Cover
Cover - USD ($) | 9 Months Ended | 12 Months Ended | ||
Dec. 31, 2023 | Mar. 31, 2023 | Apr. 15, 2024 | Jun. 30, 2023 | |
Cover [Abstract] | ||||
Document Type | 10-KT | |||
Amendment Flag | false | |||
Document Annual Report | false | |||
Document Transition Report | true | |||
Document Period Start Date | Apr. 01, 2023 | |||
Document Period End Date | Dec. 31, 2023 | |||
Document Fiscal Period Focus | FY | |||
Document Fiscal Year Focus | 2023 | |||
Current Fiscal Year End Date | --12-31 | |||
Entity File Number | 001-41405 | |||
Entity Registrant Name | SINGING MACHINE CO INC | |||
Entity Central Index Key | 0000923601 | |||
Entity Tax Identification Number | 95-3795478 | |||
Entity Incorporation, State or Country Code | DE | |||
Entity Address, Address Line One | 6301 NW | |||
Entity Address, Address Line Two | 5th Way | |||
Entity Address, Address Line Three | Suite 2900 | |||
Entity Address, City or Town | Fort Lauderdale | |||
Entity Address, State or Province | FL | |||
Entity Address, Postal Zip Code | 33309 | |||
City Area Code | (954) | |||
Local Phone Number | 596-1000 | |||
Title of 12(b) Security | Common Stock, Par Value $0.01 | |||
Trading Symbol | MICS | |||
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 | $ 2,387,548 | |||
Entity Common Stock, Shares Outstanding | 6,418,061 | |||
Documents Incorporated by Reference [Text Block] | None | |||
ICFR Auditor Attestation Flag | false | |||
Document Financial Statement Error Correction [Flag] | false | |||
Auditor Firm ID | 688 | 274 | ||
Auditor Name | Marcum LLP | EISNERAMPER LLP | ||
Auditor Location | Philadelphia, Pennsylvania | Iselin, New Jersey |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2023 | Mar. 31, 2023 |
Current Assets | ||
Cash | $ 6,703,000 | $ 2,895,000 |
Inventory | 6,871,000 | 9,085,000 |
Returns asset | 1,919,000 | 555,000 |
Prepaid expenses and other current assets | 136,000 | 351,000 |
Total Current Assets | 23,206,000 | 15,200,000 |
Property and equipment, net | 404,000 | 633,000 |
Operating leases - right of use assets | 3,926,000 | 561,000 |
Other non-current assets | 179,000 | 255,000 |
Total Assets | 27,715,000 | 16,649,000 |
Current Liabilities | ||
Accounts payable | 7,616,000 | 1,769,000 |
Accrued expenses | 2,614,000 | 2,266,000 |
Refund due to customer | 1,743,000 | |
Customer prepayments | 687,000 | 583,000 |
Reserve for sales returns | 3,390,000 | 900,000 |
Other current liabilities | 75,000 | 99,000 |
Current portion of operating lease liabilities | 84,000 | 509,000 |
Total Current Liabilities | 16,209,000 | 6,126,000 |
Other liabilities, net of current portion | 3,000 | 104,000 |
Operating lease liabilities, net of current portion | 3,925,000 | 88,000 |
Total Liabilities | 20,137,000 | 6,318,000 |
Commitments and Contingencies | ||
Shareholders’ Equity | ||
Preferred stock, $1.00 par value; 1,000,000 shares authorized; no shares issued and outstanding | ||
Common stock $0.01 par value; 100,000,000 shares authorized; 6,418,061 issued and outstanding at December 31, 2023 and 3,184,439 issued and 3,167,489 outstanding at March 31, 2023 | 64,000 | 32,000 |
Additional paid-in capital | 33,429,000 | 29,822,000 |
Subscriptions receivable | (6,000) | |
Accumulated deficit | (25,915,000) | (19,517,000) |
Total Shareholders’ Equity | 7,578,000 | 10,331,000 |
Total Liabilities and Shareholders’ Equity | 27,715,000 | 16,649,000 |
Nonrelated Party [Member] | ||
Current Assets | ||
Accounts receivable | 7,308,000 | 2,075,000 |
Related Party [Member] | ||
Current Assets | ||
Accounts receivable | $ 269,000 | $ 239,000 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) | Dec. 31, 2023 | Mar. 31, 2023 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts receivable, net | $ 174,000 | $ 166,000 |
Preferred stock, par value | $ 1 | $ 1 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 6,418,061 | 3,167,489 |
Common stock, shares outstanding | 6,418,061 | 3,167,489 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 9 Months Ended | 12 Months Ended | |
Dec. 31, 2023 | Mar. 31, 2023 | Mar. 31, 2022 | |
Income Statement [Abstract] | |||
Net Sales | $ 29,198,000 | $ 39,299,000 | $ 47,512,000 |
Cost of Goods Sold | 23,008,000 | 30,090,000 | 36,697,000 |
Gross Profit | 6,190,000 | 9,209,000 | 10,815,000 |
Operating Expenses | |||
Selling expenses | 3,717,000 | 3,442,000 | 3,589,000 |
General and administrative expenses | 8,616,000 | 9,465,000 | 7,157,000 |
Total Operating Expenses | 12,333,000 | 12,907,000 | 10,746,000 |
(Loss) Income from Operations | (6,143,000) | (3,698,000) | 69,000 |
Other (Expenses) Income | |||
Gain on disposal of fixed assets | 44,000 | ||
Gain - related party | 11,000 | ||
Gain from extinguishment of PPP loan forgiveness | 448,000 | ||
Gain from Employee Retension Credit Program refund | 704,000 | ||
Gain from settlement of accounts payable | 48,000 | 339,000 | |
Loss from extinguishment of debt | (183,000) | ||
Interest expense | (299,000) | (479,000) | (580,000) |
Total Other (Expenses) Income, net | (255,000) | 90,000 | 218,000 |
(Loss) Income Before Income Tax Benefit | (6,398,000) | (3,608,000) | 287,000 |
Income Tax Benefit (Provision) | (1,030,000) | (57,000) | |
Net (Loss) Income | $ (6,398,000) | $ (4,638,000) | $ 230,000 |
Loss per Common Share | |||
Basic | $ (1.32) | $ (1.65) | $ 0.14 |
Diluted | $ (1.32) | $ (1.65) | $ 0.14 |
Weighted Average Common and Common Equivalent Shares: | |||
Basic | 4,864,540 | 2,811,872 | 1,614,506 |
Diluted | 4,864,540 | 2,811,872 | 1,623,397 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 9 Months Ended | 12 Months Ended | |
Dec. 31, 2023 | Mar. 31, 2023 | Mar. 31, 2022 | |
Cash flows from operating activities | |||
Net (loss) income | $ (6,398,000) | $ (4,638,000) | $ 230,000 |
Adjustments to reconcile net (loss) income to net cash provided by (used in) operating activities: | |||
Depreciation | 287,000 | 228,000 | 246,000 |
Amortization of deferred financing costs | 47,000 | 45,000 | |
Provision for estimated cost of returns | (1,364,000) | 128,000 | (156,000) |
Provision for inventory obsolesence | 1,798,000 | 536,000 | (272,000) |
Credit losses | 8,000 | 43,000 | (16,000) |
(Gain) loss from disposal of property and equipment | (44,000) | 3,000 | 4,000 |
Stock based compensation | 110,000 | 382,000 | 44,000 |
Amortization of right of use assets | 510,000 | 718,000 | 795,000 |
Change in net deferred tax assets | 893,000 | (5,000) | |
Loss on debt extinguishment | 183,000 | ||
Paycheck Protection Plan loan forgiveness | (448,000) | ||
Gain - related party | (11,000) | ||
Gain from extinguishment of accounts payable | (48,000) | (339,000) | |
Changes in operating assets and liabilities: | |||
Accounts receivable | (5,241,000) | 667,000 | (558,000) |
Accounts receivable – related parties | (30,000) | (87,000) | (64,000) |
Due from banks | 101,000 | 4,456,000 | |
Inventories | 415,000 | 3,858,000 | (8,244,000) |
Prepaid expenses and other current assets | 215,000 | 78,000 | (123,000) |
Other non-current assets | 76,000 | (38,000) | 61,000 |
Accounts payable | 5,847,000 | (3,511,000) | 3,217,000 |
Accrued expenses | 348,000 | 533,000 | 77,000 |
Due to related parties | (63,000) | ||
Refunds due to customer | 1,743,000 | (139,000) | |
Prepaids from customers | 103,000 | 485,000 | (47,000) |
Reserve for sales returns | 2,490,000 | (90,000) | 30,000 |
Operating lease liabilities | (462,000) | (738,000) | (795,000) |
Net cash provided by (used in) operating activities | 411,000 | (330,000) | (2,012,000) |
Cash flows from investing activities | |||
Purchase of property and equipment | (68,000) | (244,000) | (118,000) |
Disposal of property and equipment | 54,000 | ||
Net cash used in investing activities | (14,000) | (244,000) | (118,000) |
Cash flows from financing activities | |||
Proceeds from issuance of stock, net of offering costs | 3,529,000 | 3,393,000 | 9,001,000 |
Payment of redemption and retirement of treasury stock | (7,162,000) | ||
Collection of subscriptions receivable | 6,000 | ||
Net (payment) proceeds from revolving lines of credit | (2,500,000) | 2,435,000 | |
Payment of subordinated note payable - Starlight Marketing Development, Ltd. | (353,000) | (150,000) | |
Payment of deferred financing charges | (254,000) | (38,000) | |
Payment of early termination fees on revolving lines of credit | (183,000) | ||
Payments on installment notes | (124,000) | (74,000) | (68,000) |
Proceeds from exercise of stock options | 14,000 | ||
Proceeds from exercise of common stock warrants | 990,000 | ||
Proceeds from exercise of pre-funded warrants | 168,000 | ||
Payments on finance leases | (9,000) | (8,000) | |
Net cash provided by financing activities | 3,411,000 | 1,178,000 | 4,024,000 |
Net change in cash | 3,808,000 | 604,000 | 1,894,000 |
Cash at beginning of year | 2,895,000 | 2,291,000 | 397,000 |
Cash at end of period | 6,703,000 | 2,895,000 | 2,291,000 |
Supplemental disclosures of cash flow information: | |||
Cash paid for interest | 44,000 | 481,000 | 547,000 |
Cash paid for income taxes | 34,000 | ||
Non-Cash investing and financing cash flow information: | |||
Equipment purchased under capital lease | 55,000 | 24,000 | |
Issuance of common stock and warrants for offering costs | 244,000 | 548,000 | |
Right of use assets exchanged for lease liabilities | $ 3,874,000 | $ 192,000 | $ 16,000 |
Consolidated Statements of Shar
Consolidated Statements of Shareholders' Equity - USD ($) | Common Stock [Member] | Additional Paid-in Capital [Member] | Receivables from Stockholder [Member] | Retained Earnings [Member] | Total |
Balance at Mar. 31, 2021 | $ 13,000 | $ 20,151,000 | $ (12,254,000) | $ 7,910,000 | |
Balance, shares at Mar. 31, 2021 | 1,301,358 | ||||
Net income (Ioss) | 230,000 | 230,000 | |||
Issuance of common stock | $ 6,000 | 4,944,000 | 4,950,000 | ||
Issuance of common stock, shares | 550,000 | ||||
Issuance of pre-funded warrants | 4,882,000 | 4,882,000 | |||
Common stock offering costs | (831,000) | (831,000) | |||
Issuance of common stock for stock offering costs | |||||
Issuance of common stock for stock offering costs, shares | 19,047 | ||||
Redemption and retirement of treasury shares | $ (7,000) | (4,301,000) | (2,855,000) | (7,163,000) | |
Redemption and retirement of treasury shares, shares | (654,105) | ||||
Stock based compensation | 44,000 | 44,000 | |||
Stock based compensation, shares | 2,242 | ||||
Exercise of stock options | 14,000 | 14,000 | |||
Exercise of stock options, shares | 2,667 | ||||
Balance at Mar. 31, 2022 | $ 12,000 | 24,903,000 | (14,879,000) | 10,036,000 | |
Balance, shares at Mar. 31, 2022 | 1,221,209 | ||||
Net income (Ioss) | (1,653,000) | (1,653,000) | |||
Issuance of common stock | $ 19,000 | 4,489,000 | 4,508,000 | ||
Issuance of common stock, shares | 1,909,519 | ||||
Issuance of common stock for stock offering costs | |||||
Issuance of common stock for stock offering costs, shares | 1,688 | ||||
Stock based compensation, shares | 15,803 | ||||
Balance at Dec. 31, 2022 | $ 31,000 | 29,699,000 | (16,532,000) | 13,198,000 | |
Balance, shares at Dec. 31, 2022 | 3,148,219 | ||||
Balance at Mar. 31, 2022 | $ 12,000 | 24,903,000 | (14,879,000) | 10,036,000 | |
Balance, shares at Mar. 31, 2022 | 1,221,209 | ||||
Net income (Ioss) | (4,638,000) | (4,638,000) | |||
Issuance of common stock | $ 10,000 | 4,026,000 | (6,000) | 4,030,000 | |
Issuance of common stock, shares | 1,014,230 | ||||
Common stock offering costs | (637,000) | (637,000) | |||
Stock based compensation | 145,000 | 145,000 | |||
Stock based compensation, shares | 15,803 | ||||
Exercise of pre-funded and common warrants | $ 10,000 | 1,148,000 | 1,158,000 | ||
Exercise of pre-funded warrants, shares | 914,558 | ||||
Employee compensation - stock option | 237,000 | 237,000 | |||
Other | |||||
Rounding of common stock issued due to reverse split, shares | 1,688 | ||||
Balance at Mar. 31, 2023 | $ 32,000 | 29,822,000 | (6,000) | (19,517,000) | 10,331,000 |
Balance, shares at Mar. 31, 2023 | 3,167,488 | ||||
Net income (Ioss) | (6,398,000) | (6,398,000) | |||
Issuance of common stock | $ 32,000 | 3,497,000 | 3,529,000 | ||
Issuance of common stock, shares | 3,250,573 | ||||
Common stock offering costs | (179,000) | (179,000) | |||
Issuance of common stock for stock offering costs | 6,000 | 6,000 | |||
Issuance of common stock for stock offering costs, shares | |||||
Stock based compensation | 110,000 | 110,000 | |||
Stock based compensation, shares | |||||
Issuance of common stock - at-the -market offering | $ 10,000 | 1,699,000 | 1,709,000 | ||
Issuance of common stock - at-the-market offering, shares | 1,052,770 | ||||
Issuance of common stock - private placement | $ 22,000 | 1,977,000 | 1,999,000 | ||
Issuance of common stock - private placement, shares | 2,197,803 | ||||
Other | 6,000 | 6,000 | |||
Balance at Dec. 31, 2023 | $ 64,000 | $ 33,429,000 | $ (25,915,000) | $ 7,578,000 | |
Balance, shares at Dec. 31, 2023 | 6,418,061 |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) | 9 Months Ended | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | |
Pay vs Performance Disclosure [Table] | ||||
Net Income (Loss) Attributable to Parent | $ (6,398,000) | $ (1,653,000) | $ (4,638,000) | $ 230,000 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Dec. 31, 2023 | |
Insider Trading Arrangements [Line Items] | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
NATURE OF BUSINESS
NATURE OF BUSINESS | 9 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
NATURE OF BUSINESS | NOTE 1 – NATURE OF BUSINESS We are primarily engaged in the development, marketing, and sale of consumer karaoke audio equipment, accessories, and musical recordings. We believe we are a leading global karaoke and music entertainment company that specializes in the design and production of quality karaoke and music enabled consumer products for adults and children. Our products are among the most widely available karaoke products in the world. Our mission is to “create joy through music.” The Singing Machine’s operations include its wholly owned subsidiaries, SMC Logistics, Inc., a California corporation (“SMCL”), SMC-Music, Inc., a Florida corporation (“SMCM”), SMC (HK) Limited, a Hong Kong company (“SMH”), MICS Hospitality Holdings, Inc., a Delaware corporation (“MICS Hospitality”), MICS Hospitality Management, LLC, a Delaware limited liability company (“MICS Hospitality Management”) and MICS Nomad, LLC, a Delaware limited liability company (“MICS NY”). |
RECENT DEVELOPMENTS
RECENT DEVELOPMENTS | 9 Months Ended |
Dec. 31, 2023 | |
Recent Developments | |
