Cover Page
Cover Page - USD ($) $ in Millions | 12 Months Ended | ||
Jun. 30, 2022 | Aug. 22, 2022 | Dec. 31, 2021 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Jun. 30, 2022 | ||
Current Fiscal Year End Date | --06-30 | ||
Document Transition Report | false | ||
Entity File Number | 001-35647 | ||
Entity Registrant Name | LIFEVANTAGE CORP | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 90-0224471 | ||
Entity Address, Address Line One | 3300 N. Triumph Blvd | ||
Entity Address, Address Line Two | Suite 700 | ||
Entity Address, City or Town | Lehi | ||
Entity Address, State or Province | UT | ||
Entity Address, Postal Zip Code | 84043 | ||
City Area Code | 801 | ||
Local Phone Number | 432-9000 | ||
Title of 12(b) Security | Common Stock, par value $0.0001 | ||
Trading Symbol | LFVN | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 81.2 | ||
Entity Common Stock, Shares Outstanding | 12,552,781 | ||
Documents Incorporated by Reference | Portions of the registrant’s definitive proxy statement to be filed subsequent to the date hereof with the Securities and Exchange Commission pursuant to Regulation 14A in connection with the registrant’s fiscal year 2022 annual meeting of stockholders are incorporated by reference into Part III of this report. Such definitive proxy statement will be filed with the Commission not later than 120 days after the end of the registrant’s fiscal year ended June 30, 2022. | ||
Entity Central Index Key | 0000849146 | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2022 | ||
Document Fiscal Period Focus | FY |
Audit Information
Audit Information | 12 Months Ended |
Jun. 30, 2022 | |
Auditor Information [Abstract] | |
Auditor Name | WSRP, LLC |
Auditor Location | Salt Lake City, Utah |
Auditor Firm ID | 374 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Current assets | ||
Cash and cash equivalents | $ 20,190 | $ 23,174 |
Accounts receivable | 3,338 | 2,925 |
Income tax receivable | 1,752 | 1,038 |
Inventory, net | 16,472 | 16,145 |
Prepaid expenses and other | 5,205 | 4,772 |
Total current assets | 46,957 | 48,054 |
Non-current assets | ||
Property and equipment, net | 9,500 | 11,123 |
Right-of-use assets | 11,040 | 13,700 |
Intangible assets, net | 587 | 719 |
Deferred income tax asset | 1,289 | 1,208 |
Equity securities | 0 | 2,205 |
Other long-term assets | 1,333 | 1,723 |
TOTAL ASSETS | 70,706 | 78,732 |
Current liabilities | ||
Accounts payable | 7,462 | 6,744 |
Commissions payable | 7,285 | 8,138 |
Income tax payable | 453 | 830 |
Lease liabilities | 2,601 | 2,151 |
Other accrued expenses | 7,927 | 7,336 |
Total current liabilities | 25,728 | 25,199 |
Long-term lease liabilities | 13,154 | 16,032 |
Other long-term liabilities | 308 | 694 |
Total liabilities | 39,190 | 41,925 |
Commitments and contingencies — Note 14 | ||
Stockholders’ equity | ||
Preferred stock — par value $0.0001 per share, 5,000 shares authorized, no shares issued or outstanding | 0 | 0 |
Common stock — par value $0.0001 per share, 40,000 shares authorized and 12,493 and 13,609 issued and outstanding as of June 30, 2022 and 2021, respectively | 1 | 1 |
Additional paid-in capital | 131,075 | 129,048 |
Accumulated deficit | (98,437) | (92,346) |
Accumulated other comprehensive (loss) income | (1,123) | 104 |
Total stockholders’ equity | 31,516 | 36,807 |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $ 70,706 | $ 78,732 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Jun. 30, 2022 | Jun. 30, 2021 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized (in shares) | 5,000,000 | 5,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 40,000,000 | 40,000,000 |
Common stock, shares issued (in shares) | 12,493,000 | 13,609,000 |
Common stock, shares outstanding (in shares) | 12,493,000 | 13,609,000 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Income Statement [Abstract] | |||
Revenue, net | $ 206,360 | $ 220,181 | $ 232,915 |
Revenue from Contract with Customer, Product and Service [Extensible Enumeration] | Product [Member] | Product [Member] | Product [Member] |
Cost of sales | $ 38,097 | $ 38,187 | $ 37,964 |
Gross profit | 168,263 | 181,994 | 194,951 |
Operating expenses: | |||
Commissions and incentives | 97,263 | 103,541 | 111,571 |
Selling, general and administrative | 63,425 | 60,838 | 67,914 |
Total operating expenses | 160,688 | 164,379 | 179,485 |
Operating income | 7,575 | 17,615 | 15,466 |
Other expense: | |||
Interest expense | (10) | (17) | (120) |
Other expense, net | (669) | (366) | (685) |
Impairment of investment | (2,205) | 0 | 0 |
Total other expense | (2,884) | (383) | (805) |
Income before income taxes | 4,691 | 17,232 | 14,661 |
Income tax expense | (1,571) | (4,338) | (3,112) |
Net income | $ 3,120 | $ 12,894 | $ 11,549 |
Net income per share: | |||
Basic (dollars per share) | $ 0.24 | $ 0.92 | $ 0.82 |
Diluted (dollars per share) | $ 0.24 | $ 0.90 | $ 0.79 |
Weighted-average shares outstanding: | |||
Basic (in shares) | 12,886 | 14,070 | 14,105 |
Diluted (in shares) | 13,069 | 14,268 | 14,599 |
Other comprehensive (loss) income, net of tax: | |||
Foreign currency translation adjustment | $ (1,227) | $ (40) | $ 82 |
Other comprehensive (loss) income, net of tax: | (1,227) | (40) | 82 |
Comprehensive income | $ 1,893 | $ 12,854 | $ 11,631 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY - USD ($) $ in Thousands | Total | Cumulative effect of adoption of accounting principle | Adjusted balance | Common Stock | Common Stock Adjusted balance | Additional Paid-In Capital | Additional Paid-In Capital Adjusted balance | Accumulated Deficit | Accumulated Deficit Cumulative effect of adoption of accounting principle | Accumulated Deficit Adjusted balance | Accumulated Other Comprehensive Income (Loss) | Accumulated Other Comprehensive Income (Loss) Adjusted balance |
Beginning balances (in shares) at Jun. 30, 2019 | 14,114,000 | 14,114,000 | ||||||||||
Beginning balances at Jun. 30, 2019 | $ 27,199 | $ 508 | $ 27,707 | $ 1 | $ 1 | $ 127,096 | $ 127,096 | $ (99,960) | $ 508 | $ (99,452) | $ 62 | $ 62 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Stock-based compensation | 4,837 | 4,837 | ||||||||||
Common stock issued under employee stock purchase plan (in shares) | 64,000 | |||||||||||
Common stock issued under employee stock purchase plan | $ 653 | 653 | ||||||||||
Exercise of options (in shares) | 25,000 | 25,000 | ||||||||||
Exercise of options | $ 76 | 76 | ||||||||||
Common stock issued under equity award plans (in shares) | 910,000 | |||||||||||
Common stock issued under equity award plans | $ 0 | |||||||||||
Shares canceled or surrendered as payment of tax withholding and other (in shares) | (400,000) | (413,000) | ||||||||||
Shares canceled or surrendered as payment of tax withholding and other | $ (6,246) | (6,246) | ||||||||||
Repurchase of company stock (in shares) | (387,000) | |||||||||||
Repurchase of company stock | (5,404) | (5,404) | ||||||||||
Currency translation adjustment | 82 | 82 | ||||||||||
Net income | 11,549 | 11,549 | ||||||||||
Ending balances (in shares) at Jun. 30, 2020 | 14,313,000 | |||||||||||
Ending balances at Jun. 30, 2020 | 33,254 | $ 1 | 126,416 | (93,307) | 144 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Stock-based compensation | 2,152 | 2,152 | ||||||||||
Common stock issued under employee stock purchase plan (in shares) | 59,000 | |||||||||||
Common stock issued under employee stock purchase plan | $ 517 | 517 | ||||||||||
Exercise of options (in shares) | 289,000 | 289,000 | ||||||||||
Exercise of options | $ 1,379 | 1,379 | ||||||||||
Common stock issued under equity award plans (in shares) | 230,000 | |||||||||||
Common stock issued under equity award plans | $ 0 | |||||||||||
Shares canceled or surrendered as payment of tax withholding and other (in shares) | (100,000) | (86,000) | ||||||||||
Shares canceled or surrendered as payment of tax withholding and other | $ (1,416) | (1,416) | ||||||||||
Repurchase of company stock (in shares) | (1,196,000) | |||||||||||
Repurchase of company stock | $ (11,933) | |||||||||||
Currency translation adjustment | (40) | (40) | ||||||||||
Net income | $ 12,894 | 12,894 | ||||||||||
Ending balances (in shares) at Jun. 30, 2021 | 13,609,000 | 13,609,000 | ||||||||||
Ending balances at Jun. 30, 2021 | $ 36,807 | $ 1 | 129,048 | (92,346) | 104 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Stock-based compensation | 1,768 | 1,768 | ||||||||||
Common stock issued under employee stock purchase plan (in shares) | 68,000 | |||||||||||
Common stock issued under employee stock purchase plan | $ 372 | 372 | ||||||||||
Exercise of options (in shares) | 30,000 | 30,000 | ||||||||||
Exercise of options | $ 133 | 133 | ||||||||||
Common stock issued under equity award plans (in shares) | 169,000 | |||||||||||
Common stock issued under equity award plans | $ 0 | |||||||||||
Shares canceled or surrendered as payment of tax withholding and other (in shares) | (39,000) | (39,000) | ||||||||||
Shares canceled or surrendered as payment of tax withholding and other | $ (246) | (246) | ||||||||||
Repurchase of company stock (in shares) | (1,300,000) | (1,344,000) | ||||||||||
Repurchase of company stock | $ (8,833) | (8,833) | ||||||||||
Cash dividends | (378) | (378) | ||||||||||
Currency translation adjustment | (1,227) | (1,227) | ||||||||||
Net income | $ 3,120 | 3,120 | ||||||||||
Ending balances (in shares) at Jun. 30, 2022 | 12,493,000 | 12,493,000 | ||||||||||
Ending balances at Jun. 30, 2022 | $ 31,516 | $ 1 | $ 131,075 | $ (98,437) | $ (1,123) |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Cash Flows from Operating Activities: | |||
Net income | $ 3,120 | $ 12,894 | $ 11,549 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 3,261 | 3,460 | 2,777 |
Stock-based compensation | 1,768 | 2,036 | 4,919 |
Amortization of right-of-use assets | 1,786 | 2,365 | 2,323 |
Impairment of investment | 2,205 | 0 | 0 |
Gain on sale of fixed assets | 0 | (7) | 0 |
Amortization of deferred financing fees | 0 | 0 | 7 |
Amortization of debt discount | 0 | 0 | 39 |
Deferred income tax | (81) | 955 | 364 |
Changes in operating assets and liabilities: | |||
Accounts receivable | (614) | (265) | (539) |
Income tax receivable | (713) | (1,036) | 1,237 |
Inventory, net | (1,186) | (2,069) | (152) |
Prepaid expenses and other | (551) | 486 | (29) |
Other long-term assets | 139 | 59 | (483) |
Accounts payable | 824 | 3,214 | (1,648) |
Income tax payable | (377) | 46 | 193 |
Other accrued expenses | 357 | (3,659) | 432 |
Lease liabilities | (1,644) | (1,913) | (2,698) |
Other long-term liabilities | (335) | (293) | 35 |
Net Cash Provided by Operating Activities | 7,959 | 16,273 | 18,326 |
Cash Flows from Investing Activities: | |||
Purchase of equipment | (1,530) | (3,741) | (2,681) |
Proceeds from sale of fixed assets | 0 | 7 | 0 |
Net Cash Used in Investing Activities | (1,530) | (3,734) | (2,681) |
Cash Flows from Financing Activities: | |||
Repurchase of company stock | (8,833) | (11,933) | (5,405) |
Payment of cash dividends | (378) | 0 | 0 |
Payment on term loan | 0 | 0 | (1,500) |
Shares purchased as payment of tax withholding and other | (246) | (1,416) | (6,246) |
Proceeds from common stock issued under employee stock purchase plan | 372 | 517 | 653 |
Exercise of options and warrants | 133 | 1,379 | 76 |
Net Cash Used in Financing Activities | (8,952) | (11,453) | (12,422) |
Foreign Currency Effect on Cash | (461) | (50) | 91 |
(Decrease) Increase in Cash and Cash Equivalents | (2,984) | 1,036 | 3,314 |
Cash and Cash Equivalents — beginning of period | 23,174 | 22,138 | 18,824 |
Cash and Cash Equivalents — end of period | 20,190 | 23,174 | 22,138 |
Non Cash Investing and Financing Activities: | |||
Increase in property and equipment and lease liabilities from lease incentives | 0 | 3,543 | 0 |
Conversion of convertible notes receivable to equity securities | 0 | 0 | 2,205 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION | |||
Cash paid for interest | 10 | 17 | 44 |
Cash paid for income taxes | $ 2,601 | $ 4,017 | $ 1,623 |
The Company
The Company | 12 Months Ended |
Jun. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
The Company | The Company LifeVantage Corporation (the "Company" or "we" or "our" or "us") is a company focused on nutrigenomics, the study of how nutrition and naturally occurring compounds affect human genes to support good health. The Company is dedicated to helping people achieve their health, wellness and financial goals. The Company provides quality, scientifically-validated products to customers and independent distributors as well as a financially rewarding commission-based direct sales opportunity to its independent distributors. LifeVantage sells its products in the United States, Mexico, Japan, Australia, Hong Kong, Canada, Thailand, the United Kingdom, the Netherlands, Germany, Taiwan, Austria, Spain, Ireland, Belgium, New Zealand, Singapore, and the Philippines. The Company also sells its products in a number of countries to customers for personal consumption only. In addition, the Company sells its products in China through a China approved cross-border e-commerce business model. The Company engages in the identification, research, development, formulation and sale of advanced nutrigenomic activators, dietary supplements, nootropics, pre- and pro-biotics, weight management, skin and hair care, bath & body, and targeted relief products. The Company’s line of scientifically validated dietary supplements includes its flagship Protandim ® family of products, LifeVantage ® Omega+, ProBio, IC Bright ® , and Daily Wellness dietary supplements. TrueScience ® is the Company's line of skin, hair, bath & body, and targeted relief products. The Company also markets and sells Petandim ® , its companion pet supplement formulated to combat oxidative stress in dogs, Axio ® its nootropic energy drink mixes, and PhysIQ ™ , its smart weight management system. The Company was incorporated in Colorado in June 1988 under the name Andraplex Corporation. The Company changed its corporate name to Yaak River Resources, Inc. in January 1992, and subsequently changed it again in October 2004 to Lifeline Therapeutics, Inc. In October 2004 and March 2005, the Company acquired all of the outstanding common stock of Lifeline Nutraceuticals Corporation. In November 2006, the Company changed its name to LifeVantage Corporation. In March 2018, following approval by the Company's stockholders at its fiscal year 2018 Annual Meeting of Stockholders, the Company changed its state of incorporation from Colorado to Delaware pursuant to a plan of conversion. All outstanding shares of common stock, options and share units of the Colorado corporation were converted into an equivalent share, option or share unit of the Delaware corporation and the par value of the Company's common stock was adjusted to $0.0001. All directors and officers of the Colorado corporation held the same position within the Delaware corporation on the date of reincorporation. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Consolidation The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All significant intercompany accounts and transactions are eliminated in consolidation. Certain other prior period balances have also been reclassified to conform to the current period presentation. Use of Estimates The Company prepares the consolidated financial statements and related disclosures in conformity with accounting principles generally accepted in the United States of America (GAAP). In preparing these statements, the Company is required to use estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure 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 materially from those estimates and assumptions. On an ongoing basis, the Company reviews its estimates, including, but not limited to, those related to inventory valuation and obsolescence, sales returns, income taxes and tax valuation reserves, transfer pricing methodology and positions, impairment of assets, share-based compensation, and loss contingencies. Foreign Currency Translation A portion of the Company’s business operations occurs outside the United States. The local currency of each of the Company’s subsidiaries generally is its functional currency. All assets and liabilities are translated into U.S. Dollars at exchange rates existing at the balance sheet dates, revenue and expenses are translated at weighted-average exchange rates and stockholders’ equity is recorded at historical exchange rates. The resulting foreign currency translation adjustments are recorded as a separate component of stockholders’ equity in the consolidated balance sheets and as a component of comprehensive income. Transaction gains and losses are included in other expense, net in the consolidated statements of operations and comprehensive income. Fair Value of Financial Instruments The Company accounts for assets and liabilities using a hierarchy of valuation techniques based on whether the inputs to those valuation techniques are observable or unobservable. