc. and MiT LLC. All inter-company transactions and balances between MiT Inc. and MiT LLC have been eliminated. The consolidated statements of stockholders’ equity (deficit) for the years ended June 30, 2022 and 2021 have been retroactively revised to give effect of the change in reporting entity accounting of MiT Inc. and MiT LLC. |
Initial Public Offering | Initial Public Offering: On July 12, 2021, in connection with the IPO, warrants to purchase 139,611 shares of the Company’s common stock were exercised on a cashless basis. In April 2022, underwriter warrants were exercised on a cashless basis resulting in the issuance of 192,120 shares of common stock. |
Impact of the COVID-19 Pandemic | Impact of the COVID-19 Pandemic: Throughout 2020 and 2021 the theatres reopened as soon as local restrictions and the status of the COVID-19 pandemic would allow. As of June 30, 2022, a large majority of domestic and international theatres were open. The industry’s recovery to historical levels of new film content, both in terms of the number of new films and box office performance, is still underway, as the industry also continues to adjust to evolving theatrical release windows, competition from streaming and other delivery platforms, supply chain delays, inflationary pressures, labor shortages, wage rate pressures and other economic factors. Based on the Company’s current estimates of recovery, it believes it has, and will generate, sufficient cash to sustain operations for a period of 12 months from the issuance of these financial statements. Nonetheless, the COVID-19 pandemic has had, and continues to have, adverse effects on the Company’s business, results of operations, cash flows and financial condition. |
Principles of Consolidation | Principles of Consolidation: |
Basis of Presentation | Basis of Presentation: Segment Reporting: |
Measurement of Fair Values | Measurement of Fair Values — Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities. — Level 2: inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e., as prices) or indirectly (i.e., derived from prices). — Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs). If the inputs used to measure the fair value of an asset or a liability fall into different levels of the fair value hierarchy, then the fair value measurement is categorized in its entirety in the same level of the fair value hierarchy as the lowest level input that is significant to the entire measurement. NOTE 1 — BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) Following is the fair value leveling for investment securities that are measured at fair value on a recurring basis as of June 30, 2022: 30-Jun-22 Level 1 Level 2 Level 3 Total Equity securities $ 764 $ — $ — $ 764 State and Municipal Debt Securities 889 — — 889 Fixed Income Funds 2,687 — — 2,687 Alternative Funds — 300 — 300 Real Estate Funds — 48 — 48 The carrying amounts of accounts receivable, accounts payable, and notes payable approximate fair value due to their short maturities. Assets and Liabilities Not Measured |
Deferred Offering Costs | Deferred Offering Costs: As of June 30, 2021, $1,116,000 of deferred offering costs were capitalized in other assets. After completion of the IPO in July 2021, these costs were recorded in the consolidated statement of stockholders’ equity (deficit) as a reduction of the proceeds received from the offering. |
Use of Estimates | Use of Estimates: |
Concentration of Cash | Concentration of Cash: |
Cash Equivalents and Marketable Securities | Cash Equivalents and Marketable Securities: |
Accounts Receivable | Accounts Receivable: |
Inventories | Inventories: |
Revenue Recognition | Revenue Recognition: Revenue from Contracts with Customers (“ASC 606”). Revenue is recognized when control of the promised goods is transferred at the point of shipment to a customer and when performance conditions are satisfied as per the agreement, in an amount that reflects the consideration that we expect to receive in exchange for those goods as per the agreement with the customer. We generate all our revenue from agreements with customers. In case there are agreements with multiple performance obligations, we identify each performance obligation and evaluate whether the performance obligations are distinct within the context of the agreement at the agreement’s inception. Performance obligations that are not distinct at agreement inception are combined. We allocate the transaction price to each distinct performance obligation proportionately based on the estimated standalone selling price for each performance obligation and then evaluate how the services are transferred to the customer to determine the timing of revenue recognition. The Company considers the U.S. GAAP criteria for determining whether to report revenue gross as a principal versus net as an agent. Factors considered include whether the Company is the primary obligor, has risks and rewards of ownership, and bears the risk that a customer may not pay for the products provided or services performed. If there are circumstances where the above criteria are not met, revenues recognized are presented net of cost of goods sold. Contract assets consist of conditional or unconditional rights to consideration. Accounts receivable represent amounts billed to customers where the Company has an enforceable right to payment for performance