Forward Industries (FORD) 10-Q 10 Feb 22 2022 Q1 Quarterly report Financial data

Cover

Cover - shares	3 Months Ended
	Dec. 31, 2021	Jan. 31, 2022
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Dec. 31, 2021
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2022
Current Fiscal Year End Date	--09-30
Entity File Number	001-34780
Entity Registrant Name	FORWARD INDUSTRIES, INC.
Entity Central Index Key	0000038264
Entity Tax Identification Number	13-1950672
Entity Incorporation, State or Country Code	NY
Entity Address, Address Line One	700 Veterans Memorial Highway
Entity Address, Address Line Two	Suite 100
Entity Address, City or Town	Hauppauge
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	11788
City Area Code	(631)
Local Phone Number	547-3041
Title of 12(b) Security	Common Stock, par value $0.01
Trading Symbol	FORD
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		10,061,185

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($)	Dec. 31, 2021	Sep. 30, 2021
Current assets:
Cash	$ 2,432,225	$ 1,410,365
Accounts receivable, net	8,788,041	8,760,715
Inventories, net	2,972,134	2,062,557
Prepaid expenses and other current assets	630,649	561,072
Total current assets	14,823,049	12,794,709
Property and equipment, net	213,826	167,997
Intangible assets, net	1,265,469	1,318,658
Goodwill	1,758,682	1,758,682
Operating lease right of use assets, net	3,844,425	3,743,242
Other assets	72,251	72,251
Total assets	21,977,702	19,855,539
Current liabilities:
Note payable to Forward China	1,550,000	0
Accounts payable	307,508	391,992
Due to Forward China	6,961,599	5,733,708
Deferred income	752,878	187,695
Current portion of earnout consideration	25,000	25,000
Current portion of operating lease liability	334,126	340,151
Accrued expenses and other current liabilities	662,519	529,497
Total current liabilities	10,593,630	7,208,043
Other liabilities:
Note payable to Forward China	0	1,600,000
Operating lease liability, less current portion	3,676,805	3,559,053
Earnout consideration, less current portion	45,000	45,000
Total other liabilities	3,721,805	5,204,053
Total liabilities	14,315,435	12,412,096
Commitments and contingencies	0	0
Shareholders' equity:
Common stock, par value $0.01 per share; 40,000,000 shares authorized; 10,061,185 shares issued and outstanding at December 31, 2021 and September 30, 2021	100,612	100,612
Additional paid-in capital	19,953,276	19,914,476
Accumulated deficit	(12,391,621)	(12,571,645)
Total shareholders' equity	7,662,267	7,443,443
Total liabilities and shareholders' equity	$ 21,977,702	$ 19,855,539

CONDENSED CONSOLIDATED BALANC_2

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - $ / shares	Dec. 31, 2021	Sep. 30, 2021
Statement of Financial Position [Abstract]
Common stock, par or stated value per share (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized (in shares)	40,000,000	40,000,000
Common stock, shares issued (in shares)	10,061,185	10,061,185
Common stock, shares outstanding (in shares)	10,061,185	10,061,185

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) - USD ($)	3 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Income Statement [Abstract]
Revenues, net	$ 11,613,741	$ 9,717,603
Cost of sales	8,994,973	7,454,717
Gross profit	2,618,768	2,262,886
Sales and marketing expenses	737,677	602,961
General and administrative expenses	1,666,877	1,827,418
Income/(loss) from operations	214,214	(167,493)
Gain on forgiveness of note payable	0	(1,356,570)
Fair value adjustment of earn-out consideration	0	(30,000)
Interest income	0	(22,747)
Interest expense	32,828	46,392
Other expense/(income), net	1,362	(3,604)
Income before income taxes	180,024	1,199,036
Provision for income taxes	0	0
Net income	$ 180,024	$ 1,199,036
Earnings per share:
Basic	$ 0.02	$ 0.12
Diluted	$ 0.02	$ 0.12
Weighted average common shares outstanding:
Basic	10,061,185	9,885,563
Diluted	10,337,113	10,039,799

CONDENSED CONSOLIDATED STATEM_2

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (UNAUDITED) - USD ($)	Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Total
Beginning balance, value at Sep. 30, 2020	$ 98,838	$ 19,579,684	$ (13,095,450)	$ 6,583,072
Beginning balance, shares at Sep. 30, 2020	9,883,851
Share-based compensation		41,457		41,457
Stock options exercised	$ 25	1,650		1,675
Stock options exercised, shares	2,500
Net income			1,199,036	1,199,036
Ending balance, value at Dec. 31, 2020	$ 98,863	19,622,791	(11,896,414)	7,825,240
Ending balance, shares at Dec. 31, 2020	9,886,351
Beginning balance, value at Sep. 30, 2021	$ 100,612	19,914,476	(12,571,645)	7,443,443
Beginning balance, shares at Sep. 30, 2021	10,061,185
Share-based compensation		38,800		38,800
Net income			180,024	180,024
Ending balance, value at Dec. 31, 2021	$ 100,612	$ 19,953,276	$ (12,391,621)	$ 7,662,267
Ending balance, shares at Dec. 31, 2021	10,061,185

CONDENSED CONSOLIDATED STATEM_3

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($)	3 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Operating Activities:
Net income	$ 180,024	$ 1,199,036
Adjustments to reconcile net income to net cash provided by/(used in) operating activities:
Share-based compensation	38,800	41,457
Depreciation and amortization	73,384	93,937
Bad debt expense	393	77,400
Gain on forgiveness of note payable	0	(1,356,570)
Change in fair value of earn-out consideration	0	(30,000)
Changes in operating assets and liabilities:
Accounts receivable	(27,719)	(204,224)
Inventories	(909,577)	18,297
Prepaid expenses and other current assets	(69,577)	80,180
Other assets	0	44,446
Accounts payable and due to Forward China	1,143,407	(154,771)
Deferred income	565,183	(315,309)
Net changes in operating lease liabilities	10,544	15,673
Accrued expenses and other current liabilities	133,022	(20,755)
Net cash provided by/(used in) operating activities	1,137,884	(511,203)
Investing Activities:
Purchases of property and equipment	(66,024)	(30,482)
Net cash used in investing activities	(66,024)	(30,482)
Financing Activities:
Repayment of notes payable	0	(41,904)
Repayment of note payable to Forward China	(50,000)	0
Proceeds from stock options exercised	0	1,675
Repayments of finance leases	0	(10,389)
Net cash used in financing activities	(50,000)	(50,618)
Net increase/(decrease) in cash	1,021,860	(592,303)
Cash at beginning of period	1,410,365	2,924,627
Cash at end of period	2,432,225	2,332,324
Supplemental Disclosures of Cash Flow Information:
Cash paid for interest	32,828	46,281
Cash paid for taxes	0	50
Supplemental Disclosures of Non-Cash Information:
Lease  assets recorded	204,881	0
Lease liabilities recorded	$ 204,881	$ 0

