Cover
Cover - shares | 6 Months Ended | |
Jun. 30, 2023 | Aug. 08, 2023 | |
Cover [Abstract] | ||
Entity Registrant Name | LENDWAY, INC. | |
Entity Central Index Key | 0000875355 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Small Business | true | |
Entity Shell Company | false | |
Entity Emerging Growth Company | false | |
Entity Current Reporting Status | Yes | |
Document Period End Date | Jun. 30, 2023 | |
Entity Filer Category | Non-accelerated Filer | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2023 | |
Entity Common Stock Shares Outstanding | 1,797,659 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity File Number | 1-13471 | |
Entity Incorporation State Country Code | MN | |
Entity Tax Identification Number | 41-1656308 | |
Entity Interactive Data Current | Yes | |
Entity Address City Or Town | Minneapolis | |
Entity Address State Or Province | MN | |
Trading Symbol | LDWY | |
Entity Address Postal Zip Code | 55401 | |
City Area Code | 763 | |
Local Phone Number | 392-6200 | |
Security 12b Title | Common Stock, $0.01 par value | |
Security Exchange Name | NASDAQ | |
Entity Address Address Line 1 | 212 Third Avenue N | |
Entity Address Address Line 2 | Suite 356 |
CONDENSED BALANCE SHEETS
CONDENSED BALANCE SHEETS - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 |
Current Assets: | ||
Cash and cash equivalents | $ 11,419,000 | $ 14,439,000 |
Restricted cash | 85,000 | 85,000 |
Accounts receivable, net | 7,583,000 | 5,557,000 |
Inventories | 28,000 | 29,000 |
Income tax receivable | 90,000 | 28,000 |
Prepaid production costs | 143,000 | 535,000 |
Other prepaid expense | 208,000 | 80,000 |
Total Current Assets | 19,556,000 | 20,753,000 |
Other Assets: | ||
Property and equipment, net | 71,000 | 71,000 |
Operating lease right-of-use assets | 123,000 | 144,000 |
Other, net | 10,000 | 0 |
Total Assets | 19,760,000 | 20,968,000 |
Current Liabilities: | ||
Accounts payable | 1,324,000 | 2,653,000 |
Accrued liabilities: | ||
Compensation | 912,000 | 962,000 |
Sales tax | 397,000 | 717,000 |
Other | 722,000 | 611,000 |
Current portion of operating lease liabilities | 16,000 | 4,000 |
Deferred revenue | 1,154,000 | 2,427,000 |
Total Current Liabilities | 4,525,000 | 7,374,000 |
Long-Term Liabilities: | ||
Accrued income taxes | 55,000 | 53,000 |
Operating lease liabilities | 123,000 | 140,000 |
Total Long-Term Liabilities | 178,000 | 193,000 |
Commitments and Contingencies | 0 | 0 |
Shareholders' Equity: | ||
Common stock, par value $.01: Authorized shares - 5,714,000 Issued and outstanding shares - 1,798,000 at June 30, 2023 and 1,797,000 at December 31, 2022, respectively | 18,000 | 18,000 |
Additional paid-in capital | 16,502,000 | 16,458,000 |
Accumulated deficit | (1,463,000) | (3,075,000) |
Total Shareholders' Equity | 15,057,000 | 13,401,000 |
Total Liabilities and Shareholders' Equity | $ 19,760,000 | $ 20,968,000 |
CONDENSED BALANCE SHEETS (Paren
CONDENSED BALANCE SHEETS (Parenthetical) - $ / shares | Jun. 30, 2023 | Dec. 31, 2022 |
CONDENSED BALANCE SHEETS | ||
Common Stock, Par Value | $ 0.01 | $ 0.01 |
Common Stock, Shares Authorized | 5,714,000 | 5,714,000 |
Common Stock, Shares Issued | 1,798,000 | 1,797,000 |
Common Stock, Shares Outstanding | 1,798,000 | 1,797,000 |
CONDENSED STATEMENTS OF OPERATI
CONDENSED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
CONDENSED STATEMENTS OF OPERATIONS (Unaudited) | ||||
Net services revenues | $ 6,211,000 | $ 3,254,000 | $ 19,042,000 | $ 9,402,000 |
Cost of services | 4,588,000 | 2,838,000 | 14,499,000 | 7,706,000 |
Gross Profit | 1,623,000 | 416,000 | 4,543,000 | 1,696,000 |
Operating Expenses: | ||||
Selling | 361,000 | 290,000 | 725,000 | 632,000 |
Marketing | 300,000 | 279,000 | 596,000 | 538,000 |
General and administrative | 1,129,000 | 948,000 | 1,850,000 | 1,554,000 |
Total Operating Expenses | 1,790,000 | 1,517,000 | 3,171,000 | 2,724,000 |
Operating (Loss) Income | (167,000) | (1,101,000) | 1,372,000 | (1,028,000) |
Interest income | 135,000 | 31,000 | 247,000 | 28,000 |
(Loss) Income before Taxes | (32,000) | (1,070,000) | 1,619,000 | (1,000,000) |
Income tax expense | 4,000 | 14,000 | 7,000 | 22,000 |
Net (Loss) Income | $ (36,000) | $ (1,084,000) | $ 1,612,000 | $ (1,022,000) |
Net (loss) income per share: | ||||
Basic | $ (0.02) | $ (0.61) | $ 0.90 | $ (0.57) |
Diluted | $ (0.02) | $ (0.61) | $ 0.89 | $ (0.57) |
Shares used in calculation of net (loss) income per share: | ||||
Basic | 1,798,000 | 1,788,000 | 1,798,000 | 1,787,000 |
Diluted | 1,798,000 | 1,788,000 | 1,802,000 | 1,787,000 |
CONDENSED STATEMENTS OF SHAREHO
CONDENSED STATEMENTS OF SHAREHOLDERS' EQUITY (Unaudited) - USD ($) | Total | Common Stock | Additional Paid-In Capital | Accumulated Deficit |
Balance, shares at Dec. 31, 2021 | 1,782,000 | |||
Balance, amount at Dec. 31, 2021 | $ 3,193,000 | $ 18,000 | $ 16,296,000 | $ (13,121,000) |
Issuance of common stock, net, shares | 4,000 | |||
Issuance of common stock, net, amount | 28,000 | $ 0 | 28,000 | 0 |
Value of stock-based compensation | 30,000 | 0 | 30,000 | 0 |
Net income | 62,000 | $ 0 | 0 | 62,000 |
Balance, shares at Mar. 31, 2022 | 1,786,000 | |||
Balance, amount at Mar. 31, 2022 | 3,313,000 | $ 18,000 | 16,354,000 | (13,059,000) |
Balance, shares at Dec. 31, 2021 | 1,782,000 | |||
Balance, amount at Dec. 31, 2021 | 3,193,000 | $ 18,000 | 16,296,000 | (13,121,000) |
Net income | (1,022,000) | |||
Balance, shares at Jun. 30, 2022 | 1,793,000 | |||
Balance, amount at Jun. 30, 2022 | 2,269,000 | $ 18,000 | 16,394,000 | (14,143,000) |
Balance, shares at Mar. 31, 2022 | 1,786,000 | |||
Balance, amount at Mar. 31, 2022 | 3,313,000 | $ 18,000 | 16,354,000 | (13,059,000) |
Issuance of common stock, net, shares | 1,000 | |||
Issuance of common stock, net, amount | 11,000 | $ 0 | 11,000 | 0 |
Value of stock-based compensation | 29,000 | 0 | 29,000 | 0 |
Net income | (1,084,000) | $ 0 | 0 | (1,084,000) |
Issuance of common stock upon vesting of restricted stock units, shares | 6,000 | |||
Issuance of common stock upon vesting of restricted stock units, amount | 0 | $ 0 | 0 | 0 |
Balance, shares at Jun. 30, 2022 | 1,793,000 | |||
Balance, amount at Jun. 30, 2022 | 2,269,000 | $ 18,000 | 16,394,000 | (14,143,000) |
Balance, shares at Dec. 31, 2022 | 1,797,000 | |||
Balance, amount at Dec. 31, 2022 | 13,401,000 | $ 18,000 | 16,458,000 | (3,075,000) |
Issuance of common stock, net, shares | 1,000 | |||
Issuance of common stock, net, amount | 8,000 | $ 0 | 8,000 | 0 |
Value of stock-based compensation | 22,000 | 0 | 22,000 | 0 |
Net income | 1,648,000 | $ 0 | 0 | 1,648,000 |
Balance, shares at Mar. 31, 2023 | 1,798,000 | |||
Balance, amount at Mar. 31, 2023 | 15,079,000 | $ 18,000 | 16,488,000 | (1,427,000) |