completed to date (i.e., unconditional rights to consideration). Other than accounts receivable, there were no other contract assets as of June 30, 2022 or 2021. Contract liabilities consist of refund and warranty liabilities, as well as deposits received in advance on sales to certain customers. Such deposits are reflected as customer deposits and recognized in revenue when control of the products is transferred or when performance conditions are satisfied per the agreement. The change in contract liabilities (customer deposits and unearned warranty revenue) during the year ended June 30, 2022 included $1,279,000 for revenue recognized that was included in contract liability as of July 1, 2021. The change in contract liabilities (customer deposits and unearned warranty revenue) during the year ended June 30, 2021 included $.690 million for revenue recognized that was included in contract liability as of July 1, 2020. Contract liabilities as of July 1, 2020 were $.854 million. Cost of goods sold includes cost of inventory sold during the period, net of vendor discounts and allowances, and shipping and handling costs, and sales taxes. Taxes collected from customers are included in Accounts Payable on a net basis (excluded from revenues) until remitted to the government. NOTE 1 — BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) Deferred contract acquisition costs consist of sales commissions paid to the sales force and the related employer payroll taxes, collectively “deferred contract acquisition costs”, are considered incremental and recoverable costs of obtaining a contract with a customer. Management has determined that sales commissions paid are an immaterial component of obtaining a customer’s contract and has elected to expense sales commissions when earned. For the years ended Disaggregation of Revenue (in 000’s): June 30, 2022 June 30, 2021 Equipment upon delivery (point in time) $ 18,063 $ 7,093 Installation (point in time) 288 154 Software and services (over time) — — Total revenues $ 18,351 $ 7,247 Revenue from the sale of equipment is recognized upon shipment of such equipment to customers and performance conditions are satisfied. Revenue from installation is recognized upon completion of installation project and performance obligation is complete. Software subscription revenue for remote monitoring services is recognized on a straight-line basis over the term of the contract, usually one year. Services revenues are generally recognized over time as the contracts are performed. There were no software revenues during the years ended June 30, 2022 or 2021. |
Returns and Allowances | Returns and Allowances: |
Shipping and Handling Costs | Shipping and Handling Costs: |
Advertising Costs | Advertising Costs: |
Goodwill and Intangible Assets | Goodwill and Intangible Assets: NOTE 1 — BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) Goodwill is at risk of future impairment in the event of significant unexpected changes in the Company’s forecasted future results and cash flows, or if there is a negative change in the long-term outlook for the business or in other factors such as the discount rate, or if there is a decline in the stock price. Intangible assets arising from business combinations, such as customer relationships, trade names, and/or intellectual property, are initially recorded at fair value. The Company amortizes these intangible assets over the determined useful life which generally ranges from 11 to 20 years. The Company reviews its intangible assets for impairment whenever events or circumstances indicate that the carrying amount of an asset may not be fully recoverable. There were no intangible asset impairments recognized for the years ended June 30, 2022 or 2021. |
Business Combinations | Business Combinations: |
Income Taxes | Income Taxes: |
Product Warranty | Product Warranty: The changes in the Company’s aggregate warranty liabilities were as follows for the following periods (in thousands): June 30, 2022 2021 Product warranty liability beginning of period $ 29 $ 65 Accruals for warranties issued 60 29 Change in estimates — (37) Settlements made (34) (28) Product warranty liability end of the period $ 55 $ 29 |
Research and Development | Research and Development: |
Share-Based Compensation | Share-Based Compensation: Compensation-Stock Compensation |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements: Leases (Topic 842 in In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740) Simplifying the Accounting for Income Taxes In January 2017, the FASB issued ASU 2017-04, “Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment,” Other pronouncements issued by the FASB with future effective dates are either not applicable or not significant to the consolidated financial statements of the Company. |
BUSINESS ACTIVITY AND SUMMARY_3
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Schedule of fair value leveling for investment securities on recurring basis | 30-Jun-22 Level 1 Level 2 Level 3 Total Equity securities $ 764 $ — $ — $ 764 State and Municipal Debt Securities 889 — — 889 Fixed Income Funds 2,687 — — 2,687 Alternative Funds — 300 — 300 Real Estate Funds — 48 — 48 |
Summary of disaggregation of Revenue | For the years ended Disaggregation of Revenue (in 000’s): June 30, 2022 June 30, 2021 Equipment upon delivery (point in time) $ 18,063 $ 7,093 Installation (point in time) 288 154 Software and services (over time) — — Total revenues $ 18,351 $ 7,247 |