OVERVIEW

OVERVIEW	3 Months Ended
	Dec. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
OVERVIEW	NOTE 1 OVERVIEW Business Forward Industries, Inc. (“Forward”, “we”, “our” or the “Company”) is a fully integrated design, development and manufacturing solution provider for top tier medical and technology customers worldwide. As a result of the continued expansion of our design and development capabilities through our wholly-owned subsidiaries, we are now able to introduce proprietary products to the market from concepts brought to us from a number of different sources, both inside and outside the Company. Liquidity For the three months ended December 31, 2021, the Company generated net income of $ 180,000 1,138,000 Impact of COVID-19 The COVID-19 pandemic continues to impact our business. The increase in global consumer demand, coupled with the global shipping container shortage, dramatically increased demand for both ocean freight and ground transportation. These factors led to a significant increase in freight costs, particularly from the Asia-Pacific region. Labor shortages at US ports and in ground transportation services caused container ships to spend a significant amount of time waiting to be unloaded and to arrive at our warehouses. These factors caused an increase in the demand and cost of ground transportation and delayed consumer availability for many of our products in the first quarter of fiscal 2022. The timing and extent of these COVID-19 related transportation disruptions is still largely unknown but are expected to continue throughout fiscal 2022. COVID-19 may further impact our business in ways we cannot predict, and such impacts could be significant. The current and economic impact may continue to negatively impact our results of operations, cash flows and financial position in future periods as well as that of our customers, including their ability to pay for our services and to choose to allocate their budgets to new or existing projects which may or may not require our services. The long-term financial impact on our business cannot be reasonably estimated at this time. As a result, the effects of COVID-19 may not be fully reflected in our financial results until future periods. Until the pandemic is fully controlled, we expect business conditions to remain challenging. In response to these challenges, we will continue to focus on those factors that we can control: closely managing and controlling our expenses; aligning our design and development schedules with demand in a proactive manner as there are changes in market conditions to minimize our cash operating costs; pursuing further improvements in the productivity and effectiveness of our development, selling and administrative activities and, where appropriate, taking advantage of opportunities to enhance our business growth and strategy.

