Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Mar. 31, 2023 | May 15, 2023 | |
Document and Entity Information [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Mar. 31, 2023 | |
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, $0.00001 par value | |
Trading Symbol | MITQ | |
Security Exchange Name | NYSEAMER | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 10,913,510 | |
Entity Central Index Key | 0001770236 | |
Current Fiscal Year End Date | --06-30 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2023 | Jun. 30, 2022 |
Current Assets: | ||
Cash and cash equivalents | $ 6,357 | $ 2,340 |
Marketable securities - current | 4,363 | |
Accounts receivable, net | 979 | 1,762 |
Inventories, net | 4,836 | 4,033 |
Prepaid expenses and other | 575 | 864 |
Total Current Assets | 12,747 | 13,362 |
Long-Term Assets: | ||
Marketable securities - non-current | 325 | |
Right-of-use asset | 479 | |
Property and equipment, net | 23 | 22 |
Intangibles, net | 768 | 839 |
Goodwill | 287 | 287 |
Other assets | 16 | 16 |
Total Long-Term Assets | 1,573 | 1,489 |
Total Assets | 14,320 | 14,851 |
Current Liabilities: | ||
Accounts payable | 2,141 | 1,583 |
Accrued expenses | 496 | 655 |
Customer deposits | 2,092 | 3,158 |
Lease liability-current | 272 | |
Unearned warranty revenue | 48 | 18 |
Total Current Liabilities | 5,049 | 5,414 |
Long-Term Liabilities: | ||
Lease liability-non-current | 224 | |
Deferred rent | 22 | |
Total Long-Term Liabilities | 224 | 22 |
Total Liabilities | 5,273 | 5,436 |
Stockholders' Equity | ||
Common stock, $0.00001 par value, 100,000,000 shares authorized, 10,958,398 and 10,828,398 shares issued; 10,910,931 and 10,828,398 outstanding at March 31, 2022 and June 30, 2022, respectively | ||
Additional paid-in capital | 12,604 | 12,500 |
Accumulated deficit | (3,557) | (3,085) |
Total Stockholders' Equity | 9,047 | 9,415 |
Total Liabilities and Stockholders' Equity | $ 14,320 | $ 14,851 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Mar. 31, 2023 | 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 | 10,910,931 | 10,828,398 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | |
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS | ||||
Net sales | $ 3,741 | $ 5,835 | $ 14,435 | $ 12,728 |
Cost of goods sold | 2,699 | 4,468 | 10,523 | 9,743 |
Gross profit | 1,042 | 1,367 | 3,912 | 2,985 |
Operating expenses: | ||||
Research and development | 66 | 53 | 195 | 172 |
Selling and marketing | 663 | 539 | 1,867 | 1,653 |
General and administrative | 839 | 906 | 2,464 | 2,470 |
Total operating expenses | 1,568 | 1,498 | 4,526 | 4,295 |
Operating loss | (526) | (131) | (614) | (1,310) |
Other (income) expenses: | ||||
Realized (gain) on investments | (81) | (17) | (243) | (17) |
Unrealized (gain)/loss on investments | 167 | |||
PPP loan and interest forgiveness | (705) | (705) | ||
Interest and other income | (1) | (1) | (5) | (2) |
Interest expense | 2 | 40 | ||
Other Non-operating Expenses | (20) | (61) | ||
Total other (income) expense | (102) | (724) | (142) | (684) |
Net income (loss) | $ (424) | $ 593 | $ (472) | $ (626) |
Weighted average shares outstanding: basic | 10,956,413 | 10,636,278 | 10,947,790 | 10,508,152 |
Weighted average shares outstanding: diluted | 10,956,413 | 10,636,278 | 10,947,790 | 10,508,152 |
Net loss per common share basic | $ (0.04) | $ 0.06 | $ (0.04) | $ (0.06) |
Net loss per common share diluted | $ (0.04) | $ 0.06 | $ (0.04) | $ (0.06) |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT) - USD ($) $ in Thousands | Common Stock | Additional Paid-in Capital | Retained Earnings (Accumulated Deficit) | Total |
Balance at the beginning at Jun. 30, 2020 | $ 1,011 | $ (1,740) | $ (729) | |
Balance at the beginning (in shares) at Jun. 30, 2020 | 5,666,667 | |||
Share of common stock issued, net of issuance costs | 11,244 | 11,244 | ||
Share of common stock issued, net of issuance costs (in shares) | 4,830,000 | |||
Cashless exercise of warrants (in shares) | 139,611 | |||
Grant of options for services | 56 | 56 | ||
Net income (loss) | (577) | (577) | ||
Balance at the end at Sep. 30, 2020 | 12,311 | (2,317) | 9,994 | |
Balance at the end (in shares) at Sep. 30, 2020 | 10,636,278 | |||
Grant of options for services | 62 | 62 | ||
Net income (loss) | (644) | (644) | ||
Balance at the end at Dec. 31, 2020 | 12,373 | (2,961) | 9,412 | |
Balance at the end (in shares) at Dec. 31, 2020 | 10,636,278 | |||
Grant of options for services | 60 | 60 | ||
Net income (loss) | 593 | 593 | ||
Balance at the end at Mar. 31, 2021 | 12,433 | (2,368) | 10,065 | |
Balance at the end (in shares) at Mar. 31, 2021 | 10,636,278 | |||
Balance at the beginning at Jun. 30, 2022 | $ 0 | 12,500 | (3,085) | 9,415 |
Balance at the beginning (in shares) at Jun. 30, 2022 | 10,828,398 | |||
Issuance of stock to employees | $ 0 | 153 | 0 | 153 |
Issuance of stock to employees (in shares) | 130,000 | |||
Net income (loss) | $ 0 | 0 | (95) | (95) |
Balance at the end at Sep. 30, 2022 | $ 0 | 12,653 | (3,180) | 9,473 |
Balance at the end (in shares) at Sep. 30, 2022 | 10,958,398 | |||
Balance at the beginning at Jun. 30, 2022 | $ 0 | 12,500 | (3,085) | $ 9,415 |
Balance at the beginning (in shares) at Jun. 30, 2022 | 10,828,398 | |||
Share buyback and cancellation (in shares) | 47,467 | |||
Balance at the end at Mar. 31, 2023 | $ 0 | 12,604 | (3,557) | $ 9,047 |
Balance at the end (in shares) at Mar. 31, 2023 | 10,910,931 | |||
Balance at the beginning at Sep. 30, 2022 | $ 0 | 12,653 | (3,180) | 9,473 |
Balance at the beginning (in shares) at Sep. 30, 2022 | 10,958,398 | |||
Net income (loss) | $ 0 | 0 | 46 | 46 |
Balance at the end at Dec. 31, 2022 | $ 0 | 12,653 | (3,134) | 9,519 |
Balance at the end (in shares) at Dec. 31, 2022 | 10,958,398 | |||
Net income (loss) | $ 0 | 0 | (424) | (424) |
Share buyback and cancellation | $ 0 | (49) | 0 | (49) |
Share buyback and cancellation (in shares) | (47,467) | |||
Balance at the end at Mar. 31, 2023 | $ 0 | $ 12,604 | $ (3,557) | $ 9,047 |
Balance at the end (in shares) at Mar. 31, 2023 | 10,910,931 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Cash flows from operating activities: | ||
Net loss | $ (472) | $ (626) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Provision for (reversal of) doubtful accounts | 5 | (230) |
Depreciation expense | 6 | 15 |
Amortization expense | 72 | 72 |