Summary of warranty liabilities | The changes in the Company’s aggregate warranty liabilities were as follows for the following periods (in thousands): June 30, 2022 2021 Product warranty liability beginning of period $ 29 $ 65 Accruals for warranties issued 60 29 Change in estimates — (37) Settlements made (34) (28) Product warranty liability end of the period $ 55 $ 29 |
INVESTMENTS (Tables)
INVESTMENTS (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
INVESTMENTS | |
Schedule of Company's cash, cash equivalents and marketable securities by significant investment category | Current Non-current Adjusted Unrealized Unrealized Fair Cash and Marketable Marketable Cost Gains Losses Value Cash Equivalents Securities Securities Cash $ 2,340 $ — $ — $ 2,340 $ 2,340 $ — $ — Equities Communication 50 — (11) 39 — 39 — Consumer Discretionary 69 — (15) 54 — 54 — Consumer Staples 19 — — 19 — 19 — Energy 9 — (1) 8 — 8 — Financials 44 — (8) 36 — 36 — Health Care 40 — — 40 — 40 — Industrials 27 — (7) 20 — 20 — Information Technology 133 — (25) 108 — 108 — Materials 10 — (2) 8 — 8 — Real Estate 10 — (2) 8 — 8 — Utilities 6 — --- 6 — 6 — Mutual Funds 482 — (64) 418 — 418 — Subtotal 899 — (135) 764 — 764 — Fixed Income State & Municipal Bonds 906 — (17) 889 — 564 325 Fixed income funds 2,759 — (72) 2,687 — 2,687 — Subtotal 3,665 — (89) 3,576 — 3,251 325 Alternative, real estate and other 366 — (18) 348 — 348 — Total $ 7,270 $ — $ (242) $ 7,028 $ 2,340 $ 4,363 $ 325 |
LOSS PER SHARE (Tables)
LOSS PER SHARE (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
LOSS PER SHARE | |
Schedule of basic and diluted earnings (loss) per share | For the Year Ended For the Year Ended June 30, June 30, 2022 2021 Numerator: Net loss $ (1,345) $ (645) Denominator: Weighted average common shares outstanding, basic and diluted 10,577,994 5,645,617 Loss per share Basic and diluted $ (0.13) $ (0.11) |
Schedule of antidilutive securities excluded | For the Year Ended For the Year Ended June 30, June 30, 2022 2021 Options 150,000 — Warrants — 236,667 Total potentially dilutive shares 150,000 236,667 |
PROPERTY, PLANT AND EQUIPMENT (
PROPERTY, PLANT AND EQUIPMENT (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
PROPERTY, PLANT AND EQUIPMENT | |
Schedule of property, plant and equipment | Property, plant and equipment consist of the following (in thousands): June 30, June 30, 2022 2021 Production equipment $ 307 $ 307 Leasehold improvements 213 202 Furniture and fixtures 45 45 Computer equipment 47 44 Other equipment 120 114 732 712 Accumulated depreciation (710) (691) Net property plant and equipment $ 22 $ 21 |
Schedule of estimated useful lives of the assets | NOTE 4 — PROPERTY, PLANT AND EQUIPMENT (continued) Depreciation of property, plant and equipment is calculated using the straight-line method over their estimated useful lives as follows: Useful Lives Leasehold improvements 5 years or remaining lease term Furniture and fixtures 5 years Production equipment 3 – 7 years Computer equipment 3 years Other equipment 3 – 7 years |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
GOODWILL AND INTANGIBLE ASSETS | |
Summary of intangible assets | The following table summarizes the Company’s intangible assets as of June 30, 2022 (in thousands): Amortization Gross Asset Accumulated Net Book Period Cost Amortization Value Customer relations 11 years $ 970 $ 257 $ 713 Patents 20 years 70 10 60 Trademark 20 years 78 12 66 $ 1,118 $ 279 $ 839 The following table summarizes the Company’s intangible assets as of June 30, 2021 (in thousands): Amortization Gross Asset Accumulated Net Book Period Cost Amortization Value Customer relations 11 years $ 970 $ 169 $ 801 Patents 20 years 70 7 63 Trademark 20 years 78 7 71 $ 1,118 $ 183 $ 935 |
Summary of estimated amortization expense related to intangible assets | Estimated amortization expense related to intangible assets subject to amortization at June 30, 2022 in each of the five fiscal years subsequent to June 30, 2022, and thereafter is as follows (amounts in thousands): 2023 $ 96 2024 96 2025 96 2026 96 2027 96 Thereafter 359 Total $ 839 |
ACCRUED EXPENSES (Tables)
ACCRUED EXPENSES (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
ACCRUED EXPENSES | |
Schedule of accrued expenses | Accrued expenses consist of the following (in thousands): June 30, 2022 2021 Employee compensation $ 519 $ 485 Accrued warranty 55 29 Others 81 106 Total $ 655 $ 620 |
DEBT (Tables)
DEBT (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
DEBT | |
Summary of long-term debt | Long-term debt at June 30, 2021 was as follows (in thousands): 2021 Balance Current Long Term Caddy promissory note $ 1,059 $ 142 $ 917 PPP loan 698 73 625 Caddy indemnity promissory note 182 22 160 Total $ 1,939 $ 237 $ 1,702 |
STOCKHOLDERS' EQUITY (Tables)
STOCKHOLDERS' EQUITY (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Summary of weighted average assumptions were used for option grants | Risk-free interest rate 1.32 % Expected volatility 61.0 % Dividend yield 0 % Expected option term in years 5.5 |
Options outstanding by exercise price range | Number Wtd. Avg. Range of Exercise Price Outstanding Wtd. Avg, Life Exercise Price $3.00 150,000 9.0 years $3.00 |