RECENT DEVELOPMENTS | NOTE 2 - RECENT DEVELOPMENTS Change in Fiscal Year During 2023, our Board of Directors approved a change in our fiscal year end from March 31 to December 31. Our results of operations, cash flows, and all transactions impacting shareholders’ equity presented in this Transition Report on Table of Contents Form 10-KT are for the nine-month period ended December 31, 2023 (“transition period”), and our fiscal years 2023 and 2022 are for the twelve months ended March 31, 2023, and March 31, 2022, unless otherwise noted. Private Placement On November 20, 2023, the Company entered into an agreement to sell $ 2,000,000 0.91 2,198,000 1,900,000 100,000 Hospitality Lease On August 23, 2023, MICS NY entered into an Agreement of Lease (the “Lease Agreement”) with OAC 111 Flatiron, LLC and OAC Adelphi, LLC (the “Landlord”), pursuant to which MICS NY agreed to lease approximately 10,000 th The term of the Lease Agreement is for fifteen ( 15 30,000 In March 2024, the Company initiated the termination of this lease under certain provisions made available under the Lease Agreement. The Landlord and the Company are in active discussions as to the terms of the lease termination however as of this filing, it is too early in the negotiation process to estimate any potential loss, if any, related to the lease termination process. ATM Offering On February 15, 2023, the Company entered into an At-The-Market Issuance Sales Agreement (the “Sales Agreement”) with Aegis Capital Corp, as sales agent (the “Agent”), pursuant to which the Company could offer and sell, from time to time, through the Agent (the “ATM Offering”), up to approximately $ 1,800,000 1,654,000 36,000 |
LIQUIDITY, GOING CONCERN AND MA
LIQUIDITY, GOING CONCERN AND MANAGEMENT PLANS | 9 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
LIQUIDITY, GOING CONCERN AND MANAGEMENT PLANS | NOTE 3 – LIQUIDITY, GOING CONCERN AND MANAGEMENT PLANS As of December 31, 2023, the Company had cash on hand of approximately $ 6,703,000 The consolidated financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. Accordingly, the consolidated financial statements have been prepared on a basis that assumes the Company will continue as a going concern and which contemplates the realization of assets and satisfaction of liabilities and commitments in the ordinary course of business. Management intends to finance operations with future debt or equity financings however, if and when such financings may occur are uncertain. In making this assessment management performed a comprehensive analysis of the Company’s current circumstances including: its financial position, cash flow and cash usage forecasts, and obligations and debts. Although management has a recent history of successful capital raises, the analysis used to determine the Company’s ability as a going concern does not include cash sources outside the Company’s direct control that management expects to be available within the next 12 months. THE SINGING MACHINE COMPANY, INC AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS December 31, 2023, and March 31, 2023 and 2022 |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 4 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES BASIS OF PRESENTATION The accompanying consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”). PRINCIPLES OF CONSOLIDATION The accompanying consolidated financial statements include the accounts of the Company and its Hong Kong subsidiary, SMCL, SMCM, SMH, MICS Hospitality, MICS Hospitality Management and MICS NY. All inter-company accounts and transactions have been eliminated in consolidation for all periods presented. RECLASSIFICATION OF PRIOR YEARS PRESENTATION Certain prior year amounts have been reclassified for consistency with the current year presentation. These reclassifications had no effect on the reported results of operations. USE OF ESTIMATES The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions. These estimates and assumptions affect the reported amounts of assets, liabilities, revenues and expenses. Actual results could differ materially from these estimates. Estimates are assessed each period and updated to reflect current information. Significant estimates include revenue recognition, allowance for credit losses, provision for excess and obsolete inventory, reserve for sales returns, accruals relating to litigation, income taxes and share-based compensation expense. ACCOUNTS RECEIVABLE AND ALLOWANCES FOR EXPECTED CREDIT LOSSES In June 2016, the FASB issued Accounting Standards Update (“ASU”) 2016-13, “Financial Instruments—Credit Losses” (Topic 326) The Company recognizes an allowance for credit losses at the time a receivable is recorded based on its estimate of expected credit losses and adjusts this estimate over the life of the receivable as needed. The Company evaluates specific identified risks and the aggregation and risk characteristics of a receivable pool and develops loss rates that reflect historical collections, current forecasts of future economic conditions over the time horizon the Company is exposed to credit risk, and payment terms or conditions that may materially affect future forecasts. As needed, amounts are written-off when determined to be uncollectible. INVENTORY AND RETURNS ASSET Inventory is comprised primarily of electronic karaoke equipment, microphones, and accessories, and are stated at the lower of cost or net realizable value, as determined using the first in, first out method. The Company reduces inventory on hand to its net realizable value on an item-by-item basis when it is apparent that the expected realizable value of an inventory item falls below its original cost. A charge to cost of sales results when the estimated net realizable value of specific inventory items declines below cost. Management regularly reviews the Company’s investment in inventories for such declines in value. In addition, the Company reports an estimated amount for the net realizable value of expected future inventory returns (returns asset) related to the Company’s defective allowance, overstock, and warranty policies. THE SINGING MACHINE COMPANY, INC AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS December 31, 2023, and March 31, 2023 and 2022 LONG-LIVED ASSETS The Company periodically evaluates the carrying value of the unamortized balances of its long-lived assets, including property, equipment and rental assets, to determine whether impairment of these assets has occurred or whether a revision to the related amortization periods should be made. If the carrying value of the long-lived asset group exceeds the estimated future undiscounted cash flows, an impairment loss is recorded based on the amount by which the asset group’s carrying amount exceeds its fair value. Fair value is determined based on an evaluation of the assets’ associated discounted future cash flows or appraised value . PROPERTY AND EQUIPMENT, NET Property and equipment are stated at cost, less accumulated depreciation. Expenditures for repairs and maintenance are charged to expense as incurred. Depreciation is provided for in amounts sufficient to relate the cost of depreciable assets to their estimated useful lives using straight-line methods. LEASES The Company determines if an arrangement contains a lease at the inception of a contract. Right-of-use assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Right-of-use assets and lease liabilities are recognized at the commencement date. The liability is equal to the present value of the remaining minimum lease payments. The asset is based on the liability, subject to certain adjustments. Operating leases result in straight-line expense (similar to operating leases under the prior accounting standard) while finance leases result in a front-loaded expense pattern (similar to capital leases under the prior accounting standard). As the interest rate implicit in the Company’s operating leases is not readily determinable, the Company utilizes its incremental borrowing rate to discount the lease payments. The Company utilizes the implicit rate for its finance leases. FAIR VALUE OF FINANCIAL INSTRUMENTS We follow Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 825, “Financial Instruments”, which requires disclosure of information about the fair value of certain financial instruments for which it is practicable to estimate that value. For the purposes of this disclosure, the fair value of a financial instrument is the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced sale or liquidation. The carrying amounts of the Company’s short-term financial instruments, including accounts receivable, accounts payable, accrued expenses, refunds due to customers, customer deposits, other current liabilities and due from related parties approximates fair value due to the relatively short period to maturity for these instruments. The carrying amounts on other liabilities are approximate to fair value due to their relatively short period to maturity. REVENUE RECOGNITION AND RESERVE FOR SALES RETURNS The Company recognizes revenue in accordance with FASB ASC 606, “Revenue from Contracts with Customers”. All revenue is generated from contracts with customers. The Company recognizes revenue when the control of the goods sold is transferred to the customer, in an amount, referred to as the transaction price, that reflects the consideration to which the Company is expected to be entitled in exchange for those goods. The Company determines revenue recognition utilizing the following five steps: (1) identification of the contract with a customer, (2) identification of the performance obligations in the contract (promised goods or services that are distinct), (3) determination of the transaction price, (4) allocation of the transaction price to the performance obligations, and (5) recognition of revenue when, or as, the Company transfers control of the product or service for each performance obligation. The Company’s performance obligations are established when a customer submits a purchase order notification, and the Company accepts the order. The Company identifies performance obligations as the delivery of the requested product or service in appropriate quantities and to the location specified in the customer’s contract and/or purchase order. Revenue from sales of product is recognized at a point in time when the Company transfers control to the customer, typically at the time when the product is delivered or shipped, at which time, title passes to the customer and there are no further performance obligations with regards to the product.” The Company selectively participates in a retailer’s co-op promotion incentives to maximize sales of the Company’s products on the retail floor or to assist in developing consumer awareness of new product launches, by providing marketing fund allowances to our customers. As these co-op promotion initiatives are not a distinct good or service and the Company cannot reasonably estimate the fair value of the benefit it receives from these arrangements, the cost of these allowances at the time they are offered to the customers are recorded as a reduction to net sales. Co-op promotion incentives were approximately $ 2,600,000 2,300,000 2,000,000 The Company’s contracts with customers consist of one performance obligation (the sale of the Company’s products). The Company’s contracts have no financing elements, payment terms are generally less than 120 days and have no further contract asset or liability obligations once control of goods is transferred to the customer. Revenue is recorded in the amount of consideration the Company expects to receive for the sale of these goods. Costs incurred in fulfilling contracts with customers include administrative costs associated with the procurement of goods are included in general and administrative expenses, in-bound freight costs are included in the cost of goods sold and accrued sales representative commissions are included in selling expenses in the accompanying consolidated statements of operations as our underlying customer agreements are less than one year. THE SINGING MACHINE COMPANY, INC AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS December 31, 2023, and March 31, 2023 and 2022 While the Company has no overstock return privileges in its vendor agreements with its customers, the Company does accept defective returns, warranty exchanges and overstock from seasonal customers. The Company estimates the sales value of goods to be returned from our allowance programs for goods returned from the customer for various reasons, whereby a reserve for sales returns is recorded based on historic return amounts, specific events as identified and management estimates. The Company’s reserve for sales returns was approximately $ 3,400,000 900,000 1,900,000 600,000 SHIPPING AND HANDLING COSTS Shipping and handling activities are performed before the customer obtains control of the goods sold to them and are considered activities to fulfill the Company’s promise to transfer the goods. For the nine months ended December 31, 2023, shipping and handling expenses were approximately $ 600,000 500,000 900,000 SHARE-BASED COMPENSATION The Company has granted stock options and restricted stock units (“RSUs”) to employees, non-employee consultants and non-employee members of our Board of Directors. The Company also has an equity incentive plan which provides for the issuance of equity incentive awards, such as stock options, stock appreciation rights, stock awards, restricted stock, stock units, performance awards and other stock or cash-based awards collectively, the “Awards.” Awards may be granted under the 2022 Plan to the Company’s employees, officers, directors, consultants, agents, advisors and independent contractors. The Company measures the compensation cost associated with all share-based payments based on grant date fair values. The fair value of each stock option and stock purchase right is estimated on the date of grant using an option pricing model that meets certain requirements. The Company generally uses the Black-Scholes option pricing model to estimate the fair value of its stock options and stock purchase rights. The determination of the fair value of share-based payment awards utilizing the Black-Scholes model is affected by the Company’s stock price and several assumptions, including expected volatility, expected term, risk-free interest rate and expected dividends. For grants of stock options, the Company uses a blend of historical and implied volatility for traded options on its stock to estimate the expected volatility assumption required in the Black-Scholes model. The Company’s use of a blended volatility estimates in computing the expected volatility assumption for stock options is based on its belief that while the implied volatility is representative of expected future volatility, the historical volatility over the expected term of the award is also an indicator of expected future volatility. The Company utilizes a blended volatility estimate that consists of implied volatility and historical volatility in order to estimate the expected volatility assumption of the Black-Scholes model. The expected term of stock options granted is estimated using historical experience. The risk-free interest rate assumption is based on observed interest rates appropriate for the expected terms of the Company’s stock options and stock purchase rights. The dividend yield assumption is based on the Company’s history and expectation of no dividend payouts. The Company estimates forfeitures at the time of grant and revises these estimates, if necessary, in subsequent periods if actual forfeitures differ from those estimates. The Company estimates its forfeiture rate assumption for all types of share-based compensation awards based on historical forfeiture rates related to each category of award. Compensation costs associated with grants of restricted stock units are measured at fair value, which has historically been the closing price of the Company’s common stock on the date of grant. The Company recognizes share-based compensation expense over the requisite service period of each individual award, which generally equals the vesting period, using the straight-line method for awards that contain only service conditions. For awards that contain performance conditions, the Company recognizes the share-based compensation expense on a straight-line basis for each vesting tranche, when achievement of that tranche is considered probable. The Company evaluates the assumptions used to value stock awards at each grant date. If there are any modifications or cancellations of the underlying unvested securities, the Company may be required to accelerate, increase or cancel any remaining unearned share-based compensation expense. INCOME TAXES The Company follows the provisions of FASB ASC 740 “Accounting for Income Taxes.” Under the asset and liability method of ASC 740, deferred tax assets and liabilities are recognized for the future tax consequences attributed to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax base. 