Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Sep. 30, 2023 | Nov. 14, 2023 | |
Document and Entity Information [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Sep. 30, 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, $0.00001 par value | |
Trading Symbol | MITQ | |
Security Exchange Name | NYSEAMER | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 10,685,778 | |
Entity Central Index Key | 0001770236 | |
Current Fiscal Year End Date | --06-30 | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2023 | Jun. 30, 2023 |
Current Assets: | ||
Cash | $ 6,408 | $ 6,616 |
Accounts receivable, net | 2,042 | 905 |
Inventories, net | 4,752 | 4,419 |
Prepaid expenses and other | 248 | 451 |
Total Current Assets | 13,450 | 12,391 |
Long-Term Assets: | ||
Right-of-use asset | 349 | 415 |
Property and equipment, net | 26 | 28 |
Intangibles, net | 466 | 480 |
Goodwill | 0 | 0 |
Other assets | 16 | 16 |
Total Long-Term Assets | 857 | 939 |
Total Assets | 14,307 | 13,330 |
Current Liabilities: | ||
Accounts payable | 2,912 | 1,507 |
Accrued expenses | 843 | 618 |
Customer deposits | 2,153 | 3,169 |
Lease liability-current | 288 | 280 |
Unearned warranty revenue | 12 | 26 |
Total Current Liabilities | 6,208 | 5,600 |
Long-Term Liabilities: | ||
Lease liability-non-current | 76 | 151 |
Total Long-Term Liabilities | 76 | 151 |
Total Liabilities | 6,284 | 5,751 |
Stockholders' Equity | ||
Additional paid-in capital | 12,467 | 12,462 |
Accumulated deficit | (4,444) | (4,883) |
Total Stockholders' Equity | 8,023 | 7,579 |
Total Liabilities and Stockholders' Equity | $ 14,307 | $ 13,330 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Sep. 30, 2023 | Jun. 30, 2023 |
CONDENSED CONSOLIDATED BALANCE SHEETS | ||
Common stock, par value | $ 0.00001 | $ 0.00001 |
Common stock, authorized | 100,000,000 | 100,000,000 |
Common stock, issued | 10,685,778 | 10,685,778 |
Common stock, outstanding | 10,685,778 | 10,685,778 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS | ||
Net sales | $ 6,635,000 | $ 5,852,000 |
Cost of goods sold | 4,816,000 | 4,293,000 |
Gross profit | 1,819,000 | 1,559,000 |
Operating expenses: | ||
Research and development | 67,000 | 66,000 |
Selling and marketing | 542,000 | 610,000 |
General and administrative | 826,000 | 835,000 |
Impairment of long-term assets | 0 | |
Total operating expenses | 1,435,000 | 1,511,000 |
Operating profit | 384,000 | 48,000 |
Other income (expense) | ||
Unrealized loss on marketable securities | (140,000) | |
Realized loss on marketable securities | (23,000) | |
Interest and other income, net | 55,000 | 20,000 |
Total other income (expense) | 55,000 | (143,000) |
Net profit/(loss) | $ 439,000 | $ (95,000) |
Weighted average shares outstanding: basic | 10,685,778 | 10,928,724 |
Weighted average shares outstanding: diluted | 10,685,778 | 10,928,724 |
Net profit/(loss) per common share basic | $ 0.04 | $ (0.01) |
Net profit/(loss) per common share diluted | $ 0.04 | $ (0.01) |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Common Stock | Additional Paid-in Capital | Retained Earnings (Accumulated Deficit) | Total |
Balance at the beginning at Jun. 30, 2022 | $ 12,500 | $ (3,085) | $ 9,415 | |
Balance at the beginning (in shares) at Jun. 30, 2022 | 10,828,398 | |||
Shares of common stock issued for cash in IPO, net of issuance costs (in shares) | 130,000 | |||
Issuance of stock to employees | 153 | 153 | ||
Net income (loss) | (95) | (95) | ||
Balance at the end at Sep. 30, 2022 | 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 | 12,500 | (3,085) | 9,415 | |
Balance at the beginning (in shares) at Jun. 30, 2022 | 10,828,398 | |||
Balance at the end at Jun. 30, 2023 | $ 0 | 12,462 | (4,883) | 7,579 |
Balance at the end (in shares) at Jun. 30, 2023 | 10,685,778 | |||
Grant of options to officer | $ 0 | 5 | 0 | $ 5 |
Share buyback and cancellation (in shares) | 0 | |||
Net income (loss) | 0 | 0 | 439 | $ 439 |
Balance at the end at Sep. 30, 2023 | $ 0 | $ 12,467 | $ (4,444) | $ 8,023 |
Balance at the end (in shares) at Sep. 30, 2023 | 10,685,778 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Cash flows from operating activities: | ||
Net profit/(loss) | $ 439,000 | $ (95,000) |
Adjustments to reconcile net profit/(loss) to net cash provided by (used in) operating activities: | ||
Provision for doubtful accounts | 1,000 | 3,000 |
Depreciation expense | 2,500 | 2,000 |
Amortization expense | 14,000 | 24,000 |
ROU amortization | 66,000 | (5,000) |
Stock option compensation expense | 5,000 | |
Unrealized loss on investments | 140,000 | |
Realized loss on investments | 23,000 | |
Changes in operating assets and liabilities | ||
Accounts receivable | (1,138,000) | 9,000 |
Inventories, net | (333,000) | (887,000) |
Prepaid expenses and other | 203,000 | 425,000 |
Accounts payable | 1,405,000 | 1,597,000 |
Accrued expenses | 225,000 | 28,000 |
Unearned warranty revenue | (14,000) | 28,000 |
Customer deposits | (1,016,000) | (1,312,000) |
Lease liabilities | (67,000) | |
Net cash used in operating activities | (207,000) | (20,000) |
Cash flows from investing activities | ||
Sales of marketable securities | 493,000 | |
Purchases of marketable securities | (517,000) | |
Purchases of property and equipment | (1,000) | (2,000) |
Net cash used in investing activities | (1,000) | (26,000) |
Net decrease in cash | (208,000) | (46,000) |
Cash, beginning of the year | 6,616,000 | 2,340,000 |
Cash, end of the year | $ 6,408,000 | 2,294,000 |
Non-cash investing and financing activities: | ||
Issuance of stock to employees | 153,000 | |
Right-of-use assets from ASC842 adoption | $ 681,000 |
BUSINESS ACTIVITY AND SUMMARY O