ACCOUNTING POLICIES

ACCOUNTING POLICIES	3 Months Ended
	Dec. 31, 2021
Accounting Policies [Abstract]
ACCOUNTING POLICIES	NOTE 2 ACCOUNTING POLICIES Basis of Presentation The accompanying condensed consolidated financial statements include the accounts of Forward Industries, Inc. and all of its subsidiaries: Forward Industries (IN), Inc., (“Forward US”), Forward Industries (Switzerland) GmbH, (“Forward Switzerland”), Forward Industries UK Limited, (“Forward UK”), Intelligent Product Solutions, Inc., (“IPS”) and Kablooe, Inc., (“Kablooe”). The terms “Forward”, “we”, “our” or the “Company” as used throughout this document are used to indicate Forward Industries, Inc. and all of its subsidiaries. All significant intercompany transactions and balances have been eliminated in consolidation. In the opinion of management, the accompanying condensed consolidated financial statements presented in this Quarterly Report on Form 10-Q reflect all normal recurring adjustments necessary to present fairly the financial position and results of operations and cash flows for the interim periods presented herein, but are not necessarily indicative of the results of operations for the year ending September 30, 2022. These condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements included in its Annual Report on Form 10-K for the fiscal year ended September 30, 2021, and with the disclosures and risk factors presented therein. The September 30, 2021 condensed consolidated balance sheet has been derived from the audited consolidated financial statements. Accounting Estimates The preparation of the Company’s condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates and assumptions. Throughout this document, certain dollar amounts and percentages have been rounded to their approximate values. Segment Reporting The Company has three reportable segments: OEM distribution, retail distribution and design. The OEM distribution segment sources and distributes carrying cases and other accessories for medical monitoring and diagnostic kits and a variety of other portable electronic and non-electronic devices directly to OEMs or their contract manufacturers worldwide. The retail distribution segment sources and sells smart-enabled furniture and a variety of other products to customers predominantly located in the U.S. through agreements with various retailers, both in stores and through online retailer websites. The design segment consists of two operating segments (IPS and Kablooe, which have been aggregated into one reportable segment) that provide a full spectrum of hardware and software product design and engineering services to customers predominantly located in the U.S. See Note 5 for more information on segments. Accounts Receivable Accounts receivable consist of unsecured trade accounts with customers. The Company maintains an allowance for doubtful accounts, which is recorded as a reduction to accounts receivable on the condensed consolidated financial statements. Collectability of accounts receivable is estimated by evaluating the number of days accounts are outstanding, customer payment history, recent payment trends and perceived creditworthiness, adjusted as necessary based on specific customer situations. At December 31, 2021, September 30, 2021 and September 30, 2020, the Company had allowances for doubtful accounts of $ 90,000 90,000 249,000 706,000 706,000 347,000 The Company has sales agreements with various retailers which contain different terms for trade discounts, promotional and other allowances. At December 31, 2021, September 30, 2021 and September 30, 2020, the Company recorded accounts receivable allowances of $ 47,000 0 0 Revenue Recognition Distribution Segment The Company generally recognizes revenue in its OEM and retail distribution segments when: (i) finished goods are shipped to its customers (in general, these conditions occur at either point of shipment or point of destination, depending on the terms of sale and transfer of control); (ii) there are no other deliverables or performance obligations; and (iii) there are no further obligations to the customer after the title of the goods has transferred. When the Company receives consideration before achieving the criteria previously mentioned, it records a contract liability, which is classified as a component of deferred income in the accompanying condensed consolidated balance sheets. The retail distribution segment had contract liabilities of $ 0 0 75,000 Design Segment The Company applies the “cost to cost” and “right to invoice” methods of revenue recognition to the contracts with customers in the design segment. The design segment typically engages in two types of contracts: (i) time and material and (ii) fixed price. The Company recognizes revenue over time on its time and material contracts utilizing a “right to invoice” method. Revenues from fixed price contracts that require performance of services that are not related to the production of tangible assets are recognized by using cost inputs to measure progress toward the completion of its performance obligations, or the “cost to cost” method. Revenues from fixed price contracts that contain specific deliverables are recognized when the performance obligation has been satisfied or the transfer of goods to the customer has been completed and accepted. Recognized revenues that will not be billed until a later date, or contract assets, are recorded as an asset and classified as a component of accounts receivable in the accompanying condensed consolidated balance sheets. The design segment had contract assets of $ 764,000 693,000 649,000 753,000 188,000 410,000 Goodwill The Company reviews goodwill for impairment at least annually, or more often if triggering events occur. The Company has two reporting units with goodwill (the IPS and Kablooe operating segments) and we perform our annual goodwill impairment test on September 30, the end of the fiscal year, or upon the occurrence of a triggering event. The Company has the option to perform a qualitative assessment to determine if an impairment is more likely than not to have occurred. If the Company can support the conclusion that it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, then the Company would not need to perform a quantitative impairment test for the reporting unit. If the Company cannot support such a conclusion or does not elect to perform the qualitative assessment, then the Company will perform the quantitative assessment by comparing the fair value of the reporting unit with its carrying amount, including goodwill. If the fair value of the reporting unit exceeds its carrying value, no impairment charge is recognized. If the fair value of the reporting unit is less than its carrying value, an impairment charge will be recognized for the amount by which the reporting unit’s carrying amount exceeds its fair value. A significant amount of judgment is required in performing goodwill impairment tests including estimating the fair value of a reporting unit. Management evaluated and concluded that there were no indications goodwill was impaired at December 31, 2021. Intangible Assets Intangible assets include trademarks and customer relationships, which were acquired as part of the acquisitions of IPS in Fiscal 2018 and Kablooe in Fiscal 2020 and are amortized over their estimated useful lives, which are periodically evaluated for reasonableness. Our intangible assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. In assessing the recoverability of our intangible assets, we must make estimates and assumptions regarding future cash flows and other factors to determine the fair value of the respective assets. These estimates and assumptions could have a significant impact on whether an impairment charge is recognized and the magnitude of any such charge. Fair value estimates are made at a specific point in time, based on relevant information. These estimates are subjective in nature and involve uncertainties and matters of significant judgments and therefore cannot be determined with precision. Changes in assumptions could significantly affect the estimates. If these estimates or material related assumptions change in the future, we may be required to record impairment charges related to our intangible assets. Management evaluated and concluded that there were no impairments of intangible assets at December 31, 2021. Income Taxes The Company recognizes future tax benefits and liabilities measured at enacted rates attributable to temporary differences between financial statement and income tax bases of assets and liabilities and to net tax operating loss carryforwards to the extent that realization of these benefits is more likely than not. At December 31, 2021, there was no change to our assessment that a full valuation allowance was required against all net deferred tax assets as it is not probable that such deferred tax assets will be realized. Accordingly, any deferred tax provision or benefit was offset by an equal and opposite change to the valuation allowance. No current book income tax provision was recorded against book net income due to the existence of significant net operating loss carryforwards. Fair Value Measurements ASC 820 establishes a fair value hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. An asset's or liability's categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. ASC 820 establishes three levels of inputs that may be used to measure fair value: · Level 1: quoted prices in active markets for identical assets or liabilities; · Level 2: inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices in active markets for similar assets or liabilities, quoted prices for identical or similar assets or liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; or · Level 3: unobservable inputs that are supported by little or no market activity and that are significant to the fair values of the assets or liabilities. Leases Lease assets and liabilities are recognized at the commencement date based on the present value of lease payments over the lease term, using the Company’s incremental borrowing rate commensurate with the lease term, since the Company’s lessors do not provide an implicit rate, nor is one readily available. The Company has certain leases that may include an option to renew and when it is reasonably probable to exercise such option, the Company will include the renewal option terms in determining the lease asset and lease liability. Lease assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Lease expense for lease payments is recognized on a straight-line basis over the lease term. Operating lease assets are shown as right of use assets and financing lease assets are a component of property and equipment on the condensed consolidated balance sheets. The current and long-term portions of operating and financing lease liabilities are shown separately as such on the condensed consolidated balance sheets. Reclassifications Certain amounts in the accompanying financial statements at and for the three months ended December 31, 2020 have been reclassified to conform to the current year presentation. Recent Accounting Pronouncements In November 2019, the Financial Accounting Standards Board (“FASB”) issued ASU 2019-11, “Codification Improvements to Topic 326, Financial Instruments – Credit Losses.” ASU 2019-11 is an accounting pronouncement that provides clarity to and amends earlier guidance on this topic and would be effective concurrently with the adoption of such earlier guidance. This pronouncement is effective for fiscal years beginning after December 15, 2022 and interim periods within those fiscal years. The Company is currently evaluating the effects of this pronouncement on its condensed consolidated financial statements. In December 2019, the FASB issued ASU 2019-12 “Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes.” This guidance removes certain exceptions to the general principles in Topic 740 and provides consistent application of U.S. GAAP by clarifying and amending existing guidance. The effective date of the new guidance for public companies is for fiscal years beginning after December 15, 2020 and interim periods within those fiscal years. Early adoption is permitted. The Company adopted this guidance in the first quarter of fiscal 2022 with no material impact to its condensed consolidated financial statements.

INTANGIBLE ASSETS AND GOODWILL

INTANGIBLE ASSETS AND GOODWILL	3 Months Ended
	Dec. 31, 2021
Goodwill and Intangible Assets Disclosure [Abstract]
INTANGIBLE ASSETS AND GOODWILL	NOTE 3 INTANGIBLE ASSETS AND GOODWILL Intangible Assets The Company’s intangible assets consist of the following: Intangible Assets December 31, 2021 September 30, 2021 Trademarks Customer Relationships Total Intangible Assets Trademarks Customer Relationships Total Intangible Assets Gross carrying amount $ 585,000 $ 1,390,000 $ 1,975,000 $ 585,000 $ 1,390,000 $ 1,975,000 Less accumulated amortization (135,000 ) (575,000 ) (710,000 ) (125,000 ) (531,000 ) (656,000 ) Net carrying amount $ 450,000 $ 815,000 $ 1,265,000 $ 460,000 $ 859,000 $ 1,319,000 The Company’s intangible assets were acquired as a result of the acquisitions of Kablooe and IPS in Fiscal 2020 and Fiscal 2018, respectively, and relate to the design segment of our business. Intangible assets are amortized over their expected useful lives of 15 years for the trademarks and 8 years for the customer relationships. During the three months ended December 31, 2021 and 2020, the Company recorded amortization expense related to intangible assets of $ 54,000 At December 31, 2021, estimated amortization expense for the Company’s intangible assets for each of the next five years and thereafter is as follows: Estimated amortization expense Remainder of Fiscal 2022 $ 159,000 Fiscal 2023 213,000 Fiscal 2024 213,000 Fiscal 2025 213,000 Fiscal 2026 121,000 Thereafter 346,000 Total $ 1,265,000 Goodwill Goodwill represents the future economic benefits of assets acquired in a business combination that are not individually identified or separately recognized. The Company’s goodwill resulted from the acquisitions of Kablooe and IPS in Fiscal 2020 and Fiscal 2018, respectively. The goodwill associated with the IPS acquisition is not deductible for tax purposes, but the goodwill associated with the Kablooe acquisition is deductible for tax purposes. All of the Company’s goodwill is held under the design segment of our business.

