Wireless Telecom (WTT) 10-Q 14 Nov 22 2022 Q3 Quarterly report Financial data

Cover

Cover - shares	9 Months Ended
	Sep. 30, 2022	Nov. 07, 2022
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Sep. 30, 2022
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2022
Current Fiscal Year End Date	--12-31
Entity File Number	1-11916
Entity Registrant Name	WIRELESS TELECOM GROUP, INC.
Entity Central Index Key	0000878828
Entity Tax Identification Number	22-2582295
Entity Incorporation, State or Country Code	NJ
Entity Address, Address Line One	25 Eastmans Road
Entity Address, City or Town	Parsippany
Entity Address, State or Province	NJ
Entity Address, Postal Zip Code	07054
City Area Code	(973)
Local Phone Number	386-9696
Title of 12(b) Security	Common Stock
Trading Symbol	WTT
Security Exchange Name	NYSEAMER
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		21,556,751

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
CURRENT ASSETS
Cash & cash equivalents	$ 10,726	$ 4,472
Accounts receivable - net of reserves of $183 and $196, respectively	4,329	2,407
Inventories - net of reserves of $686 and $681, respectively	5,685	5,088
Prepaid expenses and other current assets	2,196	1,689
Current assets of discontinued operations		6,869
TOTAL CURRENT ASSETS	22,936	20,525
PROPERTY PLANT AND EQUIPMENT - NET	1,162	1,110
OTHER ASSETS
Goodwill	9,405	10,108
Acquired intangible assets, net	3,070	3,661
Deferred income taxes	2,412	5,580
Right of use assets	724	1,146
Other assets	253	284
Non current assets of discontinued operations		1,937
TOTAL OTHER ASSETS	15,864	22,716
TOTAL ASSETS	39,962	44,351
CURRENT LIABILITIES
Short term debt		126
Accounts payable	1,527	1,481
Short term leases	369	585
Accrued expenses and other current liabilities	4,307	6,676
Deferred revenue	92	408
Current liabilities of discontinued operations		1,965
TOTAL CURRENT LIABILITIES	6,295	11,241
LONG TERM LIABILITIES
Long term debt		3,595
Long term leases	397	615
Other long term liabilities	30	52
Deferred tax liability	189	228
TOTAL LONG TERM LIABILITIES	616	4,490
COMMITMENTS AND CONTINGENCIES
SHAREHOLDERS’ EQUITY
Preferred stock, $.01 par value, 2,000,000 shares authorized, none issued
Common stock, $.01 par value, 75,000,000 shares authorized 36,535,636 and 35,915,636 shares issued, 21,570,439 and 22,666,072 shares outstanding	366	359
Additional paid in capital	52,635	51,555
Retained earnings	7,210	554
Treasury stock at cost, 14,965,197 and 13,249,564 shares	(27,170)	(24,619)
Accumulated other comprehensive income	10	771
TOTAL SHAREHOLDERS’ EQUITY	33,051	28,620
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY	$ 39,962	$ 44,351

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Statement of Financial Position [Abstract]
Accounts receivable, reserves	$ 183	$ 196
Inventories, reserves	$ 686	$ 681
Preferred stock, par value	$ 0.01	$ 0.01
Preferred stock, shares authorized	2,000,000	2,000,000
Preferred stock, shares issued	0	0
Common stock, par value	$ 0.01	$ 0.01
Common stock, shares authorized	75,000,000	75,000,000
Common stock, shares issued	36,535,636	35,915,636
Common stock, shares outstanding	21,570,439	22,666,072
Treasury stock, shares	14,965,197	13,249,564

Consolidated Statements of Oper

Consolidated Statements of Operations and Comprehensive Income/(Loss) (Unaudited) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Income Statement [Abstract]
Net revenues	$ 5,330	$ 7,376	$ 18,994	$ 23,348
Cost of revenues	2,672	3,334	8,566	10,074
Gross profit	2,658	4,042	10,428	13,274
Operating expenses
Research and development	1,068	1,210	3,352	3,610
Sales and marketing	1,100	1,201	3,620	3,540
General and administrative	3,071	2,741	9,169	8,379
Loss on change in contingent consideration		1,000		1,000
Total operating expenses	5,239	6,152	16,141	16,529
Operating loss	(2,581)	(2,110)	(5,713)	(3,255)
Gain/(loss) on extinguishment of debt			(792)	2,045
Other income/(expense)	(46)	20	87	29
Interest income/(expense)	18	(365)	(159)	(947)
Income/(loss) before taxes	(2,609)	(2,455)	(6,577)	(2,128)
Tax benefit	(341)	(1,255)	(1,540)	(1,390)
Net income/(loss) from continuing operations	(2,268)	(1,200)	(5,037)	(738)
Net income from discontinued operations, net of taxes	87	1,013	11,695	1,854
Net income/(loss)	(2,181)	(187)	6,658	1,116
Other comprehensive income/(loss):
Foreign currency translation adjustments	(244)	(152)	(761)	(64)
Comprehensive income/(loss)	$ (2,425)	$ (339)	$ 5,897	$ 1,052
Income/(loss) per share from continuing operations:
Basic	$ (0.11)	$ (0.05)	$ (0.23)	$ (0.03)
Diluted	(0.11)	(0.05)	(0.23)	(0.03)
Income per share from discontinued operations:
Basic	0	0.05	0.53	0.08
Diluted	0	0.05	0.53	0.08
Income/(loss) per share:
Basic	(0.10)	0	0.30	0.05
Diluted	$ (0.10)	$ 0	$ 0.30	$ 0.05
Weighted average shares outstanding:
Basic	21,133,536	22,233,876	21,885,805	21,899,799
Diluted	21,134,000	22,234,000	21,886,000	21,900,000

Consolidated Statements of Cash

Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021
CASH FLOWS PROVIDED/(USED) BY OPERATING ACTIVITIES
Net income	$ 6,658	$ 1,116
Adjustments to reconcile net loss to net cash provided/(used) by operating activities:
Depreciation and amortization	1,081	1,604
Extinguishment of PPP loan		(2,045)
Loss on extinguishment of term debt	792
Gain on sale of Microlab	(16,490)
Amortization of debt issuance fees	55	217
Share-based compensation expense	950	302
Deferred rent	(22)	(22)
Deferred income taxes	3,169	(387)
Provision for doubtful accounts	(13)	72
Inventory reserves	35	115
Changes in assets and liabilities, net of divestiture:
Accounts receivable	(2,052)	(1,998)
Inventories	(960)	(993)
Prepaid expenses and other assets	(88)	459
`Accounts payable	506	728
Deferred revenue	(285)	(225)
Accrued expenses and other liabilities	(1,034)	1,592
Net cash provided/(used) by operating activities	(7,698)	535
CASH FLOWS PROVIDED/(USED) BY INVESTING ACTIVITIES
Capital expenditures	(582)	(417)
Deferred purchase price payment	(250)	(200)
Divestiture of Microlab, net	22,969
Net cash provided/(used) by investing activities	22,137	(617)
CASH FLOWS USED BY FINANCING ACTIVITIES
Revolver borrowings/(repayments), net		45
Term loan borrowings		345
Term loan repayments	(4,422)	(4,191)
Acquisition of treasury stock	(2,525)
Payment of contingent consideration	(1,097)	(460)
Proceeds from exercise of stock options	137	209
Shares withheld for employee taxes	(26)	(44)
ATM share sold		565
Net cash used by financing activities	(7,933)	(3,531)
Effect of Exchange Rate Changes on Cash and Cash Equivalents	(252)	(14)
NET INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS	6,254	(3,627)
Cash and Cash Equivalents, at Beginning of Period	4,472	4,910
CASH AND CASH EQUIVALENTS, AT END OF PERIOD	10,726	1,283
SUPPLEMENTAL INFORMATION:
Cash paid during the period for interest	122	698
Cash paid during the period for income taxes	$ 957	$ 150