Balance, shares at Dec. 31, 2022 | 1,797,000 | |||
Balance, amount at Dec. 31, 2022 | 13,401,000 | $ 18,000 | 16,458,000 | (3,075,000) |
Net income | 1,612,000 | |||
Balance, shares at Jun. 30, 2023 | 1,798,000 | |||
Balance, amount at Jun. 30, 2023 | 15,057,000 | $ 18,000 | 16,502,000 | (1,463,000) |
Balance, shares at Mar. 31, 2023 | 1,798,000 | |||
Balance, amount at Mar. 31, 2023 | 15,079,000 | $ 18,000 | 16,488,000 | (1,427,000) |
Value of stock-based compensation | 14,000 | 0 | 14,000 | 0 |
Net income | (36,000) | $ 0 | 0 | (36,000) |
Balance, shares at Jun. 30, 2023 | 1,798,000 | |||
Balance, amount at Jun. 30, 2023 | $ 15,057,000 | $ 18,000 | $ 16,502,000 | $ (1,463,000) |
CONDENSED STATEMENTS OF CASH FL
CONDENSED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Operating Activities: | ||
Net income (loss) | $ 1,612,000 | $ (1,022,000) |
Adjustments to reconcile net income (loss) to net cash used in operating activities: | ||
Depreciation | 26,000 | 31,000 |
Changes in allowance for doubtful accounts | 11,000 | 27,000 |
Stock-based compensation expense | 36,000 | 59,000 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (2,037,000) | 1,096,000 |
Inventories | 1,000 | (6,000) |
Income tax receivable | (62,000) | (2,000) |
Prepaid expenses and other | 254,000 | 941,000 |
Accounts payable | (1,336,000) | (1,208,000) |
Accrued liabilities | (243,000) | (1,170,000) |
Accrued income taxes | 2,000 | 19,000 |
Deferred revenue | (1,273,000) | (240,000) |
Net cash used in operating activities | (3,009,000) | (1,475,000) |
Investing Activities: | ||
Purchases of property and equipment | (19,000) | (28,000) |
Net cash used in investing activities | (19,000) | (28,000) |
Financing Activities: | ||
Proceeds from issuance of common stock, net | 8,000 | 39,000 |
Net cash provided by financing activities | 8,000 | 39,000 |
Decrease in cash and cash equivalents and restricted cash | (3,020,000) | (1,464,000) |
Cash and cash equivalents and restricted cash at beginning of period | 14,524,000 | 3,851,000 |
Cash and cash equivalents and restricted cash at end of period | 11,504,000 | 2,387,000 |
Cash paid during the period for income taxes | 66,000 | 5,000 |
Non-cash financing activity: | ||
Purchase of property and equipment included in accounts payable | $ 7,000 | $ 0 |
Description of Business and Bas
Description of Business and Basis of Presentation | 6 Months Ended |
Jun. 30, 2023 | |
Description of Business and Basis of Presentation | |
Description of Business and Basis of Presentation | 1. Description of Business and Basis of Presentation. Description of Business . As described in Note 2, on August 3, 2023, the Company completed the sale of certain assets and certain liabilities relating to the Company’s business of providing in-store advertising solutions to brands, retailers, shopper marketing agencies and brokerages (the “Legacy Business”) for a price of $3.5 million, subject to escrows and a post-closing adjustment. Basis of Presentation . The condensed consolidated financial statements include the accounts of the Company, its subsidiary, Farmland Credit, Inc., a Minnesota corporation (“FCI”), and FCI’s subsidiaries, Farmland Credit FR, LLC and Farmland Credit AV, LLC. The operations of the Legacy Business will be presented as discontinued operations beginning with the Quarterly Report on Form 10-Q for the three months ended September 30, 2023, the period in which the sale of the Legacy Business met the criteria as a discontinued operation. |
Asset Sale
Asset Sale | 6 Months Ended |
Jun. 30, 2023 | |
Asset Sale | |
Asset Sale | 2. Asset Sale. On August 3, 2023, the Company completed the sale of certain assets and certain liabilities relating to the Company’s Legacy Business for a price of $3.5 million to TIMIBO LLC, an affiliate of Park Printing, Inc. (the “Buyer”), under an Asset Purchase Agreement (the “Purchase Agreement”). The Company retained accounts receivable, as well as cash, cash equivalents and marketable securities. The purchase price is subject to a post-closing adjustment depending on the net balance of (i) cash received by the Company for programs that remained unexecuted as of August 3, 2023, minus (ii) the payments made by the Company to vendors for unexecuted programs. The Company received significant cash payments between July 1 and August 3, 2023 for unexecuted programs, which the Company will retain, but which will reduce the purchase price. Under the Purchase Agreement, $200,000 was escrowed for a twelve-month period for any future claims, as defined in the Purchase Agreement, by the Buyer against the Company. The Company incurred approximately $350,000 of transaction-related costs that had not previously been expensed. The Company also incurred transaction-related severance and other separation benefits in connection with the termination of certain officers and employees of the Company of approximately $1,537,000, as well as retention award payouts totaling $143,000 and employee bonuses totaling $164,000, each of which will be recorded as expense in the three months ended September 30, 2023. The operations of the Legacy Business will be presented as discontinued operations beginning with the Quarterly Report on Form 10-Q for the three months ended September 30, 2023. The Company is presenting unaudited pro forma condensed consolidated information on a discontinued operations basis to illustrate the significant impact of the sale of the Legacy Business on the Company’s balance sheet and statement of operations. The Company is presenting the pro forma information for the three months ended June 30, 2023, as that is the period in which the non-bank lending business began. No impact from the sale proceeds and related costs are included in the pro forma information. The unaudited pro forma condensed consolidated balance sheet illustrates the impact at June 30, 2023 had discontinued operations presentation been used (unaudited). The amounts held for sale represent the assets that will be purchased by the Buyer and liabilities which will be assumed by the Buyer: Historical Discontinued Operations Adjustments Pro Forma Continued Operations ASSETS Current Assets: Cash and cash equivalents $ 11,419,000 $ - $ 11,419,000 Restricted cash 85,000 - 85,000 Accounts receivable, net 7,583,000 - 7,583,000 Inventories 28,000 (28,000 ) - Income tax receivable 90,000 - 90,000 Prepaid production costs 143,000 (143,000 ) - Other prepaid expense 208,000 (19,000 ) 189,000 Current assets held for sale - 190,000 190,000 Total Current Assets 19,556,000 - 19,556,000 Other Assets: Property and equipment, net 71,000 (71,000 ) - Operating lease right-of-use assets 123,000 (123,000 ) - Other, net 