Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Sep. 30, 2021 | Nov. 04, 2021 | |
Document and Entity Information [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Sep. 30, 2021 | |
Entity File Number | 001-40511 | |
Entity Registrant Name | Moving iMage Technologies, Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 20-0232845 | |
Entity Address State Or Province | CA | |
Entity Address, Address Line One | 17760 Newhope Street | |
Entity Address, City or Town | Fountain Valley | |
Entity Address, Postal Zip Code | 92708 | |
City Area Code | 714 | |
Local Phone Number | 751-7998 | |
Title of 12(b) Security | Common Stock, $0.00001 par value | |
Trading Symbol | MITQ | |
Security Exchange Name | NYSEAMER | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 10,636,278 | |
Entity Central Index Key | 0001770236 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2021 | Jun. 30, 2021 |
Current Assets: | ||
Cash and cash equivalents | $ 11,029 | $ 1,269 |
Accounts receivable, net | 898 | 454 |
Inventories, net | 1,911 | 1,534 |
Prepaid expenses and other | 642 | 86 |
Total Current Assets | 14,480 | 3,343 |
Long-Term Assets: | ||
Property, plant and equipment, net | 8 | 21 |
Intangibles, net | 911 | 935 |
Goodwill | 287 | 287 |
Other assets | 16 | 1,133 |
Total Long-Term Assets | 1,222 | 2,376 |
Total Assets | 15,702 | 5,719 |
Current Liabilities: | ||
Accounts payable | 1,841 | 1,911 |
Accrued expenses | 402 | 620 |
Customer deposits | 2,709 | 1,339 |
Line of credit | 590 | |
Notes payable - related party | 1,272 | |
Notes payable - current | 110 | 237 |
Unearned warranty revenue | 34 | 34 |
Total Current Liabilities | 5,096 | 6,003 |
Long-Term Liabilities: | ||
Notes payable, net of current portion | 588 | 1,702 |
Deferred rent | 25 | 25 |
Total Long-Term Liabilities | 613 | 1,727 |
Total Liabilities | 5,709 | 7,730 |
Stockholders' Equity/Member's Deficit | ||
Common stock, $0.00001 par value, 100,000,000 shares authorized, 10,636,278 shares issued and outstanding at September 30, 2021 | ||
Additional paid in capital | 10,172 | |
Members' Deficit | (2,011) | |
Accumulated deficit | (179) | |
Total Stockholders' Equity/Members' Deficit | 9,993 | (2,011) |
Total Liabilities and Stockholders' Equity/Members' Deficit | $ 15,702 | $ 5,719 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) | Sep. 30, 2021$ / sharesshares |
CONSOLIDATED BALANCE SHEETS | |
Common stock par value | $ / shares | $ 0.00001 |
Common stock, Authorized | 100,000,000 |
Common stock, Issued | 10,636,278 |
Common stock, Outstanding | 10,636,278 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | ||
CONSOLIDATED STATEMENTS OF OPERATIONS | |||
Net sales | $ 3,474 | $ 1,757 | |
Cost of goods sold | 2,752 | 1,304 | |
Gross profit | 722 | 453 | |
Operating expenses: | |||
Research and development | 54 | 27 | |
Selling and marketing | 544 | 283 | |
General and administrative | 663 | 450 | |
Total operating expenses | 1,261 | 760 | |
Loss from operations | (539) | (307) | |
Other expense: | |||
Interest expense | 37 | 82 | |
Total other expense | 37 | 82 | |
Net loss | $ (576) | $ (389) | |
Weighted average shares outstanding, basic and diluted | 9,809,264 | 5,666,667 | [1] |
Net loss per share, basic and diluted | $ (0.06) | $ (0.07) | |
[1] | The weighted average shares outstanding and net loss per share at September 30, 2020 are proforma information. |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' AND MEMBERS EQUITY - USD ($) | Common Stock | Additional Paid-in Capital | Retained Earnings (Accumulated Deficit) | LLC Members Equity (Deficit) | Total |
Balance at the beginning at Jun. 30, 2020 | $ (969,000) | $ (969,000) | |||
Net loss | (389,000) | (389,000) | |||
Balance at the end at Sep. 30, 2020 | (1,358,000) | (1,358,000) | |||
Balance at the beginning at Jun. 30, 2021 | (2,011,000) | (2,011,000) | |||
Reverse recapitalization | 1,280,000 | 1,280,000 | |||
Reverse recapitalization (in shares) | 3,316,667 | ||||
Common shares issued for LLC Members interest | $ (1,128,000) | $ 397,000 | $ 731,000 | ||
Common shares issued for LLC Members interest (in shares) | 2,350,000 | ||||
Shares of common stock issued for cash, net of costs | 11,244,000 | 11,244,000 | |||
Shares of common stock issued for cash, net of costs (in shares) | 4,830,000 | ||||
Cashless exercise of warrants (in shares) | 139,611 | ||||
Stock option compensation expense | 56,000 | 56,000 | |||
Net loss | (576,000) | (576,000) | |||
Balance at the end at Sep. 30, 2021 | $ 10,172,000 | $ (179,000) | $ 9,993,000 | ||
Balance at the end (in shares) at Sep. 30, 2021 | 10,636,278 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 3 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Cash flows from operating activities: | ||
Net loss | $ (576,000) | $ (389,000) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Provision for doubtful accounts | (90,000) | 40,000 |
Depreciation expense | 13,000 | 34,000 |
Amortization expense | 24,000 | 24,000 |
Deferred rent | 2,000 | |
Stock option compensation expense | 56,000 | |
Changes in operating assets and liabilities | ||
Accounts receivable | (354,000) | 171,000 |
Inventories | (377,000) | (25,000) |
Prepaid expenses and other | (554,000) | (148,000) |
Accounts payable | (70,000) | (167,000) |
Accrued expenses | (219,000) | (133,000) |
Unearned warranty revenue | (9,000) | |
Customer deposits | 1,370,000 | (249,000) |
Net cash used in operating activities | (777,000) | (849,000) |
Cash flows from financing activities | ||
Cash acquired through Exchange Agreement | 8,000 | |
Proceeds from equity raises, net of offering costs | 12,360,000 | |
Net borrowings (payments) on notes payable | (1,241,000) | 14,000 |
Payments on line of credit | (590,000) | (60,000) |
Proceeds from PPP notes payable | 784,000 | |
Net cash provided by financing activities | 10,537,000 | 738,000 |
Net increase (decrease) in cash and cash equivalents | 9,760,000 | (111,000) |
Cash and cash equivalents, beginning of the period | 1,269,000 | 1,058,000 |
Cash and cash equivalents, end of the period | 11,029,000 | 947,000 |
Non-cash investing and financing activities: | ||
Deferred IPO costs | 121,000 | |
Reclassification of IPO related costs from other assets to equity | 1,116,000 | |
Reverse Capitalization, net of cash received | 1,272,000 | |
Cash paid during the period: | ||
Interest | $ 37,000 | $ 82,000 |
BUSINESS ACTIVITY AND SUMMARY O
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Sep. 30, 2021 | |