Consolidated Statement of Share

Consolidated Statement of Shareholders' Equity (Unaudited) - USD ($) $ in Thousands	Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Treasury Stock [Member]	AOCI Attributable to Parent [Member]	Total
Balance at Dec. 31, 2020	$ 349	$ 50,163	$ (946)	$ (24,556)	$ 841	$ 25,851
Balance, shares at Dec. 31, 2020	34,888,904
Net income/(loss)			(233)			(233)
Shares withheld for employee taxes				(17)		(17)
Share-based compensation expense		114				114
Cumulative translation adjustment					75	75
Balance at Mar. 31, 2021	$ 349	50,277	(1,179)	(24,573)	916	25,790
Balance, shares at Mar. 31, 2021	34,888,904
Balance at Dec. 31, 2020	$ 349	50,163	(946)	(24,556)	841	25,851
Balance, shares at Dec. 31, 2020	34,888,904
Net income/(loss)						1,116
Shares withheld for employee taxes						44
Balance at Sep. 30, 2021	$ 355	51,305	171	(24,600)	776	28,007
Balance, shares at Sep. 30, 2021	35,550,342
Balance at Mar. 31, 2021	$ 349	50,277	(1,179)	(24,573)	916	25,790
Balance, shares at Mar. 31, 2021	34,888,904
Net income/(loss)			1,537			1,537
Share-based compensation expense		89				89
Cumulative translation adjustment					12	12
Issuance of restricted stock	$ 2	(2)
Issuance of restricted stock, shares	223,517
Balance at Jun. 30, 2021	$ 351	50,364	358	(24,573)	928	27,428
Balance, shares at Jun. 30, 2021	35,112,421
Net income/(loss)			(187)			(187)
Shares withheld for employee taxes				(27)		(27)
Share-based compensation expense		98				98
Cumulative translation adjustment					(152)	(152)
Issuance of shares in connection with stock options exercised	$ 1	208				209
Issuance of shares in connection with stock options exercised, shares	140,000
Issuance of shares in connection with Holzworth acquisition		73				73
Issuance of shares in connection with Holzworth acquisition, shares	33,220
ATM shares sold	$ 3	562				565
ATM shares sold, shares	264,701
Balance at Sep. 30, 2021	$ 355	51,305	171	(24,600)	776	28,007
Balance, shares at Sep. 30, 2021	35,550,342
Balance at Dec. 31, 2021	$ 359	51,555	554	(24,619)	771	28,620
Balance, shares at Dec. 31, 2021	35,915,636
Net income/(loss)			10,197			10,197
Shares withheld for employee taxes				(19)		(19)
Share-based compensation expense		330				330
Cumulative translation adjustment					(137)	(137)
Issuance of restricted stock	$ 3	(3)
Issuance of restricted stock, shares	300,000
Issuance of shares in connection with stock options exercised		24				24
Issuance of shares in connection with stock options exercised, shares	15,000
Balance at Mar. 31, 2022	$ 362	51,906	10,751	(24,638)	634	39,015
Balance, shares at Mar. 31, 2022	36,230,636
Balance at Dec. 31, 2021	$ 359	51,555	554	(24,619)	771	28,620
Balance, shares at Dec. 31, 2021	35,915,636
Net income/(loss)						6,658
Shares withheld for employee taxes						26
Balance at Sep. 30, 2022	$ 366	52,635	7,210	(27,170)	10	33,051
Balance, shares at Sep. 30, 2022	36,535,636
Balance at Mar. 31, 2022	$ 362	51,906	10,751	(24,638)	634	39,015
Balance, shares at Mar. 31, 2022	36,230,636
Net income/(loss)			(1,360)			(1,360)
Share-based compensation expense		320				320
Cumulative translation adjustment					(380)	(380)
Issuance of restricted stock
Issuance of restricted stock, shares	20,000
Share Repurchase				(2,525)		(2,525)
Balance at Jun. 30, 2022	$ 362	52,226	9,391	(27,163)	254	35,070
Balance, shares at Jun. 30, 2022	36,250,636
Net income/(loss)			(2,181)			(2,181)
Shares withheld for employee taxes				(7)		(7)
Share-based compensation expense		300				300
Cumulative translation adjustment					(244)	(244)
Issuance of restricted stock	$ 2	(2)
Issuance of restricted stock, shares	200,000
Issuance of shares in connection with stock options exercised	$ 2	111				113
Issuance of shares in connection with stock options exercised, shares	85,000
Balance at Sep. 30, 2022	$ 366	$ 52,635	$ 7,210	$ (27,170)	$ 10	$ 33,051
Balance, shares at Sep. 30, 2022	36,535,636

Summary of Significant Accounti

Summary of Significant Accounting Principles and Policies	9 Months Ended
	Sep. 30, 2022
Accounting Policies [Abstract]
Summary of Significant Accounting Principles and Policies	NOTE 1 - Summary of Significant Accounting Principles and Policies Basis of Presentation and Preparation Wireless Telecom Group, Inc., a New Jersey corporation, together with its subsidiaries (“we”, “us”, “our” or the “Company”), specializes in the design and manufacture of advanced radio frequency and microwave devices which enable the development, testing and deployment of wireless technology. The Company provides unique, highly customized and configured solutions which drive innovation across a wide range of traditional and emerging wireless technologies. The consolidated financial statements for the twelve months ended December 31, 2021 included the accounts of Wireless Telecom Group, Inc., doing business as, and operating under the trade name Noise Com, Inc., and its wholly owned subsidiaries including Boonton Electronics Corporation, Microlab/FXR, Wireless Telecommunications Ltd., CommAgility Limited and Holzworth Instrumentation, Inc. Noise Com, Inc., Boonton Electronics Corporation, Microlab/FXR, CommAgility Limited Ltd., and Holzworth Instrumentation, Inc. are hereinafter referred to as “Noisecom”, “Boonton”, “Microlab”, “CommAgility” and “Holzworth”, respectively. As more fully described in Note 3, on March 1, 2022, the Company completed the sale of Microlab to RF Industries, Ltd. In accordance with applicable accounting guidance, the results of Microlab are presented as discontinued operations in the Consolidated Statements of Operations and Comprehensive Income/(Loss) and, as such, have been excluded from continuing operations. Further, the Company reclassified the assets and liabilities of Microlab as assets and liabilities of discontinued operations in the Consolidated Balance Sheet as of December 31, 2021. The Consolidated Statements of Cash Flows are presented on a consolidated basis for both continuing operations and discontinued operations. Our consolidated financial statements from continuing operations include the accounts of Noisecom, Boonton, Holzworth, and CommAgility and have been prepared using accounting principles generally accepted in the United States (“U.S. GAAP”). All intercompany transactions and balances have been eliminated in consolidation. It is suggested that these interim consolidated financial statements be read in conjunction with the audited consolidated financial statements, and the notes thereto, included in the Company’s latest annual report (Form 10-K). The Company’s fiscal periods are based on the calendar year. Except as otherwise specified, references to “third quarter(s)” or “three months” indicate the Company’s fiscal periods ended September 30, 2022 and September 30, 2021, and references to “year-end” indicate the fiscal year ended December 31, 2021. Consolidated Financial Statements In the opinion of management, the accompanying consolidated financial statements referred to above contain all necessary adjustments, consisting of normal accruals and recurring entries, which are necessary to fairly present the Company’s results for the interim periods being presented. The accounting policies followed by the Company are set forth in Note 1 to the Company’s consolidated financial statements included in its annual report on Form 10-K for the year ended December 31, 2021. Specific reference is made to that report since certain information and footnote disclosures normally included in financial statements in accordance with US GAAP have been reduced for interim periods in accordance with SEC rules. The results of operations for the three and nine months ended September 30, 2022 are not necessarily indicative of the results to be expected for the full year ending December 31, 2022. Critical Accounting Estimates The preparation of our consolidated financial statements requires the Company to make estimates and judgments that affect the reported amount of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and the reported amount of revenues and expenses for each period. We base our assumptions, judgements and estimates on historical experience and various other factors that we believe to be reasonable under the circumstances. At least quarterly, we evaluate our assumptions, judgments and estimates, and make changes as deemed necessary. The COVID-19 pandemic, the conflict between Russia and Ukraine and the impact of global inflation and supply chain disruption have negatively impacted regional and global economies and created significant volatility and disruption of financial markets. Although these disruptions did not impact our estimates and judgements as of the date of this report, it is reasonably possible that our accounting estimates and judgements may change as new events occur and additional information becomes available or is obtained. Furthermore, actual results could differ materially from our estimates as of the date of issuance of this Quarterly Report on Form 10-Q under different assumptions or conditions. For further information about our critical accounting estimates, see the discussion in Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” under the heading “Critical Accounting Policies” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2021. Concentration Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents and trade accounts receivable. Credit evaluations are performed on customers requiring credit over a certain amount. Credit risk is mitigated to a lesser extent through collateral such as letters of credit, bank guarantees or payment terms like cash in advance. One customer accounted for 16.6% 10.5% 10.8% 15.9% 10.4% Two customers accounted for 23.6% 10.7% Fair Value of Financial Instruments Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the reporting date. The accounting guidance establishes a three-tiered hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value: Level 1 - Quoted prices in active markets for identical assets or liabilities. Level 2 - Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 - Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The categorization of a financial instrument within the valuation hierarchy is based on the lowest level of input that is significant to the fair value measurement. The carrying amounts of the Company’s financial instruments, including cash, accounts receivable, accounts payable and accrued liabilities, approximate fair value due to their relatively short maturities. Contingent Consideration Under the terms of the Holzworth Share Purchase Agreement, the Company was required to pay additional purchase price in the form of an earnout based on Holzworth’s financial results for the years ended December 31, 2020 and 2021. As of September 30, 2022, the amount due for the Holzworth earnout was $ 1.8 Segments The Company evaluates its financial reporting in accordance with ASC 280 Segment Reporting.