10,000 - 10,000 Non-current assets held for sale - 194,000 194,000 Total Assets $ 19,760,000 $ - $ 19,760,000 LIABILITIES AND SHAREHOLDERS' EQUITY Current Liabilities: Accounts payable 1,324,000 (72,000 ) 1,252,000 Accrued liabilities 2,031,000 - 2,031,000 Current portion of operating lease liabilities 16,000 (16,000 ) - Deferred revenue 1,154,000 (1,154,000 ) - Current liabilities held for sale - 1,242,000 1,242,000 Total Current Liabilities 4,525,000 - 4,525,000 Long-Term Liabilities: Accrued income taxes 55,000 - 55,000 Operating lease liabilities 123,000 (123,000 ) - Non-current liabilities held for sale - 123,000 123,000 Total Long-Term Liabilities 178,000 - 178,000 Commitments and Contingencies - - - Shareholders' Equity: Total Shareholders' Equity 15,057,000 - 15,057,000 Total Liabilities and Shareholders' Equity $ 19,760,000 $ - $ 19,760,000 The unaudited pro forma condensed consolidated statement of operations for the three months ended June 30, 2023 illustrates the impact for that period had discontinued operations presentation been used (unaudited). The discontinued operations adjustments represent amounts that relate to the Legacy Business, with no allocation of general overhead to the Legacy Business: Historical Discontinued Operations Adjustments Pro Forma Continuing Operations Net services revenues $ 6,211,000 $ (6,211,000 ) $ - Cost of services 4,588,000 (4,588,000 ) - Gross Profit 1,623,000 (1,623,000 ) - Operating Expenses: Selling 361,000 (361,000 ) - Marketing 300,000 (300,000 ) - General and administrative 1,129,000 (572,000 ) 557,000 Total Operating Expenses 1,790,000 (1,233,000 ) 557,000 Operating Income (Loss) (167,000 ) (390,000 ) (557,000 ) Interest income 135,000 - 135,000 Income (Loss) from Operations Before Taxes (32,000 ) (390,000 ) (422,000 ) Income tax expense 4,000 - 4,000 Net Income (Loss) from Continuing Operations $ (426,000 ) Net (Income) Loss from Discontinued Operations $ (390,000 ) Net Income (Loss) $ (36,000 ) Net income (loss) per share, basic and diluted: Continuing operations $ (0.24 ) Discontinued operations $ 0.22 Total $ (0.02 ) Weighted average shares outstanding: Basic and diluted 1,798,000 1,798,000 1,798,000 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2023 | |
Summary of Significant Accounting Policies | |
Summary Of Significant Accounting Policies | 3. Summary of Significant Accounting Policies. Cash and Cash Equivalents and Restricted Cash. June 30, December 31, 2023 2022 Cash and cash equivalents $ 11,419,000 $ 14,439,000 Restricted cash 85,000 85,000 Total cash, cash equivalents and restricted cash $ 11,504,000 $ 14,524,000 Inventories . Property and Equipment . June 30, December 31, 2023 2022 Property and Equipment: Production tooling, machinery and equipment $ - $ 27,000 Office furniture and fixtures 85,000 95,000 Computer equipment and software 531,000 771,000 Leasehold improvements 19,000 19,000 Construction in-progress 12,000 3,000 647,000 915,000 Accumulated depreciation and amortization (576,000 ) (844,000 ) Net Property and Equipment $ 71,000 $ 71,000 Depreciation expense was approximately $12,000 and $26,000 in the three and six months ended June 30, 2023, respectively, and was $15,000 and $31,000 in the three and six months ended June 30, 2022, respectively. Stock-Based Compensation During the six-month periods ended June 30, 2023 and 2022 no equity awards were issued by the Company. In June 2021, non-employee members of the Board of Directors received restricted stock grants totaling 5,514 shares pursuant to the 2018 Equity Incentive Plan. The shares underlying the awards were assigned a value of $8.16 per share, which was the closing price of the Company’s common stock on the date of grant, for a total grant date value of $45,000. The shares vested on June 1, 2022. The Company estimated the fair value of stock-based awards granted during the three and six months ended June 30, 2023, under the Company’s employee stock purchase plan using the following weighted average assumptions: expected life of 1.0 year, expected volatility of 95.2%, dividend yield of 0% and risk-free interest rate of 4.7%. Total stock-based compensation expense recorded for the three and six months ended June 30, 2023 was $14,000 and $36,000, respectively, and for the three and six months ended June 30, 2022 was $29,000 and $59,000, respectively. Net (Loss) Income per Share . Due to the net loss incurred during the three months ended June 30, 2023 all outstanding stock awards were anti-dilutive for that periods. For the six months ended June 30, 2023 options to purchase approximately 14,000 shares of common stock with a weighted average exercise price of $11.74 were outstanding and were not included in the computation of common stock equivalents for the six months ended June 30, 2023 because their exercise prices were higher than the average fair market value of the common stock during the reporting period. Due to the net loss incurred during the three and six months ended June 30, 2022 all outstanding stock awards were anti-dilutive for those periods. As of June 30, 2022, the Company had 14,086 options and 3,396 restricted units outstanding. Weighted average common shares outstanding for the three and six months ended June 30, 2023 and 2022 were as follows: Three Months Ended Six Months Ended June 30 June 30 2023 2022 2023 2022 Denominator for basic net loss per share - weighted average shares 1,798,000 1,788,000 1,798,000 1,787,000 Effect of dilutive securities: Stock options and restricted stock units — — 4,000 — Denominator for diluted net loss per share - weighted average shares 1,798,000 1,788,000 1,802,000 1,787,000 |
Revenue Recognition
Revenue Recognition | 6 Months Ended |
Jun. 30, 2023 | |
Revenue Recognition | |
