Document And Entity Information
Document And Entity Information - USD ($) | 12 Months Ended | ||
Sep. 30, 2018 | Dec. 08, 2018 | Mar. 31, 2018 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Sep. 30, 2018 | ||
Document Fiscal Year Focus | 2,018 | ||
Document Fiscal Period Focus | FY | ||
Entity Registrant Name | DYNASIL CORP OF AMERICA | ||
Entity Central Index Key | 30,831 | ||
Current Fiscal Year End Date | --09-30 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Public Float | $ 12,925,424 | ||
Trading Symbol | DYSL | ||
Entity Common Stock, Shares Outstanding | 17,381,643 | ||
Entity Shell Company | false | ||
Entity Emerging Growth Company | false | ||
Entity Small Business | true |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) | Sep. 30, 2018 | Sep. 30, 2017 |
Current Assets | ||
Cash and cash equivalents | $ 2,327,000 | $ 2,415,000 |
Accounts receivable, net of allowances of $262,000 and $200,000 at September 30, 2018 and 2017, respectively | 4,069,000 | 3,407,000 |
Costs in excess of billings and unbilled receivables | 1,215,000 | 1,317,000 |
Inventories, net of reserves | 4,106,000 | 4,326,000 |
Prepaid expenses and other current assets | 664,000 | 973,000 |
Total current assets | 12,381,000 | 12,438,000 |
Property, Plant and Equipment, net | 8,098,000 | 7,032,000 |
Other Assets | ||
Intangibles, net | 755,000 | 987,000 |
Deferred tax asset, net | 4,333,000 | 2,642,000 |
Goodwill | 5,900,000 | 5,940,000 |
Security and other deposits | 65,000 | 58,000 |
Total other assets | 11,053,000 | 9,627,000 |
Total Assets | 31,532,000 | 29,097,000 |
Current Liabilities | ||
Current portion of long-term debt | 1,246,000 | 2,007,000 |
Capital lease obligations, current portion | 40,000 | 91,000 |
Accounts payable | 2,355,000 | 2,380,000 |
Deferred revenue | 253,000 | 129,000 |
Accrued expenses and other liabilities | 2,803,000 | 2,667,000 |
Total current liabilities | 6,697,000 | 7,274,000 |
Long-term Liabilities | ||
Long-term debt, net of current portion | 2,075,000 | 1,045,000 |
Capital lease obligations, net of current portion | 52,000 | 81,000 |
Deferred tax liability, net | 205,000 | 234,000 |
Other long-term liabilities | 175,000 | 38,000 |
Total long-term liabilities | 2,507,000 | 1,398,000 |
Stockholders' Equity | ||
Common Stock, $0.0005 par value, 40,000,000 shares authorized, 18,152,074 and 17,893,763 shares issued, 17,341,914 and 17,083,603 shares outstanding at September 30, 2018 and 2017, respectively | 9,000 | 9,000 |
Additional paid in capital | 21,865,000 | 21,406,000 |
Accumulated other comprehensive income (loss) | (700,000) | (539,000) |
Retained earnings (accumulated deficit) | 841,000 | (919,000) |
Less 810,160 shares of treasury stock - at cost | (986,000) | (986,000) |
Total Dynasil stockholders' equity | 21,029,000 | 18,971,000 |
Noncontrolling interest | 1,299,000 | 1,454,000 |
Total stockholders' equity | 22,328,000 | 20,425,000 |
Total Liabilities and Stockholders' Equity | $ 31,532,000 | $ 29,097,000 |
CONSOLIDATED BALANCE SHEETS _Pa
CONSOLIDATED BALANCE SHEETS [Parenthetical] - USD ($) | Sep. 30, 2018 | Sep. 30, 2017 |
Allowance for doubtful accounts (in dollars) | $ 262,000 | $ 200,000 |
Common stock, par value (in dollars per share) | $ 0.0005 | $ 0.0005 |
Common stock, shares authorized | 40,000,000 | 40,000,000 |
Common stock, shares issued | 18,152,074 | 17,893,763 |
Common stock, shares outstanding | 17,341,914 | 17,083,603 |
Treasury stock, shares | 810,160 | 810,160 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) - USD ($) | 12 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Net revenue | $ 40,681,000 | $ 37,284,000 |
Cost of revenue | 25,445,000 | 23,386,000 |
Gross profit | 15,236,000 | 13,898,000 |
Operating expenses: | ||
Sales and marketing | 1,336,000 | 1,152,000 |
Research and development | 823,000 | 903,000 |
General and administrative | 12,733,000 | 12,365,000 |
(Gain) loss on sale of assets | 0 | 60,000 |
Impairment of long-lived assets | 182,000 | 0 |
Total operating expenses | 15,074,000 | 14,480,000 |
Income (loss) from operations | 162,000 | (582,000) |
Interest expense, net | 180,000 | 212,000 |
Income (loss) before taxes | (18,000) | (794,000) |
Income tax (benefit) | (1,608,000) | (2,741,000) |
Net income (loss) | 1,590,000 | 1,947,000 |
Less: Net income (loss) attributable to noncontrolling interest | (170,000) | (246,000) |
Net income (loss) attributable to common stockholders | 1,760,000 | 2,193,000 |
Net income (loss) | 1,590,000 | 1,947,000 |
Other comprehensive income (loss): | ||
Foreign currency translation | (161,000) | 160,000 |
Total comprehensive income (loss) | 1,429,000 | 2,107,000 |
Less: comprehensive income (loss) attributable to noncontrolling interest | (170,000) | (246,000) |
Total comprehensive income (loss) attributable to common stockholders | $ 1,599,000 | $ 2,353,000 |
Basic net income (loss) per common share | $ 0.10 | $ 0.13 |
Diluted net income (loss) per common share | $ 0.10 | $ 0.13 |
Weighted average shares outstanding | ||
Basic | 17,161,825 | 16,909,412 |
Diluted | 17,171,523 | 16,911,504 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY - USD ($) | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Other Comprehensive Income (Loss) [Member] | Retained Earnings (Accumulated Deficit) [Member] | Treasury Stock [Member] | Noncontrolling Interest [Member] |
Balance at Sep. 30, 2016 | $ 14,667,000 | $ 9,000 | $ 20,128,000 | $ (699,000) | $ (3,479,000) | $ (986,000) | $ (306,000) |
Balance (in shares) at Sep. 30, 2016 | 17,677,284 | 810,160 | |||||
Issuance of shares of common stock under employee stock purchase plan | 17,000 | $ 0 | 17,000 | 0 | 0 | $ 0 | 0 |
Issuance of shares of common stock under employee stock purchase plan (in shares) | 16,058 | 0 | |||||
Stock-based compensation costs | 456,000 | $ 0 | 424,000 | 0 | 0 | $ 0 | 32,000 |
Stock-based compensation costs (in shares) | 200,421 | 0 | |||||
Stock options issued to settle liabilities | 75,000 | $ 0 | 75,000 | 0 | 0 | $ 0 | 0 |
Recapitalization of Xcede | 3,103,000 | 0 | 762,000 | 0 | 367,000 | 0 | 1,974,000 |
Foreign currency translation adjustment | 160,000 | 0 | 0 | 160,000 | 0 | 0 | 0 |
Net income (loss) | 1,947,000 | 0 | 0 | 0 | 2,193,000 | 0 | (246,000) |
Balance at Sep. 30, 2017 | 20,425,000 | $ 9,000 | 21,406,000 | (539,000) | (919,000) | $ (986,000) | 1,454,000 |
Balance (in shares) at Sep. 30, 2017 | 17,893,763 | 810,160 | |||||
Issuance of shares of common stock under employee stock purchase plan | 17,000 | $ 0 | 17,000 | 0 | 0 | $ 0 | 0 |
Issuance of shares of common stock under employee stock purchase plan (in shares) | 15,896 | 0 | |||||
Stock-based compensation costs | 457,000 | $ 0 | 442,000 | 0 | 0 | $ 0 | 15,000 |
Stock-based compensation costs (in shares) | 242,415 | 0 | |||||
Foreign currency translation adjustment | (161,000) | $ 0 | 0 | (161,000) | 0 | $ 0 | 0 |
Net income (loss) | 1,590,000 | 0 | 0 | 0 | 1,760,000 | 0 | (170,000) |
Balance at Sep. 30, 2018 | $ 22,328,000 | $ 9,000 | $ 21,865,000 | $ (700,000) | $ 841,000 | $ (986,000) | $ 1,299,000 |
Balance (in shares) at Sep. 30, 2018 | 18,152,074 | 810,160 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 12 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Cash flows from operating activities: | ||
Net income (loss) | $ 1,590,000 | $ 1,947,000 |
Adjustments to reconcile net income (loss) to net cash: | ||
Stock compensation expense | 457,000 | 456,000 |
Foreign exchange loss (gain) | 17,000 | (19,000) |
Depreciation and amortization | 1,257,000 | 1,238,000 |
Provision for doubtful accounts and sales returns | 63,000 | 29,000 |
Deferred income taxes | (1,715,000) | (2,677,000) |
Disposal loss (gain) | 0 | 60,000 |
Non-cash R&D services | 166,000 | 306,000 |
Impairment of long-lived assets | 182,000 | 0 |
Other | (11,000) | 113,000 |
Other changes in assets and liabilities: | ||
Accounts receivable, net | (788,000) | 91,000 |
Inventories | 216,000 | (610,000) |
Costs in excess of billings and unbilled receivables | 96,000 | (109,000) |
Prepaid expenses and other assets | 202,000 | 243,000 |
Accounts payable | (10,000) | 748,000 |
Accrued expenses and other liabilities | 295,000 | (218,000) |
Deferred revenue | 112,000 | (110,000) |
Net cash from operating activities | 2,129,000 | 1,488,000 |
Cash flows from investing activities: | ||
Proceeds from sale of property, plant and equipment | 0 | 3,000 |
Purchases of property, plant and equipment | (2,244,000) | (913,000) |
Purchases of intangibles | (73,000) | (69,000) |
Net cash from investing activities | (2,317,000) | (979,000) |
Cash flows from financing activities: | ||
Proceeds from issuance of common stock | 17,000 | 17,000 |
Principal payments on capital leases | (93,000) | (106,000) |
Proceeds from (payments of) equipment line of credit, net | 742,000 | 0 |
Proceeds from (payments of) long-term debt | (533,000) | (621,000) |
Net cash from financing activities | 133,000 | (710,000) |
Effect of exchange rates on cash and cash equivalents | (33,000) | 9,000 |
Net change in cash and cash equivalents | (88,000) | (192,000) |
Cash and cash equivalents, beginning | 2,415,000 | 2,607,000 |
Cash and cash equivalents, ending | $ 2,327,000 | $ 2,415,000 |
Nature of Operations
Nature of Operations | 12 Months Ended |
Sep. 30, 2018 | |
Disclosure Text Block [Abstract] | |
Nature of Operations [Text Block] | Note 1 – Nature of Operations Nature of Operations Dynasil Corporation of America (“Dynasil” or the “Company”) is primarily engaged in the development, marketing and manufacturing of detection, sensing and analysis technology and optical components as well as contract research. The Company’s products and services are used in a broad range of application markets including the homeland security, industrial and medical markets sectors. The products and services are sold throughout the United States (“U.S.”) and internationally. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies [Text Block] | Note 2 – Summary of Significant Accounting Policies Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the amounts of assets and liabilities and the disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Principles of Consolidation The accompanying consolidated financial statements include the accounts of Dynasil Corporation of America and its wholly-owned subsidiaries: Optometrics Corporation (“Optometrics”), Evaporated Metal Films Corporation (“EMF”), Radiation Monitoring Devices, Inc. (“RMD”), Hilger Crystals, Ltd (“Hilger”) and Dynasil Biomedical Corp (“Dynasil Biomedical”). Xcede Technologies, Inc. (“Xcede”) is a joint venture between Dynasil Biomedical and Mayo Clinic to spin out and separately fund the development of a tissue sealant technology. As of September 30, 2018, Dynasil Biomedical owned 63% of Xcede’s stock and, as a result, Xcede is included in the Company’s consolidated balance sheets, results of operations and cash flows. The 63% ownership includes preferred stock with a liquidation preference, and as a result, for reporting purposes only, common stock ownership is used in the allocation of noncontrolling interest. Dynasil’s common stock ownership is 83% and the remaining 17% of Xcede’s common stock is owned by others and accounted for under the rules applicable to non-controlling interest. All significant intercompany transactions and balances have been eliminated. Revenue Recognition Revenues from the sale of the Company’s products and services are recognized when persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the price is fixed or determinable, and collectability is reasonably assured. The Company generally ships products F.O.B. shipping point. Revenue from research and development activities is derived generally from the following types of contracts: reimbursement of costs plus fees, fixed price or time and material type contracts. Revenue is recognized when the products are shipped per customers’ instructions, the contract has been executed, the contract or sales price is fixed or determinable, delivery of services or products has occurred and the Company’s ability to collect the contract price is considered reasonably assured. Government funded services revenues from cost plus contracts are recognized as costs are incurred on the basis of direct costs plus allowable indirect costs and an allocable portion of the contracts’ fixed fees. Revenue from fixed-type contracts is recognized under the percentage of completion method with estimated costs and profits included in contract revenue as work is performed. Revenues from time and materials contracts are recognized as costs are incurred at amounts generally commensurate with billing amounts. Recognition of losses on projects is taken as soon as the loss is reasonably determinable. The majority of the Company’s research revenue is derived from the United States government and government related contracts. Such contracts have certain risks which include dependence on future appropriations and administrative allotment of funds and changes in government policies. Costs incurred under United States government contracts are subject to audit. The Company believes that the results of such audits will not have a material adverse effect on its financial position or its results of operations. In May 2014, the FASB issued ASU 2014-09 which outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. Using these guidelines, a comprehensive framework was established for determining how much revenue to recognize and when it should be recognized. The standard is based on the principle that an entity should recognize revenue to depict the transfer of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services using a five-step process. ASU 2014-09 also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from costs incurred to fulfill a contract. Entities have the option of using either a full retrospective or a modified retrospective approach for the adoption of the new standard. In 2016 and 2017, the FASB issued several ASU’s related to ASU 2014-09, which simplify and provide additional guidance to companies for implementation of the standard. As of September 30, 2018, the Company has completed its assessment of the effects of ASU 2014-09 and its amendments on its consolidated financial statements, and has implemented changes to its business processes, systems and controls to support revenue recognition and the related disclosures under this ASU. The Company’s assessment included a detailed review of representative contracts from each of the Company’s revenue streams and a comparison of its historical accounting policies and practices to the new standard. The Company adopted the new standards on October 1, 2018, and did so retrospectively with the cumulative effect of initially applying the guidance recognized at the date of initial application (the modified retrospective transition method) ) to all existing contracts that have remaining obligations as of October 1, 2018. Accordingly, the Company has elected to retroactively adjust only those contracts that do not meet the definition of a complete contract at the date of the initial application. The Company believes that this guidance will lead to very few changes in revenue recognition for the standard contracts in both the Optics and the Innovation and Development segments. This new guidance may lead to recognition of certain revenue transactions sooner than in the past on contracts that require the Company to maintain stated inventory levels, as the Company has an enforceable right to payment for the required inventory, and on contracts such as engineering services and design and tooling transactions, as the Company has an enforceable right to payment for these performance obligations satisfied over time. The Company will continue to evaluate all new contract arrangements, but the new accounting standard is not expected to have a material impact on its consolidated financial statements. The cumulative adjustment to opening retained earnings will be insignificant at October 1, 2018. Additionally, the adoption of this new standard is not expected to have any tax impact on the consolidated financial statements. Allowance for Doubtful Accounts Receivable The Company performs ongoing credit evaluations of its customers and adjusts credit limits based upon payment history and the customer's current credit worthiness, as determined by a review of their current credit information. The Company continuously monitors collections and payments from its customers and maintains a provision for estimated credit losses based upon historical experience and any specific customer collection issues that have been identified. While such credit losses have historically been minimal, within expectations and the provisions established, the Company cannot guarantee that it will continue to experience the same credit loss rates as in the past. A significant change in the liquidity or financial position of any significant customers could have a material adverse effect on the collectability of accounts receivable and future operating results. When all collection efforts have failed and it is deemed probable that a customer account is uncollectible, that balance is written off against the existing allowance. Shipping and Handling Costs Shipping and handling costs are included in the cost of sales. The amounts billed for shipping and included in net revenue were approximately $40,000 and $45,000 for the years ended September 30, 2018 and 2017, respectively. Research and Development The Company expenses research and development costs as incurred. Research and development costs include salaries, employee benefit costs, direct project costs, supplies and other related costs. Substantially all the Innovation and Development segment’s cost of revenue relates to research contracts performed by RMD which are in turn billed to the contracting party. Amounts of research and development included within cost of revenue for the years ended September 30, 2018 and 2017 were $9.9 million and $10.7 million, respectively. Research and development for the Company’s other businesses totaled $0.8 million and $0.9 million in fiscal years 2018 and 2017, respectively. Costs in Excess of Billings and Unbilled Receivables Costs in excess of billings and unbilled receivables relate to research and development contracts and consists of actual costs incurred plus fees in excess of billings at contractual rates. Patent Costs Costs incurred in filing, prosecuting and maintaining patents (principally legal fees) are expensed as incurred and recorded within general and administrative expenses on the consolidated statements of operations. Such costs aggregated approximately $0.4 and $0.3 million Inventories Inventories are stated at the lower of average cost or net realizable value. Cost is determined using the first-in, first-out (FIFO) method and includes material, labor and overhead. Inventories consist primarily of raw materials, work-in-process and finished goods. A significant decrease in demand for the Company's products could result in a short-term increase in the cost of inventory and an increase of excess inventory quantities on hand. In addition, as technologies change or new products are developed, product obsolescence could result in an increase in the amount of obsolete inventory quantities on hand. The Company records, as a charge to cost of revenue, any amounts required to reduce the carrying value to net realizable value. Property, Plant and Equipment Property, plant and equipment are recorded at cost or at fair market value for assets acquired in a business combination. Depreciation is provided using the straight-line method over the estimated useful lives of the respective assets. The estimated useful lives of assets for financial reporting purposes are as follows: building and improvements, 8 to 25 years 20 years 10 years 5 years Goodwill The Company annually assesses goodwill impairment at the end of the fourth quarter of the fiscal year by applying a fair value test. In the first step of testing for goodwill impairment, the Company estimates the fair value of each reporting unit. The reporting units with goodwill have been determined to be RMD, which is the Innovation and Development reportable segment, and Hilger, which is a component of the Optics reportable segment. The Company compares the fair value with the carrying value of the net assets assigned to each reporting unit. If the fair value is less than its carrying value, then the Company performs a second step and determines the fair value of the goodwill. In this second step, the fair value of goodwill is determined by deducting the fair value of a reporting unit’s identifiable assets and liabilities from the fair value of the reporting unit as a whole, as if that reporting unit had just been acquired and the purchase price were being initially allocated. If the fair value of the goodwill is less than its carrying value for a reporting unit, an impairment charge is recorded to earnings. To determine the fair value of each of the reporting units as a whole, the Company uses a discounted cash flow analysis, which requires significant assumptions and estimates about the future operations of each reporting unit. Significant judgments inherent in this analysis include the determination of appropriate discount rates, the amount and timing of expected future cash flows and growth rates. The cash flows employed in the discounted cash flow analyses are based on financial forecasts developed internally by management. The discount rate assumptions are based on an assessment of the Company’s risk adjusted discount rate applicable for each reporting unit. In assessing the reasonableness of the determined fair values of the reporting units, the Company evaluates its results against its current market capitalization. In addition, the Company evaluates a reporting unit for impairment if events or circumstances change between annual tests indicating a possible impairment. Examples of such events or circumstances include the following: • a significant adverse change in legal status or in the business climate, • an adverse action or assessment by a regulator, • a more likely than not expectation that a segment or a significant portion thereof will be sold, or • the testing for recoverability of a significant asset group within the segment. Intangible Assets The Company's intangible assets consist of acquired customer relationships, trade names, acquired backlog, know-how and provisionally patented technologies. The Company amortizes its intangible assets with definitive lives over their useful lives, which range from 5 to 20 years, based on the time period the Company expects to receive the economic benefit from these assets. The Company has a trade name related to its subsidiary located in the United Kingdom (“U.K.”) that has been determined to have an indefinite life and is therefore not subject to amortization and is reviewed at least annually for potential impairment. The fair value of the Company’s trade name is estimated and compared to its carrying value to determine if impairment exists. The Company estimates the fair value of this intangible asset based on