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 connection with the Exchange Agreement, the outstanding Notes Payable of $1,272,000 between PubCo and MiT LLC was forgiven and eliminated in consolidation. As a result of the Share Exchange, MiT LLC became a wholly-owned subsidiary of PubCo and is the entity where the Company’s business operations are located. Because the Share Exchange occurred subsequent to the Company’s fiscal year ended June 30, 2021, the historical financial statements presented in this Quarterly Report on Form 10-Q includes information derived from the audited consolidated financial statements of MiT LLC at June 30, 2021 and the unaudited results of operations and cash flows of MT, LLC for the three months ended September 30, 2020. Initial Public Offering: per share. None of the potentially dilutive securities were included in the computation of diluted earnings per share as their impact would be anti-dilutive. In connection with the IPO, all MiT LLC membership units were exchanged for 2,350,000 shares of the Company’s common stock. 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) COVID-19 Impact and Liquidity The repercussions of the COVID-19 global pandemic resulted in a significant impact to our customers, specifically those in the entertainment and cinema industries. Cinemas have been shuttered since March 2020 in an effort to stem the spread of COVID-19 and studios, for the most part, have rescheduled their film releases until cinemas can reopen. Specifically, the pandemic has had a material adverse effect on our business. A significant number of our customers have temporarily ceased operations and others have cancelled or pushed back the delivery of pending product orders and/or delayed the start of scheduled theater refurbishing and construction projects. In addition, we have experienced increased challenges in, or cost of, acquiring new customers and increased risk in collectability of accounts receivable. As a result of the aforementioned factors, our financial and operating results for the quarters ended September 30, 2021 and 2020, have been adversely affected. Additionally, our projected financial and operating results for the remainder of fiscal 2022 are expected to be materially adversely affected. The ultimate impact of the COVID-19 pandemic on our business and results of operations in fiscal 2022 and beyond is unknown and will depend on future developments, which are highly uncertain and cannot be predicted with confidence, including the duration and severity of the COVID-19 pandemic and any additional preventative and protective actions that governments, or we, or our customers, may direct, which may result in an extended period of continued business disruption and reduced operations. We expect that our results of operations, including revenues, in future periods will continue to be adversely impacted by the COVID-19 pandemic and its negative effects on global economic conditions, which include the possibility of a global recession. Recently, several of the larger theater chains have reopened in many parts of the United States. The ability of these chains to reopen was predicated in large part on decisions by state and local officials to allow, limit or prohibit the reopening of establishments such as cinemas in response to regionally specific COVID-19 outbreaks. Such reopenings have been done on a gradual basis with limited occupancy and specific procedures, products, and technologies required to be implemented to protect the safety and health of returning patrons and employees. In response to uncertainties associated with the COVID-19 pandemic, we have taken, and are continuing to take, significant steps to preserve cash and remain in a strong competitive position when the current crisis subsides by eliminating non-essential costs, reducing employee hours and deferring all non-essential capital expenditures to minimum levels. Among other mitigating actions, we have implemented targeted furloughs, significantly reduced our service and distribution activities and temporarily reduced compensation of our executive officers and certain other employees. NOTE 1 — BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) We have also implemented remote work policies for many employees, and the resources available to such employees may not enable them to maintain the same level of productivity and efficiency, and these and other employees may face additional demands on their time, such as increased responsibilities resulting from school closures or illness of family members. Our increased reliance on remote access to our information systems also increases our exposures to potential cybersecurity breaches. As of the date these Condensed Consolidated Financial Statements were issued, with the actions taken above, existing cash, including the cash raised from our initial public offering (See Initial Public Offering), the Company will have sufficient liquidity to fund operations and essential capital expenditures for the 12 months from the date these condensed consolidated financial statements were available to be issued. Principles of Consolidation Basis of Presentation: Unaudited Interim Consolidated Financial Statements: 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. Deferred Offering Costs: As of June 30, 2021, $1.1 million of deferred offering costs are capitalized in other assets. After completion of the IPO in July 2021, these costs have been recorded in Stockholder’s Equity as a reduction of proceeds received as a result of 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 as per the agreement, in an amount that reflects the consideration that we expect to receive in exchange for those goods as per the agreement with the customer. We generate all our revenue from agreements with customers. In case there are agreements with multiple performance obligations, we identify each performance obligation and evaluate whether the performance obligations are distinct within the context of the agreement at the agreement’s inception. Performance obligations that are not distinct at agreement inception are combined. We allocate the transaction price to each distinct performance obligation proportionately based on the estimated standalone selling price for each performance obligation and then evaluate how the services are transferred to the customer to determine the timing of revenue recognition. The Company considers the U.S. GAAP criteria for determining whether to report revenue gross as a principal versus net as an agent. Factors considered include whether the Company is the primary obligor, has risks and rewards of ownership, and bears the risk that a customer may not pay for the products provided or services performed. If there are circumstances where the above criteria are not met, revenues recognized are presented net of cost of goods sold. Contract assets consist of conditional or unconditional rights to consideration. Accounts receivable represent amounts billed to customers where the Company has an enforceable right to payment for performance completed to date (i.e., unconditional rights to consideration). Accounts receivable balance as of July 1, 2020 was $.809 million. 