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect the Company's market assumptions. These two types of inputs have created the fair-value hierarchy below. This hierarchy requires the Company to minimize the use of unobservable inputs and to use observable market data, if available, when determining fair value. • Level 1—Quoted prices for identical instruments in active markets; • Level 2—Quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets; and • Level 3—Valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. Equity securities held by the Company are measured at fair value on a nonrecurring basis; that is, the assets are not measured at fair value on an ongoing basis but are instead subject to fair value adjustments using fair value measurements with unobservable inputs (level 3), in certain circumstances (e.g., when there is evidence of impairment). Cash and Cash Equivalents The Company considers only its monetary liquid assets with original maturities of three months or less to be cash and cash equivalents. Accounts Receivable The Company’s accounts receivable for the fiscal years ended June 30, 2022 and 2021 consist primarily of credit card receivables. Based on the Company’s verification process for customer credit cards and historical information available, management has determined that an allowance for doubtful accounts on credit card sales related to its customer sales as of June 30, 2022 or 2021 is not necessary. No bad debt expense was recorded for the fiscal years ended June 30, 2022, 2021 and 2020. Inventory As of June 30, 2022 and 2021, inventory consisted of (in thousands): As of June 30, 2022 2021 Finished goods $ 12,674 76.9 % $ 12,225 75.7 % Raw materials 3,798 23.1 % 3,920 24.3 % Total inventory $ 16,472 100.0 % $ 16,145 100.0 % Inventories are carried at the lower of cost or net realizable value, using the first-in, first-out method, which includes a reduction in inventory values of $1.3 million and $0.5 million at June 30, 2022 and 2021, respectively, related to obsolete and slow-moving inventory. Property and Equipment Property and equipment are recorded at cost and depreciated using the straight-line method over the following useful lives: Years Equipment (includes computer hardware and software) 3 - 5 Furniture and fixtures 5 Vehicles 5 Leasehold improvements are depreciated over the shorter of estimated useful life of the related asset or the lease term. The cost of normal maintenance and repairs is charged to expense as incurred. When an asset is sold or otherwise disposed of, the cost and associated accumulated depreciation are removed from the accounts and the resulting gain or loss is recognized in the consolidated statements of operations and comprehensive income in other expense, net. Significant expenditures that increase the useful life of an asset are capitalized and depreciated over the estimated useful life of the asset. Property and equipment are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. Intangible Assets Intangible assets are stated at cost less accumulated amortization. Definite-lived intangible assets are amortized over their related useful lives, using a straight-line method, consistent with the underlying expected future cash flows related to the specific intangible asset. Definite-lived intangible assets are reviewed for impairment whenever events or changes in circumstances exist that indicate the carrying amount of an asset may not be recoverable. When indicators of impairment exist, an estimate of undiscounted net cash flows is used in measuring whether the carrying amount of the asset or related asset group is recoverable. Measurement of the amount of impairment, if any, is based upon the difference between the asset’s carrying value and estimated fair value. Indefinite-lived intangible assets are not amortized; however, they are tested at least annually for impairment or more frequently if events or changes in circumstances exist that may indicate impairment. An impairment loss is recognized if the carrying amount of the asset exceeds its fair value. Annual impairment tests on intangible assets were completed for the fiscal years ended June 30, 2022 and 2021, resulting in no impairment charges. Impairment of Long-Lived Assets Pursuant to guidance established for impairment or disposal of assets, the Company assesses impairment whenever events or changes in circumstances indicate that the carrying amount of a long-lived asset may not be recoverable. When an assessment for impairment of long-lived assets, long-lived assets to be disposed of, and certain identifiable intangibles related to those assets is performed, the Company is required to compare the net carrying value of long-lived assets on the lowest level at which cash flows can be determined on a consistent basis to the related estimates of future undiscounted net cash flows for such assets. If the net carrying value exceeds the net cash flows, then an impairment is recognized to reduce the carrying value to the estimated fair value, generally equal to the future discounted net cash flow. For the fiscal years ended June 30, 2022 and 2021, management has concluded that there are no indications of impairment. Concentration of Credit Risk Accounting guidance for financial instruments requires disclosure of significant concentrations of credit risk regardless of the degree of such risk. Financial instruments with significant credit risk include cash and cash equivalents. At June 30, 2022, the Company had $15.4 million in cash accounts at one financial institution and $4.8 million i n other financial institutions. As of June 30, 2022 and 2021, and during the years then ended, the Company’s cash balances exceeded federally insured limits. Commissions and Incentives Commissions and incentives expenses are the Company’s most significant expenses and are classified as operating expenses. Commissions and incentives expenses include sales commissions paid to the Company's independent distributors, special incentives, costs for incentive trips and other rewards. Commissions and incentives expenses do not include any amounts the Company pays to its independent distributors for personal purchases. Commissions paid to independent distributors on personal purchases are considered a sales discount and are reported as a reduction to net revenue. Shipping and Handling Shipping and handling costs associated with inbound freight and freight out to customers, including independent distributors, are included in cost of sales. Shipping and handling fees charged to all customers are included in sales. Research and Development Costs The Company expenses all costs related to research and development activities as incurred. Research and development expenses for the fiscal years ended June 30, 2022, 2021 and 2020 were $0.7 million , $0.7 million and $0.9 million, respectively. Leases The Company accounts for leases in accordance with Accounting Standards Codification ("ASC") 842. The Company reviews all contracts and determines if the arrangement is or contains a lease, at inception. Operating leases are included in right-of-use (“ROU”) assets, current lease liabilities and long-term lease liabilities on the condensed consolidated balance sheets. The Company does not have any finance leases. Operating lease ROU 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. ROU assets and lease liabilities are recognized at the lease commencement date based on the estimated present value of lease payments over the lease term. The Company uses its estimated incremental borrowing rate based on the information available at the commencement date in determining the present value of future payments. The operating lease ROU asset also includes any upfront lease payments made and excludes lease incentives and initial direct costs incurred. The Company’s lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. Lease expense for minimum lease payments is recognized on a straight-line basis over the lease term. Leases with a term of 12 months or less are not recorded on the balance sheet. The Company’s lease agreements do not contain any residual value guarantees. Stock-Based Compensation The Company recognizes stock-based compensation by measuring the cost of services to be rendered based on the grant date fair value of the equity award. The Company recognizes stock-based compensation, net of any estimated forfeitures, over the period an employee is required to provide service in exchange for the award, generally referred to as the requisite service period. The Company estimates forfeitures based on historical information and other management assumptions. For awards with market-based performance conditions, the cost of the awards is recognized as the requisite service is rendered by employees, regardless of when, if ever, the market-based performance conditions are satisfied. The Black-Scholes option pricing model is used to estimate the fair value of stock options and options under the Company's 2019 Employee Stock Purchase Plan. The determination of the fair value of options is affected by the Company's stock price and a number of assumptions, including expected volatility, expected life, risk-free interest rate and expected dividends. The Company uses historical data for estimating the expected volatility and expected life of stock options required in the Black-Scholes model. The risk-free interest rate assumption is based on observed interest rates appropriate for the expected terms of the stock options. The fair value of restricted stock grants, including performance restricted stock units that include non-market based performance conditions, is based on the closing market price of the Company's stock on the date of grant less the Company's expected dividend yield. The fair value of cash-settled performance-based awards, accounted for as liabilities, is remeasured at the end of each reporting period and is based on the closing market price of the Company’s stock on the last day of the reporting period. The Company recognizes compensation costs for awards with performance conditions when it concludes it is probable that the performance conditions will be achieved. The Company reassesses the probability of vesting at each balance sheet date and adjusts compensation costs accordingly. Income Taxes Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carry forwards. Deferred tax assets and liabilities are measured using statutory tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled, updated as needed for changes in corporate tax rates. The effect on deferred tax assets and liabilities from a change in tax rates is recognized in income in the period that includes the effective date of the change. The Company recognizes tax liabilities or benefits from an uncertain position only if it is more likely than not that the position will be sustained upon examination by taxing authorities based on the technical merits of the issue. The amount recognized would be the largest liability or benefit that the Company believes has greater than a 50% likelihood of being realized upon settlement. Income Per Share Basic income per common share is computed by dividing net income by the weighted-average number of common shares outstanding during the period, less unvested restricted stock awards. Diluted income per common share is computed by dividing net income by the weighted-average common shares and potentially dilutive common share equivalents using the treasury stock method. For the fiscal years ended June 30, 2022, 2021 and 2020, the effects of approximately 0.2 million , 0.1 million and 0.1 million common shares, respectively, issuable upon exercise of options and non-vested shares of restricted stock, are not included in the computations as their effect was anti-dilutive. The following is a reconciliation of net income per share and the weighted-average common shares outstanding for purposes of computing basic and diluted net income per share (in thousands, except per share amounts): Years ended June 30, 2022 2021 2020 Numerator: Net income $ 3,120 $ 12,894 $ 11,549 Denominator: Basic weighted-average common shares outstanding 12,886 14,070 14,105 Effect of dilutive securities: Stock awards and options 183 198 494 Diluted weighted-average common shares outstanding 13,069 14,268 14,599 Net income per share, basic $ 0.24 $ 0.92 $ 0.82 Net income per share, diluted $ 0.24 $ 0.90 $ 0.79 Segment Information The Company operates in a single operating segment by selling products directly to customers through an international network of independent distributors that operates in an integrated manner from market to market. Commissions and incentives expenses are the Company’s largest expense comprised of the commissions paid to its independent distributors. The Company manages its business primarily by managing its international network of independent distributors. The Company disaggregates revenue in two geographic regions: the Americas region and the Asia/Pacific & Europe region. See disaggregated revenue in Note 3. The following table presents the Company's long-lived assets for its most significant geographic markets (in thousands): June 30, 2022 2021 United States $ 19,790 $ 22,696 Japan $ 1,869 $ 3,363 New Accounting Pronouncements In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-02, Leases (Topic 842) , which requires all lessees to recognize both a right-of-use asset and lease liability on its balance sheet, representing the obligation to make payments and the right to use or control the use of a specified asset for the lease term. The Company adopted Topic 842 on July 1, 2019, using the modified retrospective transition method. The Company elected the practical expedients available under the provisions of the new standard, including: not reassessing whether expired or existing contracts are or contain leases; not reassessing the classification of expired or existing leases; not reassessing the initial direct cost for any existing leases; and using hindsight in determining the lease term. Upon adoption, the Company recognized cumulative operating lease liabilities of $3.9 million and operating right-of-use assets of $3.3 million. Additionally, a one-time beginning balance adjustment of $0.5 million was recognized in the condensed consolidated statement of stockholders’ equity due to an update to the expected term of an operating lease. |
Revenue
Revenue | 12 Months Ended |
Jun. 30, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Revenue Revenue is recognized when control of the promised goods or services are transferred to the customer, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services. Sales, value add, and other taxes the Company collects concurrent with revenue-producing activities are excluded from revenue. The Company generates the majority of its revenue through product sales to customers. These products include the Protandim ® line of dietary supplements, LifeVantage ® Omega+, ProBio, and Daily Wellness dietary supplements, TrueScience ® skin, hair, bath & body and targeted relief, IC Bright ® , Petandim ® , Axio ® nootropic energy drink mixes, and the PhysIQ smart weight management system. The Company ships most of its product directly to the consumer and receives substantially all payment for product sales in the form of credit card receipts. Revenue from direct product sales to customers is recognized upon shipment, which is when passage of title and risk of loss occurs. For items sold in packs and bundles, the Company determines the standalone selling price at contract inception for each distinct good, and then allocates the transaction price on a relative standalone selling price basis. Any discounts are accounted for as a direct reduction to the transaction price. Shipping and handling revenue is recognized upon shipment when the performance obligation is completed. The Company also charges amounts to independent distributors to attend events that it holds. Tickets to events are sold as standalone items or included within packs. For event tickets sold in packs, the Company allocates a portion of the transaction price to the ticket on a relative standalone selling price basis, adjusted for the probability of the tickets being redeemed for attendance at a future event. Any discounts are accounted for as a direct reduction to the transaction price. Fee revenue associated with ticket sales is recorded in the month that the event is held, which is when the Company has performed its obligations under the contract. Deferred Revenue The Company records deferred revenue when cash payments are received or due in advance of performance, including amounts which are refundable. Deferred revenue is included in accrued expenses in the condensed consolidated balance sheets. The Company pre-sells tickets to its events. When cash payments are received in advance of events, the cash received is recorded to deferred revenue until the event is held, at which time the Company has performed its obligations under the contract and the revenue is recognized. Sales Returns and Allowances Estimated returns are recorded when product is shipped. Subject to some exceptions based on local regulations, the Company’s return policy is to provide a full refund for product returned within 30 days. After 30 days of purchase, only unopened product that is in a resalable and restockable condition may be returned within twelve months of purchase and shall receive a 100% refund, less a 10% handling and restocking fee and any shipping and handling costs. The Company establishes a refund liability reserve, and an asset reserve for its right to recover products, based on historical experience. The returns asset reserve and returns liability reserve are evaluated on a quarterly basis. As of June 30, 2022 and 2021, the Company’s return liability reserve, net was $0.1 million and $0.2 million, respectively. Geographic Information The Company reports revenue in two geographic regions: the Americas region and the Asia/Pacific & Europe region. The following table presents the Company's revenue disaggregated by these two geographic regions (in thousands): Years ended June 30, 2022 2021 2020 Americas $ 138,323 $ 154,655 $ 166,336 Asia/Pacific & Europe 68,037 65,526 66,579 Total revenue $ 206,360 $ 220,181 $ 232,915 Additional information as to the Company’s revenue from operations in the most significant geographical areas is set forth below (in thousands): Years ended June 30, 2022 2021 2020 United States $ 130,932 $ 144,897 $ 155,480 Japan $ 36,810 $ 41,173 $ 42,343 Major Products The Company's revenue is largely attributed to two product lines, Protandim ® and TrueScience ® , which each accounted for more than 10% of total revenue for each of the fiscal years ended June 30, 2022, 2021, and 2020. On a combined basis, the Protandim ® and TrueScience ® product lines represent approximately 76.8% , 78.5% and 77.3% of the Company's total revenue for the fiscal years ended June 30, 2022, 2021 and 2020, respectively. The following table shows revenue by major product line for the fiscal years ended June 30, 2022, 2021 and 2020: Years ended June 30, 2022 2021 2020 Protandim ® product line $ 135,616 65.7 % $ 150,272 68.2 % $ 156,335 67.1 % TrueScience ® product line 22,877 11.1 % 22,617 10.3 % 23,739 10.2 % Other 47,867 23.2 % 47,292 21.5 % 52,841 22.7 % Total $ 206,360 100.0 % $ 220,181 100.0 % $ 232,915 100.0 % |