FAIR VALUE MEASUREMENTS

FAIR VALUE MEASUREMENTS	3 Months Ended
	Dec. 31, 2021
Fair Value Disclosures [Abstract]
FAIR VALUE MEASUREMENTS	NOTE 4 FAIR VALUE MEASUREMENTS The earnout consideration of $ 70,000

SEGMENTS AND CONCENTRATIONS

SEGMENTS AND CONCENTRATIONS	3 Months Ended
	Dec. 31, 2021
Segment Reporting [Abstract]
SEGMENTS AND CONCENTRATIONS	NOTE 5 SEGMENTS AND CONCENTRATIONS The Company has three reportable segments: OEM distribution, retail distribution and design. See Note 2 for more information on the composition and accounting policies of our reportable segments. Our chief operating decision maker (“CODM”) regularly reviews revenue and operating income for each segment to assess financial results and allocate resources. In Fiscal 2021, due to the growth of our retail division, we determined it to be a separate reportable segment. For our OEM and retail distribution segments, we exclude general and administrative and general corporate expenses from their measure of profitability as these expenses are not allocated to the segments and therefore not included in the measure of profitability used by the CODM. For the design segment, general and administrative expenses directly attributable to that segment are included in its measure of profitability as these expenses are included in the measure of its profitability reviewed by the CODM. We do not include intercompany activity in our segment results shown below to be consistent with the information that is presented to the CODM. Segment assets consist of accounts receivable and inventory, which are regularly reviewed by the CODM, as well as goodwill and intangible assets resulting from design segment acquisitions. The results of operations for the three months ended December 31, 2020 for each segment discussed below have been reformatted from what was previously disclosed to segregate the retail distribution segment and exclude general corporate expenses from segment operating income to show them as a reconciling item so that results are comparable to the current period presentation. Information by segment and related reconciliations are shown in tables below: Segment operating income (loss) For the Three Months Ended December 31, 2021 2020 Revenues: OEM distribution $ 5,242,000 $ 5,214,000 Retail distribution 1,392,000 392,000 Design 4,980,000 4,112,000 Total segment revenues $ 11,614,000 $ 9,718,000 Operating Income/(Loss): OEM distribution $ 497,000 $ 417,000 Retail distribution (228,000 ) (179,000 ) Design 585,000 177,000 Total segment operating income 854,000 415,000 General corporate expenses (640,000 ) (582,000 ) Total income/(loss) from operations 214,000 (167,000 ) Other expense/(income), net 34,000 (1,366,000 ) Income before income taxes $ 180,000 $ 1,199,000 Depreciation and Amortization: OEM distribution $ 2,000 $ 2,000 Design 71,000 92,000 Total depreciation and amortization $ 73,000 $ 94,000 Schedule of Operating Assets and Liabilities December 31, 2021 September 30, 2021 Segment Assets: OEM distribution $ 5,218,000 $ 5,898,000 Retail distribution 3,217,000 2,178,000 Design 6,349,000 5,824,000 Total segment assets 14,784,000 13,900,000 General corporate assets 7,194,000 5,956,000 Total assets $ 21,978,000 $ 19,856,000 For the three months ended December 31, 2021 and 2020, the Company had two significant customers in the OEM distribution segment whose individual percentage of the Company’s consolidated revenues was 10 1,566,000 1,357,000 1,574,000 1,280,000 At December 31, 2021 and September 30, 2021, the Company had customers in the OEM distribution segment whose accounts receivable balance accounted for 10% or more of the Company’s consolidated accounts receivable. Accounts receivable from these customers or their affiliates or contract manufacturers were $ 1,386,000 891,000 1,454,000 1,259,000 1,138,000

SHARE-BASED COMPENSATION

SHARE-BASED COMPENSATION	3 Months Ended
	Dec. 31, 2021
Share-based Payment Arrangement [Abstract]
SHARE-BASED COMPENSATION	NOTE 6 SHARE-BASED COMPENSATION Stock Options In October 2021, the Company granted options to non-employee directors to purchase an aggregate of 58,000 2.39 1.03 60,000 There were no 2,500 2,000 2,000 The Company recognized compensation expense for stock option awards of $ 39,000 41,000 25,000 0.7

EARNINGS PER SHARE

EARNINGS PER SHARE	3 Months Ended
	Dec. 31, 2021
Earnings per share:
EARNINGS PER SHARE	NOTE 7 EARNINGS PER SHARE Basic earnings per share data for each period presented is computed using the weighted average number of shares of common stock outstanding during each such period. Diluted earnings per share data is computed using the weighted average number of common and dilutive common equivalent shares outstanding during each period. Dilutive common-equivalent shares consist of shares that would be issued upon the exercise of stock options and warrants, computed using the treasury stock method. A reconciliation of basic and diluted earnings per share is as follows: Schedule of Earnings Per Share, Basic and Diluted For the Three Months Ended December 31, 2021 2020 Numerator: Net income $ 180,000 $ 1,199,000 Denominator: Weighted average common shares outstanding 10,061,000 9,886,000 Dilutive common share equivalents 276,000 154,000 Weighted average diluted shares outstanding 10,337,000 10,040,000 Earnings per share: Basic $ 0.02 $ 0.12 Diluted $ 0.02 $ 0.12 The following securities were excluded from the calculation of diluted earnings per share in each period because their inclusion would have been anti-dilutive: Schedule of antidilutive securities excluded For the Three Months Ended December 31, 2021 2020 Options 58,000 136,000 Warrants – 151,000 Total potentially dilutive shares 58,000 287,000

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	3 Months Ended
	Dec. 31, 2021
Related Party Transactions [Abstract]
RELATED PARTY TRANSACTIONS	NOTE 8 RELATED PARTY TRANSACTIONS Buying Agency and Supply Agreement The Company has a Buying Agency and Supply Agreement (the “Supply Agreement”) with Forward Industries Asia-Pacific Corporation, (“Forward China”). The Supply Agreement provides that, upon the terms and subject to the conditions set forth therein, Forward China will act as the Company’s exclusive buying agent and supplier of Products (as defined in the Supply Agreement) in the Asia-Pacific region. The Company purchases products at Forward China’s cost and pays Forward China a monthly service fee equal to the sum of: (i) $100,000 and (ii) 4% of “Adjusted Gross Profit”, which is defined as the selling price less the cost from Forward China. The Supply Agreement expires October 22, 2023. Terence Wise, Chief Executive Officer and Chairman of the Company, is the owner of Forward China. In addition, Jenny P. Yu, a Managing Director of Forward China, beneficially owns more than 5% of the Company’s common stock. The Company recorded service fees to Forward China of $ 362,000 343,000 The Company made prepayments to Forward China for inventory purchases of $ 327,000 317,000 Promissory Note On January 18, 2018, the Company issued a $ 1,600,000 8 January 18, 2019 32,000 50,000 Related Party Activity In October 2020, the Company began selling smart-enabled furniture, which is sourced by Forward China and sold in the U.S under the Koble brand name. The Koble brand is owned by The Justwise Group Ltd., a company owned by Terence Wise, Chief Executive Officer and Chairman of the Company. The Company recognized revenues from the sale of Koble products of $ 540,000 186,000