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 three months ended September 30, 2021 included $.573 million for revenue recognized that was included in contract liability as of July 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, collectively “deferred contract acquisition costs”, 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 Months ended Months ended Disaggregation of Revenue (in 000’s): September 30 2021 September 30 2020 Equipment upon delivery (point in time) $ 3,433 $ 1,722 Installation (point in time) 41 35 Total revenues $ 3,474 $ 1,757 Revenue from the sale of equipment is recognized upon delivery of such equipment to customers and performance conditions are satisfied. Revenue from installation is recognized upon completion of installation project and performance obligation is complete. Software subscription revenue for remote monitoring services is recognized on a straight-line basis over the term of the contract, usually one year. Services revenues are generally recognized over time as the contracts are performed. Returns and Allowances: Shipping and Handling Costs: 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: The Company tested goodwill impairment in relation to the COVID-19 pandemic and no impairments were identified for the three months ended September 30, 2021 or 2020. 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 ended September 30, 2021 or 2020. Business Combinations: Income Taxes: The Company evaluates the recoverability of deferred tax assets and establishes a valuation allowance when it is more likely than not that some portion or all the deferred tax assets will not be realized. Because the Company has had recurring losses from operations, at September 30, 2021 it has taken a full valuation allowance against all potential deferred tax assets. Prior to July 7, 2021, MiT LLC was a limited liability company treated as a partnership for federal and state income tax purposes with all income tax liabilities and/or benefits of the Company being passed through to the members. As such, there is no recognition of federal or state income taxes in the financial statements prior to July 7 th NOTE 1 — BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) Product Warranty: The changes in the Company’s aggregate warranty liabilities were as follows for the following periods (in thousands): September 30, June 30, 2021 2021 Product warranty liability, beginning of period $ 29 65 Accruals for warranties issued 7 29 Change in estimates — (37) Settlements made (3) (28) Product warranty liability, end of the period $ 33 $ 29 Research and Development: Recently Issued Accounting Pronouncements: Leases (Topic 842 In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740) Simplifying the Accounting for Income Taxes Other pronouncements issued by the FASB with future effective dates are either not applicable or not significant to the consolidated financial statements of the consolidated company. |
LOSS PER SHARE
LOSS PER SHARE | 3 Months Ended |
Sep. 30, 2021 | |
LOSS PER SHARE | |
LOSS PER SHARE | NOTE 2 — LOSS PER SHARE Basic earnings/(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 earnings/(loss) per share data is computed using the weighted average number of common shares outstanding during each period. Dilutive common equivalent shares 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 earnings/(loss) per share is as follows: For the Three Months Ended September 30, 2021 Numerator: Net loss $ (576,000) Denominator: Weighted average common shares outstanding, basic and diluted 9,809,264 Earnings/(loss) per share Basic and diluted $ (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 September 30, 2021 Options 150,000 Warrants 241,500 Total potentially dilutive shares 391,500 The Pro forma weighted average shares outstanding and net loss per share has been presented for the three months ended September 30, 2020, to show the effect of the exchange of Class B Membership Interests of MIT LLC for shares of common stock of PubCo prior to the initial public offering. |
PROPERTY, PLANT AND EQUIPMENT
PROPERTY, PLANT AND EQUIPMENT | 3 Months Ended |
Sep. 30, 2021 | |
PROPERTY, PLANT AND EQUIPMENT | |
PROPERTY, PLANT AND EQUIPMENT | NOTE 3 — PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment consist of the following (in thousands): September 30, June 30, 2021 2021 Production equipment $ 307 $ 307 Leasehold improvements 202 202 Furniture and fixtures 45 45 Computer equipment 44 44 Other equipment 114 114 712 712 Accumulated depreciation (704) (691) Net property plant and equipment $ 8 $ 21 Depreciation expense related to property, plant and equipment was $13,000 and $34,000 for the three NOTE 3 — PROPERTY, PLANT AND EQUIPMENT (continued) Depreciation of property, plant and equipment is calculated using the straight-line method over their estimated useful lives as follows: Useful Lives Leasehold improvements 5 years or remaining lease term Furniture and fixtures 5 years Production equipment 3 – 7 years Computer equipment 3 years Other equipment 3 – 7 years |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS | 3 Months Ended |
Sep. 30, 2021 | |
GOODWILL AND INTANGIBLE ASSETS | |
GOODWILL AND INTANGIBLE ASSETS | NOTE 4 — GOODWILL AND INTANGIBLE ASSETS The following table summarizes the Company’s intangible assets as of September 30, 2021 (in thousands): Amortization Gross Asset Accumulated Net Book Period Cost Amortization Value Customer relationships 11 years $ 970 $ 191 $ 779 Patents 20 years 70 8 62 Trademark 20 years 78 8 70 $ 1,118 $ 207 $ 911 The following table summarizes the Company’s intangible assets as of June 30, 2021 (in thousands): Amortization Gross Asset Accumulated Net Book Period Cost Amortization Value Customer relationships 11 years $ 970 $ 169 $ 801 Patents 20 years 70 7 63 Trademark 20 years 78 7 71 $ 1,118 $ 183 $ 935 Amortization expense was $24,000 and $24,000 for the three Estimated amortization expense related to intangible assets subject to amortization at September 30,2021 in each of the five fiscal years subsequent to September 30, 2021, and thereafter is as follows (amounts in thousands): 2022 remaining $ 72 2023 96 2024 96 2025 96 2026 96 Thereafter 455 Total $ 911 |
ACCRUED EXPENSES
ACCRUED EXPENSES | 3 Months Ended |
Sep. 30, 2021 | |
ACCRUED EXPENSES | |
ACCRUED EXPENSES | NOTE 5 — ACCRUED EXPENSES Accrued expenses consist of the following (in thousands): September 30, June 30, 2021 2021 Employee compensation $ 228 $ 485 Others 174 135 Total $ 402 $ 620 |
DEBT
DEBT | 3 Months Ended |
Sep. 30, 2021 | |
DEBT | |