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Sep. 30, 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 2022 the theatres reopened as soon as local restrictions and the status of the COVID-19 pandemic would allow. As of September 30, 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: The carrying amounts of accounts receivable, accounts payable, and notes payable approximate fair value due to their short maturities. Assets and Liabilities Not Measured ) in Note Receivables. There were Use of Estimates: Concentration of Cash: Accounts Receivable: Inventories: Revenue Recognition: Revenue from Contracts with Customers (“ASC 606”). NOTE 1 — BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) 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. 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 customer refunds 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 Contract Liabilities ($ in Thousands) September 30, 2023 June 30, 2023 Customer deposits $ 2,153 $ 3,169 Unearned warranty revenue 12 26 Customer refunds 383 139 Total contract liabilities $ 2,548 $ 3,334 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 months ended Disaggregation of Revenue (in 000’s): September 30, 2023 September 30, 2022 Equipment upon delivery (point in time) $ 6,557 $ 5,714 Installation (point in time) 60 126 Software and services (over time) 18 12 Total revenues $ 6,635 $ 5,852 NOTE 1 — BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) 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: Shipping and Handling Costs: Advertising Costs Advertising costs were approximately for the three months ended September 30, 2023 and 2022, respectively. Advertising costs are expensed as incurred within selling and marketing expenses. Goodwill and Intangible Assets: Goodwill as of September 30, 2023 and June 30, 2023. Goodwill represents the excess of the purchase price over the fair value of the net identifiable assets acquired in the 2019 Caddy Acquisition. Goodwill is reviewed for impairment at least annually, in June, or more frequently if a triggering event occurs between impairment testing dates. The Company operates as a single operating segment and as a single reporting unit for the purpose of evaluating goodwill impairment. On July 1, 2022, the Company adopted ASU 2017-04, “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 Business Combinations: NOTE 1 — BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) Income Taxes: The following table summarizes the components of deferred tax assets and deferred tax liabilities at June 30, 2023 and September 30, 2023 (in thousands): Deferred Tax Assets (Liabilities) September 30, 2023 June 30, 2023 Inventory reserve $ 181 $ 163 Accumulated depreciation (6) (5) Accumulated goodwill amortization 67 (13) Accumulated intangible amortization 129 130 Unrealized loss on investments — 68 Deferred rent 4 4 Warranty reserve 3 7 Stock compensation 68 68 Net operating loss carryforward 974 1,097 Allowance for doubtful accounts 36 36 Net 1,456 1,555 Valuation allowance (1,456) (1,555) Total $ — $ — Leases Product Warranty: NOTE 1 — BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) The changes in the Company’s aggregate warranty liabilities were as follows for the following periods (in thousands): September 30, June 30, 2023 2023 Product warranty liability beginning of period $ 53 $ 55 Accruals for warranties issued 61 162 Change in estimates - - Settlements made (53) (164) Product warranty liability end of the period $ 61 $ 53 Research and Development: Recently Issued Accounting Pronouncements: The Company adopted the new pronouncement on July 1, 2023. The allowance for credit losses has been adjusted for management’s current estimate at each reporting date. The new guidance provides no threshold for recognition of impairment allowance. Therefore, entities must also measure expected credit losses on assets that have a low risk of loss. For instance, trade receivables that are either current or not yet due may not require an allowance reserve under currently generally accepted accounting principles, but under the new standard, Management has estimated an allowance for expected credit losses on trade receivables. ASU 2016-13 is effective for annual periods, including interim periods within those annual periods. Management has assessed that the adoption of ASU 2016-13 has had no impact on its September 30, 2023 10-Q consolidated financial statements. Due the Management’s continuing ability to obtain of the customer’s contract value. The combined effect of up-front customer deposits, prompt collection of trade receivables and application of historical aging criteria has resulted in minimal bad debts and allowances for doubtful accounts. |
INVESTMENTS
INVESTMENTS | 3 Months Ended |
Sep. 30, 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. |
LOSS PER SHARE
LOSS PER SHARE | 3 Months Ended |
Sep. 30, 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: Dollars in Thousands For the Three Months Ended For the Three Months Ended September 30, September 30, 2023 2022 Numerator: Net profit/(loss) $ 439 $ (95) Denominator: Weighted average common shares outstanding, basic and diluted 10,685,778 10,928,724 Profit/(loss) per share Basic and diluted $ 0.04 $ (0.01) 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 Three Months Ended September 30, September 30, 2023 2022 Options 250,000 150,000 Warrants — — Total potentially dilutive shares 250,000 150,000 For the three months ended September 30, 2023 the Company had net income and the three months ended June 30, 2023 had a net loss. 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 | 3 Months Ended |
Sep. 30, 2023 | |
PROPERTY AND EQUIPMENT | |
PROPERTY AND EQUIPMENT | NOTE 4 — PROPERTY AND EQUIPMENT Property and equipment consist of the following (in thousands): September 30, June 30, 2023 2023 Production equipment $ 308 $ 308 Leasehold improvements 213 213 Furniture and fixtures 45 45 Computer equipment 61 60 Other equipment 120 120 Total 747 746 Accumulated depreciation (721) (718) Net property and equipment $ 26 $ 28 Depreciation expense related to property and equipment was $2,500 of which $2,100 is included in cost of goods and $400 in general and administrative expense. F 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 |
INTANGIBLE ASSETS
