Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Dec. 31, 2022 | Feb. 13, 2023 | |
Document and Entity Information [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Dec. 31, 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, Address Line One | 17760 Newhope Street | |
Entity Address, City or Town | Fountain Valley | |
Entity Address State Or Province | CA | |
Entity Address, Postal Zip Code | 92708 | |
City Area Code | 714 | |
Local Phone Number | 751-7998 | |
Title of 12(b) Security | Common Stock, $0.00001 par value | |
Trading Symbol | MITQ | |
Security Exchange Name | NYSEAMER | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 10,958,398 | |
Entity Central Index Key | 0001770236 | |
Current Fiscal Year End Date | --06-30 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) | Dec. 31, 2022 | Jun. 30, 2022 |
Current Assets: | ||
Cash and Cash Equivalents | $ 1,575,000 | $ 2,340,000 |
Marketable securities-current | 4,421,000 | 4,363,000 |
Accounts receivable, net | 1,419,000 | 1,762,000 |
Inventories, net | 4,727,000 | 4,033,000 |
Prepaid expenses and other | 267,000 | 864,000 |
Total Current Assets | 12,409,000 | 13,362,000 |
Marketable securities-non-current | 319,000 | 325,000 |
Right-of-use asset | 543,000 | |
Property and equipment, net | 23,000 | 22,000 |
Intangibles, net | 791,000 | 839,000 |
Goodwill | 287,000 | 287,000 |
Other assets | 16,000 | 16,000 |
Total Assets | 14,388,000 | 14,851,000 |
Current Liabilities: | ||
Accounts payable | 1,627,000 | 1,583,000 |
Accrued expenses | 377,000 | 655,000 |
Customer deposits | 2,245,000 | 3,158,000 |
Lease liability-current | 265,000 | |
Unearned warranty revenue | 59,000 | 18,000 |
Total Current Liabilities | 4,573,000 | 5,414,000 |
Lease liability-non-current | 296,000 | |
Deferred rent | 22,000 | |
Total Liabilities | 4,869,000 | 5,436,000 |
Stockholders' Equity | ||
Common stock, $0.00001 par value, 100,000,000 shares authorized, 10,958,398 and 10,828,398 shares issued and outstanding at December 31, 2022 and June 30, 2022, respectively | 0 | 0 |
Additional paid-in capital | 12,653,000 | 12,500,000 |
Accumulated deficit | (3,134,000) | (3,085,000) |
Total Stockholders' Equity | 9,519,000 | 9,415,000 |
Total Liabilities and Stockholders' Equity | $ 14,388,000 | $ 14,851,000 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Dec. 31, 2022 | Jun. 30, 2022 |
CONDENSED CONSOLIDATED BALANCE SHEETS | ||
Common stock, par value | $ 0.00001 | $ 0.00001 |
Common stock, authorized | 100,000,000 | 100,000,000 |
Common stock, issued | 10,958,398 | 10,828,398 |
Common stock, outstanding | 10,958,398 | 10,828,398 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | |
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS | ||||
Net sales | $ 4,843 | $ 3,419 | $ 10,695 | $ 6,893 |
Cost of goods sold | 3,531 | 2,523 | 7,824 | 5,275 |
Gross profit | 1,312 | 896 | 2,871 | 1,618 |
Operating expenses: | ||||
Research and development | 61 | 65 | 127 | 119 |
Selling and marketing | 594 | 571 | 1,204 | 1,115 |
General and administrative | 795 | 902 | 1,630 | 1,565 |
Total operating expenses | 1,450 | 1,538 | 2,961 | 2,799 |
Operating income (loss) | (138) | (642) | (90) | (1,181) |
Other (income) expenses: | ||||
Unrealized (gain) loss on investments | (269) | (129) | ||
Realized (gain) loss on investments | 110 | 133 | ||
Interest and other income | (25) | (45) | ||
Interest expense | 2 | 40 | ||
Total other (income) expense | (184) | 2 | (41) | 40 |
Net income (loss) | $ 46 | $ (644) | $ (49) | $ (1,221) |
Weighted average shares outstanding: basic | 10,958,398 | 10,636,278 | 10,943,561 | 10,445,482 |
Weighted average shares outstanding: diluted | 10,958,398 | 10,636,278 | 10,943,561 | 10,445,482 |
Net income (loss) per common share basic | $ 0 | $ (0.06) | $ 0 | $ (0.12) |
Net income (loss) per common share diluted | $ 0 | $ (0.06) | $ 0 | $ (0.12) |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT) - USD ($) $ in Thousands | Common Stock | Retained Earnings (Accumulated Deficit) | Additional Paid-in Capital | Total |
Balance at the beginning at Jun. 30, 2021 | $ 0 | $ (1,740) | $ 1,011 | $ (729) |
Balance at the beginning (in shares) at Jun. 30, 2021 | 5,666,667 | |||
Shares of common stock issued for cash, net of issuance costs | $ 0 | 0 | 11,244 | 11,244 |
Shares of common stock issued for cash, net of issuance costs (in shares) | 4,830,000 | |||
Cashless exercise of warrants | $ 0 | 0 | 0 | 0 |
Cashless exercise of warrants (in shares) | 139,611 | |||
Grant of options for services | $ 0 | 0 | 56 | 56 |
Net income (loss) | 0 | (577) | 0 | (577) |
Balance at the end at Sep. 30, 2021 | $ 0 | (2,317) | 12,311 | 9,994 |
Balance at the end (in shares) at Sep. 30, 2021 | 10,636,278 | |||
Grant of options for services | $ 0 | 0 | 62 | 62 |
Net income (loss) | 0 | (644) | 0 | (644) |
Balance at the end at Dec. 31, 2021 | $ 0 | (2,961) | 12,373 | 9,412 |
Balance at the end (in shares) at Dec. 31, 2021 | 10,636,278 | |||
Balance at the beginning at Jun. 30, 2022 | $ 0 | (3,085) | 12,500 | 9,415 |
Balance at the beginning (in shares) at Jun. 30, 2022 | 10,828,398 | |||
Issuance of stock to employees | $ 0 | 0 | 153 | 153 |
Issuance of stock to employees (in shares) | 130,000 | |||
Net income (loss) | $ 0 | (95) | 0 | (95) |
Balance at the end at Sep. 30, 2022 | $ 0 | (3,180) | 12,653 | 9,473 |
Balance at the end (in shares) at Sep. 30, 2022 | 10,958,398 | |||
Net income (loss) | $ 0 | 46 | 0 | 46 |
Balance at the end at Dec. 31, 2022 | $ 0 | $ (3,134) | $ 12,653 | $ 9,519 |
Balance at the end (in shares) at Dec. 31, 2022 | 10,958,398 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Cash flows from operating activities: | ||
Net loss | $ (49) | $ (1,221) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Provision for (reversal of) doubtful accounts | (17) | (40) |
Depreciation expense | 3 | 13 |
Amortization expense | 48 | 48 |
Unrealized gain on investments | (129) | |
Realized loss on investments | 133 | |
Cash expended in excess of rent expense | (4) | |
Stock compensation expense | 118 | |
Changes in operating assets and liabilities | ||
Accounts receivable | 360 | (164) |
Inventories | (694) | (1,964) |
Prepaid expenses and other | 597 | (653) |
Accounts payable | 44 | (703) |
Accrued expenses | (125) | (302) |
Unearned warranty revenue | 41 | (2) |
Customer deposits | (913) | 2,025 |
Net cash used in operating activities | (705) | (2,845) |
Cash flows from investing activities | ||
Sales of marketable securities | 4,088 | |
Purchase of marketable securities | (4,144) | |
Purchases of property, plant and equipment | (4) | (2) |
Net cash used in investing activities | (60) | (2) |
Cash flows from financing activities | ||
Net Proceeds from initial public offering | 12,360 | |
Payments on line of credit | (590) | |
Payments on notes payable | (1,241) | |
Net cash provided by financing activities | 10,529 | |
Net increase (decrease) in cash and cash equivalents | (765) | 7,682 |
Cash and cash equivalents, beginning of the period | 2,340 | 1,270 |
Cash and cash equivalents, end of the period | 1,575 | 8,952 |
Non-cash investing and financing activities: | ||
Reclassification of IPO related costs from other assets to equity | 1,116 | |
Accrued expenses settled by issuance of common stock | 153 | |
Right-of-use asset recorded upon adoption of ASC 842 | $ 681 | |
Cash paid during the period: | ||
Interest | $ 38 |
BUSINESS ACTIVITY AND SUMMARY O
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended |
Dec. 31, 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 Technologies, Inc., a Delaware corporation, together with its wholly-owned subsidiaries unless the context indicates otherwise, the (“Company”) was incorporated in June 2020. The Company, through its wholly-owned subsidiary, Moving iMage Technologies, LLC (“MiT LLC”) and MiT LLC's wholly-owned subsidiary, Moving iMage Acquisition Co., (DBA “Caddy Products”), designs, integrates, installs and distributes proprietary and custom designed equipment as well as off the shelf cinema products needed for contemporary cinema requirements. The Company also offers single source solutions for cinema design, procurement, installation and service to the creative and production communities for screening, digital intermediate and other critical viewing rooms. Additionally, the Company offers a wide range of technical, design and consulting services such as custom engineering, systems design, integration and installation, and digital technology, as well as software solutions for operations enhancement and theatre management. The Company also provides turnkey furniture, fixture and equipment services to commercial cinema exhibitors for new construction and remodels including design, consulting, installation and project management as well as procurement of seats, lighting, acoustical treatments, screens, projection and sound. 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: In June 2020, MiT LLC members created Moving iMage Technologies, Inc. (“MIT Inc.”) to facilitate the Company’s initial public offering (“IPO”). Upon formation of MiT, Inc., 2,000,000 shares of MiT, Inc. common stock were issued to members of MiT LLC. On July 7, 2021, MiT LLC and MiT Inc. entered into an exchange agreement (“Exchange Agreement”) whereby the members of MiT LLC exchanged their membership interest for 2,350,000 shares of common stock in MiT Inc. As a result of the Exchange Agreement, the members of MiT LLC owned approximately 79% or 4,452,334 of the outstanding common stock of MiT Inc. As a result, MiT LLC (the entity where the Company conducts its business) became a wholly-owned subsidiary of MiT Inc. (the SEC registrant). 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 (“GAAP”). 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. 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. Impact of the COVID-19 Pandemic NOTE 1 — BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) Throughout 2020 and 2021 the theatres reopened as soon as local restrictions and the status of the COVID-19 pandemic would allow. As of December 31, 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 its current estimates of recovery, the Company 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: Unaudited Interim Condensed Consolidated Financial Statements: 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 December 31, 2022 (in thousands): December 31, 2022 Level 1 Level 2 Level 3 Total Equity Securities $ 843 $ — $ — $ 843 State and Municipal Debt Securities 880 — — 880 Fixed Income Funds 2,715 — — 2,715 Alternative Funds — 256 — 256 Real Estate Funds — 46 — 46 Subtotal 4,740 Less Long-term (319) Net Current $ 4,421 Following is the fair value leveling for investment securities that are measured at fair value on a recurring basis as of June 30, 2022 (in thousands): June 30, 2022 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 Subtotal 4,688 Less Long-term (325) Net Current $ 4,363 The carrying amounts of accounts receivable, accounts payable, and notes payable approximate fair value due to their short maturities. Assets and Liabilities Not Measured at Fair Value on a Recurring Basis 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 condensed consolidated statements of changes in stockholders’ equity (deficit) as a reduction of proceeds received from the offering. NOTE 1 — BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) Use of Estimates: Concentration of Cash: 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, in an amount that reflects the consideration that the Company expects to receive in exchange for those goods as per the agreement with the customer. The Company generates all its revenue under agreements with customers. In case there are agreements with multiple performance obligations, the Company identifies each performance obligation and evaluates 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. The Company allocates the transaction price to each distinct performance obligation proportionately based on the estimated standalone selling price for each performance obligation and then evaluates 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). The Company does not have contract assets that represent conditional rights to consideration. NOTE 1 — BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) 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 six months ended December 31, 2022 included $2,571,000 for revenue recognized that was included in contract liability as of July 1, 2022. The change in contract liabilities (customer deposits and unearned warranty revenue) during the six months ended December 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. Deferred contract acquisition costs consist of sales commissions paid to the sales force, and the related employer payroll taxes, and are considered incremental and recoverable costs of obtaining a contract with a customer. The Company 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 Three For the Three For the Six For the Six Months Ended Months Ended Months Ended Months Ended Disaggregation of Revenue (in 000’s): December 31, 2022 December 31, 2021 December 31, 2022 December 31, 2021 Equipment upon delivery (point in time) $ 4,717 $ 3,355 $ 10,431 $ 6,788 Services (point in time) 108 64 234 105 Subscription and services (over time) 18 — 30 — Total revenues $ 4,843 $ 3,419 $ 10,695 $ 6,893 Revenue from the sale of equipment is recognized upon delivery of such equipment to customers and when performance conditions are satisfied. Revenue from installation is recognized upon completion of the installation project and when the performance obligation is complete. 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. Returns and Allowances: Shipping and Handling Costs: Advertising Costs: for the six months ended December 31, 2022 and 2021, respectively. Advertising costs are expensed as incurred within selling and marketing expenses. NOTE 1 — BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) Goodwill and Intangible Assets: “Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment” 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 three months and six months ended December 31, 2022 or 2021. Business Combinations: Income Taxes: NOTE 1 — BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) The following table summarizes the components of deferred tax assets and deferred tax liabilities at June 30, 2022 and December 31, 2022 (in thousands): 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 $ 112 Accumulated depreciation (5) Accumulated goodwill amortization (15) Accumulated intangible amortization (9) Unrealized gain on investments (38) Deferred rent 5 Warranty reserve 17 Stock compensation 68 Net operating loss carryforward 636 Capital loss carry over 40 Allowance for doubtful accounts 34 Net 845 Valuation allowance (845) Total December 31, 2022 $ — Leases Product Warranty: NOTE 1 — BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) The changes in the Company’s aggregate warranty liabilities were as follows for the following periods (in thousands): Quarter Ended December 31, Year Ended June 30, 2022 2022 Product warranty liability, beginning of period $ 55 $ 29 Accruals for warranties issued 61 60 Settlements made (66) (34) Product warranty liability, end of period $ 50 $ 55 Research and Development: Recently Issued Accounting Pronouncements: Other pronouncements issued by FASB with future effective dates are either not applicable or not significant to the consolidated financial statements of the Company. |
INVESTMENTS
INVESTMENTS | 6 Months Ended |
Dec. 31, 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 December 31, 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 $ 1,575 $ — $ — $ 1,575 $ 1,575 $ — $ — Equities Communication 25 — (2) 23 — 23 — Consumer Discretionary 58 — (8) 50 — 50 — Consumer Staples 22 1 — 23 — 23 — Energy 9 1 — 10 — 10 — Financials 44 — (5) 39 — 39 — Health Care 39 1 — 40 — 40 — Industrials 27 — (3) 24 — 24 — Information Technology 124 — (24) 100 — 100 — Materials 11 — — 11 — 11 — Real Estate 10 — (2) 8 — 8 — Utilities 4 — — 4 — 4 — Mutual Funds 524 — (13) 511 — 511 — — Subtotal 897 3 (57) 843 — 843 — Fixed Income State & Municipal Bonds 899 — (19) 880 — 561 319 Fixed income funds 2,747 — (32) 2,715 — 2,715 — Subtotal 3,646 — (51) 3,595 — 3,276 319 Alternative, real estate and other 313 — (11) 302 — 302 — Total $ 6,431 $ 3 $ (119) $ 6,315 $ 1,575 $ 4,421 $ 319 NOTE 2 — INVESTMENTS (continued) 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 | 6 Months Ended |
Dec. 31, 2022 | |
LOSS PER SHARE | |
