Cover
Cover - USD ($) $ in Millions | 12 Months Ended | ||
Jun. 30, 2021 | Aug. 30, 2021 | Dec. 31, 2020 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Document Period End Date | Jun. 30, 2021 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2021 | ||
Current Fiscal Year End Date | --06-30 | ||
Entity File Number | 1-10986 | ||
Entity Registrant Name | MISONIX, INC. | ||
Entity Central Index Key | 0000880432 | ||
Entity Tax Identification Number | 84-1856018 | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Address, Address Line One | 1938 New Highway | ||
Entity Address, City or Town | Farmingdale | ||
Entity Address, State or Province | NY | ||
Entity Address, Postal Zip Code | 11735 | ||
City Area Code | (631) | ||
Local Phone Number | 694-9555 | ||
Title of 12(b) Security | Common Stock, $.0001 par value | ||
Trading Symbol | MSON | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 151 | ||
Entity Common Stock, Shares Outstanding | 17,410,045 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Jun. 30, 2021 | Jun. 30, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 31,045,935 | $ 37,978,809 |
Accounts receivable, less allowance for doubtful accounts of $2,147,841 and $2,573,968, respectively | 11,349,976 | 11,064,768 |
Inventories, net | 15,752,155 | 14,010,684 |
Prepaid expenses and other current assets | 1,118,492 | 1,668,244 |
Total current assets | 59,266,558 | 64,722,505 |
Property, plant and equipment, net of accumulated amortization and depreciation of $15,501,673 and $12,715,917, respectively | 9,253,479 | 7,304,258 |
Patents, net of accumulated amortization of $1,499,812 and $1,341,976, respectively | 789,800 | 784,318 |
Goodwill | 108,234,664 | 108,310,350 |
Intangible assets | 19,740,492 | 21,281,136 |
Lease right-of-use assets | 1,288,812 | 1,098,830 |
Other assets | 286,413 | 322,310 |
Total assets | 198,860,218 | 203,823,707 |
Current liabilities: | ||
Accounts payable | 4,486,737 | 4,273,568 |
Accrued expenses and other current liabilities | 11,184,656 | 7,515,751 |
Current portion of lease liabilities | 571,227 | 414,058 |
Current portion of notes payable | 6,449,487 | 5,099,744 |
Total current liabilities | 22,692,107 | 17,303,121 |
Non-current liabilities: | ||
Notes payable | 39,345,761 | 38,595,505 |
Lease liabilities | 762,894 | 723,553 |
Deferred tax liabilities | 72,812 | 33,293 |
Other non-current liabilities | 787,015 | 516,665 |
Total liabilities | 63,660,589 | 57,172,137 |
Shareholders’ equity | ||
Common stock, $.0001 par value; shares authorized 40,000,000; 17,410,045 and 17,369,435 shares issued and outstanding in each period | 1,741 | 1,737 |
Additional paid-in capital | 188,982,484 | 185,961,104 |
Accumulated deficit | (53,784,596) | (39,311,271) |
Total shareholders’ equity | 135,199,629 | 146,651,570 |
Total liabilities and shareholders’ equity | $ 198,860,218 | $ 203,823,707 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) | Jun. 30, 2021 | Jun. 30, 2020 |
Statement of Financial Position [Abstract] | ||
Accounts Receivable, Allowance for Credit Loss, Current | $ 2,147,841 | $ 2,573,968 |
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment | 15,501,673 | 12,715,917 |
Finite-Lived Intangible Assets, Accumulated Amortization | $ 1,499,812 | $ 1,341,976 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common Stock, Shares Authorized | 40,000,000 | 40,000,000 |
Common stock, shares issued | 17,410,045 | 17,369,435 |
Common Stock, Shares, Outstanding | 17,410,045 | 17,369,435 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 3 Months Ended | 12 Months Ended | ||||||||
Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2021 | Jun. 30, 2020 | |
Income Statement [Abstract] | ||||||||||
Revenue | $ 19,685,141 | $ 18,347,180 | $ 18,256,410 | $ 17,735,342 | $ 13,713,231 | $ 17,902,512 | $ 19,721,986 | $ 11,145,922 | $ 74,024,073 | $ 62,483,651 |
Cost of revenue | 5,609,764 | 5,402,754 | 5,264,699 | 5,110,601 | 4,280,848 | 5,311,565 | 5,945,108 | 3,236,647 | 21,387,818 | 18,774,168 |
Gross profit | 14,075,377 | 12,944,426 | 12,991,711 | 12,624,741 | 9,432,383 | 12,590,947 | 13,776,878 | 7,909,275 | 52,636,255 | 43,709,483 |
Operating expenses: | ||||||||||
Selling expenses | 11,802,796 | 10,891,292 | 8,423,075 | 10,969,678 | 11,621,461 | 11,609,943 | 11,800,565 | 5,200,582 | 42,086,841 | 40,232,551 |
General and administrative expenses | 4,553,015 | 3,631,175 | 3,918,950 | 4,452,328 | 4,133,578 | 4,463,467 | 5,149,715 | 4,207,807 | 16,555,468 | 17,954,567 |
Research and development expenses | 1,493,871 | 1,317,036 | 968,377 | 1,250,174 | 1,214,246 | 1,842,837 | 1,087,449 | 771,411 | 5,029,458 | 4,915,943 |
Total operating expenses | 17,849,682 | 15,839,503 | 13,310,402 | 16,672,180 | 16,969,285 | 17,916,247 | 18,037,729 | 10,179,800 | 63,671,767 | 63,103,061 |
Loss from operations | (3,774,305) | (2,895,077) | (318,691) | (4,047,439) | (7,536,902) | (5,325,300) | (4,260,851) | (2,270,525) | (11,035,512) | (19,393,578) |
Other income (expense): | ||||||||||
Interest income | 1,821 | 4,519 | 2,920 | 1,092 | 28,830 | 37,785 | 5,293 | 18,877 | 10,352 | 90,785 |
Interest expense | (870,439) | (866,464) | (949,105) | (933,722) | (995,630) | (755,528) | (833,035) | (36,097) | (3,619,730) | (2,620,290) |
Other | 301,722 | 218 | 279 | 1,417 | 7,708 | (434) | (380) | (763) | 303,636 | 6,131 |
Total other expense | (566,896) | (861,727) | (945,906) | (931,213) | (959,092) | (718,177) | (828,122) | (17,983) | (3,305,742) | (2,523,374) |
Loss from operations before income taxes | (4,341,201) | (3,756,804) | (1,264,597) | (4,978,652) | (8,495,994) | (6,043,477) | (5,088,973) | (2,288,508) | (14,341,254) | (21,916,952) |
Income tax (expense) benefit | (132,071) | (41,422) | 455,000 | 4,085,000 | (132,071) | 4,498,578 | ||||
Net loss | $ (4,473,272) | $ (3,756,804) | $ (1,264,597) | $ (4,978,652) | $ (8,537,416) | $ (5,588,477) | $ (5,088,973) | $ 1,796,492 | $ (14,473,325) | $ (17,418,374) |
Net loss per share: | ||||||||||
Basic | $ (0.26) | $ (0.22) | $ (0.07) | $ (0.29) | $ (0.50) | $ (0.34) | $ (0.33) | $ 0.18 | $ (0.84) | $ (1.19) |
Diluted | $ (0.26) | $ (0.22) | $ (0.07) | $ (0.29) | $ (0.50) | $ (0.34) | $ (0.33) | $ 0.17 | $ (0.84) | $ (1.19) |
Weighted average shares - Basic | 17,247,172 | 17,226,181 | 17,217,948 | 17,213,686 | 17,177,791 | 16,619,981 | 15,222,870 | 9,686,402 | 17,226,190 | 14,670,663 |
Weighted average shares - Diluted | 17,247,172 | 17,226,181 | 17,217,948 | 17,213,686 | 17,177,791 | 16,619,981 | 15,222,870 | 10,213,085 | 17,226,190 | 14,670,663 |
Consolidated Statements of Shar
Consolidated Statements of Shareholders' Equity - USD ($) | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total |
Beginning balance, value at Jun. 30, 2019 | $ 96,468 | $ 43,500,478 | $ (21,892,897) | $ 21,704,049 |
Shares, Outstanding at Jun. 30, 2019 | 9,646,728 | |||
Net loss | (17,418,374) | (17,418,374) | ||
Proceeds from exercise of stock options | $ 15 | 1,246,516 | 1,246,531 | |
Proceeds from exercise of stock options, shares | 150,875 | |||
Equity restructuring | $ (151,964) | 151,964 | ||
Issuance of shares for acquisition of Solsys | $ 57,031 | 108,586,679 | 108,643,710 | |
Issuance of shares for acquisition of Solsys, shares | 5,703,082 | |||
Stock registration fees | (3,859,036) | (3,859,036) | ||
Equity Offering | $ 187 | 34,571,875 | 34,572,062 | |
Stock Issued During Period, Shares, Other | 1,868,750 | |||
Stock-based compensation | 1,762,628 | 1,762,628 | ||
Ending balance, value at Jun. 30, 2020 | $ 1,737 | 185,961,104 | (39,311,271) | 146,651,570 |
Shares, Outstanding at Jun. 30, 2020 | 17,369,435 | |||
Net loss | (14,473,325) | (14,473,325) | ||
Proceeds from exercise of stock options | $ 4 | 262,482 | 262,486 | |
Proceeds from exercise of stock options, shares | 37,496 | |||
Stock-based compensation | 2,773,377 | 2,773,377 | ||
Stock bonus | 137,300 | 137,300 | ||
Issuance of common stock, Shares | 10,000 | |||
Shares released from escrow | (150,000) | (150,000) | ||
Shares released from escrow, shares | (6,886) | |||
Payments for fractional shares released from escrow | (1,779) | (1,779) | ||
Ending balance, value at Jun. 30, 2021 | $ 1,741 | $ 188,982,484 | $ (53,784,596) | $ 135,199,629 |
Shares, Outstanding at Jun. 30, 2021 | 17,410,045 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Operating activities | ||
Net loss | $ (14,473,325) | $ (17,418,374) |
Adjustments to reconcile net loss to net cash and cash equivalents used in operating activities: | ||
Depreciation and amortization | 4,572,556 | 3,526,359 |
Rent expense from operating lease right-of-use asset | 601,296 | 561,809 |
Bad debt expense | 476,117 | 2,473,968 |
Reserve for contract asset | 960,000 | |
Stock-based compensation | 2,773,377 | 1,762,628 |
Stock bonus | 137,300 | |
Release of valuation allowance on deferred tax assets | (4,575,507) | |
Changes in operating assets and liabilities: | ||
Accounts receivable | (363,682) | (1,753,174) |
Inventories | (6,425,676) | (10,856,933) |
Prepaid expenses and other current assets | 399,752 | (594,338) |
Operating leases and other assets | (567,682) | 161,710 |
Accounts payable, accrued expenses and other | 3,843,074 | (963,566) |
Deferred tax liabilities | 39,519 | 33,293 |
Net cash used in operating activities | (8,987,374) | (26,682,125) |
Investing activities | ||
Acquisition of property, plant and equipment | (130,281) | (303,570) |
Additional patents | (163,318) | (142,605) |
Cash from acquisition of Solsys Medical, LLC | 5,525,601 | |
Net cash (used in) provided by investing activities | (293,599) | 5,079,426 |
Financing activities | ||
Proceeds from notes payable | 36,400,000 | 43,349,488 |
Repayments of notes payable | (34,300,000) | (23,569,940) |
Proceeds from exercise of stock options | 262,486 | 1,246,531 |
Stock registration and investment bank fees | (3,859,036) | |
Proceeds from equity offering | 34,572,062 | |
Payments of finance lease | (12,608) | |
Payments for fractional shares released from escrow | (1,779) | |
Net cash provided by financing activities | 2,348,099 | 51,739,105 |
Net (decrease) increase in cash and cash equivalents | (6,932,874) | 30,136,406 |
Cash and cash equivalents at the beginning of the period | 37,978,809 | 7,842,403 |
Cash and cash equivalents at the end of the period | 31,045,935 | 37,978,809 |
Cash paid for: | ||
Interest | 3,432,163 | 2,297,697 |
Income taxes | 62,944 | 550 |
Transfer of inventory to property, plant and equipment for consignment of product | 4,684,205 | 4,298,722 |
Stock issued for the acquisition of Solsys Medical, LLC | 108,643,710 | |
Shares release from escrow | $ 150,000 |
Basis of Presentation, Organiza
Basis of Presentation, Organization and Business and Summary of Significant Accounting Policies Basis of Presentation | 12 Months Ended |
Jun. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation, Organization and Business and Summary of Significant Accounting Policies Basis of Presentation | 1. Basis of Presentation, Organization and Business and Summary of Significant Accounting Policies Basis of Presentation These consolidated financial statements of Misonix, Inc. (“Misonix” or the “Company”) include the accounts of Misonix and its 100% All intercompany balances and transactions have been eliminated. Organization and Business Misonix designs, manufactures and markets minimally invasive surgical ultrasonic medical devices and markets, sells and distributes TheraSkin® (“TheraSkin”), a biologically active human skin allograft used to support healing of wounds which complements Misonix’s ultrasonic medical devices. Misonix’s ultrasonic products are used for precise bone sculpting, removal of soft and hard tumors and tissue debridement, primarily in the areas of neurosurgery, orthopaedic surgery, plastic surgery, wound care and maxillo-facial surgery. In the United States, the Company sells its products through its direct sales force, in addition to a network of commissioned agents assisted by Misonix personnel. Outside of the United States, the Company sells BoneScalpel and SonaStar through distributors who then resell the products to hospitals. The Company sells to all major markets in the Americas, Europe, Middle East, Asia Pacific, and Africa. The Company manufactures and sells its products in two global reportable business segments: the Surgical segment and the Wound segment. The Company’s sales force also operates as two Risks and Uncertainties The Company’s business is subject to material risks and uncertainties as a result of the coronavirus (“COVID-19”) pandemic. The extent of the impact of the COVID-19 pandemic on the Company’s business is highly uncertain and difficult to predict, as the response to the pandemic is rapidly evolving. Several jurisdictions are experiencing new increases in the rate of infection by COVID-19, and as a result, the Company’s customers are diverting resources to treat COVID-19 patients and deferring elective surgical procedures, both of which have and are likely to continue to impact demand for the Company’s products. Furthermore, capital markets and economies worldwide have also been negatively impacted by the COVID-19 pandemic, and it is possible that it could cause a local and/or global economic recession. Such economic disruption could have a material adverse effect on the Company’s business as hospitals and surgery centers curtail and reduce capital and overall spending. Policymakers around the globe have responded with fiscal policy actions to support the healthcare industry and economy as a whole. The magnitude and overall effectiveness of these actions and the Company’s ability to benefit from them remains uncertain. The severity of the impact of the COVID-19 pandemic on the Company’s business will depend on a number of factors, including, but not limited to, the duration and spread of the outbreak, its severity, the actions taken to contain the virus or address its impact including vaccine distribution and efficacy, U.S. and foreign government actions to respond to the reduction in global economic activity, and how quickly and to what extent normal economic and operating conditions can resume, all of which are uncertain and cannot be predicted. The Company’s future results of operations and liquidity could be materially and adversely impacted by delays in payments of outstanding receivable amounts beyond normal payment terms, supply chain disruptions and uncertain demand, and the impact of any initiatives or programs that the Company may undertake to address financial and operations challenges faced by its customers. As of the date of issuance of these consolidated financial statements, the extent to which the COVID-19 pandemic may materially impact the Company’s financial condition, liquidity, or results of operations is uncertain. Acquisition of Solsys Medical, LLC On September 27, 2019, the Company completed the acquisition (the “Solsys Acquisition”) of Solsys Medical, LLC (“Solsys”), a privately held regenerative medical company, in an all-stock transaction valued at approximately $ 109 64% 36% 5,703,082 4.5 1.4 The Company’s common stock was created with a par value per share of $ .0001 .01 151,964 High Intensity Focused Ultrasound Technology In May 2010, we sold our rights to our former high intensity focused ultrasound technology to SonaCare Medical, LLC, or SonaCare. Under the terms of the sale, SonaCare is required to pay us 7% of the gross revenues received from its sales of the (i) prostate product in Europe and (ii) kidney and liver products worldwide, until we have received payments of $ 3.0 million, and thereafter 5% of the foregoing gross revenues, until we have received payments of $ 5.8 million . Until we have received payments of $5.8 million, the minimum annual amount that SonaCare is required to pay, however, is $ 250,000 . SonaCare was in default of its obligations to make payments to us on March 31, 2020 and March 31, 2021and as of June 30, 2021, we had received cumulative payments of approximately $ 2.8 million from SonaCare . Due to SonaCare’s default and inability to pay, we entered into an amended agreement with SonaCare on April 30, 2021 and SonaCare made a payment to us of $ 300,000 on May 28, 2021. The amended agreement with SonaCare requires that SonaCare make minimum annual payments of $ 300,000 300,000 payment received as other income on our Consolidated Statement of Operations during the fourth quarter of fiscal year 2021. The Company’s allowance for doubtful accounts includes all future amounts due from SonaCare. All future payments will be recorded as income to the extent cash is received due to the uncertainty of payment receipt. Equity Offering On January 27, 2020, the Company completed an underwritten public offering of 1,868,750 18.50 34.6 Cash and Cash Equivalents The Company considers all highly liquid debt instruments purchased with a maturity of three months or less to be cash equivalents. All of the Company’s cash is maintained in bank accounts and accordingly it does not have cash equivalents at June 30, 2021. The Company’s cash balances at June 30, 2021 and 2020 were $ 31 38 30.5 37.4 Major Customers and Concentration of Credit Risk No customers exceeded 10% of consolidated revenues for the fiscal years 2021 and 2020. At June 30, 2021 and 2020, $ 0.1 0.8 At June 30, 2021 and 2020, the Company’s accounts receivable with customers outside the United States were approximately $ 1.1 million and $ 2 .0 million, respectively. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and judgments that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates and assumptions are used for but not limited to establishing the allowance for doubtful accounts, valuation of inventory, depreciation, intangible amortization, asset impairment evaluations and establishing deferred tax assets and related valuation allowances, and stock-based compensation. Actual results could differ from those estimates. Accounts Receivable Accounts receivable, principally trade, are generally due within 30 to 90 days and are stated at amounts due from customers, net of an allowance for doubtful accounts. The Company performs ongoing credit evaluations and adjusts credit limits based upon payment history and the customer’s current credit worthiness, as determined by a review of their current credit information. The Company continuously monitors aging reports, collections and payments from customers and maintains a provision for estimated credit losses based upon historical experience and any specific customer collection issues that have been identified. While such credit losses have historically been within expectations and the provisions established, the Company cannot guarantee that the same credit loss rates will be experienced in the future. The Company writes off accounts receivable when they become uncollectible. Inventories Inventories are stated at the lower of cost (first-in, first-out) or net realizable value and consist of raw materials, work-in process and finished goods and include purchased materials, direct labor and manufacturing overhead. Management evaluates the need to record adjustments to write down inventory to the lower of cost or net realizable value on a quarterly basis. The Company’s policy is to assess the valuation of all inventories, including raw materials, work-in-process and finished goods and it writes down its inventory for estimated obsolescence based upon the age of inventory and assumptions about future demand and usage. Inventory items used for demonstration purposes, rentals or on consignment are classified as property, plant and equipment. Property, Plant and Equipment Property, plant and equipment are recorded at cost. Minor replacements and maintenance and repair expenses are charged to expense as incurred. Depreciation of property and equipment is provided using the straight-line method over estimated useful lives ranging from 3 5 Depreciation of BoneScalpel and SonicOne generators which are consigned to customers are depreciated over a 5- year period, and depreciation is charged to selling expenses. Revenue Recognition The Company generates revenue from the sale and leasing of medical equipment, from the sale of consumable products used with medical equipment in surgical procedures, from the sale of TheraSkin, Therion and TheraGenesis, and from product supply and licensing arrangements. In the United States, the Company’s products are marketed primarily through a hybrid sales approach that includes direct sales representatives, managed by regional sales managers, along with independent distributors. Outside the United States, the Company sells BoneScalpel, SonaStar, and SonicOne to specialty distributors who purchase products to resell to their clinical customer bases. The Company sells to all major markets in the Americas, Europe, Middle East, Asia Pacific, and Africa. Revenue is disaggregated from contracts between products under ship and bill arrangements and licensing agreements, and by geography, which the Company believes best depicts how the nature, amount, timing and uncertainty of revenues and cash flows are affected by economic factors. Contracts and Performance Obligations The Company accounts for a contract with a customer when there is an approval and commitment from both parties, the rights of the parties are identified, payment terms are identified, the contract has commercial substance and collectability of the consideration is probable. The Company’s performance obligations consist mainly of transferring control of products and related services identified in the contracts, purchase orders or invoices. For each contract, the Company considers the obligation to transfer products or bundled products and services to the customer, of which each is distinct in the context of the contract, to be performance obligations. Transaction Price and Allocation to Performance Obligations Transaction prices of products are typically based upon contracted rates as specified on the purchase order for the purchase of consumables. The Company’s contracted rates represent the standalone selling price of a consumable which is generally determined through the sale of products and/or bundled products or services separately in similar circumstances to similar customers. The