an income approach using the relief-from-royalty method. This methodology assumes that, in lieu of ownership, a third party would be willing to pay a royalty in order to exploit the related benefits of this asset. This approach is dependent on a number of factors, including estimates of future sales, royalty rates in the category of intellectual property, discount rates and other variables. Significant differences between these estimates and actual results could materially affect the Company’s future financial results. Recovery of Long-Lived Assets The Company continually assesses whether events or changes in circumstances have occurred that may warrant revision of the estimated useful lives of its long-lived assets (other than goodwill and any indefinite lived assets) or whether the remaining balances of those assets should be evaluated for possible impairment. Long-lived assets include, for example, customer relationships, trade names, backlog, know-how and provisionally patented technologies. Events or changes in circumstances that may indicate that an asset may be impaired include the following: • a significant decrease in the market price of an asset or asset group, • a significant adverse change in the extent or manner in which an asset or asset group is being used or in its physical condition, • a significant adverse change in legal factors or in the business climate that could affect the value of an asset or asset group, including an adverse action or assessment by a regulator, • an accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of a long-lived asset, • a current period operating or cash flow loss combined with a history of operating or cash flow losses or a projection or forecast that demonstrates continuing losses associated with the use of a long-lived asset or asset group, • a current expectation that, more likely than not, a long-lived asset or asset group will be sold or otherwise disposed of significantly before the end of its previously estimated useful life, or • an impairment of goodwill at a reporting unit. If an impairment indicator occurs, the Company performs a test of recoverability by comparing the carrying value of the asset or asset group to its undiscounted expected future cash flows, including proceeds from the disposition of the asset. The Company groups its long-lived assets for this purpose at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets or asset groups. If the carrying values are in excess of undiscounted expected future cash flows, the Company measures any impairment by comparing the fair value of the asset or asset group to its carrying value. To determine fair value the Company uses discounted cash flow analyses and estimates about the future cash flows of the asset or asset group. This analysis includes a determination of an appropriate discount rate, the amount and timing of expected future cash flows and growth rates. The cash flows employed in the discounted cash flow analyses are typically based on financial forecasts developed internally by management. The discount rate used is commensurate with the risks involved. The Company may also rely on third party valuations and or information available regarding the market value for similar assets. If the fair value of an asset or asset group is determined to be less than the carrying amount of the asset or asset group, impairment in the amount of the difference is recorded in the period that the impairment occurs. Estimating future cash flows requires significant judgment and projections may vary from the cash flows eventually realized. Advertising The Company expenses all advertising costs as incurred. Advertising expense for the years ended September 30, 2018 and 2017 was approximately $145,000 and $135,000, respectively. Retirement Plans The Company has retirement savings plans available to substantially all full time employees which are intended to qualify as deferred compensation plans under Section 401(k) of the Internal Revenue Code and similar laws in the United Kingdom. Pursuant to these plans, employees contribute amounts as required or allowed by the plans or by law. The Company also makes matching contributions in accordance with the terms of the plans. Income Taxes The Company uses the asset and liability approach to account for deferred income taxes. Under this approach, deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes and net operating loss and tax credit carry-forwards. The amount of deferred taxes on these temporary differences is determined using the tax rates that are expected to apply to the period when the asset is realized or the liability is settled, as applicable, based on tax rates, and tax laws, in the respective tax jurisdiction then in effect. Dynasil Corporation of America and its wholly owned U.S. subsidiaries file a consolidated federal income tax return and various state returns. The Company’s U.K. subsidiary files tax returns in the U.K. Prior to November 18, 2016, the Company’s subsidiary, Xcede was included in the federal and state tax returns filed by Dynasil. On November 18, 2016, Dynasil’s ownership in Xcede was reduced to less than 80%. As a result, Xcede is no longer included in Dynasil’s federal consolidated tax return and files a separate federal return. Xcede continues to be included in the Dynasil consolidated state tax filings pursuant to the respective state tax requirements. The Company applies the authoritative provisions related to accounting for uncertainty in income taxes. As required by these provisions, the Company recognizes the financial statement benefit of a tax position only after determining that the relevant tax authority would more-likely-than-not sustain the position following an audit. For tax positions meeting the more-likely-than-not threshold, the amount recognized in the financial statements is the largest benefit that has a greater than 50 percent likelihood of being reached upon ultimate settlement with the relevant tax authority. Due to the Tax Cuts and Jobs Act (“2017 Tax Act”) that was signed into law on December 22, 2017, the Company estimated and accounted for the tax implications of the Tax Cuts Act and the resultant changes are reflected in the current financial statements. The Company re-measured certain U.S. deferred tax assets and liabilities based on the rates at which they are expected to reverse in the future, which is generally 21%, and recorded an income tax expense of $0.7 million related to such re-measurement in 2018. The one-time transition tax is based on the total unremitted earnings of the Company’s foreign subsidiary, Hilger, which has previously been deferred from U.S. income taxes. The Company recorded a provision for its one-time transition liability of its foreign subsidiary resulting in additional income tax expense of $0.2 million in 2018. At September 30, 2018, the Company has completed its accounting for the tax effects of the 2017 Tax Act. See Note 9 – Income Taxes. Earnings Per Common Share Basic earnings (loss) per common share is computed by dividing the net income or loss attributable to common shares by the weighted average number of common shares outstanding during each period. Diluted earnings per common share adjusts basic earnings per share for the effects of common stock options, common stock warrants, convertible preferred stock and other potential dilutive common shares outstanding during the periods. For purposes of computing diluted earnings per share for the years ended September 30, 2018 and 2017, no common stock options were included in the calculation of dilutive shares as all of the 160,537 and 196,769 common stock options outstanding, respectively, had exercise prices above the current quarterly average market price per share and their inclusion would be anti-dilutive. The computations of the weighted shares outstanding for the years ended September 30 are as follows: 2018 2017 Weighted average shares outstanding Basic 17,161,825 16,909,412 Effect of dilutive securities Stock Options - - Restricted Stock 9,698 2,092 Dilutive Average Shares Outstanding 17,171,523 16,911,504 Stock Based Compensation Stock-based compensation cost is measured using the fair value recognition provisions of the FASB authoritative guidance, which requires the measurement and recognition of compensation expense for all stock-based awards made to employees and directors, including employee stock options, based on estimated fair values. Stock-based compensation cost is measured at the grant date based on the value of the award and is recognized over the requisite service period of the award. Foreign Currency Translation The operations of Hilger, the Company’s foreign subsidiary, use their local currency as its functional currency. Assets and liabilities of the Company’s foreign operations, denominated in their local currency, Great Britain Pounds (GBP), are translated at the rate of exchange at the balance sheet date. Revenue and expense accounts are translated at the average exchange rates during the period. Adjustments resulting from translating foreign functional currency financial statements into U.S. dollars are included in the foreign currency translation adjustment, a component of accumulated other comprehensive income in stockholders’ equity. Gains and losses generated by transactions denominated in foreign currencies are recorded in the accompanying statement of operations in the period in which they occur. Comprehensive Income (Loss) Comprehensive income (loss) is defined as the change in equity of a business enterprise during a period from transactions and other events and circumstances from non-owner sources. Accumulated comprehensive income (loss) represents cumulative translation adjustments related to Hilger, the Company’s foreign subsidiary. The Company presents comprehensive income and losses in the consolidated statements of operations and comprehensive income (loss). Financial Instruments The carrying amount reported in the balance sheets for cash and cash equivalents, accounts receivable and accounts payable approximates fair value because of the immediate or short-term maturity of these financial instruments. The carrying amounts for fixed rate long-term debt and variable rate long-term debt approximate fair value because the underlying instruments are primarily at current market rates available to the Company for similar borrowings. Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of accounts receivable. In the normal course of business, the Company extends credit to certain customers. Management performs initial and ongoing credit evaluations of its customers and generally does not require collateral. Concentration of Credit Risk The Company maintains allowances for potential credit losses and has not experienced any significant losses related to the collection of its accounts receivable. As of September 30, 2018 and 2017, approximately $1,724,000 and $863,000 or 40% and 25% of the Company’s accounts receivable are due from foreign sales. The Company maintains cash and cash equivalents at various financial institutions in New Jersey, Massachusetts and New York. Accounts at each institution are insured by the Federal Deposit Insurance Corporation up to $250,000. Hilger also maintains cash and cash equivalents at a financial institution in the U.K. Accounts at this institution are insured by the Financial Services Compensation Scheme, the U.K.’s deposit guarantee scheme, up to £75,000. At September 30, 2018 and 2017, the Company's uninsured bank balances totaled approximately $2.0 million and $1.9 million, respectively. The Company has not experienced any significant losses on its cash and cash equivalents. Recent Accounting Pronouncements Improvements to Employee Share-Based Payment Accounting. In March 2016, the FASB issued ASU No. 2016-09, which intends to simplify several aspects of accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, a choice to recognize gross stock compensation expense with actual forfeitures recognized as they occur, as well as certain classifications on the statement of cash flows. The Company adopted this ASU in Fiscal 2018 and it did not have a material impact on the Company’s consolidated financial position, results of operations or cash flows. Consolidation (Topic 810): Interests Held through Related Parties That Are under Common Control. In October 2016, the FASB issued ASU 2016-17, Consolidation (Topic 810): Interests Held through Related Parties That Are under Common Control, which amends the consolidation guidance on how a reporting entity that is the single decision maker of a VIE should treat indirect interests in the entity held through related parties that are under common control with the reporting entity when determining whether it is the primary beneficiary of that VIE. The Company adopted this ASU in Fiscal 2018 and it did not have an impact on the Company’s consolidated financial position, results of operations or cash flows. Service Concession Arrangements (Topic 853): Determining the Customer of the Operation Services. In May 2017, the FASB issued ASU 2017-10 which provides guidance for operating entities when they enter into a service concession arrangement with a public-sector grantor. This update is effective for the Company in the fiscal year beginning October 1, 2018, at the time the Company adopted Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers (Topic 606). The Company implemented this ASU on October 1, 2018 and it is not expected to have a material impact on the Company’s consolidated financial position, results of operations or cash flows. Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory. In October 2016, the FASB issued ASU 2016-16 which eliminates the exception, other than for inventory transfers, under current U.S. GAAP under which the tax effects of intra-entity asset transfers (intercompany sales) are deferred until the transferred asset is sold to a third party or otherwise recovered through use. Upon adoption of ASU 2016-16, the Company will recognize the tax expense from the sale of that asset in the seller’s tax jurisdiction when the transfer occurs, even though the pre-tax effects of that transaction are eliminated in consolidation. Any deferred tax asset that arises in the buyer’s jurisdiction would also be recognized at the time of the transfer. Modified retrospective adoption is required with any cumulative-effect adjustment recorded to retained earnings as of the beginning of the period of adoption. The cumulative-effect adjustment, if any, would consist of the net impact from (1) the write-off of any unamortized tax expense previously deferred and (2) recognition of any previously unrecognized deferred tax assets, net of any necessary valuation allowances. The impact of the adoption of this standard on future periods will be dependent on future asset transfers, which generally occur in connection with acquisitions and other business structuring activities. The Company implemented this ASU on October 1, 2018 and it is not expected to have a material impact on the Company’s consolidated financial position, results of operations or cash flows. Business Combinations (Topic 805): Clarifying the Definition of a Business. In January 2017, the FASB issued ASU 2017-01 which clarifies the definition of a business for determining whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The guidance is effective for the Company in the fiscal year beginning October 1, 2018. The adoption of this standard and it is not expected to have a material impact on the Company’s consolidated financial position, results of operations, or cash flows. Compensation – Stock Compensation (Topic 718): Scope of Modification Accounting. In May 2017, the FASB issued ASU No. 2017-09 which was issued to clarify and reduce both (i) diversity in practice and (ii) cost and complexity when applying the guidance in Topic 718, “Compensation – Stock Compensation” to changes in the terms and conditions of a share-based payment award. This update is effective for the Company in the fiscal year beginning October 1, 2018. The adoption of this standard is not expected to have a material impact on the Company’s consolidated financial position, results of operations, or cash flows. Leases (Topic 842). In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842), which requires lessees to put most leases on their balance sheets by recognizing a lessee’s rights and obligations, while expenses will continue to be recognized in a similar manner to today’s legacy lease accounting guidance. This ASU could also significantly affect the financial ratios used for external reporting and other purposes, such as debt covenant compliance. This new guidance is effective for the Company beginning in fiscal 2020, with early adoption permitted. In July 20I8, the FASB issued ASU 20I8-11, Leases (Topic 842), Targeted Improvements which provides an additional transition method that allows entities to recognize a cumulative effect adjustment to the opening balance of retained earnings in the period of adoption. The Company is currently in the process of assessing the impact of this ASU on its consolidated financial statements with the intention to adopt this ASU in fiscal year 2020. Intangibles – Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment . In January 2017, the FASB issued ASU 2017-04 which simplifies the test for goodwill impairment by eliminating Step 2 from the Goodwill impairment test. This new guidance is effective for the Company beginning in fiscal year 2021. The adoption of this standard is not expected to have a material impact on the Company’s financial statements. Cash and Cash Equivalents The Company generally considers all highly liquid investments with original maturities of three months or less to be cash equivalents. Reclassifications Certain prior year balances have been reclassified to conform to the current year presentation. These reclassifications did not affect previously repor |
Xcede Technologies, Inc. Joint
Xcede Technologies, Inc. Joint Venture | 12 Months Ended |
Sep. 30, 2018 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Equity Method Investments and Joint Ventures Disclosure [Text Block] | Note 3 – Xcede Technologies, Inc. Joint Venture In October 2013, the Company, through its subsidiary Dynasil Biomedical (“DBM”), formed Xcede, a joint venture with Mayo Clinic, in order to spin out and separately fund the development of its hemostatic tissue sealant technology. Beginning at its inception and through November 2016, Xcede funded its pre-clinical research activities through the issuance of convertible notes bearing interest at 5% (“the Notes”) pursuant to a note purchase agreement dated October 2013 and most recently amended in November 2016 that provided for the issuance of up to $5.2 million in the aggregate principal amount of the Notes from external investors and certain directors and officers of the Company. The Notes were convertible into equity of Xcede. Beginning in November 2016, Dynasil invested $1.2 million of cash into Xcede over the following 18 months in exchange for Series B convertible preferred stock of Xcede (“Series B Preferred”). The value of the Series B Preferred, as it is wholly owned by DBM, was eliminated in consolidation. In conjunction with Dynasil’s committed investment, all $ 5.5 1.9 Series A Preferred participants include both outside investors (accounted for as noncontrolling interest) and DBM. The outside investors converted $3.1 million of Notes and accrued interest into 3,055,551 shares of Series A Preferred. DBM converted the remaining $2.4 million of Notes and accrued interest into 2,338,569 shares of Series A Preferred, the value of which is eliminated in consolidation. Each share of Series A Preferred and Series B Preferred (together “the Preferred Stock”) shall be convertible, at the option of the holder, into such number of fully paid and non-assessable shares of Xcede common stock (“Common Stock”) as determined by dividing the original issue price, as defined, by the conversion price in effect on the date of conversion, which is 1:1. Each holder of the Preferred Stock shall have one vote for each share of Common Stock that the holder of the Preferred Stock would be entitled to receive upon the conversion of the holder’s Preferred Stock into Common Stock. Upon any liquidation event, which includes certain change of control events, following payment of pre-equity distributions, the remaining proceeds or net assets of Xcede would be distributed in the following amounts and order of priority: (1) to satisfy the liquidation preference payment due to each holder of Series B Preferred, (2) to satisfy the liquidation preference payment due to each holder of Series A Preferred, (3) payment in full of any acquisition transaction payment, and (4) the remaining assets available to be distributed ratably among the holders of the Common Stock. If a liquidation event were to occur, the Series A Preferred’s liquidation value would be $1.016 per share and Series B Preferred’s liquidation value would be $1.27 per share. As of September 30, 2018, the liquidation value of the Series B Preferred would be approximately $1.5 million and the Series A Preferred would be approximately $5.5 million, of which $2.4 million is DBM’s portion and $3.1 million would be attributed to noncontrolling shareholders. As of September 30, 2018, DBM owned approximately 63% of Xcede’s outstanding Common Stock and Preferred Stock and, as a result, Xcede is included in the Company’s consolidated balance sheets, results of operations and cash flows. Due to the Series A Preferred having a liquidation preference and therefore not representing a residual interest, cumulative net losses of Xcede are attributed only to common stockholders in accordance with common stock ownership. Noncontrolling interest represents the value of the Series A Preferred and common stock not owned by DBM plus 17% of cumulative losses of Xcede based on the 17% common stock ownership held by noncontrolling interests. Due to the issuance of Preferred Stock, DBM’s ownership percentage in Xcede decreased to less than 80%. Based on this ownership percentage, beginning in fiscal year 2017, Xcede is no longer included in the Dynasil consolidated federal tax return and the Company is no longer able to offset taxable income or benefit from net operating losses and other tax attributes related to Xcede. In January 2016, Xcede signed three agreements with Cook Biotech Inc. of West Lafayette, Indiana (“CBI”), including a Development Agreement, a License Agreement and a Supply Agreement, in connection with the development, regulatory approval and production of the Xcede Patch. In November 2016, Xcede entered into another Services Agreement, a Secured Promissory Note, a Loan Agreement, a Security Agreement and an Intellectual Property Security Agreement (collectively the “Note Agreement”) with CBI, in which CBI committed to fund the pre-clinical testing of, and subject to the receipt of applicable regulatory approvals to initiate first in human clinical trials for, the Xcede Patch. Under the terms of the Note Agreement, in exchange for the services performed by CBI, Xcede committed to a multiple draw credit facility in the aggregate amount not to exceed $1.5 million, with three draws of principal available, each in the amount of $500,000, upon satisfaction of conditions identified in the Note Agreement. The principal amounts outstanding bear interest at a fixed rate of 2% and are secured by all the rights of Xcede under the Development Agreement, Supply Agreement, and License Agreement, all the rights to the data and work product arising from the clinical trial being performed under the Services Agreement, all regulatory approvals for the Xcede Patch, all patent and patent applications owned or controlled by Xcede, and all trademark and service mark registrations and applications. The note was recorded at fair value net of unamortized discount based on an imputed interest rate of 5.4%. The outstanding principal and unpaid interest are due and payable in full at the earlier of closing of an acquisition transaction or December 31, 2025. Xcede recognized research and development expense as the related services were performed by CBI. There was approximately $166,000 and $306,000 of research and development expense recognized during the twelve months ended September 30, 2018 and 2017, respectively. On July 20, 2018, Xcede received a notice of termination from CBI, in which CBI asserted its termination rights under the Note Agreement and Development Agreement, claiming that the results of a recent animal study showed that it is not commercially reasonable, in CBI’s assessment, to continue to the next development phase of the Patch. Upon a valid termination, CBI has no obligation to conduct further developmental activities with respect to the Xcede Patch, including any further in-kind funding under the Note Agreement between Xcede and CBI. In addition, CBI has asserted that the foregoing study results trigger an immediate repayment of the $500,000 promissory note owed by Xcede to CBI under the Note Agreement, which otherwise has a stated maturity of December 31, 2025. While Xcede vigorously contests this assertion, at this time it is unclear how this matter will be resolved between Xcede and CBI. As this is unresolved, the note is currently classified as short term. As there will be no further R&D services performed by CBI, research and development expense of $35,000 was recorded to accrete the note to face value of $0.5 million. In light of the foregoing, Xcede has halted clinical trial preparations at this time and has curtailed its operations to a minimal level while the Board of Directors of Xcede evaluates alternatives, including the viability of modifying the Patch to address the shortcomings cited by CBI and/or the possible sale or license of Xcede IP assets, subject to amending the security interest described above. Additionally, the Company’s RMD subsidiary has begun an investigation of possible continued development of the Xcede Patch, which could include seeking government funding of this development. There can be no assurances with respect to any such alternatives or that any additional outside funding to continue development of Xcede Patch will be available to RMD. |