LOSS PER SHARE | NOTE 3 — LOSS PER SHARE Basic loss per share data for each period presented is computed using the weighted average number of shares of common stock outstanding during each such period. Diluted loss per share data is computed using the weighted average number of common and potentially dilutive securities outstanding during each period. 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 Three Months Ended For the Six Months Ended For the Three Months Ended For the Six Months Ended December 31, December 31, December 31, December 31, 2022 2022 2021 2021 Numerator: Net income (loss)(in 000s's) 46 (49) $ (644) $ (1,221) Denominator: Weighted average common shares outstanding, basic and diluted 10,958,398 10,943,561 10,636,278 10,445,482 Income (Loss) per share Basic and diluted 0.00 (0.00) $ (0.06) $ (0.12) The following securities were excluded from the calculation of diluted loss per share in each period because their inclusion would have been anti-dilutive: For the Three Months Ended For the Six Months Ended For the Three Months Ended For the Six Months Ended December 31, December 31, December 31, December 31, 2022 2022 2021 2021 Options 150,000 150,000 150,000 150,000 Warrants — — 241,500 241,500 Total potentially dilutive shares 150,000 150,000 391,500 391,500 For the six months ended December 31, 2022 and three and six months ended December 31, 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. For the three months ended December 31, 2022 the Company had net income. However, all potentially dilutive securities were also deemed to be anti-dilutive because their exercise price exceeded the weighted average trading price of the Company's stock for the period. |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 6 Months Ended |
Dec. 31, 2022 | |
PROPERTY AND EQUIPMENT | |
PROPERTY AND EQUIPMENT | NOTE 4 — PROPERTY AND EQUIPMENT Property and equipment consist of the following (in thousands): December 31, June 30, 2022 2022 Production equipment $ 307 $ 307 Leasehold improvements 213 213 Furniture and fixtures 45 45 Computer equipment 51 47 Other equipment 120 120 736 732 Accumulated depreciation (713) (710) Net property and equipment $ 23 $ 22 NOTE 4 - PROPERTY AND EQUIPMENT (continued) Depreciation expense related to property and equipment was $1,000 and $0 for the three months ended December 31, 2022 and 2021, respectively, of which $0 and $0 is included in cost of goods sold and $1,000 and $0 in general and administrative expense, respectively. Depreciation expense related to property and equipment was $3,000 and $13,000 for the six months ended December Depreciation of property 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 | 6 Months Ended |
Dec. 31, 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 December 31, 2022 (in thousands): Amortization Gross Asset Accumulated Net Book Period Cost Amortization Value Customer relationships 11 years $ 970 $ 302 $ 668 Patents 20 years 70 12 58 Trademark 20 years 78 13 65 $ 1,118 $ 327 $ 791 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 relationships 11 years $ 970 $ 257 $ 713 Patents 20 years 70 10 60 Trademark 20 years 78 12 66 $ 1,118 $ 279 $ 839 Amortization expense was $24,000 and $24,000 for the three months ended December 31, 2022 and 2021, respectively, and was $48,000 and $48,000 for the six NOTE 5 — GOODWILL AND INTANGIBLE ASSETS (continued) Estimated amortization expense related to intangible assets subject to amortization at December 31, 2022 in each of the five years subsequent to December 31, 2022, and thereafter is as follows (amounts in thousands): 2023 $ 48 2024 96 2025 96 2026 96 2027 96 Thereafter 359 Total $ 791 Goodwill at December 31, 2022 and June 30, 2022 was $287,000. |
ACCRUED EXPENSES
ACCRUED EXPENSES | 6 Months Ended |
Dec. 31, 2022 | |
ACCRUED EXPENSES | |
ACCRUED EXPENSES | NOTE 6 — ACCRUED EXPENSES Accrued expenses consist of the following (in thousands): December 31, June 30, 2022 2022 Employee compensation $ 155 $ 468 Accrued warranty 50 55 Customer refund 150 51 Others 22 81 Total $ 377 $ 655 |
DEBT
DEBT | 6 Months Ended |
Dec. 31, 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. 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. In July 2021, the outstanding balance of the line of credit, approximately $590,000, and all accrued interest, was paid in full. Notes Payable In August 2021, all remaining amounts due on notes related to the Caddy acquisition, approximately $1,241,000, 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 (“CARES Act”), provided 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 were forgivable as long as the borrower uses the loan proceeds for eligible purposes, including payroll, benefits, rent and utilities, and maintains its payroll levels. 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. In April 2022, the Company received notice that on March 23, 2022, its second PPP loan in the amount oof $698,000 plus accrued interest has been fully forgiven and is paid in full. There is no outstanding debt as of December 31 or June 30, 2022. |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 6 Months Ended |
Dec. 31, 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 December 31, 2022, the Plan provides for the issuance of up to 1,500,000 stock-based awards. There are 1,220,000 stock-based awards available to grant under the Plan at December 31, 2022. 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 was recognized ratably over the vesting period. These options, which were the only options granted during the six months ended December 31, 2021, had a grant-date fair value of $1.63 per share. The Company recognized compensation expense for stock option awards of approximately $62,000 and $118,000 during the three and six months ended December 31, 2021, respectively The Company recognized no compensation expense for stock options during the three and six months ended December 31, 2022. At December 31, 2022, there was no unrecognized compensation cost related to nonvested stock option awards. 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 six months ended December 31, 2021: Risk-free interest rate 1.32 % Expected volatility 61.0 % Dividend yield 0 % Expected option term in years 5.5 On July 12, 2022, the Company granted 130,000 shares of common stock, with a fair market value of approximately $153,000, to employees as compensation for previously provided service, which was accrued as of June 30, 2022. NOTE 8 — STOCKHOLDERS’ EQUITY (continued) A summary of the status of the Company’s stock options as of December 31, 2022 and changes during the six months ended December 31, 2022 are presented below. Wtd. Avg. Exercise Options Price Balance, July 1, 2022 150,000 $ 3.00 Granted during the period — — Exercised during the period — — Terminated/Expired during the period — — Balance, December 31, 2022 150,000 $ 3.00 A summary of the status of the Company’s stock options as of December 31, 2021 and changes during the six months ended December 31, 2021 are presented below. Wtd. Avg. Exercise Options Price Balance, July 1, 2021 — $ — Granted during the period 150,000 3.00 Exercised during the period — — Terminated/Expired during the period — — Balance, December 31, 2021 150,000 $ 3.00 The following table summarizes information about outstanding and exercisable stock options at December 31, 2022: Number Wtd. Avg. Range of Exercise Price Outstanding Wtd. Avg, Life Exercise Price $ 3.00 150,000 8.5 years $ 3.00 A summary of the status of the Company’s stock warrants as of December 31, 2021 and changes during the six month period ended December 31, 2021 are presented below. Wtd. Avg. Exercise Warrants Price Balance, July 1, 2021 236,667 $ 2.76 Granted during the period 241,500 3.75 Exercised during the period (139,611) 2.76 Terminated/Expired during the period (97,056) 2.76 Balance, December 31, 2021 241,500 $ 3.75 In July 2021, warrants were exercised on a cashless basis resulting in the issuance of 139,611 shares of common stock. No warrants were outstanding, and there was no warrant activity in the six month period ended December 31, 2022. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 6 Months Ended |
Dec. 31, 2022 | |
RELATED PARTY TRANSACTIONS | |
RELATED PARTY TRANSACTIONS | NOTE 9 — 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. |
CUSTOMER AND VENDOR CONCENTRATI
CUSTOMER AND VENDOR CONCENTRATIONS | 6 Months Ended |