Realized loss (gain) on investments | (76) | (17) |
Stock compensation expense | 178 | |
Deferred rent | (1) | |
PPP loan forgiveness | (705) | |
Changes in operating assets and liabilities | ||
Accounts receivable | 778 | (1,002) |
Inventories | (803) | (1,451) |
Prepaid expenses and other | 289 | 426 |
Accounts payable | 558 | 326 |
Accrued expenses | (6) | (99) |
Unearned warranty revenue | 30 | 3 |
Customer deposits | (1,066) | 2,195 |
Net cash used in operating activities | (685) | (916) |
Cash flows from investing activities | ||
Proceeds from the sales of marketable securities | 12,418 | (3,412) |
Purchase of marketable securities | (7,660) | |
Purchases of property and equipment | (7) | (18) |
Net cash provided by (used in) investing activities | 4,751 | (3,430) |
Cash flows from financing activities | ||
Net Proceeds from initial public offering | 11,244 | |
Payments on line of credit | (590) | |
Payments on notes payable | (1,241) | |
Stock Buyback | (49) | |
Net cash (used in) provided by financing activities | (49) | 9,413 |
Net increase in cash and cash equivalents | 4,017 | 5,067 |
Cash and cash equivalents, beginning of the period | 2,340 | 1,270 |
Cash and cash equivalents, end of the period | 6,357 | 6,337 |
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 and liability recorded upon adoption of ASC 842 | $ 681 | |
Cash paid during the period: | ||
Interest | $ 40 |
BUSINESS ACTIVITY AND SUMMARY O
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Mar. 31, 2023 | |
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: 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. 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 March 31, 2023, 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 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: NOTE 1 — BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) Marketable Securities: 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 NOTE 1 — BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) 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: 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 from 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. NOTE 1 — BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) 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 nine $in Thousands March 31, 2023 June 30, 2022 Customer deposits $ 2,092 $ 3,157 Unearned warranty revenue 48 18 Total contract liabilities $ 2,140 $ 3,176 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 Nine Months Ended Months Ended Disaggregation of Revenue (in 000’s): March 31, 2023 March 31, 2022 March 31, 2023 March 31, 2022 Equipment upon delivery (point in time) $ 3,669 $ 5,701 $ 14,100 $ 4,984 Installation (point in time) 60 134 293 239 Software subscription and services (over time) 12 — 42 — Total revenues $ 3,741 $ 5,835 $ 14,435 $ 12,728 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. 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. NOTE 1 — BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) Returns and Allowances: Shipping and Handling Costs: 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. Management 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 nine 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 March 31, 2023 (in thousands): Deferred Tax Assets (Liabilities) June 30, 2022 March 31, 2023 Inventory reserve $ 122 $ 144 Accumulated depreciation (6) (5) Accumulated goodwill amortization (12) (17) Accumulated intangible amortization 8 (18) Unrealized loss on investments 68 — Deferred rent 6 5 Warranty reserve 5 13 Stock compensation 68 68 Net operating loss carryforward 594 757 Allowance for doubtful accounts 39 40 Net 892 919 Valuation allowance (892) (919) Total $ — $ — Leases Product Warranty: The changes in the Company’s aggregate warranty liabilities were as follows for the following periods (in thousands): Quarter Ended March 31, Year Ended June 30, 2023 2022 Product warranty liability, beginning of period $ 50 $ 29 Accruals for warranties issued 46 60 Settlements made (44) (34) Product warranty liability, end of period $ 52 $ 55 Research and Development: NOTE 1 — BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) Recently Issued Accounting Pronouncements: |
INVESTMENTS
INVESTMENTS | 9 Months Ended |
Mar. 31, 2023 | |
INVESTMENTS | |
INVESTMENTS | NOTE 2 — INVESTMENTS In March 2023, the Company sold all its marketable securities with the proceeds deposited to the Company’s cash account. The table below shows the marketable securities activity during the three months ended March 31, 2023. The $4.886 million ending balance was transferred the Company’s cash accounts in March 2023. Adjusted Unrealized Unrealized Fair Cash and Marketable Marketable Cost Gains Losses Value Cash Equivalents Securities Securities Cash $ 4,886 $ — $ — $ 4,886 $ 4,886 $ — $ — 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 | 9 Months Ended |
Mar. 31, 2023 | |
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 Nine Months Ended For the Three Months Ended For the Nine Months Ended March 31, March 31, March 31, March 31, 2023 2023 2022 2022 Numerator: Net income (loss in 000’s) $ (424) $ (472) $ 593 $ (626) Denominator: Weighted average common shares outstanding, basic and diluted 10,956,413 10,947,790 10,636,278 10,508,152 Income (Loss) per share Basic and diluted $ (0.04) $ (0.04) $ 0.06 $ (0.06) 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 Nine Months Ended For the Three Months Ended For the Nine Months Ended March 31, March 31, March 31, March 31, 2023 2023 2022 2022 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 nine months ended March 31, 2023 and the nine months ended March 31, 2022, 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 March 31, 2023 the Company had net losses and the three months ended March 31, 2022 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 | 9 Months Ended |
Mar. 31, 2023 | |
PROPERTY AND EQUIPMENT | |