Company determines the effects of variable consideration, inclusive of any constraints, in determining the transaction price with regard to its contracts with customers. Recognition of Revenue The Company satisfies performance obligations either over time, or at a point in time, upon which control transfers to the customer. Revenue derived from the shipping and billing of product is recorded upon shipment, when transfer of control occurs for products shipped freight on board (“F.O.B.”) shipping. Products shipped F.O.B. destination are recorded as revenue when received at the point of destination when the transfer of control is completed. Shipments under agreements with distributors are not subject to return, and payment for these shipments is not contingent on sales by the distributor. Accordingly, the Company recognizes revenue on shipments to distributors in the same manner as with other customers under the ship and bill process. Revenue derived from the rental of equipment is recorded on a monthly basis over the term of the lease. Shipments of consumable products to these rental customers is recorded as orders are received and shipments are made F.O.B. destination or F.O.B. shipping. Revenue derived from consignment agreements is earned as consumables product orders are fulfilled. Therefore, revenue is recognized as shipments are made F.O.B. shipping or F.O.B destination. Revenue derived from service and maintenance contracts is recognized evenly over the life of the service agreement as the services are performed. Contract Specific Performance Obligations and Significant Judgements Product Placement/Consignment Agreements The Company’s product placement/consignment agreements provide for the placement of a console or generator, at the customer’s place of business and set pricing related to the purchase of consumables for use in conjunction with the console. These agreements do not require any minimum consumable purchase quantities and do not have a stated term. The Company considers the transaction price in these arrangements to be fully constrained variable consideration because it is dependent on future sales of consumables to the customer. The Company has determined that the pattern of purchase of consumables by a customer is consistent with the benefit received by the customer for the use of the generator and therefore the Company has a right to consideration based upon the pattern of consumable purchases placed through purchase orders by the customer. The Company’s invoices to these customers have short-term payment terms and are aligned with the transfer of goods and services to the customer and the Company recognizes revenue based upon its right to invoice customers. Selling Costs Incremental direct costs of obtaining a sales contract primarily include sales commissions paid to sales personnel and outside sales representatives in connection with sales of products under ship and bill scenarios or through product placement scenarios. The expected period of benefit of these costs is one year or less and therefore the Company has elected the practical expedient to expense such costs in the period in which they are incurred. Typically, costs in fulfilling a contract represent shipping and handling costs and the Company accounts for these costs as fulfilment costs and they are expensed as incurred. Costs in fulfilling a contract are only capitalized as an asset if they relate directly to an existing contract or specific anticipated contract, they generate or enhance resources of the entity that will be used to satisfy performance obligations in the future, and they are expected to be recovered. The Company has not identified any such costs. The following table disaggregates the Company’s product revenue by sales channel and geographic location: Schedule of Classification and Geographic Location For the years ended June 30, 2021 2020 Total Surgical $ 40,379,693 $ 34,457,631 Wound 33,644,380 28,026,020 Total $ 74,024,073 $ 62,483,651 Domestic: Surgical $ 27,384,277 $ 20,874,419 Wound 33,272,947 27,678,534 Total $ 60,657,224 $ 48,552,953 International: Surgical $ 12,995,416 $ 13,583,212 Wound 371,433 347,486 Total $ 13,366,849 $ 13,930,698 Our international sales include a concentration in China, aggregating $ 2.0 3.1 Beginning with the fiscal third quarter of 2020, Misonix adopted certain changes in its quarterly financial results related to the presentation of its sales performance supplemental data to more accurately reflect the Company’s two separate sales channels - its Surgical and Wound product divisions. As a result, the Company presents total, domestic and international sales performance supplemental data for its Surgical and Wound divisions and no longer presents total, domestic and international sales performance supplemental data based on its consumables and equipment products. Further, in the Third Quarter of 2020, the Company began operating in two business segments, and disclosing the Surgical and Wound businesses as its two segments. Long-Lived Assets The carrying values of intangible and other long-lived assets are periodically reviewed to determine if any impairment indicators are present. If it is determined that such indicators are present and the review indicates that the assets will not be fully recoverable, based on undiscounted estimated cash flows over the remaining amortization and depreciation period, their carrying values are reduced to estimated fair value. Impairment indicators include, among other conditions, cash flow deficits, historic or anticipated decline in revenue or operating profit, adverse legal or regulatory developments, accumulation of costs significantly in excess of amounts originally expected to acquire the asset and a material decrease in the fair value of some or all of the assets. Assets are grouped at the lowest levels for which there are identifiable cash flows that are largely independent of the cash flows generated by other asset groups. No such impairment was deemed to exist in fiscal 2021 and 2020. Goodwill In connection with the acquisition of Solsys, the Company has $ 106.5 million of goodwill recorded on its Consolidated Balance Sheet as of June 30, 2021, $ 12.7 million of which is expected to be deductible for tax purposes. The goodwill recognized from the Solsys acquisition represents the excess of the purchase price over aggregate fair value of net assets acquired and is related to the benefits expected as a result of the acquisition, including sales, and a stronger portfolio of Wound solutions that will drive growth in the would care market. Our goodwill balance as of each reporting period and by segment, includes: Schedule of Goodwill Surgical Wound Total Balance as of June 30, 2019 $ 1,701,094 $ - $ 1,701,094 Acquisition of Solsys - 108,833,165 108,833,165 Purchase price accounting adjustments - (2,223,909 ) (2,223,909 ) Goodwill (gross) 1,701,094 106,609,256 108,310,350 Accumulated impairment losses - - - Balance as of June 30, 2020 $ 1,701,094 $ 106,609,256 $ 108,310,350 Balance as of June 30, 2020 $ 1,701,094 $ 106,609,256 $ 108,310,350 Purchase price accounting adjustments - (75,686 ) (75,686 ) Goodwill (gross) 1,701,094 106,533,570 108,234,664 Accumulated impairment losses - - - Balance as of June 30, 2021 $ 1,701,094 $ 106,533,570 $ 108,234,664 Goodwill is not amortized. The Company reviews goodwill for impairment annually and whenever events or changes indicate that the carrying value of an asset may not be recoverable. These events or circumstances could include a significant change in the business climate, legal factors, operating performance indicators, competition, or sale or disposition of significant assets or products. Application of this impairment test requires significant judgments, including estimation of cash flows, which is dependent on internal forecasts, estimation of the long term rate of growth for the Company’s business, the useful lives over which cash flows will occur and determination of the Company’s weighted average cost of capital. The Company also compares its market capitalization to the value of its goodwill to view for evidence of impairment. The Company completed its annual goodwill impairment tests for fiscal 2021 and 2020 as of March 31 of each year. No impairment of goodwill was deemed to exist in fiscal 2021 and 2020. Patents, net of accumulated amortization The cost of acquiring or processing patents is capitalized at cost. This amount is being amortized using the straight-line method over the estimated useful lives of the underlying assets, which is approximately 17 789,800 784,318 157,835 137,387 The following is a schedule of estimated future patent amortization expense as of June 30, 2021 during the following fiscal years: Schedule of Estimated Future Patent Amortization Expense 1 2022 $ 105,516 2023 103,658 2024 91,234 2025 84,166 2026 72,764 Thereafter 332,462 Total $ 789,800 Income Taxes Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the consolidated financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carry forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income in those periods in which temporary differences become deductible. Should management determine that it is more likely than not that some portion of the deferred tax asset will not be realized, a valuation allowance against the deferred tax asset would be established in the period such determination was made. The Company recognizes a tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities based on the technical merits of the position. The tax benefits recognized in the consolidated financial statements from such position are measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. The Company classifies income tax related interest and penalties as a component of income tax expense. Earnings Per Share Earnings per share (“EPS”) is calculated using the two-class method, which allocates earnings among common stock and participating securities to calculate EPS when an entity’s capital structure includes either two or more classes of common stock or common stock and participating securities. Unvested share-based payment awards that contain non-forfeitable rights to dividends or dividend equivalents (whether paid or unpaid) are participating securities. As such, unvested shares of restricted stock of the Company are considered participating securities. The dilutive effect of options and their equivalents (including non-vested stock issued under stock-based compensation plans), is computed using the “treasury” method. Basic income per common share is based on the weighted average number of common shares outstanding during the period. Diluted income per common share includes the dilutive effect of potential common shares outstanding. The following table sets forth the reconciliation of weighted average shares outstanding and diluted weighted average shares outstanding: Schedule of Basic and Diluted Earnings Per Share Calculation 2021 2020 For the years ended June 30, 2021 2020 Basic weighted average shares outstanding 17,226,190 14,670,663 Dilutive effect of restricted stock awards (participating securities) - - Denominator for basic earnings per share 17,226,190 14,670,663 Dilutive effect of stock options - - Diluted weighted average shares outstanding 17,226,190 14,670,663 Diluted EPS for the years ended June 30, 2021 and 2020 as presented is the same as basic EPS as the inclusion of the effect of common share equivalents then outstanding would be anti-dilutive. Accordingly, excluded from the calculation of diluted EPS are the dilutive effect of options to purchase 351,355 and 501,554 shares of common stock for the years ended June 30, 2021 and 2020, respectively. Also excluded from the calculation of both basic and diluted earnings per share for the years ended June 30, 2021 and 2020 are 159,800 186,600 shares, respectively, of restricted common stock which were issued in December 2016. Research and Development All research and development expenses are expensed as incurred and are included in operating expenses. Depreciation Expense for Consigned Inventory The Company typically provides to its United States customers, on a consignment basis, the generators used to power its BoneScalpel and SonicOne products. Title to these generators remains at all times with the Company. When these generators are deployed in the field at customer locations, the Company depreciates these units over a five-year period and charges the depreciation to selling expenses. Depreciation expense relating to consigned generators and for demonstration equipment for the years ended June 30, 2021 and 2020 was $ 2,261,845 1,586,000 Shipping and Handling Shipping and handling costs which were charged to customers for the fiscal years ended June 30, 2021 and 2020 were approximately $ 0.1 million and $ 0.1 million , respectively, and are reported as a component of revenue. Shipping and handling costs which were not charged to customers for the fiscal years ended June 30, 2021 and 2020 were approximately $ 3.9 million and $ 3.8 million , respectively, and are reported as a component of selling expenses. Stock-Based Compensation The Company measures compensation cost for all share-based payments at fair value and recognizes the cost over the vesting period. The Company uses the Black-Scholes method to value awards and utilizes the straight-line amortization method to recognize the expense associated with the awards with graded vesting terms. Restricted Stock Awards The Company measures compensation cost for all restricted stock awards at fair value and recognizes the cost over the vesting period. For awards that have market conditions, the Company uses the Monte Carlo valuation method to value awards and utilizes the straight line amortization method to recognize the expense associated with the awards with graded vesting terms. Where awards have performance conditions, the Company will determine the probability of achieving those conditions and will record compensation expense when it is probable that the conditions will be met. Recent Accounting Pronouncements In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instrument (“ASU 2016-13”). ASU 2016-13 replaces the incurred loss impairment methodology in current U.S. GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. ASU 2016-13 is effective for SEC small business filers for fiscal years beginning after December 15, 2022. Management is currently assessing the impact that ASU 2016-13 will have on the Company. Recently Adopted Accounting Pronouncements In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), and has since issued amendments thereto, related to the accounting for leases (collectively referred to as “ASC 842”). ASC 842 establishes a right-of-use (“ROU”) model that requires a lessee to record a ROU asset and a lease liability on the consolidated balance sheet for all long-term leases. Leases will be classified as either financing or operating, with classification affecting the pattern of expense recognition and classification in the consolidated statement of operations. The Company adopted ASC 842 on July 1, 2019. A modified retrospective transition approach is required for lessees for capital and operating leases existing at, or entered into after, the beginning of the earliest comparative period presented in the consolidated financial statements, with certain practical expedients available. Entities have the option to continue to apply historical accounting under Topic 840, including its disclosure requirements, in comparative periods presented in the year of adoption. An entity that elects this option recognizes a cumulative effect adjustment to the opening balance of accumulated deficit in the period of adoption instead of the earliest period presented. The Company adopted the optional ASC 842 transition provisions beginning on July 1, 2019. Accordingly, the Company will continue to apply Topic 840 prior to July 1, 2019, including Topic 840 disclosure requirements, in the comparative periods presented. The Company elected the package of practical expedients for all its leases that commenced before July 1, 2019. The Company has evaluated its real estate lease, its copier leases and its generator rental agreements. The adoption of ASC 842 did not materially impact the Company’s consolidated balance sheet and had an immaterial impact on its results of operations. Based on the Company’s current agreements, upon the adoption of ASC 842 on July 1, 2019, the Company recorded an operating lease liability of approximately $ 436,000 |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 12 Months Ended |
Jun. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | 2. Fair Value of Financial Instruments The Company follows a three-level fair value hierarchy that prioritizes the inputs to measure fair value. This hierarchy requires entities to maximize the use of “observable inputs” and minimize the use of “unobservable inputs.” The three levels of inputs used to measure fair value are as follows: Level 1: Quoted prices (unadjusted) for identical assets or liabilities in active markets as of the measurement date. Level 2: Significant other observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data. Level 3: Significant unobservable inputs that reflect assumptions that market participants would use in pricing an asset or liability. At June 30, 2021 and 2020, all of the Company’s cash and cash equivalents, trade accounts receivable and trade accounts payable were short term in nature, and their carrying amounts approximate fair value. Our current and long-term debt arrangements are classified as level 2 financial instruments. |
Inventories
Inventories | 12 Months Ended |
Jun. 30, 2021 | |
Inventory Disclosure [Abstract] | |
Inventories | 3. Inventories Inventories are summarized as follows: Schedule of Inventories June 30, June 30, 2021 2020 Raw material $ 6,980,121 $ 7,000,453 Work-in-process 941,812 467,037 Finished goods 8,378,751 6,813,034 Inventory, gross 16,300,684 14,280,524 Less obsolescence reserve (548,529 ) (269,840 ) Inventory, net $ 15,752,155 $ 14,010,684 |
Property, Plant and Equipment
Property, Plant and Equipment | 12 Months Ended |
Jun. 30, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | 4. Property, Plant and Equipment Property, plant and equipment consist of the following: Schedule of Property, Plant and Equipment June 30, June 30, 2021 2020 Demonstration and consignment inventory 17,931,222 13,375,692 Machinery and equipment 3,006,470 2,942,692 Furniture and fixtures 1,563,018 1,563,017 Leasehold improvements 749,591 734,651 Software systems 786,373 785,773 Freezers 696,150 596,022 Automobiles 22,328 22,328 Property, plant and equipment, gross 24,755,152 20,020,175 Less: accumulated depreciation and amortization (15,501,673 ) (12,715,917 ) Property, plant and equipment, net 9,253,479 7,304,258 Depreciation and amortization of property, plant and equipment totaled approximately $ 2.9 million and $ 2.2 million for the fiscal years ended June 30, 2021 and 2020, respectively. |
Intangible Assets
Intangible Assets | 12 Months Ended |
Jun. 30, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | 5. Intangible Assets In connection with the Solsys Acquisition, the Company acquired intangible assets primarily consisting of customer relationships, trade names and non-competition agreements. Amortization expense for the fiscal years ended June 30, 2021 and 2020 were $ 1.5 1.2 The table below summarizes the intangible assets acquired: Summary of Intangible Assets June 30, June 30, Amortization 2021 2020 Period Customer relationships $ 9,500,000 $ 9,500,000 15 Trade names 12,800,000 12,800,000 15 Non-competition agreements 200,000 200,000 1 Total 22,500,000 22,500,000 Less accumulated amortization (2,759,508 ) (1,218,864 ) Net intangible assets $ 19,740,492 $ 21,281,136 The following is a schedule of estimated future intangible asset amortization expense by fiscal year as of June 30, 2021: Schedule of Estimated Future Intangible Asset Amortization Expense 1 2022 $ 1,489,848 2023 1,489,848 2024 1,489,848 2025 1,489,848 2026 1,489,848 Thereafter 12,291,252 Total $ 19,740,492 |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 12 Months Ended |
Jun. 30, 2021 | |
Payables and Accruals [Abstract] | |
Accrued Expenses and Other Current Liabilities | 6. Accrued Expenses and Other Current Liabilities The following summarizes accrued expenses and other current liabilities: Schedule of Accrued Expenses and Other Current Liabilities June 30, June 30, 2021 2020 Accrued payroll, payroll taxes and vacation $ 3,024,249 $ 2,277,752 Accrued bonus 1,252,824 417,000 Accrued commissions 2,616,331 1,678,966 Professional fees 482,696 355,145 Vendor, tax and other accruals 3,808,556 2,786,888 Accrued expenses and other current liabilities $ 11,184,656 $ 7,515,751 |
Stock-based Compensation Plans
Stock-based Compensation Plans | 12 Months Ended |
Jun. 30, 2021 | |
Equity [Abstract] | |