Dec. 31, 2022 | |
CUSTOMER AND VENDOR CONCENTRATIONS | |
CUSTOMER AND VENDOR CONCENTRATIONS | NOTE 10 — CUSTOMER AND VENDOR CONCENTRATIONS Customers : Two customer accounted for 17% and 10% of the Company's sales for the three months ended December 31, 2022. At December 31, 2022, the amount of outstanding receivables related to the Company's largest customer was approximately $265,000. No other customer represented more than 10% of accounts receivable at December 31, 2022. Two customers accounted for approximately 20% and 18% of the Company's sales for the three months ended December 31, 2021. Three customers accounted for approximately 23%, 10% and 10% of the Company’s sales for the six months ended December 31, 2021. At December 31, 2021, the amount of outstanding receivables related to these customers was approximately $240,000. Vendors: Approximately 26% and 13% of the Company’s purchases were provided by two vendors for the six months ended December 31, 2022. Approximately 33% of the Company’s purchases were provided by one vendor for the six months ended December 31, 2021. |
LEASE COMMITMENTS AND CONTINGEN
LEASE COMMITMENTS AND CONTINGENCIES | 6 Months Ended |
Dec. 31, 2022 | |
LEASE COMMITMENTS AND CONTINGENCIES | |
LEASE COMMITMENTS AND CONTINGENCIES | NOTE 11 — LEASE COMMITMENTS AND CONTINGENCIES Operating Leases: The Company’s executive office and warehouse lease agreements are classified as operating leases. The lease agreements, as amended, expire on January 31, 2025 and do not include any renewal options. The agreements provide for initial monthly base amounts plus annual escalations through the term of the leases. In addition to the monthly base amounts in the lease agreements, the Company is required to pay a portion of real estate taxes and common operating expenses during the lease terms. The Company’s operating lease expense was $73,000 and $70,000 for the three months ended December 31, 2022 and 2021, respectively. The Company's operating lease expense was $141,000 and $141,000 for the six months ended December 31, 2022 and 2021, respectively. Future minimum lease payments at December 31, 2022 under these arrangements are as follows: (in thousands) Total Operating leases Payments 2023 $ 148 2024 302 2025 154 Total undiscounted operating lease payments $ 604 Less imputed interest (at 8% ) (43) Present value of operating lease payments $ 561 The Present value of the lease payments is calculated using the incremental borrowing rate for operating and finance leases, which was determined using a portfolio approach based on the rate of interest that the Company would have to pay to borrow an amount equal to the lease payments on a collateralized basis over a similar term. The following table sets forth the ROU assets and operating lease liabilities as of December 31, 2022: Assets (in thousands) ROU assets-net $ 543 Liabilities Current operating lease liabilities $ 265 Long-term operating lease liabilities 296 Total ROU liabilities $ 561 The Company’s weighted average remaining lease term for its operating leases is 2.0 years. Legal Matters: |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 6 Months Ended |
Dec. 31, 2022 | |
SUBSEQUENT EVENTS | |
SUBSEQUENT EVENTS | NOTE 12 — SUBSEQUENT EVENTS Management has evaluated subsequent events from December 31, 2022 through February 14, 2023, the date these financial statements were available to be issued, and determined that there have been no events that have occurred that would require adjustments to our disclosures in the condensed consolidated financial statements. |
BUSINESS ACTIVITY AND SUMMARY_2
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 6 Months Ended |
Dec. 31, 2022 | |
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Organization | Organization: Moving iMage Technologies, Inc., a Delaware corporation, together with its wholly-owned subsidiaries unless the context indicates otherwise, the (“Company”) was incorporated in June 2020. The Company, through its wholly-owned subsidiary, Moving iMage Technologies, LLC (“MiT LLC”) and MiT LLC's wholly-owned subsidiary, Moving iMage Acquisition Co., (DBA “Caddy Products”), designs, integrates, installs and distributes proprietary and custom designed equipment as well as off the shelf cinema products needed for contemporary cinema requirements. The Company also offers single source solutions for cinema design, procurement, installation and service to the creative and production communities for screening, digital intermediate and other critical viewing rooms. Additionally, the Company offers a wide range of technical, design and consulting services such as custom engineering, systems design, integration and installation, and digital technology, as well as software solutions for operations enhancement and theatre management. The Company also provides turnkey furniture, fixture and equipment services to commercial cinema exhibitors for new construction and remodels including design, consulting, installation and project management as well as procurement of seats, lighting, acoustical treatments, screens, projection and sound. 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: In June 2020, MiT LLC members created Moving iMage Technologies, Inc. (“MIT Inc.”) to facilitate the Company’s initial public offering (“IPO”). Upon formation of MiT, Inc., 2,000,000 shares of MiT, Inc. common stock were issued to members of MiT LLC. On July 7, 2021, MiT LLC and MiT Inc. entered into an exchange agreement (“Exchange Agreement”) whereby the members of MiT LLC exchanged their membership interest for 2,350,000 shares of common stock in MiT Inc. As a result of the Exchange Agreement, the members of MiT LLC owned approximately 79% or 4,452,334 of the outstanding common stock of MiT Inc. As a result, MiT LLC (the entity where the Company conducts its business) became a wholly-owned subsidiary of MiT Inc. (the SEC registrant). 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 (“GAAP”). 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. |
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. |
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 December 31, 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 its current estimates of recovery, the Company 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: |
Unaudited Interim Condensed Consolidated Financial Statements | Unaudited Interim Condensed Consolidated Financial Statements: |
Segment Reporting | 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. Following is the fair value leveling for investment securities that are measured at fair value on a recurring basis as of December 31, 2022 (in thousands): December 31, 2022 Level 1 Level 2 Level 3 Total Equity Securities $ 843 $ — $ — $ 843 State and Municipal Debt Securities 880 — — 880 Fixed Income Funds 2,715 — — 2,715 Alternative Funds — 256 — 256 Real Estate Funds — 46 — 46 Subtotal 4,740 Less Long-term (319) Net Current $ 4,421 Following is the fair value leveling for investment securities that are measured at fair value on a recurring basis as of June 30, 2022 (in thousands): June 30, 2022 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 Subtotal 4,688 Less Long-term (325) Net Current $ 4,363 The carrying amounts of accounts receivable, accounts payable, and notes payable approximate fair value due to their short maturities. Assets and Liabilities Not Measured at Fair Value on a Recurring Basis |
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 condensed consolidated statements of changes in stockholders’ equity (deficit) as a reduction of proceeds received from the offering. |
Use of Estimates | Use of Estimates: |
Concentration of Cash | Concentration of Cash: |