Inventories
Inventories | 12 Months Ended |
Sep. 30, 2018 | |
Inventory Disclosure [Abstract] | |
Inventory Disclosure [Text Block] | Note 4 – Inventories Inventories, net of reserves, at September 30, 2018 and 2017, consisted of the following: 2018 2017 Raw Materials $ 2,362,000 $ 2,540,000 Work-in-Process 890,000 798,000 Finished Goods 854,000 988,000 $ 4,106,000 $ 4,326,000 |
Property, Plant and Equipment
Property, Plant and Equipment | 12 Months Ended |
Sep. 30, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment Disclosure [Text Block] | Note 5 - Property, Plant and Equipment Property, plant and equipment, at September 30, 2018 and 2017, consist of the following: 2018 2017 Land $ 158,000 $ 161,000 Building and improvements 3,591,000 3,474,000 Machinery and equipment 14,086,000 12,318,000 Office furniture and fixtures 1,239,000 987,000 Transportation equipment 53,000 53,000 19,127,000 16,993,000 Less accumulated depreciation (11,029,000 ) (9,961,000 ) $ 8,098,000 $ 7,032,000 Depreciation expense for the years ended September 30, 2018 and 2017 was $1,145,000 and $1,135,000, respectively. |
Intangible Assets
Intangible Assets | 12 Months Ended |
Sep. 30, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets Disclosure [Text Block] | Note 6 – Intangible Assets Intangible assets, at September 30, 2018 and 2017, consist of the following: Useful Gross Accumulated September 30, 2018 Life (years) Amount Amortization Net Acquired Customer Base 5 to 15 $ 719,000 $ 601,000 $ 118,000 Know How 15 512,000 350,000 162,000 Trade Name Indefinite 272,000 - 272,000 Patents 20 223,000 20,000 203,000 Biomedical Technologies 5 260,000 260,000 - $ 1,986,000 $ 1,231,000 $ 755,000 Useful Gross Accumulated September 30, 2017 Life (years) Amount Amortization Net Acquired Customer Base 5 to 15 $ 737,000 $ 551,000 $ 186,000 Know How 15 512,000 316,000 196,000 Trade Name Indefinite 281,000 - 281,000 Patents 20 333,000 9,000 324,000 Biomedical Technologies 5 260,000 260,000 - $ 2,123,000 $ 1,136,000 $ 987,000 Amortization expense for the years ended September 30, 2018 and 2017 was $112,000 and $104,000, Estimated amortization expense for each of the next five fiscal years is as follows: 2019 2020 2021 2022 2023 Thereafter Total Acquired Customer Base $ 80,000 $ 38,000 $ - $ - $ - $ - $ 118,000 Know How 34,000 34,000 34,000 34,000 26,000 - 162,000 Patents 15,000 15,000 15,000 15,000 15,000 128,000 203,000 $ 129,000 $ 87,000 $ 49,000 $ 49,000 $ 41,000 $ 128,000 $ 483,000 |
Goodwill
Goodwill | 12 Months Ended |
Sep. 30, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill Disclosure [Text Block] | Note 7 – Goodwill The changes to goodwill during the years ended September 30, 2018 and 2017 are summarized as follows: Contract Research Optics Total Goodwill at September 30, 2016 $ 4,939,000 $ 959,000 $ 5,898,000 Currency translation on Hilger Crystals - 42,000 42,000 Goodwill at September 30, 2017 $ 4,939,000 $ 1,001,000 $ 5,940,000 Currency translation on Hilger Crystals - (40,000 ) (40,000 ) Goodwill at September 30, 2018 $ 4,939,000 $ 961,000 $ 5,900,000 With respect to the Company's annual goodwill impairment testing performed during the fourth quarter of fiscal year 2018, step one of the testing determined the estimated fair value of RMD (included in the Innovation and Development segment) and Hilger (included in the Optics segment) reporting units exceeded their carrying value by more than 20%. Accordingly, the Company concluded that no impairment had occurred and no further testing was necessary. The step one test for the RMD reporting unit and the resulting calculation of the indicated fair value was performed as described above based on certain specific assumptions. The Company relied on a weighted average cost of capital of approximately 16% for this reporting unit which takes into consideration certain industry and specific premiums. The Company utilized a long term growth rate of approximately 1.5% for this reporting unit which considers industry research and management’s expectations as to the prospects for long term growth in this industry. The step one test for the Hilger reporting unit and the resulting calculation of the indicated fair value was performed as described above based on certain specific assumptions. The Company relied on a weighted average cost of capital of 16% for this reporting unit which takes into consideration certain industry and specific premiums. The Company utilized a long term growth rate of approximately 3% for this reporting unit which considers industry research and management’s expectations as to the prospects for long term growth in this industry. Determining the fair value using a discounted cash flow method requires significant estimates and assumptions, including market conditions, discount rates, and long-term projections of cash flows. The Company’s estimates are based upon historical experience, current market trends, projected future volumes and other information. The Company believes that the estimates and assumptions underlying the valuation methodology are reasonable; however, different estimates and assumptions could result in a different estimate of fair value. In estimating future cash flows, the Company relies on internally generated projections for a defined time period for revenue and operating profits, including capital expenditures, changes in net working capital, and adjustments for non-cash items to arrive at the free cash flow available to invested capital. A terminal value utilizing a constant growth rate of cash flows is used to calculate a terminal value after the explicit projection period. The future projected cash flows for the discrete projection period and the terminal value are discounted at a risk adjusted discount rate to determine the fair value of the reporting unit. |
Debt
Debt | 12 Months Ended |
Sep. 30, 2018 | |
Debt Disclosure [Abstract] | |
Debt Disclosure [Text Block] | Note 8 – Debt As of September 30, 2018, the Company is in compliance with the financial covenants included in its outstanding indebtedness. Senior Debt On May 1, 2014, the Company entered into a loan and security agreement (the “Bank Loan Agreement”) and line of credit note (the “Note”) with Middlesex Savings Bank, pursuant to which it agreed to provide up to $4.0 million, subject to the availability restrictions described below, under a revolving line of credit loan to the Company for general corporate purposes. The original Bank Loan Agreement provided that the loan expired in May of 2017. The Bank Loan Agreement provides for events of default customary for credit facilities of this type, including but not limited to non-payment, defaults on other debt, misrepresentation, breach of covenants, representations and warranties, insolvency and bankruptcy, change of management, as defined, and the occurrence of a material adverse change, as defined. The Bank Loan Agreement also contains other terms, conditions and provisions that are customary for commercial lending transactions of this sort. The Bank Loan Agreement requires Dynasil, at the close of each fiscal quarter, to maintain a Debt Service Coverage ratio, as defined, of at least 1.20 to 1.00 on a trailing four quarter basis. On February 1, 2016, the Company entered into a $2.0 million Term Note with Middlesex Savings Bank (“Term Note”). The Company converted $2.0 million of outstanding advances under the Company’s Middlesex Bank Line of Credit Note to a new five-year term note bearing interest at the fixed annual rate of 4.5%. As of September 30, 2018, the outstanding principal balance of the Term Note is $1.0 million. The Bank Loan Agreement, the Note and the Term Note are secured by (i) a security interest in substantially all of the Company’s personal property and (ii) sixty-five percent (65%) of Dynasil’s equity interests in its U.K. subsidiary, Hilger Crystals, Ltd. Under the Note, the borrowing base is determined monthly based on eligible billed and unbilled accounts receivable and eligible inventory. The interest rate under the Note is equal to the Prime Rate, but in no event less than 3.25%. As of September 30, 2018, there were no outstanding borrowings and the total availability under the Company’s line of credit was $4.0 million. On May 16, 2017, the Company and Middlesex Savings Bank entered in an agreement to extend the Company’s existing line of credit through May 2020. Additionally, on May 16, 2017, the Company and Middlesex Savings Bank entered into an annual $1.0 million equipment line of credit agreement with a one year draw period in which the outstanding balance will be converted into a five year term note on the one year anniversary. The existing loan agreement was also amended on December 2, 2016 to permit the Company to invest up to $1.2 million in its Xcede Technologies subsidiary during the period from the quarter ended December 31, 2016 through the quarter ending September 30, 2018. On July 31, 2018, the Company converted the outstanding balance on the equipment line of credit with Middlesex Savings Bank (“Middlesex”) of approximately $750,000 into a five year term note with an interest rate of 5.66%. Additionally, on August 9, 2018, the Company’s equipment line of credit was renewed for $750,000 through April 30, 2019, at which time the outstanding balance will be converted into a five year term note. As part of the renewal process and due to the additional credit being extended to the Company, the Middlesex loan and security agreement was amended on August 9, 2018 to change the maximum debt leverage ratio covenant to 2.5x from 3.0x. On both March 31, 2018 and June 30, 2018, the Company was in compliance with all but one of the financial covenants contained in the loan agreement with Middlesex that requires the Company to maintain certain ratios of earnings before interest, taxes, depreciation and amortization to fixed charges and to total debt and senior debt. On August 9, 2018, Middlesex issued a waiver for these events in the periods ended March 31, 2018 and June 30, 2018, as this circumstance arose due to the timing of equipment purchases as the Company invests for the future. The Company is in compliance with this covenant at September 30, 2018. Subordinated Debt On July 31, 2012, the Company entered into a Note Purchase Agreement (the “Agreement”) with Massachusetts Capital Resource Company (“MCRC”). Pursuant to the terms of the Agreement, the Company issued and sold to MCRC a $3.0 million subordinated note (the “Subordinated Note”) for a purchase price of $3.0 million. The Subordinated Note was scheduled to mature on July 31, 2017, unless accelerated pursuant to an event of default. The Subordinated Note provided for interest at the rate of ten percent (10%) per annum, with interest to be payable monthly on the last day of each calendar month and principal payments of $130,000 beginning on September 30, 2015, and on the last day of each calendar month thereafter through and including July 31, 2017. Effective October 1, 2015, in connection with a prepayment of $2.0 million of the Subordinated Note, MCRC agreed to adjust the interest rate to 6% per annum and to amend the principal repayment terms such that beginning on September 30, 2016, the Company would redeem monthly, without premium, $43,478 in principal amount of Subordinated Note together with all accrued and unpaid interest then due on the amount redeemed through and including July 31, 2018. On December 15, 2016, the Company amended the Note Purchase Agreement with Massachusetts Capital Resource Company to reinstate the interest only payment requirements of the loan and defer principal repayment requirements to November 30, 2017. Such amendment also extended the maturity date from July 31, 2018 to July 31, 2019. On January 3, 2018, the Company amended the Note Purchase Agreement with Massachusetts Capital Resource Company to reinstate the interest only payment requirements of the loan and defer principal repayment requirements to November 30, 2018. Such amendment also increased the interest rate of the note from six percent (6%) to seven percent (7%) per annum. On November 27, 2018, the Company amended the Note Purchase Agreement with Massachusetts Capital Resource Company to reinstate the interest only payment requirements of the loan and defer principal repayment requirements to November 30, 2019. Such amendment also extended the maturity date from July 31, 2019 to November 30, 2021. Other Debt The Company’s RMD and Optometrics subsidiaries entered into equipment financing notes payable in connection with the purchase of certain equipment. Optometrics entered into equipment financing notes payable with two government agencies for up to $0.5 million. The notes bear interest at 5% to 5.25% and are repayable in monthly installments over a five year period. RMD entered into equipment financing notes payable with a private equipment funding source. The notes bear interest at 8.7% to 14.59% and are repayable in monthly installments through July 2019. Since its inception in October of 2013, the Company’s Xcede joint venture raised $2.9 million through the issuance of convertible notes to external investors, including certain officers and directors of the Company, which bear interest at 5%, due on demand after June 30, 2017. In November 2016, the notes and accrued interest were converted into 5,394,120 shares of preferred stock of Xcede at a 20% discount to the price per share of the investments the Company has committed to make in Xcede, in accordance with the provisions of the notes. See Note 3 – Xcede Technologies, Inc. Joint Venture. In November 2016, Xcede entered into an additional Services Agreement, a Secured Promissory Note, a Loan Agreement, a Security Agreement and an Intellectual Property Security Agreement (collectively the “Note Agreement”) with Cook Biotech, Inc. (CBI), in which CBI committed to fund the pre-clinical testing of, and subject to the receipt of applicable regulatory approvals to initiate first in human clinical trials for, the Xcede Patch. Under the terms of the Note Agreement, in exchange for the services performed by CBI, Xcede has committed to a multiple draw credit facility in the aggregate amount not to exceed $1.5 million, with three draws of principal available, each in the amount of $500,000, upon satisfaction of conditions identified in the Note Agreement. The principal amounts outstanding bear interest at a fixed rate of 2% and are secured by all the rights of Xcede under the Development Agreement, Supply Agreement, and License Agreement, all the rights to the data and work product arising from the clinical trial being performed under the Services Agreement, all regulatory approvals for the Xcede Patch, all patent and patent applications owned or controlled by Xcede, and all trademark and service mark registrations and applications. The outstanding principal and unpaid interest are due and payable in full at the earlier of closing of an acquisition transaction or December 31, 2025. As of September 30, 2018, Xcede had $0.5 million of outstanding indebtedness owed to CBI. The note was recorded at fair value at issuance net of unamortized discount based on an imputed interest rate of 5.4%. On July 20, 2018, Xcede received a notice of termination from CBI, which included CBI’s assertion that the foregoing study results trigger an immediate repayment of the $500,000 promissory Debt at September 30, 2018 and 2017 is summarized as follows: 2018 2017 Term note payable to Middlesex Savings Bank. The note payable to Middlesex is due in monthly installments of $37,000 for principal and interest through February 2021. The interest rate is 4.52% and the note is secured by an interest in substantially all of the Company's personal property and sixty-five percent of the Company's equity interests in its UK subsidiary, Hilger Crystals, Ltd. $ 1,024,000 $ 1,415,000 Equipment term note payable to Middlesex Savings Bank. The note payable to Middlesex is due in monthly installments of $14,000 for principal and interest through July 2023. The interest rate is 5.66% and the note is secured by an interest in substantially all of the Company's personal property and sixty-five percent of the Company's equity interests in its UK subsidiary, Hilger Crystals, Ltd. 742,000 - Note payable to Town of Ayer Industrial Development Finance Authority (Ayer) for an equipment line of credit made with Dynasil subsidiary Optometrics. The note payable to Ayer is due in monthly installments totaling $17,000 per year and will be amortized over ten years with a balloon payment at five years from the date of the note. The interest rate is 5.00%. The note is secured by an interest in the equipment purchased with the line. 122,000 141,000 Note payable to Massachusetts Development Finance Agency (MDFA) for promissory note made with Dynasil subsidiary Optometrics. The note payable to MDFA is due in monthly installments of $6,000 for principal and interest through March, 2019. The interest rate is 5.25%. The note is secured by an interest in substantially all of Optometric's personal property. 36,000 107,000 Subordinated note payable to Massachusetts Capital Resource Company in monthly installments of $5,000 through November 2019 for interest only, followed by monthly payments of $39,000 of interest and principal through November 2021. The interest rate is fixed at 7.00%. 865,000 870,000 Note payable to Leaf Capital Funding, LLC (Leaf) for equipment financing with Dynasil subsidiary RMD. The note payable to Leaf was due in monthly installments of $7,000 for principal and interest through February 2018. The interest rate was 14.59%. The note was secured by an interest in the financed equipment. - 32,000 Note payable to Leaf Capital Funding, LLC (Leaf) for equipment financing with Dynasil subsidiary RMD. The note payable to Leaf is due in monthly installments of $1,000 for principal and interest through July 2019. The interest rate is 8.70%. The note is secured by an interest in the financed equipment. 14,000 29,000 Xcede Note agreement with Cook Biotech Inc. to fund pre-clinical testing for Xcede. Credit draw not to exceed $1.5 million, in three draws of $500,000 upon satisfaction of conditions in Note Agreement. Upon termination of the CBI note the remaining $1.0 million is no longer available. Note bears interest at a rate of 2% and is secured by all the rights of Xcede under the Development Agreement, Supply Agreement, and License Agreement. The note was recorded at inception at fair value net of unamortized discount based on an imputed interest rate of 5.4%. During the year ended September 30, 2018, R&D expense of $35,000 was recorded to accrete the note to face value. 518,000 458,000 Total Debt $ 3,321,000 $ 3,052,000 Less current portion (1,246,000 ) (2,007,000 ) Long term portion $ 2,075,000 $ 1,045,000 The aggregate maturities of debt based on the payment terms of the agreement are as follows: For the years ending on September 30: 2019 $ 1,246,000 2020 932,000 2021 769,000 2022 233,000 2023 141,000 Thereafter - $ 3,321,000 Unamortized debt issuance costs of $64,000 are net of accumulated amortization of $64,000 at September 30, 2018 and 2017. There was no amortization expense for the year ended September 30, 2018. Amortization expense for the year ended September 30, 2017 was $3,000 and is included in interest expense. |
Income Taxes
Income Taxes | 12 Months Ended |