LEGAL PROCEEDINGS

LEGAL PROCEEDINGS	3 Months Ended
	Dec. 31, 2021
Commitments and Contingencies Disclosure [Abstract]
LEGAL PROCEEDINGS	NOTE 9 LEGAL PROCEEDINGS As previously disclosed, on August 21, 2020, IPS was named a third-party defendant in a patent dispute claim in the U.S. District Court for the Eastern District of New York. The complaint, which contains no specific amount of monetary damages, asserts that certain intellectual property was misappropriated by IPS and one of its former employees. In October 2021, the Court ruled that the misappropriation claim was invalid. The remaining allegation was that IPS breached a non-disclosure agreement with a party to the case. In January 2022, all claims in this matter were dismissed without prejudice. From time to time, the Company may become a party to other legal actions or proceedings in the ordinary course of its business. At December 31, 2021, there were no such actions or proceedings, either individually or in the aggregate, that, if decided adversely to the Company’s interests, the Company believes would be material to its operation or cash flow.

Line of credit maximum amount

Line of credit maximum amount - I P S [Member]	3 Months Ended
	Dec. 31, 2021USD ($)
Line of Credit Facility [Line Items]
Line of credit maximum amount	$ 1,300,000
Line of credit expiration date	May 31, 2022
Line of credit interest rate	0.75% above The Wall Street Journal prime rate.
Line of credit effective interest rate	4.00%
Line of credit amount remaining	$ 1,300,000

DEBT

DEBT	3 Months Ended
	Dec. 31, 2021
Debt Disclosure [Abstract]
DEBT	NOTE 11 DEBT On April 18, 2020, the Company entered into a loan in an aggregate principal amount of $ 1,357,000 1 April 18, 2022 In connection with the acquisition of Kablooe, the Company assumed a loan payable with a principal amount of $ 170,000 6.0 15,000

LEASES

LEASES	3 Months Ended
	Dec. 31, 2021
Leases
LEASES	NOTE 12 LEASES The Company’s operating leases are primarily for corporate, sales and administrative office space. Total operating lease expense for the three months ended December 31, 2021 was $ 156,000 14,000 142,000 153,000 14,000 139,000 149,000 111,000 At December 31, 2021, the Company’s operating leases had a weighted average remaining lease term of 8.8 5.6 At December 31, 2021, future minimum payments under non-cancellable operating leases were as follows: Schedule of future minimum payments under operating & financial leases Remainder of Fiscal 2022 $ 452,000 Fiscal 2023 626,000 Fiscal 2024 639,000 Fiscal 2025 556,000 Fiscal 2026 510,000 Thereafter 2,398,000 Total future minimum lease payments 5,181,000 Less imputed interest (1,170,000 ) Present value of lease liabilities $ 4,011,000

ACCOUNTING POLICIES (Policies)