Property and Equipment, Net
Property and Equipment, Net | 12 Months Ended |
Jun. 30, 2022 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | Property and Equipment, Net Property and equipment, net consist of (in thousands): June 30, 2022 2021 Equipment (includes computer hardware and software) $ 17,781 $ 16,850 Furniture and fixtures 1,320 1,211 Leasehold improvements 6,034 6,037 Vehicles 51 51 Accumulated depreciation (15,686) (13,026) Total property and equipment, net $ 9,500 $ 11,123 Depreciation expense totaled $3.1 million , $3.3 million and $2.6 million for the fiscal years ended June 30, 2022, 2021 and 2020, respectively. |
Intangible Assets, Net
Intangible Assets, Net | 12 Months Ended |
Jun. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets, Net | Intangible Assets, Net Intangible assets, net consist of (in thousands): June 30, 2022 2021 Patent costs $ 2,330 $ 2,330 Accumulated amortization (1,988) (1,856) Total definite-lived intangible assets, net 342 474 Trademarks and other indefinite-lived intangible assets 245 245 Total intangible assets, net $ 587 $ 719 Amortization expense totaled $0.1 million , $0.1 million and $0.1 million for the fiscal years ended June 30, 2022, 2021 and 2020, respectively. As of June 30, 2022, the remaining weighted-average amortization period for definite-lived intangible assets was 2.75 years. Annual estimated amortization expense is expected to approximate $0.1 million for each of the three succeeding fiscal years. |
Gig Economy Group Investment
Gig Economy Group Investment | 12 Months Ended |
Jun. 30, 2022 | |
Investments, All Other Investments [Abstract] | |
Gig Economy Group Investment | Gig Economy Group Investment Convertible Note Receivable The Company entered into a convertible promissory note agreement with Gig Economy Group, Inc. ("GEG") pursuant to which the Company agreed to loan to GEG up to an aggregate of $2.0 million in a series of loan installments, evidenced by a convertible promissory note having a maturity date of May 31, 2019 ("Convertible Note"). The Convertible Note accrued interest at a rate of 8% per annum, compounded annually. On May 17, 2019, the Company and GEG entered into an amendment agreement to extend the maturity date of the Convertible Note to December 31, 2019. In all other aspects, the Convertible Note remained unchanged from the original agreement. Pursuant to a Common Stock Purchase Agreement between the Company and GEG dated December 16, 2019, GEG issued to the Company 1,000,000 shares of GEG’s common stock, par value $0.0001 per share, in consideration for conversion and cancellation of all principal, interest and other amounts due under the Convertible Note (representing $2.2 million in aggregate consideration). Equity Securities under ASC 321 At December 31, 2019, the Company held a minority interest (less than 20%) in GEG, accounted for under ASC 321, Investments - Equity Securities ("ASC 321"), which is included in equity securities in the condensed consolidated balance sheets. Dividends received are reported in earnings if and when received. The Company reviews securities individually for impairment by evaluating if events or circumstances have occurred that may indicate the fair value of the investment is less than its carrying value. If such events or circumstances have occurred, the Company estimates the fair value of the investment and recognizes an impairment loss in other expense, net on the condensed consolidated statements of operations and comprehensive income equal to the difference between the fair value of the investment and its carrying value. The estimated fair value of the investment is determined using unobservable inputs including assumptions by GEG's management and quantitative information such as lower valuations in recently completed or proposed financings. These inputs are classified as Level 3. |
Other Accrued Expenses
Other Accrued Expenses | 12 Months Ended |
Jun. 30, 2022 | |
Payables and Accruals [Abstract] | |
Other Accrued Expenses | Other Accrued Expenses Other accrued expenses consist of (in thousands): June 30, 2022 2021 Accrued incentive compensation $ 708 $ 1,497 Accrued severance 263 — Other taxes payable 1,753 1,959 Accrued other expenses 1,901 1,657 Accrued payable to vendors 461 847 Deferred revenue 78 319 Accrued incentives and promotions to distributors 2,763 1,057 Total other accrued expenses $ 7,927 $ 7,336 |
Long-Term Debt
Long-Term Debt | 12 Months Ended |
Jun. 30, 2022 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt On March 30, 2016, the Company entered into a loan agreement (the "2016 Loan Agreement") to refinance its outstanding debt. In connection with the 2016 Loan Agreement and on the same date, the Company entered into a security agreement (the "Security Agreement"). The 2016 Loan Agreement provides for a term loan in an aggregate principal amount of $10.0 million (the "2016 Term Loan") and a revolving loan facility in an aggregate principal amount not to exceed $2.0 million (the "2016 Revolving Loan," and collectively with the 2016 Term Loan, the 2016 Loan Agreement and the Security Agreement, the "2016 Credit Facility"). The principal amount of the 2016 Term Loan is payable in consecutive quarterly installments in the amount of $0.5 million plus accrued interest beginning with the fiscal quarter ended June 30, 2016. If the Company borrows under the 2016 Revolving Loan, interest will be payable quarterly in arrears on the last day of each fiscal quarter. On May 4, 2018, the Company entered into a loan modification agreement, which amended the 2016 Credit Facility (“Amendment No. 1”). Amendment No. 1 revised the maturity date from March 30, 2019 to March 31, 2021 and increased the fixed interest rate for the term loan from 4.93% to 5.68%. Amendment No. 1 also revised certain financial covenants. The minimum fixed charge coverage ratio (as defined in Amendment No. 1) was revised from a minimum of 1.50 to 1.00 to 1.25 to 1.00, measured on a trailing twelve-month basis, at the end of each fiscal quarter. The minimum working capital was increased from $5.0 million to $8.0 million. The funded debt to EBITDA ratio was replaced with the total liabilities to tangible net worth ratio (as defined in Amendment No. 1) of not greater than 3.00 to 1.00 at the end of each quarter. The minimum tangible net worth measure was removed from the financial covenants. The Company’s obligations under the 2016 Credit Facility, as amended, are secured by a security interest in substantially all of the Company’s assets. Loans outstanding under the 2016 Credit Facility, as amended, may be prepaid in whole or in part at any time without premium or penalty. In addition, if, at any time, the aggregate principal amount outstanding under the 2016 Revolving Loan, as amended, exceeds $2.0 million, the Company must prepay an amount equal to such excess. Any principal amount of the 2016 Term Loan, as amended, which is prepaid or repaid may not be re-borrowed. On February 1, 2019, the Company entered into a loan modification agreement, which amended the 2016 Credit Facility, as amended ("Amendment No. 2"). Under Amendment No. 2, the Company made a principal payment of $2.0 million and increased the revolving loan facility from $2.0 million to $5.0 million. Amendment No. 2 also revised certain financial covenants. The minimum fixed charge coverage ratio (as defined in Amendment No. 2) was revised from a minimum of 1.25 to 1.00 to 1.10 to 1.00, measured on a trailing twelve-month basis, at the end of each fiscal quarter. The minimum working capital was decreased from $8.0 million to $6.0 million. On April 1, 2021, the Company entered into a loan modification agreement ("Amendment No. 3"), which amended the 2016 Credit Facility, as previously amended. Amendment No. 3 revised the maturity date from March 31, 2021 to March 31, 2024 and modified the variable interest rate based on the one-month United States Treasury Rate, plus a margin of 3.00%, with an interest rate floor of 4.00%. As of June 30, 2021, the effective interest rate is 4.00%. Amendment No. 3 also revised the debt (total liabilities) to tangible net worth ratio (as defined in Amendment No. 3) covenant to require that the Company maintain this ratio not in excess of 2.00 to 1.00, measured as of the end of each fiscal quarter, and revised the definition and calculation of the minimum fixed charge coverage ratio (as defined in Amendment No. 3). There were no other changes to the covenants or revolving loan facility as set forth in Amendment No. 2. The 2016 Credit Facility, as amended, contains customary covenants, including affirmative and negative covenants that, among other things, restrict the Company's ability to create certain types of liens, incur additional indebtedness, declare or pay dividends on or redeem capital stock without prior approval, make other payments to holders of equity interests in the Company, make certain investments, purchase or otherwise acquire all or substantially all the assets or equity interests of other companies, sell assets or enter into consolidations, mergers or transfers of all or any substantial part of the Company's assets. The 2016 Credit Facility, as amended, also contains various financial covenants that require the Company to maintain a certain consolidated working capital amounts, total liabilities to tangible net worth ratios and fixed charge coverage ratios. Additionally, the 2016 Credit Facility, as amended, contains cross-default provisions, whereby a default under the terms of certain indebtedness or an uncured default of a payment or other material obligation of the Company under a material contract of the Company will cause a default on the remaining indebtedness under the 2016 Credit Facility, as amended. In May 2022, the Company received consent to pay out the quarterly cash dividend of $0.03 per common share to stockholders. As of June 30, 2022, the Company was in not in compliance with its financial covenant related to the minimum fixed charge coverage ratio under the 2016 Credit Facility, as amended. As of June 30, 2022, there was no balance outstanding on this credit facility. The Company requested, and was granted, a waiver related to this covenant violation as of June 30, 2022. The Company is in the process of renegotiating the terms of the amended 2016 Credit Facility and expects that a revised loan agreement will be in place in the first quarter of fiscal 2023. The Company’s book value for the 2016 Credit Facility, as amended, approximates the fair value. During the fiscal year ended June 30, 2020, the Company repaid, in full, the remaining balance of the 2016 Term Loan in accordance with the terms of the 2016 Credit Facility, as amended. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Jun. 30, 2022 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders’ Equity During the fiscal years ended June 30, 2022, 2021 and 2020, the Company issued 30,000, 0.3 million and 25,000 shares, respectively, of common stock as a result of the exercise of options. During the fiscal years ended June 30, 2022, 2021 and 2020, the Company issued 0.2 million , 0.2 million and 0.9 million shares, respectively, under the Company's equity incentive plans. During the fiscal years ended June 30, 2022, 2021 and 2020, 39,000 , 0.1 million and 0.4 million shares, respectively, of restricted stock were canceled or surrendered as payment of tax withholding upon vesting. During the fiscal years ended June 30, 2022, 2021 and 2020 , the Company sold 0.1 million, 0.1 million and 0.1 million shares under its 2019 Employee Stock Purchase Plan, respectively. On November 27, 2017, the Company's board of directors approved a stock repurchase plan, which was subsequently amended on February 1, 2019. Under the plan, the Company was authorized to repurchase up to $15.0 million of its outstanding shares through November 27, 2020. On August 27, 2020, the Board of Directors approved an amendment to the share repurchase program to increase the authorized share repurchase amount from $15 million to $35 million and to extend the duration of the program through November 30, 2023 and, on February 17, 2022, the Board of Directors approved an amendment to the share repurchase program to increase the authorized share repurchase amount from $35 million to $60 million. The repurchase program permits the Company to purchase shares from time to time through a variety of methods, including in the open market, through privately negotiated transactions or other means as determined by the Company's management, in accordance with applicable securities laws. As part of the repurchase program, the Company may enter into a pre-arranged stock repurchase plan which operates in accordance with guidelines specified under Rule 10b5-1 of the Securities Exchange Act of 1934, as amended. Accordingly, any transactions under such stock repurchase plan would be completed in accordance with the terms of the plan, including specified price, volume and timing conditions. T he authorization may be suspended or discontinued at any time. During year ended June 30, 2022, the Company purchased 1.3 million shares of its common stock at an aggregate purchase price of $8.8 million under this repurchase program. During the fiscal year ending June 30, 2021, the Company purchased 1.2 million shares of its common stock at an aggregate purchase price of $11.9 million under this repurchase program. At June 30, 2022, there is $27.7 million remaining under this repurch ase program. The Company’s Certificate of Incorporation authorizes the designation and issuance shares of preferred stock. However, as of June 30, 2022, none have been issued nor have any rights or preferences been assigned to the preferred stock by the Company’s board of directors. Dividends On May 3, 2022, the board of directors declared a quarterly cash dividend of $0.03 per share of common stock to stockholders of record as of May 17, 2022 and was paid on May 31, 2022. Quarterly cash dividend for the year ended June 30, 2022 totaled 0.4 million, or $0.03 per share . In August 2022, the board of directors declared a quarterly cash dividend of $0.03 per share of common stock to be paid on September 15, 2022, to stockholders of record on September 2, 2022. The declaration of dividends is subject to the discretion of our board of directors and will depend upon various factors, including our earnings, financial condition, restrictions imposed by any indebtedness that may be outstanding, cash requirements, future prospects and other factors deemed relevant by our board of directors. |
Share-Based Compensation
Share-Based Compensation | 12 Months Ended |