Sep. 30, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Tax Disclosure [Text Block] | Note 9 – Income Taxes Income (loss) before the provision (benefit) for income taxes consists of the following: 2018 2017 US $ (67,000 ) $ (626,000 ) Foreign 49,000 (168,000 ) Total $ (18,000 ) $ (794,000 ) The provision (benefit) for income taxes in the accompanying consolidated financial statements consists of the following: 2018 2017 Current Federal $ 124,000 $ 6,000 State 15,000 13,000 Foreign (32,000 ) (83,000 ) $ 107,000 $ (64,000 ) Deferred Federal $ (183,000 ) $ (2,642,000 ) State (1,508,000 ) - Foreign (24,000 ) (35,000 ) (1,715,000 ) (2,677,000 ) Income tax expense (benefit) $ (1,608,000 ) $ (2,741,000 ) A reconciliation of the federal statutory rate to the Company's effective tax rate is as follows: 2018 2017 Tax due at statutory rate 24.28 % 34.00 % State tax provision, net of federal -9.29 % -3.49 % Valuation allowance ** -78.87 % Valuation allowance release ** 380.61 % Foreign tax credits ** 29.34 % Permanently non-deductible expenses ** 0.00 % Federal rate change under TCJA ** 0.00 % Research credit study ** 0.00 % Foreign rate differential and other ** -16.54 % Total 8703.64 % 345.05 % ** These values are not meaningful. Please see the subsequent paragraphs of this note for more detailed explanation. Net deferred tax assets (liabilities) consisted of the following at September 30, 2018: Domestic Foreign Worldwide Credits $ 3,530,000 $ - $ 3,530,000 NOLs 3,235,000 25,000 3,260,000 Stock compensation 203,000 - 203,000 Accruals 209,000 - 209,000 Other 109,000 - 109,000 Gross deferred tax assets 7,286,000 25,000 7,311,000 Valuation allowance (1,777,000 ) - (1,777,000 ) Deferred tax assets, net 5,509,000 25,000 5,534,000 Depreciation (1,168,000 ) (164,000 ) (1,332,000 ) Intangibles (7,000 ) (66,000 ) (73,000 ) Gross deferred tax liabilities (1,175,000 ) (230,000 ) (1,405,000 ) Net deferred tax asset (liability) $ 4,334,000 $ (205,000 ) $ 4,129,000 Net deferred tax assets (liabilities) consisted of the following at September 30, 2017: Domestic Foreign Worldwide Credits $ 1,456,000 $ - $ 1,456,000 NOLs 3,750,000 26,000 3,776,000 Stock compensation 205,000 - 205,000 Accruals 352,000 - 352,000 Intangibles 5,000 - 5,000 Other 140,000 - 140,000 Gross deferred tax assets 5,908,000 26,000 5,934,000 Valuation allowance (2,342,000 ) - (2,342,000 ) Deferred tax assets, net 3,566,000 26,000 3,592,000 Depreciation (902,000 ) (181,000 ) (1,083,000 ) Intangibles (22,000 ) (79,000 ) (101,000 ) Gross deferred tax liabilities (924,000 ) (260,000 ) (1,184,000 ) Net deferred tax asset (liability) $ 2,642,000 $ (234,000 ) $ 2,408,000 In assessing the ability to realize the net deferred tax assets, management considers various factors including taxable income in carryback years, future reversals of existing taxable temporary differences, tax planning strategies and projections of future taxable income, to determine whether it is more likely than not that some portion or all of the net deferred tax assets will not be realized. As a result of the conversion of the Xcede convertible notes and accrued interest to preferred stock in November 2016 (see Note 3), the Company’s ownership percentage in Xcede decreased to less than 80%. Xcede, therefore, is no longer included in Dynasil’s federal consolidated tax return and files a separate federal return. Xcede will continue to be included in the Dynasil consolidated state tax filings pursuant to the respective state tax requirements. As a result of Xcede’s de-consolidation from the Company’s federal tax returns, the Company is no longer able to offset taxable income with Xcede’s current or cumulative net operating losses. Upon review of relevant criteria for the new Dynasil federal consolidated group, it was determined that it is more likely than not that the federal, deferred tax assets of the new Dynasil federal consolidated group will be realized based upon positive earnings history and expected future profits of the group. As a result, the federal deferred tax asset valuation allowance associated with the Dynasil federal consolidated group was reversed resulting in an income tax benefit in the amount of $2.7 million during the twelve months ended September 30, 2017. Going forward, as the Company records income, it will be able to utilize the NOLs (net operating losses) within its deferred tax assets. As a result of Xcede’s decision to halt clinical trial preparations and curtail operations to a minimal level while the Board of Directors of Xcede evaluates alternative avenues to develop the Xcede Patch, following the July 2018 notice of termination from Cook Biotech Inc. (“CBI”) claiming that the results of a recent animal study showed that it is not commercially reasonable, in CBI’s assessment, to continue to the next development phase of the Xcede Patch, the Company has concluded that it is more likely than not that the deferred tax assets associated with the Company’s unitary state filings will be realized based on future profit for the group and thus has reversed the related valuation allowance on the Company’s NOLs of approximately $0.6 million. In addition, the Company conducted a research and experimentation study which released the tax valuation allowance and increased deferred tax assets by $0.6 million. The reversal results in an income tax benefit of approximately $1.2 million recorded during the year ended September 30, 2018. The valuation allowance will continue to be addressed independently for the Company and Xcede, instead of on a consolidated basis. The net change in the valuation allowances for the years ending September 30, 2018 and 2017 was ($0.6) million and ($2.4) million, respectively. On December 22, 2017, the 2017 Tax Act was signed into law. The 2017 Tax Act, which was effective on December 22, 2017, significantly revised the U.S. tax code by, among other changes, lowering the corporate income tax rate from 35% to 21%, requiring a one-time transition tax on accumulated foreign earnings of certain foreign subsidiaries that were previously tax deferred and creating new taxes on certain foreign sourced earnings. At September 30, 2018, the Company has completed its accounting for the tax effects of the 2017 Tax Act. The Company re-measured certain U.S. deferred tax assets and liabilities based on the rates at which they are expected to reverse in the future, which is generally 21%, and recorded an income tax expense of $0.7 million related to such re-measurement in 2018. The one-time transition tax is based on the total unremitted earnings of the Company’s foreign subsidiary, Hilger, which has previously been deferred from U.S. income taxes. The Company recorded a provision for its one-time transition liability of its foreign subsidiary resulting in additional income tax expense of $0.2 million in 2018. As of September 30, 2018 and 2017, the Company has federal net operating losses o f $ 9.0 8.1 As of September 30, 2018 and 2017, the Company has federal research credits of $2.9 million and $1.4 million, respectively. The $2.9 million primarily resulted from a benefit in the second quarter related to R&E tax credits for the years ended 2013 through 2016. The federal credits begin expiring in fiscal year 2030. As of September 30, 2018 and 2017, the Company has state research credits of $852,000 and $70,000, respectively. The state credits begin expiring in fiscal year 2027. As of September 30, 2018 and 2017, the Company has no unrecorded liabilities for uncertain tax positions. Interest and penalty charges, if any, related to uncertain tax positions would be classified as income tax expense in the accompanying consolidated statement of operations. As of September 30, 2018 and 2017, the Company has no accrued interest or penalties related to uncertain tax positions. The Company is subject to taxation in the United States, various states, and the United Kingdom. At September 30, 2018, domestic tax years from fiscal 2011 through fiscal 2017 remain open to examination by the United States taxing authorities and tax years 2015 through 2018 remain open in the United Kingdom. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Sep. 30, 2018 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity Note Disclosure [Text Block] | Note 10 – Stockholders’ Equity Stock Based Compensation The Company adopted Stock Incentive Plans in 1996, 1999 and 2010 (the “Plans”) which provide for, among other incentives, the granting to officers, directors, employees and consultants options to purchase shares of the Company’s common stock. The Plans also allow eligible persons to be issued shares of the Company’s common stock either through the purchase of such shares or as a bonus for services rendered to the Company. Shares are generally issued at the fair market value on the date of issuance. The maximum number of shares of common stock which may be issued under the 2010 Stock Incentive Plan is 6,000,000, of which 3,166,698 and 3,372,881 shares of common stock are available for future purchases under the plan, at September 30, 2018 and 2017, respectively. Options are generally exercisable at the fair market value or higher on the date of grant over a three to five year period currently expiring through 2020. The fair value of the stock options granted is estimated at the date of grant using the Black-Scholes option pricing model. The expected volatility was determined with reference to the historical volatility of the Company's stock. The Company uses historical data to estimate option exercises and employee terminations within the valuation model. The expected term of options granted represents the period of time that the options granted are expected to be outstanding. The risk-free interest rate for periods within the contractual life of the option is based on the U.S. Treasury rate in effect at the time of grant. The dividend yield is expected to be 0.0% because historically the Company has not paid dividends on common stock. The Company’s Xcede joint venture adopted an Equity Incentive Plan in 2013 which provides for, among other incentives, the granting to officers, directors, employees and consultants options to purchase shares in Xcede’s common stock. The options granted generally vest over a 3 year period. The fair value of the stock options granted is estimated at the date of grant using the Black-Scholes option pricing model using assumptions generally consistent with those used for Company stock options. Because Xcede is not publicly traded, the expected volatility is estimated with reference to the average historical volatility of a group of publicly traded companies that are believed to have similar characteristics to Xcede. As of September 30, 2018, 1,699,044 options remained in this plan. Stock compensation expense is recorded in general and administrative expenses and is presented below for the years ended September 30, 2018 and 2017: 2018 2017 Stock Grants $ 287,000 $ 241,000 Restricted Stock Grants 55,000 52,000 Option Grants 17,000 50,000 Employee Stock Purchase Plan 3,000 3,000 Subsidiary Option Grants 95,000 110,000 Total $ 457,000 $ 456,000 At September 30, 2018 there was approximately $56,000 in unrecognized stock compensation cost for Dynasil, which is expected to be recognized over a weighted average period of twelve months. At September 30, 2018, the Company’s Xcede joint venture had $43,000 of unrecognized stock compensation expense associated with stock options expected to be recognized over a weighted average period of five months. Restricted Stock Grants A summary of restricted stock activity for the years ended September 30, 2018 and 2017 is presented below: Restricted Stock Activity for the Year ended September 30, 2018 Shares Weighted-Average Nonvested at September 30, 2017 70,000 $ 1.73 Granted 20,000 $ 1.37 Vested (30,000 ) $ 1.73 Cancelled - - Nonvested and expected to vest at September 30, 2018 60,000 $ 1.61 Restricted Stock Activity for the Year ended Shares Weighted-Average Nonvested at September 30, 2016 100,000 $ 1.73 Granted - - Vested (30,000 ) $ 1.73 Cancelled - - Nonvested and expected to vest at September 30, 2017 70,000 $ 1.73 Stock Option Grants A summary of stock option activity for the years ended September 30, 2018 and 2017 is presented below: Options Weighted Average Weighted Average Balance at September 30, 2016 123,147 2.30 1.69 Outstanding and exercisable at September 30, 2016 123,147 2.30 1.69 Granted 95,602 1.80 Exercised - - Cancelled (21,980 ) 3.03 Balance at September 30, 2017 196,769 1.98 1.64 Outstanding and exercisable at September 30, 2017 196,769 1.98 1.64 Granted - - Exercised - - Cancelled (36,232 ) 1.82 Balance at September 30, 2018 160,537 2.01 0.93 Outstanding and exercisable at September 30, 2018 160,537 2.01 0.93 Stock options outstanding at September 30, 2018 are described as follows: Outstanding Stock Options at September 30, 2018 Range of Options Weighted Life (years) Weighted Exercise Options Weighted $ 1.80 - 1.99 95,602 1.34 $ 1.80 95,602 $ 1.80 2.00 - 2.33 64,935 0.34 2.33 64,935 2.33 $ 1.80 - 2.33 160,537 0.93 $ 2.01 160,537 $ 2.01 During the year ended September 30, 2018, no stock options were granted. During the year ended September 30, 2017, 95,602 stock options were granted with a grant date fair value of $1.35 and an exercise price of $1.80. All options granted in the year ended September 30, 2017 vested on the grant dates and no stock options were exercised in either the year ended September 30, 2018 or 2017. Subsidiary Stock Option Grants A summary of Xcede stock option activity for the years ended September 30, 2018 and 2017 is presented below: Options Weighted Average Weighted Average Balance, expected to vest, at September 30, 2016 613,653 1.00 8.35 Outstanding and exercisable at September 30, 2016 320,586 1.00 8.01 Granted 810,500 1.00 Exercised - - Cancelled (48,197 ) 1.00 Balance, expected to vest, at September 30, 2017 1,375,956 1.00 8.70 Outstanding and exercisable at September 30, 2017 923,617 1.00 8.30 Granted - - Exercised - - Cancelled (75,000 ) 1.00 Balance, expected to vest, at September 30, 2018 1,300,956 1.00 7.31 Outstanding and exercisable at September 30, 2018 1,229,685 1.00 7.11 Employee Stock Purchase Plan On December 13, 2018, the Company adopted a Second Amended and Restated Employee Stock Purchase Plan. The existing plan was amended to extend the termination date to September 30, 2030. The Employee Stock Purchase Plan permits substantially all employees to purchase up to $20,000 of common stock per calender year at a purchase price of 85% of the fair market value of the shares. Under the Plan, a total of 450,000 shares have been reserved for issuance of which 350,751 and 334,855 shares have been issued as of September 30, 2018 and 2017, respectively. During the years ended September 30, 2018 and 2017, 15,896 shares and 16,058 shares of common stock were issued under the Plan for aggregate purchase prices of $17,480 and $17,118, respectively. |
Retirement Plans
Retirement Plans | 12 Months Ended |
Sep. 30, 2018 | |
Retirement Benefits [Abstract] | |
Compensation and Employee Benefit Plans [Text Block] | Note 11– Retirement Plans Defined Contribution Plans The Company has retirement savings plans available to substantially all full time employees which are intended to qualify as deferred compensation plans under Section 401(k) of the Internal Revenue Code (the “401k Plans”) or similar laws in the United Kingdom. The Company made contributions to these plans during both the years ended September 30, 2018 and 2017 of approximately $179,000 and $187,000, respectively. |
Lease Agreements
Lease Agreements | 12 Months Ended |
Sep. 30, 2018 | |
Leases [Abstract] | |
Leases of Lessee Disclosure [Text Block] | Note 12 – Lease Agreements Capital Leases The Company has entered into long-term capital lease agreements for purchases of various computer and telephone equipment at a weighted average interest rate of 7.7%. At September 30, 2018 and 2017, the remaining principal payments due under all capital leases were $92,000 and $172,000, respectively. Aggregate minimum annual principal and interest obligations at September 30, 2018, under non-cancelable leases are as follows: 2019 2020 2021 2022 2023 Total Capital Lease Obligations $ 45,000 $ 35,000 $ 21,000 $ - $ - $ 101,000 Property Leases The Company has non-cancelable operating lease agreements, primarily for property, that expire through 2025. One of the Company’s facilities is leased from a company controlled by the estate of the former owner of RMD. This building is leased as a month-to-month tenancy and will continue until terminated by either the Company, with not less than six months’ prior written notice, or the facility’s owner, with not less than three years’ prior written notice (see Note 13). Rent expense for both the years ended September 30, 2018 and 2017 amounted to $1.6 million. Future non-cancelable minimum lease payments under property leases as of September 30, 2018 are as follows: Years ending September 30, 2019 $ 962,000 2020 385,000 2021 325,000 2022 204,000 2023 100,000 thereafter 146,000 Total $ 2,122,000 |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Sep. 30, 2018 | |
Related Party Transactions [Abstract] | |
Related Party Transactions Disclosure [Text Block] | Note 13 - Related Party Transactions During the years ended September 30, 2018 and 2017, building lease payments of $1,071,000 and $1,040,000, respectively were paid to Charles River Realty, dba Bachrach, Inc., which is owned by The Gerald Entine 1988 Family Trust (the “Entine Trust”). The late Dr. Entine was a former director and employee of the Company, as well as a greater than 5% beneficial owner of the Company’s stock until his death in May of 2018. The Entine Trust retains a greater than 5% beneficial ownership in the Company’s stock. In October 2013, the Company’s subsidiary, Dynasil Biomedical, formed Xcede Technologies, Inc., a joint venture with Mayo Clinic, to spin out and separately fund the development of its tissue sealant technology. Xcede issued $5.1 million of convertible promissory notes in order to fund its operations, including $2.2 million to the Company, which were eliminated in the consolidated financial statements. Peter Sulick (Dynasil President, CEO and Director) and family members invested $1,065,000, Mr. Lawrence Fox (Dynasil Director) invested, $150,000, Dr. Zuckerman (Xcede CEO and director) and family invested $125,000, Dr. Hagan (Dynasil Director) invested $25,000, Kanai Shah (RMD President) invested $25,000 and the Entine Trust invested $100,000 in Xcede and were issued convertible promissory notes in those original principal amounts. In November 2016, the Company converted these promissory notes into preferred stock. As of September 30, 2018, Mr. Sulick and family own the equivalent of 11.4% of Xcede’s outstanding common stock, Mr. Fox owns the equivalent of 1.7% of Xcede’s outstanding common stock, Dr. Zuckerman and family own the equivalent of 1.3% of Xcede’s outstanding common stock, Dr. Hagan owns the equivalent of 0.3% of Xcede’s outstanding common stock, Dr. Shah owns the equivalent of 0.3% of Xcede’s outstanding common stock and the Entine Trust owns the equivalent of 1.1% of Xcede’s outstanding common stock. |
Vendor Concentration
Vendor Concentration | 12 Months Ended |
Sep. 30, 2018 | |
Risks and Uncertainties [Abstract] | |
Concentration Risk Disclosure [Text Block] | Note 14 - Vendor Concentration The Company purchased $2.1 million and $1.4 million respectively, of its raw materials from one supplier during the years ended September 30, 2018 and 2017. As of September 30, 2018 and 2017, amounts due to this supplier included in accounts payable were $258,000 and $160,000, respectively. |
Supplemental Disclosure of Cash
Supplemental Disclosure of Cash Flow Information | 12 Months Ended |
Sep. 30, 2018 | |
Supplemental Cash Flow Elements [Abstract] | |
Cash Flow, Supplemental Disclosures [Text Block] | Note 15 – Supplemental Disclosure of Cash Flow Information 2018 2017 Cash Paid during the year for: Interest $ 148,000 $ 174,000 Income taxes (refunds) $ (78,000 ) $ (10,000 ) Non cash activities: Assets purchased under capital leases $ 12,000 $ - Recapitalization of Xcede - conversion of non controlling notes payable to preferred stock $ - $ (3,103,000 ) Subsidiary stock options issued to settle liabilities - 75,000 Subsidiary debt issued to fund research activities - 500,000 |
Segment, Customer and Geographi
Segment, Customer and Geographical Reporting | 12 Months Ended |
Sep. 30, 2018 | |
Segment Reporting [Abstract] | |
Segment Reporting Disclosure [Text Block] | Note 16 – Segment, Customer and Geographical Reporting Segment Financial Information Operating segments are based upon Dynasil’s internal organizational structure, the manner in which the operations are managed, the criteria used by the Chief Operating Decision Makers (CODM) to evaluate segment performance and the availability of separate financial information. Dynasil reports three reportable segments: optics (“Optics”), innovation and development (formerly Contract Research, now “Innovation and Development”), and biomedical (“Biomedical”). Within these segments, there is a segregation of operating segments based upon the organizational structure used to evaluate performance and make decisions on resource allocation, as well as availability and materiality of separate financial results consistent with that structure. Dynasil’s Optics segment aggregates four operating segments – Dynasil Fused Silica, Optometrics, Hilger Crystals, and Evaporated Metal Films – that manufacture commercial products, including optical crystals for sensing in the security and medical imaging markets, as well as optical components, optical coatings and optical materials for scientific instrumentation and other applications. The Innovation and Development segment is one of the largest small business participants in U.S. government-funded research. The Biomedical segment consists of a single operating segment, Dynasil Biomedical Corporation (“Dynasil Biomedical”), a medical technology incubator which owns rights to certain early stage medical technologies. Dynasil Biomedical holds the Company’s stock of the Xcede joint venture which is developing a tissue sealant technology and currently has no other operations. The Company’s segment information is summarized below: Results of Operations for the Fiscal Year Ended September 30, 2018 Optics Innovation and Development (formerly Contract Research) Biomedical Total Revenue $ 23,053,000 $ 17,628,000 $ - $ 40,681,000 Gross profit 7,667,000 7,569,000 - 15,236,000 GM % 33 % 43 % - 37 % Operating expenses 7,003,000 7,072,000 817,000 14,892,000 (Gain) loss on sale of assets - - - - Impairment of long-lived assets - - 182,000 182,000 Operating income (loss) 664,000 497,000 (999,000 ) 162,000 Depreciation and amortization 1,006,000 237,000 14,000 1,257,000 Capital expenditures 2,033,000 211,000 73,000 2,317,000 Intangibles, net 390,000 162,000 203,000 755,000 Goodwill 961,000 4,939,000 - 5,900,000 Total assets $ 22,946,000 $ 8,376,000 $ 210,000 $ 31,532,000 Results of Operations for the Fiscal Year Ended September 30, 2017 Optics Innovation and Development (formerly Contract Research) Biomedical Total Revenue $ 19,282,000 $ 18,002,000 $ - $ 37,284,000 Gross profit 6,562,000 7,336,000 - 13,898,000 GM % 34 % 41 % - 37 % Operating expenses 6,183,000 6,856,000 1,381,000 14,420,000 (Gain) loss on sale of assets - - 60,000 60,000 Impairment of long-lived assets - - - - Operating income (loss) 379,000 480,000 (1,441,000 ) (582,000 ) Depreciation and amortization 970,000 257,000 11,000 1,238,000 Capital expenditures 575,000 338,000 69,000 982,000 Intangibles, net 467,000 196,000 324,000 987,000 Goodwill 1,001,000 4,939,000 - 5,940,000 Total assets $ 20,445,000 $ 8,078,000 $ 574,000 $ 29,097,000 Customer Financial Information For the year ended September 30, 2018, there was one customer that represented 10% of the total Optics segment revenue. For the year ended September 30, 2017, there were no customers that represented more than 10% of the total Optics segment revenue. For the years ended September 30, 2018 and 2017, the top three customers for the Innovation and Development segment were each various agencies of the U.S. Government. For the years ended September 30, 2018 and 2017, these customers made up 60% and 55%, respectively, of Innovation and Development revenue. The Biomedical segment did not have any revenue in the years ending September 30, 2018 and 2017. Geographic Financial Information Revenue by geographic location in total and as a percentage of total revenue, for the years ended September 30, 2018 and 2017 are as follows: 2018 2017 Geographic Location Revenue % of Total Revenue % of Total United States $ 30,765,000 76 % $ 29,154,000 78 % Europe 6,491,000 16 % 4,397,000 12 % Other 3,425,000 8 % 3,733,000 10 % $ 40,681,000 100 % $ 37,284,000 100 % |