Stock-based Compensation Plans | 7. Stock-based Compensation Plans At June 30, 2021, the Company had outstanding equity-linked grants under seven stock-based compensation plans (the “Plans”), as follows: Schedule of Stock-based Compensation Plans Available Initial Expired / For Plan Shares Granted Exercised Forfeited Outstanding Issuance 2005 Employee Equity Incentive Plan 500,000 547,125 497,200 48,925 1,000 - [3] 2009 Employee Equity Incentive Plan 500,000 624,925 413,132 130,225 81,568 5,300 2009 Non Employee Director Stock Option Plan 200,000 275,000 141,250 100,000 33,750 25,000 2012 Employee Equity Incentive Plan 500,000 750,000 205,499 265,251 279,250 15,251 2012 Non Employee Director Stock Option Plan 200,000 277,500 110,000 78,750 88,750 1,250 2014 Employee Equity Incentive Plan 750,000 573,500 [1] 90,499 229,876 253,125 6,376 2017 Equity Incentive Plan 1,950,000 1,391,339 [2] 3,583 128,910 1,258,846 677,571 Total 1,996,289 730,748 [1] Excludes grant of 400,000 [2] Excludes grant of 10,000 [3] There are zero shares available for issuance because this plan is expired. The compensation cost that has been charged against income for these plans, excluding the compensation cost for restricted stock, was $ 2,280,901 1,762,628 8,033,083 2.9 150,724 Stock options typically expire 10 4 The fair value of each option award was estimated on the date of grant using the Black-Scholes option valuation model that uses the assumptions noted in the following table. The expected volatility represents the historical price changes of the Company’s stock over a period equal to that of the expected term of the option. The Company uses the simplified method for determining the option term. The risk-free rate was based on the U.S. Treasury yield curve in effect at the time of grant. The expected dividend yield is based upon historical and projected dividends. The Company has historically not paid dividends and is not expected to do so in the near term. The weighted average fair value at date of grant for options granted during the fiscal years ended June 30, 2021 and 2020 was $ 11.17 7.17 Schedule of Weighted Average Fair Value at Date of Grant for Options For the years ended June 30, 2021 2021 2020 Risk-free interest rates 0.58 % 0.68 % Expected option life in years 5.60 6.03 Expected stock price volatility 60.79 % 57.53 % Expected dividend yield 0 % 0 % A summary of option activity under the Plans as of June 30, 2021 and 2020, and changes during the years ended on those dates is presented below: Schedule of Option Activity Options Weighted Average Aggregate Outstanding Exercise Intrinsic Shares Price Value Outstanding as of June 30, 2019 1,163,856 $ 10.28 $ 17,617,231 Vested and exercisable at June 30, 2019 656,730 $ 8.42 $ 11,162,650 Granted 829,839 13.51 Exercised (150,875 ) 8.26 Forfeited (64,750 ) 14.61 Expired - - Outstanding as of June 30, 2020 1,778,070 $ 11.81 $ 5,164,938 Vested and exercisable at June 30, 2020 683,442 $ 9.16 $ 3,156,051 Outstanding as of June 30, 2020 1,778,070 $ 11.81 $ 5,164,938 Vested and exercisable at June 30, 2020 683,442 $ 9.16 $ 3,156,051 Granted 363,000 20.84 Exercised (37,496 ) 7.00 Forfeited (107,285 ) 13.58 Expired - - Outstanding as of June 30, 2021 1,996,289 $ 13.44 $ 17,439,822 Vested and exercisable at June 30, 2021 1,005,890 $ 10.50 $ 11,747,466 The total fair value of shares vested during the year ended June 30, 2021 was $ 2,515,179 990,399 8.82 369,227 6.81 The total fair value of shares vested during the year ended June 30, 2020 was $ 1,098,780 1,094,628 7.21 179,087 6.14 The following table summarizes information about stock options outstanding and exercisable at June 30, 2021 and 2020: Schedule of Stock Options Outstanding and Exercisable FISCAL 2021 Options Outstanding Options Exercisable Weighted Average Weighted Weighted Range of Contractual Average Average Exercise Prices Life Exercise Exercise Low High Number (Yrs.) Price Number Price $ 2.19 $ 9.61 426,818 3.9 $ 7.46 426,818 $ 7.46 $ 9.62 $ 10.01 378,719 8.7 $ 9.81 145,095 $ 9.80 $ 10.02 $ 13.39 301,575 5.6 $ 11.18 241,875 $ 11.28 $ 13.40 $ 20.63 431,552 8.4 $ 15.16 149,477 $ 15.49 $ 20.64 $ 22.18 457,625 9.4 $ 21.91 42,625 $ 21.41 1,996,289 7.3 $ 13.44 1,005,890 $ 10.50 FISCAL 2020 Options Outstanding Options Exercisable Weighted Average Weighted Weighted Range of Contractual Average Average Exercise Prices Life Exercise Exercise Low High Number (Yrs.) Price Number Price $ 1.82 $ 9.45 369,981 4.4 $ 6.77 351,605 $ 6.77 $ 9.46 $ 10.01 508,250 9.2 $ 9.76 93,587 $ 9.59 $ 10.02 $ 13.54 307,000 6.5 $ 11.25 196,000 $ 11.57 $ 13.55 $ 15.43 261,339 9.9 $ 13.65 5,750 $ 14.58 $ 15.44 $ 21.41 331,500 8.9 $ 19.62 36,500 $ 17.35 1,778,070 7.8 $ 11.81 683,442 $ 9.16 Stock options are granted with exercise prices not less than the fair market value of the Company’s Common Stock, at the time of the grant, with an exercise term as determined by the Committee administering the applicable option plan (the “Committee”) not to exceed 10 years. The Committee determines the vesting period for the Company’s stock options. Generally, such stock options have vesting periods of immediate to four years. Certain option awards provide for accelerated vesting upon meeting specific retirement, death or disability criteria, and upon change of control. During the fiscal years ended June 30, 2021 and 2020, the Company granted options to purchase 363,000 829,839 Restricted Stock Awards On December 15, 2016, the Company issued 400,000 9.60 3 5 1.6% 2.1% 66.5% 3.6 491,070 491,950 150,724 0.4 26,800 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Jun. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 8. Commitments and Contingencies Leases The Company has entered into operating leases primarily for real estate and to a lesser extent for office copiers. The Company has entered into one finance lease for manufacturing equipment. The Company does not expect finance leases to become material. All leases generally have terms that range from 1 6 0.4 0.4 During the years ended June 30, 2021 and 2020, the Company recognized $ 601,296 and $ 561,809 , respectively, in total operating lease cost for right-of-use assets. Because the rate implicit in each operating lease is not readily determinable, the Company uses its incremental borrowing rate to determine the present value of the lease payments. The finance lease contains a stated rate of 3.0 10.5 Information related to the Company’s right-of-use assets and related lease liabilities were as follows: Schedule of Information Related to Right-of-use Assets and Related Lease Liabilities June 30, Classification 2021 2020 Right-of-use assets Operating leases Lease right-of-use assets $ 1,288,812 $ 1,098,830 Finance leases Other assets 76,373 - $ 1,365,185 $ 1,098,830 Short-term Lease Liabilities Operating leases Current portion of lease liabilities $ 571,227 $ 414,058 Finance leases Accrued expenses and other current liabilities 16,184 - $ 587,411 $ 414,058 Long-term Lease Liabilities Operating leases Lease liabilities $ 762,894 $ 723,553 Finance leases Other non-current liabilities 57,574 - $ 820,468 $ 723,553 June 30, 2021 2020 Cash paid for lease liabilities Operating leases $ 598,081 $ 501,651 Finance leases $ 12,608 $ - Right-of-use assets obtained in exchange for new lease obligations Operating leases $ 657,249 $ 1,541,727 Finance leases $ 85,185 $ - Weighted-average remaining lease term (in years) Operating leases 2.78 3.59 Finance leases 4.33 - Weighted-average discount rate Operating leases 10.2 % 10.5 % Finance leases 3.0 % - Maturities of lease liabilities as of June 30, 2021 were as follows: Schedule of Future Minimum Lease Payments Operating Leases Finance Leases 2022 579,222 18,169 2023 557,686 18,169 2024 274,512 18,169 2025 129,211 18,169 2026 1,643 6,055 Thereafter - - Total payments 1,542,274 78,731 Less imputed interest (208,154 ) (4,973 ) Total lease liabilities $ 1,334,120 $ 73,758 Purchase Commitments As of June 30, 2021 and 2020, the Company had purchase and inventory commitments totaling $ 19.4 4.5 Former Chinese Distributor - Litigation On March 23, 2017, our former distributor in China, Cicel (Beijing) Science & Technology Co., Ltd., filed a lawsuit against us and certain of our officers and directors in the United States District Court for the Eastern District of New York. The complaint alleged that we improperly terminated our contract with the former distributor. The complaint sought various remedies, including compensatory and punitive damages, specific performance and preliminary and post judgment injunctive relief, and asserted various causes of action, including breach of contract, unfair competition, tortious interference with contract, fraudulent inducement, and conversion. On October 7, 2017, the court granted our motion to dismiss each of the tort claims asserted against us, and also granted the individual defendants’ motion to dismiss all claims asserted against them. On January 23, 2020, the Court granted Cicel’s motion to amend its complaint, to include claims for alleged defamation and theft of trade secrets in addition to the breach of contract claim. We believe that we have various legal and factual defenses to the allegations in the complaint and intend to defend the action vigorously. Discovery in the matter ended on August 5, 2021, and there is no trial date currently set. |
Financing Arrangements
Financing Arrangements | 12 Months Ended |
Jun. 30, 2021 | |
Debt Disclosure [Abstract] | |
Financing Arrangements | 9. Financing Arrangements Notes payable consists of the following as of June 30, 2021 and June 30, 2020: Schedule of Note Payable June 30, June 30, 2021 2020 Revolving credit facility $ 10,500,000 $ 8,400,000 PPP Note Payable 5,199,487 5,199,487 Term loans 30,095,761 30,095,762 45,795,248 43,695,249 Less current portion of notes payable (6,449,487 ) (5,099,744 ) Notes payable $ 39,345,761 $ 38,595,505 Following are the scheduled maturities of the notes payable for the twelve-month period ending June 30: Scheduled Maturities of Notes Payable 2022 $ 6,449,487 2023 15,500,000 2024 5,000,000 2025 18,845,761 Total $ 45,795,248 Revolving Credit Facility Through the Solsys Acquisition, the Company became party to a $ 5.0 January 22, 2021 On December 26, 2019 (the “Effective Date”), the Company entered into a Loan and Security Agreement (the “New Loan and Security Agreement”) among the Company, Misonix OpCo, Inc. and Solsys, as borrowers, and Silicon Valley Bank. The New Loan and Security Agreement provides for a revolving credit facility (the “New Credit Facility”) in an aggregate principal amount of up to $ 20.0 Borrowings under the New Credit Facility were used in part to repay the amount of $ 3.75 December 26, 2022 rate equal to the greater of the “Prime Rate” and 5.25% 0.1 The New Loan and Security Agreement contains representations and warranties and covenants that the Company believes are customary for agreements of this type, including covenants applicable to the Company and its subsidiaries limiting indebtedness, liens, substantial asset sales and mergers as well as financial maintenance covenants and other provisions. The New Loan and Security Agreement contains customary events of default. Upon the occurrence of an event of default, the lender may accelerate the indebtedness under the New Credit Facility, provided, that in the case of certain bankruptcy or insolvency events of default, the indebtedness under the New Credit Facility will automatically accelerate. If the New Credit Facility or the New Loan and Security Agreement terminates before the maturity date of December 26, 2022 1 The termination fee would not apply if the New Credit Facility or the New Loan and Security Agreement terminates before the maturity date for either of the following reasons: (1) the New Credit Facility is replaced with another new credit facility from Silicon Valley Bank or (2) Silicon Valley Bank sells, transfers, assigns or negotiates its obligations, rights and benefits under the New Loan and Security Agreement and related loan documentation to another person or entity that is not an affiliate of Silicon Valley Bank and the Company terminates the New Loan and Security Agreement or the New Credit Facility within sixty days thereof (unless the Company consented to that sale, transfer, assignment or negotiation). As of June 30, 2021, the outstanding principal balance of the New Credit Facility is $ 10.5 Notes Payable On September 27, 2019, the Company entered into an amended and restated credit agreement (“SWK Credit Agreement”) with SWK Holdings Corporation (“SWK”) pursuant to a commitment letter whereby SWK (a) consented to the Solsys Acquisition and (b) agreed to provide financing to the Company. Through the Solsys Acquisition, the Company became party to a $ 20.1 5.0 25.1 varied between LIBOR plus 7.00% and LIBOR plus 10.25% On December 23, 2019 the parties amended the SWK Credit Agreement (as so amended, the “Amended SWK Credit Agreement”) to, among other things, provide an additional $ 5 30.1 interest payable to between LIBOR plus 7.50% and LIBOR plus 10.25% On December 16, 2020 the parties further amended the SWK Credit Agreement to, among other things, (1) modify the interest payable to accrue interest at a variable rate of the greater of 2.0% or the three-month LIBOR, with a maximum variable rate of 3%, plus a margin of between 7.5% and 10.25% (depending on the Company’s EBITDA or market capitalization), (2) extend the interest only period such that quarterly principal payments of $1.25 million will begin in May, 2022, (3) extend the maturity date to June 30, 2024, (4) increase the exit fee to 2.0% of the principal amount of all loans advanced to the Company, and (5) extend the period during which the Company is obligated to pay a prepayment penalty to March, 2023 The Company may prepay the loans subject to a prepayment fee of (a) 3.2% of the amount prepaid if such prepayment is made prior to September 27, 2021, (b) 1.00% of the amount prepaid if such prepayment is made on or after September 27, 2021 and prior to March 31, 2023 or (c) $0 if such prepayment is made on or after March 31, 2023 As of June 30, 2021, the outstanding principal balance of the term loans under the Amended SWK Credit Agreement is approximately $ 30.1 Under the terms of the Amended SWK Credit Agreement, the Company is required to meet certain additional financial covenants requiring, among other things, (a) a minimum amount of unencumbered liquid assets that varies based on the Company’s market capitalization, (b) minimum aggregate revenue of specified amounts for the nine month period ending March 31, 2020, and for the 12 month period ending on the last day of the subsequent fiscal quarters and (c) minimum EBITDA at levels that will vary based on the Company’s market capitalization. The Company’s obligations under the Amended SWK Credit Agreement are (i) guaranteed by Misonix OpCo, Inc., and (ii) secured by a first lien on substantially all assets of the Company, Solsys and Misonix OpCo, Inc. and a second lien position on accounts receivable and inventory of the same entities. The Company is in compliance with all covenants in its financing agreements as of June 30, 2021. Paycheck Protection Program Loan On April 5, 2020, we applied for an unsecured $ 5.2 5.2 April 4, 2022 0.98 On May 26, 2021, the Company applied to the SBA for forgiveness of the loan. Such application is still outstanding. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Jun. 30, 2021 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 10. Related Party Transactions Minoan Medical (Pty) Ptd. (“Minoan”) (formerly Applied BioSurgical) is an independent distributor for the Company in South Africa. The chief executive officer of Minoan is also the brother of Stavros G. Vizirgianakis, the CEO of Misonix, Inc. Set forth below is a table showing the Company’s net revenues for the years ended June 30 and accounts receivable at June 30 for the indicated time periods below with Minoan: Schedule of Net Sales and Accounts Receivables For the years ended June 30, 2021 2020 Sales $ 1,531,964 $ 1,689,416 Accounts receivable $ 166,065 $ 469,124 |
Income Taxes
Income Taxes | 12 Months Ended |
Jun. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 11. Income Taxes The acquisition of Solsys resulted in the recognition of deferred tax liabilities of approximately $ 4.6 million, which related primarily to intangible assets. Prior to the business combination, the Company had a full valuation allowance on its deferred tax assets. The deferred tax liabilities generated from the business combination is netted against the Company’s pre-existing deferred tax assets. Consequently, this resulted in a release of $ 4.6 million of the pre-existing valuation allowance against the deferred tax assets and corresponding deferred tax benefit. On March 27, 2020, the Coronavirus Aid, Relief and Economic Security Act (the “CARES Act”) was enacted in response to the COVID-19 pandemic. The CARES Act, among other things, contains modifications on the limitation of business interest for tax years beginning in 2019 and 2020, and permits net operating loss carryovers and carrybacks to offset 100% of taxable income for taxable years beginning before 2021. In addition, the CARES Act allows net operating losses incurred in 2018, 2019, and 2020 to be carried back to each of the five preceding taxable years to generate a refund of previously paid income taxes. These provisions of the CARES Act did not have a material effect on our estimated effective tax rate. Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. There are no uncertain tax positions as defined by ASC 740-10 for the years June 30, 2020 and June 30, 2021. Accordingly, there are no interest or penalties accrued for the current or prior tax year. The tax effects of temporary differences that give rise to significant portions of the deferred tax assets and liabilities are presented below: Schedule of Deferred Tax Assets and Liabilities 2021 2020 June 30, 2021 2020 Deferred tax assets / (liabilities) Bad debt reserves $ 536,858 $ 654,493 Inventory reserves 398,184 306,633 Accruals and allowances 833,288 599,335 Net operating loss carryforwards 8,571,572 6,982,938 Tax credits 935,534 829,875 Stock based compensation 899,161 609,258 Interest expense 1,434,118 594,528 Amortization (4,715,258 ) (4,855,343 ) Depreciation (324,976 ) (281,874 ) Other 34,831 61,968 Deferred tax assets / (liabilities) 8,603,312 5,501,811 Valuation Allowance (8,676,124 ) (5,535,104 ) Total net deferred tax liabilities $ (72,812 ) $ (33,293 ) Interest expense on the Company’s debt was approximately $ 3.6 million for the year. The Tax Cuts and Jobs Act limits the deductibility of interest expense, which can be carried forward indefinitely, and resulted in an increase in deferred tax asset of approximately $ 0.8 million. Deferred tax assets refer to assets that are attributable to differences between the consolidated financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets in essence represent future savings of taxes that would otherwise be paid in cash. The realization of the deferred tax assets is dependent upon the generation of sufficient future taxable income, including capital gains. If it is determined that the deferred tax assets cannot be realized, a valuation allowance must be established, with a corresponding charge to net income. In accordance with ASC Topic 740, the Company establishes valuation allowances for deferred tax assets that, in its judgment are not more likely-than-not realizable. The guidance requires entities to evaluate all available positive and negative evidence, including cumulative results in recent periods, weighted based on its objectivity, in determining whether its deferred tax assets are more likely than not realizable. The Company regularly assesses its ability to realize its deferred tax assets. The Company is in a three-year cumulative loss position at June 30, 2021, and it expects to be in a cumulative pretax loss position as of June 30, 2022. Management evaluated available positive evidence, including the continued growth of the Company’s revenues and gross profit margins, the completion of the development of its next generation Nexus product, its SonaStar technology license to its Chinese partner and the reduction in investigative and professional fees, along with available negative evidence, including the Company’s continuing investment in building a direct sales force and payment of transaction fees for the Company’s Solsys acquisition. After weighing both the positive and negative evidence, management concluded that the Company’s deferred tax assets are not more likely-than-not realizable. The cumulative valuation allowance at June 30, 2021 and 2020 is $ 0.9 million and $ 0.6 million , respectively. The Company will continue to assess its ability to utilize its net operating loss carryforwards and will reverse this valuation allowance when sufficient evidence is achieved to allow the realizability of such deferred tax assets. As of June 30, 2021, the Company had approximately $ 37.1 million of U.S. federal net operating loss carryforwards of which $ 10.5 million will expire in tax years between 2031 and 2037 and $ 26.6 million will not expire. Included in U.S. Federal net operating loss carryforward amount are windfall tax benefits related to exercised stock options of approximately $ 3.8 million , the benefit of which was recorded in equity when the Company adopted ASU 2016-09 beginning in fiscal 2018. The Company has approximately $ 0.9 million of research and development tax credit carryforwards, which expire in the tax years between 2026 and 2040. Significant components of the income tax expense (benefit) attributable to continuing operations are as follows: Schedule of Components of Income Tax Expense 2021 2020 Year Ended June 30, 2021 2020 Current: Federal $ - $ - State 92,552 43,636 Foreign - - Total current 92,552 43,636 Deferred: Federal 34,679 (3,929,732 ) State 4,840 (612,482 ) Total deferred 39,519 (4,542,214 ) Income tax benefit (expense) $ 132,071 $ (4,498,578 ) The reconciliation of income tax expense (benefit) computed at the Federal statutory tax rates to income tax expense (benefit) is as follows: Schedule of Reconciliation of Income Tax Expense Benefit 2021 2020 Year ended June 30, 2021 2020 Tax at federal statutory rates $ (3,011,456 ) $ (4,600,276 ) State income taxes, net of federal benefit (244,712 ) (482,344 ) Research credit (105,659 ) (112,468 ) Permanent differences 37,260 76,341 Stock-based compensation 276,770 68,766 Transaction Costs - 120,401 Valuation allowance 3,162,279 5,006,509 Solsys acquisition - (4,575,507 ) True up and rate change 17,589 - Income tax benefit (expense) $ 132,071 $ (4,498,578 ) Open tax years related to federal and state income tax filings are for the years ended June 30, 2018, 2019, 2020 and 2021. The Company’s net operating loss carryforwards from closed years can be adjusted by the tax authorities when they are utilized in an open year. The Company files state tax returns in California, Florida, New Jersey, New York, Pennsylvania, Texas and various other states. |
Employee Profit Sharing Plan
Employee Profit Sharing Plan | 12 Months Ended |
Jun. 30, 2021 | |
Employee Profit Sharing Plan | |