PROPERTY AND EQUIPMENT | NOTE 4 — PROPERTY AND EQUIPMENT Property and equipment consist of the following (in thousands): March 31, June 30, 2022 2022 Production equipment $ 307 $ 307 Leasehold improvements 213 213 Furniture and fixtures 45 45 Computer equipment 53 47 Other equipment 120 120 738 732 Accumulated depreciation (715) (710) Net property and equipment $ 23 $ 22 Depreciation expense related to property and equipment was $2,000 and $3,000 for the three months ended March 31, 2023 and 2022, respectively, of which $0 and $0 is included in cost of goods sold and $3,000 and $3,000 in general and administrative expense, respectively. Depreciation expense related to property and equipment was $6,000 and $15,000 for the nine months ended March 31, 2023 and 2022, respectively, of which $0 and $9,000 is included in cost of goods sold and $7,000 and $6,000 in general and administrative expense, respectively. 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 | 9 Months Ended |
Mar. 31, 2023 | |
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 March 31, 2023 (in thousands): Amortization Gross Asset Accumulated Net Book Period Cost Amortization Value Customer relationships 11 years $ 970 $ 323 $ 647 Patents 20 years 70 13 57 Trademark 20 years 78 14 64 $ 1,118 $ 350 $ 768 NOTE 5 — GOODWILL AND INTANGIBLE ASSETS (continued) 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 March 31, 2023 and 2022, respectively, and was $72,000 and $72,000 for the nine Estimated amortization expense related to intangible assets subject to amortization at March 31, 2023 in each of the five years subsequent to March 31, 2023, and thereafter is as follows (amounts in thousands): 2023 (remaining quarter of 2023) $ 24 2024 96 2025 96 2026 96 2027 96 Thereafter 360 Total $ 768 |
ACCRUED EXPENSES
ACCRUED EXPENSES | 9 Months Ended |
Mar. 31, 2023 | |
ACCRUED EXPENSES | |
ACCRUED EXPENSES | NOTE 6 — ACCRUED EXPENSES Accrued expenses consist of the following (in thousands): March 31, June 30, 2023 2022 Employee compensation $ 220 $ 519 Accrued warranty 52 55 Customer refund 135 — Others 89 81 Total $ 496 $ 655 |
DEBT
DEBT | 9 Months Ended |
Mar. 31, 2023 | |
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. 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 of $698,000 plus accrued interest has been fully forgiven and is paid in full. There is no outstanding debt as of March 31, 2023 or June 30, 2022. |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 9 Months Ended |
Mar. 31, 2023 | |
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 March 31, 2023, 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 March 31, 2023. 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. These options, which were the only options granted during the nine months ended March 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 nine months ended March 31, 2021, respectively. The Company recognized no compensation expense for stock options during the three and nine months ended March 31, 2023. On March 6, 2023, the Board of Directors (the “Board”) of Moving iMage Technologies, Inc. (the “Company”) approved an amendment (the “Amendment”) to the Company’s Amended and Restated Bylaws that amends the quorum for a stockholders’ meeting or action to be at least 33 1/3% of all shares of stock issued and outstanding and entitled to vote thereat, present in person or represented by proxy. At March 31, 2023, there was no unrecognized compensation cost related to nonvested stock option awards. On March 23, 2023 the Board of Directors re-authorized a stock repurchase program. Under the stock repurchase program, the Company may repurchase up to $1 million of its outstanding common stock over the next 12 months. During the period of March 24 through 31, 2023, the Company repurchased 47,467 of the Company’s stock representing 0.44% of the 10,828,398 outstanding shares at the end of June 30, 2022 at an average price of $1.025 per share. $ in Thousands, except shares and dollar per share amounts Total Number of Approximate Shares Dollar Value of Purchased as Shares that May Total Number of Part of Publicly Yet Be Purchased Shares Average Price Announced Plans Under the Plans Period Purchased Paid per Share or Programs or Programs March 23, 2023 – March 31, 2023 47,467 $ 1.025 47,467 $ 951 Total 47,467 $ 1.025 47,467 $ 951 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 March 31, 2023 and changes during the nine months ended March 31, 2023 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, March 31, 2023 150,000 $ 3.00 A summary of the status of the Company’s stock options as of March 31, 2022 and changes during the nine months ended March 31, 2022 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, March 31, 2022 150,000 $ 3.00 The following table summarizes information about outstanding and exercisable stock options at March 31, 2023: 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 March 31, 2023 and changes during the nine month period ended March 31, 2023 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, March 31, 2023 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. There was no warrant activity in the nine month period ended March 31, 2023. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 9 Months Ended |
Mar. 31, 2023 | |
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 | 9 Months Ended |
Mar. 31, 2023 | |
CUSTOMER AND VENDOR CONCENTRATIONS | |
CUSTOMER AND VENDOR CONCENTRATIONS | NOTE 10 — CUSTOMER AND VENDOR CONCENTRATIONS Customers : One customer accounted for 12% of the Company’s sales for the three months ended March 31, 2023. At March 31, 2023, the amount of outstanding receivables related to the two customers was approximately $225,000. Two customers accounted for approximately 11% and 10% of the Company’s sales for the three months ended March 31, 2022. One customer accounted for approximately 32% of the Company’s sales for the nine months ended March 31, 2022. At March 31, 2022, the amount of outstanding receivables related to these customers was approximately $120,000. Vendors: Approximately 22% and 13% of the Company’s purchases were provided by two vendors for the nine months ended March 31, 2023. Approximately 10% of the Company’s purchases were provided by one vendor for the nine months ended March 31, 2022. |
LEASE COMMITMENTS AND CONTINGEN
LEASE COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Mar. 31, 2023 | |