Subsequent Events
Subsequent Events | 12 Months Ended |
Sep. 30, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | Note 17 – Subsequent Events On November 27, 2018, the Company amended the Note Purchase Agreement with Massachusetts Capital Resource Company to reinstate the interest only payment requirements of the loan and defer principal repayment requirements to November 30, 2019. Such amendment also extended the maturity date from July 31, 2019 to November 30, 2021. The Company has evaluated subsequent events through the date the financial statements were released. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Use of Estimates, Policy [Policy Text Block] | Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the amounts of assets and liabilities and the disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. |
Consolidation, Policy [Policy Text Block] | Principles of Consolidation The accompanying consolidated financial statements include the accounts of Dynasil Corporation of America and its wholly-owned subsidiaries: Optometrics Corporation (“Optometrics”), Evaporated Metal Films Corporation (“EMF”), Radiation Monitoring Devices, Inc. (“RMD”), Hilger Crystals, Ltd (“Hilger”) and Dynasil Biomedical Corp (“Dynasil Biomedical”). Xcede Technologies, Inc. (“Xcede”) is a joint venture between Dynasil Biomedical and Mayo Clinic to spin out and separately fund the development of a tissue sealant technology. As of September 30, 2018, Dynasil Biomedical owned 63% of Xcede’s stock and, as a result, Xcede is included in the Company’s consolidated balance sheets, results of operations and cash flows. The 63% ownership includes preferred stock with a liquidation preference, and as a result, for reporting purposes only, common stock ownership is used in the allocation of noncontrolling interest. Dynasil’s common stock ownership is 83% and the remaining 17% of Xcede’s common stock is owned by others and accounted for under the rules applicable to non-controlling interest. All significant intercompany transactions and balances have been eliminated. |
Revenue Recognition, Policy [Policy Text Block] | Revenue Recognition Revenues from the sale of the Company’s products and services are recognized when persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the price is fixed or determinable, and collectability is reasonably assured. The Company generally ships products F.O.B. shipping point. Revenue from research and development activities is derived generally from the following types of contracts: reimbursement of costs plus fees, fixed price or time and material type contracts. Revenue is recognized when the products are shipped per customers’ instructions, the contract has been executed, the contract or sales price is fixed or determinable, delivery of services or products has occurred and the Company’s ability to collect the contract price is considered reasonably assured. Government funded services revenues from cost plus contracts are recognized as costs are incurred on the basis of direct costs plus allowable indirect costs and an allocable portion of the contracts’ fixed fees. Revenue from fixed-type contracts is recognized under the percentage of completion method with estimated costs and profits included in contract revenue as work is performed. Revenues from time and materials contracts are recognized as costs are incurred at amounts generally commensurate with billing amounts. Recognition of losses on projects is taken as soon as the loss is reasonably determinable. The majority of the Company’s research revenue is derived from the United States government and government related contracts. Such contracts have certain risks which include dependence on future appropriations and administrative allotment of funds and changes in government policies. Costs incurred under United States government contracts are subject to audit. The Company believes that the results of such audits will not have a material adverse effect on its financial position or its results of operations. In May 2014, the FASB issued ASU 2014-09 which outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. Using these guidelines, a comprehensive framework was established for determining how much revenue to recognize and when it should be recognized. The standard is based on the principle that an entity should recognize revenue to depict the transfer of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services using a five-step process. ASU 2014-09 also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from costs incurred to fulfill a contract. Entities have the option of using either a full retrospective or a modified retrospective approach for the adoption of the new standard. In 2016 and 2017, the FASB issued several ASU’s related to ASU 2014-09, which simplify and provide additional guidance to companies for implementation of the standard. As of September 30, 2018, the Company has completed its assessment of the effects of ASU 2014-09 and its amendments on its consolidated financial statements, and has implemented changes to its business processes, systems and controls to support revenue recognition and the related disclosures under this ASU. The Company’s assessment included a detailed review of representative contracts from each of the Company’s revenue streams and a comparison of its historical accounting policies and practices to the new standard. The Company adopted the new standards on October 1, 2018, and did so retrospectively with the cumulative effect of initially applying the guidance recognized at the date of initial application (the modified retrospective transition method) ) to all existing contracts that have remaining obligations as of October 1, 2018. Accordingly, the Company has elected to retroactively adjust only those contracts that do not meet the definition of a complete contract at the date of the initial application. The Company believes that this guidance will lead to very few changes in revenue recognition for the standard contracts in both the Optics and the Innovation and Development segments. This new guidance may lead to recognition of certain revenue transactions sooner than in the past on contracts that require the Company to maintain stated inventory levels, as the Company has an enforceable right to payment for the required inventory, and on contracts such as engineering services and design and tooling transactions, as the Company has an enforceable right to payment for these performance obligations satisfied over time. The Company will continue to evaluate all new contract arrangements, but the new accounting standard is not expected to have a material impact on its consolidated financial statements. The cumulative adjustment to opening retained earnings will be insignificant at October 1, 2018. Additionally, the adoption of this new standard is not expected to have any tax impact on the consolidated financial statements. |
Trade and Other Accounts Receivable, Policy [Policy Text Block] | Allowance for Doubtful Accounts Receivable The Company performs ongoing credit evaluations of its customers and adjusts credit limits based upon payment history and the customer's current credit worthiness, as determined by a review of their current credit information. The Company continuously monitors collections and payments from its customers and maintains a provision for estimated credit losses based upon historical experience and any specific customer collection issues that have been identified. While such credit losses have historically been minimal, within expectations and the provisions established, the Company cannot guarantee that it will continue to experience the same credit loss rates as in the past. A significant change in the liquidity or financial position of any significant customers could have a material adverse effect on the collectability of accounts receivable and future operating results. When all collection efforts have failed and it is deemed probable that a customer account is uncollectible, that balance is written off against the existing allowance. |
Shipping and Handling Cost, Policy [Policy Text Block] | Shipping and Handling Costs Shipping and handling costs are included in the cost of sales. The amounts billed for shipping and included in net revenue were approximately $40,000 and $45,000 for the years ended September 30, 2018 and 2017, respectively. |
Research and Development Expense, Policy [Policy Text Block] | Research and Development The Company expenses research and development costs as incurred. Research and development costs include salaries, employee benefit costs, direct project costs, supplies and other related costs. Substantially all the Innovation and Development segment’s cost of revenue relates to research contracts performed by RMD which are in turn billed to the contracting party. Amounts of research and development included within cost of revenue for the years ended September 30, 2018 and 2017 were $9.9 million and $10.7 million, respectively. Research and development for the Company’s other businesses totaled $0.8 million and $0.9 million in fiscal years 2018 and 2017, respectively. |
Costs In Excess Of Billings [Policy Text Block] | Costs in Excess of Billings and Unbilled Receivables Costs in excess of billings and unbilled receivables relate to research and development contracts and consists of actual costs incurred plus fees in excess of billings at contractual rates. |
Legal Costs, Policy [Policy Text Block] | Patent Costs Costs incurred in filing, prosecuting and maintaining patents (principally legal fees) are expensed as incurred and recorded within general and administrative expenses on the consolidated statements of operations. Such costs aggregated approximately $0.4 and $0.3 million |
Inventory, Policy [Policy Text Block] | Inventories Inventories are stated at the lower of average cost or net realizable value. Cost is determined using the first-in, first-out (FIFO) method and includes material, labor and overhead. Inventories consist primarily of raw materials, work-in-process and finished goods. A significant decrease in demand for the Company's products could result in a short-term increase in the cost of inventory and an increase of excess inventory quantities on hand. In addition, as technologies change or new products are developed, product obsolescence could result in an increase in the amount of obsolete inventory quantities on hand. The Company records, as a charge to cost of revenue, any amounts required to reduce the carrying value to net realizable value. |
Property, Plant and Equipment, Policy [Policy Text Block] | Property, Plant and Equipment Property, plant and equipment are recorded at cost or at fair market value for assets acquired in a business combination. Depreciation is provided using the straight-line method over the estimated useful lives of the respective assets. The estimated useful lives of assets for financial reporting purposes are as follows: building and improvements, 8 to 25 years 20 years 10 years 5 years |
Goodwill and Intangible Assets, Policy [Policy Text Block] | Goodwill The Company annually assesses goodwill impairment at the end of the fourth quarter of the fiscal year by applying a fair value test. In the first step of testing for goodwill impairment, the Company estimates the fair value of each reporting unit. The reporting units with goodwill have been determined to be RMD, which is the Innovation and Development reportable segment, and Hilger, which is a component of the Optics reportable segment. The Company compares the fair value with the carrying value of the net assets assigned to each reporting unit. If the fair value is less than its carrying value, then the Company performs a second step and determines the fair value of the goodwill. In this second step, the fair value of goodwill is determined by deducting the fair value of a reporting unit’s identifiable assets and liabilities from the fair value of the reporting unit as a whole, as if that reporting unit had just been acquired and the purchase price were being initially allocated. If the fair value of the goodwill is less than its carrying value for a reporting unit, an impairment charge is recorded to earnings. To determine the fair value of each of the reporting units as a whole, the Company uses a discounted cash flow analysis, which requires significant assumptions and estimates about the future operations of each reporting unit. Significant judgments inherent in this analysis include the determination of appropriate discount rates, the amount and timing of expected future cash flows and growth rates. The cash flows employed in the discounted cash flow analyses are based on financial forecasts developed internally by management. The discount rate assumptions are based on an assessment of the Company’s risk adjusted discount rate applicable for each reporting unit. In assessing the reasonableness of the determined fair values of the reporting units, the Company evaluates its results against its current market capitalization. In addition, the Company evaluates a reporting unit for impairment if events or circumstances change between annual tests indicating a possible impairment. Examples of such events or circumstances include the following: • a significant adverse change in legal status or in the business climate, • an adverse action or assessment by a regulator, • a more likely than not expectation that a segment or a significant portion thereof will be sold, or • the testing for recoverability of a significant asset group within the segment. |
Intangible Assets, Costs Incurred to Renew or Extend, Policy [Policy Text Block] | Intangible Assets The Company's intangible assets consist of acquired customer relationships, trade names, acquired backlog, know-how and provisionally patented technologies. The Company amortizes its intangible assets with definitive lives over their useful lives, which range from 5 to 20 years, based on the time period the Company expects to receive the economic benefit from these assets. The Company has a trade name related to its subsidiary located in the United Kingdom (“U.K.”) that has been determined to have an indefinite life and is therefore not subject to amortization and is reviewed at least annually for potential impairment. The fair value of the Company’s trade name is estimated and compared to its carrying value to determine if impairment exists. The Company estimates the fair value of this intangible asset based on an income approach using the relief-from-royalty method. This methodology assumes that, in lieu of ownership, a third party would be willing to pay a royalty in order to exploit the related benefits of this asset. This approach is dependent on a number of factors, including estimates of future sales, royalty rates in the category of intellectual property, discount rates and other variables. Significant differences between these estimates and actual results could materially affect the Company’s future financial results. |
Recovery Of Long Lived Assets [Policy Text Block] | Recovery of Long-Lived Assets The Company continually assesses whether events or changes in circumstances have occurred that may warrant revision of the estimated useful lives of its long-lived assets (other than goodwill and any indefinite lived assets) or whether the remaining balances of those assets should be evaluated for possible impairment. Long-lived assets include, for example, customer relationships, trade names, backlog, know-how and provisionally patented technologies. Events or changes in circumstances that may indicate that an asset may be impaired include the following: • a significant decrease in the market price of an asset or asset group, • a significant adverse change in the extent or manner in which an asset or asset group is being used or in its physical condition, • a significant adverse change in legal factors or in the business climate that could affect the value of an asset or asset group, including an adverse action or assessment by a regulator, • an accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of a long-lived asset, • a current period operating or cash flow loss combined with a history of operating or cash flow losses or a projection or forecast that demonstrates continuing losses associated with the use of a long-lived asset or asset group, • a current expectation that, more likely than not, a long-lived asset or asset group will be sold or otherwise disposed of significantly before the end of its previously estimated useful life, or • an impairment of goodwill at a reporting unit. If an impairment indicator occurs, the Company performs a test of recoverability by comparing the carrying value of the asset or asset group to its undiscounted expected future cash flows, including proceeds from the disposition of the asset. The Company groups its long-lived assets for this purpose at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets or asset groups. If the carrying values are in excess of undiscounted expected future cash flows, the Company measures any impairment by comparing the fair value of the asset or asset group to its carrying value. To determine fair value the Company uses discounted cash flow analyses and estimates about the future cash flows of the asset or asset group. This analysis includes a determination of an appropriate discount rate, the amount and timing of expected future cash flows and growth rates. The cash flows employed in the discounted cash flow analyses are typically based on financial forecasts developed internally by management. The discount rate used is commensurate with the risks involved. The Company may also rely on third party valuations and or information available regarding the market value for similar assets. If the fair value of an asset or asset group is determined to be less than the carrying amount of the asset or asset group, impairment in the amount of the difference is recorded in the period that the impairment occurs. Estimating future cash flows requires significant judgment and projections may vary from the cash flows eventually realized. |
Advertising Costs, Policy [Policy Text Block] | Advertising The Company expenses all advertising costs as incurred. Advertising expense for the years ended September 30, 2018 and 2017 was approximately $145,000 and $135,000, respectively. |
Pension and Other Postretirement Plans, Policy [Policy Text Block] | Retirement Plans The Company has retirement savings plans available to substantially all full time employees which are intended to qualify as deferred compensation plans under Section 401(k) of the Internal Revenue Code and similar laws in the United Kingdom. Pursuant to these plans, employees contribute amounts as required or allowed by the plans or by law. The Company also makes matching contributions in accordance with the terms of the plans. |
Income Tax, Policy [Policy Text Block] | Income Taxes The Company uses the asset and liability approach to account for deferred income taxes. Under this approach, deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes and net operating loss and tax credit carry-forwards. The amount of deferred taxes on these temporary differences is determined using the tax rates that are expected to apply to the period when the asset is realized or the liability is settled, as applicable, based on tax rates, and tax laws, in the respective tax jurisdiction then in effect. Dynasil Corporation of America and its wholly owned U.S. subsidiaries file a consolidated federal income tax return and various state returns. The Company’s U.K. subsidiary files tax returns in the U.K. Prior to November 18, 2016, the Company’s subsidiary, Xcede was included in the federal and state tax returns filed by Dynasil. On November 18, 2016, Dynasil’s ownership in Xcede was reduced to less than 80%. As a result, Xcede is no longer included in Dynasil’s federal consolidated tax return and files a separate federal return. Xcede continues to be included in the Dynasil consolidated state tax filings pursuant to the respective state tax requirements. The Company applies the authoritative provisions related to accounting for uncertainty in income taxes. As required by these provisions, the Company recognizes the financial statement benefit of a tax position only after determining that the relevant tax authority would more-likely-than-not sustain the position following an audit. For tax positions meeting the more-likely-than-not threshold, the amount recognized in the financial statements is the largest benefit that has a greater than 50 percent likelihood of being reached upon ultimate settlement with the relevant tax authority. Due to the Tax Cuts and Jobs Act (“2017 Tax Act”) that was signed into law on December 22, 2017, the Company estimated and accounted for the tax implications of the Tax Cuts Act and the resultant changes are reflected in the current financial statements. The Company re-measured certain U.S. deferred tax assets and liabilities based on the rates at which they are expected to reverse in the future, which is generally 21%, and recorded an income tax expense of $0.7 million related to such re-measurement in 2018. The one-time transition tax is based on the total unremitted earnings of the Company’s foreign subsidiary, Hilger, which has previously been deferred from U.S. income taxes. The Company recorded a provision for its one-time transition liability of its foreign subsidiary resulting in additional income tax expense of $0.2 million in 2018. At September 30, 2018, the Company has completed its accounting for the tax effects of the 2017 Tax Act. See Note 9 – Income Taxes. |