Employee Profit Sharing Plan | 12. Employee Profit Sharing Plan The Company sponsors a retirement plan pursuant to Section 401(k) of the Internal Revenue Code of 1986, as amended (the “Code”) for all full-time employees. Participants may contribute a percentage of compensation not to exceed the maximum allowed under the Code, which was $ 26,000 if the employee was over 50 years of age for the year ended June 30, 2021. The plan provides for a matching contribution by the Company of 10 % of annual eligible compensation contributed by the participants based on years of service, which amounted to $ 137,464 and $ 197,895 for the fiscal years ended June 30, 2021 and 2020, respectively. |
Segment Reporting
Segment Reporting | 12 Months Ended |
Jun. 30, 2021 | |
Segment Reporting [Abstract] | |
Segment Reporting | 13. Segment Reporting Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated on a regular basis by the chief operating decision-maker (“CODM”) in deciding how to allocate resources to an individual segment and in assessing performance of the segment. Starting with the quarter ended March 31, 2020, the Company began operating in two segments, organized by its sales channels and product types Segment gross profit include: Schedule of Segment Gross Profit and Gross Profit Margin Surgical Wound Consolidated For the year ended June 30, 2021 Total revenue $ 40,379,693 $ 33,644,380 $ 74,024,073 Gross profit $ 28,075,789 $ 24,560,466 $ 52,636,255 Surgical Wound Consolidated For the year ended June 30, 2020 Total revenue $ 34,457,631 $ 28,026,020 $ 62,483,651 Gross profit $ 23,321,792 $ 20,387,691 $ 43,709,483 Worldwide revenue for the Company’s products is categorized as follows:” Schedule of Revenue 2021 2020 For the years ended June 30, 2021 2020 Total Surgical $ 40,379,693 $ 34,457,631 Wound 33,644,380 28,026,020 Total $ 74,024,073 $ 62,483,651 Domestic: Surgical $ 27,384,277 $ 20,874,419 Wound 33,272,947 27,678,534 Total $ 60,657,224 $ 48,552,953 International: Surgical $ 12,995,416 $ 13,583,212 Wound 371,433 347,486 Total $ 13,366,849 $ 13,930,698 All of the Company’s long-lived assets are located in the United States. Our international revenue includes a concentration in China, aggregating to $ 2.0 3.1 |
Acquisitions
Acquisitions | 12 Months Ended |
Jun. 30, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Acquisitions | 14. Acquisitions Solsys Medical, LLC On September 27, 2019, the Company completed the Solsys Acquisition. The purchase price was approximately $ 108.6 5,703,082 19.05 4.5 1.8 1.4 The transaction was accounted for using the acquisition method of accounting in accordance with FASB ASC Topic 805. U.S. GAAP requires that one of the companies in the transactions be designated as the acquirer for accounting purposes based on the evidence available. Misonix was treated as the acquiring entity for accounting purposes. The purchase price allocation of the Solsys acquisition was completed as of September 30, 2020, and is show in the following table: Schedule of Preliminary Solsys Purchase Price Allocation Cash $ 5,525,601 Accounts receivable 6,173,371 Inventory 98,911 Prepaid expenses 88,863 Indemnified asset - sales tax 150,000 Property and equipment 673,353 Lease assets 946,617 Customer relationships 9,500,000 Trade names 12,800,000 Non-competition agreements 200,000 Accounts payable and other current liabilities (4,694,878 ) Lease liabilities (860,490 ) Deferred tax liability (4,575,507 ) Notes payable (23,915,701 ) Total identifiable net assets 2,110,140 Goodwill 106,533,570 Total consideration $ 108,643,710 The fair values of the Solsys assets and liabilities were determined based on estimates and assumptions that management believes are reasonable. The goodwill from the acquisition of Solsys, which is fully deductible for tax purposes, consists largely of synergies and economies of scale expected from combining the operations of Solsys and the Company’s existing business. The estimate of fair value of the Solsys identifiable intangible assets was determined primarily using the “income approach,” which requires a forecast of all of the expected future cash flows either through the use of the multi-period excess earnings method or the relief-from-royalty method. Some of the more significant assumptions inherent in the development of intangible asset values include: the amount and timing of projected future cash flows, the discount rate selected to measure the risks inherent in the future cash flows, the assessment of the intangible asset’s life cycle, revenue growth rates and EBITDA margins, as well as other factors. The following table summarizes key information underlying intangible assets related to the Solsys Acquisition: Schedule of Intangible Assets June 30, June 30, Amortization 2021 2020 Period Customer relationships $ 9,500,000 $ 9,500,000 15 Trade names 12,800,000 12,800,000 15 Non-competition agreements 200,000 200,000 1 Total 22,500,000 22,500,000 Less accumulated amortization (2,759,508 ) (1,218,864 ) Net intangible assets $ 19,740,492 $ 21,281,136 Solsys’ operations were consolidated with those of the Company for the period September 27, 2019 through June 30, 2021. The Company does not disclose the amount of revenue and earnings of Solsys since the acquisition date included in the Consolidated Statement of Operations for the year ended June 30, 2021 because it is impracticable to do so. The Company has combined the operations of Solsys and Misonix, Inc. and no longer tracks operating expenses on a disaggregated basis. Had the acquisition occurred as of the beginning of fiscal 2019, revenue and net loss, on a pro forma basis excluding transaction fees and the one-time tax benefit, for the combined company would have been as follows: Schedule of Revenue and Net Loss, on Pro Forma Basis 2021 2020 For the years ended June 30, 2021 2020 Revenue $ 74,024,073 $ 70,864,847 Net loss $ (14,473,325 ) $ (21,404,463 ) Pro forma net loss for the year ended June 30, 2020 was adjusted to exclude $ 3.0 4.6 0.2 0.4 |
Subsequent Events
Subsequent Events | 12 Months Ended |
Jun. 30, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | 15. Subsequent Events On July 29, 2021, the Company announced that it entered into an Agreement and Plan of Merger (as it may be amended from time to time, the “Merger Agreement”) with Bioventus Inc., a Delaware corporation (“Bioventus”), Oyster Merger Sub I, Inc., a Delaware corporation, and a direct, wholly owned subsidiary of Bioventus (“Merger Sub I”), and Oyster Merger Sub II, LLC, a Delaware limited liability company, and a direct, wholly owned subsidiary of Bioventus (“Merger Sub II”) under which, subject to the satisfaction or waiver of the conditions specified therein, Merger Sub I shall be merged with and into the Company, with the Company surviving as a wholly owned subsidiary of Bioventus (the “First Merger”) and following the First Merger, the Company shall be merged with and into Merger Sub II, with Merger Sub II surviving as Misonix, LLC (the “Second Merger” and together with the First Merger, the “Merger”). At the effective time of the First Merger (the “First Effective Time”), each share of the Company’s common stock issued and outstanding immediately prior to the First Effective Time (other than the shares that are owned by Bioventus, Misonix, Merger Sub I or Merger Sub II and shares of any dissenting holders who are entitled to and have properly asserted appraisal rights) will be converted into the right to receive, either an amount in cash equal to $ 28.00 1.6839 0.001 Holders of shares of the Company’s common stock will have the right to elect to receive for each share of the Company’s common stock they hold either (i) 1.6839 shares of Bioventus Shares or (ii) $28.00. The maximum cash amount payable by Bioventus will be an amount equal to $10.50 multiplied by the number of outstanding shares of the Company’s common stock shortly prior to the completion of the transaction. If the aggregate amount of cash elected to be received by holders of the Company’s common stock exceeds the maximum cash amount, the number of shares of the Company’s common stock electing to receive cash consideration will be reduced on a pro rata basis and the remainder of the shares of the Company’s common stock will be paid the stock consideration of 1.6839 Bioventus Shares. If the aggregate amount of cash elected to be received by the holders of the Company’s common stock is less than the maximum cash amount, all of the shares electing to receive cash consideration will receive the cash election consideration of $28.00 per share, the remaining excess cash consideration shall first be paid to shares of the Company’s common stock that made no election, and thereafter (to the extent any excess cash consideration remains) to the shares of the Company’s common stock electing to receive stock consideration. The balance of the merger consideration payable to holders of the Company’s common stock after allocation and exhaustion of the foregoing aggregate cash consideration will be paid pro rata in the form of stock consideration of 1.6839 Bioventus Shares The Company’s Board of Directors and the Board of Directors of Bioventus have unanimously approved the Merger Agreement and the transactions contemplated thereby. The completion of the Merger is subject to customary closing conditions, including, among others, the required approvals of Misonix and Bioventus stockholders, respectively, and the receipt of regulatory approvals. Subject to the satisfaction or (to the extent permissible) waiver of such conditions, the transaction is expected to close in fourth quarter of 2021. Upon completion of the merger, all unvested stock options and restricted stock will vest. As of June 30, 2021, there was $ 8,033,083 150,724 |
Quarterly Results (unaudited)
Quarterly Results (unaudited) | 12 Months Ended |
Jun. 30, 2021 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Results (unaudited) | 16. Quarterly Results (unaudited) Schedule of Quarterly Results Q1 Q2 Q3 Q4 Year Fiscal 2021 Q1 Q2 Q3 Q4 Year Revenue $ 17,735,342 $ 18,256,410 $ 18,347,180 $ 19,685,141 $ 74,024,073 Cost of revenue 5,110,601 5,264,699 5,402,754 5,609,764 21,387,818 Gross profit 12,624,741 12,991,711 12,944,426 14,075,377 52,636,255 Operating expenses: Selling expenses 10,969,678 8,423,075 10,891,292 11,802,796 42,086,841 General and administrative expenses 4,452,328 3,918,950 3,631,175 4,553,015 16,555,468 Research and development expenses 1,250,174 968,377 1,317,036 1,493,871 5,029,458 Total operating expenses 16,672,180 13,310,402 15,839,503 17,849,682 63,671,767 Loss from operations (4,047,439 ) (318,691 ) (2,895,077 ) (3,774,305 ) (11,035,512 ) Other income (expense): Interest income 1,092 2,920 4,519 1,821 10,352 Interest expense (933,722 ) (949,105 ) (866,464 ) (870,439 ) (3,619,730 ) Other 1,417 279 218 301,722 303,636 Total other income (expense) (931,213 ) (945,906 ) (861,727 ) (566,896 ) (3,305,742 ) Loss from operations before income taxes (4,978,652 ) (1,264,597 ) (3,756,804 ) (4,341,201 ) (14,341,254 ) Income tax expense - - - (132,071 ) (132,071 ) Net loss $ (4,978,652 ) $ (1,264,597 ) $ (3,756,804 ) $ (4,473,272 ) $ (14,473,325 ) Net income loss per share: Basic $ (0.29 ) $ (0.07 ) $ (0.22 ) $ (0.26 ) $ (0.84 ) Diluted $ (0.29 ) $ (0.07 ) $ (0.22 ) $ (0.26 ) $ (0.84 ) Weighted average shares - Basic 17,213,686 17,217,948 17,226,181 17,247,172 17,226,190 Weighted average shares - Diluted 17,213,686 17,217,948 17,226,181 17,247,172 17,226,190 Q1 Q2 Q3 Q4 Year Fiscal 2020 Q1 Q2 Q3 Q4 Year Revenue $ 11,145,922 $ 19,721,986 $ 17,902,512 $ 13,713,231 $ 62,483,651 Cost of revenue 3,236,647 5,945,108 5,311,565 4,280,848 18,774,168 Gross profit 7,909,275 13,776,878 12,590,947 9,432,383 43,709,483 Operating expenses: Selling expenses 5,200,582 11,800,565 11,609,943 11,621,461 40,232,551 General and administrative expenses 4,207,807 5,149,715 4,463,467 4,133,578 17,954,567 Research and development expenses 771,411 1,087,449 1,842,837 1,214,246 4,915,943 Total operating expenses 10,179,800 18,037,729 17,916,247 16,969,285 63,103,061 Loss from operations (2,270,525 ) (4,260,851 ) (5,325,300 ) (7,536,902 ) (19,393,578 ) Other income (expense): Interest income 18,877 5,293 37,785 28,830 90,785 Interest expense (36,097 ) (833,035 ) (755,528 ) (995,630 ) (2,620,290 ) Other (763 ) (380 ) (434 ) 7,708 6,131 Total other income (expense) (17,983 ) (828,122 ) (718,177 ) (959,092 ) (2,523,374 ) Loss from operations before income taxes (2,288,508 ) (5,088,973 ) (6,043,477 ) (8,495,994 ) (21,916,952 ) Income tax (expense) / benefit 4,085,000 - 455,000 (41,422 ) 4,498,578 Net loss $ 1,796,492 $ (5,088,973 ) $ (5,588,477 ) $ (8,537,416 ) $ (17,418,374 ) Net income loss per share: Basic $ 0.18 $ (0.33 ) $ (0.34 ) $ (0.50 ) $ (1.19 ) Diluted $ 0.17 $ (0.33 ) $ (0.34 ) $ (0.50 ) $ (1.19 ) Weighted average shares - Basic 9,686,402 15,222,870 16,619,981 17,177,791 14,670,663 Weighted average shares - Diluted 10,213,085 15,222,870 16,619,981 17,177,791 14,670,663 |
Schedule II _ Valuation and Qua
Schedule II – Valuation and Qualifying Accounts | 12 Months Ended |
Jun. 30, 2021 | |
SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract] | |
Schedule II – Valuation and Qualifying Accounts | Schedule II – Valuation and Qualifying Accounts Additions Balance at charged Additions Balance at beginning to cost and charged to end of Description of period expenses revenues (Deductions) period Allowance for doubtful accounts As of June 30: 2021 $ 2,573,968 $ 2,214,910 $ $ (2,641,037 ) $ 2,147,841 2020 $ 100,000 $ 2,473,968 $ - $ - $ 2,573,968 Additions Balance at charged (credited) Balance at beginning to cost and end of Description of period expenses (Deductions) period Deferred tax valuation allowance As of June 30: 2021 $ 5,535,104 $ 3,141,020 $ - $ 8,676,124 2020 $ 5,375,172 $ 4,699,932 $ (4,540,000 ) $ 5,535,104 |
Basis of Presentation, Organi_2
Basis of Presentation, Organization and Business and Summary of Significant Accounting Policies Basis of Presentation (Policies) | 12 Months Ended |
Jun. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Business | Organization and Business Misonix designs, manufactures and markets minimally invasive surgical ultrasonic medical devices and markets, sells and distributes TheraSkin® (“TheraSkin”), a biologically active human skin allograft used to support healing of wounds which complements Misonix’s ultrasonic medical devices. Misonix’s ultrasonic products are used for precise bone sculpting, removal of soft and hard tumors and tissue debridement, primarily in the areas of neurosurgery, orthopaedic surgery, plastic surgery, wound care and maxillo-facial surgery. In the United States, the Company sells its products through its direct sales force, in addition to a network of commissioned agents assisted by Misonix personnel. Outside of the United States, the Company sells BoneScalpel and SonaStar through distributors who then resell the products to hospitals. The Company sells to all major markets in the Americas, Europe, Middle East, Asia Pacific, and Africa. The Company manufactures and sells its products in two global reportable business segments: the Surgical segment and the Wound segment. The Company’s sales force also operates as two |
Risks and Uncertainties | Risks and Uncertainties The Company’s business is subject to material risks and uncertainties as a result of the coronavirus (“COVID-19”) pandemic. The extent of the impact of the COVID-19 pandemic on the Company’s business is highly uncertain and difficult to predict, as the response to the pandemic is rapidly evolving. Several jurisdictions are experiencing new increases in the rate of infection by COVID-19, and as a result, the Company’s customers are diverting resources to treat COVID-19 patients and deferring elective surgical procedures, both of which have and are likely to continue to impact demand for the Company’s products. Furthermore, capital markets and economies worldwide have also been negatively impacted by the COVID-19 pandemic, and it is possible that it could cause a local and/or global economic recession. Such economic disruption could have a material adverse effect on the Company’s business as hospitals and surgery centers curtail and reduce capital and overall spending. Policymakers around the globe have responded with fiscal policy actions to support the healthcare industry and economy as a whole. The magnitude and overall effectiveness of these actions and the Company’s ability to benefit from them remains uncertain. The severity of the impact of the COVID-19 pandemic on the Company’s business will depend on a number of factors, including, but not limited to, the duration and spread of the outbreak, its severity, the actions taken to contain the virus or address its impact including vaccine distribution and efficacy, U.S. and foreign government actions to respond to the reduction in global economic activity, and how quickly and to what extent normal economic and operating conditions can resume, all of which are uncertain and cannot be predicted. The Company’s future results of operations and liquidity could be materially and adversely impacted by delays in payments of outstanding receivable amounts beyond normal payment terms, supply chain disruptions and uncertain demand, and the impact of any initiatives or programs that the Company may undertake to address financial and operations challenges faced by its customers. As of the date of issuance of these consolidated financial statements, the extent to which the COVID-19 pandemic may materially impact the Company’s financial condition, liquidity, or results of operations is uncertain. |
Acquisition of Solsys Medical, LLC | Acquisition of Solsys Medical, LLC On September 27, 2019, the Company completed the acquisition (the “Solsys Acquisition”) of Solsys Medical, LLC (“Solsys”), a privately held regenerative medical company, in an all-stock transaction valued at approximately $ 109 64% 36% 5,703,082 4.5 1.4 The Company’s common stock was created with a par value per share of $ .0001 .01 151,964 |
High Intensity Focused Ultrasound Technology | High Intensity Focused Ultrasound Technology In May 2010, we sold our rights to our former high intensity focused ultrasound technology to SonaCare Medical, LLC, or SonaCare. Under the terms of the sale, SonaCare is required to pay us 7% of the gross revenues received from its sales of the (i) prostate product in Europe and (ii) kidney and liver products worldwide, until we have received payments of $ 3.0 million, and thereafter 5% of the foregoing gross revenues, until we have received payments of $ 5.8 million . Until we have received payments of $5.8 million, the minimum annual amount that SonaCare is required to pay, however, is $ 250,000 . SonaCare was in default of its obligations to make payments to us on March 31, 2020 and March 31, 2021and as of June 30, 2021, we had received cumulative payments of approximately $ 2.8 million from SonaCare . Due to SonaCare’s default and inability to pay, we entered into an amended agreement with SonaCare on April 30, 2021 and SonaCare made a payment to us of $ 300,000 on May 28, 2021. The amended agreement with SonaCare requires that SonaCare make minimum annual payments of $ 300,000 300,000 payment received as other income on our Consolidated Statement of Operations during the fourth quarter of fiscal year 2021. The Company’s allowance for doubtful accounts includes all future amounts due from SonaCare. All future payments will be recorded as income to the extent cash is received due to the uncertainty of payment receipt. |
Equity Offering | Equity Offering On January 27, 2020, the Company completed an underwritten public offering of 1,868,750 18.50 34.6 |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid debt instruments purchased with a maturity of three months or less to be cash equivalents. All of the Company’s cash is maintained in bank accounts and accordingly it does not have cash equivalents at June 30, 2021. The Company’s cash balances at June 30, 2021 and 2020 were $ 31 38 30.5 37.4 |
Major Customers and Concentration of Credit Risk | Major Customers and Concentration of Credit Risk No customers exceeded 10% of consolidated revenues for the fiscal years 2021 and 2020. At June 30, 2021 and 2020, $ 0.1 0.8 At June 30, 2021 and 2020, the Company’s accounts receivable with customers outside the United States were approximately $ 1.1 million and $ 2 .0 million, respectively. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and judgments that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates and assumptions are used for but not limited to establishing the allowance for doubtful accounts, valuation of inventory, depreciation, intangible amortization, asset impairment evaluations and establishing deferred tax assets and related valuation allowances, and stock-based compensation. Actual results could differ from those estimates. |
Accounts Receivable | Accounts Receivable Accounts receivable, principally trade, are generally due within 30 to 90 days and are stated at amounts due from customers, net of an allowance for doubtful accounts. The Company performs ongoing credit evaluations and adjusts credit limits based upon payment history and the customer’s current credit worthiness, as determined by a review of their current credit information. The Company continuously monitors aging reports, collections and payments from customers and maintains a provision for estimated credit losses based upon historical experience and any specific customer collection issues that have been identified. While such credit losses have historically been within expectations and the provisions established, the Company cannot guarantee that the same credit loss rates will be experienced in the future. The Company writes off accounts receivable when they become uncollectible. |
Inventories | Inventories Inventories are stated at the lower of cost (first-in, first-out) or net realizable value and consist of raw materials, work-in process and finished goods and include purchased materials, direct labor and manufacturing overhead. Management evaluates the need to record adjustments to write down inventory to the lower of cost or net realizable value on a quarterly basis. The Company’s policy is to assess the valuation of all inventories, including raw materials, work-in-process and finished goods and it writes down its inventory for estimated obsolescence based upon the age of inventory and assumptions about future demand and usage. Inventory items used for demonstration purposes, rentals or on consignment are classified as property, plant and equipment. |