Stock options | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Summary of stock options changes | Wtd. Avg. Exercise Options Price Balance, July 1, 2021 — $ — Granted during the year 150,000 3.00 Exercised during the year — — Terminated/Expired during the year — — Balance, June 30, 2022 150,000 $ 3.00 |
Stock warrants | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Summary of stock options changes | Wtd. Avg. Exercise Warrants Price Balance, July 1, 2020 — $ — Granted during the year 236,667 2.76 Exercised during the year — — Terminated/Expired during the year — — Balance, June 30, 2021 236,667 $ 2.76 Granted during the year 241,500 3.75 Exercised during the year (331,731) 3.28 Terminated/Expired during the year (146,436) 3.21 Balance, June 30, 2022 — $ — |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
INCOME TAXES | |
Summary of deferred tax assets and liabilities | The following table summarizes deferred tax assets and liabilities as of the date of the Exchange Agreement and through June 30, 2022: Deferred Existing valuation allowance Tax Assets Deferred Tax Liabilities Prior to business combination Net Position Deferred tax assets $ 910 $ — $ — $ 910 Deferred tax liabilities — (18) — (18) Valuation allowance — — (892) (892) Total MiT Inc. June 30, 2022 $ 910 $ (18) $ (892) $ — MiT Inc. $ — $ — $ — $ — MiT LLC 248 (13) (235) — Total July 7, 2021 (see note 1) $ 248 $ (13) $ (235) $ — The following table summarizes the components of deferred tax assets and deferred tax liabilities: Deferred Tax Assets (Liabilities) Inventory reserve $ 122 Accumulated depreciation (6) Accumulated goodwill amortization (12) Accumulated intangible amortization 8 Unrealized loss on investments 68 Deferred rent 6 Warranty reserve 5 Stock compensation 68 Net operating loss carryforward 594 Allowance for doubtful accounts 39 Net 892 Valuation allowance (892) Total June 30, 2022 $ — Inventory reserve $ 133 Accumulated depreciation (7) Accumulated goodwill amortization (6) Deferred rent 7 Warranty reserve 8 Allowance for doubtful accounts 100 Net 235 Valuation allowance (235) Total July 7, 2021 (see note 1) $ — |
Summary of reconciliation of income taxes | 2022 2021 Net loss before tax $ (1,345) $ (645) United States corporate tax rate 21 % 21 % Tax Benefit at statutory rate 282 135 Differences due to: State taxes 119 58 PPP Loan Forgiveness 210 — Other, permanent differences 46 42 Change in valuation allowance (657) (235) Income Tax (Benefit) Expense $ — $ — Effective Tax Rate (0) % (0) % |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
COMMITMENTS AND CONTINGENCIES | |
Summary of future minimum lease payments | Future minimum lease payments at June 30, 2022 under these arrangements are as follows: (in thousands) Total Operating leases Payments 2023 $ 293 2024 302 2025 174 Total future minimum lease payments $ 769 |
BUSINESS ACTIVITY AND SUMMARY_4
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($) | 1 Months Ended | 12 Months Ended | |||||||
Jul. 12, 2021 | Jul. 07, 2021 | Apr. 30, 2022 | Jul. 31, 2021 | Jun. 30, 2020 | Jun. 30, 2022 | Jun. 30, 2021 | Jul. 01, 2021 | Jul. 01, 2020 | |
Subsidiary or Equity Method Investee [Line Items] | |||||||||
Common stock, Outstanding | 5,666,667 | 5,666,667 | |||||||
Inventory reserve | $ 434,000 | $ 475,000 | |||||||
Warrants exercised for number of shares | 192,120 | 139,611 | |||||||
Deferred offering costs | 1,116,000 | ||||||||
Allowance for bad debts | 138,000 | 356,000 | |||||||
Accounts Receivable, after Allowance for Credit Loss, Current | 1,762,000 | 454,000 | |||||||
Contract liabilities | $ 1,279,000 | $ 3,158,000 | $ 1,339,000 | $ 690,000 | $ 854,000 | ||||
Initial public offering | |||||||||
Subsidiary or Equity Method Investee [Line Items] | |||||||||
Number of shares issued | 4,830,000 | ||||||||
Share Price | $ 3 | ||||||||
Net proceeds | $ 12,360,000 | ||||||||
Underwriting discounts, commissions and other expenses | 2,130,000 | ||||||||
Other assets to additional paid in capital | $ 1,116,000 | ||||||||
Warrants exercised for number of shares | 139,611 | ||||||||
MIT LLC | MiT Inc | |||||||||
Subsidiary or Equity Method Investee [Line Items] | |||||||||
Percentage of outstanding member unit exchanged | 79% | 41.40% | |||||||
Shares of common stock issued for acquiring members unit | 2,350,000 | ||||||||
Common stock, Outstanding | 4,452,334 | ||||||||
Number of Shares Exchanged | 2,350,000 | ||||||||
Number of shares issued | 2,000,000 | ||||||||
Common Stock | |||||||||
Subsidiary or Equity Method Investee [Line Items] | |||||||||
Number of shares issued on exercise of underwriter warrants | 192,120 | ||||||||
Number of shares issued | 2,350,000 | ||||||||
Common Stock | Initial public offering | |||||||||
Subsidiary or Equity Method Investee [Line Items] | |||||||||
Share Price | $ 3.75 | ||||||||
Warrants exercised for number of shares | 241,500 | ||||||||
Common Stock | MIT LLC | MiT Inc | |||||||||
Subsidiary or Equity Method Investee [Line Items] | |||||||||
Number of shares issued on exercise of underwriter warrants | 192,120 |
BUSINESS ACTIVITY AND SUMMARY_5
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Fair vale on a recurring basis (Details) - Recurring $ in Thousands | Jun. 30, 2022 USD ($) |
Equity securities | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Investment securities | $ 764 |
State and Municipal Debt Securities | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Investment securities | 889 |