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, in an amount that reflects the consideration that the Company expects to receive in exchange for those goods as per the agreement with the customer. The Company generates all its revenue under agreements with customers. In case there are agreements with multiple performance obligations, the Company identifies each performance obligation and evaluates 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. The Company allocates the transaction price to each distinct performance obligation proportionately based on the estimated standalone selling price for each performance obligation and then evaluates 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). The Company does not have contract assets that represent conditional rights to consideration. 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 six months ended December 31, 2022 included $2,571,000 for revenue recognized that was included in contract liability as of July 1, 2022. The change in contract liabilities (customer deposits and unearned warranty revenue) during the six months ended December 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. Deferred contract acquisition costs consist of sales commissions paid to the sales force, and the related employer payroll taxes, and are considered incremental and recoverable costs of obtaining a contract with a customer. The Company 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 Three For the Three For the Six For the Six Months Ended Months Ended Months Ended Months Ended Disaggregation of Revenue (in 000’s): December 31, 2022 December 31, 2021 December 31, 2022 December 31, 2021 Equipment upon delivery (point in time) $ 4,717 $ 3,355 $ 10,431 $ 6,788 Services (point in time) 108 64 234 105 Subscription and services (over time) 18 — 30 — Total revenues $ 4,843 $ 3,419 $ 10,695 $ 6,893 Revenue from the sale of equipment is recognized upon delivery of such equipment to customers and when performance conditions are satisfied. Revenue from installation is recognized upon completion of the installation project and when the performance obligation is complete. 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. |
Returns and Allowances | Returns and Allowances: |
Shipping and Handling Costs | Shipping and Handling Costs: |
Advertising Costs | Advertising Costs: for the six months ended December 31, 2022 and 2021, respectively. Advertising costs are expensed as incurred within selling and marketing expenses. |
Goodwill and Intangible Assets | Goodwill and Intangible Assets: “Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment” 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 three months and six months ended December 31, 2022 or 2021. |
Business Combinations | Business Combinations: |
Income Taxes | Income Taxes: The following table summarizes the components of deferred tax assets and deferred tax liabilities at June 30, 2022 and December 31, 2022 (in thousands): 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 $ 112 Accumulated depreciation (5) Accumulated goodwill amortization (15) Accumulated intangible amortization (9) Unrealized gain on investments (38) Deferred rent 5 Warranty reserve 17 Stock compensation 68 Net operating loss carryforward 636 Capital loss carry over 40 Allowance for doubtful accounts 34 Net 845 Valuation allowance (845) Total December 31, 2022 $ — |
Leases | Leases |
Product Warranty | Product Warranty: The changes in the Company’s aggregate warranty liabilities were as follows for the following periods (in thousands): Quarter Ended December 31, Year Ended June 30, 2022 2022 Product warranty liability, beginning of period $ 55 $ 29 Accruals for warranties issued 61 60 Settlements made (66) (34) Product warranty liability, end of period $ 50 $ 55 |
Research and Development | Research and Development: |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements: Other pronouncements issued by 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) | 6 Months Ended |
Dec. 31, 2022 | |
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Summary of fair value leveling for investment securities on recurring basis | Following is the fair value leveling for investment securities that are measured at fair value on a recurring basis as of December 31, 2022 (in thousands): December 31, 2022 Level 1 Level 2 Level 3 Total Equity Securities $ 843 $ — $ — $ 843 State and Municipal Debt Securities 880 — — 880 Fixed Income Funds 2,715 — — 2,715 Alternative Funds — 256 — 256 Real Estate Funds — 46 — 46 Subtotal 4,740 Less Long-term (319) Net Current $ 4,421 Following is the fair value leveling for investment securities that are measured at fair value on a recurring basis as of June 30, 2022 (in thousands): June 30, 2022 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 Subtotal 4,688 Less Long-term (325) Net Current $ 4,363 |
Summary of disaggregation of Revenue | For the Three For the Three For the Six For the Six Months Ended Months Ended Months Ended Months Ended Disaggregation of Revenue (in 000’s): December 31, 2022 December 31, 2021 December 31, 2022 December 31, 2021 Equipment upon delivery (point in time) $ 4,717 $ 3,355 $ 10,431 $ 6,788 Services (point in time) 108 64 234 105 Subscription and services (over time) 18 — 30 — Total revenues $ 4,843 $ 3,419 $ 10,695 $ 6,893 |
Summary of deferred tax assets and liabilities | The following table summarizes the components of deferred tax assets and deferred tax liabilities at June 30, 2022 and December 31, 2022 (in thousands): 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 $ 112 Accumulated depreciation (5) Accumulated goodwill amortization (15) Accumulated intangible amortization (9) Unrealized gain on investments (38) Deferred rent 5 Warranty reserve 17 Stock compensation 68 Net operating loss carryforward 636 Capital loss carry over 40 Allowance for doubtful accounts 34 Net 845 Valuation allowance (845) Total December 31, 2022 $ — |
Summary of warranty liabilities | The changes in the Company’s aggregate warranty liabilities were as follows for the following periods (in thousands): Quarter Ended December 31, Year Ended June 30, 2022 2022 Product warranty liability, beginning of period $ 55 $ 29 Accruals for warranties issued 61 60 Settlements made (66) (34) Product warranty liability, end of period $ 50 $ 55 |
INVESTMENTS (Tables)
INVESTMENTS (Tables) | 6 Months Ended |
Dec. 31, 2022 | |
INVESTMENTS | |
Schedule of Company's cash, cash equivalents and marketable securities by significant investment category | The following tables show the Company’s cash, cash equivalents and marketable securities by significant investment category as of December 31, 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 $ 1,575 $ — $ — $ 1,575 $ 1,575 $ — $ — Equities Communication 25 — (2) 23 — 23 — Consumer Discretionary 58 — (8) 50 — 50 — Consumer Staples 22 1 — 23 — 23 — Energy 9 1 — 10 — 10 — Financials 44 — (5) 39 — 39 — Health Care 39 1 — 40 — 40 — Industrials 27 — (3) 24 — 24 — Information Technology 124 — (24) 100 — 100 — Materials 11 — — 11 — 11 — Real Estate 10 — (2) 8 — 8 — Utilities 4 — — 4 — 4 — Mutual Funds 524 — (13) 511 — 511 — — Subtotal 897 3 (57) 843 — 843 — Fixed Income State & Municipal Bonds 899 — (19) 880 — 561 319 Fixed income funds 2,747 — (32) 2,715 — 2,715 — Subtotal 3,646 — (51) 3,595 — 3,276 319 Alternative, real estate and other 313 — (11) 302 — 302 — Total $ 6,431 $ 3 $ (119) $ 6,315 $ 1,575 $ 4,421 $ 319 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 (Tables)
LOSS PER SHARE (Tables) | 6 Months Ended |
Dec. 31, 2022 | |
LOSS PER SHARE | |
Schedule of basic and diluted earnings (loss) per share | For the Three Months Ended For the Six Months Ended For the Three Months Ended For the Six Months Ended December 31, December 31, December 31, December 31, 2022 2022 2021 2021 Numerator: Net income (loss)(in 000s's) 46 (49) $ (644) $ (1,221) Denominator: Weighted average common shares outstanding, basic and diluted 10,958,398 10,943,561 10,636,278 10,445,482 Income (Loss) per share Basic and diluted 0.00 (0.00) $ (0.06) $ (0.12) |
Schedule of antidilutive securities excluded | For the Three Months Ended For the Six Months Ended For the Three Months Ended For the Six Months Ended December 31, December 31, December 31, December 31, 2022 2022 2021 2021 Options 150,000 150,000 150,000 150,000 Warrants — — 241,500 241,500 Total potentially dilutive shares 150,000 150,000 391,500 391,500 |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 6 Months Ended |
Dec. 31, 2022 | |
PROPERTY AND EQUIPMENT | |
Schedule of property and equipment | Property and equipment consist of the following (in thousands): December 31, June 30, 2022 2022 Production equipment $ 307 $ 307 Leasehold improvements 213 213 Furniture and fixtures 45 45 Computer equipment 51 47 Other equipment 120 120 736 732 Accumulated depreciation (713) (710) Net property and equipment $ 23 $ 22 |