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 March 31, 2023 and 2022, respectively. The Company’s operating lease expense was $214,000 and $141,000 for the nine months ended March 31, 2023 and 2022, respectively. NOTE 11 — LEASE COMMITMENTS AND CONTINGENCIES (Continued) Future minimum lease payments at March 31, 2023 under these arrangements are as follows: (in thousands) Total Operating leases Payments 2023 $ 76 2024 302 2025 154 Total undiscounted operating lease payments $ 532 Less imputed interest (at 8% ) (36) Present value of operating lease payments $ 496 The following table sets forth the ROU assets and operating lease liabilities as of March 31, 2023: Assets (in thousands) ROU assets-net $ 479 Liabilities Current operating lease liabilities $ 272 Long-term operating lease liabilities 224 Total ROU liabilities $ 496 The Company’s weighted average remaining lease term for its operating leases is 1.75 years. Legal Matters: |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Mar. 31, 2023 | |
SUBSEQUENT EVENTS | |
SUBSEQUENT EVENTS | NOTE 12 — SUBSEQUENT EVENTS The Company held its annual meeting of stockholders (“Annual Meeting”) on April 20, 2023. For more information about the proposals set forth below, please see the Company’s definitive Proxy Statement filed with the SEC on March 21, 2023. As of the record date, March 16, 2023, there were 10,913,510 shares of common stock outstanding and entitled to be voted at the Annual On April 20, 2023, William Greene was appointed Chief Financial Officer effective April 20, 2023. Mr. Greene has been the Interim Chief Financial Officer of the Company since January 2023. On April 25, 2023, Moving iMage Technologies, Inc. (the “Company” or “MiT”) entered into a Letter Agreement, subject to definitive agreements, with The Five Agency, LLC (“The Five Agency”). The Five Agency operates gaming leagues at various theaters, cinemas, movie theaters, entertainment complexes and auditoriums, and provides league structures, hosts, management, supervision, coordination with game publishers, marketing and marketing assets for leagues and events under the brand SNDBX. The Five Agency and MiT jointly designed the equipment package that will be used for that purpose. Pursuant to the Letter Agreement, MiT agreed to lend The Five Agency $300,000.00 (the “Loan”), which will be provided in two equal installments as further described below, and The Five Agency will form a separate Florida corporation, SNDBX, INC (“SNDBX”), to conduct that business. As a portion of the consideration payable to MiT under the Loan, upon the formation of SNDBX, The Five Agency will cause SNDBX to issue MiT 5% of the equity of SNDBX, which will be issued to MiT regardless of whether the second $150,000 advance conditions described below are satisfied by The Five Agency or SNDBX. Plus, MiT has the right to participate in any and all future capital and debt offerings by SNDBX. NOTE 12 — SUBSEQUENT EVENTS (continued) Pursuant to the terms of the Loan, on April 25, 2023, and subject to the satisfaction of the conditions described in the Letter Agreement, MiT extended an initial loan of $150,000 to The Five Agency with interest at 10% per annum payable each year commencing on May 1, 2024 with principal due on May 1, 2026. The Loan is secured by the Patents (as defined below). MiT also agreed to advance an additional $150,000 upon the request of The Five Agency upon satisfying certain customary conditions, such as execution of definitive agreements and board and other approvals, and completing the following conditions by May 31, 2023: (i) (ii) (iii) (iv) MiT and either The Five Agency or SNDBX will be co-owners of the equipment patents (the “Patents”) and will share the costs. The Five Agency will apply for Patents on or before April 30, 2024 and after expiration of the Supply Agreement in three years, either party may sell equipment to others with MiT entitled to a reasonable royalty rate equal to a percentage the net sales. In the event of a transfer of the co-owned Patent rights, MiT will automatically become the sole owner of the Patents. The Company has evaluated subsequent events from March 31, 2023 through May 15, 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) | 9 Months Ended |
Mar. 31, 2023 | |
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: 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 March 31, 2023, 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 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: |
Marketable Securities | Marketable Securities: 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 |
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 from 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. NOTE 1 — BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) 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 nine $in Thousands March 31, 2023 June 30, 2022 Customer deposits $ 2,092 $ 3,157 Unearned warranty revenue 48 18 Total contract liabilities $ 2,140 $ 3,176 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 Nine Months Ended Months Ended Disaggregation of Revenue (in 000’s): March 31, 2023 March 31, 2022 March 31, 2023 March 31, 2022 Equipment upon delivery (point in time) $ 3,669 $ 5,701 $ 14,100 $ 4,984 Installation (point in time) 60 134 293 239 Software subscription and services (over time) 12 — 42 — Total revenues $ 3,741 $ 5,835 $ 14,435 $ 12,728 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. 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. |
Returns and Allowances | Returns and Allowances: |
Shipping and Handling Costs | Shipping and Handling Costs: |
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. Management 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 nine |
Business Combinations | Business Combinations: |
Income Taxes | 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 March 31, 2023 (in thousands): Deferred Tax Assets (Liabilities) June 30, 2022 March 31, 2023 Inventory reserve $ 122 $ 144 Accumulated depreciation (6) (5) Accumulated goodwill amortization (12) (17) Accumulated intangible amortization 8 (18) Unrealized loss on investments 68 — Deferred rent 6 5 Warranty reserve 5 13 Stock compensation 68 68 Net operating loss carryforward 594 757 Allowance for doubtful accounts 39 40 Net 892 919 Valuation allowance (892) (919) Total $ — $ — |
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 March 31, Year Ended June 30, 2023 2022 Product warranty liability, beginning of period $ 50 $ 29 Accruals for warranties issued 46 60 Settlements made (44) (34) Product warranty liability, end of period $ 52 $ 55 |
Research and Development | Research and Development: |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements: |
BUSINESS ACTIVITY AND SUMMARY_3