Property, Plant and Equipment | Property, Plant and Equipment Property, plant and equipment are recorded at cost. Minor replacements and maintenance and repair expenses are charged to expense as incurred. Depreciation of property and equipment is provided using the straight-line method over estimated useful lives ranging from 3 5 Depreciation of BoneScalpel and SonicOne generators which are consigned to customers are depreciated over a 5- year period, and depreciation is charged to selling expenses. |
Revenue Recognition | Revenue Recognition The Company generates revenue from the sale and leasing of medical equipment, from the sale of consumable products used with medical equipment in surgical procedures, from the sale of TheraSkin, Therion and TheraGenesis, and from product supply and licensing arrangements. In the United States, the Company’s products are marketed primarily through a hybrid sales approach that includes direct sales representatives, managed by regional sales managers, along with independent distributors. Outside the United States, the Company sells BoneScalpel, SonaStar, and SonicOne to specialty distributors who purchase products to resell to their clinical customer bases. The Company sells to all major markets in the Americas, Europe, Middle East, Asia Pacific, and Africa. Revenue is disaggregated from contracts between products under ship and bill arrangements and licensing agreements, and by geography, which the Company believes best depicts how the nature, amount, timing and uncertainty of revenues and cash flows are affected by economic factors. Contracts and Performance Obligations The Company accounts for a contract with a customer when there is an approval and commitment from both parties, the rights of the parties are identified, payment terms are identified, the contract has commercial substance and collectability of the consideration is probable. The Company’s performance obligations consist mainly of transferring control of products and related services identified in the contracts, purchase orders or invoices. For each contract, the Company considers the obligation to transfer products or bundled products and services to the customer, of which each is distinct in the context of the contract, to be performance obligations. Transaction Price and Allocation to Performance Obligations Transaction prices of products are typically based upon contracted rates as specified on the purchase order for the purchase of consumables. The Company’s contracted rates represent the standalone selling price of a consumable which is generally determined through the sale of products and/or bundled products or services separately in similar circumstances to similar customers. The Company determines the effects of variable consideration, inclusive of any constraints, in determining the transaction price with regard to its contracts with customers. Recognition of Revenue The Company satisfies performance obligations either over time, or at a point in time, upon which control transfers to the customer. Revenue derived from the shipping and billing of product is recorded upon shipment, when transfer of control occurs for products shipped freight on board (“F.O.B.”) shipping. Products shipped F.O.B. destination are recorded as revenue when received at the point of destination when the transfer of control is completed. Shipments under agreements with distributors are not subject to return, and payment for these shipments is not contingent on sales by the distributor. Accordingly, the Company recognizes revenue on shipments to distributors in the same manner as with other customers under the ship and bill process. Revenue derived from the rental of equipment is recorded on a monthly basis over the term of the lease. Shipments of consumable products to these rental customers is recorded as orders are received and shipments are made F.O.B. destination or F.O.B. shipping. Revenue derived from consignment agreements is earned as consumables product orders are fulfilled. Therefore, revenue is recognized as shipments are made F.O.B. shipping or F.O.B destination. Revenue derived from service and maintenance contracts is recognized evenly over the life of the service agreement as the services are performed. Contract Specific Performance Obligations and Significant Judgements Product Placement/Consignment Agreements The Company’s product placement/consignment agreements provide for the placement of a console or generator, at the customer’s place of business and set pricing related to the purchase of consumables for use in conjunction with the console. These agreements do not require any minimum consumable purchase quantities and do not have a stated term. The Company considers the transaction price in these arrangements to be fully constrained variable consideration because it is dependent on future sales of consumables to the customer. The Company has determined that the pattern of purchase of consumables by a customer is consistent with the benefit received by the customer for the use of the generator and therefore the Company has a right to consideration based upon the pattern of consumable purchases placed through purchase orders by the customer. The Company’s invoices to these customers have short-term payment terms and are aligned with the transfer of goods and services to the customer and the Company recognizes revenue based upon its right to invoice customers. Selling Costs Incremental direct costs of obtaining a sales contract primarily include sales commissions paid to sales personnel and outside sales representatives in connection with sales of products under ship and bill scenarios or through product placement scenarios. The expected period of benefit of these costs is one year or less and therefore the Company has elected the practical expedient to expense such costs in the period in which they are incurred. Typically, costs in fulfilling a contract represent shipping and handling costs and the Company accounts for these costs as fulfilment costs and they are expensed as incurred. Costs in fulfilling a contract are only capitalized as an asset if they relate directly to an existing contract or specific anticipated contract, they generate or enhance resources of the entity that will be used to satisfy performance obligations in the future, and they are expected to be recovered. The Company has not identified any such costs. The following table disaggregates the Company’s product revenue by sales channel and geographic location: Schedule of Classification and Geographic Location For the years ended June 30, 2021 2020 Total Surgical $ 40,379,693 $ 34,457,631 Wound 33,644,380 28,026,020 Total $ 74,024,073 $ 62,483,651 Domestic: Surgical $ 27,384,277 $ 20,874,419 Wound 33,272,947 27,678,534 Total $ 60,657,224 $ 48,552,953 International: Surgical $ 12,995,416 $ 13,583,212 Wound 371,433 347,486 Total $ 13,366,849 $ 13,930,698 Our international sales include a concentration in China, aggregating $ 2.0 3.1 Beginning with the fiscal third quarter of 2020, Misonix adopted certain changes in its quarterly financial results related to the presentation of its sales performance supplemental data to more accurately reflect the Company’s two separate sales channels - its Surgical and Wound product divisions. As a result, the Company presents total, domestic and international sales performance supplemental data for its Surgical and Wound divisions and no longer presents total, domestic and international sales performance supplemental data based on its consumables and equipment products. Further, in the Third Quarter of 2020, the Company began operating in two business segments, and disclosing the Surgical and Wound businesses as its two segments. |
Long-Lived Assets | Long-Lived Assets The carrying values of intangible and other long-lived assets are periodically reviewed to determine if any impairment indicators are present. If it is determined that such indicators are present and the review indicates that the assets will not be fully recoverable, based on undiscounted estimated cash flows over the remaining amortization and depreciation period, their carrying values are reduced to estimated fair value. Impairment indicators include, among other conditions, cash flow deficits, historic or anticipated decline in revenue or operating profit, adverse legal or regulatory developments, accumulation of costs significantly in excess of amounts originally expected to acquire the asset and a material decrease in the fair value of some or all of the assets. Assets are grouped at the lowest levels for which there are identifiable cash flows that are largely independent of the cash flows generated by other asset groups. No such impairment was deemed to exist in fiscal 2021 and 2020. |
Goodwill | Goodwill In connection with the acquisition of Solsys, the Company has $ 106.5 million of goodwill recorded on its Consolidated Balance Sheet as of June 30, 2021, $ 12.7 million of which is expected to be deductible for tax purposes. The goodwill recognized from the Solsys acquisition represents the excess of the purchase price over aggregate fair value of net assets acquired and is related to the benefits expected as a result of the acquisition, including sales, and a stronger portfolio of Wound solutions that will drive growth in the would care market. Our goodwill balance as of each reporting period and by segment, includes: Schedule of Goodwill Surgical Wound Total Balance as of June 30, 2019 $ 1,701,094 $ - $ 1,701,094 Acquisition of Solsys - 108,833,165 108,833,165 Purchase price accounting adjustments - (2,223,909 ) (2,223,909 ) Goodwill (gross) 1,701,094 106,609,256 108,310,350 Accumulated impairment losses - - - Balance as of June 30, 2020 $ 1,701,094 $ 106,609,256 $ 108,310,350 Balance as of June 30, 2020 $ 1,701,094 $ 106,609,256 $ 108,310,350 Purchase price accounting adjustments - (75,686 ) (75,686 ) Goodwill (gross) 1,701,094 106,533,570 108,234,664 Accumulated impairment losses - - - Balance as of June 30, 2021 $ 1,701,094 $ 106,533,570 $ 108,234,664 Goodwill is not amortized. The Company reviews goodwill for impairment annually and whenever events or changes indicate that the carrying value of an asset may not be recoverable. These events or circumstances could include a significant change in the business climate, legal factors, operating performance indicators, competition, or sale or disposition of significant assets or products. Application of this impairment test requires significant judgments, including estimation of cash flows, which is dependent on internal forecasts, estimation of the long term rate of growth for the Company’s business, the useful lives over which cash flows will occur and determination of the Company’s weighted average cost of capital. The Company also compares its market capitalization to the value of its goodwill to view for evidence of impairment. The Company completed its annual goodwill impairment tests for fiscal 2021 and 2020 as of March 31 of each year. No impairment of goodwill was deemed to exist in fiscal 2021 and 2020. |
Patents, net of accumulated amortization | Patents, net of accumulated amortization The cost of acquiring or processing patents is capitalized at cost. This amount is being amortized using the straight-line method over the estimated useful lives of the underlying assets, which is approximately 17 789,800 784,318 157,835 137,387 The following is a schedule of estimated future patent amortization expense as of June 30, 2021 during the following fiscal years: Schedule of Estimated Future Patent Amortization Expense 1 2022 $ 105,516 2023 103,658 2024 91,234 2025 84,166 2026 72,764 Thereafter 332,462 Total $ 789,800 |
Income Taxes | Income Taxes Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the consolidated financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carry forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income in those periods in which temporary differences become deductible. Should management determine that it is more likely than not that some portion of the deferred tax asset will not be realized, a valuation allowance against the deferred tax asset would be established in the period such determination was made. The Company recognizes a tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities based on the technical merits of the position. The tax benefits recognized in the consolidated financial statements from such position are measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. The Company classifies income tax related interest and penalties as a component of income tax expense. |
Earnings Per Share | Earnings Per Share Earnings per share (“EPS”) is calculated using the two-class method, which allocates earnings among common stock and participating securities to calculate EPS when an entity’s capital structure includes either two or more classes of common stock or common stock and participating securities. Unvested share-based payment awards that contain non-forfeitable rights to dividends or dividend equivalents (whether paid or unpaid) are participating securities. As such, unvested shares of restricted stock of the Company are considered participating securities. The dilutive effect of options and their equivalents (including non-vested stock issued under stock-based compensation plans), is computed using the “treasury” method. Basic income per common share is based on the weighted average number of common shares outstanding during the period. Diluted income per common share includes the dilutive effect of potential common shares outstanding. The following table sets forth the reconciliation of weighted average shares outstanding and diluted weighted average shares outstanding: Schedule of Basic and Diluted Earnings Per Share Calculation 2021 2020 For the years ended June 30, 2021 2020 Basic weighted average shares outstanding 17,226,190 14,670,663 Dilutive effect of restricted stock awards (participating securities) - - Denominator for basic earnings per share 17,226,190 14,670,663 Dilutive effect of stock options - - Diluted weighted average shares outstanding 17,226,190 14,670,663 Diluted EPS for the years ended June 30, 2021 and 2020 as presented is the same as basic EPS as the inclusion of the effect of common share equivalents then outstanding would be anti-dilutive. Accordingly, excluded from the calculation of diluted EPS are the dilutive effect of options to purchase 351,355 and 501,554 shares of common stock for the years ended June 30, 2021 and 2020, respectively. Also excluded from the calculation of both basic and diluted earnings per share for the years ended June 30, 2021 and 2020 are 159,800 186,600 shares, respectively, of restricted common stock which were issued in December 2016. |
Research and Development | Research and Development All research and development expenses are expensed as incurred and are included in operating expenses. |
Depreciation Expense for Consigned Inventory | Depreciation Expense for Consigned Inventory The Company typically provides to its United States customers, on a consignment basis, the generators used to power its BoneScalpel and SonicOne products. Title to these generators remains at all times with the Company. When these generators are deployed in the field at customer locations, the Company depreciates these units over a five-year period and charges the depreciation to selling expenses. Depreciation expense relating to consigned generators and for demonstration equipment for the years ended June 30, 2021 and 2020 was $ 2,261,845 1,586,000 |
Shipping and Handling | Shipping and Handling Shipping and handling costs which were charged to customers for the fiscal years ended June 30, 2021 and 2020 were approximately $ 0.1 million and $ 0.1 million , respectively, and are reported as a component of revenue. Shipping and handling costs which were not charged to customers for the fiscal years ended June 30, 2021 and 2020 were approximately $ 3.9 million and $ 3.8 million , respectively, and are reported as a component of selling expenses. |
Stock-Based Compensation | Stock-Based Compensation The Company measures compensation cost for all share-based payments at fair value and recognizes the cost over the vesting period. The Company uses the Black-Scholes method to value awards and utilizes the straight-line amortization method to recognize the expense associated with the awards with graded vesting terms. Restricted Stock Awards The Company measures compensation cost for all restricted stock awards at fair value and recognizes the cost over the vesting period. For awards that have market conditions, the Company uses the Monte Carlo valuation method to value awards and utilizes the straight line amortization method to recognize the expense associated with the awards with graded vesting terms. Where awards have performance conditions, the Company will determine the probability of achieving those conditions and will record compensation expense when it is probable that the conditions will be met. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instrument (“ASU 2016-13”). ASU 2016-13 replaces the incurred loss impairment methodology in current U.S. GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. ASU 2016-13 is effective for SEC small business filers for fiscal years beginning after December 15, 2022. Management is currently assessing the impact that ASU 2016-13 will have on the Company. |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), and has since issued amendments thereto, related to the accounting for leases (collectively referred to as “ASC 842”). ASC 842 establishes a right-of-use (“ROU”) model that requires a lessee to record a ROU asset and a lease liability on the consolidated balance sheet for all long-term leases. Leases will be classified as either financing or operating, with classification affecting the pattern of expense recognition and classification in the consolidated statement of operations. The Company adopted ASC 842 on July 1, 2019. A modified retrospective transition approach is required for lessees for capital and operating leases existing at, or entered into after, the beginning of the earliest comparative period presented in the consolidated financial statements, with certain practical expedients available. Entities have the option to continue to apply historical accounting under Topic 840, including its disclosure requirements, in comparative periods presented in the year of adoption. An entity that elects this option recognizes a cumulative effect adjustment to the opening balance of accumulated deficit in the period of adoption instead of the earliest period presented. The Company adopted the optional ASC 842 transition provisions beginning on July 1, 2019. Accordingly, the Company will continue to apply Topic 840 prior to July 1, 2019, including Topic 840 disclosure requirements, in the comparative periods presented. The Company elected the package of practical expedients for all its leases that commenced before July 1, 2019. The Company has evaluated its real estate lease, its copier leases and its generator rental agreements. The adoption of ASC 842 did not materially impact the Company’s consolidated balance sheet and had an immaterial impact on its results of operations. Based on the Company’s current agreements, upon the adoption of ASC 842 on July 1, 2019, the Company recorded an operating lease liability of approximately $ 436,000 |
Basis of Presentation, Organi_3
Basis of Presentation, Organization and Business and Summary of Significant Accounting Policies Basis of Presentation (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Classification and Geographic Location | The following table disaggregates the Company’s product revenue by sales channel and geographic location: Schedule of Classification and Geographic Location For the years ended June 30, 2021 2020 Total Surgical $ 40,379,693 $ 34,457,631 Wound 33,644,380 28,026,020 Total $ 74,024,073 $ 62,483,651 Domestic: Surgical $ 27,384,277 $ 20,874,419 Wound 33,272,947 27,678,534 Total $ 60,657,224 $ 48,552,953 International: Surgical $ 12,995,416 $ 13,583,212 Wound 371,433 347,486 Total $ 13,366,849 $ 13,930,698 |
Schedule of Goodwill | Schedule of Goodwill Surgical Wound Total Balance as of June 30, 2019 $ 1,701,094 $ - $ 1,701,094 Acquisition of Solsys - 108,833,165 108,833,165 Purchase price accounting adjustments - (2,223,909 ) (2,223,909 ) Goodwill (gross) 1,701,094 106,609,256 108,310,350 Accumulated impairment losses - - - Balance as of June 30, 2020 $ 1,701,094 $ 106,609,256 $ 108,310,350 Balance as of June 30, 2020 $ 1,701,094 $ 106,609,256 $ 108,310,350 Purchase price accounting adjustments - (75,686 ) (75,686 ) Goodwill (gross) 1,701,094 106,533,570 108,234,664 Accumulated impairment losses - - - Balance as of June 30, 2021 $ 1,701,094 $ 106,533,570 $ 108,234,664 |
Schedule of Estimated Future Patent Amortization Expense | The following is a schedule of estimated future patent amortization expense as of June 30, 2021 during the following fiscal years: Schedule of Estimated Future Patent Amortization Expense 1 2022 $ 105,516 2023 103,658 2024 91,234 2025 84,166 2026 72,764 Thereafter 332,462 Total $ 789,800 |