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. Under ASC 740, 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. If it is more likely than not that some portion of a deferred tax asset will not be realized, a valuation allowance is recognized. THE SINGING MACHINE COMPANY, INC AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS December 31, 2023, and March 31, 2023 and 2022 The Company recognizes a liability for uncertain tax positions. An uncertain tax position is defined as a position in a previously filed tax return or a position expected to be taken in a future tax return that is not based on clear and unambiguous tax law and which is reflected in measuring current or deferred income tax assets and liabilities for interim or annual periods. The Company may recognize the 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 Company measures the tax benefits recognized based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate resolution. As of December 31, 2023, and March 31, 2023, there were no uncertain tax positions that resulted in any adjustment to the Company’s provision for income taxes. The Company recognizes interest and penalties related to unrecognized tax benefits in its provision for income taxes. The Company currently has no liabilities recorded for accrued interest or penalties related to uncertain tax provisions. RECENT ACCOUNTING PRONOUNCEMENTS In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures |
PROPERTY AND EQUIPMENT, NET
PROPERTY AND EQUIPMENT, NET | 9 Months Ended |
Dec. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT, NET | NOTE 5 - PROPERTY AND EQUIPMENT, NET A summary of property and equipment is as follows: SCHEDULE OF PROPERTY AND EQUIPMENT Useful December 31, March 31, Life 2023 2023 Computer and office equipment 5 7 $ 404,000 $ 497,000 Furniture and fixtures 7 107,000 111,000 Warehouse equipment 7 - 251,000 Molds and tooling 3 5 2,228,000 2,160,000 2,739,000 3,019,000 Less: Accumulated depreciation 2,335,000 2,386,000 $ 404,000 $ 633,000 Depreciation expense for the nine months ended December 31, 2023 was approximately $ 287,000 Depreciation expense for both fiscal years ended March 31, 2023, and 2022, was approximately $ 228,000 246,000 |
FINANCING
FINANCING | 9 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
FINANCING | NOTE 6 – FINANCING Oxford Credit Facility On March 28, 2024, the Company entered into a Loan and Security Agreement with Oxford Business Credit (the “Credit Agreement”), as Lender. The Credit Agreement established a secured asset-backed revolving credit facility which is comprised of a maximum $ 2,000,000 THE SINGING MACHINE COMPANY, INC AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS December 31, 2023, and March 31, 2023 and 2022 Borrowings under the Credit Facility take the form of base rate loans at interest rates of the greater of either (a) the Prime Rate plus 2.5 The Credit Agreement is for a two November 28, 2026 The Company is subject to a two percent ( 2 Fifth Third Bank Asset-backed Revolving Credit Facility On October 14, 2022, the Company entered into a Loan and Security Agreement with Fifth Third Financial Corporation (the “Credit Agreement”), as Lender, replacing the Company’s credit facilities with Crestmark and IHC that were terminated by the Company on October 13, 2022. The Credit Agreement established a secured asset-backed revolving credit facility which is comprised of a maximum $ 15,000,000 November 17, 2023 Costs associated with closing of the Credit Agreement of approximately $ 254,000 215,000 18,000 39,000 0 Borrowings under the Credit Facility took the form of base rate loans at interest rates of the greater of either (a) the Prime Rate plus 0.50% or (b) the Secured Overnight Financing Rate (“SOFR”) 30-day term rate plus 3%, subject to a minimum of 0.050% in either case. 28,000 19,000 33,000 0 On May 19, 2023, the Company executed a Waiver and First Amendment agreement which provides for a waiver of previous defaults and instituted new covenants. On November 17, 2023, the Company voluntarily terminated the Credit Agreement as the Company could not comply with the debt coverage financial covenant effective September 30, 2023. There was no balance outstanding on the credit agreement as of the termination date. Intercreditor Revolving Credit Facility Crestmark Bank and Iron Horse Credit On June 16, 2020, the Company entered into a two-year Credit and Security Agreement for a $ 2,500,000 10,000,000 0 8,000 400,000 500,000 THE SINGING MACHINE COMPANY, INC AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS December 31, 2023, and March 31, 2023 and 2022 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Dec. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 7 - COMMITMENTS AND CONTINGENCIES Hospitality Lease On August 23, 2023, MICS NY entered into an Agreement of Lease (the “Lease Agreement”) with OAC 111 Flatiron, LLC and OAC Adelphi, LLC (the “Landlord”), pursuant to which MICS NY agreed to lease approximately 10,000 square feet of ground floor retail space and a portion of the basement underneath the ground floor retail space in the property located at 111 West 24 th The term of the Lease Agreement is for fifteen (15) years, or on such an earlier date upon which the term shall expire, be canceled, or terminated pursuant to any of the conditions or covenants of the Lease Agreement. Pursuant to the Lease Agreement, MICS NY is obligated to pay an initial base rent in the amount of $ 30,000 In March 2024, the Company initiated the termination of this lease under certain provisions made available under the Lease Agreement. The Landlord and the Company are in active discussions as to the terms of the lease termination however as of this filing, it is too early in the negotiation process to estimate any potential loss, if any, related to the lease termination process. Derivative Litigation On December 21, 2023, Ault Lending, LLC, a wholly owned subsidiary of Ault Alliance, Inc. (“Ault”), one of the Company’s largest shareholders, filed a derivative shareholder action in Delaware Chancery Court against the Company, its Directors, and other Company shareholders (The Stingray Group, Inc. and Regalia Ventures) (“the Defendants”) for alleged breach of fiduciary duty in approving a recent above-market private placement equity transaction. The Complaint alleges the Company, and its Directors followed an inadequate process in evaluating the private placement transaction which occurred back in November 2023 and entered into the transaction with an intent to dilute Ault’s ownership stake in the Company. The Defendants have retained Delaware counsel to represent them in this matter and the Company has filed a motion to dismiss the suit. The Company has Director & Officer liability insurance for up to $ 5,000,000 with a retention of $ 250,000 for derivative claims. Other than what is disclosed above, we are not a party to, and our property is not the subject of, any pending material legal proceedings. |
OPERATING LEASES
OPERATING LEASES | 9 Months Ended |
Dec. 31, 2023 | |
Operating Leases | |
OPERATING LEASES | NOTE 8 – OPERATING LEASES At the time of this filing, the Company has operating lease agreements for offices in Florida and Hong Kong and a retail location in New York expiring in various years through 2038. The Company entered into an operating lease agreement, effective October 1, 2017, for our corporate headquarters located in Fort Lauderdale, Florida where we lease approximately 6,500 March 31, 2024 9,950 the Company executed a lease extension for 14 months effective April 1, 2024, and expires on May 31, 2025. The base rent on the extension is approximately $ 10,553 The Company entered into an operating lease on August 23, 2023, for approximately 10,000 August 22, 2038 30,000 700,000 On August 31, 2023, our Ontario, California operating lease agreement for our primary warehouse expired. The Company did not renew the lease and instead transferred all of its warehousing and logistics operations to a third-party logistics facility. We entered into an operating lease agreement, effective October 15, 2022, for our administrative office located in Hong Kong where we lease approximately 1,890 October 14, 2025 4,900 THE SINGING MACHINE COMPANY, INC AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS December 31, 2023, and March 31, 2023 and 2022 Lease expense for our operating leases is recognized on a straight-line basis over the lease terms. Supplemental balance sheet information related to leases as of December 31, 2023 and March 31, 2023 is as follows: SCHEDULE OF SUPPLEMENTAL INFORMATION RELATED TO LEASES December 31, 2023 March 31, 2023 Assets: Operating lease - right-of-use assets $ 3,926,000 $ 561,000 Liabilities Current portion of operating leases $ 84,000 $ 509,000 Operating lease liabilities, net of current portion $ 3,925,000 $ 88,000 Supplemental statement of operations information related to leases for the nine months ended December 31, 2023 and fiscal year ended March 31, 2023 is as follows: SCHEDULE OF LEASE TERM AND DISCOUNT RATE Nine Months Ended Fiscal Year Ended December 31 2023 March 31, 2023 Operating lease expense as a component of general and administrative expenses $ 717,000 $ 1,058,000 Supplemental cash flow information related to leases for the nine months ended December 31, 2023 and fiscal year ended March 31, 2023 is as follows: Cash paid for amounts included in the measurement of lease liabilities: Operating cash flow paid for operating leases $ 858,000 $ 960,000 Lease term and Discount Rate Weighted average remaining lease term (months) Operating leases 15.0 12.4 Weighted average discount rate Operating leases 12.0 % 6.5 % Minimum future payments under all operating leases as of December 31, 2023, are as follows: SCHEDULE OF OPERATING LEASE MINIMUM FUTURE PAYMENTS Payments due by period Amount 2024 $ 269,000 2025 355,000 2026 529,000 2027 585,000 2028 610,000 Thereafter 7,555,000 Total minimum future payments 9,903,000 Less: interest 5,894,000 Total operating lease liabilities $ 4,009,000 Less: current portion of lease liabilities 84,000 Operating lease liabilities, net of current portion $ 3,925,000 |
STOCK COMPENSATION EXPENSE
STOCK COMPENSATION EXPENSE | 9 Months Ended |
Dec. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
STOCK COMPENSATION EXPENSE | NOTE 9 – STOCK COMPENSATION EXPENSE EQUITY INCENTIVE PLAN On April 12, 2022, the Board of Directors approved The Singing Machine Company, Inc. 2022 Equity Incentive Plan, or the 2022 Plan. The 2022 Plan provides for the issuance of equity incentive awards, such as stock options, stock appreciation rights, stock awards, restricted stock, stock units, performance awards and other stock or cash-based awards collectively, the “Awards.” Awards may be granted under the 2022 Plan to the Company’s employees, officers, directors, consultants, agents, advisors and independent contractors. The maximum number of shares of common stock initially available for issuance under the 2022 Plan is 233,334 shares of common stock and thereafter an annual increase shall be added as of the first day of the Company’s fiscal year beginning in 2023, equal to the least of (i) 5% of the outstanding common stock on a fully diluted basis as of the end of the Company’s immediately preceding fiscal year, (ii) 33,334 shares, and (iii) a lesser amount as determined by the Board of Directors. The Board of Directors may amend, suspend or terminate the 2022 Plan or a portion of it at any time; however, to the extent required by applicable law, regulation or stock exchange rule, stockholder approval shall be required for any amendment to the 2022 Plan. The 2022 Plan is scheduled to terminate automatically in ten (10) years following the earlier of (a) the date the Board of Directors adopted the 2022 Plan and (b) the date the stockholders approved the 2022 Plan. THE SINGING MACHINE COMPANY, INC AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS December 31, 2023, and March 31, 2023 and 2022 COMMON STOCK OPTIONS During the nine months ended December 31, 2023, the Company did not issue any stock options. During the fiscal years ended March 31, 2023, the Company issued the following stock options: Fiscal 2023: During the fiscal year ended March 31, 2023, the Company issued 6,001 2.35 8.11 During the fiscal year ended March 31, 2023, the Company issued 37,001 4.00 8.65 During the fiscal year ended March 31, 2023, the Company issued 64,750 8.11 8.65 Employee stock option compensation expense for the nine months ended December 31, 2023, and in fiscal years ended March 31, 2023, and 2022 includes the estimated fair value of options granted, amortized on a straight-line basis over the requisite service period for the entire portion of the award. For the nine months ended December 31, 2023, the stock option expense was approximately $ 110,000 237,000 22,000 Fiscal 2022: During the fiscal year ended March 31, 2022, the Company issued 2,001 8.10 8.70 The fair value of each option grant was estimated on the date of the grant using the Black-Scholes option-pricing model with the assumptions outlined below. The expected volatility is based upon the historical volatility of our stock and other contributing factors. The expected term is based upon observation of actual time elapsed between date of grant and exercise of options for all employees. ● For the year ended March 31, 2023: expected dividend yield of 0 2.63 3.21 166.1 196.3 three years ● For the fiscal year ended March 31, 2022: expected dividend yield of 0 0.43 0.96 149.5 157.0 three years A summary of stock option activity for each of the years presented is summarized below. SUMMARY OF STOCK OPTION ACTIVITY Nine Months Ended December 31, 2023 Fiscal Year Ended March 31, 2023 Fiscal Year Ended March 31, 2022 Number of Options Weighted Average Exercise Price Weighted Average Contractual Life Number of Options Weighted Average Exercise Price Weighted Average Contractual Life Number of Options Weighted Average Exercise Price Weighted Average Contractual Life Stock Options: Balance at beginning of year 161,427 $ 7.90 6.6 56,343 $ 9.90 4.1 56,010 $ 9.90 5.4 Granted - $ - - 107,752 $ 6.83 - 3,667 $ 7.80 - Exercised - $ - - - $ - - (2,667 ) $ 5.40 - Forfeited (47,666 ) $ 7.48 - (2,668 ) $ 5.63 - (667 ) $ 3.60 - Balance at end of year * 113,761 $ 8.08 4.2 161,427 $ 7.90 6.6 56,343 $ 9.90 4.1 Options exercisable at end of year 91,261 $ 8.06 53,675 $ 9.90 52,667 $ 9.90 * Total number of options outstanding as of December 31, 2023, includes 23,343 56,668 33,750 As of December 31, 2023, there was an unrecognized expense of approximately $ 122,000 eighteen months The vested options as of December 31, 2023, had no 165,469 WARRANTS Common warrants issued and outstanding as of December 31, 2023 and March 31, 2023, were 902,113 THE SINGING MACHINE COMPANY, INC AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS December 31, 2023, and March 31, 2023 and 2022 As of December 31, 2023, the Company’s warrants by expiration date were as follows: SCHEDULE OF WARRANTS EXPIRATION Number of Common Warrants Exercise Price Expiration Date 802,113 $ 2.80 September 15, 2026 100,000 $ 5.00 May 23, 2027 902,113 |