Fixed Income Funds | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Investment securities | 2,687 |
Alternative Funds | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Investment securities | 300 |
Real Estate Funds | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Investment securities | 48 |
Level 1 | Equity securities | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Investment securities | 764 |
Level 1 | State and Municipal Debt Securities | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Investment securities | 889 |
Level 1 | Fixed Income Funds | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Investment securities | 2,687 |
Level 2 | Alternative Funds | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Investment securities | 300 |
Level 2 | Real Estate Funds | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Investment securities | $ 48 |
BUSINESS ACTIVITY AND SUMMARY_6
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Disaggregation of Revenue (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Disaggregation of Revenue [Line Items] | ||
Total revenues | $ 18,351,000 | $ 7,247,000 |
Equipment upon delivery | Point in time | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | 18,063,000 | 7,093,000 |
Installation | Point in time | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | 288,000 | 154,000 |
Software and services | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | $ 0 | $ 0 |
BUSINESS ACTIVITY AND SUMMARY_7
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Advertising Costs (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Finite-Lived Intangible Assets [Line Items] | ||
Advertising Expense | $ 18,000 | $ 19,000 |
Impairment on intangible assets | $ 0 | $ 0 |
Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization Period | 20 years | |
Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization Period | 11 years |
BUSINESS ACTIVITY AND SUMMARY_8
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - warranty liabilities (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Product Warranty Liability [Line Items] | ||
Period of right to return defective products | 3 years | |
Product warranty liability beginning of period | $ 29,000 | $ 65,000 |
Accruals for warranties issued | 60,000 | 29,000 |
Change in estimates | (37,000) | |
Settlements made | (34,000) | (28,000) |
Product warranty liability end of the period | $ 55,000 | $ 29,000 |
Maximum | ||
Product Warranty Liability [Line Items] | ||
Warranty period | 3 years | |
Minimum | ||
Product Warranty Liability [Line Items] | ||
Warranty period | 1 year |
BUSINESS ACTIVITY AND SUMMARY_9
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Recently Issued Accounting Pronouncements (Details) - ASU 2016 02 | Jul. 31, 2022 USD ($) |
ROU assets | $ 670,000 |
lease liabilities | $ 957,000 |
INVESTMENTS - Cash, cash equiva
INVESTMENTS - Cash, cash equivalents and marketable securities by significant investment category (Details) $ in Thousands | 12 Months Ended |
Jun. 30, 2022 USD ($) | |
Net Investment Income [Line Items] | |
Adjusted Cost | $ 7,270 |
Unrealized Losses | (242) |
Fair Value | 7,028 |
Cash and cash equivalents | 2,340 |
Current Marketable Securities | 4,363 |
Non-current Marketable Securities | 325 |
Cash. | |
Net Investment Income [Line Items] | |
Adjusted Cost | 2,340 |
Fair Value | 2,340 |
Cash and cash equivalents | 2,340 |
Equities | |
Net Investment Income [Line Items] | |
Adjusted Cost | 899 |
Unrealized Losses | (135) |
Fair Value | 764 |
Current Marketable Securities | 764 |
Communication | |
Net Investment Income [Line Items] | |
Adjusted Cost | 50 |
Unrealized Losses | (11) |
Fair Value | 39 |
Current Marketable Securities | 39 |
Consumer Discretionary | |
Net Investment Income [Line Items] | |
Adjusted Cost | 69 |
Unrealized Losses | (15) |
Fair Value | 54 |
Current Marketable Securities | 54 |
Consumer Staples | |
Net Investment Income [Line Items] | |
Adjusted Cost | 19 |
Fair Value | 19 |
Current Marketable Securities | 19 |
Energy | |
Net Investment Income [Line Items] | |
Adjusted Cost | 9 |
Unrealized Losses | (1) |
Fair Value | 8 |
Current Marketable Securities | 8 |
Financials | |
Net Investment Income [Line Items] | |
Adjusted Cost | 44 |
Unrealized Losses | (8) |
Fair Value | 36 |
Current Marketable Securities | 36 |
Health Care | |
Net Investment Income [Line Items] | |
Adjusted Cost | 40 |
Fair Value | 40 |
Current Marketable Securities | 40 |
Industrials | |
Net Investment Income [Line Items] | |
Adjusted Cost | 27 |
Unrealized Losses | (7) |
Fair Value | 20 |
Current Marketable Securities | 20 |
Information Technology | |
Net Investment Income [Line Items] | |
Adjusted Cost | 133 |
Unrealized Losses | (25) |
Fair Value | 108 |
Current Marketable Securities | 108 |
Materials | |
Net Investment Income [Line Items] | |
Adjusted Cost | 10 |
Unrealized Losses | (2) |
Fair Value | 8 |
Current Marketable Securities | 8 |
Real Estate | |
Net Investment Income [Line Items] | |
Adjusted Cost | 10 |
Unrealized Losses | (2) |
Fair Value | 8 |
Current Marketable Securities | 8 |
Utilities | |
Net Investment Income [Line Items] | |
Adjusted Cost | 6 |
Fair Value | 6 |
Current Marketable Securities | 6 |
Mutual Funds | |
Net Investment Income [Line Items] | |
Adjusted Cost | 482 |
Unrealized Losses | (64) |
Fair Value | 418 |