Schedule of estimated useful lives of the assets | 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) | 6 Months Ended |
Dec. 31, 2022 | |
GOODWILL AND INTANGIBLE ASSETS | |
Summary of intangible assets | The following table summarizes the Company’s intangible assets as of December 31, 2022 (in thousands): Amortization Gross Asset Accumulated Net Book Period Cost Amortization Value Customer relationships 11 years $ 970 $ 302 $ 668 Patents 20 years 70 12 58 Trademark 20 years 78 13 65 $ 1,118 $ 327 $ 791 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 relationships 11 years $ 970 $ 257 $ 713 Patents 20 years 70 10 60 Trademark 20 years 78 12 66 $ 1,118 $ 279 $ 839 |
Summary of estimated amortization expense related to intangible assets | Estimated amortization expense related to intangible assets subject to amortization at December 31, 2022 in each of the five years subsequent to December 31, 2022, and thereafter is as follows (amounts in thousands): 2023 $ 48 2024 96 2025 96 2026 96 2027 96 Thereafter 359 Total $ 791 |
ACCRUED EXPENSES (Tables)
ACCRUED EXPENSES (Tables) | 6 Months Ended |
Dec. 31, 2022 | |
ACCRUED EXPENSES | |
Schedule of accrued expenses | Accrued expenses consist of the following (in thousands): December 31, June 30, 2022 2022 Employee compensation $ 155 $ 468 Accrued warranty 50 55 Customer refund 150 51 Others 22 81 Total $ 377 $ 655 |
STOCKHOLDERS' EQUITY (Tables)
STOCKHOLDERS' EQUITY (Tables) | 6 Months Ended |
Dec. 31, 2022 | |
STOCKHOLDERS' EQUITY | |
Summary of weighted average assumptions were used for option grants | The following weighted average assumptions were used for option grants during the six months ended December 31, 2021: Risk-free interest rate 1.32 % Expected volatility 61.0 % Dividend yield 0 % Expected option term in years 5.5 |
Summary of outstanding and exercisable stock option | The following table summarizes information about outstanding and exercisable stock options at December 31, 2022: Number Wtd. Avg. Range of Exercise Price Outstanding Wtd. Avg, Life Exercise Price $ 3.00 150,000 8.5 years $ 3.00 |
Stock option | |
STOCKHOLDERS' EQUITY | |
Summary of stock options and stock warrants changes | Wtd. Avg. Exercise Options Price Balance, July 1, 2022 150,000 $ 3.00 Granted during the period — — Exercised during the period — — Terminated/Expired during the period — — Balance, December 31, 2022 150,000 $ 3.00 Wtd. Avg. Exercise Options Price Balance, July 1, 2021 — $ — Granted during the period 150,000 3.00 Exercised during the period — — Terminated/Expired during the period — — Balance, December 31, 2021 150,000 $ 3.00 |
Stock warrants | |
STOCKHOLDERS' EQUITY | |
Summary of stock options and stock warrants changes | Wtd. Avg. Exercise Warrants Price Balance, July 1, 2021 236,667 $ 2.76 Granted during the period 241,500 3.75 Exercised during the period (139,611) 2.76 Terminated/Expired during the period (97,056) 2.76 Balance, December 31, 2021 241,500 $ 3.75 |
LEASE COMMITMENTS AND CONTING_2
LEASE COMMITMENTS AND CONTINGENCIES (Tables) | 6 Months Ended |
Dec. 31, 2022 | |
LEASE COMMITMENTS AND CONTINGENCIES | |
Summary of future minimum lease payments | Future minimum lease payments at December 31, 2022 under these arrangements are as follows: (in thousands) Total Operating leases Payments 2023 $ 148 2024 302 2025 154 Total undiscounted operating lease payments $ 604 Less imputed interest (at 8% ) (43) Present value of operating lease payments $ 561 |
Schedule of ROU assets and operating lease liabilities | The following table sets forth the ROU assets and operating lease liabilities as of December 31, 2022: Assets (in thousands) ROU assets-net $ 543 Liabilities Current operating lease liabilities $ 265 Long-term operating lease liabilities 296 Total ROU liabilities $ 561 |
BUSINESS ACTIVITY AND SUMMARY_4
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($) | 1 Months Ended | 6 Months Ended | 12 Months Ended | |||||
Jul. 12, 2021 | Jul. 07, 2021 | Jul. 31, 2021 | Jun. 30, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||||||||
Impairments recognized | $ 0 | $ 0 | ||||||
Deferred offering costs | $ 1,116,000 | |||||||
Common stock, outstanding | 10,958,398 | 10,828,398 | ||||||
Warrants exercised for number of shares | 139,611 | |||||||
Allowance for bad debts | $ 121,000 | $ 138,000 | ||||||
Inventory reserve | 401,000 | $ 434,000 | ||||||
Revenue recognized included in opening balance | $ 2,571,000 | $ 790,000 | ||||||
Initial public offering | ||||||||
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||||||||
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 | ||||||||
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||||||||
Number of shares issued | 2,000,000 | |||||||
Number of shares exchanged | 2,350,000 | |||||||
Percentage of outstanding member unit exchanged | 79% | 41.40% | ||||||
Common stock, outstanding | 4,452,334 | |||||||
MiT Inc | Initial public offering | ||||||||
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||||||||
Share price | $ 3.75 | |||||||
Warrants exercised for number of shares | 241,500 |
BUSINESS ACTIVITY AND SUMMARY_5
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Fair vale on a recurring basis (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Jun. 30, 2022 |
Fair value, assets and liabilities measured on recurring basis | ||
Subtotal | $ 4,740 | $ 4,688 |
Less Long-term | (319) | (325) |
Net Current | 4,421 | 4,363 |
Equity Securities | ||
Fair value, assets and liabilities measured on recurring basis | ||
Subtotal | 843 | 764 |
State and Municipal Debt Securities | ||
Fair value, assets and liabilities measured on recurring basis | ||
Subtotal | 880 | 889 |
Fixed Income Funds | ||
Fair value, assets and liabilities measured on recurring basis | ||
Subtotal | 2,715 | 2,687 |
Alternative Funds | ||
Fair value, assets and liabilities measured on recurring basis | ||
Subtotal | 256 | 300 |
Real Estate Funds | ||
Fair value, assets and liabilities measured on recurring basis | ||
Subtotal | 46 | 48 |
Level 1 | Equity Securities | ||
Fair value, assets and liabilities measured on recurring basis | ||
Subtotal | 843 | 764 |
Level 1 | State and Municipal Debt Securities | ||
Fair value, assets and liabilities measured on recurring basis | ||
Subtotal | 880 | 889 |
Level 1 | Fixed Income Funds | ||
Fair value, assets and liabilities measured on recurring basis | ||
Subtotal | 2,715 | 2,687 |
Level 2 | Alternative Funds | ||
Fair value, assets and liabilities measured on recurring basis | ||
Subtotal | 256 | 300 |
Level 2 | Real Estate Funds | ||
Fair value, assets and liabilities measured on recurring basis | ||
Subtotal | $ 46 | $ 48 |
BUSINESS ACTIVITY AND SUMMARY_6
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | |
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||||
Total revenues | $ 4,843 | $ 3,419 | $ 10,695 | $ 6,893 |
Equipment upon delivery | Point in time | ||||
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||||
Total revenues | 4,717 | 3,355 | 10,431 | 6,788 |
Services | Point in time | ||||
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||||
Total revenues | 108 | $ 64 | 234 | $ 105 |
Subscription and services | Over time | ||||
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||||
Total revenues | $ 18 | $ 30 |
BUSINESS ACTIVITY AND SUMMARY_7
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Advertising Costs, Goodwill and Intangible Assets (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | |
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||||
Advertising costs | $ 3,900 | $ 11,600 | $ 10,600 | $ 11,700 |
Impairment on intangible assets | $ 0 | $ 0 | $ 0 | $ 0 |
Maximum | ||||
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||||
Amortization period | 20 years | |||
Minimum | ||||
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||||
Amortization period | 11 years |
BUSINESS ACTIVITY AND SUMMARY_8
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Deferred assets and liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Jun. 30, 2022 |
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||
Inventory reserve | $ 112 | $ 122 |
Accumulated depreciation | (5) | (6) |
Accumulated goodwill amortization | (15) | (12) |
Accumulated intangible amortization | 8 | |
Accumulated intangible amortization | (9) | |
Unrealized loss (gain) on investments | (38) | 68 |