COMPUTATION OF (LOSS) EARNINGS
COMPUTATION OF (LOSS) EARNINGS PER SHARE | 9 Months Ended |
Dec. 31, 2023 | |
Loss per Common Share | |
COMPUTATION OF (LOSS) EARNINGS PER SHARE | NOTE 10 - COMPUTATION OF (LOSS) EARNINGS PER SHARE Computation of dilutive shares for the nine months ended December 31, 2023 and fiscal years ended March 31, 2023 and 2022 are as follows: SCHEDULE OF BASIC AND DILUTIVE SHARES Nine months ended December 31, 2023 Fiscal year ended March 31, 2023 Fiscal year ended March 31, 2022 Basic weighted average common shares outstanding 4,864,540 2,811,872 1,614,506 Effect of dilutive stock options - - 8,891 Diluted weighted average of common shares outstanding 4,864,540 2,811,872 1,623,397 Basic net (loss) income per share is based on the weighted average number of shares of common stock outstanding during the period. Diluted net (loss) income per share reflects the potential dilution assuming shares of common stock were issued upon the exercise of outstanding in-the-money options and the proceeds thereof were used to purchase shares of the Company’s common stock at the average market price during the period using the treasury stock method. For the nine months ended December 31, 2023, options to purchase 113,761 902,113 53,675 902,113 For the fiscal year ended March 31, 2022, pre-funded warrants to purchase 561,111 8,891 56,000 |
PUBLIC OFFERING AND NASDAQ UPLI
PUBLIC OFFERING AND NASDAQ UPLISTING | 9 Months Ended |
Dec. 31, 2023 | |
Public Offering And Nasdaq Uplisting | |
PUBLIC OFFERING AND NASDAQ UPLISTING | NOTE 11 – PUBLIC OFFERING AND NASDAQ UPLISTING On May 23, 2022, the Company entered into the Underwriting Agreement with Aegis Capital Corp., who acted as the sole Underwriter, in a firm commitment underwritten public offering pursuant to which the Company sold to the Underwriter 1,000,000 0.01 4,000,000 600,000 4.00 3,400,000 Pursuant to the terms of the Underwriting Agreement, the Company agreed to issue to the Underwriter warrants to purchase up to 100,000 10.0 5.00 five years 244,000 2.90 3 176 0 2.63 On May 24, 2022, the Company’s common stock was approved to list on the Nasdaq Capital Market under the symbol “MICS” and began trading on the Nasdaq Capital Market on May 24, 2022. |
ATM OFFERING
ATM OFFERING | 9 Months Ended |
Dec. 31, 2023 | |
Atm Offering | |
ATM OFFERING | NOTE 12 – ATM OFFERING On February 15, 2023, the Company entered into an At-The-Market Issuance Sales Agreement (the “Sales Agreement”) with Aegis Capital Corp, as sales agent (the “Agent”), pursuant to which the Company could offer and sell, from time to time, through the Agent (the “ATM Offering”), up to approximately $ 1,800,000 1,654,000 36,000 THE SINGING MACHINE COMPANY, INC AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS December 31, 2023, and March 31, 2023 and 2022 |
PRIVATE PLACEMENT
PRIVATE PLACEMENT | 9 Months Ended |
Dec. 31, 2023 | |
Private Placement | |
PRIVATE PLACEMENT | NOTE 13 – PRIVATE PLACEMENT On November 20, 2023, the Company the Company entered into an agreement to sell $ 2,000,000 0.91 2,198,000 1,900,000 100,000 |
AUGUST 2021 STOCK REDEMPTION
AUGUST 2021 STOCK REDEMPTION | 9 Months Ended |
Dec. 31, 2023 | |
August 2021 Stock Redemption | |
AUGUST 2021 STOCK REDEMPTION | NOTE 14 - AUGUST 2021 STOCK REDEMPTION On August 5, 2021, the Company entered into the Redemption Agreement with koncepts and Treasure Green (former majority shareholders), pursuant to which the Company redeemed 654,105 7.2 |
AUGUST 2021 PRIVATE PLACEMENT
AUGUST 2021 PRIVATE PLACEMENT | 9 Months Ended |
Dec. 31, 2023 | |
August 2021 Private Placement | |
AUGUST 2021 PRIVATE PLACEMENT | NOTE 15 – AUGUST 2021 PRIVATE PLACEMENT On August 5, 2021, the Company entered into a securities purchase agreement (the “Purchase Agreement”) with large institutional investors and the strategic investor for private placement of (i) 550,000 550,000 10.50 561,111 0.01 561,111 10.50 The Common Warrants and Pre-Funded Warrants are collectively referred to as (the “Warrants”). The Warrants are exercisable at any time at the option of the holder, have a term of 5 years from the issuance date and provide for cashless exercise under certain conditions. The Company determined that the Warrants meet the conditions for equity classification. Shares issuable upon exercise of the Warrants are hereinafter referred to as the “Warrant Shares”. The exercise price and number of the Warrant Shares are subject to anti-dilution and other adjustments for certain stock dividends, stock splits, subsequent rights offerings, pro rata distributions or certain equity structure changes. Pursuant to the terms of the Purchase Agreement, on September 3, 2021, the Company filed a registration statement providing for the resale by the purchasers of the Shares and Warrant Shares sold in the Private Placement, which registration statement became effective on September 15, 2021. Additionally, under the terms of the Purchase Agreement, the Company was obligated to use its reasonable best efforts to submit an application to have the Company’s common stock listed on a national exchange by December 31, 2021, and to use its reasonable best efforts to have the Shares and Warrant Shares listed on such national exchange as soon as practicable following the submission of such application. As indicated, the Common Stock was approved to list on the Nasdaq Capital Market under the symbol “MICS” and began trading on the Nasdaq Capital Market on May 24, 2022. The closing of the Private Placement took place on August 10, 2021, when the Shares and Warrants were delivered to the purchasers and funds, in the amount of approximately $ 9,800,000 7,200,000 Stingray is part of the group of investors who participated in the Private Placement and have acquired a minority interest in the Company. In connection with the Private Placement, on July 6, 2021, the Company entered into a Placement Agency Agreement with A.G.P./Alliance Global Partners (“AGP”), which provided for AGP to serve as the exclusive placement agent, advisor or underwriter (the “placement agent services”). Pursuant to the Placement Agency Agreement, upon closing of the Private Placement, the Company paid AGP placement fees of approximately $ 600,000 (representing 7% of the gross proceeds raised in the Private Placement excluding proceeds raised from the strategic investor, plus 3.5% of the aggregate gross proceeds raised from the strategic investor), and issued AGP warrants to purchase 44,445 shares of the Company’s common stock (the “Advisor Warrants”) (representing 5 % of the aggregate number of Shares and Pre-Funded Warrants sold in the Private Placement, excluding the Shares sold to the strategic investor). The Advisor Warrants have the same exercise price ($ 10.50 ) and terms as the Common Warrants issued in the Private Placement. The Company estimated the fair value of the Advisor Warrants to be approximately $ 400,000 using the Black-Scholes Model based on the following input assumptions: common stock price of $ 9.90 , expected life of the warrants of 2.5 years; stock price volatility of 168 %; dividend yield of 0 %; and the risk-free interest rate of 2.65 %. In addition to the placement fees paid to AGP, the Company incurred additional offering costs for direct incremental legal, consulting, accounting and filing fees related to the Private Placement of approximately $ 400,000 1,905 200,000 100,000 800,000 |
INCOME TAXES
INCOME TAXES | 9 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | NOTE 16 - INCOME TAXES The Company’s loss before income taxes for the nine months ended December 31, 2023, and fiscal years ended March 31, 2023, and 2022 is as follows: SCHEDULE OF LOSS BEFORE INCOME TAXES December 31, 2023 March 31, 2023 March 31, 2023 Nine months ended Fiscal years ended December 31, 2023 March 31, 2023 March 31, 2023 United States $ (6,173,000 ) $ (3,526,000 ) $ (261,000 ) Foreign (225,000 ) (82,000 ) 548,000 Loss before income taxes $ (6,398,000 ) $ (3,608,000 ) 287,000 The provision for income taxes for the nine months ended December 31, 2023, and fiscal years ended March 31, 2023, and 2022 is as follows: SCHEDULE OF PROVISION FOR INCOME TAXES December 31, 2023 March 31, 2023 March 31, 2023 Nine months ended Fiscal years ended December 31, 2023 March 31, 2023 March 31, 2022 Income tax provision: Current: Federal $ - $ 109,000 $ 63,000 State - - - Other - (5,000 ) - Hong Kong - 34,000 - Total current Federal and State $ - $ 138,000 $ 63,000 Deferred: Federal $ - $ 686,000 $ (60,000 ) State - 206,000 54,000 Total Deferred Federal and State - 892,000 (6,000 ) Total income tax provision $ - $ 1,030,000 $ 57,000 THE SINGING MACHINE COMPANY, INC AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS December 31, 2023, and March 31, 2023 and 2022 The Company’s net deferred tax assets as of December 31, 2023, and ended March 31, 2023 are as follows: SCHEDULE OF DEFERRED TAX ASSETS AND LIABILITIES December 31, March 31, 2023 2023 NOL Federal Carryforward $ 1,291,000 $ 868,000 State NOL Carryforward 470,000 341,000 Inventory differences to inventory valuation 1,173,000 623,000 Stock option compensation expense 159,000 184,000 Right of use liability 1,022,000 118,000 Business interest limitation 151,000 138,000 Allowance for doubtful accounts 45,000 43,000 Reserve for estimated returns 384,000 89,000 Accrued vacation 7,000 14,000 Total 4,702,000 2,418,000 Less: valuation allowance (3,600,000 ) (2,104,000 ) Net deferred tax asset 1,102,000 314,000 Depreciable and amortizable assets (67,000 ) (134,000 ) ROU Asset (1,000,000 ) (111,000 ) Prepaid expenses (35,000 ) (69,000 ) Net deferred tax liability (1,102,000 ) (314,000 ) Total $ - $ - The Company recognizes federal, state and foreign current tax liabilities or assets based on its estimate of taxes payable to or refundable by tax authorities in the current fiscal year. The Company also recognizes federal, state and foreign deferred tax liabilities or assets based on the Company’s estimate of future tax effects attributable to temporary differences and carryforwards. The Company records a valuation allowance to reduce any deferred tax assets by the amount of any tax benefits that, based on available evidence and judgment, are not expected to be realized. The Company performed an analysis in accordance with the provisions of ASC 740, which requires an assessment of both positive and negative evidence when determining whether it is more likely than not that deferred tax assets are recoverable. The analysis performed to assess the realizability of the deferred tax assets included an evaluation of the pattern and timing of the reversals of temporary differences and the length of carryback and carryforward periods available under the applicable federal, state and foreign laws; and the amount and timing of future taxable income. The Company evaluated the realizability of its deferred tax assets as of December 31, 2023 and March 31, 2023 in accordance with accounting principles generally accepted in the United States of America and concluded that valuation allowance against all of our deferred tax assets was necessary based upon the Company’s conclusions regarding, among other considerations, the Company’s recent history of losses and projected earnings for fiscal year 2024 and in the future. The actual tax provision differs from the “expected” tax for the nine-month transition period ended December 31, 2023, and the years ended March 31, 2023, and 2022 (computed by applying the U.S. Federal Corporate tax rate of 21 percent to income before taxes) as follows: SCHEDULE OF TAX PROVISION December 31, 2023 March 31, 2023 March 31, 2022 Statutory federal tax rate $ (1,344,000 ) $ (758,000 ) $ 60,000 Stater tax rate (326,000 ) (174,000 ) 14,000 Permanent differences 15,000 13,000 10,000 Permanent difference in ERC income - (99,000 ) - Tax rate differential on foreign earnings 59,000 21,000 (84,000 ) Expiration of net opretaing loss carryforward 89,000 - - Change in valuation allowance 1,495,000 2,026,000 55,000 Other 12,000 1,000 2,000 Tax provision $ - $ 1,030,000 $ 57,000 THE SINGING MACHINE COMPANY, INC AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS December 31, 2023, and March 31, 2023 and 2022 At December 31, 2023, and March 31, 2023, the Company had federal tax net operating loss carryforwards in the amount of approximately $ 6,149,000 4,131,000 150,000 2,453,000 2,238,000 At December 31, 2023, the Company evaluated the realizability of its deferred tax assets in accordance with GAAP and concluded that a valuation allowance of approximately $ 3,600,000 |
REVENUE DISAGGREGATION
REVENUE DISAGGREGATION | 9 Months Ended |
Dec. 31, 2023 | |
Segment Reporting [Abstract] | |
REVENUE DISAGGREGATION | NOTE 17 – REVENUE DISAGGREGATION The Company disaggregates revenues by product line and major geographic region as most of its revenue is generated by the sales of karaoke hardware and the Company has no other material business segments: Revenue by product line is as follows: SCHEDULE OF REVENUE BY PRODUCT LINE December 31,2023 March 31, 2023 March 31, 2022 Nine Months Ended Fiscal Years Ended December 31,2023 March 31, 2023 March 31, 2022 Product Line Karaoke Machines $ 24,189,000 $ 28,856,000 $ 38,869,000 Licensed Products 549,000 95,000 1,645,000 Kids Youth Electronics 565,000 1,872,000 2,277,000 Microphones and Accessories 3,283,000 7,802,000 4,185,000 Music Subscriptions 612,000 674,000 536,000 Total Net Sales $ 29,198,000 $ 39,299,000 $ 47,512,000 Revenue by geographic region is as follows: SCHEDULE OF REVENUE BY GEOGRAPHICAL REGION December 31, 2023 March 31, 2023 March 31, 2022 FOR THE NINE MONTHS ENDED FOR THE FISCAL YEARS ENDED December 31, 2023 March 31, 2023 March 31, 2022 North America $ 28,763,000 $ 38,298,000 $ 46,396,000 Australia 205,000 670,000 679,000 Europe and United Kingdom 226,000 331,000 359,000 All Others 4,000 - 78,000 Net sales $ 29,198,000 $ 39,299,000 $ 47,512,000 The geographic area of sales is based primarily on where the product was delivered. |