Accounting Pronouncements

Accounting Pronouncements	9 Months Ended
	Sep. 30, 2022
Accounting Changes and Error Corrections [Abstract]
Accounting Pronouncements	NOTE 2 – Accounting Pronouncements Recently Adopted Accounting Standards There have been no changes to our significant accounting policies as described in the 2021 Form 10-K that had a material impact on our consolidated financial statements and related notes. Recent Accounting Pronouncements Not Yet Adopted In June 2016, the FASB issued ASU 2016-13, Financial Instruments – Credit Losses (Topic 326)

Discontinued Operations

Discontinued Operations	9 Months Ended
	Sep. 30, 2022
Discontinued Operations and Disposal Groups [Abstract]
Discontinued Operations	NOTE 3 – Discontinued Operations On March 1, 2022, the Company completed the sale of Microlab to RF Industries, Ltd (the “Transaction”). At closing, the Company received approximately $ 22.8 150,000 100,000 4.1 600,000 486,000 The Company terminated its Term Loan Facility with Muzinich BDC and Credit Facility with Bank of America N.A. as of the Transaction close date (see Note 4 below). Additionally, concurrent with the closing, the Company entered into a sublease with RF Industries, Ltd for approximately one-half of the square footage of our corporate headquarters in Parsippany, NJ (see Note 5 below). The Transaction was treated as a sale of the assets and liabilities of Microlab to RF Industries, Ltd. for U.S. federal and applicable state income tax purposes. The Company has approximately $ 14.9 41.2 50% In accordance with Accounting Standards Codification (“ASC”) 205-20 Discontinued Operations The following table summarizes the significant items included in income from discontinued operations, net of tax in the Consolidated Statement of Operations for the three and nine months ended September 30, 2022 and 2021 (in thousands): Schedule of Discontinued Operation, Net of Tax September 30, 2022 September 30, 2021 September 30, 2022 September 30, 2021 Three months ended Nine months ended September 30, 2022 September 30, 2021 September 30, 2022 September 30, 2021 Net revenues $ - $ 5,447 $ 2,477 $ 12,820 Cost of revenues - 2,950 1,626 7,475 Gross profit - 2,497 851 5,345 Operating expenses - 938 693 2,486 Gain on divestiture, net of expenses 87 - 16,490 - Income from Discontinued Operations before income taxes 87 1,559 16,648 2,859 Income tax expense - 546 4,953 1,005 Income from Discontinued Operations, net of income taxes $ 87 $ 1,013 $ 11,695 $ 1,854 The following table summarizes the carrying value of the significant classes of assets and liabilities classified as discontinued operations as of December 31, 2021: Schedule of Assets and Liabilities Current Assets Accounts receivable, net $ 2,883 Inventories, net 3,986 Total current assets 6,869 Property, plant and equipment, net 421 Goodwill 1,351 Other non current assets 165 Total non current assets 1,937 Total assets $ 8,806 Current liabilities Accounts payable $ 783 Accrued expenses and other current liabilities 1,182 Total current liabilities $ 1,965 The cash flows related to discontinued operations have not been segregated and are included in the consolidated statements of cash flows for all periods presented. Microlab depreciation expense for the nine months ended September 30, 2021 and included in the consolidated statement of cash flow was $ 186,000 38,000 88,000

Debt

Debt	9 Months Ended
	Sep. 30, 2022
Debt Disclosure [Abstract]
Debt	NOTE 4 – Debt Termination of Muzinich Term Loan Facility and Bank of America N.A. Credit Facility On March 1, 2022, the Company repaid in full and terminated that certain Credit Agreement dated February 7, 2020, among the Company, its subsidiaries and Muzinich BDC, Inc., as amended on May 4, 2020, February 25, 2021, May 27, 2021, and September 28, 2021 (the “Term Loan Facility”). The Company repaid the outstanding principal balance of $ 4.1 600,000 The Company accounted for the termination of the Term Loan Facility and Credit Facility as an extinguishment of debt in accordance with ASC 470 Debt. 792,000 CIBLS Loan On May 27, 2021, CommAgility entered into the Coronavirus Business Interruption Loan Agreement (“CIBLS Loan”) with Lloyds Bank PLC (“Lloyds”). Under the terms of the CIBLS Loan CommAgility can draw up to a maximum of £250,000 for purposes of supporting daily business cash flow. The CIBLS Loan is repayable in 48 consecutive equal monthly installments beginning in month 13 after the initial loan drawdown (12 month principal repayment holiday). Interest is payable monthly at the official bank rate of the Bank of England plus an interest margin of 2.35% On July 1, 2021, CommAgility executed a draw down of the maximum amount of £ 250,000 As of September 30, 2022, the Company has no outstanding debt obligations.

Leases

Leases	9 Months Ended
	Sep. 30, 2022
Leases
Leases	NOTE 5 – Leases The Company’s lease agreements consist of building leases for its operating locations and office equipment leases for printers and copiers with lease terms that range from less than 12 months 8 years All of the Company’s leases are operating leases and are presented as right of use lease asset, short term lease liability and long term lease liability on the consolidated balance sheets as of June 30, 2022 and December 31, 2021. These assets and liabilities are recognized at the commencement date based on the present value of remaining lease payments over the lease term using the Company’s incremental borrowing rate. Short-term leases, which have an initial term of 12 months or less, are not recorded on the balance sheet. Lease expense is recognized on a straight-line basis over the lease term and is included in cost of revenues and general and administrative expenses on the Consolidated Statement of Operations and Comprehensive Income/(Loss). An initial right-of-use asset of $ 1.9 789,000 160,000 476,000 155,000 463,000 Operating lease costs for the three and nine months ended September 30, 2022, were $ 299,000 787,000 250,000 801,000 The following table presents information about the amount and timing of cash flows arising from the Company’s leases as of September 30, 2022: Schedule of Maturity of Operating Lease Liabilities (in thousands) September 30, Maturity of Lease Liabilities Remainder of 2022 $ 161 2023 276 2024 158 2025 163 2026 69 Total undiscounted operating lease payments 827 Less: imputed interest (61 ) Present value of operating lease liabilities $ 766 Balance sheet classification Current lease liabilities $ 369 Long-term lease liabilities 397 Total operating lease liabilities $ 766 Other information Weighted-average remaining term (months) for operating leases 33 Weighted-average discount rate for operating leases 5.88 % On March 1, 2022, the Company entered into a sublease for approximately one-half of the corporate headquarters in Parsippany N.J. with RF Industries, Ltd. The sublease co-terminates with the master lease on March 31, 2023. The Company evaluated the sublease in accordance with ASC 842 Leases