INTANGIBLE ASSETS | 3 Months Ended |
Sep. 30, 2023 | |
INTANGIBLE ASSETS | |
INTANGIBLE ASSETS | NOTE 5 — INTANGIBLE ASSETS The following table summarizes the Company’s intangible assets as of September 30, 2023 (in thousands): Amortization Gross Asset Accumulated Net Book Period Cost Amortization Value Customer relations 11 years $ 970 $ 621 $ 349 Patents 20 years 70 15 55 Trademark 20 years 78 16 62 $ 1,118 $ 652 $ 466 NOTE 5 — INTANGIBLE ASSETS (continued) The following table summarizes the Company’s intangible assets as of June 30, 2023 (in thousands): Amortization Gross Asset Accumulated Net Book Period Cost Amortization Value Customer relations 11 years $ 970 $ 609 $ 361 Patents 20 years 70 14 56 Trademark 20 years 78 15 63 $ 1,118 $ 638 $ 480 Amortization expense was $14,000 and $24,000 for the three months ended September 30, 2023 and 2022, respectively, and is included in general and administrative expense. Estimated amortization expense related to intangible assets subject to amortization at September 30, 2023 in each of the five years subsequent to September 30, 2023, and thereafter is as follows (amounts in thousands): 2024 $ 44 2025 59 2026 59 2027 59 Thereafter 245 Total $ 466 |
ACCRUED EXPENSES
ACCRUED EXPENSES | 3 Months Ended |
Sep. 30, 2023 | |
ACCRUED EXPENSES | |
ACCRUED EXPENSES | NOTE 6 — ACCRUED EXPENSES Accrued expenses consist of the following (in thousands): September 30, 2023 2022 Employee compensation $ 238 $ 180 Accrued warranty 61 53 Customer refund 383 139 Legal fees 1 56 Freight 20 29 Sales tax 87 27 Others 53 134 Total $ 843 $ 618 |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 3 Months Ended |
Sep. 30, 2023 | |
STOCKHOLDERS' EQUITY | |
STOCKHOLDERS' EQUITY | NOTE 7 — 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 September 30, 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 September 30, 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. 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. On May 26, 2023, the Board of Directors cancelled 150,000 options consisting of 50,000 options each to John Stiska, Katherine Crothall and Scott Anderson with an exercise price of $3.00 . In its place, the Board granted 150,000 options consisting of 50,000 options each with an exercise price of $1.10 vesting immediately to John Stiska, Katherine Crothall and Scott Anderson . In addition to the director options, the Board granted CFO William Greene 100,000 options with an exercise price of $1.10 with 25% vesting immediately the remainder vesting at 25% per year thereafter. These options, which were the only options granted during the year ended June 30, 2023, had a grant-date fair value of $1.10 per share. The Company recognized compensation expense for stock option awards of approximately $113,000 during the year ended June 30, 2023. None of these potentially dilutive securities were included in the computation of diluted earnings per share as their impact would be anti-dilutive. 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 September 30, 2023, there was no unrecognized compensation cost related to nonvested stock option awards and no option grants during the period. The estimated fair value of each option award granted was determined on the date of grant using the Black-Scholes option valuation model. No options were granted during the three months ended September 30, 2023. The following weighted average assumptions were used for option grants during the three months ended June 30, 2023: Director Officer Options Options Risk-free interest rate 3.92 % 3.86 % Expected volatility 82.0 % 82.0 % Dividend yield — % — % Expected option term in years 5 7 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 June 30, 2023, the Company repurchased 272,620 of the Company’s stock representing 2.55% of the 10,685,778 outstanding NOTE 7 — STOCKHOLDERS’ EQUITY (continued) shares at the end of June 30, 2023 at an average price of $1.11 per share. There were $ 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 – June 30, 2023 272,620 $ 1.11 272,620 $ 697,000 Total 272,620 $ 1.11 272,620 $ 697,000 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. A summary of the status of the Company’s stock options as of September 30, 2023 and changes during the three months ended September 30, 2023 are presented below. Wtd. Avg. Exercise Options Price Balance, July 1, 2023 250,000 $ 1.10 Granted during the year — — Exercised during the year — — Cancelled during the year — — Balance, September 30, 2023 250,000 $ 1.10 A summary of the status of the Company’s stock options as of September 30, 2022 and changes during the three months ended September 30, 2022 are presented below. Wtd. Avg. Exercise Options Price Balance, July 1, 2022 — $ — Granted during the period 150,000 3.00 Exercised during the period — — Terminated/Expired during the period — — Balance, September 30, 2022 150,000 $ 3.00 The following table summarizes information about outstanding and exercisable stock options at September 30, 2023: Range of Number Number Wtd. Avg. Exercise Price Outstanding Exercisable Wtd. Avg, Life Exercise Price $1.10 250,000 175,000 9.0 years $1.10 There was no warrant activity during the year ended June 30, 2023 or for the three months ended September 30, 2023. |
CUSTOMER AND VENDOR CONCENTRATI
CUSTOMER AND VENDOR CONCENTRATIONS | 3 Months Ended |
Sep. 30, 2023 | |
CUSTOMER AND VENDOR CONCENTRATIONS | |
CUSTOMER AND VENDOR CONCENTRATIONS | NOTE 8 — CUSTOMER AND VENDOR CONCENTRATIONS Customers : Two customers accounted for 15% and 14% of the Company’s sales for the three months ended September 30, 2023. At September 30, 2023, the amount of outstanding receivables related to the two customers was approximately $612,000. One customer accounted for approximately 17% of the Company’s sales for the three months ended September 30, 2022. At September 30, 2022, the amount of outstanding receivables related to this customers was zero . Vendors: |
LEASE COMMITMENTS AND CONTINGEN
LEASE COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Sep. 30, 2023 | |