Current Marketable Securities | 418 |
Fixed Income | |
Net Investment Income [Line Items] | |
Adjusted Cost | 3,665 |
Unrealized Losses | (89) |
Fair Value | 3,576 |
Current Marketable Securities | 3,251 |
Non-current Marketable Securities | 325 |
State & Municipal Bonds | |
Net Investment Income [Line Items] | |
Adjusted Cost | 906 |
Unrealized Losses | (17) |
Fair Value | 889 |
Current Marketable Securities | 564 |
Non-current Marketable Securities | 325 |
Fixed income funds | |
Net Investment Income [Line Items] | |
Adjusted Cost | 2,759 |
Unrealized Losses | (72) |
Fair Value | 2,687 |
Current Marketable Securities | 2,687 |
Alternative, real estate and other | |
Net Investment Income [Line Items] | |
Adjusted Cost | 366 |
Unrealized Losses | (18) |
Fair Value | 348 |
Current Marketable Securities | $ 348 |
LOSS PER SHARE (Details)
LOSS PER SHARE (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Numerator: | ||
Net income (loss) | $ (1,345) | $ (645) |
Denominator: | ||
Weighted average common shares outstanding, basic | 10,577,994 | 5,645,617 |
Weighted average common shares outstanding, diluted | 10,577,994 | 5,645,617 |
Loss per share | ||
Basic | $ (0.13) | $ (0.11) |
Diluted | $ (0.13) | $ (0.11) |
LOSS PER SHARE - Antidilutive s
LOSS PER SHARE - Antidilutive shares (Details) - shares shares in Thousands | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total potentially dilutive shares | 150,000 | 236,667 |
Options | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total potentially dilutive shares | 150,000 | |
Warrants | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total potentially dilutive shares | 236,667 |
PROPERTY, PLANT AND EQUIPMENT_2
PROPERTY, PLANT AND EQUIPMENT (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 732 | $ 712 |
Accumulated depreciation | (710) | (691) |
Net property plant and equipment | 22 | 21 |
Production equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 307 | 307 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 213 | 202 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 45 | 45 |
Computer equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 47 | 44 |
Other equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 120 | $ 114 |
PROPERTY, PLANT AND EQUIPMENT -
PROPERTY, PLANT AND EQUIPMENT - Depreciation expense (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Property, Plant and Equipment [Line Items] | ||
Depreciation | $ 19,000 | $ 132,000 |
Cost of goods sold | ||
Property, Plant and Equipment [Line Items] | ||
Depreciation | 9,000 | 120,000 |
General and administrative expense. | ||
Property, Plant and Equipment [Line Items] | ||
Depreciation | $ 10,000 | $ 12,000 |
PROPERTY, PLANT AND EQUIPMENT_3
PROPERTY, PLANT AND EQUIPMENT - Useful lives (Details) | 12 Months Ended |
Jun. 30, 2022 | |
Leasehold improvements | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 5 years |
Furniture and fixtures | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 5 years |
Production equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 7 years |
Production equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 3 years |
Computer equipment | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 3 years |
Other equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 7 years |
Other equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 3 years |
GOODWILL AND INTANGIBLE ASSET_2
GOODWILL AND INTANGIBLE ASSETS (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Intangible assets | ||
Gross Asset Cost | $ 1,118 | $ 1,118 |
Accumulated Amortization | 279 | 183 |
Total | $ 839 | $ 935 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization Period | 11 years | 11 years |
Intangible assets | ||
Gross Asset Cost | $ 970 | $ 970 |
Accumulated Amortization | 257 | 169 |
Total | $ 713 | $ 801 |
Patents | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization Period | 20 years | 20 years |
Intangible assets | ||
Gross Asset Cost | $ 70 | $ 70 |
Accumulated Amortization | 10 | 7 |
Total | $ 60 | $ 63 |
Trademark | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization Period | 20 years | 20 years |
Intangible assets | ||
Gross Asset Cost | $ 78 | $ 78 |
Accumulated Amortization | 12 | 7 |
Total | $ 66 | $ 71 |
GOODWILL AND INTANGIBLE ASSET_3
GOODWILL AND INTANGIBLE ASSETS - Amortization expense (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Finite-Lived Intangible Assets [Line Items] | ||
Amortization expense | $ 96,000 | $ 95,000 |
Goodwill [Roll Forward] | ||
Caddy acquisition | 287,000 | 287,000 |
General and administrative expense. | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization expense | $ 96,000 | $ 95,000 |
GOODWILL AND INTANGIBLE ASSET_4
GOODWILL AND INTANGIBLE ASSETS - Estimated amortization expense related to intangible assets subject to amortization (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | ||
2023 | $ 96 | |
2024 | 96 | |
2025 | 96 | |
2026 | 96 | |
2027 | 96 | |
Thereafter | 359 | |
Total | $ 839 | $ 935 |
ACCRUED EXPENSES (Details)
ACCRUED EXPENSES (Details) - USD ($) | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 |
ACCRUED EXPENSES | |||
Employee compensation | $ 519,000 | $ 485,000 | |
Accrued warranty | 55,000 | 29,000 | $ 65,000 |
Others | 81,000 | 106,000 | |
Total | $ 655,000 | $ 620,000 |
DEBT - Line of Credit (Details)