Revenue

Revenue	9 Months Ended
	Sep. 30, 2022
Revenue from Contract with Customer [Abstract]
Revenue	NOTE 6 – Revenue Revenue is recognized upon transfer of control of promised products or services to customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for promised goods or services. The Company’s performance obligations are satisfied either over time or at a point in time. Revenue from performance obligations that transferred at a point in time accounted for approximately 94% 96% 6% 4% 92% 97% 8% 3% Nature of Products and Services Hardware The Company generally has one performance obligation in its arrangements involving the sales of digital signal processing hardware, power meters, analyzers, noise/signal generators, phase noise analyzers and other components. When the terms of a contract include the transfer of multiple products, each distinct product is identified as a separate performance obligation. Generally, satisfaction occurs when control of the promised goods is transferred to the customer in exchange for consideration in an amount for which we expect to be entitled. Generally, control is transferred when legal title of the asset moves from the Company to the customer. We sell our products to a customer based on a purchase order, and the shipping terms per each individual order are primarily used to satisfy the single performance obligation. However, in order to determine when control has transferred to the customer, the Company also considers: ● when the Company has a present right to payment for the asset; ● when the Company has transferred physical possession of the asset to the customer; ● when the customer has the significant risks and rewards of ownership of the asset; and ● when the customer has accepted the asset. Software Arrangements involving licenses of software in the CommAgility brand may involve multiple performance obligations, most notably subsequent releases of the software. The Company has concluded that each software release in a multiple deliverable arrangement involving CommAgility software licenses is a distinct performance obligation and, accordingly, transaction price is allocated to each release when the customer obtains control of the software. Performance obligations that are not distinct at contract inception are combined. Specifically, with the Company’s sales of software, contracts that include customization may result in the combination of the customization services with the license as one distinct performance obligation and recognized over time. The duration of these performance obligations are typically one year or less. Services Arrangements involving calibration and repair services of the Company’s products are generally considered a single performance obligation and are recognized as the services are rendered. Shipping and Handling Shipping and handling activities performed after the customer obtains control are accounted for as fulfillment activities and recognized as cost of revenues. Significant Judgments For the Company’s more complex software and services arrangements, significant judgment is required in determining whether licenses and services are distinct performance obligations that should be accounted for separately or are not distinct and thus accounted for together. Further, in cases where we determine that performance obligations should be accounted for separately, judgment is required to determine the standalone selling price for each distinct performance obligation. Contract Balances The timing of revenue recognition may differ from the timing of invoicing to customers and these timing differences result in contract assets (unbilled revenue) or contract liabilities (deferred revenue) on the Company’s Consolidated Balance Sheet. The Company records unbilled revenue when revenue is recognized prior to invoicing, or deferred revenue when revenue is recognized subsequent to invoicing. Unbilled revenue was $ 100,000 292,000 92,000 408,000 Disaggregated Revenue We disaggregate our revenue from contracts with customers by product family and geographic location as we believe it best depicts how the nature, timing and uncertainty of our revenue and cash flows are affected by economic factors. See details in the tables below (in thousands). Schedule of Disaggregated Revenue Three Months Ended September 30, 2022 Nine Months Ended September 30, 2022 Test and Radio, Baseband, Software Consolidated Test and Radio, Baseband, Software Consolidated Total net revenues by revenue type Signal generators and components $ 2,428 $ - $ 2,428 $ 9,475 $ - $ 9,475 Signal analyzers and power meters 1,232 - 1,232 4,738 - 4,738 Signal processing hardware - 885 885 - 1,446 1,446 Software licenses - 66 66 - 481 481 Services 420 299 719 1,415 1,439 2,854 Total net revenue $ 4,080 $ 1,250 $ 5,330 $ 15,628 $ 3,366 $ 18,994 Total net revenues by geographic areas Americas $ 2,925 $ 332 $ 3,257 $ 11,012 $ 1,822 $ 12,834 EMEA 452 899 1,351 1,952 1,370 3,322 APAC 703 19 722 2,664 174 2,838 Total net revenue $ 4,080 $ 1,250 $ 5,330 $ 15,628 $ 3,366 $ 18,994 Three Months Ended September 30, 2021 Nine Months Ended September 30, 2021 Test and Radio, Baseband, Software Consolidated Test and Radio, Baseband, Software Consolidated Total net revenues by revenue type Signal generators and components $ 3,485 $ - $ 3,485 $ 10,002 $ - $ 10,002 Signal analyzers and power meters 1,996 - 1,996 5,392 - 5,392 Signal processing hardware - 813 813 - 3,826 3,826 Software licenses - 178 178 - 1,508 1,508 Services 450 454 904 1,385 1,235 2,620 Total net revenue $ 5,931 $ 1,445 $ 7,376 $ 16,779 $ 6,569 $ 23,348 Total net revenues by geographic areas Americas $ 4,219 $ 488 $ 4,707 $ 11,988 $ 2,640 $ 14,628 EMEA 517 808 1,325 2,015 3,741 5,756 APAC 1,195 149 1,344 2,776 188 2,964 Total net revenue $ 5,931 $ 1,445 $ 7,376 $ 16,779 $ 6,569 $ 23,348

Income Taxes

Income Taxes	9 Months Ended
	Sep. 30, 2022
Income Tax Disclosure [Abstract]
Income Taxes	NOTE 7 – Income Taxes The Company records deferred taxes in accordance with ASC 740, Accounting for Income Taxes Realization of the Company’s deferred tax assets is dependent upon the Company generating sufficient taxable income in the appropriate tax jurisdictions in future years to obtain benefit from the reversal of net deductible temporary differences and from utilization of net operating losses. The Company’s major tax jurisdictions are New Jersey, Colorado, California and the United Kingdom (“U.K.”). The amount of deferred tax assets considered realizable is subject to adjustment in future periods if estimates of future taxable income are changed. As of September 30, 2022, the Company’s net deferred tax asset of $ 2.4 2.8 3.2 In accordance with Accounting Standards Update (“ASU”) 2019-12 the Company recorded a tax benefit from continuing operations of $ 341,000 1.5 5.0 1.3 1.4 500,000 1.0

Earnings (Loss) Per Share

Earnings (Loss) Per Share	9 Months Ended
	Sep. 30, 2022
Income/(loss) per share:
Earnings (Loss) Per Share	NOTE 8 – Earnings (Loss) Per Share Basic earnings (loss) per share is calculated by dividing net income (loss) available to common shareholders by the weighted-average number of shares of common stock outstanding during the period. Diluted earnings (loss) per share is calculated by dividing net income (loss) available to common shareholders by the weighted-average number of common shares outstanding for the period and, when dilutive, potential shares from stock options using the treasury stock method, the weighted average number of unvested restricted shares, the weighted-average number of restricted stock units, the number of shares issuable under the terms of the Holzworth earnout and the weighted average number of warrants to purchase common stock outstanding for the period. Shares from stock options are included in the diluted earnings per share calculation only when options exercise prices are lower than the average market value of the common shares for the period presented. In periods with a net loss, the basic loss per share equals the diluted loss per share as all common stock equivalents are excluded from the per share calculation because they are anti-dilutive. In accordance with ASC 260, “Earnings Per Share”, the following table reconciles basic shares outstanding to fully diluted shares outstanding. Schedule of Weighted Average Common Shares Outstanding 2022 2021 2022 2021 For the Three Months For the Nine Months Ended September 30, Ended September 30, 2022 2021 2022 2021 Weighted average common shares outstanding 21,133,536 22,233,876 21,885,805 21,899,799 Potentially dilutive equity awards 1,583,915 2,449,930 2,020,993 2,319,127 Weighted average common shares outstanding, assuming dilution 22,717,451 24,683,806 23,906,798 24,218,926 For the three and nine months ended September 30, 2022, the weighted average number of options to purchase common stock not included in potentially dilutive equity awards because the effects are anti-dilutive, or the performance condition was not met was 1,965,000 1,317,216 839,161 The weighted average number of options to purchase common stock not included in potentially dilutive equity awards because the effects are anti-dilutive, or the performance condition was not met was 1,205,000 1,430,889

Inventories

Inventories	9 Months Ended
	Sep. 30, 2022
Inventory Disclosure [Abstract]
Inventories	NOTE 9 – Inventories Inventory carrying value is net of inventory reserves of $ 686,000 681,000 Schedule of Inventory September 30, 2022 December 31, 2021 Inventories consist of (in thousands): September 30, 2022 December 31, 2021 Raw materials $ 3,856 $ 3,213 Work-in-process 508 542 Finished goods 1,321 1,333 Total Inventory $ 5,685 $ 5,088

Accrued Expenses and Other Curr

Accrued Expenses and Other Current Liabilities	9 Months Ended
	Sep. 30, 2022
Payables and Accruals [Abstract]
Accrued Expenses and Other Current Liabilities	NOTE 10 – Accrued Expenses and Other Current Liabilities As of September 30, 2022, and December 31, 2021 accrued expenses and other current liabilities consisted of the following (in thousands): Schedule of Accrued Expenses and Other Current Liabilities September 30, 2022 December 31 2021 Holzworth earnout (Year 1 and Year 2) $ 1,845 $ 2,942 Payroll and related benefits 889 718 Accrued commissions 192 465 Accrued professional fees 398 524 Goods received not invoiced 110 277 Sales and use and VAT tax 241 276 Warranty reserve 76 61 Accrued bonus - 590 Holzworth deferred purchase price - 250 Other 556 573 Total $ 4,307 $ 6,676

Accounting for Stock Based Comp

Accounting for Stock Based Compensation	9 Months Ended
	Sep. 30, 2022
Share-Based Payment Arrangement [Abstract]
Accounting for Stock Based Compensation	NOTE 11 - Accounting for Stock Based Compensation The Company’s results for the three months ended September 30, 2022 and 2021 include $ 300,000 99,000 950,000 302,000 Incentive Compensation Plan In the second quarter of 2021, the Company’s Board of Directors and shareholders approved the 2021 Long Term Incentive Plan (the “2021 Incentive Plan”), which provides for the grant of equity-based and cash incentives, including restricted stock awards, restricted stock unit awards, performance unit awards, non-qualified stock options, incentive stock options and cash awards, including dividend equivalent rights to employees, officers, directors or other service providers of the Company who are expected to contribute to the Company’s future growth and success. The 2021 Incentive Plan provides for the grant of awards relating to 1.5 161,250 All service-based (time vesting) options granted have ten-year terms from the date of grant and typically vest annually and become fully exercisable after a maximum of five years. However, vesting conditions are determined on a grant by grant basis. On January 6, 2022, the Compensation Committee of the Board of Directors approved the grant of restricted common stock awards to named executive officers Tim Whelan, Mike Kandell, Dan Monopoli and Alfred Rodriguez of 125,000 75,000 50,000 50,000 2.11 An employee grant of 20,000 1.28 two years An employee grant of 50,000 1.26 two years