DEBT | NOTE 6 — DEBT Line of Credit In October 2019, MiT LLC executed a line of credit agreement with an unaffiliated lender to provide a $1.0 million asset-based bridge loan to be used for working capital purposes. Funds borrowed bore interest at 13% per annum and were due and payable one year from the origination date of the loan. The loan was secured by all assets of MiT LLC and was personally guaranteed by Phil Rafnson, our CEO and Chairman of the Board. Sound Management Investors, LLC, an entity controlled by Mr. Rafnson, pledged all membership units of MiT LLC held by it as further security for the repayment of such loan. In connection with this borrowing, the lender was issued warrants to acquire shares of the Company's common stock upon completion of its IPO. On the effective date of the IPO, the lender exercised these warrants to acquire 94,723 shares of the common stock on a cashless basis. Approximately $400,000 of the proceeds from the loan were used to pay amounts owed to Caddy for the closing note further to the Caddy acquisition. No further borrowings are available under this agreement from March 31, 2020. As of June 30, 2021, the outstanding balance of this line of credit was $590,000. In July 2021, the outstanding balance, and all accrued interest, was paid in full. Long-term debt at September 30, 2021 was as follows (in thousands): September 30, 2021 Balance Current Long Term PPP loan $ 698 $ 110 $ 588 Total $ 698 $ 110 $ 588 Long-term debt at June 30, 2021 was as follows (in thousands): June 30, 2021 Balance Current Long Term Caddy promissory note $ 1,059 $ 142 $ 917 PPP loan 698 73 625 Caddy indemnity promissory note 182 22 160 Total $ 1,939 $ 237 $ 1,702 The Caddy Promissory note is payable in monthly installments through August 2024 at an interest rate of Prime plus 2.75%. The Caddy Indemnity note is payable in monthly installments due July 2024 at an interest rate of Prime plus 2.75%. On January 1, 2020, the interest rate margin increased to 3.75% on both notes. All of the notes are collateralized by Caddy assets. In addition, the notes are guaranteed by Phil Rafnson, the Company’s majority shareholder. In August 2021, all related notes and balances were paid in full. NOTE 6 — 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 a second PPP loan receiving proceeds in the amount of approximately $698,000. The PPP, established as part of the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”), provides for loans to qualifying businesses for amounts up to 2.5 times of the average monthly payroll expenses of the qualifying business. The loans and accrued interest are forgivable as long as the borrower uses the loan proceeds for eligible purposes, including payroll, benefits, rent and utilities, and maintains its payroll levels. The amount of loan forgiveness will be reduced if the borrower terminates employees or reduces salaries during the eight-week period. In May 2021, the Company received notification from the Small Business Administration that the first loan in the amount of $694,000, including accrued interest, has been fully forgiven. As of June 30, 2021, the outstanding balance of the second PPP loan was $698,000, of which $110,000 is included in notes payable current in the condensed consolidated balance sheets. Any unforgiven portion of a PPP loan is payable over two years at an interest rate of 1%, with a deferral of payments for the first six months. The Company used the proceeds for purposes consistent with the PPP. While the Company currently believes that its use of the second loan proceeds will meet the conditions for forgiveness of the loan, we cannot assure you that we will not take actions that could cause the Company to be ineligible for forgiveness of the second loan, in whole or in part. |
STOCKHOLDERS' MEMBERS' EQUITY A
STOCKHOLDERS' MEMBERS' EQUITY AND STOCK BASED COMPENSATION | 3 Months Ended |
Sep. 30, 2021 | |
STOCKHOLDERS'/MEMBERS' EQUITY AND STOCK BASED COMPENSATION | |
STOCKHOLDERS'/MEMBERS' EQUITY AND STOCK BASED COMPENSATION | NOTE 7 — STOCKHOLDERS’/MEMBERS' EQUITY AND STOCK BASED COMPENSATION 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 September 30, 2021, the Plan provides for the issuance of up to 750,000 stock based awards. There are 600,000 stock based awards available to grant under the Plan at September 30, 2021. In connection with the Company’s IPO, the underwriters received warrants to acquire 241,500 shares of the Company’s common stock at an exercise price of $3.75 per share. None of the potentially dilutive securities were included in the computation of diluted earnings per share as their impact would be anti-dilutive. 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 shares. The options vest one year from the date of grant, expire ten years from the date of grant and had an aggregate grant date fair value of $244,200, which will be recognized ratably over the vesting period. These options, which were the only options granted during the three months ended September 30, 2021, had a grant-date fair value of $ 1.63 per share. The Company recognized compensation expense for stock option awards of $56,000 during the three months ended September 30, 2021 in its condensed consolidated statements of operations. None of the these potentially dilutive securities were included in the computation of diluted earnings per share as their impact would be anti-dilutive. At June 30, 2021, there was $188,000 of total unrecognized compensation cost related to nonvested stock option awards that is expected to be recognized over a weighted average period of 9 months. During the three months ended September 30, 2021, warrant holders exercised 139,611 warrants on a cashless basis. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 3 Months Ended |
Sep. 30, 2021 | |
RELATED PARTY TRANSACTIONS | |
RELATED PARTY TRANSACTIONS | NOTE 8 — RELATED PARTY TRANSACTIONS As of June 30, 2021, there was an outstanding balance of $1.272 million owed to the PubCo by MiT LLC, which is reflected in the June 30, 2021 balance sheet as Note payable – related party. Per terms of the loan agreement, this entire amount was forgiven in conjunction with the Company’s IPO in July 2021 and eliminated in consolidation in connection with the Exchange Agreement. 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 6. |
CUSTOMER AND VENDOR CONCENTRATI
CUSTOMER AND VENDOR CONCENTRATIONS | 3 Months Ended |
Sep. 30, 2021 | |
CUSTOMER AND VENDOR CONCENTRATIONS | |
CUSTOMER AND VENDOR CONCENTRATIONS | NOTE 9 — CUSTOMER AND VENDOR CONCENTRATIONS Customers : Two customers accounted for 49% and 10% of the Company’s sales for the three months ended September 30, 2020. There was no outstanding balances related to these customers at June 30, 2021. Vendors: Approximately 25% and 12% of the Company’s purchases were provided by two vendors for the three months ended September 30, 2020. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Sep. 30, 2021 | |
COMMITMENTS AND CONTINGENCIES | |
COMMITMENTS AND CONTINGENCIES | NOTE 10 — COMMITMENTS AND CONTINGENCIES Operating Leases: Future minimum lease payments at September 30, 2021 under these arrangements are as follows: (in thousands) Total Operating leases Payments 2022 remaining $ 214 2023 293 2024 302 2025 174 Total future minimum lease payments $ 983 Legal Matters: |
BUSINESS ACTIVITY AND SUMMARY_2