DEBT - Line of Credit (Details) - USD ($) | 1 Months Ended | |||||
Oct. 31, 2019 | Jun. 30, 2022 | Apr. 30, 2022 | Jul. 31, 2021 | Jun. 30, 2021 | Mar. 31, 2020 | |
Debt Instrument [Line Items] | ||||||
Term of debt | 1 year | |||||
Number of shares for which warrants exercised | 192,120 | 139,611 | ||||
Outstanding balance of line of credit | $ 0 | $ 590,000 | ||||
Line of Credit [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Maximum borrowing capacity | $ 1,000,000 | |||||
Interest rate | 13% | |||||
Number of shares for which warrants exercised | 94,723 | |||||
Amount of proceeds from loan used to pay business combination | $ 400,000 | |||||
Available borrowing capacity | $ 0 | |||||
Outstanding balance of line of credit | $ 590,000 |
DEBT - Long term debt (Details)
DEBT - Long term debt (Details) | Jun. 30, 2022 USD ($) |
Debt Instrument [Line Items] | |
Balance | $ 1,939,000 |
Current | 237,000 |
Long Term | 1,702,000 |
Closing promissory note | |
Debt Instrument [Line Items] | |
Balance | 1,059,000 |
Current | 142,000 |
Long Term | 917,000 |
PPP loan | |
Debt Instrument [Line Items] | |
Balance | 698,000 |
Current | 73,000 |
Long Term | 625,000 |
Caddy indemnity promissory note | |
Debt Instrument [Line Items] | |
Balance | 182,000 |
Current | 22,000 |
Long Term | $ 160,000 |
DEBT - Caddy Promissory (Detail
DEBT - Caddy Promissory (Details) | 12 Months Ended |
Jun. 30, 2022 | |
Debt Instrument [Line Items] | |
Spread on variable interest rate | 3.75% |
Closing promissory note | Prime Rate [Member] | |
Debt Instrument [Line Items] | |
Spread on variable interest rate | 2.75% |
Caddy indemnity promissory note | Prime Rate [Member] | |
Debt Instrument [Line Items] | |
Spread on variable interest rate | 2.75% |
DEBT - Paycheck Protection Prog
DEBT - Paycheck Protection Program (Details) - USD ($) | 1 Months Ended | 12 Months Ended | |||
Mar. 13, 2021 | May 06, 2020 | May 31, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Debt Instrument [Line Items] | |||||
Debt forgiven | $ 694,000 | ||||
Outstanding balance | $ 1,939,000 | ||||
Notes payable current | $ 237,000 | ||||
PPP loan | |||||
Debt Instrument [Line Items] | |||||
Proceeds from loan | $ 698,000 | $ 694,000 | |||
Outstanding balance | 698,000 | ||||
Accrued interest | $ 7,000 |
STOCKHOLDERS' EQUITY (Details)
STOCKHOLDERS' EQUITY (Details) - USD ($) | 1 Months Ended | 12 Months Ended | ||||
Jul. 07, 2021 | Jul. 31, 2021 | Jul. 31, 2020 | Jun. 30, 2022 | Jun. 30, 2021 | Apr. 30, 2022 | |
Limited Partners' Capital Account [Line Items] | ||||||
Maximum stock based awards available for issuance | 750,000 | |||||
Share based payment award option outstanding | 600,000 | |||||
Net Proceeds | $ 784,000 | |||||
Gross Proceeds | 887,000 | $ 784,000 | ||||
Offering costs | $ 103,000 | $ 246,000 | ||||
Options granted | 150,000 | |||||
Exercise price, granted | $ 3 | |||||
Vesting period | 1 year | |||||
Option expiration period | 10 years | |||||
Aggregate grant date fair value | $ 244,200 | |||||
Grant-date fair value | $ 1.63 | |||||
Compensation expense | $ 244,200 | |||||
Warrants exercised for number of shares | 139,611 | 192,120 | ||||
Private Placement | ||||||
Limited Partners' Capital Account [Line Items] | ||||||
Shares issued | 666,667 | |||||
Boustead Securities | ||||||
Limited Partners' Capital Account [Line Items] | ||||||
Share Price | 50,000 | |||||
MIT LLC | MiT Inc | ||||||
Limited Partners' Capital Account [Line Items] | ||||||
Shares of common stock issued for acquiring members unit | 2,350,000 | |||||
Percentage of outstanding member unit exchanged | 79% | 41.40% |
STOCKHOLDERS' EQUITY - Weighted
STOCKHOLDERS' EQUITY - Weighted average assumptions (Details) | 12 Months Ended |
Jun. 30, 2022 | |
STOCKHOLDERS' EQUITY. | |
Risk-free interest rate | 1.32% |
Expected volatility | 61% |
Dividend yield | 0% |
Expected option term in years | 5 years 6 months |
STOCKHOLDERS' EQUITY - Stock op
STOCKHOLDERS' EQUITY - Stock options and warrants (Details) - $ / shares | 1 Months Ended | 12 Months Ended | |
Jul. 31, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Granted during the year | 150,000 | ||
Exercise price, granted | $ 3 | ||
Stock options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Granted during the year | 150,000 | ||
Ending balance | 150,000 | ||
Exercise price, granted | $ 3 | ||
Weighted Average Exercise Price, outstanding ending | $ 3 | ||
Stock warrants | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Beginning balance | 236,667 | 236,667 | |
Granted during the year | 241,500 | 236,667 | |
Exercised during the year | (331,731) | ||
Terminated/Expired during the year | (146,436) | ||
Ending balance | 236,667 | ||
Weighted Average Exercise Price, outstanding beginning | $ 2.76 | $ 2.76 | |
Exercise price, granted | 3.75 | $ 2.76 | |
Exercise price, exercised | 3.28 | ||
Terminated/Expired during the year | $ 3.21 | ||
Weighted Average Exercise Price, outstanding ending | $ 2.76 |
STOCKHOLDERS' EQUITY - Exercisa
STOCKHOLDERS' EQUITY - Exercisable stock (Details) | 12 Months Ended |
Jun. 30, 2022 $ / shares shares | |
Exercise price | $ 3 |
Number Outstanding | shares | 150,000 |
Wd. Avg. Life | 9 years |
Wd. Avg. Exercise Price | $ 3 |
Exercise Price $3.00 | |
Exercise price | 3 |
Wd. Avg. Exercise Price | $ 3 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) | Jun. 30, 2022 | Jul. 07, 2021 | Jun. 30, 2021 |