Jun. 30, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Share-Based Compensation | Share-Based Compensation Long-Term Incentive Plans Equity-Settled Plans The Company adopted, and the stockholders approved, the 2007 Long-Term Incentive Plan (the “2007 Plan”), effective November 21, 2006, to provide incentives to certain eligible employees, directors and consultants. A maximum of 1.4 million shares of the Company’s common stock can be issued under the 2007 Plan in connection with the grant of awards. Effective November 21, 2016, no new awards can be granted under the 2007 Plan. As of June 30, 2022 there were no stock option awards outstanding under the 2007 Plan. The Company adopted, and the stockholders approved, the 2010 Long-Term Incentive Plan (the “2010 Plan”), effective September 27, 2010, as amended on August 21, 2014, to provide incentives to certain eligible employees, directors and consultants. A maximum of 1.0 million shares of the Company’s common stock can be issued under the 2010 Plan in connection with the grant of awards. Awards to purchase common stock have been granted pursuant to the 2010 Plan and are outstanding to various employees, officers and directors. Outstanding stock options awarded under the 2010 Plan have exercise prices between $9.31 and $19.74 per share, and vest over one The Company adopted, and the stockholders approved, the 2017 Long-Term Incentive Plan (the “2017 Plan”), effective February 16, 2017, to provide incentives to eligible employees, directors and consultants. On February 2, 2018, November 15, 2018, and November 12, 2020, the stockholders approved amendments to the 2017 Plan to increase by 425,000 shares, 715,000 shares, and 650,000 shares respectively, the number of shares of the Company's common stock that are available for issuance under the 2017 Plan. As of June 30, 2022, a maximum of 2.9 million shares of the Company's common stock can be issued under the 2017 Plan in connection with the grant of awards which is calculated as the sum of (i) 2,440,000 shares and (ii) up to 475,000 shares previously reserved for issuance under the 2010 Plan, including shares returned upon cancellation, termination or forfeiture of awards that were previously granted under that plan. Outstanding stock options awarded under the 2017 Plan have exercise prices of $4.44 per share, and vest over a three year Cash-Settled Plans Performance Units The Company adopted a performance incentive plan effective July 1, 2017 (the "Fiscal Year 2018 Performance Plan"). The Fiscal Year 2018 Performance Plan is intended to provide selected employees an opportunity to earn performance-based cash bonuses whose value is based upon the Company’s stock value and to encourage such employees to provide services to the Company and to attract new individuals with outstanding qualifications. The Fiscal Year 2018 Performance Plan seeks to achieve this purpose by providing for awards in the form of performance share units (the “Units”). No shares will be issued under the Fiscal Year 2018 Performance Plan. Awards may be settled only with cash and will be paid subsequent to award vesting. The fair value of share-based compensation awards, that include performance shares, are accounted for as liabilities. Vesting for the Units is subject to achievement of both service-based and performance-based vesting requirements. Performance-based vesting occurs in three installments if the Company meets certain performance criteria generally set for each year of a three-year performance period. The service-based vesting criteria occurs in a single installment at the end of the third fiscal year after the awards are granted if the participant has continuously remained in service from the date of award through the end of the third fiscal year. The fair value of these awards is based on the trading price of the Company's common stock and is remeasured at each reporting period date until settlement. Phantom Units During the fiscal year ended June 30, 2018, the Company awarded phantom units to its executive officers and senior management. The vesting date for the phantom units was December 31, 2018, at which time the units would be settled in cash equal to (i) the number of vested units multiplied by (ii) the positive difference (if any) between the value at December 31, 2018 and $4.76, the closing price of the Company's common stock on the start date. The start date is December 29, 2017, the last business day of calendar year 2017. The fair value of these awards is based on the Black-Scholes valuation model and is remeasured at each reporting period date until settlement. Upon vesting of the phantom units, the awards were partially settled in cash and partially settled with the issuance of restricted stock units. The restricted stock units were issued on January 8, 2019 and vest in a single installment after a one-year vesting period, subject to continued service through the vesting date. On January 8, 2020, the restricted stock units were fully vested. As of June 30, 2022 and 2021, there were no restricted stock units outstanding related to the phantom units. Employee Stock Purchase Plan General. The Company’s 2019 Employee Stock Purchase Plan ("ESPP") was adopted by its board of directors in September 2018 and its stockholders approved it in November 2018. The ESPP is intended to qualify under Section 423 of the Internal Revenue Code. Share Reserve. The Company has reserved 0.4 million shares of its common stock for issuance under the ESPP. As of June 30, 2022, 0.2 million shares were available for issuance. The number of shares reserved under the ESPP will automatically be adjusted in the event of a stock split, stock dividend or a reverse stock split (including an adjustment to the per-purchase period share limit). Purchase Price. Employees may purchase each share of common stock under the ESPP at a price equal to 85% of the lower of the fair market values of the stock as of the beginning or the end of the six-month offering periods. An employee’s contributions to the ESPP are limited to 15% of the compensation, and up to a maximum of 3,000 shares may be purchased by an employee during any offering period. A participant shall not be granted an option under the ESPP if such option would permit the participant’s rights to purchase stock to accrue at a rate exceeding $25,000 fair market value of stock for each calendar year in which such option is outstanding at any time. Offering Periods. Unless otherwise determined by the compensation committee, the ESPP will be operated through a series of successive six-month offering periods, which will begin each year on March 1 and September 1. During the fiscal years ended June 30, 2022, 2021, and 2020, 0.1 million, 0.1 million, and 0.1 million shares of common stock were purchased under the ESPP, respectively. Stock-Based Compensation In accordance with accounting guidance for stock-based compensation, payments in equity instruments for goods or services are accounted for by the fair value method. For the fiscal year ended June 30, 2022, stock-based compensation of $1.8 million was reflected as an increase to additional paid in capital. For the fiscal years ended June 30, 2021 and 2020, stock-based compensation of $2.2 million and $4.8 million, respectively, was reflected as an increase to additional paid in capital and a reduction of $0.1 million and increase of $0.1 million, respectively, was reflected in other accrued expenses, all of which was employee related. At June 30, 2022, there was $2.0 million of unrecognized compensation cost related to non-vested share-based compensation arrangements under the 2010 and 2017 Plans, based on management's estimate of the shares that will ultimately vest. The Company expects to recognize such costs over a weighted-average period of 1.83 years. Stock Options During the fiscal year ended June 30, 2018, the Company awarded stock options ("FY 2018 Stock Options") to its executive officers and senior management. The vesting period for the FY 2018 Stock Options is three years and occurs as follows, subject to continued service through the applicable vesting dates: one-third of the total number of shares awarded vests on January 1, 2019; and one-twelfth of the total number of shares awarded vests on the last day of each fiscal quarter following January 1, 2019. The fair value of the stock options will be recognized on a straight-line basis over the requisite service period of the awards. There were no stock option grants during the fiscal years ended June 30, 2022, 2021 and 2020. The following is a summary of stock option activity for the fiscal years ended June 30, 2022, 2021 and 2020: Options (in thousands) Weighted Weighted Aggregate Intrinsic Value (in thousands) Outstanding at June 30, 2019 527 $ 5.12 Granted — $ — Exercised (25) 3.00 $ 283 Forfeited (1) 20.09 Expired or Canceled (5) 4.11 Outstanding at June 30, 2020 496 5.12 Granted — $ — Exercised (289) 4.77 $ 1,590 Forfeited (20) 4.82 Expired or Canceled (9) 6.19 Outstanding at June 30, 2021 178 5.96 Granted — $ — Exercised (30) 4.44 $ 108 Forfeited (2) 16.12 Expired or Canceled (54) 5.93 Outstanding at June 30, 2022 92 6.23 4.39 $ — Exercisable at June 30, 2022 92 $ 6.23 4.39 $ — Restricted Stock Awards The following is a summary of restricted stock award activity during the fiscal years ended June 30, 2022, 2021 and 2020: Shares Weighted Average Grant Date Fair Value Nonvested at June 30, 2019 90 $ 7.87 Granted 30 $ 15.20 Vested (80) 8.19 Forfeited — — Nonvested at June 30, 2020 40 12.74 Granted 41 $ 11.14 Vested (40) 12.74 Forfeited — — Nonvested at June 30, 2021 41 11.14 Granted 66 $ 6.85 Vested (41) 11.14 Forfeited — — Nonvested at June 30, 2022 66 6.85 The total vesting date fair value of restricted shares that vested during the fiscal years ended June 30, 2022, 2021 and 2020 w as $0.3 million , $0.5 million and $1.0 million, respectively. Restricted Stock Units The following is a summary of restricted stock units activity during the fiscal years ended June 30, 2022, 2021 and 2020: Number of Units (in thousands) Weighted Average Grant Date Fair Value Nonvested at June 30, 2019 340 $ 13.81 Granted 122 $ 13.64 Vested (221) 13.87 Forfeited (2) 12.92 Nonvested at June 30, 2020 239 13.68 Granted 202 $ 12.77 Vested (135) 13.07 Forfeited (121) 14.60 Nonvested at June 30, 2021 185 12.54 Granted 321 $ 6.60 Vested (92) 13.17 Forfeited (80) 9.18 Nonvested at June 30, 2022 334 7.36 The total vesting date fair value of restricted stock units that vested during the fiscal years ended June 30, 2022, 2021, and 2020 was $0.6 million, $1.6 million, and $3.3 million, respectively. Performance Restricted Stock Units During the fiscal year ended June 30, 2019, the Company awarded performance restricted stock units ("FY 2019 Performance Restricted Stock Units") to certain employees (the "FY 2019 Recipients"). Each FY 2019 Performance Restricted Stock Unit represents a contingent right for the FY 2019 Recipients to receive a distribution of shares of common stock of the Company equal to 0% to 200% of the target number of performance restricted stock units subject to the award. The actual number of shares distributed will be based on the Company's achievement of specified financial performance metrics. The performance period for the FY 2019 Performance Restricted Stock Units ended June 30, 2019. The FY 2019 Performance Restricted Stock Units will vest only to the extent the specified financial performance criteria are achieved and subject to the FY 2019 Recipient’s continued service with the Company, as follows: (i) a portion of the earned award will vest on the first anniversary of the grant date and (ii) an additional portion of the earned award will vest thereafter in a series of quarterly installments. The fair values of the FY 2019 Performance Restricted Stock Units were based on the grant date fair value which is the closing price of the Company's common stock on the date of grant. During the fiscal years ended June 30, 2021 and 2020, the Company awarded performance restricted stock units ("FY 2021 Performance Restricted Stock Units" and "FY 2020 Performance Restricted Stock Units") to certain employees. The FY 2021 Performance Restricted Stock Units and FY 2020 Performance Restricted Stock Units include terms that are substantially the same as described above for the FY 2019 Performance Restricted Stock Units. The following is a summary of performance restricted stock units activity during the fiscal years ended June 30, 2022, 2021 and 2020: Number of Units (in thousands) Weighted Average Grant Date Fair Value Nonvested at June 30, 2019 450 $ 7.71 Granted 357 $ 6.96 Vested (658) 5.88 Forfeited (40) 15.02 Nonvested at June 30, 2020 109 13.61 Granted (1) 49 $ 14.50 Vested (1) (55) 13.08 Forfeited (91) 14.39 Nonvested at June 30, 2021 12 13.85 Granted 176 $ 7.23 Vested (1) (10) 13.63 Forfeited (177) 7.26 Nonvested at June 30, 2022 1 15.2 (1) Includes shares added based on achievement of performance goals in excess of target. The total vesting date fair value of performance restricted stock units that vested during the fiscal years ended June 30, 2022, 2021, and 2020 was $0.1 million , $0.6 million, and $10.1 million, respectively. Cash-Settled Performance Units The following is a summary of cash-settled performance units activity during the fiscal year ended June 30, 2020: Number of Units (in thousands) Weighted Average Grant Date Fair Value Outstanding at June 30, 2019, nonvested 50 Granted — $ — Vested (42) — Forfeited (8) 7.68 Outstanding at June 30, 2020, nonvested — The fair value of vested awards under the cash-settled performance plan for the fiscal years ended June 30, 2020 was $0.4 million, respectively. All vested awards under the cash-settle performance plan were cash-settled as of June 30, 2021. Payments of $0.4 million and $0.3 million were made to settle vested cash-settled performance units during the fiscal years ended June 30, 2021 and 2020, respectively. |
Other Expense, Net
Other Expense, Net | 12 Months Ended |
Jun. 30, 2022 | |
Other Income and Expenses [Abstract] | |
Other Expense, Net | Other Expense, Net Other expense, net consists of the following (in thousands): Year ended June 30, 2022 2021 2020 Foreign currency transaction gain (loss), net $ (646) $ 201 $ (434) Loss on settlement of forward contract (64) (571) (368) Gain on disposal of fixed assets — 7 3 Other income (expense), net 41 (3) 114 Total other expense, net $ (669) $ (366) $ (685) |
Income Taxes
Income Taxes | 12 Months Ended |
Jun. 30, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The income tax expense for the fiscal years ended June 30, 2022, 2021 and 2020 consists of the following (in thousands): Year ended June 30, 2022 2021 2020 Income Before Income Taxes: Domestic $ 1,613 $ 15,233 $ 12,817 International 3,078 1,999 1,844 $ 4,691 $ 17,232 $ 14,661 Current Taxes: Federal $ 255 $ 2,146 $ 1,297 State 237 510 332 Foreign 1,195 730 1,113 Total Current Income Tax Provision $ 1,687 $ 3,386 $ 2,742 Deferred Taxes: Federal $ (391) $ 897 $ 316 State (43) 197 71 Foreign 318 (142) (17) Total Deferred Income Tax Provision $ (116) $ 952 $ 370 Net Income Tax Provision $ 1,571 $ 4,338 $ 3,112 The effective income tax rate for the fiscal years ended June 30, 2022, 2021 and 2020 differs from the U.S. Federal statutory income tax rate due to the following: Year ended June 30, 2022 2021 2020 Federal statutory income tax rate 21.0 % 21.0 % 21.0 % State income taxes, net of federal benefit 0.1 % 3.6 % 3.8 % Foreign tax rate difference 12.9 % 2.1 % 1.4 % Tax return to provision true-up (4.3) % (0.7) % 0.0 % Limit on future stock compensation due to 162(m) 0.1 % 1.7 % 2.3 % Foreign withholding tax 1.3 % 0.4 % 3.3 % Other differences 1.0 % 1.5 % 1.9 % Revalue of deferred for change in federal tax rate 0.1 % 0.1 % (0.1) % Permanent differences: — stock based compensation 3.9 % (2.3) % (13.6) % — current year section 162(m) limitation 0.0 % 0.0 % 1.6 % — foreign derived intangible income deduction (6.5) % (0.6) % (0.5) % — tax credits (16.0) % (1.4) % (2.3) % — meals and entertainment 0.1 % 0.1 % 0.4 % — removal of permanent reinvestment assertion in Japan 4.6 % 0.0 % 0.0 % — other permanent differences 2.2 % 0.9 % 1.8 % Change in valuation allowance 13.1 % (1.2) % 0.2 % Net income tax provision 33.5 % 25.2 % 21.2 % The components of the deferred tax assets and liabilities as of June 30, 2022 and 2021 are as follows (in thousands): June 30, 2022 2021 Deferred tax assets: Federal, state, and foreign net operating loss carryovers $ 292 $ 271 Stock option compensation 232 444 Accrued vacation, allowance for returns, bonuses & other 3,923 2,104 Gross deferred tax asset $ 4,447 $ 2,819 Deferred tax liabilities: Patents and trademarks $ (78) $ (99) Property & equipment (1,996) (1,250) Other (409) (189) Gross deferred tax liabilities (2,483) (1,538) Less: valuation allowance (675) (73) Deferred tax assets, net $ 1,289 $ 1,208 During fiscal 2022, the Company impaired its investment in GEG Corporation for book purposes. The Company performed an analysis and determined that for tax purposes the loss would be capital in nature, but that the tax event had not yet occurred. The Company recorded a deferred tax asset for the loss in the current year, but recorded a full valuation allowance against the deferred tax asset because the Company believes that when the tax event does occur, it will not be able to utilize the capital loss within the carryback or carryforward period. This valuation allowance is the main driving factor behind the Company's increased tax rate in fiscal 2022. During fiscal 2022, the Company removed its permanent reinvestment assertion in Japan. As a result, the Company recorded provisions for withholding tax that it will pay to Japan and income taxes it will pay to various states when the cash is repatriated from Japan to Singapore. During the year, the Company made a check the box election for LifeVantage Asia to be taxed as a DRE of the parent company, so dividends from Japan to Singapore are treated as received by the United States for USA income tax purposes. The Company also recorded an unborn foreign tax credit related to the 965(a) PTEP in Japan that will be given a partial FTC when the cash is repatriated. Japan also has E&P in the 965(b) PTEP basket, but is not allowed to take a foreign tax credit against that income. It also has E&P in the 951A basket. The Company has historically had little or no excess FTC limitation in the 951A basket and has therefore chosen not to record the unborn foreign tax credit related to that basket. The Company has adopted accounting guidance for uncertain tax positions which provides that in order to recognize an uncertain tax benefit, the taxpayer must be more likely than not of sustaining the position. The measurement of the benefit is calculated as the largest amount that is more than 50% likely to be realized upon recognition of the benefit. Currently, the Company has no material uncertain tax positions and does not expect significant changes within the next twelve months. Accordingly, the Company has not reserved for any corresponding interest or penalties. In fiscal 2020, LifeVantage recorded an uncertain tax position related to withholding taxes in Taiwan. During fiscal 2021, the Company determined that this liability was owed, and moved it out of the UTP into taxes payable. In fiscal 2022, the Company made the payment. The Company applied for a reduced withholding rate with the Taiwan government and was advised by its tax service providers who assisted with the application to hold payment until after a decision was made on the application. Near the end of fiscal 2021, the Taiwan government approved the application, and accordingly, LifeVantage made the required payments in the beginning of fiscal 2022. The beginning balance, ending balance, and changes to the liability for uncertain tax positions for the fiscal years ending June 30, 2021 and 2020 are as follows (in thousands): June 30, 2022 2021 Unrecognized tax benefits, beginning of period $ — $ 480 Gross increases - tax positions in prior period — — Gross decreases - tax positions in prior period — (480) Gross increases - tax positions in current period — — Settlement — — Lapse of statute of limitations — — Currency adjustment — — Unrecognized tax benefits, end of period $ — $ — The tax years open for examination by the Internal Revenue Service (“IRS”) include returns for fiscal years June 30, 2019 through present and the open tax years by state tax authorities include returns for fiscal years June 30, 2018 through present. In addition, the IRS and state tax authorities may examine net operating losses ("NOLs") for any previous years if utilized by the Company. As of June 30, 2022, the Company had utilized all of its Federal NOL carry-forwards. The net operating losses were to expire by June 30, 2024 and are subject to review by the Internal Revenue Service, and are subject to U.S. Internal Revenue Code Section 382 limitati ons. As of June 30, 2022, state NOLs were $6.5 million and foreign NOLs were $0.3 million. The total recognized tax benefit from settlement of stock based awards for the fiscal years ending June 30, 2022 and 2021, was $0.2 million and $8,000, respectively. The Company conducts its business globally. As a result, the Company and its subsidiaries file income tax returns in the U.S. federal jurisdiction and various state and foreign jurisdictions, and are subject to examination for the open tax years of June 30, 2018 through June 30, 2022. |