Reportable Segments

Reportable Segments	9 Months Ended
	Sep. 30, 2022
Segment Reporting [Abstract]
Reportable Segments	NOTE 12 – Reportable Segments In March 2022, the Company reorganized into two The RBS segment is comprised of CommAgility and develops the software which enables specialized LTE and 5G deployments, applications and private network solutions including the LTE physical layer and stack software, for mobile network and related applications. RBS engineers work closely with customers to provide hardware and software solutions in specialized applications and use-cases in wireless baseband, private networks, and non-terrestrial (“NTN”) communications. Additionally, CommAgility licenses, implements and customizes 5G and LTE physical layer and stack software for private networks supporting satellite communications, the military and aerospace industries, offering our customers unique implementation capabilities built on 3rd Generation Partnership Project (“3GPP”) standards. For internal reporting purposes, the Company’s chief operating decision maker makes financial decisions and allocates resources based on segment profit information obtained from the Company’s internal management systems. Segment profitability includes the direct expenses of each segment and certain corporate allocations for rent and insurance. Management does not include in its measures of segment profitability of certain corporate expenses such as information technology expenses, finance and accounting expenses, legal and professional fees, public company expenses and other discreet items that are not core to the measurement of segment management’s performance but rather are controlled at the corporate level. Summarized financial information relating to the Company’s reportable segments is shown in the following table: Summarized Financial Information Related to Reportable Segments Three months ended Three months ended Nine months ended Nine months ended September 30, 2022 September 30, 2021 September 30, 2022 September 30, 2021 T&M RBS Total T&M RBS Total T&M RBS Total T&M RBS Total Net revenues $ 4,080 $ 1,250 $ 5,330 $ 5,931 $ 1,445 $ 7,376 $ 15,628 $ 3,366 $ 18,994 $ 16,779 $ 6,569 $ 23,348 Cost of revenues 1,948 724 2,672 2,564 770 3,334 6,817 1,749 8,566 7,089 2,985 10,074 Gross profit 2,132 526 2,658 3,367 675 4,042 8,811 1,617 10,428 9,690 3,584 13,274 Operating expenses 1,787 1,418 3,205 1,858 1,684 3,542 5,645 4,456 10,101 5,338 5,307 10,645 Segment profitability 345 (892 ) (547 ) 1,509 (1,009 ) 500 3,166 (2,839 ) 327 4,352 (1,723 ) 2,629 Corporate expenses 2,034 2,610 6,040 5,884 Operating loss (2,581 ) (2,110 ) (5,713 ) (3,255 ) Other income/(expense) (46 ) 20 (705 ) 2,074 Interest expense 18 (365 ) (159 ) (947 ) Income/(loss) before taxes (2,609 ) (2,455 ) (6,577 ) (2,128 ) Tax provision/(benefit) (341 ) (1,255 ) (1,540 ) (1,390 ) Net income/(loss) from continuing operations (2,268 ) (1,200 ) (5,037 ) (738 ) Net income from discontinued operations, net of tax 87 1,013 11,695 1,854 Net income/(loss) $ (2,181 ) $ (187 ) $ 6,658 $ 1,116 Depreciation and Amortization $ 260 $ 70 $ 330 $ 225 $ 249 $ 474 $ 794 $ 287 $ 1,081 $ 676 $ 742 $ 1,418

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	9 Months Ended
	Sep. 30, 2022
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	NOTE 13 – COMMITMENTS AND CONTINGENCIES There have been no material changes in our commitments and contingencies and risks and uncertainties as of September 30, 2022, from that previously disclosed in our annual report on Form 10-K for the year ended December 31, 2021.

SHARE REPURCHASE PROGRAM

SHARE REPURCHASE PROGRAM	9 Months Ended
	Sep. 30, 2022
Share Repurchase Program
SHARE REPURCHASE PROGRAM	NOTE 14 – SHARE REPURCHASE PROGRAM On May 4, 2022, the Board of Directors of the Company authorized up to $ 4 1,683,160 2.5

Summary of Significant Accoun_2

Summary of Significant Accounting Principles and Policies (Policies)	9 Months Ended
	Sep. 30, 2022
Accounting Policies [Abstract]
Basis of Presentation and Preparation	Basis of Presentation and Preparation Wireless Telecom Group, Inc., a New Jersey corporation, together with its subsidiaries (“we”, “us”, “our” or the “Company”), specializes in the design and manufacture of advanced radio frequency and microwave devices which enable the development, testing and deployment of wireless technology. The Company provides unique, highly customized and configured solutions which drive innovation across a wide range of traditional and emerging wireless technologies. The consolidated financial statements for the twelve months ended December 31, 2021 included the accounts of Wireless Telecom Group, Inc., doing business as, and operating under the trade name Noise Com, Inc., and its wholly owned subsidiaries including Boonton Electronics Corporation, Microlab/FXR, Wireless Telecommunications Ltd., CommAgility Limited and Holzworth Instrumentation, Inc. Noise Com, Inc., Boonton Electronics Corporation, Microlab/FXR, CommAgility Limited Ltd., and Holzworth Instrumentation, Inc. are hereinafter referred to as “Noisecom”, “Boonton”, “Microlab”, “CommAgility” and “Holzworth”, respectively. As more fully described in Note 3, on March 1, 2022, the Company completed the sale of Microlab to RF Industries, Ltd. In accordance with applicable accounting guidance, the results of Microlab are presented as discontinued operations in the Consolidated Statements of Operations and Comprehensive Income/(Loss) and, as such, have been excluded from continuing operations. Further, the Company reclassified the assets and liabilities of Microlab as assets and liabilities of discontinued operations in the Consolidated Balance Sheet as of December 31, 2021. The Consolidated Statements of Cash Flows are presented on a consolidated basis for both continuing operations and discontinued operations. Our consolidated financial statements from continuing operations include the accounts of Noisecom, Boonton, Holzworth, and CommAgility and have been prepared using accounting principles generally accepted in the United States (“U.S. GAAP”). All intercompany transactions and balances have been eliminated in consolidation. It is suggested that these interim consolidated financial statements be read in conjunction with the audited consolidated financial statements, and the notes thereto, included in the Company’s latest annual report (Form 10-K). The Company’s fiscal periods are based on the calendar year. Except as otherwise specified, references to “third quarter(s)” or “three months” indicate the Company’s fiscal periods ended September 30, 2022 and September 30, 2021, and references to “year-end” indicate the fiscal year ended December 31, 2021.
Consolidated Financial Statements	Consolidated Financial Statements In the opinion of management, the accompanying consolidated financial statements referred to above contain all necessary adjustments, consisting of normal accruals and recurring entries, which are necessary to fairly present the Company’s results for the interim periods being presented. The accounting policies followed by the Company are set forth in Note 1 to the Company’s consolidated financial statements included in its annual report on Form 10-K for the year ended December 31, 2021. Specific reference is made to that report since certain information and footnote disclosures normally included in financial statements in accordance with US GAAP have been reduced for interim periods in accordance with SEC rules. The results of operations for the three and nine months ended September 30, 2022 are not necessarily indicative of the results to be expected for the full year ending December 31, 2022.
Critical Accounting Estimates	Critical Accounting Estimates The preparation of our consolidated financial statements requires the Company to make estimates and judgments that affect the reported amount of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and the reported amount of revenues and expenses for each period. We base our assumptions, judgements and estimates on historical experience and various other factors that we believe to be reasonable under the circumstances. At least quarterly, we evaluate our assumptions, judgments and estimates, and make changes as deemed necessary. The COVID-19 pandemic, the conflict between Russia and Ukraine and the impact of global inflation and supply chain disruption have negatively impacted regional and global economies and created significant volatility and disruption of financial markets. Although these disruptions did not impact our estimates and judgements as of the date of this report, it is reasonably possible that our accounting estimates and judgements may change as new events occur and additional information becomes available or is obtained. Furthermore, actual results could differ materially from our estimates as of the date of issuance of this Quarterly Report on Form 10-Q under different assumptions or conditions. For further information about our critical accounting estimates, see the discussion in Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” under the heading “Critical Accounting Policies” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2021.
Concentration Risk	Concentration Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents and trade accounts receivable. Credit evaluations are performed on customers requiring credit over a certain amount. Credit risk is mitigated to a lesser extent through collateral such as letters of credit, bank guarantees or payment terms like cash in advance. One customer accounted for 16.6% 10.5% 10.8% 15.9% 10.4% Two customers accounted for 23.6% 10.7%
Fair Value of Financial Instruments	Fair Value of Financial Instruments Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the reporting date. The accounting guidance establishes a three-tiered hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value: Level 1 - Quoted prices in active markets for identical assets or liabilities. Level 2 - Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 - Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The categorization of a financial instrument within the valuation hierarchy is based on the lowest level of input that is significant to the fair value measurement. The carrying amounts of the Company’s financial instruments, including cash, accounts receivable, accounts payable and accrued liabilities, approximate fair value due to their relatively short maturities.
Contingent Consideration	Contingent Consideration Under the terms of the Holzworth Share Purchase Agreement, the Company was required to pay additional purchase price in the form of an earnout based on Holzworth’s financial results for the years ended December 31, 2020 and 2021. As of September 30, 2022, the amount due for the Holzworth earnout was $ 1.8
Segments	Segments The Company evaluates its financial reporting in accordance with ASC 280 Segment Reporting.