Revenue Recognition | 4. Revenue Recognition. Revenue from Contracts with Customers Performance Obligations Taxes collected from customers and remitted to governmental authorities are excluded from revenue on the net basis of accounting. The Company includes shipping and handling fees in revenues. Shipping and handling costs associated with outbound freight after control over a product has been passed to a customer are accounted for as a fulfillment cost and are included in cost of goods sold. Performance Obligations A performance obligation is a promise in a contract to transfer a distinct good or service to the customer and is the unit of account under Topic 606. A contract’s transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. The following is a description of the Company’s performance obligations included in its primary revenue streams and the timing or method of revenue recognition for each: Display, On-Pack, and Non-POPS Signage Solutions POPS Signage Solution Services. Each of the individual activities under the Legacy Business’ services, including production activities, are inputs to an integrated sign display service. Customers receive and consume the benefits from the promotional displays over the duration of the contracted display cycle. Additionally, the display of the signs does not have an alternative use to the Company and the Company had an enforceable right to payment for services performed through the closing of the sale of the Legacy Business. As a result, the Company has recognized the transaction price for service performance obligations as revenue over time. Given the nature of the Legacy Business’ performance obligations is to provide a display service over the duration of a specified period or periods, the Company recognizes revenue on a straight-line basis over the display service period as it best reflects the timing of transfer of its sign solutions. Disaggregation of Revenue In the following table, revenue is disaggregated by timing of revenue recognition. Three months ended June 30 Six months ended June 30 2023 2022 2023 2022 Services Revenues Services Revenues Services Revenues Services Revenues Timing of revenue recognition: Services transferred over time $ 470,000 $ 502,000 $ 733,000 $ 958,000 Services transferred at a point in time 5,741,000 2,752,000 18,309,000 8,444,000 Total $ 6,211,000 $ 3,254,000 $ 19,042,000 $ 9,402,000 Contract Costs Sales commissions that were paid to internal or external sales representatives are eligible for capitalization as they are incremental costs that would not have been incurred without entering into a specific sales arrangement and are recoverable through the expected margin on the transaction. The Company is applying the practical expedient in Accounting Standards Codification 340-40-25-4 that allows the incremental costs of obtaining a contract to be recorded as an expense when incurred when the amortization period of the asset that would have otherwise been recognized is one year or less. These costs are included in selling expenses. Deferred Revenue Deferred revenues represent amounts collected from customers in advance of the satisfaction of performance obligations. Significant changes in deferred revenue during the period are as follows: Balance at December 31, 2022 $ 2,427,000 Reclassification of beginning deferred revenue to revenue, as a result of performance obligations satisfied (2,066,000 ) Cash received in advance and not recognized as revenue 793,000 Balance at June 30, 2023 $ 1,154,000 Transaction Price Allocated to Remaining Performance Obligations The Company applies the practical expedient in paragraph 606-10-50-14 and does not disclose information about remaining performance obligations that have original expected durations of one year or less, which reflect the majority of its performance obligations. This practical expedient is being applied to arrangements for certain incomplete services and unshipped custom signage materials. Contracts that had an expected duration of greater than one year were insignificant at June 30, 2023. |
Leases
Leases | 6 Months Ended |
Jun. 30, 2023 | |
Leases | |
Leases | 5. Leases. The cost components of the Company’s operating leases were as follows for the three and six month periods ended June 30, 2023 and 2022: Three months ended June 30, 2023 Six months ended June 30, 2023 Corporate Operating Corporate Operating Headquarters Other Leases Headquarters Other Leases Operating lease cost $ 10,000 $ - $ 10,000 $ 21,000 $ 4,000 $ 25,000 Variable lease cost 2,000 - 2,000 6,000 4,000 10,000 Short-term lease cost - 10,000 10,000 - 10,000 10,000 Total $ 12,000 $ 10,000 $ 22,000 $ 27,000 $ 18,000 $ 45,000 Three months ended June 30, 2022 Six months ended June 30, 2022 Corporate Operating Corporate Operating Headquarters Other Leases Headquarters Other Leases Operating lease cost $ 16,000 $ 5,000 $ 21,000 $ 33,000 $ 9,000 $ 42,000 Variable lease cost 10,000 3,000 13,000 20,000 6,000 26,000 Total $ 26,000 $ 8,000 $ 34,000 $ 53,000 $ 15,000 $ 68,000 Variable lease costs consist primarily of taxes, insurance, and common area or other maintenance costs which are paid based on actual costs incurred by the lessor. Maturities of the Company’s lease liabilities for its corporate headquarters operating lease are as follows as of June 30, 2023: 2023 $ - 2024 52,000 2025 53,000 2026 55,000 Total lease payments 160,000 Less: Interest 21,000 Present value of lease liabilities $ 139,000 The remaining lease terms as of June 30, 2023 for the Company’s corporate headquarters lease was 3.5 years. The cash outflows for operating leases were $0 and $10,000 for the three and six months ended June 30, 2022, respectively, and were $20,000 and $41,000 for the three and six months ended June 30, 2022, respectively. Subsequent to June 30, 2023, the headquarters lease was assigned to the Buyer as a part of the sale of the Legacy Business. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2023 | |
Income Taxes | |
Income Taxes | 6. Income Taxes. Six months ended June 30, 2023 2022 Federal statutory rate 21.0 % 21.0 % Stock-based awards 2.2 (0.5 ) State taxes 3.8 3.4 Impact of uncertain tax positions 0.1 (1.9 ) Valuation allowance (24.2 ) (25.0 ) Other (2.5 ) 0.8 Effective federal income tax rate 0.4 % (2.2 )% Deferred income taxes are determined based on the estimated future tax effects of differences between the financial statements and tax basis of assets and liabilities given the provisions of enacted tax laws. In providing for deferred taxes, the Company considers tax regulations of the jurisdictions in which it operates, estimates of future taxable income and available tax planning strategies. If tax regulations, operating results or the ability to implement tax-planning strategies vary, adjustment to the carrying value of deferred tax assets and liabilities may be required. Valuation allowances are recorded related to deferred tax assets based on the “more likely than not” criteria. As of June 30, 2023, and December 31, 2022, the Company had unrecognized tax benefits totaling $55,000 and $53,000, respectively, including interest, which relates to state nexus issues. The amount of the unrecognized tax benefits, if recognized, that would affect the effective income tax rates of future periods is $55,000. At December 31, 2022, the Company had Federal net operating loss (NOL) to carry forward of approximately $2,900,000. As of June 30, 2023, the Company estimates remaining Federal NOL carryforwards to be approximately $1,300,000. Federal NOL utilization is limited to 80% of estimated taxable income. The estimated NOL carry forward will be adjusted at year end for actual results. |