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Sep. 30, 2021 | |
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 connection with the Exchange Agreement, the outstanding Notes Payable of $1,272,000 between PubCo and MiT LLC was forgiven and eliminated in consolidation. As a result of the Share Exchange, MiT LLC became a wholly-owned subsidiary of PubCo and is the entity where the Company’s business operations are located. Because the Share Exchange occurred subsequent to the Company’s fiscal year ended June 30, 2021, the historical financial statements presented in this Quarterly Report on Form 10-Q includes information derived from the audited consolidated financial statements of MiT LLC at June 30, 2021 and the unaudited results of operations and cash flows of MT, LLC for the three months ended September 30, 2020. |
Initial Public Offering | Initial Public Offering: per share. None of the potentially dilutive securities were included in the computation of diluted earnings per share as their impact would be anti-dilutive. In connection with the IPO, all MiT LLC membership units were exchanged for 2,350,000 shares of the Company’s common stock. 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) |
COVID19 Impact and Liquidity | COVID-19 Impact and Liquidity The repercussions of the COVID-19 global pandemic resulted in a significant impact to our customers, specifically those in the entertainment and cinema industries. Cinemas have been shuttered since March 2020 in an effort to stem the spread of COVID-19 and studios, for the most part, have rescheduled their film releases until cinemas can reopen. Specifically, the pandemic has had a material adverse effect on our business. A significant number of our customers have temporarily ceased operations and others have cancelled or pushed back the delivery of pending product orders and/or delayed the start of scheduled theater refurbishing and construction projects. In addition, we have experienced increased challenges in, or cost of, acquiring new customers and increased risk in collectability of accounts receivable. As a result of the aforementioned factors, our financial and operating results for the quarters ended September 30, 2021 and 2020, have been adversely affected. Additionally, our projected financial and operating results for the remainder of fiscal 2022 are expected to be materially adversely affected. The ultimate impact of the COVID-19 pandemic on our business and results of operations in fiscal 2022 and beyond is unknown and will depend on future developments, which are highly uncertain and cannot be predicted with confidence, including the duration and severity of the COVID-19 pandemic and any additional preventative and protective actions that governments, or we, or our customers, may direct, which may result in an extended period of continued business disruption and reduced operations. We expect that our results of operations, including revenues, in future periods will continue to be adversely impacted by the COVID-19 pandemic and its negative effects on global economic conditions, which include the possibility of a global recession. Recently, several of the larger theater chains have reopened in many parts of the United States. The ability of these chains to reopen was predicated in large part on decisions by state and local officials to allow, limit or prohibit the reopening of establishments such as cinemas in response to regionally specific COVID-19 outbreaks. Such reopenings have been done on a gradual basis with limited occupancy and specific procedures, products, and technologies required to be implemented to protect the safety and health of returning patrons and employees. In response to uncertainties associated with the COVID-19 pandemic, we have taken, and are continuing to take, significant steps to preserve cash and remain in a strong competitive position when the current crisis subsides by eliminating non-essential costs, reducing employee hours and deferring all non-essential capital expenditures to minimum levels. Among other mitigating actions, we have implemented targeted furloughs, significantly reduced our service and distribution activities and temporarily reduced compensation of our executive officers and certain other employees. NOTE 1 — BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) We have also implemented remote work policies for many employees, and the resources available to such employees may not enable them to maintain the same level of productivity and efficiency, and these and other employees may face additional demands on their time, such as increased responsibilities resulting from school closures or illness of family members. Our increased reliance on remote access to our information systems also increases our exposures to potential cybersecurity breaches. As of the date these Condensed Consolidated Financial Statements were issued, with the actions taken above, existing cash, including the cash raised from our initial public offering (See Initial Public Offering), the Company will have sufficient liquidity to fund operations and essential capital expenditures for the 12 months from the date these condensed consolidated financial statements were available to be issued. |
Principles of Consolidation | Principles of Consolidation |
Basis of Presentation | Basis of Presentation: |
Unaudited Interim Consolidated Financial Statements | Unaudited Interim Consolidated Financial Statements: |
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. |
Deferred Offering Costs | Deferred Offering Costs: As of June 30, 2021, $1.1 million of deferred offering costs are capitalized in other assets. After completion of the IPO in July 2021, these costs have been recorded in Stockholder’s Equity as a reduction of proceeds received as a result of the offering. |
Use of Estimates | NOTE 1 — BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) 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 as per the agreement, in an amount that reflects the consideration that we expect to receive in exchange for those goods as per the agreement with the customer. We generate all our revenue from agreements with customers. In case there are agreements with multiple performance obligations, we identify each performance obligation and evaluate whether the performance obligations are distinct within the context of the agreement at the agreement’s inception. Performance obligations that are not distinct at agreement inception are combined. We allocate the transaction price to each distinct performance obligation proportionately based on the estimated standalone selling price for each performance obligation and then evaluate how the services are transferred to the customer to determine the timing of revenue recognition. The Company considers the U.S. GAAP criteria for determining whether to report revenue gross as a principal versus net as an agent. Factors considered include whether the Company is the primary obligor, has risks and rewards of ownership, and bears the risk that a customer may not pay for the products provided or services performed. If there are circumstances where the above criteria are not met, revenues recognized are presented net of cost of goods sold. Contract assets consist of conditional or unconditional rights to consideration. Accounts receivable represent amounts billed to customers where the Company has an enforceable right to payment for performance completed to date (i.e., unconditional rights to consideration). Accounts receivable balance as of July 1, 2020 was $.809 million. 