Schedule of Basic and Diluted Earnings Per Share Calculation | Schedule of Basic and Diluted Earnings Per Share Calculation 2021 2020 For the years ended June 30, 2021 2020 Basic weighted average shares outstanding 17,226,190 14,670,663 Dilutive effect of restricted stock awards (participating securities) - - Denominator for basic earnings per share 17,226,190 14,670,663 Dilutive effect of stock options - - Diluted weighted average shares outstanding 17,226,190 14,670,663 |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | Inventories are summarized as follows: Schedule of Inventories June 30, June 30, 2021 2020 Raw material $ 6,980,121 $ 7,000,453 Work-in-process 941,812 467,037 Finished goods 8,378,751 6,813,034 Inventory, gross 16,300,684 14,280,524 Less obsolescence reserve (548,529 ) (269,840 ) Inventory, net $ 15,752,155 $ 14,010,684 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property, Plant and Equipment | Property, plant and equipment consist of the following: Schedule of Property, Plant and Equipment June 30, June 30, 2021 2020 Demonstration and consignment inventory 17,931,222 13,375,692 Machinery and equipment 3,006,470 2,942,692 Furniture and fixtures 1,563,018 1,563,017 Leasehold improvements 749,591 734,651 Software systems 786,373 785,773 Freezers 696,150 596,022 Automobiles 22,328 22,328 Property, plant and equipment, gross 24,755,152 20,020,175 Less: accumulated depreciation and amortization (15,501,673 ) (12,715,917 ) Property, plant and equipment, net 9,253,479 7,304,258 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Acquired Indefinite-lived Intangible Assets [Line Items] | |
Summary of Intangible Assets | The table below summarizes the intangible assets acquired: Summary of Intangible Assets June 30, June 30, Amortization 2021 2020 Period Customer relationships $ 9,500,000 $ 9,500,000 15 Trade names 12,800,000 12,800,000 15 Non-competition agreements 200,000 200,000 1 Total 22,500,000 22,500,000 Less accumulated amortization (2,759,508 ) (1,218,864 ) Net intangible assets $ 19,740,492 $ 21,281,136 |
Schedule of Estimated Future Intangible Asset Amortization Expense | The following is a schedule of estimated future patent amortization expense as of June 30, 2021 during the following fiscal years: Schedule of Estimated Future Patent Amortization Expense 1 2022 $ 105,516 2023 103,658 2024 91,234 2025 84,166 2026 72,764 Thereafter 332,462 Total $ 789,800 |
Solsys Acquisition [Member] | |
Acquired Indefinite-lived Intangible Assets [Line Items] | |
Schedule of Estimated Future Intangible Asset Amortization Expense | The following is a schedule of estimated future intangible asset amortization expense by fiscal year as of June 30, 2021: Schedule of Estimated Future Intangible Asset Amortization Expense 1 2022 $ 1,489,848 2023 1,489,848 2024 1,489,848 2025 1,489,848 2026 1,489,848 Thereafter 12,291,252 Total $ 19,740,492 |
Accrued Expenses and Other Cu_2
Accrued Expenses and Other Current Liabilities (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Expenses and Other Current Liabilities | The following summarizes accrued expenses and other current liabilities: Schedule of Accrued Expenses and Other Current Liabilities June 30, June 30, 2021 2020 Accrued payroll, payroll taxes and vacation $ 3,024,249 $ 2,277,752 Accrued bonus 1,252,824 417,000 Accrued commissions 2,616,331 1,678,966 Professional fees 482,696 355,145 Vendor, tax and other accruals 3,808,556 2,786,888 Accrued expenses and other current liabilities $ 11,184,656 $ 7,515,751 |
Stock-based Compensation Plans
Stock-based Compensation Plans (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Equity [Abstract] | |
Schedule of Stock-based Compensation Plans | At June 30, 2021, the Company had outstanding equity-linked grants under seven stock-based compensation plans (the “Plans”), as follows: Schedule of Stock-based Compensation Plans Available Initial Expired / For Plan Shares Granted Exercised Forfeited Outstanding Issuance 2005 Employee Equity Incentive Plan 500,000 547,125 497,200 48,925 1,000 - [3] 2009 Employee Equity Incentive Plan 500,000 624,925 413,132 130,225 81,568 5,300 2009 Non Employee Director Stock Option Plan 200,000 275,000 141,250 100,000 33,750 25,000 2012 Employee Equity Incentive Plan 500,000 750,000 205,499 265,251 279,250 15,251 2012 Non Employee Director Stock Option Plan 200,000 277,500 110,000 78,750 88,750 1,250 2014 Employee Equity Incentive Plan 750,000 573,500 [1] 90,499 229,876 253,125 6,376 2017 Equity Incentive Plan 1,950,000 1,391,339 [2] 3,583 128,910 1,258,846 677,571 Total 1,996,289 730,748 [1] Excludes grant of 400,000 [2] Excludes grant of 10,000 [3] There are zero shares available for issuance because this plan is expired. |
Schedule of Weighted Average Fair Value at Date of Grant for Options | Schedule of Weighted Average Fair Value at Date of Grant for Options For the years ended June 30, 2021 2021 2020 Risk-free interest rates 0.58 % 0.68 % Expected option life in years 5.60 6.03 Expected stock price volatility 60.79 % 57.53 % Expected dividend yield 0 % 0 % |
Schedule of Option Activity | A summary of option activity under the Plans as of June 30, 2021 and 2020, and changes during the years ended on those dates is presented below: Schedule of Option Activity Options Weighted Average Aggregate Outstanding Exercise Intrinsic Shares Price Value Outstanding as of June 30, 2019 1,163,856 $ 10.28 $ 17,617,231 Vested and exercisable at June 30, 2019 656,730 $ 8.42 $ 11,162,650 Granted 829,839 13.51 Exercised (150,875 ) 8.26 Forfeited (64,750 ) 14.61 Expired - - Outstanding as of June 30, 2020 1,778,070 $ 11.81 $ 5,164,938 Vested and exercisable at June 30, 2020 683,442 $ 9.16 $ 3,156,051 Outstanding as of June 30, 2020 1,778,070 $ 11.81 $ 5,164,938 Vested and exercisable at June 30, 2020 683,442 $ 9.16 $ 3,156,051 Granted 363,000 20.84 Exercised (37,496 ) 7.00 Forfeited (107,285 ) 13.58 Expired - - Outstanding as of June 30, 2021 1,996,289 $ 13.44 $ 17,439,822 Vested and exercisable at June 30, 2021 1,005,890 $ 10.50 $ 11,747,466 |
Schedule of Stock Options Outstanding and Exercisable | The following table summarizes information about stock options outstanding and exercisable at June 30, 2021 and 2020: Schedule of Stock Options Outstanding and Exercisable FISCAL 2021 Options Outstanding Options Exercisable Weighted Average Weighted Weighted Range of Contractual Average Average Exercise Prices Life Exercise Exercise Low High Number (Yrs.) Price Number Price $ 2.19 $ 9.61 426,818 3.9 $ 7.46 426,818 $ 7.46 $ 9.62 $ 10.01 378,719 8.7 $ 9.81 145,095 $ 9.80 $ 10.02 $ 13.39 301,575 5.6 $ 11.18 241,875 $ 11.28 $ 13.40 $ 20.63 431,552 8.4 $ 15.16 149,477 $ 15.49 $ 20.64 $ 22.18 457,625 9.4 $ 21.91 42,625 $ 21.41 1,996,289 7.3 $ 13.44 1,005,890 $ 10.50 FISCAL 2020 Options Outstanding Options Exercisable Weighted Average Weighted Weighted Range of Contractual Average Average Exercise Prices Life Exercise Exercise Low High Number (Yrs.) Price Number Price $ 1.82 $ 9.45 369,981 4.4 $ 6.77 351,605 $ 6.77 $ 9.46 $ 10.01 508,250 9.2 $ 9.76 93,587 $ 9.59 $ 10.02 $ 13.54 307,000 6.5 $ 11.25 196,000 $ 11.57 $ 13.55 $ 15.43 261,339 9.9 $ 13.65 5,750 $ 14.58 $ 15.44 $ 21.41 331,500 8.9 $ 19.62 36,500 $ 17.35 1,778,070 7.8 $ 11.81 683,442 $ 9.16 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Information Related to Right-of-use Assets and Related Lease Liabilities | Information related to the Company’s right-of-use assets and related lease liabilities were as follows: Schedule of Information Related to Right-of-use Assets and Related Lease Liabilities June 30, Classification 2021 2020 Right-of-use assets Operating leases Lease right-of-use assets $ 1,288,812 $ 1,098,830 Finance leases Other assets 76,373 - $ 1,365,185 $ 1,098,830 Short-term Lease Liabilities Operating leases Current portion of lease liabilities $ 571,227 $ 414,058 Finance leases Accrued expenses and other current liabilities 16,184 - $ 587,411 $ 414,058 Long-term Lease Liabilities Operating leases Lease liabilities $ 762,894 $ 723,553 Finance leases Other non-current liabilities 57,574 - $ 820,468 $ 723,553 June 30, 2021 2020 Cash paid for lease liabilities Operating leases $ 598,081 $ 501,651 Finance leases $ 12,608 $ - Right-of-use assets obtained in exchange for new lease obligations Operating leases $ 657,249 $ 1,541,727 Finance leases $ 85,185 $ - Weighted-average remaining lease term (in years) Operating leases 2.78 3.59 Finance leases 4.33 - Weighted-average discount rate Operating leases 10.2 % 10.5 % Finance leases 3.0 % - |
Schedule of Future Minimum Lease Payments | Maturities of lease liabilities as of June 30, 2021 were as follows: Schedule of Future Minimum Lease Payments Operating Leases Finance Leases 2022 579,222 18,169 2023 557,686 18,169 2024 274,512 18,169 2025 129,211 18,169 2026 1,643 6,055 Thereafter - - Total payments 1,542,274 78,731 Less imputed interest (208,154 ) (4,973 ) Total lease liabilities $ 1,334,120 $ 73,758 |
Financing Arrangements (Tables)
Financing Arrangements (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Note Payable | Notes payable consists of the following as of June 30, 2021 and June 30, 2020: Schedule of Note Payable June 30, June 30, 2021 2020 Revolving credit facility $ 10,500,000 $ 8,400,000 PPP Note Payable 5,199,487 5,199,487 Term loans 30,095,761 30,095,762 45,795,248 43,695,249 Less current portion of notes payable (6,449,487 ) (5,099,744 ) Notes payable $ 39,345,761 $ 38,595,505 |
Scheduled Maturities of Notes Payable | Following are the scheduled maturities of the notes payable for the twelve-month period ending June 30: Scheduled Maturities of Notes Payable 2022 $ 6,449,487 2023 15,500,000 2024 5,000,000 2025 18,845,761 Total $ 45,795,248 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Related Party Transactions [Abstract] | |
Schedule of Net Sales and Accounts Receivables | Set forth below is a table showing the Company’s net revenues for the years ended June 30 and accounts receivable at June 30 for the indicated time periods below with Minoan: Schedule of Net Sales and Accounts Receivables For the years ended June 30, 2021 2020 Sales $ 1,531,964 $ 1,689,416 Accounts receivable $ 166,065 $ 469,124 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
Schedule of Deferred Tax Assets and Liabilities | The tax effects of temporary differences that give rise to significant portions of the deferred tax assets and liabilities are presented below: Schedule of Deferred Tax Assets and Liabilities 2021 2020 June 30, 2021 2020 Deferred tax assets / (liabilities) Bad debt reserves $ 536,858 $ 654,493 Inventory reserves 398,184 306,633 Accruals and allowances 833,288 599,335 Net operating loss carryforwards 8,571,572 6,982,938 Tax credits 935,534 829,875 Stock based compensation 899,161 609,258 Interest expense 1,434,118 594,528 Amortization (4,715,258 ) (4,855,343 ) Depreciation (324,976 ) (281,874 ) Other 34,831 61,968 Deferred tax assets / (liabilities) 8,603,312 5,501,811 Valuation Allowance (8,676,124 ) (5,535,104 ) Total net deferred tax liabilities $ (72,812 ) $ (33,293 ) |
Schedule of Components of Income Tax Expense | Significant components of the income tax expense (benefit) attributable to continuing operations are as follows: Schedule of Components of Income Tax Expense 2021 2020 Year Ended June 30, 2021 2020 Current: Federal $ - $ - State 92,552 43,636 Foreign - - Total current 92,552 43,636 Deferred: Federal 34,679 (3,929,732 ) State 4,840 (612,482 ) Total deferred 39,519 (4,542,214 ) Income tax benefit (expense) $ 132,071 $ (4,498,578 ) |
Schedule of Reconciliation of Income Tax Expense Benefit | The reconciliation of income tax expense (benefit) computed at the Federal statutory tax rates to income tax expense (benefit) is as follows: Schedule of Reconciliation of Income Tax Expense Benefit 2021 2020 Year ended June 30, 2021 2020 Tax at federal statutory rates $ (3,011,456 ) $ (4,600,276 ) State income taxes, net of federal benefit (244,712 ) (482,344 ) Research credit (105,659 ) (112,468 ) Permanent differences 37,260 76,341 Stock-based compensation 276,770 68,766 Transaction Costs - 120,401 Valuation allowance 3,162,279 5,006,509 Solsys acquisition - (4,575,507 ) True up and rate change 17,589 - Income tax benefit (expense) $ 132,071 $ (4,498,578 ) |
Segment Reporting (Tables)
Segment Reporting (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Segment Reporting [Abstract] | |
Schedule of Segment Gross Profit and Gross Profit Margin | Segment gross profit include: Schedule of Segment Gross Profit and Gross Profit Margin Surgical Wound Consolidated For the year ended June 30, 2021 Total revenue $ 40,379,693 $ 33,644,380 $ 74,024,073 Gross profit $ 28,075,789 $ 24,560,466 $ 52,636,255 Surgical Wound Consolidated For the year ended June 30, 2020 Total revenue $ 34,457,631 $ 28,026,020 $ 62,483,651 Gross profit $ 23,321,792 $ 20,387,691 $ 43,709,483 |
Schedule of Revenue | Worldwide revenue for the Company’s products is categorized as follows:” Schedule of Revenue 2021 2020 For the years ended June 30, 2021 2020 Total Surgical $ 40,379,693 $ 34,457,631 Wound 33,644,380 28,026,020 Total $ 74,024,073 $ 62,483,651 Domestic: Surgical $ 27,384,277 $ 20,874,419 Wound 33,272,947 27,678,534 Total $ 60,657,224 $ 48,552,953 International: Surgical $ 12,995,416 $ 13,583,212 Wound 371,433 347,486 Total $ 13,366,849 $ 13,930,698 |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Preliminary Solsys Purchase Price Allocation | The purchase price allocation of the Solsys acquisition was completed as of September 30, 2020, and is show in the following table: Schedule of Preliminary Solsys Purchase Price Allocation Cash $ 5,525,601 Accounts receivable 6,173,371 Inventory 98,911 Prepaid expenses 88,863 Indemnified asset - sales tax 150,000 Property and equipment 673,353 Lease assets 946,617 Customer relationships 9,500,000 Trade names 12,800,000 Non-competition agreements 200,000 Accounts payable and other current liabilities (4,694,878 ) Lease liabilities (860,490 ) Deferred tax liability (4,575,507 ) Notes payable (23,915,701 ) Total identifiable net assets 2,110,140 Goodwill 106,533,570 Total consideration $ 108,643,710 |
Schedule of Intangible Assets | Schedule of Intangible Assets June 30, June 30, Amortization 2021 2020 Period Customer relationships $ 9,500,000 $ 9,500,000 15 Trade names 12,800,000 12,800,000 15 Non-competition agreements 200,000 200,000 1 Total 22,500,000 22,500,000 Less accumulated amortization (2,759,508 ) (1,218,864 ) Net intangible assets $ 19,740,492 $ 21,281,136 |
Schedule of Revenue and Net Loss, on Pro Forma Basis | Schedule of Revenue and Net Loss, on Pro Forma Basis 2021 2020 For the years ended June 30, 2021 2020 Revenue $ 74,024,073 $ 70,864,847 Net loss $ (14,473,325 ) $ (21,404,463 ) |
Quarterly Results (unaudited) (
Quarterly Results (unaudited) (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Quarterly Results | Schedule of Quarterly Results Q1 Q2 Q3 Q4 Year Fiscal 2021 Q1 Q2 Q3 Q4 Year Revenue $ 17,735,342 $ 18,256,410 $ 18,347,180 $ 19,685,141 $ 74,024,073 Cost of revenue 5,110,601 5,264,699 5,402,754 5,609,764 21,387,818 Gross profit 12,624,741 12,991,711 12,944,426 14,075,377 52,636,255 Operating expenses: Selling expenses 10,969,678 8,423,075 10,891,292 11,802,796 42,086,841 General and administrative expenses 4,452,328 3,918,950 3,631,175 4,553,015 16,555,468 Research and development expenses 1,250,174 968,377 1,317,036 1,493,871 5,029,458 Total operating expenses 16,672,180 13,310,402 15,839,503 17,849,682 63,671,767 Loss from operations (4,047,439 ) (318,691 ) (2,895,077 ) (3,774,305 ) (11,035,512 ) Other income (expense): Interest income 1,092 2,920 4,519 1,821 10,352 Interest expense (933,722 ) (949,105 ) (866,464 ) (870,439 ) (3,619,730 ) Other 1,417 279 218 301,722 303,636 Total other income (expense) (931,213 ) (945,906 ) (861,727 ) (566,896 ) (3,305,742 ) Loss from operations before income taxes (4,978,652 ) (1,264,597 ) (3,756,804 ) (4,341,201 ) (14,341,254 ) Income tax expense - - - (132,071 ) (132,071 ) Net loss $ (4,978,652 ) $ (1,264,597 ) $ (3,756,804 ) $ (4,473,272 ) $ (14,473,325 ) Net income loss per share: Basic $ (0.29 ) $ (0.07 ) $ (0.22 ) $ (0.26 ) $ (0.84 ) Diluted $ (0.29 ) $ (0.07 ) $ (0.22 ) $ (0.26 ) $ (0.84 ) Weighted average shares - Basic 17,213,686 17,217,948 17,226,181 17,247,172 17,226,190 Weighted average shares - Diluted 17,213,686 17,217,948 17,226,181 17,247,172 17,226,190 Q1 Q2 Q3 Q4 Year Fiscal 2020 Q1 Q2 Q3 Q4 Year Revenue $ 11,145,922 $ 19,721,986 $ 17,902,512 $ 13,713,231 $ 62,483,651 Cost of revenue 3,236,647 5,945,108 5,311,565 4,280,848 18,774,168 Gross profit 7,909,275 13,776,878 12,590,947 9,432,383 43,709,483 Operating expenses: Selling expenses 5,200,582 11,800,565 11,609,943 11,621,461 40,232,551 General and administrative expenses 4,207,807 5,149,715 4,463,467 4,133,578 17,954,567 Research and development expenses 771,411 1,087,449 1,842,837 1,214,246 4,915,943 Total operating expenses 10,179,800 18,037,729 17,916,247 16,969,285 63,103,061 Loss from operations (2,270,525 ) (4,260,851 ) (5,325,300 ) (7,536,902 ) (19,393,578 ) Other income (expense): Interest income 18,877 5,293 37,785 28,830 90,785 Interest expense (36,097 ) (833,035 ) (755,528 ) (995,630 ) (2,620,290 ) Other (763 ) (380 ) (434 ) 7,708 6,131 Total other income (expense) (17,983 ) (828,122 ) (718,177 ) (959,092 ) (2,523,374 ) Loss from operations before income taxes (2,288,508 ) (5,088,973 ) (6,043,477 ) (8,495,994 ) (21,916,952 ) Income tax (expense) / benefit 4,085,000 - 455,000 (41,422 ) 4,498,578 Net loss $ 1,796,492 $ (5,088,973 ) $ (5,588,477 ) $ (8,537,416 ) $ (17,418,374 ) Net income loss per share: Basic $ 0.18 $ (0.33 ) $ (0.34 ) $ (0.50 ) $ (1.19 ) Diluted $ 0.17 $ (0.33 ) $ (0.34 ) $ (0.50 ) $ (1.19 ) Weighted average shares - Basic 9,686,402 15,222,870 16,619,981 17,177,791 14,670,663 Weighted average shares - Diluted 10,213,085 15,222,870 16,619,981 17,177,791 14,670,663 |
Schedule of Classification and
Schedule of Classification and Geographic Location (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||||||||
Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2021 | Jun. 30, 2020 | |
Financing Receivable, Nonaccrual [Line Items] | ||||||||||
Total | $ 19,685,141 | $ 18,347,180 | $ 18,256,410 | $ 17,735,342 | $ 13,713,231 | $ 17,902,512 | $ 19,721,986 | $ 11,145,922 | $ 74,024,073 | $ 62,483,651 |
Geographic Distribution, Domestic [Member] | ||||||||||
Financing Receivable, Nonaccrual [Line Items] | ||||||||||
Total | 60,657,224 | 48,552,953 | ||||||||
Geographic Distribution, Foreign [Member] | ||||||||||
Financing Receivable, Nonaccrual [Line Items] | ||||||||||
Total | 13,366,849 | 13,930,698 | ||||||||
Surgical [Member] | ||||||||||
Financing Receivable, Nonaccrual [Line Items] | ||||||||||
Total | 40,379,693 | 34,457,631 | ||||||||
Surgical [Member] | Geographic Distribution, Domestic [Member] | ||||||||||
Financing Receivable, Nonaccrual [Line Items] | ||||||||||
Total | 27,384,277 | 20,874,419 | ||||||||
Surgical [Member] | Geographic Distribution, Foreign [Member] | ||||||||||
Financing Receivable, Nonaccrual [Line Items] | ||||||||||
Total | 12,995,416 | 13,583,212 | ||||||||
Wound [Member] | ||||||||||
Financing Receivable, Nonaccrual [Line Items] | ||||||||||
Total | 33,644,380 | 28,026,020 | ||||||||
Wound [Member] | Geographic Distribution, Domestic [Member] | ||||||||||
Financing Receivable, Nonaccrual [Line Items] | ||||||||||
Total | 33,272,947 | 27,678,534 | ||||||||
Wound [Member] | Geographic Distribution, Foreign [Member] | ||||||||||
Financing Receivable, Nonaccrual [Line Items] | ||||||||||
Total | $ 371,433 | $ 347,486 |
Schedule of Goodwill (Details)
Schedule of Goodwill (Details) - USD ($) | 9 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Financing Receivable, Nonaccrual [Line Items] | ||
Balance as of June 30, 2020 | $ 108,310,350 | $ 1,701,094 |
Acquisition of Solsys | 108,833,165 | |
Purchase price accounting adjustments | (75,686) | (2,223,909) |
Goodwill (gross) | 108,234,664 | 108,310,350 |
Accumulated impairment losses | ||
Balance as of June 30, 2021 | 108,234,664 | 108,310,350 |
Surgical [Member] | ||
Financing Receivable, Nonaccrual [Line Items] | ||
Balance as of June 30, 2020 | 1,701,094 | 1,701,094 |
Acquisition of Solsys | ||
Purchase price accounting adjustments | ||
Goodwill (gross) | 1,701,094 | 1,701,094 |
Accumulated impairment losses | ||
Balance as of June 30, 2021 | 1,701,094 | 1,701,094 |
Wound [Member] | ||
Financing Receivable, Nonaccrual [Line Items] | ||
Balance as of June 30, 2020 | 106,609,256 | |
Acquisition of Solsys | 108,833,165 | |
Purchase price accounting adjustments | (75,686) | (2,223,909) |
Goodwill (gross) | 106,533,570 | 106,609,256 |
Accumulated impairment losses | ||
Balance as of June 30, 2021 | $ 106,533,570 | $ 106,609,256 |
Schedule of Estimated Future Pa
Schedule of Estimated Future Patent Amortization Expense (Details) - USD ($) | Jun. 30, 2021 | Jun. 30, 2020 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
2022 | $ 105,516 | |
2023 | 103,658 | |
2024 | 91,234 | |
2025 | 84,166 | |
2026 | 72,764 | |
Thereafter | 332,462 | |
Total | $ 789,800 | $ 784,318 |
Schedule of Basic and Diluted E
Schedule of Basic and Diluted Earnings Per Share Calculation (Details) - shares | 3 Months Ended | 12 Months Ended | ||||||||
Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2021 | Jun. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||||||||
Basic weighted average shares outstanding | 17,226,190 | 14,670,663 | ||||||||
Dilutive effect of restricted stock awards (participating securities) | ||||||||||
Denominator for basic earnings per share | 17,247,172 | 17,226,181 | 17,217,948 | 17,213,686 | 17,177,791 | 16,619,981 | 15,222,870 | 9,686,402 | 17,226,190 | 14,670,663 |
Dilutive effect of stock options | ||||||||||
Diluted weighted average shares outstanding | 17,247,172 | 17,226,181 | 17,217,948 | 17,213,686 | 17,177,791 | 16,619,981 | 15,222,870 | 10,213,085 | 17,226,190 | 14,670,663 |
Basis of Presentation, Organi_4
Basis of Presentation, Organization and Business and Summary of Significant Accounting Policies Basis of Presentation (Details Narrative) | May 28, 2021USD ($) | Apr. 30, 2021USD ($) | Jan. 27, 2020USD ($)$ / sharesshares | Sep. 27, 2019USD ($)$ / sharesshares | May 31, 2010USD ($) | Jun. 30, 2021USD ($)$ / shares | Mar. 31, 2021USD ($) | Dec. 31, 2020USD ($) | Sep. 30, 2020USD ($) | Jun. 30, 2020USD ($)$ / shares | Mar. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Sep. 30, 2019USD ($) | Jun. 30, 2021USD ($)Segments$ / sharesshares | Jun. 30, 2020USD ($)$ / sharesshares | Jul. 02, 2019USD ($) | Jun. 30, 2019USD ($) |
Entity Listings [Line Items] | |||||||||||||||||
Ownership percentage | 100.00% | 100.00% | |||||||||||||||
Number of business segment | Segments | 2 | ||||||||||||||||
Stock transaction | $ 108,643,710 | ||||||||||||||||
Common stock, par value | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||||||||||||