Discontinued Operations (Tables

Discontinued Operations (Tables)	9 Months Ended
	Sep. 30, 2022
Discontinued Operations and Disposal Groups [Abstract]
Schedule of Discontinued Operation, Net of Tax	The following table summarizes the significant items included in income from discontinued operations, net of tax in the Consolidated Statement of Operations for the three and nine months ended September 30, 2022 and 2021 (in thousands): Schedule of Discontinued Operation, Net of Tax September 30, 2022 September 30, 2021 September 30, 2022 September 30, 2021 Three months ended Nine months ended September 30, 2022 September 30, 2021 September 30, 2022 September 30, 2021 Net revenues $ - $ 5,447 $ 2,477 $ 12,820 Cost of revenues - 2,950 1,626 7,475 Gross profit - 2,497 851 5,345 Operating expenses - 938 693 2,486 Gain on divestiture, net of expenses 87 - 16,490 - Income from Discontinued Operations before income taxes 87 1,559 16,648 2,859 Income tax expense - 546 4,953 1,005 Income from Discontinued Operations, net of income taxes $ 87 $ 1,013 $ 11,695 $ 1,854
Schedule of Assets and Liabilities	The following table summarizes the carrying value of the significant classes of assets and liabilities classified as discontinued operations as of December 31, 2021: Schedule of Assets and Liabilities Current Assets Accounts receivable, net $ 2,883 Inventories, net 3,986 Total current assets 6,869 Property, plant and equipment, net 421 Goodwill 1,351 Other non current assets 165 Total non current assets 1,937 Total assets $ 8,806 Current liabilities Accounts payable $ 783 Accrued expenses and other current liabilities 1,182 Total current liabilities $ 1,965

Leases (Tables)

Leases (Tables)	9 Months Ended
	Sep. 30, 2022
Leases
Schedule of Maturity of Operating Lease Liabilities	The following table presents information about the amount and timing of cash flows arising from the Company’s leases as of September 30, 2022: Schedule of Maturity of Operating Lease Liabilities (in thousands) September 30, Maturity of Lease Liabilities Remainder of 2022 $ 161 2023 276 2024 158 2025 163 2026 69 Total undiscounted operating lease payments 827 Less: imputed interest (61 ) Present value of operating lease liabilities $ 766 Balance sheet classification Current lease liabilities $ 369 Long-term lease liabilities 397 Total operating lease liabilities $ 766 Other information Weighted-average remaining term (months) for operating leases 33 Weighted-average discount rate for operating leases 5.88 %

Revenue (Tables)

Revenue (Tables)	9 Months Ended
	Sep. 30, 2022
Revenue from Contract with Customer [Abstract]
Schedule of Disaggregated Revenue	Schedule of Disaggregated Revenue Three Months Ended September 30, 2022 Nine Months Ended September 30, 2022 Test and Radio, Baseband, Software Consolidated Test and Radio, Baseband, Software Consolidated Total net revenues by revenue type Signal generators and components $ 2,428 $ - $ 2,428 $ 9,475 $ - $ 9,475 Signal analyzers and power meters 1,232 - 1,232 4,738 - 4,738 Signal processing hardware - 885 885 - 1,446 1,446 Software licenses - 66 66 - 481 481 Services 420 299 719 1,415 1,439 2,854 Total net revenue $ 4,080 $ 1,250 $ 5,330 $ 15,628 $ 3,366 $ 18,994 Total net revenues by geographic areas Americas $ 2,925 $ 332 $ 3,257 $ 11,012 $ 1,822 $ 12,834 EMEA 452 899 1,351 1,952 1,370 3,322 APAC 703 19 722 2,664 174 2,838 Total net revenue $ 4,080 $ 1,250 $ 5,330 $ 15,628 $ 3,366 $ 18,994 Three Months Ended September 30, 2021 Nine Months Ended September 30, 2021 Test and Radio, Baseband, Software Consolidated Test and Radio, Baseband, Software Consolidated Total net revenues by revenue type Signal generators and components $ 3,485 $ - $ 3,485 $ 10,002 $ - $ 10,002 Signal analyzers and power meters 1,996 - 1,996 5,392 - 5,392 Signal processing hardware - 813 813 - 3,826 3,826 Software licenses - 178 178 - 1,508 1,508 Services 450 454 904 1,385 1,235 2,620 Total net revenue $ 5,931 $ 1,445 $ 7,376 $ 16,779 $ 6,569 $ 23,348 Total net revenues by geographic areas Americas $ 4,219 $ 488 $ 4,707 $ 11,988 $ 2,640 $ 14,628 EMEA 517 808 1,325 2,015 3,741 5,756 APAC 1,195 149 1,344 2,776 188 2,964 Total net revenue $ 5,931 $ 1,445 $ 7,376 $ 16,779 $ 6,569 $ 23,348

Earnings (Loss) Per Share (Tabl

Earnings (Loss) Per Share (Tables)	9 Months Ended
	Sep. 30, 2022
Income/(loss) per share:
Schedule of Weighted Average Common Shares Outstanding	Schedule of Weighted Average Common Shares Outstanding 2022 2021 2022 2021 For the Three Months For the Nine Months Ended September 30, Ended September 30, 2022 2021 2022 2021 Weighted average common shares outstanding 21,133,536 22,233,876 21,885,805 21,899,799 Potentially dilutive equity awards 1,583,915 2,449,930 2,020,993 2,319,127 Weighted average common shares outstanding, assuming dilution 22,717,451 24,683,806 23,906,798 24,218,926

Inventories (Tables)

Inventories (Tables)	9 Months Ended
	Sep. 30, 2022
Inventory Disclosure [Abstract]
Schedule of Inventory	Schedule of Inventory September 30, 2022 December 31, 2021 Inventories consist of (in thousands): September 30, 2022 December 31, 2021 Raw materials $ 3,856 $ 3,213 Work-in-process 508 542 Finished goods 1,321 1,333 Total Inventory $ 5,685 $ 5,088

Accrued Expenses and Other Cu_2

Accrued Expenses and Other Current Liabilities (Tables)	9 Months Ended
	Sep. 30, 2022
Payables and Accruals [Abstract]
Schedule of Accrued Expenses and Other Current Liabilities	As of September 30, 2022, and December 31, 2021 accrued expenses and other current liabilities consisted of the following (in thousands): Schedule of Accrued Expenses and Other Current Liabilities September 30, 2022 December 31 2021 Holzworth earnout (Year 1 and Year 2) $ 1,845 $ 2,942 Payroll and related benefits 889 718 Accrued commissions 192 465 Accrued professional fees 398 524 Goods received not invoiced 110 277 Sales and use and VAT tax 241 276 Warranty reserve 76 61 Accrued bonus - 590 Holzworth deferred purchase price - 250 Other 556 573 Total $ 4,307 $ 6,676

Reportable Segments (Tables)

Reportable Segments (Tables)	9 Months Ended
	Sep. 30, 2022
Segment Reporting [Abstract]
Summarized Financial Information Related to Reportable Segments	Summarized financial information relating to the Company’s reportable segments is shown in the following table: Summarized Financial Information Related to Reportable Segments Three months ended Three months ended Nine months ended Nine months ended September 30, 2022 September 30, 2021 September 30, 2022 September 30, 2021 T&M RBS Total T&M RBS Total T&M RBS Total T&M RBS Total Net revenues $ 4,080 $ 1,250 $ 5,330 $ 5,931 $ 1,445 $ 7,376 $ 15,628 $ 3,366 $ 18,994 $ 16,779 $ 6,569 $ 23,348 Cost of revenues 1,948 724 2,672 2,564 770 3,334 6,817 1,749 8,566 7,089 2,985 10,074 Gross profit 2,132 526 2,658 3,367 675 4,042 8,811 1,617 10,428 9,690 3,584 13,274 Operating expenses 1,787 1,418 3,205 1,858 1,684 3,542 5,645 4,456 10,101 5,338 5,307 10,645 Segment profitability 345 (892 ) (547 ) 1,509 (1,009 ) 500 3,166 (2,839 ) 327 4,352 (1,723 ) 2,629 Corporate expenses 2,034 2,610 6,040 5,884 Operating loss (2,581 ) (2,110 ) (5,713 ) (3,255 ) Other income/(expense) (46 ) 20 (705 ) 2,074 Interest expense 18 (365 ) (159 ) (947 ) Income/(loss) before taxes (2,609 ) (2,455 ) (6,577 ) (2,128 ) Tax provision/(benefit) (341 ) (1,255 ) (1,540 ) (1,390 ) Net income/(loss) from continuing operations (2,268 ) (1,200 ) (5,037 ) (738 ) Net income from discontinued operations, net of tax 87 1,013 11,695 1,854 Net income/(loss) $ (2,181 ) $ (187 ) $ 6,658 $ 1,116 Depreciation and Amortization $ 260 $ 70 $ 330 $ 225 $ 249 $ 474 $ 794 $ 287 $ 1,081 $ 676 $ 742 $ 1,418