Earnings Per Share, Policy [Policy Text Block] | Earnings Per Common Share Basic earnings (loss) per common share is computed by dividing the net income or loss attributable to common shares by the weighted average number of common shares outstanding during each period. Diluted earnings per common share adjusts basic earnings per share for the effects of common stock options, common stock warrants, convertible preferred stock and other potential dilutive common shares outstanding during the periods. For purposes of computing diluted earnings per share for the years ended September 30, 2018 and 2017, no common stock options were included in the calculation of dilutive shares as all of the 160,537 and 196,769 common stock options outstanding, respectively, had exercise prices above the current quarterly average market price per share and their inclusion would be anti-dilutive. The computations of the weighted shares outstanding for the years ended September 30 are as follows: 2018 2017 Weighted average shares outstanding Basic 17,161,825 16,909,412 Effect of dilutive securities Stock Options - - Restricted Stock 9,698 2,092 Dilutive Average Shares Outstanding 17,171,523 16,911,504 |
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block] | Stock Based Compensation Stock-based compensation cost is measured using the fair value recognition provisions of the FASB authoritative guidance, which requires the measurement and recognition of compensation expense for all stock-based awards made to employees and directors, including employee stock options, based on estimated fair values. Stock-based compensation cost is measured at the grant date based on the value of the award and is recognized over the requisite service period of the award. |
Foreign Currency Transactions and Translations Policy [Policy Text Block] | Foreign Currency Translation The operations of Hilger, the Company’s foreign subsidiary, use their local currency as its functional currency. Assets and liabilities of the Company’s foreign operations, denominated in their local currency, Great Britain Pounds (GBP), are translated at the rate of exchange at the balance sheet date. Revenue and expense accounts are translated at the average exchange rates during the period. Adjustments resulting from translating foreign functional currency financial statements into U.S. dollars are included in the foreign currency translation adjustment, a component of accumulated other comprehensive income in stockholders’ equity. Gains and losses generated by transactions denominated in foreign currencies are recorded in the accompanying statement of operations in the period in which they occur. |
Comprehensive Income, Policy [Policy Text Block] | Comprehensive Income (Loss) Comprehensive income (loss) is defined as the change in equity of a business enterprise during a period from transactions and other events and circumstances from non-owner sources. Accumulated comprehensive income (loss) represents cumulative translation adjustments related to Hilger, the Company’s foreign subsidiary. The Company presents comprehensive income and losses in the consolidated statements of operations and comprehensive income (loss). |
Fair Value of Financial Instruments, Policy [Policy Text Block] | Financial Instruments The carrying amount reported in the balance sheets for cash and cash equivalents, accounts receivable and accounts payable approximates fair value because of the immediate or short-term maturity of these financial instruments. The carrying amounts for fixed rate long-term debt and variable rate long-term debt approximate fair value because the underlying instruments are primarily at current market rates available to the Company for similar borrowings. Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of accounts receivable. In the normal course of business, the Company extends credit to certain customers. Management performs initial and ongoing credit evaluations of its customers and generally does not require collateral. |
Concentration Risk, Credit Risk, Policy [Policy Text Block] | Concentration of Credit Risk The Company maintains allowances for potential credit losses and has not experienced any significant losses related to the collection of its accounts receivable. As of September 30, 2018 and 2017, approximately $1,724,000 and $863,000 or 40% and 25% of the Company’s accounts receivable are due from foreign sales. The Company maintains cash and cash equivalents at various financial institutions in New Jersey, Massachusetts and New York. Accounts at each institution are insured by the Federal Deposit Insurance Corporation up to $250,000. Hilger also maintains cash and cash equivalents at a financial institution in the U.K. Accounts at this institution are insured by the Financial Services Compensation Scheme, the U.K.’s deposit guarantee scheme, up to £75,000. At September 30, 2018 and 2017, the Company's uninsured bank balances totaled approximately $2.0 million and $1.9 million, respectively. The Company has not experienced any significant losses on its cash and cash equivalents. |
New Accounting Pronouncements, Policy [Policy Text Block] | Recent Accounting Pronouncements Improvements to Employee Share-Based Payment Accounting. In March 2016, the FASB issued ASU No. 2016-09, which intends to simplify several aspects of accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, a choice to recognize gross stock compensation expense with actual forfeitures recognized as they occur, as well as certain classifications on the statement of cash flows. The Company adopted this ASU in Fiscal 2018 and it did not have a material impact on the Company’s consolidated financial position, results of operations or cash flows. Consolidation (Topic 810): Interests Held through Related Parties That Are under Common Control. In October 2016, the FASB issued ASU 2016-17, Consolidation (Topic 810): Interests Held through Related Parties That Are under Common Control, which amends the consolidation guidance on how a reporting entity that is the single decision maker of a VIE should treat indirect interests in the entity held through related parties that are under common control with the reporting entity when determining whether it is the primary beneficiary of that VIE. The Company adopted this ASU in Fiscal 2018 and it did not have an impact on the Company’s consolidated financial position, results of operations or cash flows. Service Concession Arrangements (Topic 853): Determining the Customer of the Operation Services. In May 2017, the FASB issued ASU 2017-10 which provides guidance for operating entities when they enter into a service concession arrangement with a public-sector grantor. This update is effective for the Company in the fiscal year beginning October 1, 2018, at the time the Company adopted Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers (Topic 606). The Company implemented this ASU on October 1, 2018 and it is not expected to have a material impact on the Company’s consolidated financial position, results of operations or cash flows. Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory. In October 2016, the FASB issued ASU 2016-16 which eliminates the exception, other than for inventory transfers, under current U.S. GAAP under which the tax effects of intra-entity asset transfers (intercompany sales) are deferred until the transferred asset is sold to a third party or otherwise recovered through use. Upon adoption of ASU 2016-16, the Company will recognize the tax expense from the sale of that asset in the seller’s tax jurisdiction when the transfer occurs, even though the pre-tax effects of that transaction are eliminated in consolidation. Any deferred tax asset that arises in the buyer’s jurisdiction would also be recognized at the time of the transfer. Modified retrospective adoption is required with any cumulative-effect adjustment recorded to retained earnings as of the beginning of the period of adoption. The cumulative-effect adjustment, if any, would consist of the net impact from (1) the write-off of any unamortized tax expense previously deferred and (2) recognition of any previously unrecognized deferred tax assets, net of any necessary valuation allowances. The impact of the adoption of this standard on future periods will be dependent on future asset transfers, which generally occur in connection with acquisitions and other business structuring activities. The Company implemented this ASU on October 1, 2018 and it is not expected to have a material impact on the Company’s consolidated financial position, results of operations or cash flows. Business Combinations (Topic 805): Clarifying the Definition of a Business. In January 2017, the FASB issued ASU 2017-01 which clarifies the definition of a business for determining whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The guidance is effective for the Company in the fiscal year beginning October 1, 2018. The adoption of this standard and it is not expected to have a material impact on the Company’s consolidated financial position, results of operations, or cash flows. Compensation – Stock Compensation (Topic 718): Scope of Modification Accounting. In May 2017, the FASB issued ASU No. 2017-09 which was issued to clarify and reduce both (i) diversity in practice and (ii) cost and complexity when applying the guidance in Topic 718, “Compensation – Stock Compensation” to changes in the terms and conditions of a share-based payment award. This update is effective for the Company in the fiscal year beginning October 1, 2018. The adoption of this standard is not expected to have a material impact on the Company’s consolidated financial position, results of operations, or cash flows. Leases (Topic 842). In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842), which requires lessees to put most leases on their balance sheets by recognizing a lessee’s rights and obligations, while expenses will continue to be recognized in a similar manner to today’s legacy lease accounting guidance. This ASU could also significantly affect the financial ratios used for external reporting and other purposes, such as debt covenant compliance. This new guidance is effective for the Company beginning in fiscal 2020, with early adoption permitted. In July 20I8, the FASB issued ASU 20I8-11, Leases (Topic 842), Targeted Improvements which provides an additional transition method that allows entities to recognize a cumulative effect adjustment to the opening balance of retained earnings in the period of adoption. The Company is currently in the process of assessing the impact of this ASU on its consolidated financial statements with the intention to adopt this ASU in fiscal year 2020. Intangibles – Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment . In January 2017, the FASB issued ASU 2017-04 which simplifies the test for goodwill impairment by eliminating Step 2 from the Goodwill impairment test. This new guidance is effective for the Company beginning in fiscal year 2021. The adoption of this standard is not expected to have a material impact on the Company’s financial statements. |
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and Cash Equivalents The Company generally considers all highly liquid investments with original maturities of three months or less to be cash equivalents. |
Reclassification, Policy [Policy Text Block] | Reclassifications Certain prior year balances have been reclassified to conform to the current year presentation. These reclassifications did not affect previously reported net income or stockholders’ equity. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Schedule of Weighted Average Number of Shares [Table Text Block] | The computations of the weighted shares outstanding for the years ended September 30 are as follows: 2018 2017 Weighted average shares outstanding Basic 17,161,825 16,909,412 Effect of dilutive securities Stock Options - - Restricted Stock 9,698 2,092 Dilutive Average Shares Outstanding 17,171,523 16,911,504 |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Sep. 30, 2018 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory, Current [Table Text Block] | Inventories, net of reserves, at September 30, 2018 and 2017, consisted of the following: 2018 2017 Raw Materials $ 2,362,000 $ 2,540,000 Work-in-Process 890,000 798,000 Finished Goods 854,000 988,000 $ 4,106,000 $ 4,326,000 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 12 Months Ended |
Sep. 30, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment [Table Text Block] | Property, plant and equipment, at September 30, 2018 and 2017, consist of the following: 2018 2017 Land $ 158,000 $ 161,000 Building and improvements 3,591,000 3,474,000 Machinery and equipment 14,086,000 12,318,000 Office furniture and fixtures 1,239,000 987,000 Transportation equipment 53,000 53,000 19,127,000 16,993,000 Less accumulated depreciation (11,029,000 ) (9,961,000 ) $ 8,098,000 $ 7,032,000 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 12 Months Ended |
Sep. 30, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Finite-Lived Intangible Assets [Table Text Block] | Intangible assets, at September 30, 2018 and 2017, consist of the following: Useful Gross Accumulated September 30, 2018 Life (years) Amount Amortization Net Acquired Customer Base 5 to 15 $ 719,000 $ 601,000 $ 118,000 Know How 15 512,000 350,000 162,000 Trade Name Indefinite 272,000 - 272,000 Patents 20 223,000 20,000 203,000 Biomedical Technologies 5 260,000 260,000 - $ 1,986,000 $ 1,231,000 $ 755,000 Useful Gross Accumulated September 30, 2017 Life (years) Amount Amortization Net Acquired Customer Base 5 to 15 $ 737,000 $ 551,000 $ 186,000 Know How 15 512,000 316,000 196,000 Trade Name Indefinite 281,000 - 281,000 Patents 20 333,000 9,000 324,000 Biomedical Technologies 5 260,000 260,000 - $ 2,123,000 $ 1,136,000 $ 987,000 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | Estimated amortization expense for each of the next five fiscal years is as follows: 2019 2020 2021 2022 2023 Thereafter Total Acquired Customer Base $ 80,000 $ 38,000 $ - $ - $ - $ - $ 118,000 Know How 34,000 34,000 34,000 34,000 26,000 - 162,000 Patents 15,000 15,000 15,000 15,000 15,000 128,000 203,000 $ 129,000 $ 87,000 $ 49,000 $ 49,000 $ 41,000 $ 128,000 $ 483,000 |
Goodwill (Tables)
Goodwill (Tables) | 12 Months Ended |
Sep. 30, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill [Table Text Block] | The changes to goodwill during the years ended September 30, 2018 and 2017 are summarized as follows: Contract Research Optics Total Goodwill at September 30, 2016 $ 4,939,000 $ 959,000 $ 5,898,000 Currency translation on Hilger Crystals - 42,000 42,000 Goodwill at September 30, 2017 $ 4,939,000 $ 1,001,000 $ 5,940,000 Currency translation on Hilger Crystals - (40,000 ) (40,000 ) Goodwill at September 30, 2018 $ 4,939,000 $ 961,000 $ 5,900,000 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Sep. 30, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments [Table Text Block] | Debt at September 30, 2018 and 2017 is summarized as follows: 2018 2017 Term note payable to Middlesex Savings Bank. The note payable to Middlesex is due in monthly installments of $37,000 for principal and interest through February 2021. The interest rate is 4.52% and the note is secured by an interest in substantially all of the Company's personal property and sixty-five percent of the Company's equity interests in its UK subsidiary, Hilger Crystals, Ltd. $ 1,024,000 $ 1,415,000 Equipment term note payable to Middlesex Savings Bank. The note payable to Middlesex is due in monthly installments of $14,000 for principal and interest through July 2023. The interest rate is 5.66% and the note is secured by an interest in substantially all of the Company's personal property and sixty-five percent of the Company's equity interests in its UK subsidiary, Hilger Crystals, Ltd. 742,000 - Note payable to Town of Ayer Industrial Development Finance Authority (Ayer) for an equipment line of credit made with Dynasil subsidiary Optometrics. The note payable to Ayer is due in monthly installments totaling $17,000 per year and will be amortized over ten years with a balloon payment at five years from the date of the note. The interest rate is 5.00%. The note is secured by an interest in the equipment purchased with the line. 122,000 141,000 Note payable to Massachusetts Development Finance Agency (MDFA) for promissory note made with Dynasil subsidiary Optometrics. The note payable to MDFA is due in monthly installments of $6,000 for principal and interest through March, 2019. The interest rate is 5.25%. The note is secured by an interest in substantially all of Optometric's personal property. 36,000 107,000 Subordinated note payable to Massachusetts Capital Resource Company in monthly installments of $5,000 through November 2019 for interest only, followed by monthly payments of $39,000 of interest and principal through November 2021. The interest rate is fixed at 7.00%. 865,000 870,000 Note payable to Leaf Capital Funding, LLC (Leaf) for equipment financing with Dynasil subsidiary RMD. The note payable to Leaf was due in monthly installments of $7,000 for principal and interest through February 2018. The interest rate was 14.59%. The note was secured by an interest in the financed equipment. - 32,000 Note payable to Leaf Capital Funding, LLC (Leaf) for equipment financing with Dynasil subsidiary RMD. The note payable to Leaf is due in monthly installments of $1,000 for principal and interest through July 2019. The interest rate is 8.70%. The note is secured by an interest in the financed equipment. 14,000 29,000 Xcede Note agreement with Cook Biotech Inc. to fund pre-clinical testing for Xcede. Credit draw not to exceed $1.5 million, in three draws of $500,000 upon satisfaction of conditions in Note Agreement. Upon termination of the CBI note the remaining $1.0 million is no longer available. Note bears interest at a rate of 2% and is secured by all the rights of Xcede under the Development Agreement, Supply Agreement, and License Agreement. The note was recorded at inception at fair value net of unamortized discount based on an imputed interest rate of 5.4%. During the year ended September 30, 2018, R&D expense of $35,000 was recorded to accrete the note to face value. 518,000 458,000 Total Debt $ 3,321,000 $ 3,052,000 Less current portion (1,246,000 ) (2,007,000 ) Long term portion $ 2,075,000 $ 1,045,000 |
Schedule of Maturities of Long-term Debt [Table Text Block] | The aggregate maturities of debt based on the payment terms of the agreement are as follows: For the years ending on September 30: 2019 $ 1,246,000 2020 932,000 2021 769,000 2022 233,000 2023 141,000 Thereafter - $ 3,321,000 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Sep. 30, 2018 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income before Income Tax, Domestic and Foreign [Table Text Block] | Income (loss) before the provision (benefit) for income taxes consists of the following: 2018 2017 US $ (67,000 ) $ (626,000 ) Foreign 49,000 (168,000 ) Total $ (18,000 ) $ (794,000 ) |
Schedule of Components of Income Tax Expense (Benefit) [Table Text Block] | The provision (benefit) for income taxes in the accompanying consolidated financial statements consists of the following: 2018 2017 Current Federal $ 124,000 $ 6,000 State 15,000 13,000 Foreign (32,000 ) (83,000 ) $ 107,000 $ (64,000 ) Deferred Federal $ (183,000 ) $ (2,642,000 ) State (1,508,000 ) - Foreign (24,000 ) (35,000 ) (1,715,000 ) (2,677,000 ) Income tax expense (benefit) $ (1,608,000 ) $ (2,741,000 ) |
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | A reconciliation of the federal statutory rate to the Company's effective tax rate is as follows: 2018 2017 Tax due at statutory rate 24.28 % 34.00 % State tax provision, net of federal -9.29 % -3.49 % Valuation allowance ** -78.87 % Valuation allowance release ** 380.61 % Foreign tax credits ** 29.34 % Permanently non-deductible expenses ** 0.00 % Federal rate change under TCJA ** 0.00 % Research credit study ** 0.00 % Foreign rate differential and other ** -16.54 % Total 8703.64 % 345.05 % ** These values are not meaningful. Please see the subsequent paragraphs of this note for more detailed explanation. |
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | Net deferred tax assets (liabilities) consisted of the following at September 30, 2018: Domestic Foreign Worldwide Credits $ 3,530,000 $ - $ 3,530,000 NOLs 3,235,000 25,000 3,260,000 Stock compensation 203,000 - 203,000 Accruals 209,000 - 209,000 Other 109,000 - 109,000 Gross deferred tax assets 7,286,000 25,000 7,311,000 Valuation allowance (1,777,000 ) - (1,777,000 ) Deferred tax assets, net 5,509,000 25,000 5,534,000 Depreciation (1,168,000 ) (164,000 ) (1,332,000 ) Intangibles (7,000 ) (66,000 ) (73,000 ) Gross deferred tax liabilities (1,175,000 ) (230,000 ) (1,405,000 ) Net deferred tax asset (liability) $ 4,334,000 $ (205,000 ) $ 4,129,000 Net deferred tax assets (liabilities) consisted of the following at September 30, 2017: Domestic Foreign Worldwide Credits $ 1,456,000 $ - $ 1,456,000 NOLs 3,750,000 26,000 3,776,000 Stock compensation 205,000 - 205,000 Accruals 352,000 - 352,000 Intangibles 5,000 - 5,000 Other 140,000 - 140,000 Gross deferred tax assets 5,908,000 26,000 5,934,000 Valuation allowance (2,342,000 ) - (2,342,000 ) Deferred tax assets, net 3,566,000 26,000 3,592,000 Depreciation (902,000 ) (181,000 ) (1,083,000 ) Intangibles (22,000 ) (79,000 ) (101,000 ) Gross deferred tax liabilities (924,000 ) (260,000 ) (1,184,000 ) Net deferred tax asset (liability) $ 2,642,000 $ (234,000 ) $ 2,408,000 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Sep. 30, 2018 | |
Schedule Of Stock Compensation Expense [Table Text Block] | Stock compensation expense is recorded in general and administrative expenses and is presented below for the years ended September 30, 2018 and 2017: 2018 2017 Stock Grants $ 287,000 $ 241,000 Restricted Stock Grants 55,000 52,000 Option Grants 17,000 50,000 Employee Stock Purchase Plan 3,000 3,000 Subsidiary Option Grants 95,000 110,000 Total $ 457,000 $ 456,000 |
Schedule of Nonvested Restricted Stock Units Activity [Table Text Block] | A summary of restricted stock activity for the years ended September 30, 2018 and 2017 is presented below: Restricted Stock Activity for the Year ended September 30, 2018 Shares Weighted-Average Nonvested at September 30, 2017 70,000 $ 1.73 Granted 20,000 $ 1.37 Vested (30,000 ) $ 1.73 Cancelled - - Nonvested and expected to vest at September 30, 2018 60,000 $ 1.61 Restricted Stock Activity for the Year ended Shares Weighted-Average Nonvested at September 30, 2016 100,000 $ 1.73 Granted - - Vested (30,000 ) $ 1.73 Cancelled - - Nonvested and expected to vest at September 30, 2017 70,000 $ 1.73 |
Share-based Compensation, Stock Options, Activity [Table Text Block] | Stock options outstanding at September 30, 2018 are described as follows: Outstanding Stock Options at September 30, 2018 Range of Options Weighted Life (years) Weighted Exercise Options Weighted $ 1.80 - 1.99 95,602 1.34 $ 1.80 95,602 $ 1.80 2.00 - 2.33 64,935 0.34 2.33 64,935 2.33 $ 1.80 - 2.33 160,537 0.93 $ 2.01 160,537 $ 2.01 |
Stock Option Grants [Member] | |