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 three months ended September 30, 2021 included $.573 million for revenue recognized that was included in contract liability as of July 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, collectively “deferred contract acquisition costs”, 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 Months ended Months ended Disaggregation of Revenue (in 000’s): September 30 2021 September 30 2020 Equipment upon delivery (point in time) $ 3,433 $ 1,722 Installation (point in time) 41 35 Total revenues $ 3,474 $ 1,757 Revenue from the sale of equipment is recognized upon delivery of such equipment to customers and performance conditions are satisfied. Revenue from installation is recognized upon completion of installation project and performance obligation is complete. Software subscription revenue for remote monitoring services is recognized on a straight-line basis over the term of the contract, usually one year. Services revenues are generally recognized over time as the contracts are performed. |
Returns and Allowances | Returns and Allowances: |
Shipping and Handling Costs | Shipping and Handling Costs: |
Goodwill and Intangible Assets | Goodwill and Intangible Assets: The Company tested goodwill impairment in relation to the COVID-19 pandemic and no impairments were identified for the three months ended September 30, 2021 or 2020. 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 ended September 30, 2021 or 2020. |
Business Combinations | Business Combinations: |
Product Warranty | Product Warranty: The changes in the Company’s aggregate warranty liabilities were as follows for the following periods (in thousands): September 30, June 30, 2021 2021 Product warranty liability, beginning of period $ 29 65 Accruals for warranties issued 7 29 Change in estimates — (37) Settlements made (3) (28) Product warranty liability, end of the period $ 33 $ 29 |
Research and Development | Research and Development: |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements: Leases (Topic 842 In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740) Simplifying the Accounting for Income Taxes Other pronouncements issued by the FASB with future effective dates are either not applicable or not significant to the consolidated financial statements of the consolidated company. |
BUSINESS ACTIVITY AND SUMMARY_3
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 3 Months Ended |
Sep. 30, 2021 | |
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Summary of disaggregation of Revenue | For the three For the three Months ended Months ended Disaggregation of Revenue (in 000’s): September 30 2021 September 30 2020 Equipment upon delivery (point in time) $ 3,433 $ 1,722 Installation (point in time) 41 35 Total revenues $ 3,474 $ 1,757 |
Summary of warranty liabilities | The changes in the Company’s aggregate warranty liabilities were as follows for the following periods (in thousands): September 30, June 30, 2021 2021 Product warranty liability, beginning of period $ 29 65 Accruals for warranties issued 7 29 Change in estimates — (37) Settlements made (3) (28) Product warranty liability, end of the period $ 33 $ 29 |
LOSS PER SHARE (Tables)
LOSS PER SHARE (Tables) | 3 Months Ended |
Sep. 30, 2021 | |
LOSS PER SHARE | |
Schedule of basic and diluted earnings (loss) per share | For the Three Months Ended September 30, 2021 Numerator: Net loss $ (576,000) Denominator: Weighted average common shares outstanding, basic and diluted 9,809,264 Earnings/(loss) per share Basic and diluted $ (0.06) |
Schedule of antidilutive securities excluded | For the Three Months Ended September 30, 2021 Options 150,000 Warrants 241,500 Total potentially dilutive shares 391,500 |
PROPERTY, PLANT AND EQUIPMENT (
PROPERTY, PLANT AND EQUIPMENT (Tables) | 3 Months Ended |
Sep. 30, 2021 | |
PROPERTY, PLANT AND EQUIPMENT | |
Schedule of property, plant and equipment | Property, plant and equipment consist of the following (in thousands): September 30, June 30, 2021 2021 Production equipment $ 307 $ 307 Leasehold improvements 202 202 Furniture and fixtures 45 45 Computer equipment 44 44 Other equipment 114 114 712 712 Accumulated depreciation (704) (691) Net property plant and equipment $ 8 $ 21 |
Schedule of estimated useful lives of the assets | NOTE 3 — PROPERTY, PLANT AND EQUIPMENT (continued) Depreciation of property, plant and equipment is calculated using the straight-line method over their estimated useful lives as follows: Useful Lives Leasehold improvements 5 years or remaining lease term Furniture and fixtures 5 years Production equipment 3 – 7 years Computer equipment 3 years Other equipment 3 – 7 years |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS (Tables) | 3 Months Ended |
Sep. 30, 2021 | |
GOODWILL AND INTANGIBLE ASSETS | |
Summary of intangible assets | The following table summarizes the Company’s intangible assets as of September 30, 2021 (in thousands): Amortization Gross Asset Accumulated Net Book Period Cost Amortization Value Customer relationships 11 years $ 970 $ 191 $ 779 Patents 20 years 70 8 62 Trademark 20 years 78 8 70 $ 1,118 $ 207 $ 911 The following table summarizes the Company’s intangible assets as of June 30, 2021 (in thousands): Amortization Gross Asset Accumulated Net Book Period Cost Amortization Value Customer relationships 11 years $ 970 $ 169 $ 801 Patents 20 years 70 7 63 Trademark 20 years 78 7 71 $ 1,118 $ 183 $ 935 |
Summary of estimated amortization expense related to intangible assets | Estimated amortization expense related to intangible assets subject to amortization at September 30,2021 in each of the five fiscal years subsequent to September 30, 2021, and thereafter is as follows (amounts in thousands): 2022 remaining $ 72 2023 96 2024 96 2025 96 2026 96 Thereafter 455 Total $ 911 |
ACCRUED EXPENSES (Tables)
ACCRUED EXPENSES (Tables) | 3 Months Ended |
Sep. 30, 2021 | |
ACCRUED EXPENSES | |
Schedule of accrued expenses | Accrued expenses consist of the following (in thousands): September 30, June 30, 2021 2021 Employee compensation $ 228 $ 485 Others 174 135 Total $ 402 $ 620 |
DEBT (Tables)
DEBT (Tables) | 3 Months Ended |
Sep. 30, 2021 | |
DEBT | |