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 9 Months Ended |
Mar. 31, 2023 | |
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 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 |
Schedule of revenue recognized included in contract liability | $in Thousands March 31, 2023 June 30, 2022 Customer deposits $ 2,092 $ 3,157 Unearned warranty revenue 48 18 Total contract liabilities $ 2,140 $ 3,176 |
Summary of disaggregation of Revenue | For the Three For the Nine Months Ended Months Ended Disaggregation of Revenue (in 000’s): March 31, 2023 March 31, 2022 March 31, 2023 March 31, 2022 Equipment upon delivery (point in time) $ 3,669 $ 5,701 $ 14,100 $ 4,984 Installation (point in time) 60 134 293 239 Software subscription and services (over time) 12 — 42 — Total revenues $ 3,741 $ 5,835 $ 14,435 $ 12,728 |
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 March 31, 2023 (in thousands): Deferred Tax Assets (Liabilities) June 30, 2022 March 31, 2023 Inventory reserve $ 122 $ 144 Accumulated depreciation (6) (5) Accumulated goodwill amortization (12) (17) Accumulated intangible amortization 8 (18) Unrealized loss on investments 68 — Deferred rent 6 5 Warranty reserve 5 13 Stock compensation 68 68 Net operating loss carryforward 594 757 Allowance for doubtful accounts 39 40 Net 892 919 Valuation allowance (892) (919) Total $ — $ — |
Summary of warranty liabilities | The changes in the Company’s aggregate warranty liabilities were as follows for the following periods (in thousands): Quarter Ended March 31, Year Ended June 30, 2023 2022 Product warranty liability, beginning of period $ 50 $ 29 Accruals for warranties issued 46 60 Settlements made (44) (34) Product warranty liability, end of period $ 52 $ 55 |
INVESTMENTS (Tables)
INVESTMENTS (Tables) | 9 Months Ended |
Mar. 31, 2023 | |
INVESTMENTS | |
Summary of marketable securities | Adjusted Unrealized Unrealized Fair Cash and Marketable Marketable Cost Gains Losses Value Cash Equivalents Securities Securities Cash $ 4,886 $ — $ — $ 4,886 $ 4,886 $ — $ — |
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 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) | 9 Months Ended |
Mar. 31, 2023 | |
LOSS PER SHARE | |
Schedule of basic and diluted earnings (loss) per share | For the Three Months Ended For the Nine Months Ended For the Three Months Ended For the Nine Months Ended March 31, March 31, March 31, March 31, 2023 2023 2022 2022 Numerator: Net income (loss in 000’s) $ (424) $ (472) $ 593 $ (626) Denominator: Weighted average common shares outstanding, basic and diluted 10,956,413 10,947,790 10,636,278 10,508,152 Income (Loss) per share Basic and diluted $ (0.04) $ (0.04) $ 0.06 $ (0.06) |
Schedule of antidilutive securities excluded | For the Three Months Ended For the Nine Months Ended For the Three Months Ended For the Nine Months Ended March 31, March 31, March 31, March 31, 2023 2023 2022 2022 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) | 9 Months Ended |
Mar. 31, 2023 | |
PROPERTY AND EQUIPMENT | |
Schedule of property and equipment | Property and equipment consist of the following (in thousands): March 31, June 30, 2022 2022 Production equipment $ 307 $ 307 Leasehold improvements 213 213 Furniture and fixtures 45 45 Computer equipment 53 47 Other equipment 120 120 738 732 Accumulated depreciation (715) (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) | 9 Months Ended |
Mar. 31, 2023 | |
GOODWILL AND INTANGIBLE ASSETS | |
Summary of intangible assets | The following table summarizes the Company’s intangible assets as of March 31, 2023 (in thousands): Amortization Gross Asset Accumulated Net Book Period Cost Amortization Value Customer relationships 11 years $ 970 $ 323 $ 647 Patents 20 years 70 13 57 Trademark 20 years 78 14 64 $ 1,118 $ 350 $ 768 NOTE 5 — GOODWILL AND INTANGIBLE ASSETS (continued) 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 March 31, 2023 in each of the five years subsequent to March 31, 2023, and thereafter is as follows (amounts in thousands): 2023 (remaining quarter of 2023) $ 24 2024 96 2025 96 2026 96 2027 96 Thereafter 360 Total $ 768 |
ACCRUED EXPENSES (Tables)
ACCRUED EXPENSES (Tables) | 9 Months Ended |
Mar. 31, 2023 | |
ACCRUED EXPENSES | |
Schedule of accrued expenses | Accrued expenses consist of the following (in thousands): March 31, June 30, 2023 2022 Employee compensation $ 220 $ 519 Accrued warranty 52 55 Customer refund 135 — Others 89 81 Total $ 496 $ 655 |
STOCKHOLDERS' EQUITY (Tables)
STOCKHOLDERS' EQUITY (Tables) | 9 Months Ended |
Mar. 31, 2023 | |
STOCKHOLDERS' EQUITY | |
Summery of stock repurchase program | $ in Thousands, except shares and dollar per share amounts Total Number of Approximate Shares Dollar Value of Purchased as Shares that May Total Number of Part of Publicly Yet Be Purchased Shares Average Price Announced Plans Under the Plans Period Purchased Paid per Share or Programs or Programs March 23, 2023 – March 31, 2023 47,467 $ 1.025 47,467 $ 951 Total 47,467 $ 1.025 47,467 $ 951 |
Summary of outstanding and exercisable stock option | 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 | A summary of the status of the Company’s stock options as of March 31, 2023 and changes during the nine months ended March 31, 2023 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, March 31, 2023 150,000 $ 3.00 A summary of the status of the Company’s stock options as of March 31, 2022 and changes during the nine months ended March 31, 2022 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, March 31, 2022 150,000 $ 3.00 |
Stock warrants | |
STOCKHOLDERS' EQUITY | |
Summary of stock options and stock warrants changes | A summary of the status of the Company’s stock warrants as of March 31, 2023 and changes during the nine month period ended March 31, 2023 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, March 31, 2023 241,500 $ 3.75 |
LEASE COMMITMENTS AND CONTING_2
LEASE COMMITMENTS AND CONTINGENCIES (Tables) | 9 Months Ended |
Mar. 31, 2023 | |
LEASE COMMITMENTS AND CONTINGENCIES | |
Summary of future minimum lease payments | Future minimum lease payments at March 31, 2023 under these arrangements are as follows: (in thousands) Total Operating leases Payments 2023 $ 76 2024 302 2025 154 Total undiscounted operating lease payments $ 532 Less imputed interest (at 8% ) (36) Present value of operating lease payments $ 496 |