Summary of Significant Accoun_3

Summary of Significant Accounting Principles and Policies (Details Narrative) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Product Information [Line Items]
Accrued expenses and other current liabilities	$ 556		$ 556		$ 573
Holzworth Instrumentation, Inc. [Member]
Product Information [Line Items]
Accrued expenses and other current liabilities	$ 1,800		$ 1,800
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | One Customer [Member]
Product Information [Line Items]
Concentration risk, percentage	16.60%	10.80%	10.50%
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Customer One [Member]
Product Information [Line Items]
Concentration risk, percentage				15.90%
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Customer Two [Member]
Product Information [Line Items]
Concentration risk, percentage				10.40%
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Customer One [Member]
Product Information [Line Items]
Concentration risk, percentage			23.60%
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Customer Two [Member]
Product Information [Line Items]
Concentration risk, percentage			10.70%

Schedule of Discontinued Operat

Schedule of Discontinued Operation, Net of Tax (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Discontinued Operations and Disposal Groups [Abstract]
Net revenues		$ 5,447	$ 2,477	$ 12,820
Cost of revenues		2,950	1,626	7,475
Gross profit		2,497	851	5,345
Operating expenses		938	693	2,486
Gain on divestiture, net of expenses	87		16,490
Income from Discontinued Operations before income taxes	87	1,559	16,648	2,859
Income tax expense		546	4,953	1,005
Income from Discontinued Operations, net of income taxes	$ 87	$ 1,013	$ 11,695	$ 1,854

Schedule of Assets and Liabilit

Schedule of Assets and Liabilities (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Discontinued Operations and Disposal Groups [Abstract]
Accounts receivable, net		$ 2,883
Inventories, net		3,986
Total current assets		6,869
Property, plant and equipment, net		421
Goodwill		1,351
Other non current assets		165
Total non current assets		1,937
Total assets		8,806
Accounts payable		783
Accrued expenses and other current liabilities		1,182
Total current liabilities		$ 1,965

Discontinued Operations (Detail

Discontinued Operations (Details Narrative) - USD ($) $ in Thousands		3 Months Ended	9 Months Ended
	Mar. 01, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Operating loss carryforward percentage			50%
Discontinued operation, depreciation and amortization				$ 186
Capital expenditures		$ 38		$ 88
Foreign Tax Authority [Member]
Operating loss carryforwards					$ 14,900
Domestic Tax Authority [Member]
Operating loss carryforwards					$ 41,200
Bank of America Credit Facility [Member]
Repayments of lines of credit	$ 600
Bank of America Credit Facility [Member] | Advisors [Member]
Advisory fees	486
RF Industries, Ltd [Member]
Proceeds from sale of Microlab	22,800
Indemnity escrow	150
Purchase price adjustment holdback	100
Muzinich BDC, Inc [Member]
Repayment of Muzinich term loan	$ 4,100

Debt (Details Narrative)

Debt (Details Narrative) £ in Thousands, $ in Thousands			3 Months Ended		9 Months Ended
	Mar. 01, 2022 USD ($)	Jul. 01, 2021 GBP (£)	Sep. 30, 2022 USD ($)	Sep. 30, 2021 USD ($)	Sep. 30, 2022 USD ($)	Sep. 30, 2021 USD ($)	May 27, 2021
Short-Term Debt [Line Items]
Gains losses on extinguishment of debt					$ (792)	$ 2,045
Bank of America Credit Facility [Member]
Short-Term Debt [Line Items]
Line of credit, current	$ 600
CIBLS Loan [Member]
Short-Term Debt [Line Items]
Annual interest rate							2.35%
Draw down | £		£ 250
Muzinich BDC, Inc [Member]
Short-Term Debt [Line Items]
Principal balance	4,100
Gains losses on extinguishment of debt	$ 792

Schedule of Maturity of Operati

Schedule of Maturity of Operating Lease Liabilities (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Leases
Remainder of 2022	$ 161
2023	276
2024	158
2025	163
2026	69
Total undiscounted operating lease payments	827
Less: imputed interest	(61)
Total operating lease liabilities	766
Current lease liabilities	369	$ 585
Long-term lease liabilities	$ 397	$ 615
Weighted-average remaining term (months) for operating leases	33 years
Weighted-average discount rate for operating leases	5.88%

Leases (Details Narrative)

Leases (Details Narrative) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021	Feb. 07, 2020	Jan. 01, 2019
Operating lease, right-of-use asset	$ 724		$ 724		$ 1,146
Operating lease, payments	160	$ 155	476	$ 463
Operating lease costs	$ 299	$ 250	$ 787	$ 801
Accounting Standards Update 2016-02 [Member]
Operating lease, right-of-use asset							$ 1,900
Accounting Standards Update 2016-02 [Member] | Holzworth Instrumentation, Inc. [Member]
Operating lease, right-of-use asset						$ 789
Minimum [Member]
Operating lease, term	12 months		12 months
Maximum [Member]
Operating lease, term	8 years		8 years

Schedule of Disaggregated Reven

Schedule of Disaggregated Revenue (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Disaggregation of Revenue [Line Items]
Total net revenue	$ 5,330	$ 7,376	$ 18,994	$ 23,348
Americas [Member]
Disaggregation of Revenue [Line Items]
Total net revenue	3,257	4,707	12,834	14,628
EMEA [Member]
Disaggregation of Revenue [Line Items]
Total net revenue	1,351	1,325	3,322	5,756
Asia Pacific [Member]
Disaggregation of Revenue [Line Items]
Total net revenue	722	1,344	2,838	2,964
Signal Generators and Components [Member]
Disaggregation of Revenue [Line Items]
Total net revenue	2,428	3,485	9,475	10,002
Signal Analyzers and Power Meters [Member]
Disaggregation of Revenue [Line Items]
Total net revenue	1,232	1,996	4,738	5,392
Signal Processing Hardware [Member]
Disaggregation of Revenue [Line Items]
Total net revenue	885	813	1,446	3,826
Software Licenses [Member]
Disaggregation of Revenue [Line Items]
Total net revenue	66	178	481	1,508
Service [Member]
Disaggregation of Revenue [Line Items]
Total net revenue	719	904	2,854	2,620
Test and Measurement [Member]
Disaggregation of Revenue [Line Items]
Total net revenue	4,080	5,931	15,628	16,779
Test and Measurement [Member] | Americas [Member]
Disaggregation of Revenue [Line Items]
Total net revenue	2,925	4,219	11,012	11,988
Test and Measurement [Member] | EMEA [Member]
Disaggregation of Revenue [Line Items]
Total net revenue	452	517	1,952	2,015
Test and Measurement [Member] | Asia Pacific [Member]
Disaggregation of Revenue [Line Items]
Total net revenue	703	1,195	2,664	2,776
Test and Measurement [Member] | Signal Generators and Components [Member]
Disaggregation of Revenue [Line Items]
Total net revenue	2,428	3,485	9,475	10,002
Test and Measurement [Member] | Signal Analyzers and Power Meters [Member]
Disaggregation of Revenue [Line Items]
Total net revenue	1,232	1,996	4,738	5,392
Test and Measurement [Member] | Signal Processing Hardware [Member]
Disaggregation of Revenue [Line Items]
Total net revenue
Test and Measurement [Member] | Software Licenses [Member]
Disaggregation of Revenue [Line Items]
Total net revenue
Test and Measurement [Member] | Service [Member]
Disaggregation of Revenue [Line Items]
Total net revenue	420	450	1,415	1,385
Radio Baseband and Software [Member]
Disaggregation of Revenue [Line Items]
Total net revenue	1,250	1,445	3,366	6,569
Radio Baseband and Software [Member] | Americas [Member]
Disaggregation of Revenue [Line Items]
Total net revenue	332	488	1,822	2,640
Radio Baseband and Software [Member] | EMEA [Member]
Disaggregation of Revenue [Line Items]
Total net revenue	899	808	1,370	3,741
Radio Baseband and Software [Member] | Asia Pacific [Member]
Disaggregation of Revenue [Line Items]
Total net revenue	19	149	174	188
Radio Baseband and Software [Member] | Signal Generators and Components [Member]
Disaggregation of Revenue [Line Items]
Total net revenue
Radio Baseband and Software [Member] | Signal Analyzers and Power Meters [Member]
Disaggregation of Revenue [Line Items]
Total net revenue
Radio Baseband and Software [Member] | Signal Processing Hardware [Member]
Disaggregation of Revenue [Line Items]
Total net revenue	885	813	1,446	3,826
Radio Baseband and Software [Member] | Software Licenses [Member]
Disaggregation of Revenue [Line Items]
Total net revenue	66	178	481	1,508
Radio Baseband and Software [Member] | Service [Member]
Disaggregation of Revenue [Line Items]
Total net revenue	$ 299	$ 454	$ 1,439	$ 1,235