LEASE COMMITMENTS AND CONTINGENCIES | |
LEASE COMMITMENTS AND CONTINGENCIES | NOTE 9 — 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 $68,000 for the three months ended September 30, 2023 and 2022, respectively. NOTE 9 — LEASE COMMITMENTS AND CONTINGENCIES (continued) Future minimum lease payments at September 30, 2023 under these arrangements are as follows: (in thousands) Total Operating leases Payments 2024 $ 227 2025 154 Total undiscounted operating lease payments $ 381 Less imputed interest (at 8% ) (17) Present value of operating lease payments $ 364 The following table sets forth the ROU assets and operating lease liabilities as of September 30, 2023: Assets (in thousands) ROU assets-net $ 349 Liabilities Current operating lease liabilities $ 288 Long-term operating lease liabilities 76 Total ROU liabilities $ 364 The Company’s weighted average remaining lease term for its operating leases is 1.50 years. Legal Matters: |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Sep. 30, 2023 | |
SUBSEQUENT EVENTS | |
SUBSEQUENT EVENTS | NOTE 10 — SUBSEQUENT EVENTS On October 2, 2023, the Company entered into a 10b5-1 stock trading plan to facilitate the Company’s previously re-authorized one-year, $1 million share repurchase program announced on March 23, 2023. All repurchases will be implemented in accordance with the applicable requirements of Rule 10b-18 under the U.S. Securities Exchange Act of 1934. Through June 30, 2023, the Company had repurchased approximately 273,000 shares for $303,000, leaving $697,000 available for future repurchases. On November 1, 2023, the Company increased CEO Phil Rafnson’s compensation from $150,000 to $200,000 annually. Management has evaluated events from September 30, 2023 through November 14 2023, the date these financial statements were available to be issued and determined that there have been no other events that occurred that would require adjustment to our disclosures in the condensed consolidated financial statements. |
BUSINESS ACTIVITY AND SUMMARY_2
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Sep. 30, 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 2022 the theatres reopened as soon as local restrictions and the status of the COVID-19 pandemic would allow. As of September 30, 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: The carrying amounts of accounts receivable, accounts payable, and notes payable approximate fair value due to their short maturities. Assets and Liabilities Not Measured ) in Note Receivables. There were |
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. 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 customer refunds 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 Contract Liabilities ($ in Thousands) September 30, 2023 June 30, 2023 Customer deposits $ 2,153 $ 3,169 Unearned warranty revenue 12 26 Customer refunds 383 139 Total contract liabilities $ 2,548 $ 3,334 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 months ended Disaggregation of Revenue (in 000’s): September 30, 2023 September 30, 2022 Equipment upon delivery (point in time) $ 6,557 $ 5,714 Installation (point in time) 60 126 Software and services (over time) 18 12 Total revenues $ 6,635 $ 5,852 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: |
Advertising Costs | Advertising Costs Advertising costs were approximately for the three months ended September 30, 2023 and 2022, respectively. Advertising costs are expensed as incurred within selling and marketing expenses. |
Goodwill and Intangible Assets | Goodwill and Intangible Assets: Goodwill as of September 30, 2023 and June 30, 2023. Goodwill represents the excess of the purchase price over the fair value of the net identifiable assets acquired in the 2019 Caddy Acquisition. Goodwill is reviewed for impairment at least annually, in June, or more frequently if a triggering event occurs between impairment testing dates. The Company operates as a single operating segment and as a single reporting unit for the purpose of evaluating goodwill impairment. On July 1, 2022, the Company adopted ASU 2017-04, “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 |
Business Combinations | Business Combinations: |
Income Taxes | Income Taxes: The following table summarizes the components of deferred tax assets and deferred tax liabilities at June 30, 2023 and September 30, 2023 (in thousands): Deferred Tax Assets (Liabilities) September 30, 2023 June 30, 2023 Inventory reserve $ 181 $ 163 Accumulated depreciation (6) (5) Accumulated goodwill amortization 67 (13) Accumulated intangible amortization 129 130 Unrealized loss on investments — 68 Deferred rent 4 4 Warranty reserve 3 7 Stock compensation 68 68 Net operating loss carryforward 974 1,097 Allowance for doubtful accounts 36 36 Net 1,456 1,555 Valuation allowance (1,456) (1,555) 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): September 30, June 30, 2023 2023 Product warranty liability beginning of period $ 53 $ 55 Accruals for warranties issued 61 162 Change in estimates - - Settlements made (53) (164) Product warranty liability end of the period $ 61 $ 53 |
Research and Development | Research and Development: |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements: The Company adopted the new pronouncement on July 1, 2023. The allowance for credit losses has been adjusted for management’s current estimate at each reporting date. The new guidance provides no threshold for recognition of impairment allowance. Therefore, entities must also measure expected credit losses on assets that have a low risk of loss. For instance, trade receivables that are either current or not yet due may not require an allowance reserve under currently generally accepted accounting principles, but under the new standard, Management has estimated an allowance for expected credit losses on trade receivables. ASU 2016-13 is effective for annual periods, including interim periods within those annual periods. Management has assessed that the adoption of ASU 2016-13 has had no impact on its September 30, 2023 10-Q consolidated financial statements. Due the Management’s continuing ability to obtain of the customer’s contract value. The combined effect of up-front customer deposits, prompt collection of trade receivables and application of historical aging criteria has resulted in minimal bad debts and allowances for doubtful accounts. |