Concentrations
Concentrations | 6 Months Ended |
Jun. 30, 2023 | |
Concentrations | |
Concentrations | 7. Concentrations. At June 30, 2023, one customer represented 70% of the Legacy Business’ total accounts receivable. At December 31, 2022, three customers represented 20%, 19% and 11%, respectively, of the Company’s total accounts receivable. |
Legal Proceedings
Legal Proceedings | 6 Months Ended |
Jun. 30, 2023 | |
Legal Proceedings | |
Legal Proceedings | 8. Legal Proceedings. In July 2019, the Company filed suit against News Corporation, News America Marketing FSI L.L.C., and News America Marketing In-Store Services L.L.C. (collectively, “News America”) in the U.S. District Court in Minnesota, alleging violations of federal and state antitrust and tort laws by News America. On July 1, 2022, the Company entered into a $20 million settlement agreement with News America. The agreement memorializes the amicable settlement of the Company’s outstanding lawsuit against News America. The agreement resulted in net proceeds before income tax of $12,000,000 for the Company, which was recorded as a gain on litigation settlement in operations during the three months ended September 30, 2022. |
Subsequent Event
Subsequent Event | 6 Months Ended |
Jun. 30, 2023 | |
Subsequent Event | |
Subsequent Event | 9. Subsequent Event. The Company has evaluated subsequent events through the filing of this Quarterly Report on Form 10-Q and determined that there have been no events that have occurred that would require adjustments to our disclosures in the condensed consolidated financial statements except for the events described in Note 2 related to the sale of the Legacy Business and the incurring of severance and other separation benefits. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2023 | |
Summary of Significant Accounting Policies | |
Cash And Cash Equivalents And Restricted Cash | Cash and Cash Equivalents and Restricted Cash. June 30, December 31, 2023 2022 Cash and cash equivalents $ 11,419,000 $ 14,439,000 Restricted cash 85,000 85,000 Total cash, cash equivalents and restricted cash $ 11,504,000 $ 14,524,000 |
Inventories | Inventories . |
Property And Equipment | Property and Equipment . June 30, December 31, 2023 2022 Property and Equipment: Production tooling, machinery and equipment $ - $ 27,000 Office furniture and fixtures 85,000 95,000 Computer equipment and software 531,000 771,000 Leasehold improvements 19,000 19,000 Construction in-progress 12,000 3,000 647,000 915,000 Accumulated depreciation and amortization (576,000 ) (844,000 ) Net Property and Equipment $ 71,000 $ 71,000 Depreciation expense was approximately $12,000 and $26,000 in the three and six months ended June 30, 2023, respectively, and was $15,000 and $31,000 in the three and six months ended June 30, 2022, respectively. |
Stock-based Compensation | Stock-Based Compensation During the six-month periods ended June 30, 2023 and 2022 no equity awards were issued by the Company. In June 2021, non-employee members of the Board of Directors received restricted stock grants totaling 5,514 shares pursuant to the 2018 Equity Incentive Plan. The shares underlying the awards were assigned a value of $8.16 per share, which was the closing price of the Company’s common stock on the date of grant, for a total grant date value of $45,000. The shares vested on June 1, 2022. The Company estimated the fair value of stock-based awards granted during the three and six months ended June 30, 2023, under the Company’s employee stock purchase plan using the following weighted average assumptions: expected life of 1.0 year, expected volatility of 95.2%, dividend yield of 0% and risk-free interest rate of 4.7%. Total stock-based compensation expense recorded for the three and six months ended June 30, 2023 was $14,000 and $36,000, respectively, and for the three and six months ended June 30, 2022 was $29,000 and $59,000, respectively. |
Net Income (Loss) per Share | Net (Loss) Income per Share . Due to the net loss incurred during the three months ended June 30, 2023 all outstanding stock awards were anti-dilutive for that periods. For the six months ended June 30, 2023 options to purchase approximately 14,000 shares of common stock with a weighted average exercise price of $11.74 were outstanding and were not included in the computation of common stock equivalents for the six months ended June 30, 2023 because their exercise prices were higher than the average fair market value of the common stock during the reporting period. Due to the net loss incurred during the three and six months ended June 30, 2022 all outstanding stock awards were anti-dilutive for those periods. As of June 30, 2022, the Company had 14,086 options and 3,396 restricted units outstanding. Weighted average common shares outstanding for the three and six months ended June 30, 2023 and 2022 were as follows: Three Months Ended Six Months Ended June 30 June 30 2023 2022 2023 2022 Denominator for basic net loss per share - weighted average shares 1,798,000 1,788,000 1,798,000 1,787,000 Effect of dilutive securities: Stock options and restricted stock units — — 4,000 — Denominator for diluted net loss per share - weighted average shares 1,798,000 1,788,000 1,802,000 1,787,000 |
Asset Sale (Tables)
Asset Sale (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Asset Sale | |
Summary of balance sheet adjustments | Historical Discontinued Operations Adjustments Pro Forma Continued Operations ASSETS Current Assets: Cash and cash equivalents $ 11,419,000 $ - $ 11,419,000 Restricted cash 85,000 - 85,000 Accounts receivable, net 7,583,000 - 7,583,000 Inventories 28,000 (28,000 ) - Income tax receivable 90,000 - 90,000 Prepaid production costs 143,000 (143,000 ) - Other prepaid expense 208,000 (19,000 ) 189,000 Current assets held for sale - 190,000 190,000 Total Current Assets 19,556,000 - 19,556,000 Other Assets: Property and equipment, net 71,000 (71,000 ) - Operating lease right-of-use assets 123,000 (123,000 ) - Other, net 10,000 - 10,000 Non-current assets held for sale - 194,000 194,000 Total Assets $ 19,760,000 $ - $ 19,760,000 LIABILITIES AND SHAREHOLDERS' EQUITY Current Liabilities: Accounts payable 1,324,000 (72,000 ) 1,252,000 Accrued liabilities 2,031,000 - 2,031,000 Current portion of operating lease liabilities 16,000 (16,000 ) - Deferred revenue 1,154,000 (1,154,000 ) - Current liabilities held for sale - 1,242,000 1,242,000 Total Current Liabilities 4,525,000 - 4,525,000 Long-Term Liabilities: Accrued income taxes 55,000 - 55,000 Operating lease liabilities 123,000 (123,000 ) - Non-current liabilities held for sale - 123,000 123,000 Total Long-Term Liabilities 178,000 - 178,000 Commitments and Contingencies - - - Shareholders' Equity: Total Shareholders' Equity 15,057,000 - 15,057,000 Total Liabilities and Shareholders' Equity $ 19,760,000 $ - $ 19,760,000 |