Deferred rent | 5 | 6 |
Warranty reserve | 17 | 5 |
Stock compensation | 68 | 68 |
Net operating loss carryforward | 636 | 594 |
Capital loss carry over | 40 | |
Allowance for doubtful accounts | 34 | 39 |
Net | 845 | 892 |
Valuation allowance | $ (845) | $ (892) |
BUSINESS ACTIVITY AND SUMMARY_9
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Leases (Details) - USD ($) | Dec. 31, 2022 | Jun. 30, 2022 |
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||
Right-of-use asset | $ 543,000 | |
Lease liabilities | $ 561,000 | |
ASU 842 | Adjustment | ||
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||
Right-of-use asset | $ 665,000 | |
Lease liabilities | $ 681,000 |
BUSINESS ACTIVITY AND SUMMAR_10
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Warranty liabilities (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended |
Dec. 31, 2022 | Dec. 31, 2022 | Jun. 30, 2022 | |
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |||
Period of right to return defective products | 3 years | ||
Product warranty liability, beginning of period | $ 55,000 | $ 55,000 | $ 29,000 |
Accruals for warranties issued | 61,000 | 60,000 | |
Settlements made | (66,000) | (34,000) | |
Product warranty liability, end of period | $ 50,000 | $ 50,000 | $ 55,000 |
Maximum | |||
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |||
Warranty period | 3 years | ||
Minimum | |||
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |||
Warranty period | 1 year |
INVESTMENTS - Cash, cash equiva
INVESTMENTS - Cash, cash equivalents and marketable securities by significant investment category (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Dec. 31, 2022 | Jun. 30, 2022 | |
Net investment income | ||
Adjusted Cost | $ 6,431 | $ 7,270 |
Unrealized Gains | 3 | |
Unrealized Losses | (119) | (242) |
Fair Value | 6,315 | 7,028 |
Cash and Cash Equivalents | 1,575 | 2,340 |
Current Marketable Securities | 4,421 | 4,363 |
Non-current Marketable Securities | 319 | 325 |
Cash | ||
Net investment income | ||
Adjusted Cost | 1,575 | 2,340 |
Fair Value | 1,575 | 2,340 |
Cash and Cash Equivalents | 1,575 | 2,340 |
Equities | ||
Net investment income | ||
Adjusted Cost | 897 | 899 |
Unrealized Gains | 3 | |
Unrealized Losses | (57) | (135) |
Fair Value | 843 | 764 |
Current Marketable Securities | 843 | 764 |
Communication | ||
Net investment income | ||
Adjusted Cost | 25 | 50 |
Unrealized Losses | (2) | (11) |
Fair Value | 23 | 39 |
Current Marketable Securities | 23 | 39 |
Consumer Discretionary | ||
Net investment income | ||
Adjusted Cost | 58 | 69 |
Unrealized Losses | (8) | (15) |
Fair Value | 50 | 54 |
Current Marketable Securities | 50 | 54 |
Consumer Staples | ||
Net investment income | ||
Adjusted Cost | 22 | 19 |
Unrealized Gains | 1 | |
Fair Value | 23 | 19 |
Current Marketable Securities | 23 | 19 |
Energy | ||
Net investment income | ||
Adjusted Cost | 9 | 9 |
Unrealized Gains | 1 | |
Unrealized Losses | (1) | |
Fair Value | 10 | 8 |
Current Marketable Securities | 10 | 8 |
Financials | ||
Net investment income | ||
Adjusted Cost | 44 | 44 |
Unrealized Losses | (5) | (8) |
Fair Value | 39 | 36 |
Current Marketable Securities | 39 | 36 |
Health Care | ||
Net investment income | ||
Adjusted Cost | 39 | 40 |
Unrealized Gains | 1 | |
Fair Value | 40 | 40 |
Current Marketable Securities | 40 | 40 |
Industrials | ||
Net investment income | ||
Adjusted Cost | 27 | 27 |
Unrealized Losses | (3) | (7) |
Fair Value | 24 | 20 |
Current Marketable Securities | 24 | 20 |
Information Technology | ||
Net investment income | ||
Adjusted Cost | 124 | 133 |
Unrealized Losses | (24) | (25) |
Fair Value | 100 | 108 |
Current Marketable Securities | 100 | 108 |
Materials | ||
Net investment income | ||
Adjusted Cost | 11 | 10 |
Unrealized Losses | (2) | |
Fair Value | 11 | 8 |
Current Marketable Securities | 11 | 8 |
Real Estate | ||
Net investment income | ||
Adjusted Cost | 10 | 10 |
Unrealized Losses | (2) | (2) |
Fair Value | 8 | 8 |
Current Marketable Securities | 8 | 8 |
Utilities | ||
Net investment income | ||
Adjusted Cost | 4 | 6 |
Fair Value | 4 | 6 |
Current Marketable Securities | 4 | 6 |
Mutual Funds | ||
Net investment income | ||
Adjusted Cost | 524 | 482 |
Unrealized Losses | (13) | (64) |
Fair Value | 511 | 418 |
Current Marketable Securities | 511 | 418 |
Fixed Income | ||
Net investment income | ||
Adjusted Cost | 3,646 | 3,665 |
Unrealized Losses | (51) | (89) |
Fair Value | 3,595 | 3,576 |
Current Marketable Securities | 3,276 | 3,251 |
Non-current Marketable Securities | 319 | 325 |
State & Municipal Bonds | ||
Net investment income | ||
Adjusted Cost | 899 | 906 |
Unrealized Losses | (19) | (17) |
Fair Value | 880 | 889 |
Current Marketable Securities | 561 | 564 |
Non-current Marketable Securities | 319 | 325 |
Fixed income funds | ||
Net investment income | ||
Adjusted Cost | 2,747 | 2,759 |
Unrealized Losses | (32) | (72) |
Fair Value | 2,715 | 2,687 |
Current Marketable Securities | 2,715 | 2,687 |
Alternative, real estate and other | ||
Net investment income | ||
Adjusted Cost | 313 | 366 |
Unrealized Losses | (11) | (18) |
Fair Value | 302 | 348 |
Current Marketable Securities | $ 302 | $ 348 |
LOSS PER SHARE (Details)
LOSS PER SHARE (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | |
Numerator: | ||||
Net income (loss) | $ 46 | $ (644) | $ (49) | $ (1,221) |
Denominator: | ||||
Weighted average common shares outstanding, basic | 10,958,398 | 10,636,278 | 10,943,561 | 10,445,482 |
Weighted average common shares outstanding, diluted | 10,958,398 | 10,636,278 | 10,943,561 | 10,445,482 |
Income (Loss) per share | ||||
Income (Loss) per share, basic | $ 0 | $ (0.06) | $ 0 | $ (0.12) |
Income (Loss) per share, diluted | $ 0 | $ (0.06) | $ 0 | $ (0.12) |
LOSS PER SHARE - Antidilutive s
LOSS PER SHARE - Antidilutive shares (Details) - shares | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | |
Antidilutive securities excluded from computation of earnings per share | ||||
Total potentially dilutive shares | 150,000 | 391,500 | 150,000 | 391,500 |
Options | ||||
Antidilutive securities excluded from computation of earnings per share | ||||
Total potentially dilutive shares | 150,000 | 150,000 | 150,000 | 150,000 |
Warrants | ||||
Antidilutive securities excluded from computation of earnings per share | ||||
Total potentially dilutive shares | 241,500 | 241,500 |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Jun. 30, 2022 |
PROPERTY AND EQUIPMENT | ||
Property and equipment, gross | $ 736 | $ 732 |
Accumulated depreciation | (713) | (710) |
Net property and equipment | 23 | 22 |
Production equipment | ||
PROPERTY AND EQUIPMENT | ||
Property and equipment, gross | 307 | 307 |
Leasehold improvements | ||
PROPERTY AND EQUIPMENT | ||
Property and equipment, gross | 213 | 213 |
Furniture and fixtures | ||
PROPERTY AND EQUIPMENT | ||
Property and equipment, gross | 45 | 45 |
Computer equipment | ||
PROPERTY AND EQUIPMENT | ||
Property and equipment, gross | 51 | 47 |
Other equipment | ||
PROPERTY AND EQUIPMENT | ||
Property and equipment, gross | $ 120 | $ 120 |
PROPERTY AND EQUIPMENT - Deprec
PROPERTY AND EQUIPMENT - Depreciation expense (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | |
PROPERTY AND EQUIPMENT | ||||
Depreciation | $ 3,000 | $ 13,000 | ||
Property and equipment | ||||
PROPERTY AND EQUIPMENT | ||||
Depreciation | $ 1,000 | $ 0 | 3,000 | 13,000 |
Cost of goods sold | ||||
PROPERTY AND EQUIPMENT | ||||
Depreciation | 0 | 0 | 0 | 9,000 |
General and administrative expense | ||||
PROPERTY AND EQUIPMENT | ||||
Depreciation | $ 1,000 | $ 0 | $ 3,000 | $ 4,000 |
PROPERTY AND EQUIPMENT - Useful
PROPERTY AND EQUIPMENT - Useful lives (Details) | 6 Months Ended |
Dec. 31, 2022 | |
Leasehold improvements | |
PROPERTY AND EQUIPMENT | |
Estimated useful life | 5 years |
Furniture and fixtures | |
PROPERTY AND EQUIPMENT | |
Estimated useful life | 5 years |
Production equipment | Maximum | |
PROPERTY AND EQUIPMENT | |
Estimated useful life | 7 years |
Production equipment | Minimum | |
PROPERTY AND EQUIPMENT | |
Estimated useful life | 3 years |
Computer equipment | |
PROPERTY AND EQUIPMENT | |
Estimated useful life | 3 years |
Other equipment | Maximum | |
PROPERTY AND EQUIPMENT | |
Estimated useful life | 7 years |
Other equipment | Minimum | |
PROPERTY AND EQUIPMENT | |
Estimated useful life | 3 years |