BUSINESS ACTIVITY AND SUMMARY_3
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Schedule of revenue recognized included in contract liability | Contract Liabilities ($ in Thousands) September 30, 2023 June 30, 2023 Customer deposits $ 2,153 $ 3,169 Unearned warranty revenue 12 26 Customer refunds 383 139 Total contract liabilities $ 2,548 $ 3,334 |
Summary of disaggregation of revenue | For the three months ended Disaggregation of Revenue (in 000’s): September 30, 2023 September 30, 2022 Equipment upon delivery (point in time) $ 6,557 $ 5,714 Installation (point in time) 60 126 Software and services (over time) 18 12 Total revenues $ 6,635 $ 5,852 |
Summary of deferred tax assets and liabilities | Deferred Tax Assets (Liabilities) September 30, 2023 June 30, 2023 Inventory reserve $ 181 $ 163 Accumulated depreciation (6) (5) Accumulated goodwill amortization 67 (13) Accumulated intangible amortization 129 130 Unrealized loss on investments — 68 Deferred rent 4 4 Warranty reserve 3 7 Stock compensation 68 68 Net operating loss carryforward 974 1,097 Allowance for doubtful accounts 36 36 Net 1,456 1,555 Valuation allowance (1,456) (1,555) Total $ — $ — |
Summary of warranty liabilities | September 30, June 30, 2023 2023 Product warranty liability beginning of period $ 53 $ 55 Accruals for warranties issued 61 162 Change in estimates - - Settlements made (53) (164) Product warranty liability end of the period $ 61 $ 53 |
LOSS PER SHARE (Tables)
LOSS PER SHARE (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
LOSS PER SHARE | |
Schedule of basic and diluted earnings (loss) per share | Dollars in Thousands For the Three Months Ended For the Three Months Ended September 30, September 30, 2023 2022 Numerator: Net profit/(loss) $ 439 $ (95) Denominator: Weighted average common shares outstanding, basic and diluted 10,685,778 10,928,724 Profit/(loss) per share Basic and diluted $ 0.04 $ (0.01) |
Schedule of antidilutive securities excluded | For the Three Months Ended For the Three Months Ended September 30, September 30, 2023 2022 Options 250,000 150,000 Warrants — — Total potentially dilutive shares 250,000 150,000 |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
PROPERTY AND EQUIPMENT | |
Schedule of property and equipment | Property and equipment consist of the following (in thousands): September 30, June 30, 2023 2023 Production equipment $ 308 $ 308 Leasehold improvements 213 213 Furniture and fixtures 45 45 Computer equipment 61 60 Other equipment 120 120 Total 747 746 Accumulated depreciation (721) (718) Net property and equipment $ 26 $ 28 |
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 |
INTANGIBLE ASSETS (Tables)
INTANGIBLE ASSETS (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
INTANGIBLE ASSETS | |
Summary of intangible assets | Amortization Gross Asset Accumulated Net Book Period Cost Amortization Value Customer relations 11 years $ 970 $ 621 $ 349 Patents 20 years 70 15 55 Trademark 20 years 78 16 62 $ 1,118 $ 652 $ 466 Amortization Gross Asset Accumulated Net Book Period Cost Amortization Value Customer relations 11 years $ 970 $ 609 $ 361 Patents 20 years 70 14 56 Trademark 20 years 78 15 63 $ 1,118 $ 638 $ 480 |
Summary of estimated amortization expense related to intangible assets | 2024 $ 44 2025 59 2026 59 2027 59 Thereafter 245 Total $ 466 |
ACCRUED EXPENSES (Tables)
ACCRUED EXPENSES (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
ACCRUED EXPENSES | |
Schedule of accrued expenses | Accrued expenses consist of the following (in thousands): September 30, 2023 2022 Employee compensation $ 238 $ 180 Accrued warranty 61 53 Customer refund 383 139 Legal fees 1 56 Freight 20 29 Sales tax 87 27 Others 53 134 Total $ 843 $ 618 |
STOCKHOLDERS' EQUITY (Tables)
STOCKHOLDERS' EQUITY (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
STOCKHOLDERS' EQUITY | |
Summary of weighted average assumptions were used for option grants | Director Officer Options Options Risk-free interest rate 3.92 % 3.86 % Expected volatility 82.0 % 82.0 % Dividend yield — % — % Expected option term in years 5 7 |
Summary 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 – June 30, 2023 272,620 $ 1.11 272,620 $ 697,000 Total 272,620 $ 1.11 272,620 $ 697,000 |
Summary of outstanding stock options | Range of Number Number Wtd. Avg. Exercise Price Outstanding Exercisable Wtd. Avg, Life Exercise Price $1.10 250,000 175,000 9.0 years $1.10 |
Stock option | |
STOCKHOLDERS' EQUITY | |
Summary of stock options | A summary of the status of the Company’s stock options as of September 30, 2023 and changes during the three months ended September 30, 2023 are presented below. Wtd. Avg. Exercise Options Price Balance, July 1, 2023 250,000 $ 1.10 Granted during the year — — Exercised during the year — — Cancelled during the year — — Balance, September 30, 2023 250,000 $ 1.10 A summary of the status of the Company’s stock options as of September 30, 2022 and changes during the three months ended September 30, 2022 are presented below. Wtd. Avg. Exercise Options Price Balance, July 1, 2022 — $ — Granted during the period 150,000 3.00 Exercised during the period — — Terminated/Expired during the period — — Balance, September 30, 2022 150,000 $ 3.00 |
LEASE COMMITMENTS AND CONTING_2
LEASE COMMITMENTS AND CONTINGENCIES (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
LEASE COMMITMENTS AND CONTINGENCIES | |
Summary of future minimum lease payments | (in thousands) Total Operating leases Payments 2024 $ 227 2025 154 Total undiscounted operating lease payments $ 381 Less imputed interest (at 8% ) (17) Present value of operating lease payments $ 364 |