ACCOUNTING POLICIES (Policies)	3 Months Ended
	Dec. 31, 2021
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying condensed consolidated financial statements include the accounts of Forward Industries, Inc. and all of its subsidiaries: Forward Industries (IN), Inc., (“Forward US”), Forward Industries (Switzerland) GmbH, (“Forward Switzerland”), Forward Industries UK Limited, (“Forward UK”), Intelligent Product Solutions, Inc., (“IPS”) and Kablooe, Inc., (“Kablooe”). The terms “Forward”, “we”, “our” or the “Company” as used throughout this document are used to indicate Forward Industries, Inc. and all of its subsidiaries. All significant intercompany transactions and balances have been eliminated in consolidation. In the opinion of management, the accompanying condensed consolidated financial statements presented in this Quarterly Report on Form 10-Q reflect all normal recurring adjustments necessary to present fairly the financial position and results of operations and cash flows for the interim periods presented herein, but are not necessarily indicative of the results of operations for the year ending September 30, 2022. These condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements included in its Annual Report on Form 10-K for the fiscal year ended September 30, 2021, and with the disclosures and risk factors presented therein. The September 30, 2021 condensed consolidated balance sheet has been derived from the audited consolidated financial statements.
Accounting Estimates	Accounting Estimates The preparation of the Company’s condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates and assumptions. Throughout this document, certain dollar amounts and percentages have been rounded to their approximate values.
Segment Reporting	Segment Reporting The Company has three reportable segments: OEM distribution, retail distribution and design. The OEM distribution segment sources and distributes carrying cases and other accessories for medical monitoring and diagnostic kits and a variety of other portable electronic and non-electronic devices directly to OEMs or their contract manufacturers worldwide. The retail distribution segment sources and sells smart-enabled furniture and a variety of other products to customers predominantly located in the U.S. through agreements with various retailers, both in stores and through online retailer websites. The design segment consists of two operating segments (IPS and Kablooe, which have been aggregated into one reportable segment) that provide a full spectrum of hardware and software product design and engineering services to customers predominantly located in the U.S. See Note 5 for more information on segments.
Accounts Receivable	Accounts Receivable Accounts receivable consist of unsecured trade accounts with customers. The Company maintains an allowance for doubtful accounts, which is recorded as a reduction to accounts receivable on the condensed consolidated financial statements. Collectability of accounts receivable is estimated by evaluating the number of days accounts are outstanding, customer payment history, recent payment trends and perceived creditworthiness, adjusted as necessary based on specific customer situations. At December 31, 2021, September 30, 2021 and September 30, 2020, the Company had allowances for doubtful accounts of $ 90,000 90,000 249,000 706,000 706,000 347,000 The Company has sales agreements with various retailers which contain different terms for trade discounts, promotional and other allowances. At December 31, 2021, September 30, 2021 and September 30, 2020, the Company recorded accounts receivable allowances of $ 47,000 0 0
Revenue Recognition	Revenue Recognition Distribution Segment The Company generally recognizes revenue in its OEM and retail distribution segments when: (i) finished goods are shipped to its customers (in general, these conditions occur at either point of shipment or point of destination, depending on the terms of sale and transfer of control); (ii) there are no other deliverables or performance obligations; and (iii) there are no further obligations to the customer after the title of the goods has transferred. When the Company receives consideration before achieving the criteria previously mentioned, it records a contract liability, which is classified as a component of deferred income in the accompanying condensed consolidated balance sheets. The retail distribution segment had contract liabilities of $ 0 0 75,000 Design Segment The Company applies the “cost to cost” and “right to invoice” methods of revenue recognition to the contracts with customers in the design segment. The design segment typically engages in two types of contracts: (i) time and material and (ii) fixed price. The Company recognizes revenue over time on its time and material contracts utilizing a “right to invoice” method. Revenues from fixed price contracts that require performance of services that are not related to the production of tangible assets are recognized by using cost inputs to measure progress toward the completion of its performance obligations, or the “cost to cost” method. Revenues from fixed price contracts that contain specific deliverables are recognized when the performance obligation has been satisfied or the transfer of goods to the customer has been completed and accepted. Recognized revenues that will not be billed until a later date, or contract assets, are recorded as an asset and classified as a component of accounts receivable in the accompanying condensed consolidated balance sheets. The design segment had contract assets of $ 764,000 693,000 649,000 753,000 188,000 410,000
Goodwill	Goodwill The Company reviews goodwill for impairment at least annually, or more often if triggering events occur. The Company has two reporting units with goodwill (the IPS and Kablooe operating segments) and we perform our annual goodwill impairment test on September 30, the end of the fiscal year, or upon the occurrence of a triggering event. The Company has the option to perform a qualitative assessment to determine if an impairment is more likely than not to have occurred. If the Company can support the conclusion that it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, then the Company would not need to perform a quantitative impairment test for the reporting unit. If the Company cannot support such a conclusion or does not elect to perform the qualitative assessment, then the Company will perform the quantitative assessment by comparing the fair value of the reporting unit with its carrying amount, including goodwill. If the fair value of the reporting unit exceeds its carrying value, no impairment charge is recognized. If the fair value of the reporting unit is less than its carrying value, an impairment charge will be recognized for the amount by which the reporting unit’s carrying amount exceeds its fair value. A significant amount of judgment is required in performing goodwill impairment tests including estimating the fair value of a reporting unit. Management evaluated and concluded that there were no indications goodwill was impaired at December 31, 2021.
Intangible Assets	Intangible Assets Intangible assets include trademarks and customer relationships, which were acquired as part of the acquisitions of IPS in Fiscal 2018 and Kablooe in Fiscal 2020 and are amortized over their estimated useful lives, which are periodically evaluated for reasonableness. Our intangible assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. In assessing the recoverability of our intangible assets, we must make estimates and assumptions regarding future cash flows and other factors to determine the fair value of the respective assets. These estimates and assumptions could have a significant impact on whether an impairment charge is recognized and the magnitude of any such charge. Fair value estimates are made at a specific point in time, based on relevant information. These estimates are subjective in nature and involve uncertainties and matters of significant judgments and therefore cannot be determined with precision. Changes in assumptions could significantly affect the estimates. If these estimates or material related assumptions change in the future, we may be required to record impairment charges related to our intangible assets. Management evaluated and concluded that there were no impairments of intangible assets at December 31, 2021.
Income Taxes	Income Taxes The Company recognizes future tax benefits and liabilities measured at enacted rates attributable to temporary differences between financial statement and income tax bases of assets and liabilities and to net tax operating loss carryforwards to the extent that realization of these benefits is more likely than not. At December 31, 2021, there was no change to our assessment that a full valuation allowance was required against all net deferred tax assets as it is not probable that such deferred tax assets will be realized. Accordingly, any deferred tax provision or benefit was offset by an equal and opposite change to the valuation allowance. No current book income tax provision was recorded against book net income due to the existence of significant net operating loss carryforwards.
Fair Value Measurements	Fair Value Measurements ASC 820 establishes a fair value hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. An asset's or liability's categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. ASC 820 establishes three levels of inputs that may be used to measure fair value: · Level 1: quoted prices in active markets for identical assets or liabilities; · Level 2: inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices in active markets for similar assets or liabilities, quoted prices for identical or similar assets or liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; or · Level 3: unobservable inputs that are supported by little or no market activity and that are significant to the fair values of the assets or liabilities.
Leases	Leases Lease assets and liabilities are recognized at the commencement date based on the present value of lease payments over the lease term, using the Company’s incremental borrowing rate commensurate with the lease term, since the Company’s lessors do not provide an implicit rate, nor is one readily available. The Company has certain leases that may include an option to renew and when it is reasonably probable to exercise such option, the Company will include the renewal option terms in determining the lease asset and lease liability. Lease assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Lease expense for lease payments is recognized on a straight-line basis over the lease term. Operating lease assets are shown as right of use assets and financing lease assets are a component of property and equipment on the condensed consolidated balance sheets. The current and long-term portions of operating and financing lease liabilities are shown separately as such on the condensed consolidated balance sheets.
Reclassifications	Reclassifications Certain amounts in the accompanying financial statements at and for the three months ended December 31, 2020 have been reclassified to conform to the current year presentation.
Recent Accounting Pronouncements	Recent Accounting Pronouncements In November 2019, the Financial Accounting Standards Board (“FASB”) issued ASU 2019-11, “Codification Improvements to Topic 326, Financial Instruments – Credit Losses.” ASU 2019-11 is an accounting pronouncement that provides clarity to and amends earlier guidance on this topic and would be effective concurrently with the adoption of such earlier guidance. This pronouncement is effective for fiscal years beginning after December 15, 2022 and interim periods within those fiscal years. The Company is currently evaluating the effects of this pronouncement on its condensed consolidated financial statements. In December 2019, the FASB issued ASU 2019-12 “Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes.” This guidance removes certain exceptions to the general principles in Topic 740 and provides consistent application of U.S. GAAP by clarifying and amending existing guidance. The effective date of the new guidance for public companies is for fiscal years beginning after December 15, 2020 and interim periods within those fiscal years. Early adoption is permitted. The Company adopted this guidance in the first quarter of fiscal 2022 with no material impact to its condensed consolidated financial statements.