Leases
Leases | 12 Months Ended |
Jun. 30, 2022 | |
Leases [Abstract] | |
Leases | Leases The Company has operating leases for current corporate offices and certain equipment. These leases have remaining terms of approximately one For the fiscal years ended June 30, 2022, 2021, and 2020, operating lease expense was $3.2 million, $3.6 million, and $2.7 million, respectively. Supplemental cash flow information related to operating leases was as follows (in thousands): June 30, 2022 June 30, 2021 Operating cash outflows from operating leases $ 2,709 $ 2,536 Right-of-use assets obtained in exchange for lease obligations $ — $ 15,725 Maturity of lease liabilities at June 30, 2022 are as follows (in thousands): Year ended June 30, Amount 2023 $ 3,070 2024 1,985 2025 1,606 2026 1,646 2027 1,687 Thereafter 8,123 Total 18,117 Less: imputed interest (2,362) Present value of lease liabilities $ 15,755 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Jun. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Contingencies The Company accounts for contingent liabilities in accordance with ASC 450, Contingencies . This guidance requires management to assess potential contingent liabilities that may exist as of the date of the financial statements to determine the probability and amount of loss that may have occurred, which inherently involves an exercise of judgment. If the assessment of a contingency indicates that it is probable that a material loss has been incurred and the amount of the liability can be estimated, then the estimated liability would be accrued in the Company’s financial statements. If the assessment indicates that a potential material loss contingency is not probable but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, and an estimate of the range of possible losses, if determinable and material, would be disclosed. For loss contingencies considered remote, no accrual or disclosures are generally made. Management has assessed potential contingent liabilities as of June 30, 2022, and based on the assessment there are no probable loss contingencies requiring accrual or disclosures within its financial statements. Legal Accruals In addition to commitments and obligations in the ordinary course of business, from time to time, the Company is subject to various claims, pending and potential legal actions, investigations relating to governmental laws and regulations and other matters arising out of the normal conduct of its business. Management assesses contingencies to determine the degree of probability and range of possible loss for potential accrual in the consolidated financial statements. An estimated loss contingency is accrued in the consolidated financial statements if it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. Because evaluating legal claims and litigation results are inherently unpredictable and unfavorable results could occur, assessing contingencies is highly subjective and requires judgments about future events. When evaluating contingencies, management may be unable to provide a meaningful estimate due to a number of factors, including the procedural status of the matter in question, the presence of complex or novel legal theories, and/or the ongoing discovery and development of information important to the matters. In addition, damage amounts claimed or asserted against the Company may be unsupported, exaggerated or unrelated to possible outcomes, and as such are not meaningful indicators of a potential liability. Management regularly reviews contingencies to determine the adequacy of financial statement accruals and related disclosures. The amount of ultimate loss may differ from these estimates. It is possible that cash flows or results of operations could be materially affected in any particular period by the unfavorable publicity or resolution of one or more of these contingencies. Whether any losses finally determined in any claim, action, investigation or proceeding or publicity related to such could reasonably have a material effect on the Company's business, financial condition, results of operations or cash flows will depend on a number of variables, including: the timing and amount of such losses; the structure and type of any remedies; the significance of the impact of any such losses, damages or remedies may have on the consolidated financial statements; and the unique facts and circumstances of the particular matter that may give rise to additional factors. Class Action Lawsuit (Smith v. LifeVantage Corp.): On January 24, 2018, a purported class action was filed in the United States District Court for the District of Connecticut, entitled Smith v. LifeVantage Corp., Case No. 3:18-cv-a35 (D. Connecticut filed Jan. 24, 2018). In this action, Plaintiffs alleged that the Company, its Chief Executive Officer, Chief Sales Officer and Chief Marketing Officer operated a pyramid scheme in violation of a variety of federal and state statutes, including RICO and the Connecticut Unfair Trade Practices Act. On April 16, 2018, the Company filed motions with the court to dismiss the complaint against LifeVantage, dismiss the complaint against the Company's executives, transfer the venue of the case from the State of Connecticut to the State of Utah, and contest class certification. On July 23, 2018, the parties filed a stipulation with the Court agreeing to transfer the case to the Federal District Court for Utah. On September 20, 2018, Plaintiffs filed an amended complaint in Utah. As per the parties stipulated agreement, Plaintiffs' amended complaint dropped the RICO and Connecticut state law claims and removed the Company's Chief Sales Officer and Chief Marketing Officer as individual defendants (the former Chief Executive Officer remains a defendant in the case). The Plaintiffs' amended complaint added an antitrust claim, alleging that the Company fraudulently obtained patents for its products and is attempting to use those patents in an anti-competitive manner. The Company filed a Motion to Dismiss the amended complaint on November 5, 2018, Plaintiffs filed a response to the Company’s Motion to Dismiss on December 17, 2018, and the Company filed a reply brief on January 10, 2019. The Court ruled on the motion on December 5, 2019, dismissing three of the Plaintiff's four claims, including the antitrust claim, unjust enrichment claim, and the securities claim for the sale of unregistered securities. On December 19, 2019, Plaintiffs filed a second amended complaint which included three causes of action, including a 10(b)(5) securities fraud claim, and renewed claims relating to the sale of unregistered securities and unjust enrichment. LifeVantage filed a Motion to Dismiss the Second Amended Complaint on January 28, 2020, and with the Motion fully briefed by the parties as of March 17, 2020, the Court decided the matter on the parties’ briefs only on November 25, 2020. In its decision, the Court dismissed with prejudice the Plaintiffs’ Section 12(1) claim (sale of an unregistered security), because the Court concluded the claim is time barred. The Court also dismissed the Plaintiffs’ claim for unjust enrichment against LifeVantage without prejudice, and the Plaintiffs did not amend their complaint following the Court’s order to re-plead unjust enrichment. The court found that the Plaintiffs had sufficiently pled their claim under Section 12(2) (offer to sell a security that misstates or omits a material fact by means of a prospectus or oral communication). LifeVantage filed its Answer to the Second Amended Complaint on December 23, 2020, responding to the Plaintiffs’ remaining securities claims. On February 2, 2021, the Court issued an amended scheduling order that reflects the parties’ agreement on a schedule for discovery and other litigation matters. On June 15, 2021, the plaintiffs filed their motion for class certification, and on July 13, 2021, the defendants, including LifeVantage Corporation, filed their opposition brief that opposed class certification. On July 27, 2021, the Plaintiffs filed their reply to the Company's opposition brief. The court held a hearing for the motion for class certification on March 28, 2022. On April 19, 2022, the court issued an order denying the Plaintiff’s motion for class certification. The case has been stayed by the Court as of June 24, 2022 and is currently stayed until September 23, 2022. The Company has not established a loss contingency accrual for this lawsuit as it believes liability is not probable or estimable, and the Company plans to vigorously defend against this lawsuit. Nonetheless, an unfavorable resolution of this matter could have a material adverse effect on the Company's business, results of operations or financial condition. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Jun. 30, 2022 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party TransactionsThe Company has entered into a series of agreements with GEG for outsourced software application development services. The Company and GEG have also entered into a common stock purchase agreement. For discussion related to the common stock purchase agreement, see Note 6. Two members of the Company's board of directors serve on the GEG board of directors. During the fiscal year ended June 30, 2020, the Company paid $1.2 million to GEG for software application development services. No payments were made to GEG for software and application development services during the fiscal years ended June 30, 2022 and 2021. |
Interim Financial Results (Unau
Interim Financial Results (Unaudited) | 12 Months Ended |
Jun. 30, 2022 | |
Quarterly Financial Information Disclosure [Abstract] | |
Interim Financial Results (Unaudited) | Interim Financial Results (Unaudited) The following summarizes selected quarterly financial information for quarterly periods during the fiscal years ended June 30, 2022 and 2021: LIFEVANTAGE CORPORATION AND SUBSIDIARIES CONDENSED CONSOLIDATED QUARTERLY RESULTS (in thousands except per share data) Fiscal Quarter Year ended June 30, 2022 First Second Third Fourth Revenue, net $ 53,224 $ 52,189 $ 50,004 $ 50,943 $ 206,360 Gross profit 43,793 42,512 40,347 41,611 168,263 Net income (loss) $ 3,316 $ 79 $ 1,141 $ (1,416) $ 3,120 Per common share: Income (loss) per share, basic $ 0.25 $ 0.01 $ 0.09 $ (0.11) $ 0.24 Income (loss) per share, diluted $ 0.25 $ 0.01 $ 0.09 $ (0.11) $ 0.24 Fiscal Quarter Year ended June 30, 2021 First Second Third Fourth Revenue, net $ 54,827 $ 59,007 $ 51,570 $ 54,777 $ 220,181 Gross profit 45,429 48,818 42,752 44,995 181,994 Net income $ 2,451 $ 3,812 $ 1,724 $ 4,907 $ 12,894 Per common share: Income per share, basic $ 0.17 $ 0.27 $ 0.12 $ 0.36 $ 0.92 Income per share, diluted $ 0.17 $ 0.26 $ 0.12 $ 0.35 $ 0.90 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Consolidation | Consolidation The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All significant intercompany accounts and transactions are eliminated in consolidation. Certain other prior period balances have also been reclassified to conform to the current period presentation. |
Use of Estimates | Use of Estimates The Company prepares the consolidated financial statements and related disclosures in conformity with accounting principles generally accepted in the United States of America (GAAP). In preparing these statements, the Company is required to use estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure 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 materially from those estimates and assumptions. On an ongoing basis, the Company reviews its estimates, including, but not limited to, those related to inventory valuation and obsolescence, sales returns, income taxes and tax valuation reserves, transfer pricing methodology and positions, impairment of assets, share-based compensation, and loss contingencies. |
Foreign Currency Translation | Foreign Currency Translation A portion of the Company’s business operations occurs outside the United States. The local currency of each of the Company’s subsidiaries generally is its functional currency. All assets and liabilities are translated into U.S. Dollars at exchange rates existing at the balance sheet dates, revenue and expenses are translated at weighted-average exchange rates and stockholders’ equity is recorded at historical exchange rates. The resulting foreign currency translation adjustments are recorded as a separate component of stockholders’ equity in the consolidated balance sheets and as a component of comprehensive |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company accounts for assets and liabilities using a hierarchy of valuation techniques based on whether the inputs to those valuation techniques are observable or unobservable. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect the Company's market assumptions. These two types of inputs have created the fair-value hierarchy below. This hierarchy requires the Company to minimize the use of unobservable inputs and to use observable market data, if available, when determining fair value. • Level 1—Quoted prices for identical instruments in active markets; • Level 2—Quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets; and • Level 3—Valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. Equity securities held by the Company are measured at fair value on a nonrecurring basis; that is, the assets are not measured at fair value on an ongoing basis but are instead subject to fair value adjustments using fair value measurements with unobservable inputs (level 3), in certain circumstances (e.g., when there is evidence of impairment). |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers only its monetary liquid assets with original maturities of three months or less to be cash and cash equivalents. |
Accounts Receivable | Accounts ReceivableThe Company’s accounts receivable for the fiscal years ended June 30, 2022 and 2021 consist primarily of credit card receivables. Based on the Company’s verification process for customer credit cards and historical information available, management has determined that an allowance for doubtful accounts on credit card sales related to its customer sales as of June 30, 2022 or 2021 is not necessary. |
Inventories | Inventories are carried at the lower of cost or net realizable value, using the first-in, first-out method |
Property and Equipment | Property and Equipment Property and equipment are recorded at cost and depreciated using the straight-line method over the following useful lives: Years Equipment (includes computer hardware and software) 3 - 5 Furniture and fixtures 5 Vehicles 5 Leasehold improvements are depreciated over the shorter of estimated useful life of the related asset or the lease term. |
Intangible Assets | Intangible Assets Intangible assets are stated at cost less accumulated amortization. Definite-lived intangible assets are amortized over their related useful lives, using a straight-line method, consistent with the underlying expected future cash flows related to the specific intangible asset. Definite-lived intangible assets are reviewed for impairment whenever events or changes in circumstances exist that indicate the carrying amount of an asset may not be recoverable. When indicators of impairment exist, an estimate of undiscounted net cash flows is used in measuring whether the carrying amount of the asset or related asset group is recoverable. Measurement of the amount of impairment, if any, is based upon the difference between the asset’s carrying value and estimated fair value. |
Impairment of Long-Lived Assets | Impairment of Long-Lived AssetsPursuant to guidance established for impairment or disposal of assets, the Company assesses impairment whenever events or changes in circumstances indicate that the carrying amount of a long-lived asset may not be recoverable. When an assessment for impairment of long-lived assets, long-lived assets to be disposed of, and certain identifiable intangibles related to those assets is performed, the Company is required to compare the net carrying value of long-lived assets on the lowest level at which cash flows can be determined on a consistent basis to the related estimates of future undiscounted net cash flows for such assets. If the net carrying value exceeds the net cash flows, then an impairment is recognized to reduce the carrying value to the estimated fair value, generally equal to the future discounted net cash flow. |