Schedule of ROU assets and operating lease liabilities | The following table sets forth the ROU assets and operating lease liabilities as of March 31, 2023: Assets (in thousands) ROU assets-net $ 479 Liabilities Current operating lease liabilities $ 272 Long-term operating lease liabilities 224 Total ROU liabilities $ 496 |
BUSINESS ACTIVITY AND SUMMARY_4
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($) | 1 Months Ended | 9 Months Ended | 12 Months Ended | |||||||
Jul. 01, 2022 | Jul. 12, 2021 | Jul. 07, 2021 | Jul. 31, 2021 | Jun. 30, 2020 | Mar. 31, 2022 | Jun. 30, 2022 | Mar. 31, 2023 | Mar. 16, 2023 | Jun. 30, 2021 | |
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||||||||||
Impairments recognized | $ 0 | $ 0 | ||||||||
Deferred offering costs | $ 1,116,000 | |||||||||
Common stock, outstanding | 10,828,398 | 10,910,931 | 10,913,510 | |||||||
Warrants exercised for number of shares | 139,611 | |||||||||
Allowance for bad debts | $ 138,000 | $ 143,000 | ||||||||
Inventory reserve | $ 434,000 | $ 514,000 | ||||||||
Revenue recognized included in opening balance | $ 2,697,000 | |||||||||
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 | |||||||||
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 |
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 ($) |
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Subtotal | $ 4,688 |
Less Long-term | (325) |
Net Current | 4,363 |
Equity Securities | |
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Subtotal | 764 |
State and Municipal Debt Securities | |
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Subtotal | 889 |
Fixed Income Funds | |
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Subtotal | 2,687 |
Alternative Funds | |
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Subtotal | 300 |
Real Estate Funds | |
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Subtotal | 48 |
Level 1 | Equity Securities | |
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Subtotal | 764 |
Level 1 | State and Municipal Debt Securities | |
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Subtotal | 889 |
Level 1 | Fixed Income Funds | |
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Subtotal | 2,687 |
Level 2 | Alternative Funds | |
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Subtotal | 300 |
Level 2 | Real Estate Funds | |
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Subtotal | $ 48 |
BUSINESS ACTIVITY AND SUMMARY_6
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Revenue recognized included in contract liability (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Jun. 30, 2022 |
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||
Customer deposits | $ 2,092 | $ 3,158 |
Unearned warranty revenue | 48 | 18 |
Total contract liabilities | $ 2,140 | $ 3,176 |
BUSINESS ACTIVITY AND SUMMARY_7
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | |
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||||
Total revenues | $ 3,741 | $ 5,835 | $ 14,435 | $ 12,728 |
Equipment upon delivery | Point in time | ||||
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||||
Total revenues | 3,669 | 5,701 | 14,100 | 4,984 |
Installation | Point in time | ||||
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||||
Total revenues | 60 | $ 134 | 293 | $ 239 |
Software subscription and services | Over time | ||||
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||||
Total revenues | $ 12 | $ 42 |
BUSINESS ACTIVITY AND SUMMARY_8
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Advertising Costs, Goodwill and Intangible Assets (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | |
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||||
Impairment on intangible assets | $ 0 | $ 0 | $ 0 | $ 0 |
Minimum | ||||
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||||
Amortization period | 11 years | |||
Maximum | ||||
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||||
Amortization period | 20 years |
BUSINESS ACTIVITY AND SUMMARY_9
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Deferred assets and liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Jun. 30, 2022 |
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||
Inventory reserve | $ 144 | $ 122 |
Accumulated depreciation | (5) | (6) |
Accumulated goodwill amortization | (17) | (12) |
Accumulated intangible amortization | (18) | 8 |
Unrealized loss on investments | 68 | |
Deferred rent | 5 | 6 |
Warranty reserve | 13 | 5 |
Stock compensation | 68 | 68 |
Net operating loss carryforward | 757 | 594 |
Allowance for doubtful accounts | 40 | 39 |
Net | 919 | 892 |
Valuation allowance | $ (919) | $ (892) |
BUSINESS ACTIVITY AND SUMMAR_10
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Leases (Details) - USD ($) | Mar. 31, 2023 | Jun. 30, 2022 |
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||
Right-of-use asset | $ 479,000 | |
Lease liabilities | $ 496,000 | |
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_11
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Warranty liabilities (Details) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Mar. 31, 2023 | 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 | $ 50,000 | $ 55,000 | $ 29,000 |
Accruals for warranties issued | 46,000 | 60,000 | |
Settlements made | (44,000) | (34,000) | |
Product warranty liability, end of period | $ 52,000 | $ 52,000 | $ 55,000 |
Minimum | |||
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |||
Warranty period | 1 year | ||
Maximum | |||
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |||
Warranty period | 3 years |
INVESTMENTS - Cash, cash equiva
INVESTMENTS - Cash, cash equivalents and marketable securities by significant investment category (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Jun. 30, 2022 | |
INVESTMENTS | ||
Adjusted Cost | $ 7,270 | |
Unrealized Losses | (242) | |
Fair Value | 7,028 | |
Cash and cash equivalents | $ 6,357 | 2,340 |
Current | 4,363 | |
Long term | 325 | |
Marketable securities proceeds transferred to cash accounts | 4,886 | |
Cash | ||
INVESTMENTS | ||
Adjusted Cost | 4,886,000 | 2,340 |
Fair Value | 4,886,000 | 2,340 |
Cash and cash equivalents | $ 4,886,000 | 2,340 |
Equities | ||
INVESTMENTS | ||
Adjusted Cost | 899 | |
Unrealized Losses | (135) | |
Fair Value | 764 | |
Current | 764 | |
Communication | ||
INVESTMENTS | ||
Adjusted Cost | 50 | |
Unrealized Losses | (11) | |
Fair Value | 39 | |