Cumulative payments | $ 2,800,000 | $ 2,800,000 | |||||||||||||||
Operating Income (Loss) | (3,774,305) | $ (2,895,077) | $ (318,691) | $ (4,047,439) | $ (7,536,902) | $ (5,325,300) | $ (4,260,851) | $ (2,270,525) | (11,035,512) | $ (19,393,578) | |||||||
Number of shares underwritten public offering, value | 137,300 | ||||||||||||||||
Cash | 31,045,935 | 37,978,809 | 31,045,935 | 37,978,809 | |||||||||||||
FDIC amount | 30,500,000 | 37,400,000 | $ 30,500,000 | 37,400,000 | |||||||||||||
Estimated useful lives description | Depreciation of BoneScalpel and SonicOne generators which are consigned to customers are depreciated over a 5- year period, and depreciation is charged to selling expenses. | ||||||||||||||||
Goodwill | 108,234,664 | $ 108,234,664 | $ 106,533,570 | 108,310,350 | $ 108,310,350 | $ 108,234,664 | 108,310,350 | $ 1,701,094 | |||||||||
Estimated useful lives, patents | 17 years | ||||||||||||||||
Net intangible assets | 789,800 | 784,318 | $ 789,800 | 784,318 | |||||||||||||
Amortization expense | 157,835 | 137,387 | |||||||||||||||
Depreciation Expense | 2,261,845 | 1,586,000 | |||||||||||||||
Operating lease liability | $ 400,000 | ||||||||||||||||
Accounting Standards Update 2016-02 [Member] | |||||||||||||||||
Entity Listings [Line Items] | |||||||||||||||||
Operating lease liability | $ 436,000 | ||||||||||||||||
Component Of Revenue [Member] | |||||||||||||||||
Entity Listings [Line Items] | |||||||||||||||||
Shipping and handling costs | 100,000 | 100,000 | |||||||||||||||
Component Of Selling Expenses [Member] | |||||||||||||||||
Entity Listings [Line Items] | |||||||||||||||||
Shipping and handling costs | $ 3,900,000 | $ 3,800,000 | |||||||||||||||
Equity Option [Member] | |||||||||||||||||
Entity Listings [Line Items] | |||||||||||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | shares | 351,355 | 501,554 | |||||||||||||||
Restricted Common Stock [Member] | |||||||||||||||||
Entity Listings [Line Items] | |||||||||||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | shares | 159,800 | 186,600 | |||||||||||||||
CHINA | |||||||||||||||||
Entity Listings [Line Items] | |||||||||||||||||
Product revenue | $ 2,000,000 | $ 3,100,000 | |||||||||||||||
Minimum [Member] | |||||||||||||||||
Entity Listings [Line Items] | |||||||||||||||||
Estimated useful lives | 3 years | ||||||||||||||||
Maximum [Member] | |||||||||||||||||
Entity Listings [Line Items] | |||||||||||||||||
Estimated useful lives | 5 years | ||||||||||||||||
Equity Offering [Member] | |||||||||||||||||
Entity Listings [Line Items] | |||||||||||||||||
Number of shares underwritten public offering, shares | shares | 1,868,750 | ||||||||||||||||
Share price | $ / shares | $ 18.50 | ||||||||||||||||
Number of shares underwritten public offering, value | $ 34,600,000 | ||||||||||||||||
Past 90 Days Old [Member] | |||||||||||||||||
Entity Listings [Line Items] | |||||||||||||||||
Accounts receivable | 100,000 | 800,000 | $ 100,000 | 800,000 | |||||||||||||
Outside United States [Member] | |||||||||||||||||
Entity Listings [Line Items] | |||||||||||||||||
Accounts receivable | 1,100,000 | 2,000,000 | 1,100,000 | 2,000,000 | |||||||||||||
Solsys Medical, LLC [Member] | |||||||||||||||||
Entity Listings [Line Items] | |||||||||||||||||
Stock transaction issued shares | shares | 5,703,082 | ||||||||||||||||
Transaction fees | $ 4,500,000 | 3,000,000 | 3,000,000 | ||||||||||||||
Additional paid in capital | 1,400,000 | ||||||||||||||||
Solsys Acquisition [Member] | |||||||||||||||||
Entity Listings [Line Items] | |||||||||||||||||
Goodwill | 106,500,000 | 106,500,000 | |||||||||||||||
Expected to be deductible for tax purposes | 12,700,000 | 12,700,000 | |||||||||||||||
Net intangible assets | 19,740,492 | $ 21,281,136 | $ 19,740,492 | $ 21,281,136 | |||||||||||||
Solsys Medical, LLC [Member] | |||||||||||||||||
Entity Listings [Line Items] | |||||||||||||||||
Stock transaction | $ 109,000,000 | ||||||||||||||||
Stock transaction issued shares | shares | 5,703,082 | ||||||||||||||||
Transaction fees | $ 4,500,000 | ||||||||||||||||
Additional paid in capital | $ 1,400,000 | ||||||||||||||||
Common stock, par value | $ / shares | $ 0.0001 | ||||||||||||||||
Reclassification amount of common stock and additional paid in capital | $ 151,964 | ||||||||||||||||
Solsys Medical, LLC [Member] | Solsys Shareholders [Member] | Solsys Medical, LLC [Member] | |||||||||||||||||
Entity Listings [Line Items] | |||||||||||||||||
Acquired percentage | 64.00% | ||||||||||||||||
Solsys Medical, LLC [Member] | Solsys Unitholders [Member] | Solsys Medical, LLC [Member] | |||||||||||||||||
Entity Listings [Line Items] | |||||||||||||||||
Acquired percentage | 36.00% | ||||||||||||||||
Misonix Opco, Inc [Member] | |||||||||||||||||
Entity Listings [Line Items] | |||||||||||||||||
Common stock, par value | $ / shares | $ 0.01 | ||||||||||||||||
SonaCare Medical, LLC [Member] | |||||||||||||||||
Entity Listings [Line Items] | |||||||||||||||||
Gross revenues percentage | 7.00% | ||||||||||||||||
Received payments amount | $ 3,000,000 | ||||||||||||||||
Proceeds from sale of intangible assets | $ 5,800,000 | ||||||||||||||||
Debt Instrument, Frequency of Periodic Payment | The amended agreement with SonaCare requires that SonaCare make minimum annual payments of $300,000 through March 2031. | ||||||||||||||||
Operating Income (Loss) | $ 300,000 | ||||||||||||||||
SonaCare Medical, LLC [Member] | Amended Agreement [Member] | |||||||||||||||||
Entity Listings [Line Items] | |||||||||||||||||
Proceeds from sale of intangible assets | $ 300,000,000,000 | ||||||||||||||||
[custom:MinimumAnnualPayments] | $ 300,000 | ||||||||||||||||
SonaCare Medical, LLC [Member] | ThereAfter [Member] | |||||||||||||||||
Entity Listings [Line Items] | |||||||||||||||||
Gross revenues percentage | 5.00% | ||||||||||||||||
Royalty Expense | $ 250,000 |
Schedule of Inventories (Detail
Schedule of Inventories (Details) - USD ($) | Jun. 30, 2021 | Jun. 30, 2020 |
Inventory Disclosure [Abstract] | ||
Raw material | $ 6,980,121 | $ 7,000,453 |
Work-in-process | 941,812 | 467,037 |
Finished goods | 8,378,751 | 6,813,034 |
Inventory, gross | 16,300,684 | 14,280,524 |
Less obsolescence reserve | (548,529) | (269,840) |
Inventory, net | $ 15,752,155 | $ 14,010,684 |
Schedule of Property, Plant and
Schedule of Property, Plant and Equipment (Details) - USD ($) | Jun. 30, 2021 | Jun. 30, 2020 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 24,755,152 | $ 20,020,175 |
Less: accumulated depreciation and amortization | (15,501,673) | (12,715,917) |
Property, plant and equipment, net | 9,253,479 | 7,304,258 |
Demonstration and Consignment Inventory [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 17,931,222 | 13,375,692 |
Machinery and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 3,006,470 | 2,942,692 |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 1,563,018 | 1,563,017 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 749,591 | 734,651 |
Software Systems [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 786,373 | 785,773 |
Freezers [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 696,150 | 596,022 |
Automobiles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 22,328 | $ 22,328 |
Property, Plant and Equipment_2
Property, Plant and Equipment (Details Narrative) - USD ($) $ in Millions | 12 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation, Depletion and Amortization | $ 2.9 | $ 2.2 |
Summary of Intangible Assets (D
Summary of Intangible Assets (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Finite-Lived Intangible Assets [Line Items] | ||
Less accumulated amortization | $ 1,499,812 | $ 1,341,976 |
Net intangible assets | 789,800 | 784,318 |
Solsys Acquisition [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Total | 22,500,000 | 22,500,000 |
Less accumulated amortization | (2,759,508) | (1,218,864) |
Net intangible assets | 19,740,492 | 21,281,136 |
Solsys Acquisition [Member] | Customer Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Total | $ 9,500,000 | 9,500,000 |
Amortization period | 15 years | |
Solsys Acquisition [Member] | Trade Names [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Total | $ 12,800,000 | 12,800,000 |
Amortization period | 15 years | |
Solsys Acquisition [Member] | Non-Competition Agreements [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Total | $ 200,000 | $ 200,000 |
Amortization period | 1 year |
Schedule of Estimated Future In
Schedule of Estimated Future Intangible Asset Amortization Expense (Details) - USD ($) | Jun. 30, 2021 | Jun. 30, 2020 |
Acquired Indefinite-lived Intangible Assets [Line Items] | ||
2022 | $ 105,516 | |
2023 | 103,658 | |
2024 | 91,234 | |
2025 | 84,166 | |
2026 | 72,764 | |
Thereafter | 332,462 | |
Total | 789,800 | $ 784,318 |
Solsys Acquisition [Member] | ||
Acquired Indefinite-lived Intangible Assets [Line Items] | ||
2022 | 1,489,848 | |
2023 | 1,489,848 | |
2024 | 1,489,848 | |
2025 | 1,489,848 | |
2026 | 1,489,848 | |
Thereafter | 12,291,252 | |
Total | $ 19,740,492 | $ 21,281,136 |
Intangible Assets (Details Narr
Intangible Assets (Details Narrative) - USD ($) $ in Millions | 12 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Amortization of Intangible Assets | $ 1.5 | $ 1.2 |
Schedule of Accrued Expenses an
Schedule of Accrued Expenses and Other Current Liabilities (Details) - USD ($) | Jun. 30, 2021 | Jun. 30, 2020 |
Payables and Accruals [Abstract] | ||
Accrued payroll, payroll taxes and vacation | $ 3,024,249 | $ 2,277,752 |
Accrued bonus | 1,252,824 | 417,000 |
Accrued commissions | 2,616,331 | 1,678,966 |
Professional fees | 482,696 | 355,145 |
Vendor, tax and other accruals | 3,808,556 | 2,786,888 |
Accrued expenses and other current liabilities | $ 11,184,656 | $ 7,515,751 |
Schedule of Stock-based Compens
Schedule of Stock-based Compensation Plans (Details) - shares | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Outstanding Shares, Outstanding, Beginning balance | 1,778,070 | 1,163,856 | |
Granted | 363,000 | 829,839 | |
Outstanding Shares, Outstanding, Beginning balance | 1,996,289 | 1,778,070 | |
Available for Issuance | 730,748 | ||
2005 Employee Equity Incentive Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Outstanding Shares, Outstanding, Beginning balance | 500,000 | ||
Granted | 547,125 | ||
Exercised | 497,200 | ||
Expired / Forfeited | 48,925 | ||
Outstanding Shares, Outstanding, Beginning balance | 1,000 | 500,000 | |
Available for Issuance | [1] | ||
2009 Employee Equity Incentive Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Outstanding Shares, Outstanding, Beginning balance | 500,000 | ||
Granted | 624,925 | ||
Exercised | 413,132 | ||
Expired / Forfeited | 130,225 | ||
Outstanding Shares, Outstanding, Beginning balance | 81,568 | 500,000 | |
Available for Issuance | 5,300 | ||
2009 Non Employee Director Stock Option Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Outstanding Shares, Outstanding, Beginning balance | 200,000 | ||
Granted | 275,000 | ||
Exercised | 141,250 | ||
Expired / Forfeited | 100,000 | ||
Outstanding Shares, Outstanding, Beginning balance | 33,750 | 200,000 | |
Available for Issuance | 25,000 | ||
2012 Employee Equity Incentive Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Outstanding Shares, Outstanding, Beginning balance | 500,000 | ||
Granted | 750,000 | ||
Exercised | 205,499 | ||
Expired / Forfeited | 265,251 | ||
Outstanding Shares, Outstanding, Beginning balance | 279,250 | 500,000 | |
Available for Issuance | 15,251 | ||
2012 Non Employee Director Stock Option Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Outstanding Shares, Outstanding, Beginning balance | 200,000 | ||
Granted | 277,500 | ||
Exercised | 110,000 | ||
Expired / Forfeited | 78,750 | ||
Outstanding Shares, Outstanding, Beginning balance | 88,750 | 200,000 | |
Available for Issuance | 1,250 | ||
2014 Employee Equity Incentive Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Outstanding Shares, Outstanding, Beginning balance | 750,000 | ||
Granted | [2] | 573,500 | |
Exercised | 90,499 | ||
Expired / Forfeited | 229,876 | ||
Outstanding Shares, Outstanding, Beginning balance | 253,125 | 750,000 | |
Available for Issuance | 6,376 | ||
2017 Equity Incentive Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Outstanding Shares, Outstanding, Beginning balance | 1,950,000 | ||
Granted | [3] | 1,391,339 | |
Exercised | 3,583 | ||
Expired / Forfeited | 128,910 | ||
Outstanding Shares, Outstanding, Beginning balance | 1,258,846 | 1,950,000 | |
Available for Issuance | 677,571 | ||
[1] | There are zero shares available for issuance because this plan is expired. | ||
[2] | Excludes grant of 400,000 | ||
[3] | Excludes grant of 10,000 |
Schedule of Stock-based Compe_2
Schedule of Stock-based Compensation Plans (Details) (Parenthetical) | 12 Months Ended |
Jun. 30, 2021shares | |
2014 Employee Equity Incentive Plan [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Granted shares of restricted stock | 400,000 |
2017 Equity Incentive Plan [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Granted shares of restricted stock | 10,000 |
Schedule of Weighted Average Fa
Schedule of Weighted Average Fair Value at Date of Grant for Options (Details) | 12 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Equity [Abstract] | ||
Risk-free interest rates | 0.58% | 0.68% |
Expected option life in years | 5 years 7 months 6 days | 6 years 10 days |
Expected stock price volatility | 60.79% | 57.53% |
Expected dividend yield | 0.00% | 0.00% |
Schedule of Option Activity (De
Schedule of Option Activity (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Equity [Abstract] | ||
Outstanding Shares, Outstanding, Beginning balance | 1,778,070 | 1,163,856 |
Weighted Average Exercise Price, Outstanding, Beginning balance | $ 11.81 | $ 10.28 |
Aggregate Intrinsic Value, Outstanding, Beginning balance | $ 5,164,938 | $ 17,617,231 |
Outstanding Shares, Vested and exercisable, Beginning balance | 683,442 | 656,730 |
Weighted Average Exercise Price, Vested and exercisable, Beginning balance | $ 9.16 | $ 8.42 |
Aggregate Intrinsic Value, Vested and exercisable, Beginning balance | $ 3,156,051 | $ 11,162,650 |
Outstanding Shares, Granted | 363,000 | 829,839 |
Weighted Average Exercise Price, Granted | $ 20.84 | $ 13.51 |
Outstanding Shares, Exercised | (37,496) | (150,875) |
Weighted Average Exercise Price, Exercised | $ 7 | $ 8.26 |
Outstanding Shares, Forfeited | (107,285) | (64,750) |
Weighted Average Exercise Price, Forfeited | $ 13.58 | $ 14.61 |
Outstanding Shares, Expired | ||
Weighted Average Exercise Price, Expired | ||
Outstanding Shares, Outstanding, Beginning balance | 1,996,289 | 1,778,070 |
Weighted Average Exercise Price, Outstanding, Beginning balance | $ 13.44 | $ 11.81 |
Aggregate Intrinsic Value, Outstanding, Beginning balance | $ 17,439,822 | $ 5,164,938 |
Outstanding Shares, Vested and exercisable, Beginning balance | 1,005,890 | 683,442 |
Weighted Average Exercise Price, Vested and exercisable, Beginning balance | $ 10.50 | $ 9.16 |
Aggregate Intrinsic Value, Vested and exercisable, Beginning balance | $ 11,747,466 | $ 3,156,051 |
Schedule of Stock Options Outst
Schedule of Stock Options Outstanding and Exercisable (Details) - $ / shares | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |||
Options Outstanding, Number | 1,996,289 | 1,778,070 | 1,163,856 |
Options Outstanding, Weighted Average Contractual Life (Yrs.) | 7 years 3 months 18 days | 7 years 9 months 18 days | |
Options Outstanding, Weighted Average Exercise Price | $ 13.44 | $ 11.81 | $ 10.28 |
Options Exercisable, Number | 1,005,890 | 683,442 | |
Options Exercisable, Weighted Average Exercise Price | $ 10.50 | $ 9.16 | |
Range 1 [Member] | |||
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |||
Range of Exercise Prices, Low | 2.19 | 1.82 | |
Range of Exercise Prices, High | $ 9.61 | $ 9.45 | |
Options Outstanding, Number | 426,818 | 369,981 | |
Options Outstanding, Weighted Average Contractual Life (Yrs.) | 3 years 10 months 24 days | 4 years 4 months 24 days | |
Options Outstanding, Weighted Average Exercise Price | $ 7.46 | $ 6.77 | |
Options Exercisable, Number | 426,818 | 351,605 | |
Options Exercisable, Weighted Average Exercise Price | $ 7.46 | $ 6.77 | |
Range 2 [Member] | |||
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |||
Range of Exercise Prices, Low | 9.62 | 9.46 | |
Range of Exercise Prices, High | $ 10.01 | $ 10.01 | |
Options Outstanding, Number | 378,719 | 508,250 | |
Options Outstanding, Weighted Average Contractual Life (Yrs.) | 8 years 8 months 12 days | 9 years 2 months 12 days | |
Options Outstanding, Weighted Average Exercise Price | $ 9.81 | $ 9.76 | |
Options Exercisable, Number | 145,095 | 93,587 | |
Options Exercisable, Weighted Average Exercise Price | $ 9.80 | $ 9.59 | |
Range 3 [Member] | |||
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |||
Range of Exercise Prices, Low | 10.02 | 10.02 | |
Range of Exercise Prices, High | $ 13.39 | $ 13.54 | |
Options Outstanding, Number | 301,575 | 307,000 | |
Options Outstanding, Weighted Average Contractual Life (Yrs.) | 5 years 7 months 6 days | 6 years 6 months | |
Options Outstanding, Weighted Average Exercise Price | $ 11.18 | $ 11.25 | |
Options Exercisable, Number | 241,875 | 196,000 | |
Options Exercisable, Weighted Average Exercise Price | $ 11.28 | $ 11.57 | |
Range 4 [Member] | |||
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |||
Range of Exercise Prices, Low | 13.40 | 13.55 | |
Range of Exercise Prices, High | $ 20.63 | $ 15.43 | |
Options Outstanding, Number | 431,552 | 261,339 | |
Options Outstanding, Weighted Average Contractual Life (Yrs.) | 8 years 4 months 24 days | 9 years 10 months 24 days | |
Options Outstanding, Weighted Average Exercise Price | $ 15.16 | $ 13.65 | |
Options Exercisable, Number | 149,477 | 5,750 | |
Options Exercisable, Weighted Average Exercise Price | $ 15.49 | $ 14.58 | |
Range 5 [Member] | |||
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |||
Range of Exercise Prices, Low | 20.64 | 15.44 | |
Range of Exercise Prices, High | $ 22.18 | $ 21.41 | |
Options Outstanding, Number | 457,625 | 331,500 | |
Options Outstanding, Weighted Average Contractual Life (Yrs.) | 9 years 4 months 24 days | 8 years 10 months 24 days | |
Options Outstanding, Weighted Average Exercise Price | $ 21.91 | $ 19.62 | |
Options Exercisable, Number | 42,625 | 36,500 | |
Options Exercisable, Weighted Average Exercise Price | $ 21.41 | $ 17.35 |
Stock-based Compensation Plan_2
Stock-based Compensation Plans (Details Narrative) - USD ($) | Dec. 15, 2016 | Jun. 30, 2021 | Jun. 30, 2020 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Compensation cost for restricted stock | $ 2,280,901 | $ 1,762,628 | |
Unrecognized compensation cost | $ 8,033,083 | ||
Weighted-average grant-date fair value of vested stock options | 2 years 10 months 24 days | ||
Weighted average fair value granted | $ 20.84 | $ 13.51 | |
Fair value of shares vested | $ 2,515,179 | $ 1,098,780 | |
Purchase of common stock option granted | 363,000 | 829,839 | |
Expected term | 5 years 7 months 6 days | 6 years 10 days | |
Expected volatility rate | 60.79% | 57.53% | |
Share based compensation | $ 2,773,377 | $ 1,762,628 | |
Equity Option [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Option expiration period | 10 years | ||
Option vesting period | 4 years | ||
Weighted average fair value granted | $ 11.17 | $ 7.17 | |
Weighted-average grant-date fair value of non-vested stock options | 369,227 | 179,087 | |
Weighted-average grant-date fair value of non-vested stock options | $ 6.81 | $ 6.14 | |
Non-Vested Stock Options [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted-average grant-date fair value of non-vested stock options | 990,399 | 1,094,628 | |
Weighted-average grant-date fair value of non-vested stock options | $ 8.82 | $ 7.21 | |
Restricted Stock [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Unrecognized compensation cost | $ 150,724 | ||
Fair value of shares vested | 3,600,000 | ||
Stock price | $ 9.60 | ||
Risk free interest rate, minimum | 1.60% | ||
Risk free interest rate, maximum | 2.10% | ||
Expected volatility rate | 66.50% | ||
Share based compensation | $ 491,070 | $ 491,950 | |
Weighted average period recognized | 4 months 24 days | ||
Additional amortization of restricted stock awards | $ 26,800 | ||
Restricted Stock [Member] | Minimum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term | 3 years | ||
Restricted Stock [Member] | Maximum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term | 5 years | ||
Restricted Stock [Member] | Chief Executive Officer [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Issuance of common stock restricted | 400,000 |
Schedule of Information Related
Schedule of Information Related to Right-of-use Assets and Related Lease Liabilities (Details) - USD ($) | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jul. 02, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |||
Operating leases | $ 1,288,812 | $ 1,098,830 | $ 400,000 |
Finance leases | 76,373 | ||
Total | 1,365,185 | 1,098,830 | |
Operating leases | 571,227 | 414,058 | |
Finance leases | 16,184 | ||
Total | 587,411 | 414,058 | |
Operating leases | 762,894 | 723,553 | |
Finance leases | 57,574 | ||
Total | 820,468 | 723,553 | |
Cash paid for operating lease liabilities | 598,081 | 501,651 | |
Finance leases | 12,608 | ||
Right of use assets obtained in exchange for new operating lease obligations | 657,249 | 1,541,727 | |
Right of use assets obtained in exchange for new financing lease obligations | $ 85,185 | ||
Operating Lease, Weighted Average Remaining Lease Term | 2 years 9 months 10 days | 3 years 7 months 2 days | |
Finance Lease, Weighted Average Remaining Lease Term | 4 years 3 months 29 days | ||
Operating Lease, Weighted Average Discount Rate, Percent | 10.20% | 10.50% | |
Finance Lease, Weighted Average Discount Rate, Percent | 3.00% |
Schedule of Future Minimum Leas
Schedule of Future Minimum Lease Payments (Details) - USD ($) | Jun. 30, 2021 | Jul. 02, 2019 |
Loss Contingencies [Line Items] | ||
Total lease liabilities | $ 400,000 | |
Operating Leases [Member] | ||
Loss Contingencies [Line Items] | ||
2022 | $ 579,222 | |
2023 | 557,686 | |
2024 | 274,512 | |