Concentration of Credit Risk | Concentration of Credit RiskAccounting guidance for financial instruments requires disclosure of significant concentrations of credit risk regardless of the degree of such risk. Financial instruments with significant credit risk include cash and cash equivalents. |
Commissions and Incentives | Commissions and Incentives Commissions and incentives expenses are the Company’s most significant expenses and are classified as operating expenses. Commissions and incentives expenses include sales commissions paid to the Company's independent distributors, special incentives, costs for incentive trips and other rewards. Commissions and incentives expenses do not include any amounts the Company pays to its independent distributors for personal purchases. Commissions paid to independent distributors on personal purchases are considered a sales discount and are reported as a reduction to net revenue. |
Shipping and Handling, Revenue And Deferred Revenue | Shipping and Handling Shipping and handling costs associated with inbound freight and freight out to customers, including independent distributors, are included in cost of sales. Shipping and handling fees charged to all customers are included in sales. Revenue is recognized when control of the promised goods or services are transferred to the customer, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services. Sales, value add, and other taxes the Company collects concurrent with revenue-producing activities are excluded from revenue. The Company generates the majority of its revenue through product sales to customers. These products include the Protandim ® line of dietary supplements, LifeVantage ® Omega+, ProBio, and Daily Wellness dietary supplements, TrueScience ® skin, hair, bath & body and targeted relief, IC Bright ® , Petandim ® , Axio ® nootropic energy drink mixes, and the PhysIQ smart weight management system. The Company ships most of its product directly to the consumer and receives substantially all payment for product sales in the form of credit card receipts. Revenue from direct product sales to customers is recognized upon shipment, which is when passage of title and risk of loss occurs. For items sold in packs and bundles, the Company determines the standalone selling price at contract inception for each distinct good, and then allocates the transaction price on a relative standalone selling price basis. Any discounts are accounted for as a direct reduction to the transaction price. Shipping and handling revenue is recognized upon shipment when the performance obligation is completed. The Company also charges amounts to independent distributors to attend events that it holds. Tickets to events are sold as standalone items or included within packs. For event tickets sold in packs, the Company allocates a portion of the transaction price to the ticket on a relative standalone selling price basis, adjusted for the probability of the tickets being redeemed for attendance at a future event. Any discounts are accounted for as a direct reduction to the transaction price. Fee revenue associated with ticket sales is recorded in the month that the event is held, which is when the Company has performed its obligations under the contract. Deferred Revenue |
Research and Development Costs | Research and Development CostsThe Company expenses all costs related to research and development activities as incurred. |
Leases | Leases The Company accounts for leases in accordance with Accounting Standards Codification ("ASC") 842. The Company reviews all contracts and determines if the arrangement is or contains a lease, at inception. Operating leases are included in right-of-use (“ROU”) assets, current lease liabilities and long-term lease liabilities on the condensed consolidated balance sheets. The Company does not have any finance leases. |
Stock-Based Compensation | Stock-Based Compensation The Company recognizes stock-based compensation by measuring the cost of services to be rendered based on the grant date fair value of the equity award. The Company recognizes stock-based compensation, net of any estimated forfeitures, over the period an employee is required to provide service in exchange for the award, generally referred to as the requisite service period. The Company estimates forfeitures based on historical information and other management assumptions. For awards with market-based performance conditions, the cost of the awards is recognized as the requisite service is rendered by employees, regardless of when, if ever, the market-based performance conditions are satisfied. The Black-Scholes option pricing model is used to estimate the fair value of stock options and options under the Company's 2019 Employee Stock Purchase Plan. The determination of the fair value of options is affected by the Company's stock price and a number of assumptions, including expected volatility, expected life, risk-free interest rate and expected dividends. The Company uses historical data for estimating the expected volatility and expected life of stock options required in the Black-Scholes model. The risk-free interest rate assumption is based on observed interest rates appropriate for the expected terms of the stock options. The fair value of restricted stock grants, including performance restricted stock units that include non-market based performance conditions, is based on the closing market price of the Company's stock on the date of grant less the Company's expected dividend yield. The fair value of cash-settled performance-based awards, accounted for as liabilities, is remeasured at the end of each reporting period and is based on the closing market price of the Company’s stock on the last day of the reporting period. The Company recognizes compensation costs for awards with performance conditions when it concludes it is probable that the performance conditions will be achieved. The Company reassesses the probability of vesting at each balance sheet date and adjusts compensation costs accordingly. |
Income Taxes | Income Taxes Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carry forwards. Deferred tax assets and liabilities are measured using statutory tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled, updated as needed for changes in corporate tax rates. The effect on deferred tax assets and liabilities from a change in tax rates is recognized in income in the period that includes the effective date of the change. The Company recognizes tax liabilities or benefits from an uncertain position only if it is more likely than not that the position will be sustained upon examination by taxing authorities based on the technical merits of the issue. The amount recognized would be the largest liability or benefit that the Company believes has greater than a 50% likelihood of being realized upon settlement. |
Income Per Share | Income Per Share Basic income per common share is computed by dividing net income by the weighted-average number of common shares outstanding during the period, less unvested restricted stock awards. Diluted income per common share is computed by dividing net income by the weighted-average common shares and potentially dilutive common share equivalents using the treasury stock method. |
Segment Information | Segment InformationThe Company operates in a single operating segment by selling products directly to customers through an international network of independent distributors that operates in an integrated manner from market to market. Commissions and incentives expenses are the Company’s largest expense comprised of the commissions paid to its independent distributors. The Company manages its business primarily by managing its international network of independent distributors. The Company disaggregates revenue in two geographic regions: the Americas region and the Asia/Pacific & Europe region. |
New Accounting Pronouncements | New Accounting Pronouncements In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-02, Leases (Topic 842) , which requires all lessees to recognize both a right-of-use asset and lease liability on its balance sheet, representing the obligation to make payments and the right to use or control the use of a specified asset for the lease term. The Company adopted Topic 842 on July 1, 2019, using the modified retrospective transition method. The Company elected the practical expedients available under the provisions of the new standard, including: not reassessing whether expired or existing contracts are or contain leases; not reassessing the classification of expired or existing leases; not reassessing the initial direct cost for any existing leases; and using hindsight in determining the lease term. Upon adoption, the Company recognized cumulative operating lease liabilities of $3.9 million and operating right-of-use assets of $3.3 million. Additionally, a one-time beginning balance adjustment of $0.5 million was recognized in the condensed consolidated statement of stockholders’ equity due to an update to the expected term of an operating lease. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Schedule of Components of Inventory | As of June 30, 2022 and 2021, inventory consisted of (in thousands): As of June 30, 2022 2021 Finished goods $ 12,674 76.9 % $ 12,225 75.7 % Raw materials 3,798 23.1 % 3,920 24.3 % Total inventory $ 16,472 100.0 % $ 16,145 100.0 % |
Schedule of Property and Equipment | Property and equipment are recorded at cost and depreciated using the straight-line method over the following useful lives: Years Equipment (includes computer hardware and software) 3 - 5 Furniture and fixtures 5 Vehicles 5 Property and equipment, net consist of (in thousands): June 30, 2022 2021 Equipment (includes computer hardware and software) $ 17,781 $ 16,850 Furniture and fixtures 1,320 1,211 Leasehold improvements 6,034 6,037 Vehicles 51 51 Accumulated depreciation (15,686) (13,026) Total property and equipment, net $ 9,500 $ 11,123 |
Summary of Computation of Net Income Per Share | The following is a reconciliation of net income per share and the weighted-average common shares outstanding for purposes of computing basic and diluted net income per share (in thousands, except per share amounts): Years ended June 30, 2022 2021 2020 Numerator: Net income $ 3,120 $ 12,894 $ 11,549 Denominator: Basic weighted-average common shares outstanding 12,886 14,070 14,105 Effect of dilutive securities: Stock awards and options 183 198 494 Diluted weighted-average common shares outstanding 13,069 14,268 14,599 Net income per share, basic $ 0.24 $ 0.92 $ 0.82 Net income per share, diluted $ 0.24 $ 0.90 $ 0.79 |
Schedule of Long-lived Assets by Geographic Areas | The following table presents the Company's long-lived assets for its most significant geographic markets (in thousands): June 30, 2022 2021 United States $ 19,790 $ 22,696 Japan $ 1,869 $ 3,363 |
Revenue (Tables)
Revenue (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregation of Revenue | The following table presents the Company's revenue disaggregated by these two geographic regions (in thousands): Years ended June 30, 2022 2021 2020 Americas $ 138,323 $ 154,655 $ 166,336 Asia/Pacific & Europe 68,037 65,526 66,579 Total revenue $ 206,360 $ 220,181 $ 232,915 Additional information as to the Company’s revenue from operations in the most significant geographical areas is set forth below (in thousands): Years ended June 30, 2022 2021 2020 United States $ 130,932 $ 144,897 $ 155,480 Japan $ 36,810 $ 41,173 $ 42,343 |
Schedule of Revenues by Major Product Line | The following table shows revenue by major product line for the fiscal years ended June 30, 2022, 2021 and 2020: Years ended June 30, 2022 2021 2020 Protandim ® product line $ 135,616 65.7 % $ 150,272 68.2 % $ 156,335 67.1 % TrueScience ® product line 22,877 11.1 % 22,617 10.3 % 23,739 10.2 % Other 47,867 23.2 % 47,292 21.5 % 52,841 22.7 % Total $ 206,360 100.0 % $ 220,181 100.0 % $ 232,915 100.0 % |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment are recorded at cost and depreciated using the straight-line method over the following useful lives: Years Equipment (includes computer hardware and software) 3 - 5 Furniture and fixtures 5 Vehicles 5 Property and equipment, net consist of (in thousands): June 30, 2022 2021 Equipment (includes computer hardware and software) $ 17,781 $ 16,850 Furniture and fixtures 1,320 1,211 Leasehold improvements 6,034 6,037 Vehicles 51 51 Accumulated depreciation (15,686) (13,026) Total property and equipment, net $ 9,500 $ 11,123 |
Intangible Assets, Net (Tables)
Intangible Assets, Net (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets, Net | Intangible assets, net consist of (in thousands): June 30, 2022 2021 Patent costs $ 2,330 $ 2,330 Accumulated amortization (1,988) (1,856) Total definite-lived intangible assets, net 342 474 Trademarks and other indefinite-lived intangible assets 245 245 Total intangible assets, net $ 587 $ 719 |
Other Accrued Expenses (Tables)
Other Accrued Expenses (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Payables and Accruals [Abstract] | |
Schedule of Other Accrued Expenses | Other accrued expenses consist of (in thousands): June 30, 2022 2021 Accrued incentive compensation $ 708 $ 1,497 Accrued severance 263 — Other taxes payable 1,753 1,959 Accrued other expenses 1,901 1,657 Accrued payable to vendors 461 847 Deferred revenue 78 319 Accrued incentives and promotions to distributors 2,763 1,057 Total other accrued expenses $ 7,927 $ 7,336 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Summary of Stock Option Activity | The following is a summary of stock option activity for the fiscal years ended June 30, 2022, 2021 and 2020: Options (in thousands) Weighted Weighted Aggregate Intrinsic Value (in thousands) Outstanding at June 30, 2019 527 $ 5.12 Granted — $ — Exercised (25) 3.00 $ 283 Forfeited (1) 20.09 Expired or Canceled (5) 4.11 Outstanding at June 30, 2020 496 5.12 Granted — $ — Exercised (289) 4.77 $ 1,590 Forfeited (20) 4.82 Expired or Canceled (9) 6.19 Outstanding at June 30, 2021 178 5.96 Granted — $ — Exercised (30) 4.44 $ 108 Forfeited (2) 16.12 Expired or Canceled (54) 5.93 Outstanding at June 30, 2022 92 6.23 4.39 $ — Exercisable at June 30, 2022 92 $ 6.23 4.39 $ — |
Schedule of Nonvested Restricted Shares | The following is a summary of restricted stock award activity during the fiscal years ended June 30, 2022, 2021 and 2020: Shares Weighted Average Grant Date Fair Value Nonvested at June 30, 2019 90 $ 7.87 Granted 30 $ 15.20 Vested (80) 8.19 Forfeited — — Nonvested at June 30, 2020 40 12.74 Granted 41 $ 11.14 Vested (40) 12.74 Forfeited — — Nonvested at June 30, 2021 41 11.14 Granted 66 $ 6.85 Vested (41) 11.14 Forfeited — — Nonvested at June 30, 2022 66 6.85 |
Schedule of Unvested Restricted Stock Units Roll Forward | The following is a summary of restricted stock units activity during the fiscal years ended June 30, 2022, 2021 and 2020: Number of Units (in thousands) Weighted Average Grant Date Fair Value Nonvested at June 30, 2019 340 $ 13.81 Granted 122 $ 13.64 Vested (221) 13.87 Forfeited (2) 12.92 Nonvested at June 30, 2020 239 13.68 Granted 202 $ 12.77 Vested (135) 13.07 Forfeited (121) 14.60 Nonvested at June 30, 2021 185 12.54 Granted 321 $ 6.60 Vested (92) 13.17 Forfeited (80) 9.18 Nonvested at June 30, 2022 334 7.36 |
Summary of Nonvested Restricted Stock Units | The following is a summary of performance restricted stock units activity during the fiscal years ended June 30, 2022, 2021 and 2020: Number of Units (in thousands) Weighted Average Grant Date Fair Value Nonvested at June 30, 2019 450 $ 7.71 Granted 357 $ 6.96 Vested (658) 5.88 Forfeited (40) 15.02 Nonvested at June 30, 2020 109 13.61 Granted (1) 49 $ 14.50 Vested (1) (55) 13.08 Forfeited (91) 14.39 Nonvested at June 30, 2021 12 13.85 Granted 176 $ 7.23 Vested (1) (10) 13.63 Forfeited (177) 7.26 Nonvested at June 30, 2022 1 15.2 (1) Includes shares added based on achievement of performance goals in excess of target. |
Schedule of Performance Share Units Activity | The following is a summary of cash-settled performance units activity during the fiscal year ended June 30, 2020: Number of Units (in thousands) Weighted Average Grant Date Fair Value Outstanding at June 30, 2019, nonvested 50 Granted — $ — Vested (42) — Forfeited (8) 7.68 Outstanding at June 30, 2020, nonvested — |
Other Expense, Net (Tables)
Other Expense, Net (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Other Income and Expenses [Abstract] | |
Schedule of Other Expense, Net | Other expense, net consists of the following (in thousands): Year ended June 30, 2022 2021 2020 Foreign currency transaction gain (loss), net $ (646) $ 201 $ (434) Loss on settlement of forward contract (64) (571) (368) Gain on disposal of fixed assets — 7 3 Other income (expense), net 41 (3) 114 Total other expense, net $ (669) $ (366) $ (685) |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense | The income tax expense for the fiscal years ended June 30, 2022, 2021 and 2020 consists of the following (in thousands): Year ended June 30, 2022 2021 2020 Income Before Income Taxes: Domestic $ 1,613 $ 15,233 $ 12,817 International 3,078 1,999 1,844 $ 4,691 $ 17,232 $ 14,661 Current Taxes: Federal $ 255 $ 2,146 $ 1,297 State 237 510 332 Foreign 1,195 730 1,113 Total Current Income Tax Provision $ 1,687 $ 3,386 $ 2,742 Deferred Taxes: Federal $ (391) $ 897 $ 316 State (43) 197 71 Foreign 318 (142) (17) Total Deferred Income Tax Provision $ (116) $ 952 $ 370 Net Income Tax Provision $ 1,571 $ 4,338 $ 3,112 |