Summary of long-term debt | Long-term debt at September 30, 2021 was as follows (in thousands): September 30, 2021 Balance Current Long Term PPP loan $ 698 $ 110 $ 588 Total $ 698 $ 110 $ 588 Long-term debt at June 30, 2021 was as follows (in thousands): June 30, 2021 Balance Current Long Term Caddy promissory note $ 1,059 $ 142 $ 917 PPP loan 698 73 625 Caddy indemnity promissory note 182 22 160 Total $ 1,939 $ 237 $ 1,702 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 3 Months Ended |
Sep. 30, 2021 | |
COMMITMENTS AND CONTINGENCIES | |
Summary of future minimum lease payments | (in thousands) Total Operating leases Payments 2022 remaining $ 214 2023 293 2024 302 2025 174 Total future minimum lease payments $ 983 |
BUSINESS ACTIVITY AND SUMMARY_4
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Deferred Offering Costs (Details) - USD ($) | Jul. 12, 2021 | Sep. 30, 2021 | Jul. 07, 2021 | Jun. 30, 2021 | Jul. 01, 2020 |
Subsidiary or Equity Method Investee [Line Items] | |||||
Share Price | $ 3.75 | ||||
Warrants exercised for number of shares | 139,611 | ||||
Deferred offering costs | $ 1,100,000 | ||||
Allowance for bad debts | $ 266,000 | 356,000 | |||
Accounts Receivable, after Allowance for Credit Loss, Current | 898,000 | $ 454,000 | $ 809,000 | ||
Revenue recognized | $ 573,000 | ||||
Initial public offering | |||||
Subsidiary or Equity Method Investee [Line Items] | |||||
Number of Shares Exchanged | 2,350,000 | ||||
Number of shares issued | 4,830,000 | ||||
Share Price | $ 3 | ||||
Net proceeds | $ 12,583,900 | ||||
Underwriting discounts, commissions and other expenses | 1,906,100 | ||||
Other assets to additional paid in capital | $ 1,340,000 | ||||
Warrants exercised for number of shares | 139,611 | ||||
Share Exchange Agreement with PubCo | |||||
Subsidiary or Equity Method Investee [Line Items] | |||||
Number of Shares Exchanged | 2,350,000 | ||||
Notes payable | $ 1,272,000 | ||||
Common Stock | |||||
Subsidiary or Equity Method Investee [Line Items] | |||||
Number of shares issued | 2,350,000 | ||||
Common Stock | Initial public offering | |||||
Subsidiary or Equity Method Investee [Line Items] | |||||
Share Price | $ 3.75 | ||||
Warrants exercised for number of shares | 241,500 |
BUSINESS ACTIVITY AND SUMMARY_5
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Deferred contract acquisition costs (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Disaggregation of Revenue [Line Items] | ||
Total revenues | $ 3,474 | $ 1,757 |
Equipment upon delivery | Point in time | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | 3,433 | 1,722 |
Installation | Point in time | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | $ 41 | $ 35 |
BUSINESS ACTIVITY AND SUMMARY_6
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Advertising Costs (Details) - USD ($) | 3 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Finite-Lived Intangible Assets [Line Items] | ||
Advertising Expense | $ 1,000 | $ 2,000 |
Impairment on goodwill | 0 | 0 |
Impairment on intangible assets | 0 | $ 0 |
Federal or state income taxes | $ 0 | |
Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization Period | 20 years | |
Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization Period | 11 years |
BUSINESS ACTIVITY AND SUMMARY_7
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - warranty liabilities (Details) - USD ($) | 3 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Jun. 30, 2021 | |
Product Warranty Liability [Line Items] | ||
Period of right to return defective products | 3 years | |
Product warranty liability beginning of period | $ 29,000 | $ 65,000 |
Accruals for warranties issued | 7,000 | 29,000 |
Change in estimates | (37,000) | |
Settlements made | (3,000) | (28,000) |
Product warranty liability end of the period | $ 33,000 | $ 29,000 |
Maximum | ||
Product Warranty Liability [Line Items] | ||
Warranty period | 3 years | |
Minimum | ||
Product Warranty Liability [Line Items] | ||
Warranty period | 1 year |
LOSS PER SHARE (Details)
LOSS PER SHARE (Details) - USD ($) | 3 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Numerator: | ||
Net loss | $ (576,000) | $ (389,000) |
Denominator: | ||
Weighted average common shares outstanding, basic | 9,809,264 | |
Weighted average common shares outstanding, diluted | 9,809,264 | |
Earnings/(loss) per share | ||
Basic | $ (0.06) | |
Diluted | $ (0.06) |
LOSS PER SHARE - Antidilutive s
LOSS PER SHARE - Antidilutive shares (Details) | 3 Months Ended |
Sep. 30, 2021shares | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Total potentially dilutive shares | 391,500 |
Options | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Total potentially dilutive shares | 150,000 |
Warrants | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Total potentially dilutive shares | 241,500 |
PROPERTY, PLANT AND EQUIPMENT_2
PROPERTY, PLANT AND EQUIPMENT (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Jun. 30, 2021 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 712 | $ 712 |
Accumulated depreciation | (704) | (691) |
Net property plant and equipment | 8 | 21 |
Production equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 307 | 307 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 202 | 202 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 45 | 45 |
Computer equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 44 | 44 |
Other equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 114 | $ 114 |
PROPERTY, PLANT AND EQUIPMENT -
PROPERTY, PLANT AND EQUIPMENT - Depreciation expense (Details) - USD ($) | 3 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Property, Plant and Equipment [Line Items] | ||
Depreciation | $ 13,000 | $ 34,000 |
Cost of goods sold | ||
Property, Plant and Equipment [Line Items] | ||
Depreciation | 9,000 | 30,000 |
General and administrative expense | ||
Property, Plant and Equipment [Line Items] | ||
Depreciation | $ 4,000 | $ 4,000 |
PROPERTY, PLANT AND EQUIPMENT_3
PROPERTY, PLANT AND EQUIPMENT - Useful lives (Details) | 3 Months Ended |
Sep. 30, 2021 | |
Leasehold improvements | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 5 years |
Furniture and fixtures | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 5 years |
Production equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 7 years |
Production equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 3 years |
Computer equipment | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 3 years |
Other equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 7 years |
Other equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 3 years |
GOODWILL AND INTANGIBLE ASSET_2
GOODWILL AND INTANGIBLE ASSETS (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Jun. 30, 2021 | |
Intangible assets | ||
Gross Asset Cost | $ 1,118 | $ 1,118 |
Accumulated Amortization | 207 | 183 |
Net Book Value | $ 911 | $ 935 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization Period | 11 years | 11 years |