GOODWILL AND INTANGIBLE ASSET_2
GOODWILL AND INTANGIBLE ASSETS (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Dec. 31, 2022 | Jun. 30, 2022 | |
Intangible assets | ||
Gross Asset Cost | $ 1,118 | $ 1,118 |
Accumulated Amortization | 327 | 279 |
Total | $ 791 | $ 839 |
Customer relationships | ||
Finite-lived intangible assets | ||
Amortization Period | 11 years | 11 years |
Intangible assets | ||
Gross Asset Cost | $ 970 | $ 970 |
Accumulated Amortization | 302 | 257 |
Total | $ 668 | $ 713 |
Patents | ||
Finite-lived intangible assets | ||
Amortization Period | 20 years | 20 years |
Intangible assets | ||
Gross Asset Cost | $ 70 | $ 70 |
Accumulated Amortization | 12 | 10 |
Total | $ 58 | $ 60 |
Trademark | ||
Finite-lived intangible assets | ||
Amortization Period | 20 years | 20 years |
Intangible assets | ||
Gross Asset Cost | $ 78 | $ 78 |
Accumulated Amortization | 13 | 12 |
Total | $ 65 | $ 66 |
GOODWILL AND INTANGIBLE ASSET_3
GOODWILL AND INTANGIBLE ASSETS - Amortization expense (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | |
Finite-lived intangible assets | ||||
Amortization expense | $ 48,000 | $ 48,000 | ||
General and administrative expense | ||||
Finite-lived intangible assets | ||||
Amortization expense | $ 24,000 | $ 24,000 | $ 48,000 | $ 48,000 |
GOODWILL AND INTANGIBLE ASSET_4
GOODWILL AND INTANGIBLE ASSETS - Estimated amortization expense related to intangible assets subject to amortization (Details) - USD ($) | Dec. 31, 2022 | Jun. 30, 2022 |
Amortization expense related to intangible assets | ||
2023 | $ 48,000 | |
2024 | 96,000 | |
2025 | 96,000 | |
2026 | 96,000 | |
2027 | 96,000 | |
Thereafter | 359,000 | |
Total | 791,000 | $ 839,000 |
Goodwill | $ 287,000 | $ 287,000 |
ACCRUED EXPENSES (Details)
ACCRUED EXPENSES (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Jun. 30, 2022 |
ACCRUED EXPENSES | ||
Employee compensation | $ 155 | $ 468 |
Accrued warranty | 50 | 55 |
Customer refund | 150 | 51 |
Others | 22 | 81 |
Total | $ 377 | $ 655 |
DEBT - Line of Credit and Notes
DEBT - Line of Credit and Notes Payable (Details) - USD ($) | 1 Months Ended | ||
Aug. 31, 2021 | Oct. 31, 2019 | Jul. 31, 2021 | |
DEBT | |||
Number of shares for which warrants exercised | 139,611 | ||
Line of credit | $ 590,000 | ||
Caddy promissory note | |||
DEBT | |||
Repayments of notes payable | $ 1,241,000 | ||
Line of Credit | |||
DEBT | |||
Maximum borrowing capacity | $ 1,000,000 | ||
Number of shares for which warrants exercised | 94,723 | ||
Amount of proceeds from loan used to pay business combination | $ 400,000 |
DEBT - Paycheck Protection Prog
DEBT - Paycheck Protection Program (Details) - USD ($) | 1 Months Ended | |||||
Mar. 13, 2021 | May 06, 2020 | Apr. 30, 2022 | May 31, 2021 | Dec. 31, 2022 | Jun. 30, 2022 | |
DEBT | ||||||
Outstanding debt | $ 0 | $ 0 | ||||
PPP loan | ||||||
DEBT | ||||||
Proceeds from loan | $ 698,000 | $ 694,000 | ||||
Debt forgiven | $ 698,000 | $ 694,000 |
STOCKHOLDERS' EQUITY (Details)
STOCKHOLDERS' EQUITY (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||||
Jul. 12, 2022 | Jul. 07, 2021 | Jul. 31, 2021 | Dec. 31, 2022 | Sep. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | |
STOCKHOLDERS' EQUITY | ||||||||
Maximum stock based awards available for issuance | 1,500,000 | 1,500,000 | ||||||
Share based payment award option outstanding | 1,220,000 | 1,220,000 | ||||||
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 for stock option | $ 62,000 | $ 0 | $ 118,000 | $ 0 | ||||
Total unrecognized compensation | 0 | 0 | ||||||
Value of shares issued | $ 153,000 | |||||||
Warrants exercised for number of shares | 139,611 | |||||||
Employees | ||||||||
STOCKHOLDERS' EQUITY | ||||||||
Number of shares issued | 130,000 | |||||||
Value of shares issued | $ 153,000 | |||||||
Warrants | ||||||||
STOCKHOLDERS' EQUITY | ||||||||
Warrants outstanding | $ 0 | $ 0 | ||||||
MiT LLC | MiT Inc | ||||||||
STOCKHOLDERS' EQUITY | ||||||||
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) | 6 Months Ended |
Dec. 31, 2021 | |
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 stock warrants (Details) - $ / shares | 1 Months Ended | 6 Months Ended | |
Jul. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | |
STOCKHOLDERS' EQUITY | |||
Granted during the period | 150,000 | ||
Weighted Average Exercise Price, Granted during the period | $ 3 | ||
Stock option | |||
STOCKHOLDERS' EQUITY | |||
Beginning balance | 150,000 | ||
Granted during the period | 0 | 150,000 | |
Ending balance | 150,000 | 150,000 | |
Weighted Average Exercise Price, Beginning balance | $ 3 | ||
Weighted Average Exercise Price, Granted during the period | 0 | $ 3 | |
Weighted Average Exercise Price, Ending balance | $ 3 | $ 3 | |
Stock warrants | |||
STOCKHOLDERS' EQUITY | |||
Beginning balance | 236,667 | 236,667 | |
Granted during the period | 241,500 | ||
Exercised during the period | (139,611) | ||
Terminated/Expired during the period | (97,056) | ||
Ending balance | 241,500 | ||
Weighted Average Exercise Price, Beginning balance | $ 2.76 | $ 2.76 | |
Weighted Average Exercise Price, Granted during the period | 3.75 | ||
Weighted Average Exercise Price, Exercised during the period | 2.76 | ||
Weighted Average Exercise Price, Terminated/Expired during the year | 2.76 | ||
Weighted Average Exercise Price, Ending balance | $ 3.75 |
STOCKHOLDERS' EQUITY - Outstand
STOCKHOLDERS' EQUITY - Outstanding and exercisable stock (Details) | 6 Months Ended |
Dec. 31, 2022 $ / shares shares | |
STOCKHOLDERS' EQUITY | |
Number Outstanding | shares | 150,000 |
Wtd. Avg, Life | 8 years 6 months |
Exercise Price | $ 3 |
Exercise Price $3.00 | |
STOCKHOLDERS' EQUITY | |
Exercise Price | $ 3 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) | 1 Months Ended |
Jul. 31, 2021 USD ($) | |
RELATED PARTY TRANSACTIONS | |
Discretionary payment to the related parties for personal guarantees provided in conjunction with financing company debt | $ 50,000 |
CUSTOMER AND VENDOR CONCENTRA_2
CUSTOMER AND VENDOR CONCENTRATIONS - Customer concentrations (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | Jun. 30, 2022 | |
CUSTOMER AND VENDOR CONCENTRATIONS | |||||
Outstanding receivables | $ 1,419,000 | $ 1,419,000 | $ 1,762,000 | ||
Sales | Customer concentration | Customer one | |||||
CUSTOMER AND VENDOR CONCENTRATIONS | |||||
Concentration risk percentage | 17% | 20% | 17% | 23% | |
Sales | Customer concentration | Customer two | |||||
CUSTOMER AND VENDOR CONCENTRATIONS | |||||
Concentration risk percentage | 10% | 18% | 10% | ||
Sales | Customer concentration | Customer three | |||||
CUSTOMER AND VENDOR CONCENTRATIONS | |||||
Concentration risk percentage | 10% | ||||
Outstanding receivable | Customer concentration | |||||
CUSTOMER AND VENDOR CONCENTRATIONS | |||||
Outstanding receivables | $ 265,000 | $ 240,000 | $ 265,000 | $ 240,000 |
CUSTOMER AND VENDOR CONCENTRA_3
CUSTOMER AND VENDOR CONCENTRATIONS - Vendor concentrations (Details) - Purchases - Supplier concentration | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | |
Vendor one | ||||
CUSTOMER AND VENDOR CONCENTRATIONS | ||||
Concentration risk percentage | 17% | 21% | 26% | 33% |
Vendor two | ||||
CUSTOMER AND VENDOR CONCENTRATIONS | ||||
Concentration risk percentage | 13% | 13% |
LEASE COMMITMENTS AND CONTING_3
LEASE COMMITMENTS AND CONTINGENCIES (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | |
LEASE COMMITMENTS AND CONTINGENCIES | ||||
Operating lease expense | $ 73,000 | $ 70,000 | $ 141,000 | $ 141,000 |
Imputed interest rate percentage | 8% | 8% | ||
Weighted average remaining lease term for operating leases (in years) | 2 years | 2 years |
LEASE COMMITMENTS AND CONTING_4
LEASE COMMITMENTS AND CONTINGENCIES - Future minimum lease payments (Details) $ in Thousands | Dec. 31, 2022 USD ($) |
Operating leases | |
2023 | $ 148 |
2024 | 302 |
2025 | 154 |
Total undiscounted operating lease payments | 604 |
Less imputed interest (at 8%) | (43) |
Present value of operating lease payments | $ 561 |
LEASE COMMITMENTS AND CONTING_5
LEASE COMMITMENTS AND CONTINGENCIES - ROU assets and operating lease liabilities (Details) $ in Thousands | Dec. 31, 2022 USD ($) |
Assets | |
ROU assets-net | $ 543 |
Liabilities | |
Current operating lease liabilities | 265 |
Long-term operating lease liabilities | 296 |
Total ROU liabilities | $ 561 |