INTANGIBLE ASSETS AND GOODWILL

INTANGIBLE ASSETS AND GOODWILL (Tables)	3 Months Ended
	Dec. 31, 2021
Goodwill and Intangible Assets Disclosure [Abstract]
Intangible Assets	Intangible Assets December 31, 2021 September 30, 2021 Trademarks Customer Relationships Total Intangible Assets Trademarks Customer Relationships Total Intangible Assets Gross carrying amount $ 585,000 $ 1,390,000 $ 1,975,000 $ 585,000 $ 1,390,000 $ 1,975,000 Less accumulated amortization (135,000 ) (575,000 ) (710,000 ) (125,000 ) (531,000 ) (656,000 ) Net carrying amount $ 450,000 $ 815,000 $ 1,265,000 $ 460,000 $ 859,000 $ 1,319,000
Estimated amortization expense	Estimated amortization expense Remainder of Fiscal 2022 $ 159,000 Fiscal 2023 213,000 Fiscal 2024 213,000 Fiscal 2025 213,000 Fiscal 2026 121,000 Thereafter 346,000 Total $ 1,265,000

SEGMENTS AND CONCENTRATIONS (Ta

SEGMENTS AND CONCENTRATIONS (Tables)	3 Months Ended
	Dec. 31, 2021
Segment Reporting [Abstract]
Segment operating income (loss)	Segment operating income (loss) For the Three Months Ended December 31, 2021 2020 Revenues: OEM distribution $ 5,242,000 $ 5,214,000 Retail distribution 1,392,000 392,000 Design 4,980,000 4,112,000 Total segment revenues $ 11,614,000 $ 9,718,000 Operating Income/(Loss): OEM distribution $ 497,000 $ 417,000 Retail distribution (228,000 ) (179,000 ) Design 585,000 177,000 Total segment operating income 854,000 415,000 General corporate expenses (640,000 ) (582,000 ) Total income/(loss) from operations 214,000 (167,000 ) Other expense/(income), net 34,000 (1,366,000 ) Income before income taxes $ 180,000 $ 1,199,000 Depreciation and Amortization: OEM distribution $ 2,000 $ 2,000 Design 71,000 92,000 Total depreciation and amortization $ 73,000 $ 94,000
Schedule of Operating Assets and Liabilities	Schedule of Operating Assets and Liabilities December 31, 2021 September 30, 2021 Segment Assets: OEM distribution $ 5,218,000 $ 5,898,000 Retail distribution 3,217,000 2,178,000 Design 6,349,000 5,824,000 Total segment assets 14,784,000 13,900,000 General corporate assets 7,194,000 5,956,000 Total assets $ 21,978,000 $ 19,856,000

EARNINGS PER SHARE (Tables)

EARNINGS PER SHARE (Tables)	3 Months Ended
	Dec. 31, 2021
Earnings per share:
Schedule of Earnings Per Share, Basic and Diluted	Schedule of Earnings Per Share, Basic and Diluted For the Three Months Ended December 31, 2021 2020 Numerator: Net income $ 180,000 $ 1,199,000 Denominator: Weighted average common shares outstanding 10,061,000 9,886,000 Dilutive common share equivalents 276,000 154,000 Weighted average diluted shares outstanding 10,337,000 10,040,000 Earnings per share: Basic $ 0.02 $ 0.12 Diluted $ 0.02 $ 0.12
Schedule of antidilutive securities excluded	Schedule of antidilutive securities excluded For the Three Months Ended December 31, 2021 2020 Options 58,000 136,000 Warrants – 151,000 Total potentially dilutive shares 58,000 287,000

LEASES (Tables)

LEASES (Tables)	3 Months Ended
	Dec. 31, 2021
Leases
Schedule of future minimum payments under operating & financial leases	Schedule of future minimum payments under operating & financial leases Remainder of Fiscal 2022 $ 452,000 Fiscal 2023 626,000 Fiscal 2024 639,000 Fiscal 2025 556,000 Fiscal 2026 510,000 Thereafter 2,398,000 Total future minimum lease payments 5,181,000 Less imputed interest (1,170,000 ) Present value of lease liabilities $ 4,011,000

OVERVIEW (Details Narrative)

OVERVIEW (Details Narrative) - USD ($)	3 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Net Income (Loss) Attributable to Parent	$ 180,024	$ 1,199,036
Net Cash Provided by (Used in) Operating Activities	$ 1,137,884	$ (511,203)

ACCOUNTING POLICIES (Details Na

ACCOUNTING POLICIES (Details Narrative) - USD ($)	Dec. 31, 2021	Sep. 30, 2021	Sep. 30, 2020
Allowances for doubtful accounts	$ 90,000	$ 90,000	$ 249,000
Accounts Receivable, Allowance for Credit Loss, Noncurrent	706,000	706,000	347,000
Allowances for the provisions	47,000	0	0
Distribution [Member]
Contract liabilities	0	0	75,000
Design [Member]
Contract liabilities	753,000	188,000	410,000
Contract assets	$ 764,000	$ 693,000	$ 649,000

INTANGIBLE ASSETS AND GOODWIL_2

INTANGIBLE ASSETS AND GOODWILL (Details - Intangible Assets) - USD ($)	Dec. 31, 2021	Sep. 30, 2021
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 1,975,000	$ 1,975,000
Accumulated Amortization	(710,000)	(656,000)
Net Carrying Amount	1,265,000	1,319,000
Trademarks [Member]
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	585,000	585,000
Accumulated Amortization	(135,000)	(125,000)
Net Carrying Amount	450,000	460,000
Customer Relationships [Member]
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	1,390,000	1,390,000
Accumulated Amortization	(575,000)	(531,000)
Net Carrying Amount	$ 815,000	$ 859,000

INTANGIBLE ASSETS AND GOODWIL_3

INTANGIBLE ASSETS AND GOODWILL (Details - Estimated amortization expense) - USD ($)	Dec. 31, 2021	Sep. 30, 2021
Goodwill and Intangible Assets Disclosure [Abstract]
Remainder of Fiscal 2022	$ 159,000
Fiscal 2023	213,000
Fiscal 2024	213,000
Fiscal 2025	213,000
Fiscal 2026	121,000
Thereafter	346,000
Total	$ 1,265,000	$ 1,319,000

INTANGIBLE ASSETS AND GOODWIL_4

INTANGIBLE ASSETS AND GOODWILL (Details Narrative) - USD ($)	3 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Goodwill and Intangible Assets Disclosure [Abstract]
Amortization of Intangible Assets	$ 54,000	$ 54,000

FAIR VALUE MEASUREMENTS (Detail

FAIR VALUE MEASUREMENTS (Details Narrative) - USD ($)	Dec. 31, 2021	Sep. 30, 2021
Kablooe [Member]
Offsetting Assets [Line Items]
Earnout liability	$ 70,000	$ 70,000