Revenue (Details Narrative)

Revenue (Details Narrative) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Contract Liabilities [Member]
Disaggregation of Revenue [Line Items]
Deferred revenue	$ 92		$ 92		$ 408
Unbilled Revenues [Member]
Disaggregation of Revenue [Line Items]
Prepaid expenses and other current assets	$ 100		$ 100		$ 292
Transferred at Point in Time [Member] | Revenue from Contract with Customer Benchmark [Member] | Customer Concentration Risk [Member]
Disaggregation of Revenue [Line Items]
Concentration risk, percentage	94%	96%	92%	97%
Transferred over Time [Member] | Revenue from Contract with Customer Benchmark [Member] | Customer Concentration Risk [Member]
Disaggregation of Revenue [Line Items]
Concentration risk, percentage	6%	4%	8%	3%

Income Taxes (Details Narrative

Income Taxes (Details Narrative) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Schedule of Equity Method Investments [Line Items]
Deferred tax assets, net	$ 2,400		$ 2,400
Deferred tax assets, valuation allowance	2,800		2,800
Increase decrease in net deferred tax asset	3,200		3,200
Income tax expense	(341)	$ (1,255)	(1,540)	$ (1,390)
Discontinued operations, tax provision benefit		546	4,953	1,005
Discontinued Operations [Member]
Schedule of Equity Method Investments [Line Items]
Income tax expense	$ 341	1,300	1,500	1,400
Discontinued operations, tax provision benefit		$ 500	$ 5,000	$ 1,000

Schedule of Weighted Average Co

Schedule of Weighted Average Common Shares Outstanding (Details) - shares	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Income/(loss) per share:
Weighted average common shares outstanding	21,133,536	22,233,876	21,885,805	21,899,799
Potentially dilutive equity awards	1,583,915	2,449,930	2,020,993	2,319,127
Weighted average common shares outstanding, assuming dilution	22,717,451	24,683,806	23,906,798	24,218,926

Earnings (Loss) Per Share (Deta

Earnings (Loss) Per Share (Details Narrative) - shares	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Antidilutive securities	1,965,000	1,205,000	1,317,216	1,205,000
Holzworth Instrumentation, Inc. [Member] | Common Stock [Member]
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Antidilutive securities			839,161	1,430,889

Schedule of Inventory (Details)

Schedule of Inventory (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Inventory Disclosure [Abstract]
Raw materials	$ 3,856	$ 3,213
Work-in-process	508	542
Finished goods	1,321	1,333
Total Inventory	$ 5,685	$ 5,088

Inventories (Details Narrative)

Inventories (Details Narrative) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Inventory Disclosure [Abstract]
Inventory reserves	$ 686	$ 681

Schedule of Accrued Expenses an

Schedule of Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Payables and Accruals [Abstract]
Holzworth earnout (Year 1 and Year 2)	$ 1,845	$ 2,942
Payroll and related benefits	889	718
Accrued commissions	192	465
Accrued professional fees	398	524
Goods received not invoiced	110	277
Sales and use and VAT tax	241	276
Warranty reserve	76	61
Accrued bonus		590
Holzworth deferred purchase price		250
Other	556	573
Total	$ 4,307	$ 6,676

Accounting for Stock Based Co_2

Accounting for Stock Based Compensation (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands				3 Months Ended					9 Months Ended
	Jul. 05, 2022	Jun. 16, 2022	Jan. 06, 2022	Sep. 30, 2022	Jun. 30, 2022	Mar. 31, 2022	Sep. 30, 2021	Jun. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Employee benefits and share-based compensation				$ 300			$ 99		$ 950	$ 302
Grant date value, per share			$ 2.11
Employees [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Grant date value, per share	$ 1.26	$ 1.28
Shares granted	50,000	20,000
Vesting period	2 years	2 years
Tim Whelan [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of restricted common stock			125,000
Mike Kandell [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of restricted common stock			75,000
Dan Monopoli [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of restricted common stock			50,000
Alfred Rodriguez [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of restricted common stock			50,000
Common Stock [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of restricted common stock				200,000	20,000	300,000		223,517
2021 Incentive Plan [Member] | Common Stock [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Shares available for future grants				161,250				1,500,000	161,250

Summarized Financial Informatio

Summarized Financial Information Related to Reportable Segments (Details) - USD ($) $ in Thousands	3 Months Ended						9 Months Ended
	Sep. 30, 2022	Jun. 30, 2022	Mar. 31, 2022	Sep. 30, 2021	Jun. 30, 2021	Mar. 31, 2021	Sep. 30, 2022	Sep. 30, 2021
Segment Reporting Information [Line Items]
Net revenues	$ 5,330			$ 7,376			$ 18,994	$ 23,348
Cost of revenues	2,672			3,334			8,566	10,074
Gross profit	2,658			4,042			10,428	13,274
Operating expenses	5,239			6,152			16,141	16,529
Operating loss	(2,581)			(2,110)			(5,713)	(3,255)
Interest expense	18			(365)			(159)	(947)
Income/(loss) before taxes	(2,609)			(2,455)			(6,577)	(2,128)
Tax provision/(benefit)	(341)			(1,255)			(1,540)	(1,390)
Net income from discontinued operations, net of tax	87			1,013			11,695	1,854
Net income/(loss)	(2,181)	$ (1,360)	$ 10,197	(187)	$ 1,537	$ (233)	6,658	1,116
Depreciation and Amortization							1,081	1,604
Operating Segments [Member]
Segment Reporting Information [Line Items]
Net revenues	5,330			7,376			18,994	23,348
Cost of revenues	2,672			3,334			8,566	10,074
Gross profit	2,658			4,042			10,428	13,274
Operating expenses	3,205			3,542			10,101	10,645
Segment profitability	(547)			500			327	2,629
Corporate expenses	2,034			2,610			6,040	5,884
Operating loss	(2,581)			(2,110)			(5,713)	(3,255)
Other income/(expense)	(46)			20			(705)	2,074
Interest expense	18			(365)			(159)	(947)
Income/(loss) before taxes	(2,609)			(2,455)			(6,577)	(2,128)
Tax provision/(benefit)	(341)			(1,255)			(1,540)	(1,390)
Net income/(loss) from continuing operations	(2,268)			(1,200)			(5,037)	(738)
Net income from discontinued operations, net of tax	87			1,013			11,695	1,854
Net income/(loss)	(2,181)			(187)			6,658	1,116
Depreciation and Amortization	330			474			1,081	1,418
Test and Measurement [Member]
Segment Reporting Information [Line Items]
Net revenues	4,080			5,931			15,628	16,779
Cost of revenues	1,948			2,564			6,817	7,089
Gross profit	2,132			3,367			8,811	9,690
Operating expenses	1,787			1,858			5,645	5,338
Segment profitability	345			1,509			3,166	4,352
Depreciation and Amortization	260			225			794	676
Radio Baseband and Software [Member]
Segment Reporting Information [Line Items]
Net revenues	1,250			1,445			3,366	6,569
Cost of revenues	724			770			1,749	2,985
Gross profit	526			675			1,617	3,584
Operating expenses	1,418			1,684			4,456	5,307
Segment profitability	(892)			(1,009)			(2,839)	(1,723)
Depreciation and Amortization	$ 70			$ 249			$ 287	$ 742

Reportable Segments (Details Na

Reportable Segments (Details Narrative)	1 Months Ended
	Mar. 31, 2022 Segments
Segment Reporting [Abstract]
Number of reportable segments	2

SHARE REPURCHASE PROGRAM (Detai

SHARE REPURCHASE PROGRAM (Details Narrative) - USD ($) $ in Thousands, shares in Millions		3 Months Ended	9 Months Ended
	May 04, 2022	Jun. 30, 2022	Sep. 30, 2022
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items]
Repurchase of stock, value		$ 2,525
Board of Directors [Member]
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items]
Repurchase of stock, value	$ 4,000		$ 2,500
Repurchase of stock, shares			1,683,160