CONCENTRATIONS OF CREDIT RISK A
CONCENTRATIONS OF CREDIT RISK AND REVENUE | 9 Months Ended |
Dec. 31, 2023 | |
Risks and Uncertainties [Abstract] | |
CONCENTRATIONS OF CREDIT RISK AND REVENUE | NOTE 18 - CONCENTRATIONS OF CREDIT RISK AND REVENUE At times, the Company maintains cash in United States bank accounts that are more than the Federal Deposit Insurance Corporation insured amounts. The Company maintains cash balances in foreign financial institutions. The Company regularly monitors the financial stability of this financial institution and believes that it is not exposed to any significant credit risk in cash and cash equivalents. However, in March and April 2023, certain U.S. government banking regulators took steps to intervene in the operations of certain financial institutions due to liquidity concerns, which caused general heightened uncertainties in financial markets. While these events have not had a material direct impact on the Company’s operations, if further liquidity and financial stability concerns arise with respect to banks and financial institutions, either nationally or in specific regions, the Company’s ability to access cash or enter into new financing arrangements may be threatened, which could have a material adverse effect on its business, financial condition and results of operations. The Company derives most of its revenues from retailers in the United States. The Company’s allowance for credit losses is based upon management’s estimates and historical experience and reflects the fact that accounts receivable is concentrated with several large customers. On December 31, 2023, 82 79 53 Revenues derived from our top three customers for the nine months ended December 31, 2023, and 2022, were 81 77 69 72 48 21 12 46 22 48 21 37 18 17 THE SINGING MACHINE COMPANY, INC AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS December 31, 2023, and March 31, 2023 and 2022 The Company is dependent upon foreign companies for the manufacture of all its electronic products. The Company’s arrangements with manufacturers are subject to the risk of doing business abroad, such as import duties, trade restrictions, work stoppages, foreign currency fluctuations, political instability, and other factors, which could have an adverse impact on its business. The Company believes that the loss of any one or more of their suppliers would not have a long-term material adverse effect because other manufacturers with whom the Company does business would be able to increase production to fulfill their requirements. However, the loss of certain suppliers in the short term could adversely affect business until alternative supply arrangements are secured. During the nine months ended December 31, 2023, and fiscal years 2023 and 2022, manufacturers in the People’s Republic of China accounted for 100 the U.S. government-imposed tariffs of up to 25% on certain goods imported from China. All our products are manufactured and imported from China however, only our microphones are currently subject to a 7.5% tariff currently in place |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 9 Months Ended |
Dec. 31, 2023 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 19 – RELATED PARTY TRANSACTIONS Financing On November 20, 2023, the Company the Company entered into an agreement to sell $ 2,000,000 Due To/From Related Parties The Company has a music subscription sharing agreement with Stingray. For the transition year ended December 31, 2023, and 2022, the Company received music subscription revenue of approximately $ 600,000 500,000 700,000 500,000 On December 31, 2023, and March 31, 2023, the Company had approximately $ 269,000 218,000 At March 31, 2023, the Company had travel and entertainment expense reimbursements due from Ault Alliance, Inc., a former parent company, of approximately $ 21,000 |
DAMAGED GOODS INCIDENT RECOVERY
DAMAGED GOODS INCIDENT RECOVERY | 9 Months Ended |
Dec. 31, 2023 | |
Insurance [Abstract] | |
DAMAGED GOODS INCIDENT RECOVERY | NOTE 20 – DAMAGED GOODS INCIDENT RECOVERY For the fiscal years ended March 31, 2023 and 2022 we recognized a gain of approximately $ 48,000 339,000 THE SINGING MACHINE COMPANY, INC AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS December 31, 2023, and March 31, 2023 and 2022 |
SUPPLEMENTAL INFORMATION CONDEN
SUPPLEMENTAL INFORMATION CONDENSED FINANCIAL INFORMATION | 9 Months Ended |
Dec. 31, 2023 | |
Supplemental Information Condensed Financial Information | |
SUPPLEMENTAL INFORMATION CONDENSED FINANCIAL INFORMATION | NOTE 21 – SUPPLEMENTAL INFORMATION CONDENSED FINANCIAL INFORMATION The Singing Machine Company, Inc. and Subsidiaries CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS For the nine months ended December 31, 2023 and 2022 SCHEDULE OF CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS December 31, 2023 December 31, 2022 Nine Months Ended December 31, 2023 December 31, 2022 (unaudited) Net Sales $ 29,198,000 $ 35,916,000 Cost of Goods Sold 23,008,000 27,481,000 Gross Profit 6,190,000 8,435,000 Operating Expenses 12,333,000 9,986,000 (Loss) Income from Operations (6,143,000 ) (1,551,000 ) Other (Expenses) Income (255,000 ) (574,000 ) (Loss) Income Before Income Tax Benefit (6,398,000 ) (2,125,000 ) Income Tax Benefit (Loss) - 472,000 Net (Loss) Income $ (6,398,000 ) $ (1,653,000 ) Loss per Common Share Basic and Diluted (1.32 ) (0.61 ) Weighted Average Common and Common Equivalent Shares: Weighted Average Common and Common Equivalent Shares: Basic and Diluted 4,864,540 2,699,210 THE SINGING MACHINE COMPANY, INC AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS December 31, 2023, and March 31, 2023 and 2022 The Singing Machine Company, Inc. and Subsidiaries CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS For the nine months ended December 31, 2023 and 2022 (unaudited) SCHEDULE OF CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS December 31, 2023 December 31, 2022 For the Nine Months Ended December 31, 2023 December 31, 2022 (unaudited) Cash flows from operating activities Net loss $ (6,398,000 ) $ (1,653,000 ) Adjustments to reconcile net loss to net cash used in operating activities: 1,305,000 (73,000 ) Changes in operating assets and liabilities: 5,504,000 (538,000 ) Net cash provided by (used in) operating activities 411,000 (2,264,000 ) Cash flows from investing activities Net cash used in investing activities (14,000 ) (149,000 ) Cash flows from financing activities Net cash provided by financing activities 3,411,000 2,917,000 Net change in cash 3,808,000 504,000 - - Cash at beginning of year 2,895,000 2,291,000 Cash at end of period $ 6,703,000 $ 2,795,000 THE SINGING MACHINE COMPANY, INC AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS December 31, 2023, and March 31, 2023 and 2022 The Singing Machine Company, Inc. and Subsidiaries CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY For the nine months ended December 31, 2023 and 2022 (unaudited) SCHEDULE OF CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY Shares Amount Capital Receivable Deficit Total Common Stock Additional Paid in Subscriptions Accumulated Shares Amount Capital Receivable Deficit Total Balance at March 31, 2023 3,167,488 $ 32,000 $ 29,822,000 $ (6,000 ) $ (19,517,000 ) $ 10,331,000 Net loss - - - - (6,398,000 ) (6,398,000 ) Issuance of common stock, net of stock offering costs 3,250,573 32,000 3,497,000 - - 3,529,000 Stock based compensation - - 110,000 - - 110,000 Other - - - 6,000 - 6,000 Balance at December 31, 2023 6,418,061 $ 64,000 33,429,000 $ - $ (25,915,000 ) $ 7,578,000 Common Stock Additional Paid in Subscriptions Accumulated Shares Amount Capital Receivable Deficit Total Balance at March 31, 2022 1,221,209 $ 12,000 $ 24,903,000 $ - $ (14,879,000 ) $ 10,036,000 Balance, value 1,221,209 $ 12,000 $ 24,903,000 $ - $ (14,879,000 ) $ 10,036,000 Net loss - - - - (1,653,000 ) (1,653,000 ) Issuance of common stock and warrants, net of stock offering costs 1,909,519 19,000 4,489,000 - - 4,508,000 Stock based compensation 15,803 - 307,000 - - 307,000 Other 1,688 - - - - - Balance at December 31, 2022 (unaudited) 3,148,219 $ 31,000 29,699,000 $ - $ (16,532,000 ) $ 13,198,000 Balance, value 3,148,219 $ 31,000 29,699,000 $ - $ (16,532,000 ) $ 13,198,000 |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
BASIS OF PRESENTATION | BASIS OF PRESENTATION The accompanying consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”). |
PRINCIPLES OF CONSOLIDATION | PRINCIPLES OF CONSOLIDATION The accompanying consolidated financial statements include the accounts of the Company and its Hong Kong subsidiary, SMCL, SMCM, SMH, MICS Hospitality, MICS Hospitality Management and MICS NY. All inter-company accounts and transactions have been eliminated in consolidation for all periods presented. |
RECLASSIFICATION OF PRIOR YEARS PRESENTATION | RECLASSIFICATION OF PRIOR YEARS PRESENTATION Certain prior year amounts have been reclassified for consistency with the current year presentation. These reclassifications had no effect on the reported results of operations. |
USE OF ESTIMATES | USE OF ESTIMATES The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions. These estimates and assumptions affect the reported amounts of assets, liabilities, revenues and expenses. Actual results could differ materially from these estimates. Estimates are assessed each period and updated to reflect current information. Significant estimates include revenue recognition, allowance for credit losses, provision for excess and obsolete inventory, reserve for sales returns, accruals relating to litigation, income taxes and share-based compensation expense. |
ACCOUNTS RECEIVABLE AND ALLOWANCES FOR EXPECTED CREDIT LOSSES | ACCOUNTS RECEIVABLE AND ALLOWANCES FOR EXPECTED CREDIT LOSSES In June 2016, the FASB issued Accounting Standards Update (“ASU”) 2016-13, “Financial Instruments—Credit Losses” (Topic 326) The Company recognizes an allowance for credit losses at the time a receivable is recorded based on its estimate of expected credit losses and adjusts this estimate over the life of the receivable as needed. The Company evaluates specific identified risks and the aggregation and risk characteristics of a receivable pool and develops loss rates that reflect historical collections, current forecasts of future economic conditions over the time horizon the Company is exposed to credit risk, and payment terms or conditions that may materially affect future forecasts. As needed, amounts are written-off when determined to be uncollectible. |
INVENTORY AND RETURNS ASSET | INVENTORY AND RETURNS ASSET Inventory is comprised primarily of electronic karaoke equipment, microphones, and accessories, and are stated at the lower of cost or net realizable value, as determined using the first in, first out method. The Company reduces inventory on hand to its net realizable value on an item-by-item basis when it is apparent that the expected realizable value of an inventory item falls below its original cost. A charge to cost of sales results when the estimated net realizable value of specific inventory items declines below cost. Management regularly reviews the Company’s investment in inventories for such declines in value. In addition, the Company reports an estimated amount for the net realizable value of expected future inventory returns (returns asset) related to the Company’s defective allowance, overstock, and warranty policies. THE SINGING MACHINE COMPANY, INC AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS December 31, 2023, and March 31, 2023 and 2022 |
LONG-LIVED ASSETS | LONG-LIVED ASSETS The Company periodically evaluates the carrying value of the unamortized balances of its long-lived assets, including property, equipment and rental assets, to determine whether impairment of these assets has occurred or whether a revision to the related amortization periods should be made. If the carrying value of the long-lived asset group exceeds the estimated future undiscounted cash flows, an impairment loss is recorded based on the amount by which the asset group’s carrying amount exceeds its fair value. Fair value is determined based on an evaluation of the assets’ associated discounted future cash flows or appraised value . |
PROPERTY AND EQUIPMENT, NET | PROPERTY AND EQUIPMENT, NET Property and equipment are stated at cost, less accumulated depreciation. Expenditures for repairs and maintenance are charged to expense as incurred. Depreciation is provided for in amounts sufficient to relate the cost of depreciable assets to their estimated useful lives using straight-line methods. |
LEASES | LEASES The Company determines if an arrangement contains a lease at the inception of a contract. Right-of-use assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Right-of-use assets and lease liabilities are recognized at the commencement date. The liability is equal to the present value of the remaining minimum lease payments. The asset is based on the liability, subject to certain adjustments. Operating leases result in straight-line expense (similar to operating leases under the prior accounting standard) while finance leases result in a front-loaded expense pattern (similar to capital leases under the prior accounting standard). As the interest rate implicit in the Company’s operating leases is not readily determinable, the Company utilizes its incremental borrowing rate to discount the lease payments. The Company utilizes the implicit rate for its finance leases. |
FAIR VALUE OF FINANCIAL INSTRUMENTS | FAIR VALUE OF FINANCIAL INSTRUMENTS We follow Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 825, “Financial Instruments”, which requires disclosure of information about the fair value of certain financial instruments for which it is practicable to estimate that value. For the purposes of this disclosure, the fair value of a financial instrument is the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced sale or liquidation. The carrying amounts of the Company’s short-term financial instruments, including accounts receivable, accounts payable, accrued expenses, refunds due to customers, customer deposits, other current liabilities and due from related parties approximates fair value due to the relatively short period to maturity for these instruments. The carrying amounts on other liabilities are approximate to fair value due to their relatively short period to maturity. |