Disclosure of Share-based Compensation Arrangements by Share-based Payment Award [Table Text Block] | A summary of stock option activity for the years ended September 30, 2018 and 2017 is presented below: Options Weighted Average Weighted Average Balance at September 30, 2016 123,147 2.30 1.69 Outstanding and exercisable at September 30, 2016 123,147 2.30 1.69 Granted 95,602 1.80 Exercised - - Cancelled (21,980 ) 3.03 Balance at September 30, 2017 196,769 1.98 1.64 Outstanding and exercisable at September 30, 2017 196,769 1.98 1.64 Granted - - Exercised - - Cancelled (36,232 ) 1.82 Balance at September 30, 2018 160,537 2.01 0.93 Outstanding and exercisable at September 30, 2018 160,537 2.01 0.93 |
Subsidiary Option Grants [Member] | |
Disclosure of Share-based Compensation Arrangements by Share-based Payment Award [Table Text Block] | A summary of Xcede stock option activity for the years ended September 30, 2018 and 2017 is presented below: Options Weighted Average Weighted Average Balance, expected to vest, at September 30, 2016 613,653 1.00 8.35 Outstanding and exercisable at September 30, 2016 320,586 1.00 8.01 Granted 810,500 1.00 Exercised - - Cancelled (48,197 ) 1.00 Balance, expected to vest, at September 30, 2017 1,375,956 1.00 8.70 Outstanding and exercisable at September 30, 2017 923,617 1.00 8.30 Granted - - Exercised - - Cancelled (75,000 ) 1.00 Balance, expected to vest, at September 30, 2018 1,300,956 1.00 7.31 Outstanding and exercisable at September 30, 2018 1,229,685 1.00 7.11 |
Lease Agreements (Tables)
Lease Agreements (Tables) | 12 Months Ended |
Sep. 30, 2018 | |
Leases [Abstract] | |
Schedule of Future Minimum Lease Payments for Capital Leases [Table Text Block] | Aggregate minimum annual principal and interest obligations at September 30, 2018, under non-cancelable leases are as follows: 2019 2020 2021 2022 2023 Total Capital Lease Obligations $ 45,000 $ 35,000 $ 21,000 $ - $ - $ 101,000 |
Lessee, Operating Lease, Disclosure [Table Text Block] | Future non-cancelable minimum lease payments under property leases as of September 30, 2018 are as follows: Years ending September 30, 2019 $ 962,000 2020 385,000 2021 325,000 2022 204,000 2023 100,000 thereafter 146,000 Total $ 2,122,000 |
Supplemental Disclosure of Ca_2
Supplemental Disclosure of Cash Flow Information (Tables) | 12 Months Ended |
Sep. 30, 2018 | |
Supplemental Cash Flow Elements [Abstract] | |
Schedule of Cash Flow, Supplemental Disclosures [Table Text Block] | 2018 2017 Cash Paid during the year for: Interest $ 148,000 $ 174,000 Income taxes (refunds) $ (78,000 ) $ (10,000 ) Non cash activities: Assets purchased under capital leases $ 12,000 $ - Recapitalization of Xcede - conversion of non controlling notes payable to preferred stock $ - $ (3,103,000 ) Subsidiary stock options issued to settle liabilities - 75,000 Subsidiary debt issued to fund research activities - 500,000 |
Segment, Customer and Geograp_2
Segment, Customer and Geographical Reporting (Tables) | 12 Months Ended |
Sep. 30, 2018 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | The Company’s segment information is summarized below: Results of Operations for the Fiscal Year Ended September 30, 2018 Optics Innovation and Development (formerly Contract Research) Biomedical Total Revenue $ 23,053,000 $ 17,628,000 $ - $ 40,681,000 Gross profit 7,667,000 7,569,000 - 15,236,000 GM % 33 % 43 % - 37 % Operating expenses 7,003,000 7,072,000 817,000 14,892,000 (Gain) loss on sale of assets - - - - Impairment of long-lived assets - - 182,000 182,000 Operating income (loss) 664,000 497,000 (999,000 ) 162,000 Depreciation and amortization 1,006,000 237,000 14,000 1,257,000 Capital expenditures 2,033,000 211,000 73,000 2,317,000 Intangibles, net 390,000 162,000 203,000 755,000 Goodwill 961,000 4,939,000 - 5,900,000 Total assets $ 22,946,000 $ 8,376,000 $ 210,000 $ 31,532,000 Results of Operations for the Fiscal Year Ended September 30, 2017 Optics Innovation and Development (formerly Contract Research) Biomedical Total Revenue $ 19,282,000 $ 18,002,000 $ - $ 37,284,000 Gross profit 6,562,000 7,336,000 - 13,898,000 GM % 34 % 41 % - 37 % Operating expenses 6,183,000 6,856,000 1,381,000 14,420,000 (Gain) loss on sale of assets - - 60,000 60,000 Impairment of long-lived assets - - - - Operating income (loss) 379,000 480,000 (1,441,000 ) (582,000 ) Depreciation and amortization 970,000 257,000 11,000 1,238,000 Capital expenditures 575,000 338,000 69,000 982,000 Intangibles, net 467,000 196,000 324,000 987,000 Goodwill 1,001,000 4,939,000 - 5,940,000 Total assets $ 20,445,000 $ 8,078,000 $ 574,000 $ 29,097,000 |
Schedule Of Segment Revenue By Geographical Location [Table Text Block] | Revenue by geographic location in total and as a percentage of total revenue, for the years ended September 30, 2018 and 2017 are as follows: 2018 2017 Geographic Location Revenue % of Total Revenue % of Total United States $ 30,765,000 76 % $ 29,154,000 78 % Europe 6,491,000 16 % 4,397,000 12 % Other 3,425,000 8 % 3,733,000 10 % $ 40,681,000 100 % $ 37,284,000 100 % |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details) - shares | 12 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Weighted Average Number of Shares Outstanding Reconciliation [Abstract] | ||
Basic | 17,161,825 | 16,909,412 |
Dilutive Average Shares Outstanding | 17,171,523 | 16,911,504 |
Employee Stock Option [Member] | ||
Weighted Average Number of Shares Outstanding Reconciliation [Abstract] | ||
Effect of dilutive securities | 0 | 0 |
Restricted Stock [Member] | ||
Weighted Average Number of Shares Outstanding Reconciliation [Abstract] | ||
Effect of dilutive securities | 9,698 | 2,092 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies (Details Textual) | 1 Months Ended | 12 Months Ended | ||
Sep. 30, 2018USD ($) | Sep. 30, 2018USD ($)shares | Sep. 30, 2017USD ($)shares | Sep. 30, 2018GBP (£) | |
Significant Accounting Policies [Line Items] | ||||
Research and Development Expense | $ 823,000 | $ 903,000 | ||
Cash, FDIC Insured Amount | $ 250,000 | 250,000 | ||
Operating Costs and Expenses | 14,892,000 | 14,420,000 | ||
Other Research and Development Expense | 35,000 | |||
Patent Costs | 400,000 | 300,000 | ||
Advertising Expense | $ 145,000 | $ 135,000 | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | shares | 160,537 | 196,769 | ||
Cash, Uninsured Amount | $ 2,000,000 | $ 2,000,000 | $ 1,900,000 | |
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 24.28% | 34.00% | ||
Asset Impairment Charges | $ 182,000 | $ 0 | ||
Effective Income Tax Rate Reconciliation, Change in Deferred Tax Assets Valuation Allowance, Amount | 700,000 | |||
Shipping and Handling [Member] | ||||
Significant Accounting Policies [Line Items] | ||||
Operating Costs and Expenses | 40,000 | 45,000 | ||
Radiation Monitoring Devices Inc [Member] | ||||
Significant Accounting Policies [Line Items] | ||||
Research and Development Expense | 9,900,000 | 10,700,000 | ||
Other Research and Development Expense | $ 800,000 | 900,000 | ||
Xcede Technologies inc [Member] | ||||
Significant Accounting Policies [Line Items] | ||||
Noncontrolling Interest, Ownership Percentage by Parent | 63.00% | 63.00% | 63.00% | |
Finite-Lived Patents, Gross | $ 0 | $ 0 | 100,000 | |
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 21.00% | |||
Asset Impairment Charges | $ 200,000 | |||
Xcede Technologies inc [Member] | Common Stock Owned By Others [Member] | ||||
Significant Accounting Policies [Line Items] | ||||
Noncontrolling Interest, Ownership Percentage by Parent | 17.00% | 17.00% | 17.00% | |
Dynasil Biomedical [Member] | ||||
Significant Accounting Policies [Line Items] | ||||
Noncontrolling Interest, Ownership Percentage by Parent | 83.00% | 83.00% | 83.00% | |
Geographic Concentration Risk [Member] | Accounts Receivable [Member] | ||||
Significant Accounting Policies [Line Items] | ||||
Accounts Receivable, Net | $ 1,724,000 | $ 1,724,000 | $ 863,000 | |
Concentration Risk, Percentage | 40.00% | 25.00% | ||
Maximum [Member] | Acquired Customer Based [Member] | ||||
Significant Accounting Policies [Line Items] | ||||
Finite-Lived Intangible Asset, Useful Life | 20 years | 20 years | ||
Minimum [Member] | Acquired Customer Based [Member] | ||||
Significant Accounting Policies [Line Items] | ||||
Finite-Lived Intangible Asset, Useful Life | 5 years | 5 years | ||
Transportation Equipment [Member] | ||||
Significant Accounting Policies [Line Items] | ||||
Property, Plant and Equipment, Useful Life | 5 years | |||
Building and Building Improvements [Member] | Maximum [Member] | ||||
Significant Accounting Policies [Line Items] | ||||
Property, Plant and Equipment, Useful Life | 25 years | |||
Building and Building Improvements [Member] | Minimum [Member] | ||||
Significant Accounting Policies [Line Items] | ||||
Property, Plant and Equipment, Useful Life | 8 years | |||
Machinery and Equipment [Member] | Maximum [Member] | ||||
Significant Accounting Policies [Line Items] | ||||
Property, Plant and Equipment, Useful Life | 20 years | |||
Machinery and Equipment [Member] | Minimum [Member] | ||||
Significant Accounting Policies [Line Items] | ||||
Property, Plant and Equipment, Useful Life | 5 years | |||
Furniture and Fixtures [Member] | Maximum [Member] | ||||
Significant Accounting Policies [Line Items] | ||||
Property, Plant and Equipment, Useful Life | 10 years | |||
Furniture and Fixtures [Member] | Minimum [Member] | ||||
Significant Accounting Policies [Line Items] | ||||
Property, Plant and Equipment, Useful Life | 5 years | |||
Hilger Crystals Ltd [Member] | ||||
Significant Accounting Policies [Line Items] | ||||
Cash, FDIC Insured Amount | £ | £ 75,000 |
Xcede Technologies, Inc. Join_2
Xcede Technologies, Inc. Joint Venture (Details Textual) - USD ($) | 1 Months Ended | 12 Months Ended | |||
Sep. 30, 2018 | Jul. 20, 2018 | Nov. 30, 2016 | Sep. 30, 2018 | Sep. 30, 2017 | |
Debt Conversion, Original Debt, Amount | $ 5,500,000 | $ 5,500,000 | |||
Gain (Loss) on Extinguishment of Debt | 1,900,000 | $ 1,900,000 | |||
Secured Debt, Outstanding Amount | $ 500,000 | $ 500,000 | |||
Line of Credit Facility, Maximum Borrowing Capacity | 1,500,000 | ||||
Debt Instrument, Maturity Date | Dec. 31, 2025 | ||||
Other Research and Development Expense | $ 35,000 | ||||
Noncontrolling Interest [Member] | |||||
Debt Conversion, Original Debt, Amount | $ 3,100,000 | ||||
Debt Conversion, Converted Instrument, Shares Issued | 3,055,551 | ||||
Gain (Loss) on Extinguishment of Debt | $ 300,000 | ||||
Xcede Technologies inc [Member] | |||||
Debt Instrument, Interest Rate, Stated Percentage | 5.00% | ||||
Committed Investment In Cash | $ 1,200,000 | ||||
Debt Conversion, Converted Instrument, Shares Issued | 5,394,120 | ||||
Capital Stock Financing Discount Percentage | 20.00% | ||||
Noncontrolling Interest, Description | Noncontrolling interest represents the value of the Series A Preferred and common stock not owned by DBM plus 17% of cumulative losses of Xcede based on the 17% common stock ownership held by noncontrolling interests. | ||||
Equity Method Investment, Ownership Percentage | 63.00% | 63.00% | |||
Dynasil Biomedical [Member] | |||||
Debt Conversion, Original Debt, Amount | $ 2,400,000 | ||||
Debt Conversion, Converted Instrument, Shares Issued | 2,338,569 | ||||
Gain (Loss) on Extinguishment of Debt | $ 1,600,000 | ||||
External Funding [Member] | Convertible Debt [Member] | |||||
Debt Conversion, Original Debt, Amount | $ 5,200,000 | ||||
Secured Promissory Note [Member] | Xcede Technologies inc [Member] | |||||
Debt Instrument, Interest Rate, Stated Percentage | 2.00% | ||||
Expense Recognized In Long Term Contract | $ 166,000 | $ 306,000 | |||
Imputed Interest Rate | 5.40% | ||||
Proceeds from Notes Payable | $ 500,000 | ||||
Debt Instrument, Maturity Date | Dec. 31, 2025 | ||||
Series B Preferred Stock [Member] | |||||
Preferred Stock, Liquidation Preference Per Share | $ 1.27 | $ 1.27 | |||
Preferred Stock, Liquidation Preference, Value | $ 1,500,000 | $ 1,500,000 | |||
Series A Preferred Stock [Member] | |||||
Debt Conversion, Converted Instrument, Amount | $ 3,600,000 | ||||
Preferred Stock, Liquidation Preference Per Share | $ 1.016 | $ 1.016 | |||
Preferred Stock, Liquidation Preference, Value | $ 5,500,000 | $ 5,500,000 | |||
Series A Preferred Stock [Member] | Noncontrolling Shareholders [Member] | |||||
Preferred Stock, Liquidation Preference, Value | 3,100,000 | 3,100,000 | |||
Series A Preferred Stock [Member] | Dynasil Biomedical [Member] | |||||
Preferred Stock, Liquidation Preference, Value | $ 2,400,000 | $ 2,400,000 |
Inventories (Details)
Inventories (Details) - USD ($) | Sep. 30, 2018 | Sep. 30, 2017 |
Inventory Current [Line Items] | ||
Raw Materials | $ 2,362,000 | $ 2,540,000 |
Work-in-Process | 890,000 | 798,000 |
Finished Goods | 854,000 | 988,000 |
Inventory, Net, Total | $ 4,106,000 | $ 4,326,000 |
Property, Plant and Equipment_2
Property, Plant and Equipment (Details) - USD ($) | Sep. 30, 2018 | Sep. 30, 2017 |
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 19,127,000 | $ 16,993,000 |
Less accumulated depreciation | (11,029,000) | (9,961,000) |
Property, Plant and Equipment, Net | 8,098,000 | 7,032,000 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 158,000 | 161,000 |
Building and improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 3,591,000 | 3,474,000 |
Machinery and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 14,086,000 | 12,318,000 |
Office furniture and fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 1,239,000 | 987,000 |
Transportation Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 53,000 | $ 53,000 |
Property, Plant and Equipment_3
Property, Plant and Equipment (Details Textual) - USD ($) | 12 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Property, Plant and Equipment [Line Items] | ||
Depreciation | $ 1,145,000 | $ 1,135,000 |
Intangible Assets (Details)
Intangible Assets (Details) - USD ($) | 12 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | $ 1,986,000 | $ 2,123,000 |
Accumulated Amortization | 1,231,000 | 1,136,000 |
Net | 755,000 | 987,000 |
Acquired Customer Base [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | 719,000 | 737,000 |
Accumulated Amortization | 601,000 | 551,000 |
Net | $ 118,000 | $ 186,000 |
Acquired Customer Base [Member] | Minimum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life (years) | 5 years | 5 years |
Acquired Customer Base [Member] | Maximum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life (years) | 15 years | 15 years |
Know How [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life (years) | 15 years | 15 years |
Gross Amount | $ 512,000 | $ 512,000 |
Accumulated Amortization | 350,000 | 316,000 |
Net | 162,000 | 196,000 |
Trade Name [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | 272,000 | 281,000 |
Accumulated Amortization | 0 | 0 |
Net | $ 272,000 | $ 281,000 |
Patents [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life (years) | 20 years | 20 years |
Gross Amount | $ 223,000 | $ 333,000 |
Accumulated Amortization | 20,000 | 9,000 |
Net | $ 203,000 | $ 324,000 |
Biomedical Technologies [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life (years) | 5 years | 5 years |
Gross Amount | $ 260,000 | $ 260,000 |
Accumulated Amortization | 260,000 | 260,000 |
Net | $ 0 | $ 0 |
Intangible Assets (Details 1)
Intangible Assets (Details 1) | Sep. 30, 2018USD ($) |
Finite-Lived Intangible Assets [Line Items] | |
2,019 | $ 129,000 |
2,020 | 87,000 |
2,021 | 49,000 |
2,022 | 49,000 |
2,023 | 41,000 |
Thereafter | 128,000 |
Total | 483,000 |
Acquired Customer Base [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
2,019 | 80,000 |
2,020 | 38,000 |
2,021 | 0 |
2,022 | 0 |
2,023 | 0 |
Thereafter | 0 |
Total | 118,000 |
Know How [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
2,019 | 34,000 |
2,020 | 34,000 |
2,021 | 34,000 |
2,022 | 34,000 |
2,023 | 26,000 |
Thereafter | 0 |
Total | 162,000 |
Patents [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
2,019 | 15,000 |
2,020 | 15,000 |
2,021 | 15,000 |
2,022 | 15,000 |
2,023 | 15,000 |
Thereafter | 128,000 |
Total | $ 203,000 |
Intangible Assets (Details Text
Intangible Assets (Details Textual) - USD ($) | 12 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Finite-Lived Intangible Assets [Line Items] | ||
Amortization of Intangible Assets | $ 112,000 | $ 104,000 |
Asset Impairment Charges | $ 182,000 | $ 0 |
Goodwill (Details)
Goodwill (Details) - USD ($) | 12 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Goodwill [Line Items] | ||
Goodwill, Beginning Balance | $ 5,940,000 | $ 5,898,000 |
Currency translation on Hilger Crystals | (40,000) | 42,000 |
Goodwill, Ending Balance | 5,900,000 | 5,940,000 |
Contracts Research [Member] | ||
Goodwill [Line Items] | ||
Goodwill, Beginning Balance | 4,939,000 | 4,939,000 |
Currency translation on Hilger Crystals | 0 | 0 |
Goodwill, Ending Balance | 4,939,000 | 4,939,000 |
Optics [Member] | ||
Goodwill [Line Items] | ||
Goodwill, Beginning Balance | 1,001,000 | 959,000 |
Currency translation on Hilger Crystals | (40,000) | 42,000 |
Goodwill, Ending Balance | $ 961,000 | $ 1,001,000 |
Goodwill (Details Textual)
Goodwill (Details Textual) | Sep. 30, 2018 |
Goodwill [Line Items] | |
Percentage Increase In Carrying Value Of Unit | 20.00% |
Weighted Average Cost Of Capital | 16.00% |
Long Term Growth Rate | 3.00% |
Radiation Monitoring Devices [Member] | |
Goodwill [Line Items] | |
Weighted Average Cost Of Capital | 16.00% |
Long Term Growth Rate | 1.50% |
Debt (Details)
Debt (Details) - USD ($) | Sep. 30, 2018 | Sep. 30, 2017 |
Debt [Line Items] | ||
Total Debt | $ 3,321,000 | $ 3,052,000 |
Less current portion | (1,246,000) | (2,007,000) |
Long term portion | 2,075,000 | 1,045,000 |
Middlesex Savings Bank [Member] | ||
Debt [Line Items] | ||
Total Debt | 742,000 | 0 |
Middlesex Savings Bank [Member] | 4.52% Term Note Payable [Member] | ||
Debt [Line Items] | ||
Total Debt | 1,024,000 | 1,415,000 |
Ayer Industrial Development Finance Authority [Member] | ||
Debt [Line Items] | ||
Total Debt | 122,000 | 141,000 |
Massachusetts Development Finance Agency [Member] | ||
Debt [Line Items] | ||
Total Debt | 36,000 | 107,000 |
Masschusetts Capital Resource Corporation [Member] | ||
Debt [Line Items] | ||
Total Debt | 865,000 | 870,000 |
Leaf Capital Funding, LLC [Member] | 14.59% Note Payable [Member] | ||
Debt [Line Items] | ||
Total Debt | 0 | 32,000 |
Leaf Capital Funding, LLC [Member] | 8.70% Note Payable [Member] | ||
Debt [Line Items] | ||
Total Debt | 14,000 | 29,000 |
Xcede Note agreement with Cook Biotech Inc [Member] | ||
Debt [Line Items] | ||
Total Debt | $ 518,000 | $ 458,000 |
Debt (Details 1)
Debt (Details 1) | Sep. 30, 2018USD ($) |
Debt [Line Items] | |
2,019 | $ 1,246,000 |
2,020 | 932,000 |
2,021 | 769,000 |
2,022 | 233,000 |
2,023 | 141,000 |
Thereafter | 0 |
Long-term Debt, Total | $ 3,321,000 |
Debt (Details Textual)
Debt (Details Textual) - USD ($) | 1 Months Ended | 12 Months Ended | |||||||||||||
Sep. 30, 2018 | Jul. 31, 2018 | Jul. 20, 2018 | Nov. 30, 2016 | Jul. 31, 2012 | Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2015 | Aug. 09, 2018 | Jan. 03, 2018 | May 16, 2017 | Dec. 02, 2016 | Feb. 01, 2016 | Oct. 01, 2015 | May 01, 2014 | |
Debt [Line Items] | |||||||||||||||
Line of Credit, Current | $ 2,000,000 | ||||||||||||||
Debt Instrument, Term | 5 years | ||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 1,500,000 | ||||||||||||||
Description Of Consolidated Fixed Charge Coverage Ratio | The Bank Loan Agreement requires Dynasil, at the close of each fiscal quarter, to maintain a Debt Service Coverage ratio, as defined, of at least 1.20 to 1.00 on a trailing four quarter basis. | ||||||||||||||
Invest AmountIn Exchange For Preferred Stock | $ 1,200,000 | ||||||||||||||
Payment Of Subordinate Debt | $ 3,000,000 | $ 2,000,000 | |||||||||||||
Debt Instrument, Maturity Date, Description | November 30, 2021 | ||||||||||||||
Amortization of Debt Issuance Costs | $ 3,000 | ||||||||||||||
Debt Issuance Costs, Gross | $ 64,000 | $ 64,000 | 64,000 | ||||||||||||
Accumulated Amortization, Debt Issuance Costs | 64,000 | $ 64,000 | $ 64,000 | ||||||||||||
Secured Debt, Outstanding Amount | 500,000 | $ 500,000 | |||||||||||||
Other Research and Development Expense | $ 35,000 | ||||||||||||||
Refinanced to long term debt | $ 1,000,000 | $ 2,000,000 | |||||||||||||
Middlesex Savings Bank [Member] | |||||||||||||||
Debt [Line Items] | |||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 4.52% | 4.52% | 4.50% | ||||||||||||
Line of Credit, Current | $ 750,000 | ||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 4,000,000 | $ 4,000,000 | $ 750,000 | $ 4,000,000 | |||||||||||
Subordinate [Member] | |||||||||||||||
Debt [Line Items] | |||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 7.00% | ||||||||||||||
4.52% Term Note Payable [Member] | Middlesex Savings Bank [Member] | |||||||||||||||
Debt [Line Items] | |||||||||||||||
Long-term Line of Credit | $ 1,000,000 | ||||||||||||||
Debt Instrument, Periodic Payment, Principal | $ 37,000 | ||||||||||||||
Debt Instrument, Maturity Date, Description | February 2,021 | ||||||||||||||
14.59% Note Payable [Member] | |||||||||||||||
Debt [Line Items] | |||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 14.59% | ||||||||||||||
Debt Instrument, Periodic Payment, Principal | $ 7,000 | ||||||||||||||
Maximum [Member] | |||||||||||||||
Debt [Line Items] | |||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 5.25% | 5.25% | |||||||||||||
Notes Payable to Banks [Member] | |||||||||||||||
Debt [Line Items] | |||||||||||||||
Debt Instrument, Description of Variable Rate Basis | (i) a security interest in substantially all of the Company’s personal property and (ii) sixty-five percent (65%) of Dynasil’s equity interests in its U.K. subsidiary, Hilger Crystals, Ltd. Under the Note, the borrowing base is determined monthly based on eligible billed and unbilled accounts receivable and eligible inventory. The interest rate under the Note is equal to the Prime Rate, but in no event less than 3.25%. | ||||||||||||||
Masschusetts Capital Resource Corporation [Member] | |||||||||||||||
Debt [Line Items] | |||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 7.00% | 7.00% | |||||||||||||
Debt Instrument, Face Amount | $ 3,000,000 | ||||||||||||||
Debt Instrument, Periodic Payment, Principal | $ 39,000 | ||||||||||||||
Debt Instrument, Periodic Payment, Interest | $ 5,000 | ||||||||||||||
Masschusetts Capital Resource Corporation [Member] | 6.00% Note Payable [Member] | |||||||||||||||
Debt [Line Items] | |||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 6.00% | 6.00% | 6.00% | ||||||||||||
Debt Instrument, Periodic Payment, Principal | $ 43,478 | $ 130,000 | |||||||||||||
Optometrics Corporation [Member] | Minimum [Member] | |||||||||||||||
Debt [Line Items] | |||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 5.00% | 5.00% | |||||||||||||
Leaf Capital Funding Llc [Member] | 8.70% Note Payable [Member] | |||||||||||||||
Debt [Line Items] | |||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 8.70% | 8.70% | |||||||||||||
Debt Instrument, Periodic Payment, Principal | $ 1,000 | ||||||||||||||
Leaf Capital Funding Llc [Member] | Maximum [Member] | |||||||||||||||
Debt [Line Items] | |||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 14.59% | 14.59% | |||||||||||||