Current | 39 | |
Consumer Discretionary | ||
INVESTMENTS | ||
Adjusted Cost | 69 | |
Unrealized Losses | (15) | |
Fair Value | 54 | |
Current | 54 | |
Consumer Staples | ||
INVESTMENTS | ||
Adjusted Cost | 19 | |
Fair Value | 19 | |
Current | 19 | |
Energy | ||
INVESTMENTS | ||
Adjusted Cost | 9 | |
Unrealized Losses | (1) | |
Fair Value | 8 | |
Current | 8 | |
Financials | ||
INVESTMENTS | ||
Adjusted Cost | 44 | |
Unrealized Losses | (8) | |
Fair Value | 36 | |
Current | 36 | |
Health Care | ||
INVESTMENTS | ||
Adjusted Cost | 40 | |
Fair Value | 40 | |
Current | 40 | |
Industrials | ||
INVESTMENTS | ||
Adjusted Cost | 27 | |
Unrealized Losses | (7) | |
Fair Value | 20 | |
Current | 20 | |
Information Technology | ||
INVESTMENTS | ||
Adjusted Cost | 133 | |
Unrealized Losses | (25) | |
Fair Value | 108 | |
Current | 108 | |
Materials | ||
INVESTMENTS | ||
Adjusted Cost | 10 | |
Unrealized Losses | (2) | |
Fair Value | 8 | |
Current | 8 | |
Real Estate | ||
INVESTMENTS | ||
Adjusted Cost | 10 | |
Unrealized Losses | (2) | |
Fair Value | 8 | |
Current | 8 | |
Utilities | ||
INVESTMENTS | ||
Adjusted Cost | 6 | |
Fair Value | 6 | |
Current | 6 | |
Mutual Funds | ||
INVESTMENTS | ||
Adjusted Cost | 482 | |
Unrealized Losses | (64) | |
Fair Value | 418 | |
Current | 418 | |
Fixed Income | ||
INVESTMENTS | ||
Adjusted Cost | 3,665 | |
Unrealized Losses | (89) | |
Fair Value | 3,576 | |
Current | 3,251 | |
Long term | 325 | |
State & Municipal Bonds | ||
INVESTMENTS | ||
Adjusted Cost | 906 | |
Unrealized Losses | (17) | |
Fair Value | 889 | |
Current | 564 | |
Long term | 325 | |
Fixed income funds | ||
INVESTMENTS | ||
Adjusted Cost | 2,759 | |
Unrealized Losses | (72) | |
Fair Value | 2,687 | |
Current | 2,687 | |
Alternative, real estate and other | ||
INVESTMENTS | ||
Adjusted Cost | 366 | |
Unrealized Losses | (18) | |
Fair Value | 348 | |
Current | $ 348 |
LOSS PER SHARE (Details)
LOSS PER SHARE (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | |
Numerator: | ||||
Net income (loss) | $ (424) | $ 593 | $ (472) | $ (626) |
Denominator: | ||||
Weighted average common shares outstanding, basic | 10,956,413 | 10,636,278 | 10,947,790 | 10,508,152 |
Weighted average common shares outstanding, diluted | 10,956,413 | 10,636,278 | 10,947,790 | 10,508,152 |
Income (Loss) per share | ||||
Income (Loss) per share, basic | $ (0.04) | $ 0.06 | $ (0.04) | $ (0.06) |
Income (Loss) per share, diluted | $ (0.04) | $ 0.06 | $ (0.04) | $ (0.06) |
LOSS PER SHARE - Antidilutive s
LOSS PER SHARE - Antidilutive shares (Details) - shares | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | |
LOSS PER SHARE | ||||
Total potentially dilutive shares | 150,000 | 391,500 | 150,000 | 391,500 |
Options | ||||
LOSS PER SHARE | ||||
Total potentially dilutive shares | 150,000 | 150,000 | 150,000 | 150,000 |
Warrants | ||||
LOSS PER SHARE | ||||
Total potentially dilutive shares | 241,500 | 241,500 |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Jun. 30, 2022 |
PROPERTY AND EQUIPMENT | ||
Property and equipment, gross | $ 738 | $ 732 |
Accumulated depreciation | (715) | (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 | 53 | 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 | 9 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | |
PROPERTY AND EQUIPMENT | ||||
Depreciation | $ 6,000 | $ 15,000 | ||
Property and equipment | ||||
PROPERTY AND EQUIPMENT | ||||
Depreciation | $ 2,000 | $ 3,000 | 6,000 | 15,000 |
Cost of goods sold | ||||
PROPERTY AND EQUIPMENT | ||||
Depreciation | 0 | 0 | 0 | 9,000 |
General and administrative expense | ||||
PROPERTY AND EQUIPMENT | ||||
Depreciation | $ 3,000 | $ 3,000 | $ 7,000 | $ 6,000 |
PROPERTY AND EQUIPMENT - Useful
PROPERTY AND EQUIPMENT - Useful lives (Details) | 9 Months Ended |
Mar. 31, 2023 | |
Leasehold improvements | |
PROPERTY AND EQUIPMENT | |
Estimated useful life | 5 years |
Furniture and fixtures | |
PROPERTY AND EQUIPMENT | |
Estimated useful life | 5 years |
Production equipment | Minimum | |
PROPERTY AND EQUIPMENT | |
Estimated useful life | 3 years |
Production equipment | Maximum | |
PROPERTY AND EQUIPMENT | |
Estimated useful life | 7 years |
Computer equipment | |
PROPERTY AND EQUIPMENT | |
Estimated useful life | 3 years |
Other equipment | Minimum | |
PROPERTY AND EQUIPMENT | |
Estimated useful life | 3 years |
Other equipment | Maximum | |
PROPERTY AND EQUIPMENT | |
Estimated useful life | 7 years |
GOODWILL AND INTANGIBLE ASSET_2
GOODWILL AND INTANGIBLE ASSETS (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Jun. 30, 2022 | |
Intangible assets | ||
Gross Asset Cost | $ 1,118 | $ 1,118 |
Accumulated Amortization | 350 | 279 |
Total | $ 768 | $ 839 |
Customer relationships | ||
GOODWILL AND INTANGIBLE ASSETS | ||
Amortization Period | 11 years | 11 years |
Intangible assets | ||
Gross Asset Cost | $ 970 | $ 970 |
Accumulated Amortization | 323 | 257 |
Total | $ 647 | $ 713 |
Patents | ||
GOODWILL AND INTANGIBLE ASSETS | ||
Amortization Period | 20 years | 20 years |
Intangible assets | ||
Gross Asset Cost | $ 70 | $ 70 |
Accumulated Amortization | 13 | 10 |
Total | $ 57 | $ 60 |
Trademark | ||
GOODWILL AND INTANGIBLE ASSETS | ||
Amortization Period | 20 years | 20 years |
Intangible assets | ||
Gross Asset Cost | $ 78 | $ 78 |
Accumulated Amortization | 14 | 12 |
Total | $ 64 | $ 66 |
GOODWILL AND INTANGIBLE ASSET_3
GOODWILL AND INTANGIBLE ASSETS - Amortization expense (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | |
GOODWILL AND INTANGIBLE ASSETS | ||||
Amortization expense | $ 72,000 | $ 72,000 | ||
General and administrative expense | ||||
GOODWILL AND INTANGIBLE ASSETS | ||||
Amortization expense | $ 24,000 | $ 24,000 | $ 72,000 | $ 72,000 |
GOODWILL AND INTANGIBLE ASSET_4
GOODWILL AND INTANGIBLE ASSETS - Estimated amortization expense related to intangible assets subject to amortization (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Jun. 30, 2022 |
GOODWILL AND INTANGIBLE ASSETS | ||
2023 (remaining quarter of 2023) | $ 24 | |
2024 | 96 | |
2025 | 96 | |
2026 | 96 | |
2027 | 96 | |
Thereafter | 360 | |
Total | $ 768 | $ 839 |
ACCRUED EXPENSES (Details)
ACCRUED EXPENSES (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Jun. 30, 2022 |
ACCRUED EXPENSES | ||
Employee compensation | $ 220 | $ 519 |
Accrued warranty | 52 | 55 |
Customer refund | 135 | |
Others | 89 | 81 |