Summary of operations adjustments | Historical Discontinued Operations Adjustments Pro Forma Continuing Operations Net services revenues $ 6,211,000 $ (6,211,000 ) $ - Cost of services 4,588,000 (4,588,000 ) - Gross Profit 1,623,000 (1,623,000 ) - Operating Expenses: Selling 361,000 (361,000 ) - Marketing 300,000 (300,000 ) - General and administrative 1,129,000 (572,000 ) 557,000 Total Operating Expenses 1,790,000 (1,233,000 ) 557,000 Operating Income (Loss) (167,000 ) (390,000 ) (557,000 ) Interest income 135,000 - 135,000 Income (Loss) from Operations Before Taxes (32,000 ) (390,000 ) (422,000 ) Income tax expense 4,000 - 4,000 Net Income (Loss) from Continuing Operations $ (426,000 ) Net (Income) Loss from Discontinued Operations $ (390,000 ) Net Income (Loss) $ (36,000 ) Net income (loss) per share, basic and diluted: Continuing operations $ (0.24 ) Discontinued operations $ 0.22 Total $ (0.02 ) Weighted average shares outstanding: Basic and diluted 1,798,000 1,798,000 1,798,000 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Summary of Significant Accounting Policies | |
Schdule of Cash And Cash Equivalents And Restricted Cash | June 30, December 31, 2023 2022 Cash and cash equivalents $ 11,419,000 $ 14,439,000 Restricted cash 85,000 85,000 Total cash, cash equivalents and restricted cash $ 11,504,000 $ 14,524,000 |
Schedule Of Property And Equipment | June 30, December 31, 2023 2022 Property and Equipment: Production tooling, machinery and equipment $ - $ 27,000 Office furniture and fixtures 85,000 95,000 Computer equipment and software 531,000 771,000 Leasehold improvements 19,000 19,000 Construction in-progress 12,000 3,000 647,000 915,000 Accumulated depreciation and amortization (576,000 ) (844,000 ) Net Property and Equipment $ 71,000 $ 71,000 |
Schdule of Weighted Average Common Shares Outstanding | Three Months Ended Six Months Ended June 30 June 30 2023 2022 2023 2022 Denominator for basic net loss per share - weighted average shares 1,798,000 1,788,000 1,798,000 1,787,000 Effect of dilutive securities: Stock options and restricted stock units — — 4,000 — Denominator for diluted net loss per share - weighted average shares 1,798,000 1,788,000 1,802,000 1,787,000 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Revenue Recognition | |
Disaggregation of Revenue | Three months ended June 30 Six months ended June 30 2023 2022 2023 2022 Services Revenues Services Revenues Services Revenues Services Revenues Timing of revenue recognition: Services transferred over time $ 470,000 $ 502,000 $ 733,000 $ 958,000 Services transferred at a point in time 5,741,000 2,752,000 18,309,000 8,444,000 Total $ 6,211,000 $ 3,254,000 $ 19,042,000 $ 9,402,000 |
Schedule Of Deferred revenue | Balance at December 31, 2022 $ 2,427,000 Reclassification of beginning deferred revenue to revenue, as a result of performance obligations satisfied (2,066,000 ) Cash received in advance and not recognized as revenue 793,000 Balance at June 30, 2023 $ 1,154,000 |
Lease (Tables)
Lease (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Leases | |
Cost components of operating leases | Three months ended June 30, 2023 Six months ended June 30, 2023 Corporate Operating Corporate Operating Headquarters Other Leases Headquarters Other Leases Operating lease cost $ 10,000 $ - $ 10,000 $ 21,000 $ 4,000 $ 25,000 Variable lease cost 2,000 - 2,000 6,000 4,000 10,000 Short-term lease cost - 10,000 10,000 - 10,000 10,000 Total $ 12,000 $ 10,000 $ 22,000 $ 27,000 $ 18,000 $ 45,000 Three months ended June 30, 2022 Six months ended June 30, 2022 Corporate Operating Corporate Operating Headquarters Other Leases Headquarters Other Leases Operating lease cost $ 16,000 $ 5,000 $ 21,000 $ 33,000 $ 9,000 $ 42,000 Variable lease cost 10,000 3,000 13,000 20,000 6,000 26,000 Total $ 26,000 $ 8,000 $ 34,000 $ 53,000 $ 15,000 $ 68,000 |
Maturity of Lease Liabilities | 2023 $ - 2024 52,000 2025 53,000 2026 55,000 Total lease payments 160,000 Less: Interest 21,000 Present value of lease liabilities $ 139,000 |
Income Taxes (Tables)
Income Taxes (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Income Taxes | |
Schedule Of Reconciliation of effective federal income tax rate | Six months ended June 30, 2023 2022 Federal statutory rate 21.0 % 21.0 % Stock-based awards 2.2 (0.5 ) State taxes 3.8 3.4 Impact of uncertain tax positions 0.1 (1.9 ) Valuation allowance (24.2 ) (25.0 ) Other (2.5 ) 0.8 Effective federal income tax rate 0.4 % (2.2 )% |
Asset Sale (Details)
Asset Sale (Details) - USD ($) | Jun. 30, 2023 | Mar. 31, 2023 | Dec. 31, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2021 |
Cash and cash equivalents | $ 11,419,000 | $ 14,439,000 | ||||
Restricted cash | 85,000 | 85,000 | ||||
Accounts receivable, net | 7,583,000 | 5,557,000 | ||||
Inventories | 28,000 | 29,000 | ||||
Inventories | (28,000) | (29,000) | ||||
Income tax receivable | 90,000 | 28,000 | ||||
Prepaid production costs | 143,000 | 535,000 | ||||
Prepaid production costs | (143,000) | (535,000) | ||||
Other prepaid expense | 208,000 | 80,000 | ||||
Other prepaid expense | (208,000) | (80,000) | ||||
Current assets held for sale | 0 | |||||
Total Current Assets | 19,556,000 | 20,753,000 | ||||
Property and equipment, net | 71,000 | 71,000 | ||||
Property and equipment, net | (71,000) | (71,000) | ||||
Operating lease right-of-use assets | 123,000 | 144,000 | ||||
Operating lease right-of-use assets | (123,000) | (144,000) | ||||
Other, net | 10,000 | 0 | ||||
Non-Current assets held for sale | 0 | |||||
Total Assets | 19,760,000 | 20,968,000 | ||||
Accounts payable | 1,324,000 | 2,653,000 | ||||
Accounts payable | (1,324,000) | (2,653,000) | ||||
Accrued liabilities | 2,031,000 | |||||
Current portion of operating lease liabilities | 16,000 | 4,000 | ||||
Current portion of operating lease liabilities | (16,000) | (4,000) | ||||
Deferred revenue | 1,154,000 | 2,427,000 | ||||
Deferred revenue | (1,154,000) | (2,427,000) | ||||
Current liabilities held for sale | 0 | |||||
Total Current Liabilities | 4,525,000 | 7,374,000 | ||||
Accrued income taxes | 55,000 | 53,000 | ||||
Operating lease liabilities | (123,000) | (140,000) | ||||
Operating lease liabilities | 123,000 | 140,000 | ||||
Total Long-Term Liabilities | 178,000 | |||||
Total Long-Term Liabilities | 178,000 | 193,000 | ||||
Commitments and Contingencies | 0 | 0 | ||||
Shareholders' Equity: | ||||||
Total Shareholders' Equity | 15,057,000 | $ 15,079,000 | 13,401,000 | $ 2,269,000 | $ 3,313,000 | $ 3,193,000 |