Leaf Capital Funding Llc [Member] | Minimum [Member] | |||||||||||||||
Debt [Line Items] | |||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 8.70% | 8.70% | |||||||||||||
Town Of Ayer Industrial Development Finance Authority [Member] | |||||||||||||||
Debt [Line Items] | |||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 5.00% | 5.00% | |||||||||||||
Debt Instrument, Periodic Payment, Principal | $ 17,000 | ||||||||||||||
Massachusetts Development Finance Agency [Member] | |||||||||||||||
Debt [Line Items] | |||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 5.25% | 5.25% | |||||||||||||
Debt Instrument, Periodic Payment, Principal | $ 6,000 | ||||||||||||||
Debt Instrument, Maturity Date, Description | Mar. 01, 2019 | ||||||||||||||
Xcede Technologies inc [Member] | |||||||||||||||
Debt [Line Items] | |||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 5.00% | 2.00% | 5.00% | ||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 1,500,000 | ||||||||||||||
Debt Instrument, Face Amount | $ 2,200,000 | $ 2,200,000 | |||||||||||||
Proceeds from Convertible Debt | $ 2,900,000 | ||||||||||||||
Proceeds from Lines of Credit | $ 500,000 | ||||||||||||||
Capital Stock Financing Discount Percentage | 20.00% | ||||||||||||||
Debt Conversion, Converted Instrument, Shares Issued | 5,394,120 | ||||||||||||||
Imputed Interest Rate | 5.40% | ||||||||||||||
Aggregate Indebtedness | 500,000 | $ 500,000 | |||||||||||||
Other Research and Development Expense | $ 35,000 | ||||||||||||||
Xcede Note Agreement With Cook BiotechInc [Member] | |||||||||||||||
Debt [Line Items] | |||||||||||||||
Debt Instrument, Face Amount | $ 500,000 | $ 500,000 | |||||||||||||
Equipment Line Of Credit [Member] | |||||||||||||||
Debt [Line Items] | |||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 5.66% | 5.66% | |||||||||||||
Debt Instrument, Periodic Payment, Principal | $ 14,000 | ||||||||||||||
Debt Instrument, Maturity Date, Description | July 2,023 | ||||||||||||||
Equipment Line Of Credit [Member] | Middlesex Savings Bank [Member] | |||||||||||||||
Debt [Line Items] | |||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 5.66% | ||||||||||||||
Line of Credit Facility, Covenant Compliance | As part of the renewal process and due to the additional credit being extended to the Company, the Middlesex loan and security agreement was amended on August 9, 2018 to change the maximum debt leverage ratio covenant to 2.5x from 3.0x. |
Income Taxes (Details)
Income Taxes (Details) - USD ($) | 12 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Income Tax [Line Items] | ||
US | $ (67,000) | $ (626,000) |
Foreign | 49,000 | (168,000) |
Total | $ (18,000) | $ (794,000) |
Income Taxes (Details 1)
Income Taxes (Details 1) - USD ($) | 12 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Current | ||
Federal | $ 124,000 | $ 6,000 |
State | 15,000 | 13,000 |
Foreign | (32,000) | (83,000) |
Current Income Tax Expense (Benefit) | 107,000 | (64,000) |
Deferred | ||
Federal | (183,000) | (2,642,000) |
State | (1,508,000) | 0 |
Foreign | (24,000) | (35,000) |
Deferred Income Tax Expense (Benefit) | (1,715,000) | (2,677,000) |
Income tax expense (credit) | $ (1,608,000) | $ (2,741,000) |
Income Taxes (Details 2)
Income Taxes (Details 2) | 12 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | ||
Income Tax [Line Items] | |||
Tax due at statutory rate | 24.28% | 34.00% | |
State tax provision, net of federal | (9.29%) | (3.49%) | |
Valuation allowance | [1] | (78.87%) | |
Valuation allowance release | [1] | 380.61% | |
Foreign tax credits | [1] | 29.34% | |
Permanently non-deductible expenses | [1] | 0.00% | |
Federal rate change under TCJA | [1] | 0.00% | |
Research credit study | [1] | 0.00% | |
Foreign rate differential and other | [1] | (16.54%) | |
Total | 8703.64% | 345.05% | |
[1] | These values are not meaningful. Please see the subsequent paragraphs of this note for more detailed explanation. |
Income Taxes (Details 3)
Income Taxes (Details 3) - USD ($) | Sep. 30, 2018 | Sep. 30, 2017 |
Domestic [Member] | ||
Income Tax [Line Items] | ||
Credits | $ 3,530,000 | $ 1,456,000 |
NOLs | 3,235,000 | 3,750,000 |
Stock compensation | 203,000 | 205,000 |
Accruals | 209,000 | 352,000 |
Intangibles | 5,000 | |
Other | 109,000 | 140,000 |
Gross deferred tax assets | 7,286,000 | 5,908,000 |
Valuation allowance | (1,777,000) | (2,342,000) |
Deferred tax assets, net | 5,509,000 | 3,566,000 |
Depreciation | (1,168,000) | (902,000) |
Intangibles | (7,000) | (22,000) |
Gross deferred tax liabilities | (1,175,000) | (924,000) |
Net deferred tax asset (liability) | 4,334,000 | 2,642,000 |
Foreign [Member] | ||
Income Tax [Line Items] | ||
Credits | 0 | 0 |
NOLs | 25,000 | 26,000 |
Stock compensation | 0 | 0 |
Accruals | 0 | 0 |
Intangibles | 0 | |
Other | 0 | 0 |
Gross deferred tax assets | 25,000 | 26,000 |
Valuation allowance | 0 | 0 |
Deferred tax assets, net | 25,000 | 26,000 |
Depreciation | (164,000) | (181,000) |
Intangibles | (66,000) | (79,000) |
Gross deferred tax liabilities | (230,000) | (260,000) |
Net deferred tax asset (liability) | (205,000) | (234,000) |
Worldwide [Member] | ||
Income Tax [Line Items] | ||
Credits | 3,530,000 | 1,456,000 |
NOLs | 3,260,000 | 3,776,000 |
Stock compensation | 203,000 | 205,000 |
Accruals | 209,000 | 352,000 |
Intangibles | 5,000 | |
Other | 109,000 | 140,000 |
Gross deferred tax assets | 7,311,000 | 5,934,000 |
Valuation allowance | (1,777,000) | (2,342,000) |
Deferred tax assets, net | 5,534,000 | 3,592,000 |
Depreciation | (1,332,000) | (1,083,000) |
Intangibles | (73,000) | (101,000) |
Gross deferred tax liabilities | (1,405,000) | (1,184,000) |
Net deferred tax asset (liability) | $ 4,129,000 | $ 2,408,000 |
Income Taxes (Details Textual)
Income Taxes (Details Textual) - USD ($) | 1 Months Ended | 3 Months Ended | 12 Months Ended | |
Jul. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Income Tax [Line Items] | ||||
Income Tax Expense (Benefit) | $ (1,608,000) | $ (2,741,000) | ||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 24.28% | 34.00% | ||
Provision for Income Tax Expense | $ 700,000 | |||
Additional Income Tax Expense | $ 200,000 | |||
Deferred Tax Assets, Operating Loss Carryforwards, Domestic | $ 600,000 | |||
Effective Income Tax Rate Reconciliation, Change in Deferred Tax Assets Valuation Allowance, Amount | 700,000 | |||
Income Tax Expense (Benefit) | (1,608,000) | (2,741,000) | ||
Deferred Tax Assets, Operating Loss Carryforwards, State and Local | (19,300,000) | (16,900,000) | ||
Deferred Tax Assets, Operating Loss Carryforwards, Foreign | 147,000 | 151,000 | ||
Valuation Allowance, Deferred Tax Asset, Increase (Decrease), Amount | $ 600,000 | 2,400,000 | ||
Scenario, Plan [Member] | ||||
Income Tax [Line Items] | ||||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 21.00% | |||
Federal [Member] | ||||
Income Tax [Line Items] | ||||
Deferred Tax Assets, Tax Credit Carryforwards, Research | $ 2,900,000 | 1,400,000 | ||
Deferred Tax Assets, Operating Loss Carryforwards, Domestic | 9,000,000 | 8,100,000 | ||
Federal [Member] | Xcede Technologies inc [Member] | ||||
Income Tax [Line Items] | ||||
Income Tax Expense (Benefit) | $ 2,700,000 | |||
Income Tax Expense (Benefit) | $ 2,700,000 | |||
State and Local Jurisdiction [Member] | ||||
Income Tax [Line Items] | ||||
Deferred Tax Assets, Tax Credit Carryforwards, Research | $ 852,000 | $ 70,000 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) | 12 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Stock Based Compensation [Line Items] | ||
Stock Compensation Expense | $ 457,000 | $ 456,000 |
Stock Grants [Member] | ||
Stock Based Compensation [Line Items] | ||
Stock Compensation Expense | 287,000 | 241,000 |
Restricted Stock Grants [Member] | ||
Stock Based Compensation [Line Items] | ||
Stock Compensation Expense | 55,000 | 52,000 |
Option Grants [Member] | ||
Stock Based Compensation [Line Items] | ||
Stock Compensation Expense | 17,000 | 50,000 |
Employee Stock Purchase Plan [Member] | ||
Stock Based Compensation [Line Items] | ||
Stock Compensation Expense | 3,000 | 3,000 |
Subsidiary Option Grants [Member] | ||
Stock Based Compensation [Line Items] | ||
Stock Compensation Expense | $ 95,000 | $ 110,000 |
Stockholders' Equity (Details 1
Stockholders' Equity (Details 1) - Restricted Stock [Member] - $ / shares | 12 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares Nonvested, Beginning Balance | 70,000 | 100,000 |
Shares, Granted | 20,000 | 0 |
Shares, Vested | (30,000) | (30,000) |
Shares, Cancelled | 0 | 0 |
Shares, Nonvested and expected to vest, Ending Balance | 60,000 | 70,000 |
Weighted-Average Grant-Date Fair Value, Nonvested, Beginning Balance | $ 1.73 | $ 1.73 |
Weighted-Average Grant-Date Fair Value, Granted | 1.37 | 0 |
Weighted-Average Grant-Date Fair Value, Vested | 1.73 | 1.73 |
Weighted-Average Grant-Date Fair Value, Cancelled | 0 | 0 |
Weighted-Average Grant-Date Fair Value, Nonvested, Ending Balance | $ 1.61 | $ 1.73 |
Stockholders' Equity (Details 2
Stockholders' Equity (Details 2) - $ / shares | 12 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2016 | |
Stock Option Grants [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Balance, Options Outstanding | 196,769 | 123,147 | |
Outstanding and exercisable, Options Outstanding | 196,769 | 123,147 | |
Granted, Options Outstanding | 0 | 95,602 | |
Exercised, Options Outstanding | 0 | 0 | |
Cancelled, Options Outstanding | (36,232) | (21,980) | |
Balance, Options Outstanding | 160,537 | 196,769 | 123,147 |
Outstanding and exercisable, Options Outstanding | 160,537 | 196,769 | 123,147 |
Beginning Balance, Weighted Average Exercise Price per Share | $ 1.98 | $ 2.30 | |
Outstanding and exercisable, Weighted Average Exercise Price per Share | 1.98 | 2.30 | |
Granted, Weighted Average Exercise Price per Share | 0 | 1.80 | |
Exercised, Weighted Average Exercise Price per Share | 0 | 0 | |
Cancelled, Weighted Average Exercise Price per Share | 1.82 | 3.03 | |
Ending Balance, Weighted Average Exercise Price per Share | 2.01 | 1.98 | $ 2.30 |
Outstanding and exercisable, Weighted Average Exercise Price per Share | $ 2.01 | $ 1.98 | $ 2.30 |
Balance, Weighted Average Remain Contractual Term (in Years) | 11 months 5 days | 1 year 7 months 20 days | 1 year 8 months 8 days |
Granted, Weighted Average Remaining Contractual Term (in Year) | |||
Outstanding and exercisable, Weighted Average Remain Contractual Term (in Years) | 11 months 5 days | 1 year 7 months 20 days | 1 year 8 months 8 days |
Subsidiary Option Grants [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Balance, Options Outstanding | 1,375,956 | 613,653 | |
Outstanding and exercisable, Options Outstanding | 923,617 | 320,586 | |
Granted, Options Outstanding | 0 | 810,500 | |
Exercised, Options Outstanding | 0 | 0 | |
Cancelled, Options Outstanding | (75,000) | (48,197) | |
Balance, Options Outstanding | 1,300,956 | 1,375,956 | 613,653 |
Outstanding and exercisable, Options Outstanding | 1,229,685 | 923,617 | 320,586 |
Beginning Balance, Weighted Average Exercise Price per Share | $ 1 | $ 1 | |
Outstanding and exercisable, Weighted Average Exercise Price per Share | 1 | 1 | |
Granted, Weighted Average Exercise Price per Share | 0 | 1 | |
Exercised, Weighted Average Exercise Price per Share | 0 | 0 | |
Cancelled, Weighted Average Exercise Price per Share | 1 | 1 | |
Ending Balance, Weighted Average Exercise Price per Share | 1 | 1 | $ 1 |
Outstanding and exercisable, Weighted Average Exercise Price per Share | $ 1 | $ 1 | $ 1 |
Balance, Weighted Average Remain Contractual Term (in Years) | 7 years 3 months 22 days | 8 years 8 months 12 days | 8 years 4 months 6 days |
Granted, Weighted Average Remaining Contractual Term (in Year) | |||
Outstanding and exercisable, Weighted Average Remain Contractual Term (in Years) | 7 years 1 month 10 days | 8 years 3 months 18 days | 8 years 4 days |
Option One [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Balance, Options Outstanding | 95,602 | ||
Outstanding and exercisable, Options Outstanding | 95,602 | ||
Beginning Balance, Weighted Average Exercise Price per Share | $ 1.80 | ||
Ending Balance, Weighted Average Exercise Price per Share | $ 1.80 | ||
Balance, Weighted Average Remain Contractual Term (in Years) | 1 year 4 months 2 days | ||
Option Two [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Balance, Options Outstanding | 64,935 | ||
Outstanding and exercisable, Options Outstanding | 64,935 | ||
Beginning Balance, Weighted Average Exercise Price per Share | $ 2.33 | ||
Ending Balance, Weighted Average Exercise Price per Share | 2.33 | ||
Balance, Weighted Average Remain Contractual Term (in Years) | 4 months 2 days | ||
Option Three [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Balance, Options Outstanding | 160,537 | ||
Outstanding and exercisable, Options Outstanding | 160,537 | ||
Beginning Balance, Weighted Average Exercise Price per Share | $ 2.01 | ||
Ending Balance, Weighted Average Exercise Price per Share | $ 2.01 | ||
Balance, Weighted Average Remain Contractual Term (in Years) | 11 months 5 days | ||
Maximum [Member] | Option One [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Range of Exercise Prices | $ 1.99 | ||
Maximum [Member] | Option Two [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Range of Exercise Prices | 2.33 | ||
Maximum [Member] | Option Three [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Range of Exercise Prices | 2.33 | ||
Minimum [Member] | Option One [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Range of Exercise Prices | 1.80 | ||
Minimum [Member] | Option Two [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Range of Exercise Prices | 2 | ||
Minimum [Member] | Option Three [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Range of Exercise Prices | $ 1.80 |
Stockholders' Equity (Details T
Stockholders' Equity (Details Textual) - USD ($) | 12 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2016 | |
Class of Stock [Line Items] | |||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Stock Options | $ 56,000 | ||
Common Stock, Shares, Issued | 18,152,074 | 17,893,763 | |
Common Stock, Value, Issued | $ 9,000 | $ 9,000 | |
Common Stock, Shares Authorized | 40,000,000 | 40,000,000 | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 0.00% | ||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 3 years | ||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 1,699,044 | ||
Subsidiary Option Grants [Member] | |||
Class of Stock [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 0 | 810,500 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 1.35 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $ 1 | $ 1 | $ 1 |
Stock Incentive Plan 2010 [Member] | |||
Class of Stock [Line Items] | |||
Common Stock, Shares Authorized | 6,000,000 | ||
Common Stock, Capital Shares Reserved for Future Issuance | 3,166,698 | 3,372,881 | |
Share based Compensation Arrangement By Share based Payment Award Options Fair Value Exercisable Maturity Period | 2,020 | ||
Employee Stock Purchase Plan [Member] | |||
Class of Stock [Line Items] | |||
Common Stock, Shares, Issued | 15,896 | ||
Minimum Stock Value To Be Purchased Under Plan Per Employee | $ 20,000 | ||
Employee Stock Purchase Plan [Member] | Amendmend 2018 December 16 [Member] | |||
Class of Stock [Line Items] | |||
Common Stock, Shares, Issued | 16,058 | ||
Common Stock, Value, Issued | 17,480 | $ 17,118 | |
Xcede joint venture [Member] | |||
Class of Stock [Line Items] | |||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Stock Options | $ 43,000 | ||
Employee Stock Plan [Member] | |||
Class of Stock [Line Items] | |||
Common Stock, Shares, Issued | 350,751 | 334,855 | |
Common Stock, Capital Shares Reserved for Future Issuance | 450,000 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Purchase Price of Common Stock, Percent | 85.00% | ||
Employee Stock Plan [Member] | Subsidiary Option Grants [Member] | |||
Class of Stock [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 95,602 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $ 1.80 |
Retirement Plans (Details)
Retirement Plans (Details) - USD ($) | 12 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Defined Contribution Plan, Employer Discretionary Contribution Amount | $ 179,000 | $ 187,000 |
Lease Agreements (Details)
Lease Agreements (Details) | Sep. 30, 2018USD ($) |
Capital Leased Assets [Line Items] | |
Capital Lease Obligations 2019 | $ 45,000 |
Capital Lease Obligations 2020 | 35,000 |
Capital Lease Obligations 2021 | 21,000 |
Capital Lease Obligations 2022 | 0 |
Capital Lease Obligations 2023 | 0 |
Capital Lease, Total | $ 101,000 |
Lease Agreements (Details 1)
Lease Agreements (Details 1) | Sep. 30, 2018USD ($) |
Operating Leased Assets [Line Items] | |
2,019 | $ 962,000 |
2,020 | 385,000 |
2,021 | 325,000 |
2,022 | 204,000 |
2,023 | 100,000 |
thereafter | 146,000 |
Total | $ 2,122,000 |
Lease Agreements (Details Textu
Lease Agreements (Details Textual) - USD ($) | 12 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Operating Leased Assets [Line Items] | ||
Operating Leases, Rent Expense | $ 92,000 | $ 172,000 |
Capital Lease Obligations | $ 1,600,000 | $ 1,600,000 |
Computer And Telephone Equipment [Member] | ||
Operating Leased Assets [Line Items] | ||
Long-term Debt, Weighted Average Interest Rate, at Point in Time | 7.70% |
Related Party Transactions (Det
Related Party Transactions (Details Textual) - USD ($) | 12 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Nov. 30, 2016 | |
Dr Gerald Entine [Member] | |||
Beneficial Ownership Percentage | 5.00% | ||
Charles River Realty [Member] | |||
Payments for Rent | $ 1,071,000 | $ 1,040,000 | |
Xcede Technologies inc [Member] | |||
Debt Instrument, Face Amount | $ 2,200,000 | ||
Xcede Technologies inc [Member] | Mr Sulick And Familys [Member] | |||
Equity Method Investment, Ownership Percentage | 11.40% | ||
Due to Related Parties | $ 1,065,000 | ||
Xcede Technologies inc [Member] | Dr Hagan [Member] | |||
Equity Method Investment, Ownership Percentage | 0.30% | ||
Due to Related Parties | 25,000 | ||
Xcede Technologies inc [Member] | Dr Entine Family Trust [Member] | |||
Equity Method Investment, Ownership Percentage | 1.10% | ||
Due to Related Parties | 100,000 | ||
Xcede Technologies inc [Member] | Dr Zuckerman And Family [Member] | |||
Equity Method Investment, Ownership Percentage | 1.30% | ||
Due to Related Parties | 125,000 | ||
Xcede Technologies inc [Member] | Kanai Shah [Member] | |||
Equity Method Investment, Ownership Percentage | 0.30% | ||
Due to Related Parties | 25,000 | ||
Xcede Technologies inc [Member] | Mr Lawrence Fox [Member] | |||
Equity Method Investment, Ownership Percentage | 1.70% | ||
Due to Related Parties | $ 150,000 | ||
Xcede Technologies inc [Member] | Convertible Debt [Member] | |||
Debt Instrument, Face Amount | $ 5,100,000 |
Vendor Concentration (Details T
Vendor Concentration (Details Textual) - USD ($) | 12 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Vendor Concentration [Line Items] | ||
Cost, Direct Material | $ 2,100,000 | $ 1,400,000 |
Accounts Payable, Trade, Current | $ 258,000 | $ 160,000 |
Supplemental Disclosure of Ca_3
Supplemental Disclosure of Cash Flow Information (Details) - USD ($) | 12 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Cash Paid during the year for: | ||
Interest | $ 148,000 | $ 174,000 |
Income taxes (refunds) | (78,000) | (10,000) |
Non cash activities: | ||
Assets purchased under capital leases | 12,000 | 0 |
Recapitalization of Xcede - conversion of non controlling notes payable to preferred stock | 0 | (3,103,000) |
Subsidiary stock options issued to settle liabilities | 0 | 75,000 |
Subsidiary debt issued to fund research activities | $ 0 | $ 500,000 |
Segment, Customer and Geograp_3
Segment, Customer and Geographical Reporting (Details) - USD ($) | 12 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2016 | |
Segment Reporting Information [Line Items] | |||
Revenue | $ 40,681,000 | $ 37,284,000 | |
Gross profit | $ 15,236,000 | $ 13,898,000 | |
GM % | 37.00% | 37.00% | |
Operating expenses | $ 14,892,000 | $ 14,420,000 | |
(Gain) loss on sale of assets | 0 | 60,000 | |
Impairment of long-lived assets | 182,000 | 0 | |
Operating income (loss) | 162,000 | (582,000) | |
Depreciation and amortization | 1,257,000 | 1,238,000 | |
Capital expenditures | 2,317,000 | 982,000 | |
Intangibles, net | 755,000 | 987,000 | |
Goodwill | 5,900,000 | 5,940,000 | $ 5,898,000 |
Total assets | 31,532,000 | 29,097,000 | |
Optics [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 23,053,000 | 19,282,000 | |
Gross profit | $ 7,667,000 | $ 6,562,000 | |
GM % | 33.00% | 34.00% | |
Operating expenses | $ 7,003,000 | $ 6,183,000 | |
(Gain) loss on sale of assets | 0 | 0 | |
Impairment of long-lived assets | 0 | 0 | |
Operating income (loss) | 664,000 | 379,000 | |
Depreciation and amortization | 1,006,000 | 970,000 | |
Capital expenditures | 2,033,000 | 575,000 | |
Intangibles, net | 390,000 | 467,000 | |
Goodwill | 961,000 | 1,001,000 | |
Total assets | 22,946,000 | 20,445,000 | |
Innovation and Development [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 17,628,000 | 18,002,000 | |
Gross profit | $ 7,569,000 | $ 7,336,000 | |
GM % | 43.00% | 41.00% | |
Operating expenses | $ 7,072,000 | $ 6,856,000 | |
(Gain) loss on sale of assets | 0 | 0 | |
Impairment of long-lived assets | 0 | 0 | |
Operating income (loss) | 497,000 | 480,000 | |
Depreciation and amortization | 237,000 | 257,000 | |
Capital expenditures | 211,000 | 338,000 | |
Intangibles, net | 162,000 | 196,000 | |
Goodwill | 4,939,000 | 4,939,000 | |
Total assets | 8,376,000 | 8,078,000 | |
Biomedical [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 0 | 0 | |
Gross profit | $ 0 | $ 0 | |
GM % | 0.00% | 0.00% | |
Operating expenses | $ 817,000 | $ 1,381,000 | |
(Gain) loss on sale of assets | 0 | 60,000 | |
Impairment of long-lived assets | 182,000 | 0 | |
Operating income (loss) | (999,000) | (1,441,000) | |
Depreciation and amortization | 14,000 | 11,000 | |
Capital expenditures | 73,000 | 69,000 | |
Intangibles, net | 203,000 | 324,000 | |
Goodwill | 0 | 0 | |
Total assets | $ 210,000 | $ 574,000 |
Segment, Customer and Geograp_4
Segment, Customer and Geographical Reporting (Details 1) - USD ($) | 12 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenue | $ 40,681,000 | $ 37,284,000 |
% of Total | 100.00% | 100.00% |
United States [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenue | $ 30,765,000 | $ 29,154,000 |
% of Total | 76.00% | 78.00% |
Europe [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenue | $ 6,491,000 | $ 4,397,000 |
% of Total | 16.00% | 12.00% |
Other [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenue | $ 3,425,000 | $ 3,733,000 |
% of Total | 8.00% | 10.00% |
Segment, Customer and Geograp_5
Segment, Customer and Geographical Reporting (Details Textual) - Sales Revenue, Segment [Member] | 12 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Segment Reporting [Line Items] | ||
Concentration Risk, Percentage | 10.00% | 10.00% |
Customer Concentration Risk [Member] | ||
Segment Reporting [Line Items] | ||
Concentration Risk, Percentage | 60.00% | 55.00% |