Schedule of The Effective Income Tax Rate Differs from the U.S. Federal Statutory Income Tax Rate | The effective income tax rate for the fiscal years ended June 30, 2022, 2021 and 2020 differs from the U.S. Federal statutory income tax rate due to the following: Year ended June 30, 2022 2021 2020 Federal statutory income tax rate 21.0 % 21.0 % 21.0 % State income taxes, net of federal benefit 0.1 % 3.6 % 3.8 % Foreign tax rate difference 12.9 % 2.1 % 1.4 % Tax return to provision true-up (4.3) % (0.7) % 0.0 % Limit on future stock compensation due to 162(m) 0.1 % 1.7 % 2.3 % Foreign withholding tax 1.3 % 0.4 % 3.3 % Other differences 1.0 % 1.5 % 1.9 % Revalue of deferred for change in federal tax rate 0.1 % 0.1 % (0.1) % Permanent differences: — stock based compensation 3.9 % (2.3) % (13.6) % — current year section 162(m) limitation 0.0 % 0.0 % 1.6 % — foreign derived intangible income deduction (6.5) % (0.6) % (0.5) % — tax credits (16.0) % (1.4) % (2.3) % — meals and entertainment 0.1 % 0.1 % 0.4 % — removal of permanent reinvestment assertion in Japan 4.6 % 0.0 % 0.0 % — other permanent differences 2.2 % 0.9 % 1.8 % Change in valuation allowance 13.1 % (1.2) % 0.2 % Net income tax provision 33.5 % 25.2 % 21.2 % |
Schedule of The Components of the Deferred Tax Assets and Liabilities | The components of the deferred tax assets and liabilities as of June 30, 2022 and 2021 are as follows (in thousands): June 30, 2022 2021 Deferred tax assets: Federal, state, and foreign net operating loss carryovers $ 292 $ 271 Stock option compensation 232 444 Accrued vacation, allowance for returns, bonuses & other 3,923 2,104 Gross deferred tax asset $ 4,447 $ 2,819 Deferred tax liabilities: Patents and trademarks $ (78) $ (99) Property & equipment (1,996) (1,250) Other (409) (189) Gross deferred tax liabilities (2,483) (1,538) Less: valuation allowance (675) (73) Deferred tax assets, net $ 1,289 $ 1,208 |
Schedule of Unrecognized Tax Benefits Roll Forward | The beginning balance, ending balance, and changes to the liability for uncertain tax positions for the fiscal years ending June 30, 2021 and 2020 are as follows (in thousands): June 30, 2022 2021 Unrecognized tax benefits, beginning of period $ — $ 480 Gross increases - tax positions in prior period — — Gross decreases - tax positions in prior period — (480) Gross increases - tax positions in current period — — Settlement — — Lapse of statute of limitations — — Currency adjustment — — Unrecognized tax benefits, end of period $ — $ — |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Leases [Abstract] | |
Schedule of Lease, Cost | Supplemental cash flow information related to operating leases was as follows (in thousands): June 30, 2022 June 30, 2021 Operating cash outflows from operating leases $ 2,709 $ 2,536 Right-of-use assets obtained in exchange for lease obligations $ — $ 15,725 |
Schedule of Lessee, Operating Lease, Liability, Maturity | Maturity of lease liabilities at June 30, 2022 are as follows (in thousands): Year ended June 30, Amount 2023 $ 3,070 2024 1,985 2025 1,606 2026 1,646 2027 1,687 Thereafter 8,123 Total 18,117 Less: imputed interest (2,362) Present value of lease liabilities $ 15,755 |
Interim Financial Results (Un_2
Interim Financial Results (Unaudited) (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Quarterly Financial Information Disclosure [Abstract] | |
Summary of Selected Quarterly Financial Information | The following summarizes selected quarterly financial information for quarterly periods during the fiscal years ended June 30, 2022 and 2021: LIFEVANTAGE CORPORATION AND SUBSIDIARIES CONDENSED CONSOLIDATED QUARTERLY RESULTS (in thousands except per share data) Fiscal Quarter Year ended June 30, 2022 First Second Third Fourth Revenue, net $ 53,224 $ 52,189 $ 50,004 $ 50,943 $ 206,360 Gross profit 43,793 42,512 40,347 41,611 168,263 Net income (loss) $ 3,316 $ 79 $ 1,141 $ (1,416) $ 3,120 Per common share: Income (loss) per share, basic $ 0.25 $ 0.01 $ 0.09 $ (0.11) $ 0.24 Income (loss) per share, diluted $ 0.25 $ 0.01 $ 0.09 $ (0.11) $ 0.24 Fiscal Quarter Year ended June 30, 2021 First Second Third Fourth Revenue, net $ 54,827 $ 59,007 $ 51,570 $ 54,777 $ 220,181 Gross profit 45,429 48,818 42,752 44,995 181,994 Net income $ 2,451 $ 3,812 $ 1,724 $ 4,907 $ 12,894 Per common share: Income per share, basic $ 0.17 $ 0.27 $ 0.12 $ 0.36 $ 0.92 Income per share, diluted $ 0.17 $ 0.26 $ 0.12 $ 0.35 $ 0.90 |
The Company (Details)
The Company (Details) - $ / shares | Jun. 30, 2022 | Jun. 30, 2021 | Mar. 31, 2018 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Common stock, par value (dollars per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Narrative (Details) shares in Millions | 12 Months Ended | ||||||||
Jun. 30, 2022 USD ($) | Jun. 30, 2022 USD ($) lease | Jun. 30, 2022 USD ($) shares | Jun. 30, 2022 USD ($) segment | Jun. 30, 2022 USD ($) region | Jun. 30, 2021 USD ($) shares | Jun. 30, 2020 USD ($) shares | Jul. 01, 2019 USD ($) | Jun. 30, 2019 USD ($) | |
Summary of Significant Accounting Policies Additional Information [Abstract] | |||||||||
Recorded bad debt expense | $ 0 | $ 0 | $ 0 | ||||||
Reduction in inventory | (1,300,000) | $ (1,300,000) | $ (1,300,000) | $ (1,300,000) | $ (1,300,000) | 500,000 | |||
Impairment of intangible assets | 0 | 0 | |||||||
Research and development | 700,000 | $ 700,000 | $ 900,000 | ||||||
Number of finance leases | lease | 0 | ||||||||
Number of antidilutive securities (in shares) | shares | 0.2 | 0.1 | 0.1 | ||||||
Number of geographic segments | 2 | 2 | |||||||
Lease liabilities | 15,755,000 | $ 15,755,000 | $ 15,755,000 | $ 15,755,000 | $ 15,755,000 | ||||
Right-of-use assets | 11,040,000 | 11,040,000 | 11,040,000 | 11,040,000 | 11,040,000 | $ 13,700,000 | |||
Stockholders' equity attributable to parent | 31,516,000 | $ 31,516,000 | $ 31,516,000 | $ 31,516,000 | $ 31,516,000 | $ 36,807,000 | $ 33,254,000 | $ 27,199,000 | |
Cumulative effect of adoption of accounting principle | |||||||||
Summary of Significant Accounting Policies Additional Information [Abstract] | |||||||||
Lease liabilities | $ 3,900,000 | ||||||||
Right-of-use assets | 3,300,000 | ||||||||
Stockholders' equity attributable to parent | $ 500,000 | $ 508,000 | |||||||
Cash Accounts Held Primarily At Financial Institution | |||||||||
Summary of Significant Accounting Policies Additional Information [Abstract] | |||||||||
Concentration of credit risk | 15,400,000 | ||||||||
Cash Accounts Held at Other Financial Institutions | |||||||||
Summary of Significant Accounting Policies Additional Information [Abstract] | |||||||||
Concentration of credit risk | $ 4,800,000 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Inventory (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Components of Inventory | ||
Finished goods | $ 12,674 | $ 12,225 |
Raw materials | 3,798 | 3,920 |
Total inventory | $ 16,472 | $ 16,145 |
Finished goods | 76.90% | 75.70% |
Raw materials | 23.10% | 24.30% |
Total inventory | 100% | 100% |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Property and Equipment (Details) | 12 Months Ended |
Jun. 30, 2022 | |
Furniture and fixtures | |
Property, Plant and Equipment [Line Items] | |
Estimated service lives of property and equipment | 5 years |
Vehicles | |
Property, Plant and Equipment [Line Items] | |
Estimated service lives of property and equipment | 5 years |
Minimum | Equipment (includes computer hardware and software) | |
Property, Plant and Equipment [Line Items] | |
Estimated service lives of property and equipment | 3 years |
Maximum | Equipment (includes computer hardware and software) | |
Property, Plant and Equipment [Line Items] | |
Estimated service lives of property and equipment | 5 years |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Computation of Net Income Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Jun. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Numerator: | |||||||||||
Net income | $ (1,416) | $ 1,141 | $ 79 | $ 3,316 | $ 4,907 | $ 1,724 | $ 3,812 | $ 2,451 | $ 3,120 | $ 12,894 | $ 11,549 |
Denominator: | |||||||||||
Basic weighted-average common shares outstanding (in shares) | 12,886 | 14,070 | 14,105 | ||||||||
Effect of dilutive securities: | |||||||||||
Stock awards and options (in shares) | 183 | 198 | 494 | ||||||||
Diluted weighted-average common shares outstanding (in shares) | 13,069 | 14,268 | 14,599 | ||||||||
Income per share, basic (dollars per share) | $ (0.11) | $ 0.09 | $ 0.01 | $ 0.25 | $ 0.36 | $ 0.12 | $ 0.27 | $ 0.17 | $ 0.24 | $ 0.92 | $ 0.82 |
Income per share, diluted (dollars per share) | $ (0.11) | $ 0.09 | $ 0.01 | $ 0.25 | $ 0.35 | $ 0.12 | $ 0.26 | $ 0.17 | $ 0.24 | $ 0.90 | $ 0.79 |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies - Segment Information (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
United States | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | $ 19,790 | $ 22,696 |
Japan | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | $ 1,869 | $ 3,363 |
Revenue - Narrative (Details)
Revenue - Narrative (Details) $ in Millions | 12 Months Ended | ||||||
Jun. 30, 2022 USD ($) | Jun. 30, 2022 USD ($) segment | Jun. 30, 2022 USD ($) | Jun. 30, 2022 USD ($) region | Jun. 30, 2022 USD ($) productLine | Jun. 30, 2021 USD ($) productLine | Jun. 30, 2020 productLine | |
Revenue from External Customer [Line Items] | |||||||
Money back guarantee period | 30 days | ||||||
Handling and restocking fee, percentage | 10% | 10% | 10% | 10% | 10% | ||
Return liability reserve | $ | $ 0.1 | $ 0.1 | $ 0.1 | $ 0.1 | $ 0.1 | $ 0.2 | |
Number of geographic segments | 2 | 2 | |||||
Number of product lines | productLine | 2 | 2 | 2 | ||||
Product concentration risk | Revenue benchmark | |||||||
Revenue from External Customer [Line Items] | |||||||
Concentration risk | 100% | 100% | 100% | ||||
Product concentration risk | Revenue benchmark | Protandim and TrueScience Product Line | |||||||
Revenue from External Customer [Line Items] | |||||||
Concentration risk | 76.80% | 78.50% | 77.30% |
Revenue - Disaggregation of Rev
Revenue - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Jun. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue, net | $ 50,943 | $ 50,004 | $ 52,189 | $ 53,224 | $ 54,777 | $ 51,570 | $ 59,007 | $ 54,827 | $ 206,360 | $ 220,181 | $ 232,915 |
Americas | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue, net | 138,323 | 154,655 | 166,336 | ||||||||
Asia/Pacific & Europe | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue, net | 68,037 | 65,526 | 66,579 | ||||||||
United States | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue, net | 130,932 | 144,897 | 155,480 | ||||||||
Japan | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue, net | $ 36,810 | $ 41,173 | $ 42,343 |
Revenue - Major Products (Detai
Revenue - Major Products (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Jun. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Revenue from External Customer [Line Items] | |||||||||||
Revenue, net | $ 50,943 | $ 50,004 | $ 52,189 | $ 53,224 | $ 54,777 | $ 51,570 | $ 59,007 | $ 54,827 | $ 206,360 | $ 220,181 | $ 232,915 |
Product concentration risk | Revenue benchmark | |||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Concentration risk | 100% | 100% | 100% | ||||||||
Protandim® product line | |||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Revenue, net | $ 135,616 | $ 150,272 | $ 156,335 | ||||||||
Protandim® product line | Product concentration risk | Revenue benchmark | |||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Concentration risk | 65.70% | 68.20% | 67.10% | ||||||||
TrueScience® product line | |||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Revenue, net | $ 22,877 | $ 22,617 | $ 23,739 | ||||||||
TrueScience® product line | Product concentration risk | Revenue benchmark | |||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Concentration risk | 11.10% | 10.30% | 10.20% | ||||||||
Other | |||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Revenue, net | $ 47,867 | $ 47,292 | $ 52,841 | ||||||||
Other | Product concentration risk | Revenue benchmark | |||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Concentration risk | 23.20% | 21.50% | 22.70% |
Property and Equipment, Net (De
Property and Equipment, Net (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Property, Plant and Equipment [Line Items] | |||
Accumulated depreciation | $ (15,686) | $ (13,026) | |
Total property and equipment, net | 9,500 | 11,123 | |
Depreciation expense | 3,100 | 3,300 | $ 2,600 |
Equipment (includes computer hardware and software) | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 17,781 | 16,850 | |
Furniture and fixtures | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 1,320 | 1,211 | |
Leasehold improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 6,034 | 6,037 | |
Vehicles | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 51 | $ 51 |
Intangible Assets, Net (Details
Intangible Assets, Net (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Indefinite-lived Intangible Assets [Line Items] | |||
Total intangible assets, net | $ 587 | $ 719 | |
Amortization of intangible assets | $ 100 | 100 | $ 100 |
Definite-lived intangible assets weighted-average amortization period | 2 years 9 months | ||
Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule [Abstract] | |||
2023 | $ 100 | ||
2024 | 100 | ||
2025 | 100 | ||
Trademarks | |||
Indefinite-lived Intangible Assets [Line Items] | |||
Trademarks and other indefinite-lived intangible assets | 245 | 245 | |
Patents | |||
Finite-Lived Intangible Assets [Line Items] | |||
Patent costs | 2,330 | 2,330 | |
Accumulated amortization | (1,988) | (1,856) | |
Total definite-lived intangible assets, net | $ 342 | $ 474 |
Gig Economy Group Investment (D
Gig Economy Group Investment (Details) - USD ($) | 12 Months Ended | |||
Dec. 16, 2019 | Jun. 30, 2022 | Jun. 30, 2021 | Mar. 31, 2018 | |
Related Party Transaction [Line Items] | ||||
Common stock, par value (dollars per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 | |
Equity securities held without readily determinable value | $ 2,200,000 | |||
GEG | ||||
Related Party Transaction [Line Items] | ||||
Notes receivable related party maximum commitment | $ 2,000,000 | |||
Debt conversion, interest rate of debt | 8% | |||
GEG | Common Stock | ||||
Related Party Transaction [Line Items] | ||||
Debt conversion, converted instrument, shares issued (in shares) | 1,000,000 | |||
Common stock, par value (dollars per share) | $ 0.0001 | |||
Debt conversion, converted instrument, amount | $ 2,200,000 |
Other Accrued Expenses (Details
Other Accrued Expenses (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Payables and Accruals [Abstract] | ||
Accrued incentive compensation | $ 708 | $ 1,497 |
Accrued severance | 263 | 0 |
Other taxes payable | 1,753 | 1,959 |
Accrued other expenses | 1,901 | 1,657 |
Accrued payable to vendors | 461 | 847 |
Deferred revenue | 78 | 319 |
Accrued incentives and promotions to distributors | 2,763 | 1,057 |
Total other accrued expenses | $ 7,927 | $ 7,336 |
Long-Term Debt (Details)
Long-Term Debt (Details) | 1 Months Ended | 12 Months Ended | |||||||
May 03, 2022 $ / shares | Apr. 01, 2021 | Feb. 01, 2019 USD ($) | May 04, 2018 USD ($) | May 31, 2022 $ / shares | Jun. 30, 2022 USD ($) | Jun. 30, 2021 USD ($) | Jun. 30, 2020 USD ($) | Mar. 30, 2016 USD ($) | |
Line of Credit Facility [Line Items] | |||||||||
Principal payment | $ 0 | $ 0 | $ 1,500,000 | ||||||
Cash dividend, common stock declared (in dollars per share) | $ / shares | $ 0.03 | $ 0.03 | |||||||
Revolving Credit Facility | Line of Credit | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Total liabilities to tangible net worth ratio (not greater than) | 2 | ||||||||
Floor interest rate | 4% | ||||||||
Debt instrument, effective interest rate | 4% | ||||||||
Revolving Credit Facility | US Treasury (UST) Interest Rate | Line of Credit | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Basis spread on variable rate | 3% | ||||||||
March 2016 Term Loan | Secured Debt | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Maximum borrowing capacity | $ 10,000,000 | ||||||||
Periodic principal payment | $ 500,000 | ||||||||
Fixed interest rate | 5.68% | 4.93% | |||||||
Fixed charge coverage ratio, minimum | 1.10 | 1.25 | 1.50 | ||||||
Trailing period | 12 months | 12 months | |||||||
Minimum working capital | $ 6,000,000 | $ 8,000,000 | $ 5,000,000 | ||||||
Total liabilities to tangible net worth ratio (not greater than) | 3 | ||||||||
March 2016 Revolving Loan | Secured Debt | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Principal payment | 2,000,000 | ||||||||
March 2016 Revolving Loan | Revolving Credit Facility | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Maximum borrowing capacity | $ 5,000,000 | $ 2,000,000 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) $ / shares in Units, shares in Thousands | 1 Months Ended | 12 Months Ended | |||||||||
Sep. 15, 2022 | May 31, 2022 | May 03, 2022 | Aug. 23, 2022 | May 31, 2022 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | Feb. 17, 2022 | Aug. 27, 2020 | Feb. 01, 2019 | |
Class of Stock [Line Items] | |||||||||||
Shares canceled or surrendered as payment of tax withholding and other (in shares) | 39 | 100 | 400 | ||||||||
Repurchase common stock amount authorized (up to) | $ 60,000,000 | $ 35,000,000 | $ 15,000,000 | ||||||||
Stock repurchased during period (in shares) | 1,300 | 1,196 | |||||||||
Payments for repurchase of common stock | $ 8,833,000 | $ 11,933,000 | $ 5,405,000 | ||||||||
Remaining authorized amount of common stock repurchase program | $ 27,700,000 | ||||||||||
Cash dividend, common stock declared (in dollars per share) | $ 0.03 | $ 0.03 | |||||||||
Cash dividend, common stock (in dollars per share) | $ 0.03 | $ 0.03 | |||||||||
Cash dividend, common stock | $ 400,000 | ||||||||||