REVENUE RECOGNITION AND RESERVE FOR SALES RETURNS | REVENUE RECOGNITION AND RESERVE FOR SALES RETURNS The Company recognizes revenue in accordance with FASB ASC 606, “Revenue from Contracts with Customers”. All revenue is generated from contracts with customers. The Company recognizes revenue when the control of the goods sold is transferred to the customer, in an amount, referred to as the transaction price, that reflects the consideration to which the Company is expected to be entitled in exchange for those goods. The Company determines revenue recognition utilizing the following five steps: (1) identification of the contract with a customer, (2) identification of the performance obligations in the contract (promised goods or services that are distinct), (3) determination of the transaction price, (4) allocation of the transaction price to the performance obligations, and (5) recognition of revenue when, or as, the Company transfers control of the product or service for each performance obligation. The Company’s performance obligations are established when a customer submits a purchase order notification, and the Company accepts the order. The Company identifies performance obligations as the delivery of the requested product or service in appropriate quantities and to the location specified in the customer’s contract and/or purchase order. Revenue from sales of product is recognized at a point in time when the Company transfers control to the customer, typically at the time when the product is delivered or shipped, at which time, title passes to the customer and there are no further performance obligations with regards to the product.” The Company selectively participates in a retailer’s co-op promotion incentives to maximize sales of the Company’s products on the retail floor or to assist in developing consumer awareness of new product launches, by providing marketing fund allowances to our customers. As these co-op promotion initiatives are not a distinct good or service and the Company cannot reasonably estimate the fair value of the benefit it receives from these arrangements, the cost of these allowances at the time they are offered to the customers are recorded as a reduction to net sales. Co-op promotion incentives were approximately $ 2,600,000 2,300,000 2,000,000 The Company’s contracts with customers consist of one performance obligation (the sale of the Company’s products). The Company’s contracts have no financing elements, payment terms are generally less than 120 days and have no further contract asset or liability obligations once control of goods is transferred to the customer. Revenue is recorded in the amount of consideration the Company expects to receive for the sale of these goods. Costs incurred in fulfilling contracts with customers include administrative costs associated with the procurement of goods are included in general and administrative expenses, in-bound freight costs are included in the cost of goods sold and accrued sales representative commissions are included in selling expenses in the accompanying consolidated statements of operations as our underlying customer agreements are less than one year. THE SINGING MACHINE COMPANY, INC AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS December 31, 2023, and March 31, 2023 and 2022 While the Company has no overstock return privileges in its vendor agreements with its customers, the Company does accept defective returns, warranty exchanges and overstock from seasonal customers. The Company estimates the sales value of goods to be returned from our allowance programs for goods returned from the customer for various reasons, whereby a reserve for sales returns is recorded based on historic return amounts, specific events as identified and management estimates. The Company’s reserve for sales returns was approximately $ 3,400,000 900,000 1,900,000 600,000 |
SHIPPING AND HANDLING COSTS | SHIPPING AND HANDLING COSTS Shipping and handling activities are performed before the customer obtains control of the goods sold to them and are considered activities to fulfill the Company’s promise to transfer the goods. For the nine months ended December 31, 2023, shipping and handling expenses were approximately $ 600,000 500,000 900,000 |
SHARE-BASED COMPENSATION | SHARE-BASED COMPENSATION The Company has granted stock options and restricted stock units (“RSUs”) to employees, non-employee consultants and non-employee members of our Board of Directors. The Company also has an equity incentive plan which provides for the issuance of equity incentive awards, such as stock options, stock appreciation rights, stock awards, restricted stock, stock units, performance awards and other stock or cash-based awards collectively, the “Awards.” Awards may be granted under the 2022 Plan to the Company’s employees, officers, directors, consultants, agents, advisors and independent contractors. The Company measures the compensation cost associated with all share-based payments based on grant date fair values. The fair value of each stock option and stock purchase right is estimated on the date of grant using an option pricing model that meets certain requirements. The Company generally uses the Black-Scholes option pricing model to estimate the fair value of its stock options and stock purchase rights. The determination of the fair value of share-based payment awards utilizing the Black-Scholes model is affected by the Company’s stock price and several assumptions, including expected volatility, expected term, risk-free interest rate and expected dividends. For grants of stock options, the Company uses a blend of historical and implied volatility for traded options on its stock to estimate the expected volatility assumption required in the Black-Scholes model. The Company’s use of a blended volatility estimates in computing the expected volatility assumption for stock options is based on its belief that while the implied volatility is representative of expected future volatility, the historical volatility over the expected term of the award is also an indicator of expected future volatility. The Company utilizes a blended volatility estimate that consists of implied volatility and historical volatility in order to estimate the expected volatility assumption of the Black-Scholes model. The expected term of stock options granted is estimated using historical experience. The risk-free interest rate assumption is based on observed interest rates appropriate for the expected terms of the Company’s stock options and stock purchase rights. The dividend yield assumption is based on the Company’s history and expectation of no dividend payouts. The Company estimates forfeitures at the time of grant and revises these estimates, if necessary, in subsequent periods if actual forfeitures differ from those estimates. The Company estimates its forfeiture rate assumption for all types of share-based compensation awards based on historical forfeiture rates related to each category of award. Compensation costs associated with grants of restricted stock units are measured at fair value, which has historically been the closing price of the Company’s common stock on the date of grant. The Company recognizes share-based compensation expense over the requisite service period of each individual award, which generally equals the vesting period, using the straight-line method for awards that contain only service conditions. For awards that contain performance conditions, the Company recognizes the share-based compensation expense on a straight-line basis for each vesting tranche, when achievement of that tranche is considered probable. The Company evaluates the assumptions used to value stock awards at each grant date. If there are any modifications or cancellations of the underlying unvested securities, the Company may be required to accelerate, increase or cancel any remaining unearned share-based compensation expense. |
INCOME TAXES | INCOME TAXES The Company follows the provisions of FASB ASC 740 “Accounting for Income Taxes.” Under the asset and liability method of ASC 740, deferred tax assets and liabilities are recognized for the future tax consequences attributed to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax base. 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. Under ASC 740, 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. If it is more likely than not that some portion of a deferred tax asset will not be realized, a valuation allowance is recognized. THE SINGING MACHINE COMPANY, INC AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS December 31, 2023, and March 31, 2023 and 2022 The Company recognizes a liability for uncertain tax positions. An uncertain tax position is defined as a position in a previously filed tax return or a position expected to be taken in a future tax return that is not based on clear and unambiguous tax law and which is reflected in measuring current or deferred income tax assets and liabilities for interim or annual periods. The Company may recognize the 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 Company measures the tax benefits recognized based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate resolution. As of December 31, 2023, and March 31, 2023, there were no uncertain tax positions that resulted in any adjustment to the Company’s provision for income taxes. The Company recognizes interest and penalties related to unrecognized tax benefits in its provision for income taxes. The Company currently has no liabilities recorded for accrued interest or penalties related to uncertain tax provisions. |
RECENT ACCOUNTING PRONOUNCEMENTS | RECENT ACCOUNTING PRONOUNCEMENTS In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures |
PROPERTY AND EQUIPMENT, NET (Ta
PROPERTY AND EQUIPMENT, NET (Tables) | 9 Months Ended |
Dec. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
SCHEDULE OF PROPERTY AND EQUIPMENT | A summary of property and equipment is as follows: SCHEDULE OF PROPERTY AND EQUIPMENT Useful December 31, March 31, Life 2023 2023 Computer and office equipment 5 7 $ 404,000 $ 497,000 Furniture and fixtures 7 107,000 111,000 Warehouse equipment 7 - 251,000 Molds and tooling 3 5 2,228,000 2,160,000 2,739,000 3,019,000 Less: Accumulated depreciation 2,335,000 2,386,000 $ 404,000 $ 633,000 |
OPERATING LEASES (Tables)
OPERATING LEASES (Tables) | 9 Months Ended |
Dec. 31, 2023 | |
Operating Leases | |
SCHEDULE OF SUPPLEMENTAL INFORMATION RELATED TO LEASES | Supplemental balance sheet information related to leases as of December 31, 2023 and March 31, 2023 is as follows: SCHEDULE OF SUPPLEMENTAL INFORMATION RELATED TO LEASES December 31, 2023 March 31, 2023 Assets: Operating lease - right-of-use assets $ 3,926,000 $ 561,000 Liabilities Current portion of operating leases $ 84,000 $ 509,000 Operating lease liabilities, net of current portion $ 3,925,000 $ 88,000 |
SCHEDULE OF LEASE TERM AND DISCOUNT RATE | Supplemental statement of operations information related to leases for the nine months ended December 31, 2023 and fiscal year ended March 31, 2023 is as follows: SCHEDULE OF LEASE TERM AND DISCOUNT RATE Nine Months Ended Fiscal Year Ended December 31 2023 March 31, 2023 Operating lease expense as a component of general and administrative expenses $ 717,000 $ 1,058,000 Supplemental cash flow information related to leases for the nine months ended December 31, 2023 and fiscal year ended March 31, 2023 is as follows: Cash paid for amounts included in the measurement of lease liabilities: Operating cash flow paid for operating leases $ 858,000 $ 960,000 Lease term and Discount Rate Weighted average remaining lease term (months) Operating leases 15.0 12.4 Weighted average discount rate Operating leases 12.0 % 6.5 % |
SCHEDULE OF OPERATING LEASE MINIMUM FUTURE PAYMENTS | Minimum future payments under all operating leases as of December 31, 2023, are as follows: SCHEDULE OF OPERATING LEASE MINIMUM FUTURE PAYMENTS Payments due by period Amount 2024 $ 269,000 2025 355,000 2026 529,000 2027 585,000 2028 610,000 Thereafter 7,555,000 Total minimum future payments 9,903,000 Less: interest 5,894,000 Total operating lease liabilities $ 4,009,000 Less: current portion of lease liabilities 84,000 Operating lease liabilities, net of current portion $ 3,925,000 |
STOCK COMPENSATION EXPENSE (Tab
STOCK COMPENSATION EXPENSE (Tables) | 9 Months Ended |
Dec. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
SUMMARY OF STOCK OPTION ACTIVITY | A summary of stock option activity for each of the years presented is summarized below. SUMMARY OF STOCK OPTION ACTIVITY Nine Months Ended December 31, 2023 Fiscal Year Ended March 31, 2023 Fiscal Year Ended March 31, 2022 Number of Options Weighted Average Exercise Price Weighted Average Contractual Life Number of Options Weighted Average Exercise Price Weighted Average Contractual Life Number of Options Weighted Average Exercise Price Weighted Average Contractual Life Stock Options: Balance at beginning of year 161,427 $ 7.90 6.6 56,343 $ 9.90 4.1 56,010 $ 9.90 5.4 Granted - $ - - 107,752 $ 6.83 - 3,667 $ 7.80 - Exercised - $ - - - $ - - (2,667 ) $ 5.40 - Forfeited (47,666 ) $ 7.48 - (2,668 ) $ 5.63 - (667 ) $ 3.60 - Balance at end of year * 113,761 $ 8.08 4.2 161,427 $ 7.90 6.6 56,343 $ 9.90 4.1 Options exercisable at end of year 91,261 $ 8.06 53,675 $ 9.90 52,667 $ 9.90 * Total number of options outstanding as of December 31, 2023, includes 23,343 56,668 33,750 |
SCHEDULE OF WARRANTS EXPIRATION | As of December 31, 2023, the Company’s warrants by expiration date were as follows: SCHEDULE OF WARRANTS EXPIRATION Number of Common Warrants Exercise Price Expiration Date 802,113 $ 2.80 September 15, 2026 100,000 $ 5.00 May 23, 2027 902,113 |
COMPUTATION OF (LOSS) EARNING_2
COMPUTATION OF (LOSS) EARNINGS PER SHARE (Tables) | 9 Months Ended |
Dec. 31, 2023 | |
Loss per Common Share | |
SCHEDULE OF BASIC AND DILUTIVE SHARES | Computation of dilutive shares for the nine months ended December 31, 2023 and fiscal years ended March 31, 2023 and 2022 are as follows: SCHEDULE OF BASIC AND DILUTIVE SHARES Nine months ended December 31, 2023 Fiscal year ended March 31, 2023 Fiscal year ended March 31, 2022 Basic weighted average common shares outstanding 4,864,540 2,811,872 1,614,506 Effect of dilutive stock options - - 8,891 Diluted weighted average of common shares outstanding 4,864,540 2,811,872 1,623,397 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 9 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
SCHEDULE OF LOSS BEFORE INCOME TAXES | The Company’s loss before income taxes for the nine months ended December 31, 2023, and fiscal years ended March 31, 2023, and 2022 is as follows: SCHEDULE OF LOSS BEFORE INCOME TAXES December 31, 2023 March 31, 2023 March 31, 2023 Nine months ended Fiscal years ended December 31, 2023 March 31, 2023 March 31, 2023 United States $ (6,173,000 ) $ (3,526,000 ) $ (261,000 ) Foreign (225,000 ) (82,000 ) 548,000 Loss before income taxes $ (6,398,000 ) $ (3,608,000 ) 287,000 |
SCHEDULE OF PROVISION FOR INCOME TAXES | The provision for income taxes for the nine months ended December 31, 2023, and fiscal years ended March 31, 2023, and 2022 is as follows: SCHEDULE OF PROVISION FOR INCOME TAXES December 31, 2023 March 31, 2023 March 31, 2023 Nine months ended Fiscal years ended December 31, 2023 March 31, 2023 March 31, 2022 Income tax provision: Current: Federal $ - $ 109,000 $ 63,000 State - - - Other - (5,000 ) - Hong Kong - 34,000 - Total current Federal and State $ - $ 138,000 $ 63,000 Deferred: Federal $ - $ 686,000 $ (60,000 ) State - 206,000 54,000 Total Deferred Federal and State - 892,000 (6,000 ) Total income tax provision $ - $ 1,030,000 $ 57,000 |