Deferred Income Taxes [Line Items] | |||
Deferred Tax Assets | $ 910,000 | $ 248,000 | |
Deferred tax liabilities | (18,000) | (13,000) | |
Valuation allowance | (892,000) | (235,000) | $ (235,000) |
MIT LLC | |||
Deferred Income Taxes [Line Items] | |||
Deferred Tax Assets | 248,000 | ||
Deferred tax liabilities | (13,000) | ||
Valuation allowance | $ (235,000) | ||
MiT Inc | |||
Deferred Income Taxes [Line Items] | |||
Deferred Tax Assets | 910,000 | ||
Deferred tax liabilities | (18,000) | ||
Valuation allowance | $ (892,000) |
INCOME TAXES - Components (Deta
INCOME TAXES - Components (Details) - USD ($) | Jun. 30, 2022 | Jul. 07, 2021 | Jun. 30, 2021 |
INCOME TAXES | |||
Inventory reserve | $ 122,000 | $ 133,000 | |
Accumulated depreciation | (6,000) | (7,000) | |
Accumulated goodwill amortization | (12,000) | (6,000) | |
Accumulated intangible amortization | 8,000 | ||
Unrealized loss on investments | 68,000 | ||
Deferred rent | 6,000 | 7,000 | |
Warranty reserve | 5,000 | 8,000 | |
Stock compensation | 68,000 | ||
Net operating loss carryforward | 594,000 | ||
Allowance for doubtful accounts | 39,000 | 100,000 | |
Net | 892,000 | 235,000 | |
Valuation allowance | $ (892,000) | $ (235,000) | $ (235,000) |
INCOME TAXES - Reconciliation o
INCOME TAXES - Reconciliation of Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
INCOME TAXES | ||
Net loss before tax | $ (1,345) | $ (645) |
United States corporate tax rate | 21% | 21% |
Tax Benefit at statutory rate | $ 282 | $ 135 |
Differences due to: | ||
State taxes | 119 | 58 |
PPP Loan Forgiveness | 210 | |
Other, permanent differences | 46 | 42 |
Change in valuation allowance | $ (657) | $ (235) |
Effective Tax Rate | 0% | 0% |
INCOME TAXES - Additional Infor
INCOME TAXES - Additional Information (Details) - USD ($) | Jun. 30, 2022 | Jul. 07, 2021 | Jun. 30, 2021 |
INCOME TAXES | |||
U.S. State NOL carryforwards | $ 2,180,000 | ||
U.S. Federal NOL carryforwards | 2,200,000 | ||
Valuation allowance | $ (892,000) | $ (235,000) | $ (235,000) |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) - USD ($) | 1 Months Ended | 12 Months Ended | |
Jul. 31, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
RELATED PARTY TRANSACTIONS | |||
Discretionary payment to the related parties for personal guarantees provided in conjunction with financing company debt | $ 50,000 | ||
Net sales from related parties | $ 32,000 | ||
Accounts receivable from related parties | $ 0 | $ 0 |
CUSTOMER AND VENDOR CONCENTRA_2
CUSTOMER AND VENDOR CONCENTRATIONS - Customer Concentrations (Details) - Customer concentration | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Sales | Customer one | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 23% | |
Outstanding receivables | Customer one | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 18% | |
Outstanding receivables | Customer two | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 16% | |
Outstanding receivables | Customer three | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 10% |
CUSTOMER AND VENDOR CONCENTRA_3
CUSTOMER AND VENDOR CONCENTRATIONS - Vendor Concentrations (Details) - Supplier concentration | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Purchases | Vendor one | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 18% | 17% |
Purchases | Vendor two | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 13% | 14% |
Outstanding payables | Vendor one | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 39% | 28% |
Outstanding payables | Vendor two | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 13% |
COMMITMENTS AND CONTINGENCIES_2
COMMITMENTS AND CONTINGENCIES (Details) | 1 Months Ended | 12 Months Ended | ||
Feb. 01, 2019 USD ($) | Apr. 30, 2020 USD ($) installment | Jun. 30, 2022 USD ($) | Jun. 30, 2021 USD ($) | |
Operating Leased Assets [Line Items] | ||||
Rent expense | $ 281,000 | $ 281,000 | ||
Executive office lease | ||||
Operating Leased Assets [Line Items] | ||||
Renewal term of lease | 5 years | 1 year | ||
Monthly rent payable | $ 120,620 | |||
Increase in monthly rent payable | 3% | |||
Monthly rent payable deferred | $ 19,500 | |||
Number of monthly installments | installment | 6 | |||
Monthly installments for rent deferred | $ 3,250 | |||
Warehouse lease | ||||
Operating Leased Assets [Line Items] | ||||
Renewal term of lease | 5 years | 1 year | ||
Monthly rent payable | $ 9,465 | |||
Increase in monthly rent payable | 3% | |||
Monthly rent payable deferred | $ 14,624 | |||
Number of monthly installments | installment | 6 | |||
Monthly installments for rent deferred | $ 2,437 |
COMMITMENTS AND CONTINGENCIES -
COMMITMENTS AND CONTINGENCIES - Future minimum lease payments (Details) $ in Thousands | Jun. 30, 2022 USD ($) |
Future minimum lease payments | |
2023 | $ 293 |
2024 | 302 |
2025 | 174 |
Total future minimum lease payments | $ 769 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) - USD ($) | Jul. 21, 2022 | Aug. 12, 2022 | Jun. 30, 2022 |
SUBSEQUENT EVENTS | |||
Maximum stock based awards available for issuance | 750,000 | ||
Subsequent Event | |||
SUBSEQUENT EVENTS | |||
Number of shares granted to employees as compensation | 130,000 | ||
Fair market value of shares granted to employees as compensation | $ 169,000 | ||
Subsequent Event | Omnibus Incentive Plan 2019 | |||
SUBSEQUENT EVENTS | |||
Maximum stock based awards available for issuance | 750,000 |