Subsequent Event | |||||||||||
Class of Stock [Line Items] | |||||||||||
Cash dividend, common stock declared (in dollars per share) | $ 0.03 | ||||||||||
Forecast | |||||||||||
Class of Stock [Line Items] | |||||||||||
Cash dividend, common stock (in dollars per share) | $ 0.03 | ||||||||||
ESPP | |||||||||||
Class of Stock [Line Items] | |||||||||||
Common stock issued under employee stock purchase plan (in shares) | 100 | 100 | 100 | ||||||||
Restricted Stock | |||||||||||
Class of Stock [Line Items] | |||||||||||
Restricted common stock to employees (in shares) | 200 | 200 | 900 | ||||||||
Common Stock | |||||||||||
Class of Stock [Line Items] | |||||||||||
Common stock issued (in shares) | 30 | 300 | 25 | ||||||||
Restricted common stock to employees (in shares) | 169 | 230 | 910 | ||||||||
Shares canceled or surrendered as payment of tax withholding and other (in shares) | 39 | 86 | 413 | ||||||||
Common stock issued under employee stock purchase plan (in shares) | 68 | 59 | 64 | ||||||||
Stock repurchased during period (in shares) | 1,344 | 387 |
Share-Based Compensation - Equi
Share-Based Compensation - Equity-Settled Plans, Narrative (Details) - $ / shares | 12 Months Ended | ||||||||
Nov. 12, 2020 | Nov. 15, 2018 | Feb. 02, 2018 | Sep. 27, 2010 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | Nov. 21, 2006 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Company's common stock purchased in aggregate (in shares) | 92,000 | 178,000 | 496,000 | 527,000 | |||||
2007 Long-Term Inventive Plan | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Maximum common stock issued under Long-Term Incentive Plan (in shares) | 1,400,000 | ||||||||
2010 Long-Term Incentive Plan | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Maximum common stock issued under Long-Term Incentive Plan (in shares) | 475,000 | 1,000,000 | |||||||
Contractual term of stock options granted | 10 years | ||||||||
Company's common stock purchased in aggregate (in shares) | 20,000 | ||||||||
2010 Long-Term Incentive Plan | Minimum | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Right to purchase common stock, minimum price (dollars per share) | $ 9.31 | ||||||||
Vesting period | 1 year | ||||||||
2010 Long-Term Incentive Plan | Maximum | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Right to purchase common stock, minimum price (dollars per share) | $ 19.74 | ||||||||
Vesting period | 4 years | ||||||||
2017 Long-Term Incentive Plan | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Maximum common stock issued under Long-Term Incentive Plan (in shares) | 2,900,000 | ||||||||
Vesting period | 3 years | ||||||||
Company's common stock purchased in aggregate (in shares) | 100,000 | ||||||||
Number of additional shares authorized | 650,000 | 715,000 | 425,000 | ||||||
Exercise price of outstanding stock options (dollars per share) | $ 4.44 | ||||||||
2017 Long Term Incentive Plan Excluding 2010 Long Term Incentive Plan | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Maximum common stock issued under Long-Term Incentive Plan (in shares) | 2,440,000 |
Share-Based Compensation - Cash
Share-Based Compensation - Cash-Settled Plans, Narrative (Details) | 12 Months Ended | |||
Jan. 08, 2019 | Jun. 30, 2022 installment shares | Jun. 30, 2021 shares | Dec. 29, 2017 $ / shares | |
Cash-Settled Phantom Units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share price (dollars per share) | $ / shares | $ 4.76 | |||
RSUs outstanding | shares | 0 | 0 | ||
2018 Performance Incentive Plan | Restricted Stock Units (RSUs) | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of vesting installments | installment | 3 | |||
Vesting period | 3 years | |||
2018 Performance Incentive Plan | Cash-Settled Phantom Units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period | 1 year |
Share-Based Compensation - Empl
Share-Based Compensation - Employee Stock Purchase Plan, Narrative (Details) - ESPP - USD ($) | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares of common stock subject for purchase | 400,000 | ||
Number of shares available for issuance | 200,000 | ||
Purchase price of stock fair market value | 85% | ||
Maximum percentage of employee compensation | 15% | ||
Maximum number of shares that can be purchased during any offering period | 3,000 | ||
Amount in excess of fair market value of stock for option not to be granted | $ 25,000 | ||
Offering period | 6 months | ||
Common stock issued under employee stock purchase plan (in shares) | 100,000 | 100,000 | 100,000 |
Share-Based Compensation - Stoc
Share-Based Compensation - Stock-Based Compensation, Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation | $ 1,768 | $ 2,152 | $ 4,837 |
Stock-based compensation awards classified as a liability settled in cash | $ (100) | $ 100 | |
Restricted Stock | 2010 and 2017 Long Term Incentive Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Unrecognized compensation cost | $ 2,000 | ||
Period for recognition of unrecognized compensation cost | 1 year 9 months 29 days |
Share-Based Compensation - St_2
Share-Based Compensation - Stock Options, Narrative (Details) - shares | 12 Months Ended | ||||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Options granted (in shares) | 0 | 0 | 0 | ||
Employee Stock Option | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 3 years | ||||
Vesting on January 1, 2019 | Employee Stock Option | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting right percentage | 33.33% | ||||
Vesting on the last day of each fiscal quarter following January 1, 2019 | Employee Stock Option | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting right percentage | 8.33% |
Share-Based Compensation - St_3
Share-Based Compensation - Stock Options (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Options (in thousands) | |||
Outstanding beginning balance (in shares) | 178,000 | 496,000 | 527,000 |
Granted (in shares) | 0 | 0 | 0 |
Exercised (in shares) | (30,000) | (289,000) | (25,000) |
Forfeited (in shares) | (2,000) | (20,000) | (1,000) |
Expired or Canceled (in shares) | (54,000) | (9,000) | (5,000) |
Outstanding ending balance (in shares) | 92,000 | 178,000 | 496,000 |
Exercisable (in shares) | 92,000 | ||
Weighted Average Exercise Price | |||
Outstanding beginning balance (dollars per share) | $ 5.96 | $ 5.12 | $ 5.12 |
Granted (dollars per share) | 0 | 0 | 0 |
Exercised (dollars per share) | 4.44 | 4.77 | 3 |
Forfeited (dollars per share) | 16.12 | 4.82 | 20.09 |
Expired or Canceled (dollars per share) | 5.93 | 6.19 | 4.11 |
Outstanding ending balance (dollars per share) | 6.23 | $ 5.96 | $ 5.12 |
Exercisable (dollars per share) | $ 6.23 | ||
Weighted Average Remaining Contractual Term (in years) | |||
Outstanding | 4 years 4 months 20 days | ||
Exercisable | 4 years 4 months 20 days | ||
Aggregate Intrinsic Value (in thousands) | |||
Exercised | $ 108 | $ 1,590 | $ 283 |
Outstanding | 0 | ||
Exercisable | $ 0 |
Share-Based Compensation - Rest
Share-Based Compensation - Restricted Shares (Details) - $ / shares shares in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Restricted Shares | |||
Shares | |||
Nonvested beginning period (in shares) | 41 | 40 | 90 |
Granted (in shares) | 66 | 41 | 30 |
Vested (in shares) | (41) | (40) | (80) |
Forfeited (in shares) | 0 | 0 | 0 |
Nonvested ending period (in shares) | 66 | 41 | 40 |
Weighted Average Grant Date Fair Value | |||
Nonvested beginning period (dollars per share) | $ 11.14 | $ 12.74 | $ 7.87 |
Granted (dollars per share) | 6.85 | 11.14 | 15.20 |
Vested (dollars per share) | 11.14 | 12.74 | 8.19 |
Forfeited (dollars per share) | 0 | 0 | 0 |
Nonvested ending period (dollars per share) | $ 6.85 | $ 11.14 | $ 12.74 |
Restricted Stock Units (RSUs) | |||
Shares | |||
Nonvested beginning period (in shares) | 185 | 239 | 340 |
Granted (in shares) | 321 | 202 | 122 |
Vested (in shares) | (92) | (135) | (221) |
Forfeited (in shares) | (80) | (121) | (2) |
Nonvested ending period (in shares) | 334 | 185 | 239 |
Weighted Average Grant Date Fair Value | |||
Nonvested beginning period (dollars per share) | $ 12.54 | $ 13.68 | $ 13.81 |
Granted (dollars per share) | 6.60 | 12.77 | 13.64 |
Vested (dollars per share) | 13.17 | 13.07 | 13.87 |
Forfeited (dollars per share) | 9.18 | 14.60 | 12.92 |
Nonvested ending period (dollars per share) | $ 7.36 | $ 12.54 | $ 13.68 |
Share-Based Compensation - Re_2
Share-Based Compensation - Restricted Stock, Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Restricted Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Fair value of vested awards | $ 0.3 | $ 0.5 | $ 1 |
Restricted Stock Units (RSUs) | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Fair value of vested awards | $ 0.6 | $ 1.6 | $ 3.3 |
Share-Based Compensation - Perf
Share-Based Compensation - Performance Restricted Stock Units, Narrative (Details) - Performance Restricted Stock Units - USD ($) $ in Millions | 12 Months Ended | |||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Fair value of vested awards | $ 0.1 | $ 0.6 | $ 10.1 | |
Minimum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Distribution percentage of target number of Performance Stock Units | 0% | |||
Maximum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Distribution percentage of target number of Performance Stock Units | 200% |
Share-Based Compensation - Pe_2
Share-Based Compensation - Performance Restricted Stock Units (Details) - Performance Restricted Stock Units - $ / shares shares in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Shares | |||
Nonvested beginning period (in shares) | 12 | 109 | 450 |
Granted (in shares) | 176 | 49 | 357 |
Vested (in shares) | (10) | (55) | (658) |
Forfeited (in shares) | (177) | (91) | (40) |
Nonvested ending period (in shares) | 1 | 12 | 109 |
Weighted Average Grant Date Fair Value | |||
Nonvested beginning period (dollars per share) | $ 13.85 | $ 13.61 | $ 7.71 |
Granted (dollars per share) | 7.23 | 14.50 | 6.96 |
Vested (dollars per share) | 13.63 | 13.08 | 5.88 |
Forfeited (dollars per share) | 7.26 | 14.39 | 15.02 |
Nonvested ending period (dollars per share) | $ 15.2 | $ 13.85 | $ 13.61 |
Share-Based Compensation - Ca_2
Share-Based Compensation - Cash-Settled Performance Units (Details) - Cash-Settled Performance Units shares in Thousands | 12 Months Ended |
Jun. 30, 2020 $ / shares shares | |
Shares | |
Nonvested beginning period (in shares) | 50 |
Granted (in shares) | 0 |
Vested (in shares) | (42) |
Forfeited (in shares) | (8) |
Nonvested ending period (in shares) | 0 |
Weighted Average Grant Date Fair Value | |
Granted (dollars per share) | $ / shares | $ 0 |
Vested (dollars per share) | $ / shares | 0 |
Forfeited (dollars per share) | $ / shares | $ 7.68 |
Share-Based Compensation - Ca_3
Share-Based Compensation - Cash-Settled Performance Units, Narrative (Details) - Cash-Settled Performance Units - USD ($) $ in Millions | 12 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Fair value of vested awards | $ 0.4 | |
Payments made to settle vested performance share units | $ 0.4 | $ 0.3 |
Other Expense, Net (Details)
Other Expense, Net (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Other Income and Expenses [Abstract] | |||
Foreign currency transaction gain (loss), net | $ (646) | $ 201 | $ (434) |
Loss on settlement of forward contract | (64) | (571) | (368) |
Gain on disposal of fixed assets | 0 | 7 | 3 |
Other income (expense), net | 41 | (3) | 114 |
Total other expense, net | $ (669) | $ (366) | $ (685) |
Income Taxes - Income Tax Expen
Income Taxes - Income Tax Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Income Before Income Taxes: | |||
Domestic | $ 1,613 | $ 15,233 | $ 12,817 |
International | 3,078 | 1,999 | 1,844 |
Income before income taxes | 4,691 | 17,232 | 14,661 |
Current Taxes: | |||
Federal | 255 | 2,146 | 1,297 |
State | 237 | 510 | 332 |
Foreign | 1,195 | 730 | 1,113 |
Total Current Income Tax Provision | 1,687 | 3,386 | 2,742 |
Deferred Taxes: | |||
Federal | (391) | 897 | 316 |
State | (43) | 197 | 71 |
Foreign | 318 | (142) | (17) |
Total Deferred Income Tax Provision | (116) | 952 | 370 |
Net Income Tax Provision | $ 1,571 | $ 4,338 | $ 3,112 |
Income Taxes - Effective Income
Income Taxes - Effective Income Tax Rate (Details) | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
The effective income tax rate differs from the U.S. Federal statutory income tax rate | |||
Federal statutory income tax rate | 21% | 21% | 21% |
State income taxes, net of federal benefit | 0.10% | 3.60% | 3.80% |
Foreign tax rate difference | 12.90% | 2.10% | 1.40% |
Tax return to provision true-up | (4.30%) | (0.70%) | 0% |
Limit on future stock compensation due to 162(m) | 0.10% | 1.70% | 2.30% |
Foreign withholding tax | 1.30% | 0.40% | 3.30% |
Other differences | 1% | 1.50% | 1.90% |
Revalue of deferred for change in federal tax rate | 0.10% | 0.10% | (0.10%) |
Permanent differences: | |||
— stock based compensation | 3.90% | (2.30%) | (13.60%) |
— current year section 162(m) limitation | 0% | 0% | 1.60% |
— foreign derived intangible income deduction | (6.50%) | (0.60%) | (0.50%) |
— tax credits | (16.00%) | (1.40%) | (2.30%) |
— meals and entertainment | 0.10% | 0.10% | 0.40% |
— removal of permanent reinvestment assertion in Japan | 4.60% | 0% | 0% |
— other permanent differences | 2.20% | 0.90% | 1.80% |
Change in valuation allowance | 13.10% | (1.20%) | 0.20% |
Net income tax provision | 33.50% | 25.20% | 21.20% |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Deferred tax assets: | ||
Federal, state, and foreign net operating loss carryovers | $ 292 | $ 271 |
Stock option compensation | 232 | 444 |
Accrued vacation, allowance for returns, bonuses & other | 3,923 | 2,104 |
Gross deferred tax asset | 4,447 | 2,819 |
Deferred tax liabilities: | ||
Patents and trademarks | (78) | (99) |
Property & equipment | (1,996) | (1,250) |
Other | (409) | (189) |
Gross deferred tax liabilities | (2,483) | (1,538) |
Less: valuation allowance | (675) | (73) |
Deferred tax assets, net | $ 1,289 | $ 1,208 |
Income Taxes - Unrecognized Tax
Income Taxes - Unrecognized Tax Benefits Rollforward (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | ||
Unrecognized tax benefits, beginning of period | $ 0 | $ 480 |
Gross increases - tax positions in prior period | 0 | 0 |
Gross decreases - tax positions in prior period | 0 | (480) |
Gross increases - tax positions in current period | 0 | 0 |
Settlement | 0 | 0 |
Lapse of statute of limitations | 0 | 0 |
Currency adjustment | 0 | 0 |
Unrecognized tax benefits, end of period | $ 0 | $ 0 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Operating Loss Carryforwards [Line Items] | ||
Tax benefit from settlement of stock based awards | $ 200 | $ 8 |
State and Local Jurisdiction | ||
Operating Loss Carryforwards [Line Items] | ||
Net operating loss carryforwards | 6,500 | |
Foreign Tax Authority | ||
Operating Loss Carryforwards [Line Items] | ||
Net operating loss carryforwards | $ 300 |
Leases - Narrative (Details)
Leases - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Lessee, Lease, Description [Line Items] | |||
Weighted average remaining lease term | 8 years 6 months 3 days | ||
Weighted average discount rate | 3.27% | ||
Operating lease expense | $ 3.2 | $ 3.6 | $ 2.7 |
Minimum | |||
Lessee, Lease, Description [Line Items] | |||
Lease term | 1 year | ||
Maximum | |||
Lessee, Lease, Description [Line Items] | |||
Lease term | 10 years |
Leases - Supplemental Cash Flow
Leases - Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Leases [Abstract] | ||
Operating cash outflows from operating leases | $ 2,709 | $ 2,536 |
Right-of-use assets obtained in exchange for lease obligations | $ 0 | $ 15,725 |
Leases - Maturity of Lease Liab
Leases - Maturity of Lease Liabilities (Details) $ in Thousands | Jun. 30, 2022 USD ($) |
Leases [Abstract] | |
2023 | $ 3,070 |
2024 | 1,985 |
2025 | 1,606 |
2026 | 1,646 |
2027 | 1,687 |
Thereafter | 8,123 |
Total | 18,117 |
Less: imputed interest | (2,362) |
Present value of lease liabilities | $ 15,755 |
Commitments and Contingencies -
Commitments and Contingencies - Legal Accruals (Details) | Dec. 05, 2019 claim |
Commitments and Contingencies Disclosure [Abstract] | |
Claims dismissed | 3 |
Pending claims | 4 |
Related Party Disclosures (Deta
Related Party Disclosures (Details) | 12 Months Ended | ||
Jun. 30, 2022 USD ($) member | Jun. 30, 2021 USD ($) | Jun. 30, 2020 USD ($) | |
Related Party Transaction [Line Items] | |||
Members of company board of directors serving on GEG board of directors | member | 2 | ||
GEG | |||
Related Party Transaction [Line Items] | |||
Related party purchase | $ | $ 0 | $ 0 | $ 1,200,000 |
Interim Financial Results (Un_3
Interim Financial Results (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Jun. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Summary of selected quarterly financial information | |||||||||||
Revenue, net | $ 50,943 | $ 50,004 | $ 52,189 | $ 53,224 | $ 54,777 | $ 51,570 | $ 59,007 | $ 54,827 | $ 206,360 | $ 220,181 | $ 232,915 |
Gross profit | 41,611 | 40,347 | 42,512 | 43,793 | 44,995 | 42,752 | 48,818 | 45,429 | 168,263 | 181,994 | 194,951 |
Net income | $ (1,416) | $ 1,141 | $ 79 | $ 3,316 | $ 4,907 | $ 1,724 | $ 3,812 | $ 2,451 | $ 3,120 | $ 12,894 | $ 11,549 |
Per common share: | |||||||||||
Income per share, basic (dollars per share) | $ (0.11) | $ 0.09 | $ 0.01 | $ 0.25 | $ 0.36 | $ 0.12 | $ 0.27 | $ 0.17 | $ 0.24 | $ 0.92 | $ 0.82 |
Income per share, diluted (dollars per share) | $ (0.11) | $ 0.09 | $ 0.01 | $ 0.25 | $ 0.35 | $ 0.12 | $ 0.26 | $ 0.17 | $ 0.24 | $ 0.90 | $ 0.79 |
Uncategorized Items - lfvn-2022
Label | Element | Value |
Accounting Standards Update [Extensible Enumeration] | us-gaap_AccountingStandardsUpdateExtensibleList | Accounting Standards Update 2016-02 [Member] |