Schedule of ROU assets and operating lease liabilities | The following table sets forth the ROU assets and operating lease liabilities as of September 30, 2023: Assets (in thousands) ROU assets-net $ 349 Liabilities Current operating lease liabilities $ 288 Long-term operating lease liabilities 76 Total ROU liabilities $ 364 |
BUSINESS ACTIVITY AND SUMMARY_4
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||
Jul. 12, 2021 | Jul. 07, 2021 | Jul. 31, 2021 | Jun. 30, 2020 | Sep. 30, 2023 | Sep. 30, 2022 | Jun. 30, 2023 | |
Subsidiary or Equity Method Investee [Line Items] | |||||||
Common stock, outstanding | 10,685,778 | 10,685,778 | |||||
Inventory reserve | $ 647,000 | $ 584,000 | |||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 0 | 0 | |||||
Allowance for bad debts | $ 128,000 | $ 127,000 | |||||
Goodwill | 0 | 0 | |||||
Impairment of long-term assets | 0 | 304,000 | |||||
Impairment on goodwill | 287,000 | ||||||
Intangibles, net | 466,000 | 480,000 | |||||
Impairment on intangible assets | 0 | $ 0 | 363,000 | ||||
Accounts Receivable, after Allowance for Credit Loss, Current | 2,042,000 | $ 905,000 | |||||
Selling and marketing expenses | |||||||
Subsidiary or Equity Method Investee [Line Items] | |||||||
Advertising Expense | $ 3,400 | $ 6,700 | |||||
Maximum [Member] | |||||||
Subsidiary or Equity Method Investee [Line Items] | |||||||
Amortization period | 20 years | ||||||
Minimum [Member] | |||||||
Subsidiary or Equity Method Investee [Line Items] | |||||||
Amortization period | 11 years | ||||||
IPO [Member] | |||||||
Subsidiary or Equity Method Investee [Line Items] | |||||||
Number of shares issued | 4,830,000 | ||||||
Share Price | $ 3 | ||||||
Net proceeds | $ 12,360,000 | ||||||
Underwriting discounts, commissions and other expenses | $ 2,130,000 | ||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 139,611 | ||||||
MIT LLC [Member] | MiT Inc [Member] | |||||||
Subsidiary or Equity Method Investee [Line Items] | |||||||
Percentage of outstanding member unit exchanged | 79% | 41.40% | |||||
Shares of common stock issued for acquiring members unit | 2,350,000 | ||||||
Common stock, outstanding | 4,452,334 | ||||||
Number of Shares Exchanged | 2,350,000 | ||||||
Number of shares issued | 2,000,000 |
BUSINESS ACTIVITY AND SUMMARY_5
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Contract liabilities (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Sep. 30, 2023 | Jun. 30, 2023 | Sep. 30, 2022 | |
Contract Liabilities | |||
Revenue recognized included in opening balance | $ 1,982 | ||
Customer deposits | 2,153 | $ 3,169 | $ 3,169 |
Unearned warranty revenue | 12 | $ 26 | 26 |
Customer refunds | 383 | 139 | |
Total | $ 2,548 | $ 3,334 |
BUSINESS ACTIVITY AND SUMMARY_6
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||
Total revenues | $ 6,635 | $ 5,852 |
Equipment upon delivery | Point in time | ||
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||
Total revenues | 6,557 | 5,714 |
Installation | Point in time | ||
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||
Total revenues | 60 | 126 |
Software and services | Over time | ||
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||
Total revenues | $ 18 | $ 12 |
BUSINESS ACTIVITY AND SUMMARY_7
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Deferred assets and liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Jun. 30, 2023 |
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||
Inventory reserve | $ 181 | $ 163 |
Accumulated depreciation | (6) | (5) |
Accumulated goodwill amortization | 67 | (13) |
Accumulated intangible amortization | 129 | 130 |
Unrealized loss on investments | 68 | |
Deferred rent | 4 | 4 |
Warranty reserve | 3 | 7 |
Stock compensation | 68 | 68 |
Net operating loss carryforward | 974 | 1,097 |
Allowance for doubtful accounts | 36 | 36 |
Net | 1,456 | 1,555 |
Valuation allowance | $ (1,456) | $ (1,555) |
BUSINESS ACTIVITY AND SUMMARY_8
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Leases (Details) - USD ($) | Sep. 30, 2023 | Jun. 30, 2023 | Jul. 01, 2022 |
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |||
Right-of-use asset | $ 349,000 | $ 415,000 | |
Lease liabilities | 364,000 | ||
Operating Lease, Liability, Current | $ 288,000 | $ 280,000 | |
ASU 842 | Adjustment | |||
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |||
Right-of-use asset | $ 665,000 | ||
Lease liabilities | $ 681,000 |
BUSINESS ACTIVITY AND SUMMARY_9
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Warranty liabilities (Details) - USD ($) | 3 Months Ended | 12 Months Ended |
Sep. 30, 2023 | Jun. 30, 2023 | |
Product Warranty Liability [Line Items] | ||
Period of right to return defective products | 3 years | |
Product warranty liability, beginning of period | $ 53,000 | $ 55,000 |
Accruals for warranties issued | 61,000 | 162,000 |
Settlements made | (53,000) | (164,000) |
Product warranty liability, end of the period | $ 61,000 | $ 53,000 |
Maximum [Member] | ||
Product Warranty Liability [Line Items] | ||
Warranty Period | 3 years | |
Minimum [Member] | ||
Product Warranty Liability [Line Items] | ||
Warranty Period | 1 year |
BUSINESS ACTIVITY AND SUMMAR_10
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Recently Issued Accounting Pronouncements (Details) - ASU 2016-13 | Sep. 30, 2023 |
Percentage of contract value received up-front | 90% |
Percentage of contract value not received up-front | 10% |
LOSS PER SHARE (Details)
LOSS PER SHARE (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Numerator: | ||
Net profit/(loss) | $ 439 | $ (95) |
Denominator: | ||
Weighted average common shares outstanding, basic | 10,685,778 | 10,928,724 |
Weighted average common shares outstanding, diluted | 10,685,778 | 10,928,724 |
Profit/(loss) per share, basic | $ 0.04 | $ (0.01) |
Profit/(loss) per share, diluted | $ 0.04 | $ (0.01) |
LOSS PER SHARE - Antidilutive s
LOSS PER SHARE - Antidilutive shares (Details) - shares | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