Total | $ 496 | $ 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 | Mar. 31, 2023 | 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 | 9 Months Ended | |||||||||
Mar. 31, 2023 | Jul. 12, 2022 | Jul. 07, 2021 | Jul. 31, 2021 | Mar. 31, 2023 | Sep. 30, 2022 | Mar. 31, 2021 | Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2021 | Mar. 16, 2023 | Jun. 30, 2022 | |
STOCKHOLDERS' EQUITY | ||||||||||||
Maximum stock based awards available for issuance | 1,500,000 | 1,500,000 | 1,500,000 | |||||||||
Share based payment award option outstanding | 1,220,000 | 1,220,000 | 1,220,000 | |||||||||
Options granted | 150,000 | |||||||||||
Exercise price, granted | $ 3 | |||||||||||
Grant-date fair value | $ 1.63 | |||||||||||
Compensation expense for stock option | $ 0 | $ 62,000 | $ 0 | $ 118,000 | ||||||||
Total unrecognized compensation | $ 0 | 0 | 0 | |||||||||
Amount authorized under stock repurchase program | $ 951,000 | $ 951,000 | $ 951,000 | |||||||||
Number of shares repurchased | 47,467 | 47,467 | ||||||||||
Shares repurchased as percentage of outstanding shares | 0.44% | |||||||||||
Shares of common stock outstanding | 10,910,931 | 10,910,931 | 10,910,931 | 10,913,510 | 10,828,398 | |||||||
Average price | $ 1.025 | $ 1.025 | ||||||||||
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 | $ 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% | ||||||||||
Shares of common stock outstanding | 4,452,334 |
STOCKHOLDERS' EQUITY - Share re
STOCKHOLDERS' EQUITY - Share repurchase program (Details) $ / shares in Units, $ in Thousands | 9 Months Ended | |
Mar. 31, 2023 USD ($) $ / shares shares | Mar. 31, 2023 USD ($) $ / shares shares | |
Share repurchase program | ||
Number of shares repurchased | 47,467 | 47,467 |
Average Price Paid per Share | $ / shares | $ 1.025 | $ 1.025 |
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs | 47,467 | 47,467 |
Approximate Dollar Value of Shares that May Yet be Purchased Under the Plans or Programs | $ | $ 951 | $ 951 |
March 23, 2023 - March 31, 2023 | ||
Share repurchase program | ||
Number of shares repurchased | 47,467 | |
Average Price Paid per Share | $ / shares | $ 1.025 | |
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs | 47,467 | 47,467 |
Approximate Dollar Value of Shares that May Yet be Purchased Under the Plans or Programs | $ | $ 951 | $ 951 |
STOCKHOLDERS' EQUITY - Stock op
STOCKHOLDERS' EQUITY - Stock options and stock warrants (Details) - $ / shares | 1 Months Ended | 9 Months Ended | |
Jul. 31, 2021 | Mar. 31, 2023 | Mar. 31, 2022 | |
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 | $ 3 | ||
Weighted Average Exercise Price, Ending balance | $ 3 | $ 3 | |
Stock warrants | |||
STOCKHOLDERS' EQUITY | |||
Beginning balance | 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 | ||
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) | 9 Months Ended |
Mar. 31, 2023 $ / 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 | 9 Months Ended | |||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | Jun. 30, 2022 | |
CUSTOMER AND VENDOR CONCENTRATIONS | |||||
Outstanding receivables | $ 979,000 | $ 979,000 | $ 1,762,000 | ||
Sales | Customer concentration | Customer one | |||||
CUSTOMER AND VENDOR CONCENTRATIONS | |||||
Concentration risk percentage | 12% | 11% | 12% | 32% | |
Sales | Customer concentration | Customer two | |||||
CUSTOMER AND VENDOR CONCENTRATIONS | |||||
Concentration risk percentage | 10% | ||||
Outstanding receivable | Customer concentration | |||||
CUSTOMER AND VENDOR CONCENTRATIONS | |||||
Outstanding receivables | $ 225,000 | $ 120,000 | $ 225,000 | $ 120,000 |
CUSTOMER AND VENDOR CONCENTRA_3
CUSTOMER AND VENDOR CONCENTRATIONS - Vendor concentrations (Details) - Purchases - Supplier concentration | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | |
Vendor one | ||||
CUSTOMER AND VENDOR CONCENTRATIONS | ||||
Concentration risk percentage | 12% | 14% | 22% | 10% |
Vendor two | ||||
CUSTOMER AND VENDOR CONCENTRATIONS | ||||
Concentration risk percentage | 11% | 13% | 13% |
LEASE COMMITMENTS AND CONTING_3
LEASE COMMITMENTS AND CONTINGENCIES (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | |
LEASE COMMITMENTS AND CONTINGENCIES | ||||
Operating lease expense | $ 73,000 | $ 70,000 | $ 214,000 | $ 141,000 |
Imputed interest rate percentage | 8% | 8% | ||
Weighted average remaining lease term for operating leases (in years) | 1 year 9 months | 1 year 9 months |
LEASE COMMITMENTS AND CONTING_4
LEASE COMMITMENTS AND CONTINGENCIES - Future minimum lease payments (Details) $ in Thousands | Mar. 31, 2023 USD ($) |
Operating leases | |
2023 | $ 76 |
2024 | 302 |
2025 | 154 |
Total undiscounted operating lease payments | 532 |
Less imputed interest (at 8%) | (36) |
Present value of operating lease payments | $ 496 |
LEASE COMMITMENTS AND CONTING_5
LEASE COMMITMENTS AND CONTINGENCIES - ROU assets and operating lease liabilities (Details) $ in Thousands | Mar. 31, 2023 USD ($) |
Assets | |
ROU assets-net | $ 479 |
Liabilities | |
Current operating lease liabilities | 272 |
Long-term operating lease liabilities | 224 |
Total ROU liabilities | $ 496 |
SUBSEQUENT EVENTS-Agreement (De
SUBSEQUENT EVENTS-Agreement (Details) | Apr. 30, 2024 | May 31, 2023 USD ($) | Apr. 25, 2023 USD ($) item | Mar. 31, 2023 shares | Mar. 16, 2023 shares | Jun. 30, 2022 shares |
SUBSEQUENT EVENTS | ||||||
Shares of common stock outstanding | shares | 10,910,931 | 10,913,510 | 10,828,398 | |||
The Five Agency | ||||||
SUBSEQUENT EVENTS | ||||||
Additional amount agreed to be advanced upon request | $ 150,000 | |||||
Subsequent event | ||||||
SUBSEQUENT EVENTS | ||||||
Requirement to purchase equipment systems | $ 3,000,000 | |||||
Entity formed from percentage of shares granted by counterparty | 95% | |||||
Entity formed from percentage of shares granted by company | 5% | |||||
Disbursement of loan pursuant to an agreed upon budget | $ 150,000 | |||||
Term after expiration of agreement to apply for patent | 3 years | |||||
Subsequent event | The Five Agency | ||||||
SUBSEQUENT EVENTS | ||||||
Percentage of equity which will be issued to entity | 5% | |||||
Interest rate | 10% | |||||
Additional amount agreed to be advanced upon request | $ 150,000 | |||||
Subsequent event | Letter Agreement [Member] | ||||||
SUBSEQUENT EVENTS | ||||||
Amount agreed to lend | $ 300,000 | |||||
Number of equal installments | item | 2 | |||||
Initial loan amount | $ 150,000 |