SEGMENTS AND CONCENTRATIONS (De

SEGMENTS AND CONCENTRATIONS (Details) - USD ($)	3 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Segment Reporting Information [Line Items]
Revenue	$ 11,613,741	$ 9,717,603
Total income/(loss) from operations	214,214	(167,493)
Other expense/(income), net	(1,362)	3,604
Income before income taxes	180,024	1,199,036
Operating Segments [Member]
Segment Reporting Information [Line Items]
Revenue	11,614,000,000	9,718,000,000
Operating income loss	854,000	415,000
General corporate expenses	(640,000)	(582,000)
Total income/(loss) from operations	214,000	(167,000)
Other expense/(income), net	34,000	(1,366,000)
Income before income taxes	180,000	1,199,000
Depreciation and amortization	73,000	94,000
O E M Distribution [Member] | Operating Segments [Member]
Segment Reporting Information [Line Items]
Revenue	5,242,000,000	5,214,000,000
Operating income loss	497,000	417,000
Depreciation and amortization	2,000	2,000
Retail Distribution [Member] | Operating Segments [Member]
Segment Reporting Information [Line Items]
Revenue	1,392,000,000	392,000,000
Operating income loss	(228,000)	(179,000)
Design [Member] | Operating Segments [Member]
Segment Reporting Information [Line Items]
Revenue	4,980,000,000	4,112,000,000
Operating income loss	585,000	177,000
Depreciation and amortization	$ 71,000	$ 92,000

SEGMENTS AND CONCENTRATIONS (_2

SEGMENTS AND CONCENTRATIONS (Details 1) - USD ($)	Dec. 31, 2021	Sep. 30, 2021
Segment Reporting Information [Line Items]
Total assets	$ 21,977,702	$ 19,855,539
Net Assets, Segment [Member]
Segment Reporting Information [Line Items]
Assets	14,784,000	13,900,000
General corporate assets	7,194,000	5,956,000
Total assets	21,978,000	19,856,000
O E M Distribution [Member] | Net Assets, Segment [Member]
Segment Reporting Information [Line Items]
Assets	5,218,000	5,898,000
Retail Distribution [Member] | Net Assets, Segment [Member]
Segment Reporting Information [Line Items]
Assets	3,217,000	2,178,000
Design [Member] | Net Assets, Segment [Member]
Segment Reporting Information [Line Items]
Assets	$ 6,349,000	$ 5,824,000

SEGMENTS AND CONCENTRATIONS (_3

SEGMENTS AND CONCENTRATIONS (Details Narrative) - USD ($)	3 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Sep. 30, 2021
Revenue, Major Customer [Line Items]
Revenues	$ 11,613,741	$ 9,717,603
Customer One [Member] | Contract Manufacture [Member]
Revenue, Major Customer [Line Items]
Revenues	1,566,000	1,574,000
Account receivable	1,386,000	1,454,000
Customer Two [Member] | Contract Manufacture [Member]
Revenue, Major Customer [Line Items]
Revenues	1,357,000	1,280,000
Account receivable	$ 891,000	$ 1,259,000	$ 1,138,000
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Two Customers [Member]
Revenue, Major Customer [Line Items]
Concentration Risk, Percentage	10.00%

SHARE-BASED COMPENSATION (Detai

SHARE-BASED COMPENSATION (Details Narrative) - USD ($)	1 Months Ended	3 Months Ended
	Oct. 31, 2021	Dec. 31, 2021	Dec. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Proceeds from options exercised		$ 0	$ 1,675
Share based compensation expense		$ 38,800	$ 41,457
Equity Option [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock issued from exercise of stock options		0	2,500
Proceeds from options exercised		$ 2,000
Stock option intrinsic value		2,000
Share based compensation expense		39,000	$ 41,000
Unrecognized compensation cost		$ 25,000
Unrecognized compensation cost weighted average vesting period		8 months 12 days
Equity Option [Member] | Non Employee Directors [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Options granted	58,000
Options granted, exercise price of options granted	$ 2.39
Option grant-date fair value per share	$ 1.03
Fair value of options granted	$ 60,000

EARNINGS_(LOSS) PER SHARE (Deta

EARNINGS/(LOSS) PER SHARE (Details-Earning Per Share) - USD ($)	3 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Numerator:
Net income	$ 180,000	$ 1,199,000
Denominator:
Weighted average common shares outstanding	10,061,000	9,886,000
Dilutive common share equivalents	276,000	154,000
Weighted average diluted shares outstanding	10,337,000	10,040,000
Earnings per share:
Basic	$ 0.02	$ 0.12
Diluted	$ 0.02	$ 0.12

EARNINGS_(LOSS) PER SHARE (De_2

EARNINGS/(LOSS) PER SHARE (Details - Antidilutive shares) - shares	3 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total potentially dilutive shares	58,000	287,000
Stock Options [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total potentially dilutive shares	58,000	136,000
Warrant [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total potentially dilutive shares	0	151,000

RELATED PARTY TRANSACTIONS (Det

RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($)	3 Months Ended		4 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Jan. 18, 2018	Sep. 30, 2021
Related Party Transaction [Line Items]
Prepaid expenses and other current assets	$ 630,649			$ 561,072
Principal repayments	0	$ 41,904
Forward China [Member]
Related Party Transaction [Line Items]
Principal repayments	50,000
Forward China [Member] | Promissory Note [Member]
Related Party Transaction [Line Items]
Debt face amount			$ 1,600,000
Debt interest rate			8.00%
Debt maturity date			Jan. 18, 2019
Interest expense	32,000	32,000
Forward China [Member] | Inventory Purchases [Member]
Related Party Transaction [Line Items]
Prepaid expenses and other current assets	327,000			$ 317,000
Forward China [Member] | Service Fees [Member]
Related Party Transaction [Line Items]
Service fees paid	362,000	343,000
Chief Executive Officer [Member] | Koble [Member]
Related Party Transaction [Line Items]
Revenue from related party	$ 540,000	$ 186,000

DEBT (Details Narrative)

DEBT (Details Narrative)	3 Months Ended
	Dec. 31, 2021USD ($)
Paycheck Protection Program [Member]
Debt Instrument [Line Items]
Debt interest rate	1.00%
Paycheck Protection Program [Member]
Debt Instrument [Line Items]
Loan received	$ 1,357,000
Debt maturity date	Apr. 18, 2022
Loan Payable [Member] | Kablooe [Member]
Debt Instrument [Line Items]
Debt interest rate	6.00%
Debt face amount	$ 170,000
Periodic payment amount	$ 15,000

LEASES (Details - Future minimu

LEASES (Details - Future minimum payments Operating lease) - Operating Leases [Member]	Dec. 31, 2021USD ($)
Remainder of Fiscal 2022	$ 452,000
Fiscal 2023	626,000
Fiscal 2024	639,000
Fiscal 2025	556,000
Fiscal 2026	510,000
Thereafter	2,398,000
Total future minimum lease payments	5,181,000
Less imputed interest	(1,170,000)
Present value of lease liabilities	$ 4,011,000

LEASES (Details Narrative)

LEASES (Details Narrative) - USD ($)	3 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Leases
Rent expense	$ 156,000	$ 153,000
Sales and marketing	14,000	14,000
General and administrative	142,000	139,000
Cash paid for amounts included in operating lease liabilities	$ 149,000	$ 111,000
Operating leases term	8 years 9 months 18 days
Operating leases	5.60%