2025 | 129,211 | |
Thereafter | 1,643 | |
Thereafter | ||
Total payments | 1,542,274 | |
Less imputed interest | (208,154) | |
Total lease liabilities | 1,334,120 | |
Finance Leases [Member] | ||
Loss Contingencies [Line Items] | ||
2022 | 18,169 | |
2023 | 18,169 | |
2024 | 18,169 | |
2025 | 18,169 | |
Thereafter | 6,055 | |
Thereafter | ||
Total payments | 78,731 | |
Less imputed interest | (4,973) | |
Total lease liabilities | $ 73,758 |
Commitments and Contingencies_2
Commitments and Contingencies (Details Narrative) - USD ($) | 9 Months Ended | |||
Mar. 31, 2021 | Jun. 30, 2021 | Jun. 30, 2020 | Jul. 02, 2019 | |
Loss Contingencies [Line Items] | ||||
Operating Lease, Right-of-Use Asset | $ 1,288,812 | $ 1,098,830 | $ 400,000 | |
Operating Lease, Liability | 400,000 | |||
Operating lease right-of-use assets | 601,296 | 561,809 | ||
Incremental borrowing rate, finance lease | 3.00% | |||
Purchase commitment | $ 19,400,000 | $ 4,500,000 | ||
Accounting Standards Update 2016-02 [Member] | ||||
Loss Contingencies [Line Items] | ||||
Operating Lease, Liability | $ 436,000 | |||
Incremental borrowing rate | 1050.00% | |||
Minimum [Member] | ||||
Loss Contingencies [Line Items] | ||||
Lessee, Operating Lease, Term of Contract | 1 year | |||
Maximum [Member] | ||||
Loss Contingencies [Line Items] | ||||
Lessee, Operating Lease, Term of Contract | 6 years |
Schedule of Note Payable (Detai
Schedule of Note Payable (Details) - USD ($) | Jun. 30, 2021 | Jun. 30, 2020 |
Line of Credit Facility [Line Items] | ||
Total | $ 45,795,248 | $ 43,695,249 |
Notes Payable, Current | (6,449,487) | (5,099,744) |
Notes Payable, Noncurrent | 39,345,761 | 38,595,505 |
Revolving Credit Facility [Member] | ||
Line of Credit Facility [Line Items] | ||
Total | 10,500,000 | 8,400,000 |
PPP Note Payable [Member] | ||
Line of Credit Facility [Line Items] | ||
Total | 5,199,487 | 5,199,487 |
Term Loans [Member] | ||
Line of Credit Facility [Line Items] | ||
Total | $ 30,095,761 | $ 30,095,762 |
Scheduled Maturities of Notes P
Scheduled Maturities of Notes Payable (Details) | Jun. 30, 2021USD ($) |
Debt Disclosure [Abstract] | |
2022 | $ 6,449,487 |
2023 | 15,500,000 |
2024 | 5,000,000 |
2025 | 18,845,761 |
Total | $ 45,795,248 |
Financing Arrangements (Details
Financing Arrangements (Details Narrative) - USD ($) $ in Thousands | Dec. 16, 2020 | Apr. 05, 2020 | Dec. 26, 2019 | Dec. 23, 2019 | Sep. 27, 2019 | Jan. 22, 2019 | Jun. 30, 2021 | Mar. 31, 2021 | Apr. 10, 2020 |
SWK Credit Agreement [Member] | Notes Payable, Other Payables [Member] | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Line of credit | $ 30,100 | $ 25,100 | |||||||
Debt instrument, description | the parties further amended the SWK Credit Agreement to, among other things, (1) modify the interest payable to accrue interest at a variable rate of the greater of 2.0% or the three-month LIBOR, with a maximum variable rate of 3%, plus a margin of between 7.5% and 10.25% (depending on the Company’s EBITDA or market capitalization), (2) extend the interest only period such that quarterly principal payments of $1.25 million will begin in May, 2022, (3) extend the maturity date to June 30, 2024, (4) increase the exit fee to 2.0% of the principal amount of all loans advanced to the Company, and (5) extend the period during which the Company is obligated to pay a prepayment penalty to March, 2023 | ||||||||
Long-term debt | 20,100 | $ 30,100 | |||||||
Additional line of credit | $ 5,000 | $ 5,000 | |||||||
Debt instrument, interest rate terms | interest payable to between LIBOR plus 7.50% and LIBOR plus 10.25% | varied between LIBOR plus 7.00% and LIBOR plus 10.25% | |||||||
Debt instrument, payment terms | The Company may prepay the loans subject to a prepayment fee of (a) 3.2% of the amount prepaid if such prepayment is made prior to September 27, 2021, (b) 1.00% of the amount prepaid if such prepayment is made on or after September 27, 2021 and prior to March 31, 2023 or (c) $0 if such prepayment is made on or after March 31, 2023 | ||||||||
PPP Loan [Member] | Promissory Note [Member] | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Debt Instrument, Maturity Date | Apr. 4, 2022 | ||||||||
Debt instrument, face amount | $ 5,200 | $ 5,200 | |||||||
Debt Instrument, Interest Rate, Stated Percentage | 98.00% | ||||||||
Revolving Credit Facility [Member] | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Line of credit | $ 5,000 | ||||||||
Revolving Credit Facility [Member] | Solsys Acquisition [Member] | Prior Solsys Credit Agreement [Member] | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Line of credit facility, expiration date | Jan. 22, 2021 | ||||||||
Revolving Credit Facility [Member] | Solsys Acquisition [Member] | Loan and Security Agreement [Member] | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Line of credit facility, expiration date | Dec. 26, 2022 | ||||||||
Line of credit facility, maximum borrowing capacity | $ 20,000 | ||||||||
Debtor-in-possession financing, borrowings outstanding | $ 3,750 | ||||||||
Debt instrument, interest rate, basis for effective rate | rate equal to the greater of the “Prime Rate” and 5.25% | ||||||||
Anniversary fee | $ 100 | ||||||||
Debt Instrument, Maturity Date | Dec. 26, 2022 | ||||||||
Termination fee, percentage | 1.00% | ||||||||
Debt instrument, description | The termination fee would not apply if the New Credit Facility or the New Loan and Security Agreement terminates before the maturity date for either of the following reasons: (1) the New Credit Facility is replaced with another new credit facility from Silicon Valley Bank or (2) Silicon Valley Bank sells, transfers, assigns or negotiates its obligations, rights and benefits under the New Loan and Security Agreement and related loan documentation to another person or entity that is not an affiliate of Silicon Valley Bank and the Company terminates the New Loan and Security Agreement or the New Credit Facility within sixty days thereof (unless the Company consented to that sale, transfer, assignment or negotiation). | ||||||||
New Credit Facility [Member] | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Long-term debt | $ 10,500 |
Schedule of Net Sales and Accou
Schedule of Net Sales and Accounts Receivables (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Related Party Transactions [Abstract] | ||
Sales | $ 1,531,964 | $ 1,689,416 |
Accounts receivable | $ 166,065 | $ 469,124 |
Schedule of Deferred Tax Assets
Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) | Jun. 30, 2021 | Jun. 30, 2020 |
Income Tax Disclosure [Abstract] | ||
Bad debt reserves | $ 536,858 | $ 654,493 |
Inventory reserves | 398,184 | 306,633 |
Accruals and allowances | 833,288 | 599,335 |
Net operating loss carryforwards | 8,571,572 | 6,982,938 |
Tax credits | 935,534 | 829,875 |
Stock based compensation | 899,161 | 609,258 |
Interest expense | 1,434,118 | 594,528 |
Amortization | (4,715,258) | (4,855,343) |
Depreciation | (324,976) | (281,874) |
Other | 34,831 | 61,968 |
Deferred tax assets / (liabilities) | 8,603,312 | 5,501,811 |
Valuation Allowance | (8,676,124) | (5,535,104) |
Total net deferred tax liabilities | $ (72,812) | $ (33,293) |
Schedule of Components of Incom
Schedule of Components of Income Tax Expense (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Income Tax Disclosure [Abstract] | ||
Federal | ||
State | 92,552 | 43,636 |
Foreign | ||
Total current | 92,552 | 43,636 |
Federal | 34,679 | (3,929,732) |
State | 4,840 | (612,482) |
Total deferred | 39,519 | (4,542,214) |
Income tax benefit (expense) | $ 132,071 | $ (4,498,578) |
Schedule of Reconciliation of I
Schedule of Reconciliation of Income Tax Expense Benefit (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Income Tax Disclosure [Abstract] | ||
Tax at federal statutory rates | $ (3,011,456) | $ (4,600,276) |
State income taxes, net of federal benefit | (244,712) | (482,344) |
Research credit | (105,659) | (112,468) |
Permanent differences | 37,260 | 76,341 |
Transaction Costs | 120,401 | |
Valuation allowance | 3,162,279 | 5,006,509 |
Solsys acquisition | (4,575,507) | |
True up and rate change | 17,589 | |
Income tax benefit (expense) | $ 132,071 | $ (4,498,578) |
Income Taxes (Details Narrative
Income Taxes (Details Narrative) - USD ($) $ in Millions | 12 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Operating Loss Carryforwards [Line Items] | ||
Deferred Tax Liabilities, Net | $ 4.6 | |
Valuation allowance deferred tax asset change in amount | $ 4.6 | |
Interest and Debt Expense | 3.6 | |
Deferred Tax Assets, Net of Valuation Allowance | 0.8 | |
Deferred Tax Assets, Valuation Allowance | 0.9 | $ 0.6 |
Operating Loss Carryforwards | 26.6 | |
Deferred Tax Expense from Stock Options Exercised | 3.8 | |
Deferred Tax Assets, Tax Credit Carryforwards, Research | 0.9 | |
2031 and 2037 [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Operating Loss Carryforwards | 10.5 | |
U.S Federal [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Operating Loss Carryforwards | $ 37.1 |
Employee Profit Sharing Plan (D
Employee Profit Sharing Plan (Details Narrative) - USD ($) | 12 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Employee Profit Sharing Plan | ||
Defined Contribution Plan, Maximum Annual Contributions Per Employee, Amount | $ 26,000 | |
[custom:AgeLimiltOfEmployee] | 50 years | |
Defined Contribution Plan, Maximum Annual Contributions Per Employee, Percent | 10.00% | |
[custom:DefinedContributionPlanEmployersMatchingContributionAmount] | $ 137,464 | $ 197,895 |
Schedule of Segment Gross Profi
Schedule of Segment Gross Profit and Gross Profit Margin (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||||||||
Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2021 | Jun. 30, 2020 | |
Financing Receivable, Nonaccrual [Line Items] | ||||||||||
Revenue | $ 19,685,141 | $ 18,347,180 | $ 18,256,410 | $ 17,735,342 | $ 13,713,231 | $ 17,902,512 | $ 19,721,986 | $ 11,145,922 | $ 74,024,073 | $ 62,483,651 |
Gross profit | $ 14,075,377 | $ 12,944,426 | $ 12,991,711 | $ 12,624,741 | $ 9,432,383 | $ 12,590,947 | $ 13,776,878 | $ 7,909,275 | 52,636,255 | 43,709,483 |
Surgical [Member] | ||||||||||
Financing Receivable, Nonaccrual [Line Items] | ||||||||||
Revenue | 40,379,693 | 34,457,631 | ||||||||
Gross profit | 28,075,789 | 23,321,792 | ||||||||
Wound [Member] | ||||||||||
Financing Receivable, Nonaccrual [Line Items] | ||||||||||
Revenue | 33,644,380 | 28,026,020 | ||||||||
Gross profit | $ 24,560,466 | $ 20,387,691 |
Schedule of Revenue (Details)
Schedule of Revenue (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||||||||
Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2021 | Jun. 30, 2020 | |
Financing Receivable, Nonaccrual [Line Items] | ||||||||||
Total | $ 19,685,141 | $ 18,347,180 | $ 18,256,410 | $ 17,735,342 | $ 13,713,231 | $ 17,902,512 | $ 19,721,986 | $ 11,145,922 | $ 74,024,073 | $ 62,483,651 |
Geographic Distribution, Domestic [Member] | ||||||||||
Financing Receivable, Nonaccrual [Line Items] | ||||||||||
Total | 60,657,224 | 48,552,953 | ||||||||
Geographic Distribution, Foreign [Member] | ||||||||||
Financing Receivable, Nonaccrual [Line Items] | ||||||||||
Total | 13,366,849 | 13,930,698 | ||||||||
Surgical [Member] | ||||||||||
Financing Receivable, Nonaccrual [Line Items] | ||||||||||
Total | 40,379,693 | 34,457,631 | ||||||||
Surgical [Member] | Geographic Distribution, Domestic [Member] | ||||||||||
Financing Receivable, Nonaccrual [Line Items] | ||||||||||
Total | 27,384,277 | 20,874,419 | ||||||||
Surgical [Member] | Geographic Distribution, Foreign [Member] | ||||||||||
Financing Receivable, Nonaccrual [Line Items] | ||||||||||
Total | 12,995,416 | 13,583,212 | ||||||||
Wound [Member] | ||||||||||
Financing Receivable, Nonaccrual [Line Items] | ||||||||||
Total | 33,644,380 | 28,026,020 | ||||||||
Wound [Member] | Geographic Distribution, Domestic [Member] | ||||||||||
Financing Receivable, Nonaccrual [Line Items] | ||||||||||
Total | 33,272,947 | 27,678,534 | ||||||||
Wound [Member] | Geographic Distribution, Foreign [Member] | ||||||||||
Financing Receivable, Nonaccrual [Line Items] | ||||||||||
Total | $ 371,433 | $ 347,486 |
Segment Reporting (Details Narr
Segment Reporting (Details Narrative) - USD ($) | 3 Months Ended | 12 Months Ended | ||||||||
Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2021 | Jun. 30, 2020 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||||||||
Revenue | $ 19,685,141 | $ 18,347,180 | $ 18,256,410 | $ 17,735,342 | $ 13,713,231 | $ 17,902,512 | $ 19,721,986 | $ 11,145,922 | $ 74,024,073 | $ 62,483,651 |
CHINA | ||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||||||||
Revenue | $ 2,000,000 | $ 3,100,000 |
Schedule of Preliminary Solsys
Schedule of Preliminary Solsys Purchase Price Allocation (Details) - USD ($) | Jun. 30, 2021 | Mar. 31, 2021 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Jun. 30, 2019 |
Business Combination and Asset Acquisition [Abstract] | ||||||
Cash | $ 5,525,601 | |||||
Accounts receivable | 6,173,371 | |||||
Inventory | 98,911 | |||||
Prepaid expenses | 88,863 | |||||
Indemnified asset - sales tax | 150,000 | |||||
Property and equipment | 673,353 | |||||
Lease assets | 946,617 | |||||
Customer relationships | 9,500,000 | |||||
Trade names | 12,800,000 | |||||
Non-competition agreements | 200,000 | |||||
Accounts payable and other current liabilities | (4,694,878) | |||||
Lease liabilities | (860,490) | |||||
Deferred tax liability | (4,575,507) | |||||
Notes payable | (23,915,701) | |||||
Total identifiable net assets | 2,110,140 | |||||
Goodwill | $ 108,234,664 | $ 108,234,664 | 106,533,570 | $ 108,310,350 | $ 108,310,350 | $ 1,701,094 |
Total consideration | $ 108,643,710 |
Schedule of Intangible Assets (
Schedule of Intangible Assets (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Business Acquisition [Line Items] | ||
Less accumulated amortization | $ 1,499,812 | $ 1,341,976 |
Net intangible assets | 789,800 | 784,318 |
Solsys Acquisition [Member] | ||
Business Acquisition [Line Items] | ||
Total | 22,500,000 | 22,500,000 |
Less accumulated amortization | (2,759,508) | (1,218,864) |
Net intangible assets | 19,740,492 | 21,281,136 |
Solsys Acquisition [Member] | Customer Relationships [Member] | ||
Business Acquisition [Line Items] | ||
Total | $ 9,500,000 | 9,500,000 |
Amortization Period | 15 years | |
Solsys Acquisition [Member] | Trade Names [Member] | ||
Business Acquisition [Line Items] | ||
Total | $ 12,800,000 | 12,800,000 |
Amortization Period | 15 years | |
Solsys Acquisition [Member] | Non-Competition Agreements [Member] | ||
Business Acquisition [Line Items] | ||
Total | $ 200,000 | $ 200,000 |
Amortization Period | 1 year |
Schedule of Revenue and Net Los
Schedule of Revenue and Net Loss, on Pro Forma Basis (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Business Combination and Asset Acquisition [Abstract] | ||
Revenue | $ 74,024,073 | $ 70,864,847 |
Net loss | $ (14,473,325) | $ (21,404,463) |
Acquisitions (Details Narrative
Acquisitions (Details Narrative) - USD ($) | Sep. 27, 2019 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2021 | Jun. 30, 2020 |
Business Acquisition [Line Items] | |||||||||||
General and administrative expenses | $ 4,553,015 | $ 3,631,175 | $ 3,918,950 | $ 4,452,328 | $ 4,133,578 | $ 4,463,467 | $ 5,149,715 | $ 4,207,807 | $ 16,555,468 | $ 17,954,567 | |
Solsys Medical, LLC [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Business combination, consideration transferred | $ 108,600,000 | ||||||||||
Issuance of shares for acquisition of Solsys, shares | 5,703,082 | ||||||||||
Business acquisition, share price | $ 19.05 | ||||||||||
Business acquisition, transaction costs | $ 4,500,000 | $ 3,000,000 | 3,000,000 | ||||||||
General and administrative expenses | 1,800,000 | ||||||||||
Additional paid in capital | $ 1,400,000 | ||||||||||
[custom:BusinessAcquisitionsProFormaIncomeTaxBenefit] | 4,600,000 | ||||||||||
Additional paid in capital | $ 200,000 | ||||||||||
Amortization expense | $ 400,000 |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) - USD ($) | Jul. 29, 2021 | Jun. 30, 2021 | Jun. 30, 2020 |
Subsequent Event [Line Items] | |||
Common stock, par value | $ 0.0001 | $ 0.0001 | |
Unrecognized compensation cost | $ 8,033,083 | ||
Restricted Stock [Member] | |||
Subsequent Event [Line Items] | |||
Unrecognized compensation cost | $ 150,724 | ||
Subsequent Event [Member] | Bioventus Shares [Member] | |||
Subsequent Event [Line Items] | |||
Common stock, par value | $ 0.001 | ||
Subsequent Event [Member] | Merger Agreement [Member] | |||
Subsequent Event [Line Items] | |||
Stock issued in cash amount per share | $ 28 | ||
Validly ratio | 1.6839 | ||
Subsequent Event [Member] | Merger Agreement [Member] | Bioventus Inc [Member] | |||
Subsequent Event [Line Items] | |||
Description of business combination | Holders of shares of the Company’s common stock will have the right to elect to receive for each share of the Company’s common stock they hold either (i) 1.6839 shares of Bioventus Shares or (ii) $28.00. The maximum cash amount payable by Bioventus will be an amount equal to $10.50 multiplied by the number of outstanding shares of the Company’s common stock shortly prior to the completion of the transaction. If the aggregate amount of cash elected to be received by holders of the Company’s common stock exceeds the maximum cash amount, the number of shares of the Company’s common stock electing to receive cash consideration will be reduced on a pro rata basis and the remainder of the shares of the Company’s common stock will be paid the stock consideration of 1.6839 Bioventus Shares. If the aggregate amount of cash elected to be received by the holders of the Company’s common stock is less than the maximum cash amount, all of the shares electing to receive cash consideration will receive the cash election consideration of $28.00 per share, the remaining excess cash consideration shall first be paid to shares of the Company’s common stock that made no election, and thereafter (to the extent any excess cash consideration remains) to the shares of the Company’s common stock electing to receive stock consideration. The balance of the merger consideration payable to holders of the Company’s common stock after allocation and exhaustion of the foregoing aggregate cash consideration will be paid pro rata in the form of stock consideration of 1.6839 Bioventus Shares |
Schedule of Quarterly Results (
Schedule of Quarterly Results (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||||||||
Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2021 | Jun. 30, 2020 | |
Quarterly Financial Information Disclosure [Abstract] | ||||||||||
Revenue | $ 19,685,141 | $ 18,347,180 | $ 18,256,410 | $ 17,735,342 | $ 13,713,231 | $ 17,902,512 | $ 19,721,986 | $ 11,145,922 | $ 74,024,073 | $ 62,483,651 |
Cost of revenue | 5,609,764 | 5,402,754 | 5,264,699 | 5,110,601 | 4,280,848 | 5,311,565 | 5,945,108 | 3,236,647 | 21,387,818 | 18,774,168 |
Gross profit | 14,075,377 | 12,944,426 | 12,991,711 | 12,624,741 | 9,432,383 | 12,590,947 | 13,776,878 | 7,909,275 | 52,636,255 | 43,709,483 |
Selling expenses | 11,802,796 | 10,891,292 | 8,423,075 | 10,969,678 | 11,621,461 | 11,609,943 | 11,800,565 | 5,200,582 | 42,086,841 | 40,232,551 |
General and administrative expenses | 4,553,015 | 3,631,175 | 3,918,950 | 4,452,328 | 4,133,578 | 4,463,467 | 5,149,715 | 4,207,807 | 16,555,468 | 17,954,567 |
Research and development expenses | 1,493,871 | 1,317,036 | 968,377 | 1,250,174 | 1,214,246 | 1,842,837 | 1,087,449 | 771,411 | 5,029,458 | 4,915,943 |
Total operating expenses | 17,849,682 | 15,839,503 | 13,310,402 | 16,672,180 | 16,969,285 | 17,916,247 | 18,037,729 | 10,179,800 | 63,671,767 | 63,103,061 |
Loss from operations | (3,774,305) | (2,895,077) | (318,691) | (4,047,439) | (7,536,902) | (5,325,300) | (4,260,851) | (2,270,525) | (11,035,512) | (19,393,578) |
Interest income | 1,821 | 4,519 | 2,920 | 1,092 | 28,830 | 37,785 | 5,293 | 18,877 | 10,352 | 90,785 |
Interest expense | (870,439) | (866,464) | (949,105) | (933,722) | (995,630) | (755,528) | (833,035) | (36,097) | (3,619,730) | (2,620,290) |
Other | 301,722 | 218 | 279 | 1,417 | 7,708 | (434) | (380) | (763) | 303,636 | 6,131 |
Total other income (expense) | (566,896) | (861,727) | (945,906) | (931,213) | (959,092) | (718,177) | (828,122) | (17,983) | (3,305,742) | (2,523,374) |
Loss from operations before income taxes | (4,341,201) | (3,756,804) | (1,264,597) | (4,978,652) | (8,495,994) | (6,043,477) | (5,088,973) | (2,288,508) | (14,341,254) | (21,916,952) |
Income tax (expense) / benefit | (132,071) | (41,422) | 455,000 | 4,085,000 | (132,071) | 4,498,578 | ||||
Net loss | $ (4,473,272) | $ (3,756,804) | $ (1,264,597) | $ (4,978,652) | $ (8,537,416) | $ (5,588,477) | $ (5,088,973) | $ 1,796,492 | $ (14,473,325) | $ (17,418,374) |
Basic | $ (0.26) | $ (0.22) | $ (0.07) | $ (0.29) | $ (0.50) | $ (0.34) | $ (0.33) | $ 0.18 | $ (0.84) | $ (1.19) |
Diluted | $ (0.26) | $ (0.22) | $ (0.07) | $ (0.29) | $ (0.50) | $ (0.34) | $ (0.33) | $ 0.17 | $ (0.84) | $ (1.19) |
Weighted average shares - Basic | 17,247,172 | 17,226,181 | 17,217,948 | 17,213,686 | 17,177,791 | 16,619,981 | 15,222,870 | 9,686,402 | 17,226,190 | 14,670,663 |
Weighted average shares - Diluted | 17,247,172 | 17,226,181 | 17,217,948 | 17,213,686 | 17,177,791 | 16,619,981 | 15,222,870 | 10,213,085 | 17,226,190 | 14,670,663 |
SCHEDULE II - Valuation and Qua
SCHEDULE II - Valuation and Qualifying Accounts (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
ReserveForContractAssets | ||
SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Line Items] | ||
Balance at beginning of period | $ 2,573,968 | $ 100,000 |
Additions charged (credited) to cost and expenses | 2,214,910 | 2,473,968 |
Additions charged revenues | ||
(Deductions) | (2,641,037) | |
Balance at end of period | 2,147,841 | 2,573,968 |
Valuation Allowance Of Deferred Tax Asset [Member] | ||
SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Line Items] | ||
Balance at beginning of period | 5,535,104 | 5,375,172 |
Additions charged (credited) to cost and expenses | 3,141,020 | 4,699,932 |
(Deductions) | (4,540,000) | |
Balance at end of period | $ 8,676,124 | $ 5,535,104 |