SCHEDULE OF DEFERRED TAX ASSETS AND LIABILITIES | The Company’s net deferred tax assets as of December 31, 2023, and ended March 31, 2023 are as follows: SCHEDULE OF DEFERRED TAX ASSETS AND LIABILITIES December 31, March 31, 2023 2023 NOL Federal Carryforward $ 1,291,000 $ 868,000 State NOL Carryforward 470,000 341,000 Inventory differences to inventory valuation 1,173,000 623,000 Stock option compensation expense 159,000 184,000 Right of use liability 1,022,000 118,000 Business interest limitation 151,000 138,000 Allowance for doubtful accounts 45,000 43,000 Reserve for estimated returns 384,000 89,000 Accrued vacation 7,000 14,000 Total 4,702,000 2,418,000 Less: valuation allowance (3,600,000 ) (2,104,000 ) Net deferred tax asset 1,102,000 314,000 Depreciable and amortizable assets (67,000 ) (134,000 ) ROU Asset (1,000,000 ) (111,000 ) Prepaid expenses (35,000 ) (69,000 ) Net deferred tax liability (1,102,000 ) (314,000 ) Total $ - $ - |
SCHEDULE OF TAX PROVISION | The actual tax provision differs from the “expected” tax for the nine-month transition period ended December 31, 2023, and the years ended March 31, 2023, and 2022 (computed by applying the U.S. Federal Corporate tax rate of 21 percent to income before taxes) as follows: SCHEDULE OF TAX PROVISION December 31, 2023 March 31, 2023 March 31, 2022 Statutory federal tax rate $ (1,344,000 ) $ (758,000 ) $ 60,000 Stater tax rate (326,000 ) (174,000 ) 14,000 Permanent differences 15,000 13,000 10,000 Permanent difference in ERC income - (99,000 ) - Tax rate differential on foreign earnings 59,000 21,000 (84,000 ) Expiration of net opretaing loss carryforward 89,000 - - Change in valuation allowance 1,495,000 2,026,000 55,000 Other 12,000 1,000 2,000 Tax provision $ - $ 1,030,000 $ 57,000 |
REVENUE DISAGGREGATION (Tables)
REVENUE DISAGGREGATION (Tables) | 9 Months Ended |
Dec. 31, 2023 | |
Segment Reporting [Abstract] | |
SCHEDULE OF REVENUE BY PRODUCT LINE | Revenue by product line is as follows: SCHEDULE OF REVENUE BY PRODUCT LINE December 31,2023 March 31, 2023 March 31, 2022 Nine Months Ended Fiscal Years Ended December 31,2023 March 31, 2023 March 31, 2022 Product Line Karaoke Machines $ 24,189,000 $ 28,856,000 $ 38,869,000 Licensed Products 549,000 95,000 1,645,000 Kids Youth Electronics 565,000 1,872,000 2,277,000 Microphones and Accessories 3,283,000 7,802,000 4,185,000 Music Subscriptions 612,000 674,000 536,000 Total Net Sales $ 29,198,000 $ 39,299,000 $ 47,512,000 |
SCHEDULE OF REVENUE BY GEOGRAPHICAL REGION | Revenue by geographic region is as follows: SCHEDULE OF REVENUE BY GEOGRAPHICAL REGION December 31, 2023 March 31, 2023 March 31, 2022 FOR THE NINE MONTHS ENDED FOR THE FISCAL YEARS ENDED December 31, 2023 March 31, 2023 March 31, 2022 North America $ 28,763,000 $ 38,298,000 $ 46,396,000 Australia 205,000 670,000 679,000 Europe and United Kingdom 226,000 331,000 359,000 All Others 4,000 - 78,000 Net sales $ 29,198,000 $ 39,299,000 $ 47,512,000 |
SUPPLEMENTAL INFORMATION COND_2
SUPPLEMENTAL INFORMATION CONDENSED FINANCIAL INFORMATION (Tables) | 9 Months Ended |
Dec. 31, 2023 | |
Supplemental Information Condensed Financial Information | |
SCHEDULE OF CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS | SCHEDULE OF CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS December 31, 2023 December 31, 2022 Nine Months Ended December 31, 2023 December 31, 2022 (unaudited) Net Sales $ 29,198,000 $ 35,916,000 Cost of Goods Sold 23,008,000 27,481,000 Gross Profit 6,190,000 8,435,000 Operating Expenses 12,333,000 9,986,000 (Loss) Income from Operations (6,143,000 ) (1,551,000 ) Other (Expenses) Income (255,000 ) (574,000 ) (Loss) Income Before Income Tax Benefit (6,398,000 ) (2,125,000 ) Income Tax Benefit (Loss) - 472,000 Net (Loss) Income $ (6,398,000 ) $ (1,653,000 ) Loss per Common Share Basic and Diluted (1.32 ) (0.61 ) Weighted Average Common and Common Equivalent Shares: Weighted Average Common and Common Equivalent Shares: Basic and Diluted 4,864,540 2,699,210 |
Income Statement [Abstract] | |
SCHEDULE OF CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS | SCHEDULE OF CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS December 31, 2023 December 31, 2022 For the Nine Months Ended December 31, 2023 December 31, 2022 (unaudited) Cash flows from operating activities Net loss $ (6,398,000 ) $ (1,653,000 ) Adjustments to reconcile net loss to net cash used in operating activities: 1,305,000 (73,000 ) Changes in operating assets and liabilities: 5,504,000 (538,000 ) Net cash provided by (used in) operating activities 411,000 (2,264,000 ) Cash flows from investing activities Net cash used in investing activities (14,000 ) (149,000 ) Cash flows from financing activities Net cash provided by financing activities 3,411,000 2,917,000 Net change in cash 3,808,000 504,000 - - Cash at beginning of year 2,895,000 2,291,000 Cash at end of period $ 6,703,000 $ 2,795,000 |
Statement of Cash Flows [Abstract] | |
SCHEDULE OF CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY | SCHEDULE OF CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY Shares Amount Capital Receivable Deficit Total Common Stock Additional Paid in Subscriptions Accumulated Shares Amount Capital Receivable Deficit Total Balance at March 31, 2023 3,167,488 $ 32,000 $ 29,822,000 $ (6,000 ) $ (19,517,000 ) $ 10,331,000 Net loss - - - - (6,398,000 ) (6,398,000 ) Issuance of common stock, net of stock offering costs 3,250,573 32,000 3,497,000 - - 3,529,000 Stock based compensation - - 110,000 - - 110,000 Other - - - 6,000 - 6,000 Balance at December 31, 2023 6,418,061 $ 64,000 33,429,000 $ - $ (25,915,000 ) $ 7,578,000 Common Stock Additional Paid in Subscriptions Accumulated Shares Amount Capital Receivable Deficit Total Balance at March 31, 2022 1,221,209 $ 12,000 $ 24,903,000 $ - $ (14,879,000 ) $ 10,036,000 Balance, value 1,221,209 $ 12,000 $ 24,903,000 $ - $ (14,879,000 ) $ 10,036,000 Net loss - - - - (1,653,000 ) (1,653,000 ) Issuance of common stock and warrants, net of stock offering costs 1,909,519 19,000 4,489,000 - - 4,508,000 Stock based compensation 15,803 - 307,000 - - 307,000 Other 1,688 - - - - - Balance at December 31, 2022 (unaudited) 3,148,219 $ 31,000 29,699,000 $ - $ (16,532,000 ) $ 13,198,000 Balance, value 3,148,219 $ 31,000 29,699,000 $ - $ (16,532,000 ) $ 13,198,000 |
RECENT DEVELOPMENTS (Details Na
RECENT DEVELOPMENTS (Details Narrative) | 9 Months Ended | 12 Months Ended | |||
Nov. 20, 2023 USD ($) $ / shares shares | Aug. 23, 2023 USD ($) ft² | Feb. 15, 2023 USD ($) | Dec. 31, 2023 USD ($) | Mar. 31, 2023 USD ($) | |
Lease Agreement [Member] | |||||
Subsidiary, Sale of Stock [Line Items] | |||||
Lease space | ft² | 10,000 | ||||
Lease term | 15 years | ||||
Initial base rent | $ 30,000 | ||||
Private Placement [Member] | |||||
Subsidiary, Sale of Stock [Line Items] | |||||
Number of stock sold, value | $ 2,000,000 | ||||
Commmon stock share per share | $ / shares | $ 0.91 | ||||
Number of shares sold | shares | 2,198,000 | ||||
Proceeds from sale of equity | $ 1,900,000 | ||||
Transaction fees | $ 100,000 | ||||
ATM Offering [Member] | |||||
Subsidiary, Sale of Stock [Line Items] | |||||
Number of stock sold, value | $ 1,800,000 | ||||
Proceeds from sale of equity | $ 1,654,000 | $ 36,000 |
LIQUIDITY, GOING CONCERN AND _2
LIQUIDITY, GOING CONCERN AND MANAGEMENT PLANS (Details Narrative) - USD ($) | Dec. 31, 2023 | Mar. 31, 2023 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Cash and Cash Equivalents, at Carrying Value | $ 6,703,000 | $ 2,895,000 |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | 9 Months Ended | 12 Months Ended | |
Dec. 31, 2023 | Mar. 31, 2023 | Mar. 31, 2022 | |
Accounting Policies [Abstract] | |||
Co-op promotion incentives | $ 2,600,000 | $ 2,300,000 | $ 2,000,000 |
Reserve for sales return | 3,400,000 | 900,000 | |
Return assets | 1,900,000 | 600,000 | |
Shipping and handling expenses | $ 600,000 | $ 500,000 | $ 900,000 |
Income Tax Examination, Likelihood of Unfavorable Settlement | greater than 50% likelihood |
SCHEDULE OF PROPERTY AND EQUIPM
SCHEDULE OF PROPERTY AND EQUIPMENT (Details) - USD ($) | Dec. 31, 2023 | Mar. 31, 2023 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 2,739,000 | $ 3,019,000 |
Less: Accumulated depreciation | 2,335,000 | 2,386,000 |
Property and equipment, net | 404,000 | 633,000 |
Computer and Office Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 404,000 | 497,000 |
Computer and Office Equipment [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Average useful life (in years) | 5 years | |
Computer and Office Equipment [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Average useful life (in years) | 7 years | |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Average useful life (in years) | 7 years | |
Property and equipment, gross | $ 107,000 | 111,000 |
Warehouse Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Average useful life (in years) | 7 years | |
Property and equipment, gross | 251,000 | |
Molds and tooling [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 2,228,000 | $ 2,160,000 |
Molds and tooling [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Average useful life (in years) | 3 years | |
Molds and tooling [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Average useful life (in years) | 5 years |
PROPERTY AND EQUIPMENT, NET (De
PROPERTY AND EQUIPMENT, NET (Details Narrative) - USD ($) | 9 Months Ended | 12 Months Ended | |
Dec. 31, 2023 | Mar. 31, 2023 | Mar. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |||
Depreciation expense | $ 287,000 | $ 228,000 | $ 246,000 |
FINANCING (Details Narrative)
FINANCING (Details Narrative) - USD ($) | 9 Months Ended | 12 Months Ended | |||||
Mar. 28, 2024 | Oct. 14, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | Jun. 16, 2020 | |
Line of Credit Facility [Line Items] | |||||||
Amortization expense | $ 215,000 | $ 18,000 | $ 39,000 | $ 0 | |||
Interest expenses | 28,000 | 19,000 | 33,000 | 0 | |||
Credit and Security Agreements [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Amortization expense | $ 0 | $ 8,000 | |||||
Interest expenses | $ 400,000 | $ 500,000 | |||||
Revolving Credit Facility [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Line of credit facility, maximum borrowing amount | $ 15,000,000 | ||||||
Revolving credit facility terminated date | Nov. 17, 2023 | ||||||
Costs associated with line of credit | $ 254,000 | ||||||
Base rates of loan description | (a) the Prime Rate plus 0.50% or (b) the Secured Overnight Financing Rate (“SOFR”) 30-day term rate plus 3%, subject to a minimum of 0.050% in either case. | ||||||
Revolving Credit Facility [Member] | Two Year Credit and Security Agreement [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Line of credit facility, maximum borrowing amount | $ 2,500,000 | ||||||
Revolving Credit Facility [Member] | Two-Year Loan and Security Agreement [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Line of credit facility, maximum borrowing amount | $ 10,000,000 | ||||||
Revolving Credit Facility [Member] | Subsequent Event [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Line of credit facility, maximum borrowing amount | $ 2,000,000 | ||||||
Credit agreement term | 2 years | ||||||
Revolving credit facility terminated date | Nov. 28, 2026 | ||||||
Percentage of exit fee | 2% | ||||||
Revolving Credit Facility [Member] | Subsequent Event [Member] | Prime Rate [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
The Prime Rate | 2.50% |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($) | 9 Months Ended | 12 Months Ended | ||
Jul. 01, 2024 | Dec. 21, 2023 | Dec. 31, 2023 | Mar. 31, 2023 | |
Subsequent Event [Line Items] | ||||
Operating lease expense | $ 717,000 | $ 1,058,000 | ||
Directors and Officers Liability Insurance [Member] | ||||
Subsequent Event [Line Items] | ||||
[custom:InsuranceLiabilities-0] | $ 5,000,000 | |||
Malpractice Insurance, Maximum Coverage Per Incident | $ 250,000 | |||
Subsequent Event [Member] | ||||
Subsequent Event [Line Items] | ||||
Operating lease expense | $ 30,000 |
SCHEDULE OF SUPPLEMENTAL INFORM
SCHEDULE OF SUPPLEMENTAL INFORMATION RELATED TO LEASES (Details) - USD ($) | Dec. 31, 2023 | Mar. 31, 2023 |
Operating Leases | ||
Operating lease - right-of-use assets | $ 3,926,000 | $ 561,000 |
Current portion of operating leases | 84,000 | 509,000 |
Operating lease liabilities, net of current portion | $ 3,925,000 | $ 88,000 |
SCHEDULE OF LEASE TERM AND DISC
SCHEDULE OF LEASE TERM AND DISCOUNT RATE (Details) - USD ($) | 9 Months Ended | 12 Months Ended |
Dec. 31, 2023 | Mar. 31, 2023 | |
Operating Leases | ||
Operating lease expense as a component of general and administrative expenses | $ 717,000 | $ 1,058,000 |
Operating cash flow paid for operating leases | $ 858,000 | $ 960,000 |
Weighted average remaining lease term (months) | 15 months | 12 months 12 days |
Weighted average discount rate | 12% | 6.50% |
SCHEDULE OF OPERATING LEASE MIN
SCHEDULE OF OPERATING LEASE MINIMUM FUTURE PAYMENTS (Details) - USD ($) | Dec. 31, 2023 | Mar. 31, 2023 |
Operating Leases | ||
2024 | $ 269,000 | |
2025 | 355,000 | |
2026 | 529,000 | |
2027 | 585,000 | |
2028 | 610,000 | |
Thereafter | 7,555,000 | |
Total minimum future payments | 9,903,000 | |
Less: interest | 5,894,000 | |
Total operating lease liabilities | 4,009,000 | |
Less: current portion of lease liabilities | 84,000 | $ 509,000 |
Operating lease liabilities, net of current portion | $ 3,925,000 | $ 88,000 |
OPERATING LEASES (Details Narra
OPERATING LEASES (Details Narrative) - Operating Lease Agreement [Member] | Feb. 22, 2024 USD ($) | Aug. 23, 2023 USD ($) ft² | Oct. 15, 2022 USD ($) ft² | Oct. 01, 2017 USD ($) ft² |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Lease space | ft² | 10,000 | 1,890 | 6,500 | |
Lease expiration, date | Aug. 22, 2038 | Oct. 14, 2025 | Mar. 31, 2024 | |
Base rent payment | $ 30,000 | $ 4,900 | $ 9,950 | |
Reimbursement for tenant improvements | $ 700,000 | |||
Subsequent Event [Member] | ||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Base rent payment | $ 10,553 | |||
Lease extension, description | the Company executed a lease extension for 14 months effective April 1, 2024, and expires on May 31, 2025. The base rent on the extension is approximately $10,553 per month subject to a 3% annual adjustment. |
SUMMARY OF STOCK OPTION ACTIVIT
SUMMARY OF STOCK OPTION ACTIVITY (Details) - Equity Option [Member] - $ / shares | 9 Months Ended | 12 Months Ended | ||||||
Dec. 31, 2023 | Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2021 | |||||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | ||||||||
Number of Options, Balance at beginning of period | 161,427 | [1] | 56,343 | [1] | 56,010 | |||
Weighted Average Exercise Price, Balance at beginning of period | $ 7.90 | [1] | $ 9.90 | [1] | $ 9.90 | |||
Weighted Average contractual life | 4 years 2 months 12 days | [1] | 6 years 7 months 6 days | 4 years 1 month 6 days | 5 years 4 months 24 days | |||
Number of Options, Granted | 107,752 | 3,667 | ||||||
Weighted Average Exercise Price, Granted | $ 6.83 | $ 7.80 | ||||||
Number of Options, Exercised | (2,667) | |||||||
Weighted Average Exercise Price, Exercised | $ 5.40 | |||||||