Intangible assets | ||
Gross Asset Cost | $ 970 | $ 970 |
Accumulated Amortization | 191 | 169 |
Net Book Value | $ 779 | $ 801 |
Patents | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization Period | 20 years | 20 years |
Intangible assets | ||
Gross Asset Cost | $ 70 | $ 70 |
Accumulated Amortization | 8 | 7 |
Net Book Value | $ 62 | $ 63 |
Trademark | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization Period | 20 years | 20 years |
Intangible assets | ||
Gross Asset Cost | $ 78 | $ 78 |
Accumulated Amortization | 8 | 7 |
Net Book Value | $ 70 | $ 71 |
GOODWILL AND INTANGIBLE ASSET_3
GOODWILL AND INTANGIBLE ASSETS - Amortization expense (Details) - USD ($) | 3 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Finite-Lived Intangible Assets [Line Items] | ||
Amortization expense | $ 24,000 | $ 24,000 |
General and administrative expense | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization expense | $ 24,000 | $ 24,000 |
GOODWILL AND INTANGIBLE ASSET_4
GOODWILL AND INTANGIBLE ASSETS - Estimated amortization expense related to intangible assets subject to amortization (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Jun. 30, 2021 |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | ||
2022 remaining | $ 72 | |
2023 | 96 | |
2024 | 96 | |
2025 | 96 | |
2026 | 96 | |
Thereafter | 455 | |
Net Book Value | $ 911 | $ 935 |
ACCRUED EXPENSES (Details)
ACCRUED EXPENSES (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Jun. 30, 2021 |
ACCRUED EXPENSES | ||
Employee compensation | $ 228 | $ 485 |
Others | 174 | 135 |
Total | $ 402 | $ 620 |
DEBT - Line of Credit (Details)
DEBT - Line of Credit (Details) - USD ($) | 1 Months Ended | ||||
Oct. 31, 2019 | Sep. 30, 2021 | Jul. 12, 2021 | Jun. 30, 2021 | Mar. 31, 2020 | |
Debt Instrument [Line Items] | |||||
Term of debt | 1 year | ||||
Number of shares for which warrants exercised | 139,611 | ||||
Initial public offering price | $ 3.75 | ||||
Outstanding balance of line of credit | $ 590,000 | ||||
Line of Credit [Member] | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | $ 1,000,000 | ||||
Interest rate | 13.00% | ||||
Number of shares for which warrants exercised | 94,723 | ||||
Amount of proceeds from loan used to pay business combination | $ 400,000 | ||||
Available borrowing capacity | $ 0 | ||||
Outstanding balance of line of credit | $ 590,000 |
DEBT - Long term debt (Details)
DEBT - Long term debt (Details) - USD ($) | Sep. 30, 2021 | Jun. 30, 2021 |
Debt Instrument [Line Items] | ||
Balance | $ 698,000 | $ 1,939,000 |
Current | 110,000 | 237,000 |
Long Term | 588,000 | 1,702,000 |
Closing promissory note | ||
Debt Instrument [Line Items] | ||
Balance | 1,059,000 | |
Current | 142,000 | |
Long Term | 917,000 | |
PPP loan | ||
Debt Instrument [Line Items] | ||
Balance | 698,000 | 698,000 |
Current | 110,000 | 73,000 |
Long Term | $ 588,000 | 625,000 |
Caddy indemnity promissory note | ||
Debt Instrument [Line Items] | ||
Balance | 182,000 | |
Current | 22,000 | |
Long Term | $ 160,000 |
DEBT - Caddy Promissory (Detail
DEBT - Caddy Promissory (Details) | 3 Months Ended |
Sep. 30, 2021 | |
Debt Instrument [Line Items] | |
Spread on variable interest rate | 3.75% |
Closing promissory note | Prime Rate [Member] | |
Debt Instrument [Line Items] | |
Spread on variable interest rate | 2.75% |
Caddy indemnity promissory note | Prime Rate [Member] | |
Debt Instrument [Line Items] | |
Spread on variable interest rate | 2.75% |
DEBT - Paycheck Protection Prog
DEBT - Paycheck Protection Program (Details) - USD ($) | Mar. 13, 2021 | May 06, 2020 | May 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 |
Debt Instrument [Line Items] | |||||
Debt forgiven | $ 694,000 | ||||
Outstanding balance | $ 698,000 | $ 1,939,000 | |||
Notes payable current | 110,000 | 237,000 | |||
PPP loan | |||||
Debt Instrument [Line Items] | |||||
Proceeds from loan | $ 698,000 | $ 694,000 | |||
Outstanding balance | $ 698,000 | 698,000 | |||
Notes payable current | $ 110,000 | ||||
Interest rate | 1.00% |
STOCKHOLDERS' MEMBERS' EQUITY_2
STOCKHOLDERS' MEMBERS' EQUITY AND STOCK BASED COMPENSATION (Details) - USD ($) | Jul. 12, 2021 | Jul. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 |
STOCKHOLDERS'/MEMBERS' EQUITY AND STOCK BASED COMPENSATION | ||||
Maximum stock based awards available for issuance | 750,000 | |||
Share based payment award option outstanding | 600,000 | |||
Number of warrants received to acquire common stock | 241,500 | |||
Share Price | $ 3.75 | |||
Options granted | 150,000 | |||
Exercise price, options 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 | $ 56,000 | |||
Total unrecognized compensation | $ 188,000 | |||
Weighted average period | 9 months | |||
Warrants exercised for number of shares | 139,611 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) - USD ($) | 1 Months Ended | |
Jul. 31, 2021 | Jun. 30, 2021 | |
Related Party Transaction [Line Items] | ||
Discretionary payment to the related parties for personal guarantees provided in conjunction with financing company debt | $ 50,000 | |
MIT LLC | ||
Related Party Transaction [Line Items] | ||
Outstanding balance | $ 1,272,000 |
CUSTOMER AND VENDOR CONCENTRA_2
CUSTOMER AND VENDOR CONCENTRATIONS (Details) - USD ($) | 3 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Jun. 30, 2021 | Jul. 01, 2020 | |
Concentration Risk [Line Items] | ||||
Outstanding receivables | $ 898,000 | $ 454,000 | $ 809,000 | |
Sales | Customer concentration | Customer one | ||||
Concentration Risk [Line Items] | ||||
Concentration risk percentage | 27.00% | 49.00% | ||
Sales | Customer concentration | Customer two | ||||
Concentration Risk [Line Items] | ||||
Concentration risk percentage | 13.00% | 10.00% | ||
Outstanding receivables | Customer concentration | ||||
Concentration Risk [Line Items] | ||||
Outstanding receivables | $ 132,000 | $ 0 |
CUSTOMER AND VENDOR CONCENTRA_3
CUSTOMER AND VENDOR CONCENTRATIONS (continued) (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Jun. 30, 2021 | |
Concentration Risk [Line Items] | |||
Outstanding payables | $ 1,841 | $ 1,911 | |
Purchases | Supplier concentration | Vendor one | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 21.00% | 25.00% | |
Purchases | Supplier concentration | Vendor two | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 12.00% |
COMMITMENTS AND CONTINGENCIES_2
COMMITMENTS AND CONTINGENCIES (Details) - USD ($) | 3 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Executive office lease | ||
Operating Leased Assets [Line Items] | ||
Rent expense | $ 70,000 | $ 70,000 |
COMMITMENTS AND CONTINGENCIES_3
COMMITMENTS AND CONTINGENCIES (Future minimum lease payments) (Details) $ in Thousands | Sep. 30, 2021USD ($) |
Future minimum lease payments | |
2022 remaining | $ 214 |
2023 | 293 |
2024 | 302 |
2025 | 174 |
Total future minimum lease payments | $ 983 |