Total Liabilities and Shareholders' Equity | 19,760,000 | $ 20,968,000 | ||||
Discontinued Operations Adjustments [Member] | ||||||
Cash and cash equivalents | 0 | |||||
Restricted cash | 0 | |||||
Accounts receivable, net | 0 | |||||
Inventories | 28,000 | |||||
Inventories | (28,000) | |||||
Income tax receivable | 0 | |||||
Prepaid production costs | 143,000 | |||||
Prepaid production costs | (143,000) | |||||
Other prepaid expense | 19,000 | |||||
Other prepaid expense | (19,000) | |||||
Current assets held for sale | 190,000 | |||||
Total Current Assets | 0 | |||||
Property and equipment, net | 71,000 | |||||
Property and equipment, net | (71,000) | |||||
Operating lease right-of-use assets | 123,000 | |||||
Operating lease right-of-use assets | (123,000) | |||||
Other, net | 0 | |||||
Non-Current assets held for sale | 194,000 | |||||
Total Assets | 0 | |||||
Accounts payable | 72,000 | |||||
Accounts payable | (72,000) | |||||
Accrued liabilities | 0 | |||||
Current portion of operating lease liabilities | 16,000 | |||||
Current portion of operating lease liabilities | (16,000) | |||||
Deferred revenue | 1,154,000 | |||||
Deferred revenue | (1,154,000) | |||||
Current liabilities held for sale | 1,242,000 | |||||
Total Current Liabilities | 0 | |||||
Accrued income taxes | 0 | |||||
Operating lease liabilities | (123,000) | |||||
Operating lease liabilities | 123,000 | |||||
Total Long-Term Liabilities | 0 | |||||
Commitments and Contingencies | 0 | |||||
Shareholders' Equity: | ||||||
Total Shareholders' Equity | 0 | |||||
Total Liabilities and Shareholders' Equity | 0 | |||||
Pro Forma Continuing Operations [Member] | ||||||
Cash and cash equivalents | 11,419,000 | |||||
Restricted cash | 85,000 | |||||
Accounts receivable, net | 7,583,000 | |||||
Inventories | 0 | |||||
Inventories | 0 | |||||
Income tax receivable | 90,000 | |||||
Prepaid production costs | 0 | |||||
Prepaid production costs | 0 | |||||
Other prepaid expense | 189,000 | |||||
Other prepaid expense | (189,000) | |||||
Current assets held for sale | 190,000 | |||||
Total Current Assets | 19,556,000 | |||||
Property and equipment, net | 0 | |||||
Property and equipment, net | 0 | |||||
Operating lease right-of-use assets | 0 | |||||
Operating lease right-of-use assets | 0 | |||||
Other, net | 10,000 | |||||
Non-Current assets held for sale | 194,000 | |||||
Total Assets | 19,760,000 | |||||
Accounts payable | 1,252,000 | |||||
Accounts payable | (1,252,000) | |||||
Accrued liabilities | 2,031,000 | |||||
Current portion of operating lease liabilities | 0 | |||||
Current portion of operating lease liabilities | 0 | |||||
Deferred revenue | 0 | |||||
Deferred revenue | 0 | |||||
Current liabilities held for sale | 1,242,000 | |||||
Total Current Liabilities | 4,525,000 | |||||
Accrued income taxes | 55,000 | |||||
Operating lease liabilities | 0 | |||||
Operating lease liabilities | 0 | |||||
Total Long-Term Liabilities | 178,000 | |||||
Commitments and Contingencies | 0 | |||||
Shareholders' Equity: | ||||||
Total Shareholders' Equity | 15,057,000 | |||||
Total Liabilities and Shareholders' Equity | $ 19,760,000 |
Asset Sale (Details 1)
Asset Sale (Details 1) - USD ($) | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Net services revenues | $ 6,211,000 | $ 3,254,000 | $ 19,042,000 | $ 9,402,000 | ||
Cost of services | 4,588,000 | 2,838,000 | 14,499,000 | 7,706,000 | ||
Cost of services | (4,588,000) | (2,838,000) | (14,499,000) | (7,706,000) | ||
Gross Profit | 1,623,000 | 416,000 | 4,543,000 | 1,696,000 | ||
Selling | 361,000 | 290,000 | 725,000 | 632,000 | ||
Selling | (361,000) | (290,000) | (725,000) | (632,000) | ||
Marketing | 300,000 | 279,000 | 596,000 | 538,000 | ||
Marketing | (300,000) | (279,000) | (596,000) | (538,000) | ||
General and administrative | 1,129,000 | 948,000 | 1,850,000 | 1,554,000 | ||
General and administrative | (1,129,000) | (948,000) | (1,850,000) | (1,554,000) | ||
Total Operating Expenses | 1,790,000 | 1,517,000 | 3,171,000 | 2,724,000 | ||
Operating Income | (167,000) | (1,101,000) | 1,372,000 | (1,028,000) | ||
Interest income | 135,000 | 31,000 | 247,000 | 28,000 | ||
Income (Loss) from Continuing Operations Before Taxes | (32,000) | (1,070,000) | 1,619,000 | (1,000,000) | ||
Income tax expense | 4,000 | 14,000 | 7,000 | 22,000 | ||
Net income (loss) | $ (36,000) | $ 1,648,000 | $ (1,084,000) | $ 62,000 | $ 1,612,000 | $ (1,022,000) |
Continuing operations | $ (0.02) | $ (0.61) | $ 0.90 | $ (0.57) | ||
Discontinued operations | (0.02) | $ (0.61) | $ 0.89 | $ (0.57) | ||
Net income (loss) per share, basic and diluted | $ (0.02) | |||||
Weighted Average Number Of Share Basic and Diluted | 1,798,000 | |||||
Discontinued Operations Adjustments [Member] | ||||||
Net services revenues | $ (6,211,000) | |||||
Cost of services | 4,588,000 | |||||
Cost of services | (4,588,000) | |||||
Gross Profit | (1,623,000) | |||||
Selling | 361,000 | |||||
Selling | (361,000) | |||||
Marketing | 300,000 | |||||
Marketing | (300,000) | |||||
General and administrative | 572,000 | |||||
General and administrative | (572,000) | |||||
Total Operating Expenses | (1,233,000) | |||||
Operating Income | (390,000) | |||||
Interest income | 0 | |||||
Income (Loss) from Continuing Operations Before Taxes | (390,000) | |||||
Income tax expense | 0 | |||||
Income from Discontinued Operations, net of tax | $ (390,000) | |||||
Discontinued operations | $ 0.22 | |||||
Weighted Average Number Of Share Basic and Diluted | 1,798,000 | |||||
Pro Forma Continuing Operations [Member] | ||||||
Net services revenues | $ 0 | |||||
Cost of services | 0 | |||||
Cost of services | 0 | |||||
Gross Profit | 0 | |||||
Selling | 0 | |||||
Selling | 0 | |||||
Marketing | 0 | |||||
Marketing | 0 | |||||
General and administrative | 557,000 | |||||
General and administrative | (557,000) | |||||
Total Operating Expenses | 557,000 | |||||
Operating Income | (557,000) | |||||
Interest income | 135,000 | |||||
Income (Loss) from Continuing Operations Before Taxes | (422,000) | |||||
Income tax expense | 4,000 | |||||
Net Income (Loss) from Continuing Operations | $ (426,000) | |||||
Continuing operations | $ (0.24) | |||||
Weighted Average Number Of Share Basic and Diluted | 1,798,000 |
Asset Sale (Detail Narrative)
Asset Sale (Detail Narrative) - Subsequent Event - USD ($) | 3 Months Ended | |
Aug. 03, 2023 | Sep. 30, 2023 | |
Transaction-related costs | $ 350,000 | |
Description of escrowdedfuture claims for agreement | The Company received significant cash payments between July 1 and August 3, 2023 for unexecuted programs, which the Company will retain, but which will reduce the purchase price. Under the Purchase Agreement, $200,000 was escrowed for a twelve-month period for any future claims, as defined in the Purchase Agreement, by the Buyer against the Company | |