LOSS PER SHARE | ||
Total potentially dilutive shares | 250,000 | 150,000 |
Options | ||
LOSS PER SHARE | ||
Total potentially dilutive shares | 250,000 | 150,000 |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Jun. 30, 2023 |
PROPERTY AND EQUIPMENT | ||
Property, plant and equipment, gross | $ 747 | $ 746 |
Accumulated depreciation | (721) | (718) |
Net property and equipment | 26 | 28 |
Production equipment | ||
PROPERTY AND EQUIPMENT | ||
Property, plant and equipment, gross | 308 | 308 |
Leasehold improvements | ||
PROPERTY AND EQUIPMENT | ||
Property, plant and equipment, gross | 213 | 213 |
Furniture and fixtures | ||
PROPERTY AND EQUIPMENT | ||
Property, plant and equipment, gross | 45 | 45 |
Computer equipment | ||
PROPERTY AND EQUIPMENT | ||
Property, plant and equipment, gross | 61 | 60 |
Other equipment | ||
PROPERTY AND EQUIPMENT | ||
Property, plant and equipment, gross | $ 120 | $ 120 |
PROPERTY AND EQUIPMENT - Deprec
PROPERTY AND EQUIPMENT - Depreciation expense (Details) - USD ($) | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
PROPERTY AND EQUIPMENT | ||
Depreciation | $ 2,500 | $ 2,000 |
Cost of goods sold | ||
PROPERTY AND EQUIPMENT | ||
Depreciation | 2,100 | 0 |
General and administrative expense | ||
PROPERTY AND EQUIPMENT | ||
Depreciation | $ 400 | $ 2,000 |
PROPERTY AND EQUIPMENT - Useful
PROPERTY AND EQUIPMENT - Useful lives (Details) | 3 Months Ended |
Sep. 30, 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 |
INTANGIBLE ASSETS (Details)
INTANGIBLE ASSETS (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Sep. 30, 2023 | Jun. 30, 2023 | |
Intangible assets | ||
Gross Asset Cost | $ 1,118 | $ 1,118 |
Accumulated Amortization | 652 | 638 |
Total | $ 466 | $ 480 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization Period | 11 years | 11 years |
Intangible assets | ||
Gross Asset Cost | $ 970 | $ 970 |
Accumulated Amortization | 621 | 609 |
Total | $ 349 | $ 361 |
Patents | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization Period | 20 years | 20 years |
Intangible assets | ||
Gross Asset Cost | $ 70 | $ 70 |
Accumulated Amortization | 15 | 14 |
Total | $ 55 | $ 56 |
Trademark | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization Period | 20 years | 20 years |
Intangible assets | ||
Gross Asset Cost | $ 78 | $ 78 |
Accumulated Amortization | 16 | 15 |
Total | $ 62 | $ 63 |
INTANGIBLE ASSETS - Amortizatio
INTANGIBLE ASSETS - Amortization expense (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | Jun. 30, 2023 | |
Finite-Lived Intangible Assets [Line Items] | |||
Amortization expense | $ 14,000 | $ 24,000 | |
Impairment on intangible assets | 0 | 0 | $ 363,000 |
Impairment on goodwill | $ 287,000 | ||
General and administrative expense | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortization expense | $ 14,000 | $ 24,000 |
INTANGIBLE ASSETS - Estimated a
INTANGIBLE ASSETS - Estimated amortization expense related to intangible assets subject to amortization (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Jun. 30, 2023 |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | ||
2024 | $ 44 | |
2025 | 59 | |
2026 | 59 | |
2027 | 59 | |
Thereafter | 245 | |
Total | $ 466 | $ 480 |
ACCRUED EXPENSES (Details)
ACCRUED EXPENSES (Details) - USD ($) | Sep. 30, 2023 | Jun. 30, 2023 | Sep. 30, 2022 | Jun. 30, 2022 |
ACCRUED EXPENSES | ||||
Employee compensation | $ 238,000 | $ 180,000 | ||
Accrued warranty | 61,000 | $ 53,000 | 53,000 | $ 55,000 |
Customer refund | 383,000 | 139,000 | ||
Legal fees | 1,000 | 56,000 | ||
Freight | 20,000 | 29,000 | ||
Sales tax | 87,000 | 27,000 | ||
Others | 53,000 | 134,000 | ||
Total | $ 843,000 | $ 618,000 | $ 618,000 |
STOCKHOLDERS' EQUITY (Details)
STOCKHOLDERS' EQUITY (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||
May 26, 2023 | Jul. 12, 2022 | Jul. 07, 2021 | Jul. 31, 2021 | Sep. 30, 2023 | Jun. 30, 2023 | |
STOCKHOLDERS' EQUITY | ||||||
Maximum stock based awards available for issuance | 1,500,000 | |||||
Share based payment award option outstanding | 1,220,000 | |||||
Options granted | 150,000 | 150,000 | 0 | |||
Exercise price, granted | $ 1.10 | $ 3 | ||||
Vesting period | 1 year | |||||
Option expiration period | 10 years | |||||
Aggregate grant date fair value | $ 244,200 | |||||
Options cancelled | 150,000 | |||||
Weighted average exercise price, options cancelled | $ 3 | |||||
Grant-date fair value | $ 1.10 | |||||
Total unrecognized compensation | $ 0 | |||||
Compensation expense | 5,000 | $ 113,000 | ||||
Grant of options to officer | $ 5,000 | |||||
Warrants exercised for number of shares | 0 | 0 | ||||
Employees | ||||||
STOCKHOLDERS' EQUITY | ||||||
Number of shares issued | 130,000 | |||||
Grant of options to officer | $ 153,000 | |||||
John C. Stiska | ||||||
STOCKHOLDERS' EQUITY | ||||||
Options granted | 50,000 | |||||
Options cancelled | 50,000 | |||||
Katherine Crothall | ||||||
STOCKHOLDERS' EQUITY | ||||||
Options granted | 50,000 | |||||
Options cancelled | 50,000 | |||||
Scott Anderson | ||||||
STOCKHOLDERS' EQUITY | ||||||
Options granted | 50,000 | |||||
Options cancelled | 50,000 | |||||
William Greene | ||||||
STOCKHOLDERS' EQUITY | ||||||
Options granted | 100,000 | |||||
Exercise price, granted | $ 1.10 | |||||
William Greene | First vesting period | ||||||
STOCKHOLDERS' EQUITY | ||||||
Vesting right percentage | 25% | |||||
William Greene | Second vesting period | ||||||
STOCKHOLDERS' EQUITY | ||||||
Vesting right percentage | 25% | |||||
William Greene | Third vesting period | ||||||
STOCKHOLDERS' EQUITY | ||||||
Vesting right percentage | 25% | |||||
William Greene | Fourth vesting period | ||||||
STOCKHOLDERS' EQUITY | ||||||
Vesting right percentage | 25% | |||||
MiT LLC | MiT Inc | ||||||
STOCKHOLDERS' EQUITY | ||||||
Shares of common stock issued for acquiring members unit | 2,350,000 | |||||
Percentage of outstanding member unit exchanged | 79% | 41.40% |
STOCKHOLDERS' EQUITY - Weighted
STOCKHOLDERS' EQUITY - Weighted average assumptions (Details) | 3 Months Ended |
Jun. 30, 2023 | |
Director Options | |
STOCKHOLDERS' EQUITY | |
Risk-free interest rate | 3.92% |
Expected volatility | 82% |
Expected option term in years | 5 years |
Officer Options | |
STOCKHOLDERS' EQUITY | |
Risk-free interest rate | 3.86% |
Expected volatility | 82% |
Expected option term in years | 7 years |
STOCKHOLDERS' EQUITY - Share re
STOCKHOLDERS' EQUITY - Share repurchase program (Details) - USD ($) | 3 Months Ended | |||
Sep. 30, 2023 | Jun. 30, 2023 | Jun. 30, 2023 | Mar. 23, 2023 | |
Share repurchase program | ||||
Amount authorized under stock repurchase program | $ 1,000,000 | |||
Shares repurchased as percentage of outstanding shares | 2.55% | |||
Shares of common stock outstanding | 10,685,778 | 10,685,778 | 10,685,778 | |
Number of shares repurchased | 0 | 272,620 | 272,620 | |
Average Price Paid per Share | $ 1.11 | $ 1.11 | ||
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs | 272,620 | 272,620 | ||
Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs | $ 697,000 | $ 697,000 | ||
March 23, 2023 - June 30, 2023 | ||||
Share repurchase program | ||||
Number of shares repurchased | 272,620 | |||
Average Price Paid per Share | $ 1.11 | |||
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs | 272,620 | 272,620 | ||
Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs | $ 697,000 | $ 697,000 |
STOCKHOLDERS' EQUITY - Stock op
STOCKHOLDERS' EQUITY - Stock options and stock warrants (Details) - $ / shares | 1 Months Ended | 3 Months Ended | ||
May 26, 2023 | Jul. 31, 2021 | Sep. 30, 2023 | Sep. 30, 2022 | |
STOCKHOLDERS' EQUITY | ||||
Granted during the year | 150,000 | 150,000 | 0 | |
Cancelled during the year | (150,000) | |||
Weighted Average Exercise Price, Granted during the year | $ 1.10 | $ 3 | ||
Weighted Average Exercise Price, Cancelled during the year | $ (3) | |||
Stock option | ||||
STOCKHOLDERS' EQUITY | ||||
Beginning balance | 250,000 | |||
Granted during the year | 150,000 | |||
Ending balance | 250,000 | 150,000 | ||
Weighted Average Exercise Price, Beginning balance | $ 1.10 | |||
Weighted Average Exercise Price, Granted during the year | $ 3 | |||
Weighted Average Exercise Price, Ending balance | $ 1.10 | $ 3 |
STOCKHOLDERS' EQUITY - Outstand
STOCKHOLDERS' EQUITY - Outstanding and exercisable stock (Details) | 3 Months Ended |
Sep. 30, 2023 $ / shares shares | |
STOCKHOLDERS' EQUITY | |
Number Outstanding | shares | 250,000 |
Number Exercisable | shares | 175,000 |
Wtd. Avg, Life | 9 years |
Wtd. Avg. Exercise Price | $ / shares | $ 1.10 |
Exercise Price $1.10 | |
STOCKHOLDERS' EQUITY | |
Wtd. Avg. Exercise Price | $ / shares | $ 1.10 |
CUSTOMER AND VENDOR CONCENTRA_2
CUSTOMER AND VENDOR CONCENTRATIONS - Customer Concentrations (Details) - USD ($) | 3 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Jun. 30, 2023 | |
Concentration Risk [Line Items] | |||
Accounts receivable, net | $ 2,042,000 | $ 905,000 | |
Revenue | Customer concentration | Customer One [Member] | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 15% | 17% | |
Revenue | Customer concentration | Customer Two [Member] | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 14% | ||
Accounts receivable | Customer concentration | |||
Concentration Risk [Line Items] | |||
Accounts receivable, net | $ 612,000 | ||
Accounts receivable | Customer concentration | Customer One [Member] | |||
Concentration Risk [Line Items] | |||
Accounts receivable, net | $ 0 |
CUSTOMER AND VENDOR CONCENTRA_3
CUSTOMER AND VENDOR CONCENTRATIONS - Vendor Concentrations (Details) - Purchases - Supplier concentration | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Vendor One [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 23% | 32% |
Vendor Two [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 20% | 14% |
LEASE COMMITMENTS AND CONTING_3
LEASE COMMITMENTS AND CONTINGENCIES (Details) - USD ($) | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
LEASE COMMITMENTS AND CONTINGENCIES | ||
Operating lease expense | $ 73,000 | $ 68,000 |
Weighted average remaining lease term for operating leases (in years) | 1 year 6 months |
LEASE COMMITMENTS AND CONTING_4
LEASE COMMITMENTS AND CONTINGENCIES - Future minimum lease payments (Details) $ in Thousands | Sep. 30, 2023 USD ($) |
Operating leases | |
2024 | $ 227 |
2025 | 154 |
Total undiscounted operating lease payments | 381 |
Less imputed interest (at 8%) | (17) |
Present value of operating lease payments | $ 364 |
Imputed interest rate percentage | 8% |
LEASE COMMITMENTS AND CONTING_5
LEASE COMMITMENTS AND CONTINGENCIES - ROU assets and operating lease liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Jun. 30, 2023 |
Assets | ||
ROU assets-net | $ 349 | $ 415 |
Liabilities | ||
Current operating lease liabilities | 288 | 280 |
Long-term operating lease liabilities | 76 | $ 151 |
Total ROU liabilities | $ 364 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |||||
Nov. 01, 2023 | Oct. 02, 2023 | Sep. 30, 2023 | Jun. 30, 2023 | Jun. 30, 2023 | Jun. 30, 2023 | Mar. 23, 2023 | |
SUBSEQUENT EVENTS | |||||||
Amount authorized under stock repurchase program | $ 1,000,000 | ||||||
Number of shares repurchased | 0 | 272,620 | 272,620 | ||||
Remaining amount authorized under stock repurchase program | $ 697,000 | $ 697,000 | $ 697,000 | ||||
Phil Rafnson | |||||||
SUBSEQUENT EVENTS | |||||||
Officer compensation | $ 150,000 | ||||||
10b5-1 Stock Trading Plan | |||||||
SUBSEQUENT EVENTS | |||||||
Number of shares repurchased | 273,000 | ||||||
Value of shares repurchased | $ 303,000 | ||||||
Remaining amount authorized under stock repurchase program | $ 697,000 | $ 697,000 | $ 697,000 | ||||
Subsequent event | Phil Rafnson | |||||||
SUBSEQUENT EVENTS | |||||||
Officer compensation | $ 200,000 | ||||||
Subsequent event | 10b5-1 Stock Trading Plan | |||||||
SUBSEQUENT EVENTS | |||||||
Stock repurchase program period in force | 1 year | ||||||
Amount authorized under stock repurchase program | $ 1,000,000 |