Assets and certain liabilities | $ 3,500,000 | |
Employees bonuses | 164,000 | |
Retention payout | 143,000 | |
Other benefits | $ 1,537,000 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details) - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 |
Summary of Significant Accounting Policies | ||
Cash and cash equivalents | $ 11,419,000 | $ 14,439,000 |
Restricted cash | 85,000 | 85,000 |
Total cash, cash equivalents and retricted cash | $ 11,504,000 | $ 14,524,000 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies (Details 1) - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 |
Gross Property And Equipment | $ 647,000 | $ 915,000 |
Accumulated Depreciation And Amortization | (576,000) | (844,000) |
Net Property And Equipment | 71,000 | 71,000 |
Production tooling, machinery and equipment | ||
Gross Property And Equipment | 0 | 27,000 |
Office Furniture and Fixtures | ||
Gross Property And Equipment | 85,000 | 95,000 |
Computer Equipment and Software | ||
Gross Property And Equipment | 531,000 | 771,000 |
Leasehold improvements | ||
Gross Property And Equipment | 19,000 | 19,000 |
Construction in-Progress | ||
Gross Property And Equipment | $ 12,000 | $ 3,000 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies (Details 2) - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Summary of Significant Accounting Policies | ||||
Denominator for basic net loss per share - weighted average shares | 1,798,000 | 1,788,000 | 1,798,000 | 1,787,000 |
Effect of dilutive securities: stock options, restricted stock and restricted stock units | 0 | 0 | 4,000 | 0 |
Denominator for diluted net loss per share - weighted average shares | 1,798,000 | 1,788,000 | 1,802,000 | 1,787,000 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies (Details Narratives) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Depreciation Expense | $ 12,000 | $ 15,000 | $ 26,000 | $ 31,000 |
Stock-based Compensation Expense | $ 14,000 | $ 29,000 | $ 36,000 | $ 59,000 |
Weighted average exercise price | $ 11.74 | |||
Options to purchase | 14,000 | |||
Expected life | 1 year | |||
Expected volatility | 95.20% | |||
Restricted units outstanding | 3,396 | 3,396 | ||
Property and Equipment writeoff | $ 268,000 | |||
Divdend Rate | 0% | |||
Option to puchase shares of common stock | 14,086 | 14,086 | ||
Risk-free interest rate | 4.70% | |||
2018 Equity Incentive Plan | ||||
Exercise price | $ 8.16 | $ 8.16 | ||
Grant date fair value SharesOfCommon Stock | $ 45,000 | $ 45,000 | ||
Restricted stock grants totaling | $ 5,514 | $ 5,514 |
Revenue Recognition (Details)
Revenue Recognition (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Total Net Sales | $ 6,211,000 | $ 3,254,000 | $ 19,042,000 | $ 9,402,000 |
Services Transferred at Point in Time [Member] | ||||
Total Net Sales | 5,741,000 | 2,752,000 | 18,309,000 | 8,444,000 |
Transferred Over Time [Member] | ||||
Total Net Sales | $ 470,000 | $ 502,000 | $ 733,000 | $ 958,000 |
Revenue Recognition (Details 1)
Revenue Recognition (Details 1) | 6 Months Ended |
Jun. 30, 2023 USD ($) | |
Revenue Recognition | |
Deferred Revenue, Beginning | $ 2,427,000 |
Reclassification Of Beginning Deferred Revenue To Revenue, As A Result Of Performance Obligations Satisfied | 2,066,000 |
Cash Received In Advance And Not Recognized As Revenue | 793,000 |
Deferred Revenue, ending | $ 1,154,000 |
Leases (Details)
Leases (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Corporate Headquarters | ||||
Operating Lease Cost | $ 10,000 | $ 16,000 | $ 21,000 | $ 33,000 |
Variable Lease Cost | 2,000 | 10,000 | 6,000 | 20,000 |
Short-term lease cost | 0 | 0 | ||
Total | 12,000 | 26,000 | 27,000 | 53,000 |
Other | ||||
Operating Lease Cost | 0 | 5,000 | 4,000 | 9,000 |
Variable Lease Cost | 0 | 3,000 | 4,000 | 6,000 |
Short-term lease cost | 10,000 | 10,000 | ||
Total | 10,000 | 8,000 | 18,000 | 15,000 |
Operating Leases | ||||
Operating Lease Cost | 10,000 | 21,000 | 25,000 | 42,000 |
Variable Lease Cost | 2,000 | 13,000 | 10,000 | 26,000 |
Short-term lease cost | 10,000 | 10,000 | ||
Total | $ 22,000 | $ 34,000 | $ 45,000 | $ 68,000 |
Leases (Details 1)
Leases (Details 1) | Jun. 30, 2023 USD ($) |
Leases | |
2023 | $ 0 |
2024 | 52,000 |
2025 | 53,000 |
2026 | 55,000 |
Total lease payments | 160,000 |
Less: interest | 21,000 |
Present value of lease liabilities | $ 139,000 |
Leases (Details Narrative)
Leases (Details Narrative) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Restricted cash | $ 85,000 | $ 85,000 | ||
Incremental borrowing rate | 7% | 7% | ||
Cash outflow for operating leases | $ 0 | $ 20,000 | $ 10,000 | $ 41,000 |
Corporate Headquarters | ||||
Remaining lease term | 3 years 6 months |
Income Taxes (Details)
Income Taxes (Details) | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Income Taxes | ||
Federal statutory rate | 21% | 21% |
Stock based awards | 2.20% | (0.50%) |
State taxes | 3.80% | 3.40% |
Impact of uncertain tax positions | 0.10% | (1.90%) |
Valuation allowance | (24.20%) | (25.00%) |
Other | (2.50%) | 0.80% |
Effective federal income tax rate | 0.40% | (2.20%) |
Income Taxes (Details Narrative
Income Taxes (Details Narrative) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Income Taxes | |||||
Income Tax Benefit (expense) | $ 4,000 | $ 14,000 | $ 7,000 | $ 22,000 | |
Income Tax Rate, Percentage | 12.50% | 1.30% | 0.40% | 2.20% | |
Unrecognized Tax Benefits | $ 55,000 | $ 55,000 | $ 53,000 | ||
Unrecognized Tax Benefits Effective Income Tax Rates Of Future Periods | 55,000 | ||||
Net operating loss to carry forward | $ 1,300,000 | $ 1,300,000 | $ 2,900,000 | ||
Federal statutory rate | 21% | 21% |
Concentrations (Details Narrati
Concentrations (Details Narrative) | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Sales Revenue, Net | Customer One | |||
Customer's percentage of net sales | 27% | 22% | |
Sales Revenue, Net | Customer Three | |||
Customer's percentage of net sales | 18% | 15% | |
Sales Revenue, Net | Customer Two | |||
Customer's percentage of net sales | 10% | ||
Accounts Receivable | Customer One | |||
Customer's percentage of net sales | 70% | 20% | |
Accounts Receivable | Customer Three | |||
Customer's percentage of net sales | 11% | ||
Accounts Receivable | Customer Two | |||
Customer's percentage of net sales | 19% |
Legal Proceedings (Details Narr
Legal Proceedings (Details Narrative) - Settlement agreement - USD ($) | 3 Months Ended | |
Sep. 30, 2022 | Jul. 01, 2022 | |
Agreement amount | $ 20,000,000 | |
Net proceeds before income tax | $ 12,000,000 |