Number of Options, Forfeited | (47,666) | (2,668) | (667) | |||||
Weighted Average Exercise Price, Forfeited | $ 7.48 | $ 5.63 | $ 3.60 | |||||
Number of Options, Balance at end of period | 113,761 | [1] | 161,427 | [1] | 56,343 | [1] | 56,010 | |
Weighted Average Exercise Price, Balance at end of period | $ 8.08 | [1] | $ 7.90 | [1] | $ 9.90 | [1] | $ 9.90 | |
Weighted Average contractual life | [1] | 6 years 7 months 6 days | 4 years 1 month 6 days | |||||
Number of Options, exercisable at end of period | 91,261 | 53,675 | 52,667 | |||||
Weighted Average Exercise Price, Options exercisable at end of period | $ 8.06 | $ 9.90 | $ 9.90 | |||||
[1]Total number of options outstanding as of December 31, 2023, includes 23,343 56,668 33,750 |
SCHEDULE OF EMPLOYEE STOCK OPTI
SCHEDULE OF EMPLOYEE STOCK OPTIONS OUTSTANDING (Details) (Parenthetical) | Dec. 31, 2023 shares |
Six Current And Three Former Directors [Member] | |
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | |
Option issued | 23,343 |
Officer [Member] | |
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | |
Option issued | 56,668 |
Employees [Member] | |
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | |
Option issued | 33,750 |
SCHEDULE OF WARRANTS EXPIRATION
SCHEDULE OF WARRANTS EXPIRATION (Details) | Dec. 31, 2023 $ / shares shares |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Number of common warrants | 902,113 |
Exercise Price Range One [Member] | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Number of common warrants | 802,113 |
Warrant Exercise Price | $ / shares | $ 2.80 |
Expiration Date | Sep. 15, 2026 |
Exercise Price Range Two [Member] | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Number of common warrants | 100,000 |
Warrant Exercise Price | $ / shares | $ 5 |
Expiration Date | May 23, 2027 |
STOCK COMPENSATION EXPENSE (Det
STOCK COMPENSATION EXPENSE (Details Narrative) - USD ($) | 9 Months Ended | 12 Months Ended | |||
Apr. 12, 2022 | Jul. 06, 2021 | Dec. 31, 2023 | Mar. 31, 2023 | Mar. 31, 2022 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Stock option expense | $ 110,000 | $ 237,000 | $ 22,000 | ||
Stock option, expected dividend yield | 0% | 0% | 0% | ||
Stock option, risk free interest rate | 2.65% | ||||
Stock option, volatility | 168% | ||||
Stock option, expected term | 3 years | 3 years | |||
Unrecognised expense | $ 122,000 | ||||
Weighted average term | 18 months | ||||
Vested options | $ 0 | ||||
Number of shares available for issuance | 165,469 | ||||
Warrants outstanding | 902,113 | 902,113 | |||
Minimum [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Stock option, risk free interest rate | 2.63% | 0.43% | |||
Stock option, volatility | 166.10% | 149.50% | |||
Maximum [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Stock option, risk free interest rate | 3.21% | 0.96% | |||
Stock option, volatility | 196.30% | 157% | |||
Board of Directors Chairman [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Common stock options grants | 2,001 | ||||
Board of Directors Chairman [Member] | Minimum [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Exercise price | $ 8.10 | ||||
Board of Directors Chairman [Member] | Maximum [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Exercise price | $ 8.70 | ||||
2022 Plan [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Sale of stock description | The maximum number of shares of common stock initially available for issuance under the 2022 Plan is 233,334 shares of common stock and thereafter an annual increase shall be added as of the first day of the Company’s fiscal year beginning in 2023, equal to the least of (i) 5% of the outstanding common stock on a fully diluted basis as of the end of the Company’s immediately preceding fiscal year, (ii) 33,334 shares, and (iii) a lesser amount as determined by the Board of Directors. | ||||
2022 Plan [Member] | Director [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Common stock options grants | 6,001 | ||||
2022 Plan [Member] | Director [Member] | Minimum [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Exercise price | $ 2.35 | ||||
2022 Plan [Member] | Director [Member] | Maximum [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Exercise price | $ 8.11 | ||||
2022 Plan [Member] | Officer [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Common stock options grants | 37,001 | ||||
2022 Plan [Member] | Officer [Member] | Minimum [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Exercise price | $ 4 | ||||
2022 Plan [Member] | Officer [Member] | Maximum [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Exercise price | $ 8.65 | ||||
2022 Plan [Member] | Employee [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Common stock options grants | 64,750 | ||||
2022 Plan [Member] | Employee [Member] | Minimum [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Exercise price | $ 8.11 | ||||
2022 Plan [Member] | Employee [Member] | Maximum [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Exercise price | $ 8.65 |
SCHEDULE OF BASIC AND DILUTIVE
SCHEDULE OF BASIC AND DILUTIVE SHARES (Details) - shares | 9 Months Ended | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | |
Loss per Common Share | ||||
Basic weighted average common shares outstanding | 4,864,540 | 2,699,210 | 2,811,872 | 1,614,506 |
Effect of dilutive stock options | 8,891 | |||
Diluted weighted average of common shares outstanding | 4,864,540 | 2,699,210 | 2,811,872 | 1,623,397 |
COMPUTATION OF (LOSS) EARNING_3
COMPUTATION OF (LOSS) EARNINGS PER SHARE (Details Narrative) - shares | 9 Months Ended | 12 Months Ended | |
Dec. 31, 2023 | Mar. 31, 2023 | Mar. 31, 2022 | |
Share-Based Payment Arrangement, Option [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Potentially dilutive securities | 113,761 | 53,675 | 8,891 |
Common Stock Warrants [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Potentially dilutive securities | 902,113 | 902,113 | |
Pre Funded Warrants [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Potentially dilutive securities | 561,111 | ||
Options and Warrants [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Potentially dilutive securities | 56,000 |
PUBLIC OFFERING AND NASDAQ UP_2
PUBLIC OFFERING AND NASDAQ UPLISTING (Details Narrative) | 9 Months Ended | 12 Months Ended | |||
May 23, 2022 USD ($) $ / shares shares | Dec. 31, 2023 USD ($) $ / shares shares | Mar. 31, 2023 USD ($) $ / shares | Mar. 31, 2022 USD ($) | Jul. 06, 2021 | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Common stock, par value | $ / shares | $ 0.01 | $ 0.01 | |||
Gross proceeds | $ 3,529,000 | $ 3,393,000 | $ 9,001,000 | ||
Underwriter warrants to purchase | shares | 902,113 | ||||
Warrant term | 2 years 6 months | ||||
Underwriting Agreement [Member] | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Sale of stock, number of shares issued in transaction | shares | 1,000,000 | ||||
Common stock, par value | $ / shares | $ 0.01 | ||||
Gross proceeds | $ 4,000,000 | ||||
Underwriting discounts and commissions and other estimated offering expenses | $ 600,000 | ||||
Sale of stock, price per share | $ / shares | $ 4 | ||||
Net proceeds | $ 3,400,000 | ||||
Underwriter warrants to purchase | shares | 100,000 | ||||
Sale of stock, percentage | 10% | ||||
Exercise price per share | $ / shares | $ 5 | ||||
Warrant term | 5 years | ||||
Fair value adjustment of warrants | $ 244,000 | ||||
Underwriting Agreement [Member] | Measurement Input, Exercise Price [Member] | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Warrant measurement input | 2.90 | ||||
Underwriting Agreement [Member] | Measurement Input, Expected Term [Member] | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Warrant term | 3 years | ||||
Underwriting Agreement [Member] | Measurement Input, Price Volatility [Member] | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Warrant measurement input | 176 | ||||
Underwriting Agreement [Member] | Measurement Input, Expected Dividend Rate [Member] | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Warrant measurement input | 0 | ||||
Underwriting Agreement [Member] | Measurement Input, Risk Free Interest Rate [Member] | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Warrant measurement input | 2.63 |
ATM OFFERING (Details Narrative
ATM OFFERING (Details Narrative) - ATM Offering [Member] - USD ($) | 9 Months Ended | 12 Months Ended | |
Feb. 15, 2023 | Dec. 31, 2023 | Mar. 31, 2023 | |
Subsidiary, Sale of Stock [Line Items] | |||
Number of stock sold, value | $ 1,800,000 | ||
Proceeds from sale of equity | $ 1,654,000 | $ 36,000 |
PRIVATE PLACEMENT (Details Narr
PRIVATE PLACEMENT (Details Narrative) - Private Placement [Member] | Nov. 20, 2023 USD ($) $ / shares shares |
Subsidiary, Sale of Stock [Line Items] | |
Number of stock sold, value | $ 2,000,000 |
Commmon stock share per share | $ / shares | $ 0.91 |
Number of stock sold | shares | 2,198,000 |
Proceeds from sale of equity | $ 1,900,000 |
Transaction fees | $ 100,000 |
AUGUST 2021 STOCK REDEMPTION (D
AUGUST 2021 STOCK REDEMPTION (Details Narrative) - Redemption Agreement [Member] - Koncepts and Treasure Green [Member] - USD ($) | Aug. 10, 2021 | Aug. 05, 2021 |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Shares redeemed | 654,105 | |
Conversion of stock, amount issued | $ 7,200,000 |
AUGUST 2021 PRIVATE PLACEMENT (
AUGUST 2021 PRIVATE PLACEMENT (Details Narrative) - USD ($) | 9 Months Ended | 12 Months Ended | |||||
Aug. 10, 2021 | Jul. 06, 2021 | Dec. 31, 2023 | Dec. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | Aug. 05, 2021 | |
Common stock, shares, issued | 6,418,061 | 3,167,489 | |||||
Issuance of warrant shares | 902,113 | ||||||
Proceeds from warrant exercises | $ 168,000 | ||||||
Derivative, Description of Terms | (representing 7% of the gross proceeds raised in the Private Placement excluding proceeds raised from the strategic investor, plus 3.5% of the aggregate gross proceeds raised from the strategic investor), | ||||||
Aggregate number of shares | 5% | ||||||
Share Price | $ 10.50 | ||||||
Equity, Fair Value Disclosure | $ 400,000 | ||||||
Common stock price | $ 9.90 | ||||||
Warrants and Rights Outstanding, Term | 2 years 6 months | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Expected Volatility Rate | 168% | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 0% | 0% | 0% | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Risk Free Interest Rate | 2.65% | ||||||
AGP Warrants [Member] | |||||||
Issuance of warrant shares | 44,445 | ||||||
Private Placement [Member] | |||||||
Issuance of warrant shares | 561,111 | ||||||
Exercise price of warrants | $ 10.50 | ||||||
Cash payment for private placement | $ 600,000,000,000 | $ 100,000 | |||||
Legal fees | $ 400,000 | ||||||
Stock issued for restricted shares | 1,905 | ||||||
Stock issued for restricted shares, value | $ 200,000 | ||||||
Payment of stock issuance expenses | $ 800,000 | ||||||
Pre Funded Warrants [Member] | |||||||
Exercise price of warrants | $ 0.01 | ||||||
Class of warrant or right, number of securities called by each warrant or right | 561,111 | ||||||
Purchase Agreement [Member] | |||||||
Common stock, shares, issued | 550,000 | ||||||
Issuance of warrant shares | 550,000 | ||||||
Exercise price of warrants | $ 10.50 | ||||||
Redemption Agreement [Member] | Koncepts and Treasure Green [Member] | |||||||
Proceeds from warrant exercises | $ 9,800,000 | ||||||
Conversion of stock, amount issued | $ 7,200,000 |
SCHEDULE OF LOSS BEFORE INCOME
SCHEDULE OF LOSS BEFORE INCOME TAXES (Details) - USD ($) | 9 Months Ended | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | |
Income Tax Disclosure [Abstract] | ||||
United States | $ (6,173,000) | $ (3,526,000) | $ (261,000) | |
Foreign | (225,000) | (82,000) | 548,000 | |
Loss before income taxes | $ (6,398,000) | $ (2,125,000) | $ (3,608,000) | $ 287,000 |
SCHEDULE OF PROVISION FOR INCOM
SCHEDULE OF PROVISION FOR INCOME TAXES (Details) - USD ($) | 9 Months Ended | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | |
Income Tax Disclosure [Abstract] | ||||
Federal | $ 109,000 | $ 63,000 | ||
State | ||||
Other | (5,000) | |||
Hong Kong | 34,000 | |||
Total current Federal and State | 138,000 | 63,000 | ||
Federal | 686,000 | (60,000) | ||
State | 206,000 | 54,000 | ||
Total Deferred Federal and State | 892,000 | (6,000) | ||
Total income tax provision | $ (472,000) | $ 1,030,000 | $ 57,000 |
SCHEDULE OF DEFERRED TAX ASSETS
SCHEDULE OF DEFERRED TAX ASSETS AND LIABILITIES (Details) - USD ($) | Dec. 31, 2023 | Mar. 31, 2023 |
Income Tax Disclosure [Abstract] | ||
NOL Federal Carryforward | $ 1,291,000 | $ 868,000 |
State NOL Carryforward | 470,000 | 341,000 |
Inventory differences to inventory valuation | 1,173,000 | 623,000 |
Stock option compensation expense | 159,000 | 184,000 |
Right of use liability | 1,022,000 | 118,000 |
Business interest limitation | 151,000 | 138,000 |
Allowance for doubtful accounts | 45,000 | 43,000 |
Reserve for estimated returns | 384,000 | 89,000 |
Accrued vacation | 7,000 | 14,000 |
Total | 4,702,000 | 2,418,000 |
Less: valuation allowance | (3,600,000) | (2,104,000) |
Net deferred tax asset | 1,102,000 | 314,000 |
Depreciable and amortizable assets | (67,000) | (134,000) |
ROU Asset | (1,000,000) | (111,000) |
Prepaid expenses | (35,000) | (69,000) |
Net deferred tax liability | (1,102,000) | (314,000) |
Total |
SCHEDULE OF TAX PROVISION (Deta
SCHEDULE OF TAX PROVISION (Details) - USD ($) | 9 Months Ended | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | |
Income Tax Disclosure [Abstract] | ||||
Statutory federal tax rate | $ (1,344,000) | $ (758,000) | $ 60,000 | |
Stater tax rate | (326,000) | (174,000) | 14,000 | |
Permanent differences | 15,000 | 13,000 | 10,000 | |
Permanent difference in ERC income | (99,000) | |||
Tax rate differential on foreign earnings | 59,000 | 21,000 | (84,000) | |
Expiration of net opretaing loss carryforward | 89,000 | |||
Change in valuation allowance | 1,495,000 | 2,026,000 | 55,000 | |
Other | 12,000 | 1,000 | 2,000 | |
Total income tax provision | $ (472,000) | $ 1,030,000 | $ 57,000 |
INCOME TAXES (Details Narrative
INCOME TAXES (Details Narrative) - USD ($) | Dec. 31, 2023 | Mar. 31, 2023 |
Operating Loss Carryforwards [Line Items] | ||
Deferred tax asset valuation allowance | $ 3,600,000 | $ 2,104,000 |
Internal Revenue Service (IRS) [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Operating loss carryforwards | 150,000 | |
Domestic Tax Authority [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Operating loss carryforwards | 6,149,000 | 4,131,000 |
State and Local Jurisdiction [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Operating loss carryforwards | $ 2,453,000 | $ 2,238,000 |
SCHEDULE OF REVENUE BY PRODUCT
SCHEDULE OF REVENUE BY PRODUCT LINE (Details) - USD ($) | 9 Months Ended | 12 Months Ended | |
Dec. 31, 2023 | Mar. 31, 2023 | Mar. 31, 2022 | |
Revenue from External Customer [Line Items] | |||
Total Net Sales | $ 29,198,000 | $ 39,299,000 | $ 47,512,000 |
Karaoke Machines [Member] | |||
Revenue from External Customer [Line Items] | |||
Total Net Sales | 24,189,000 | 28,856,000 | 38,869,000 |
Licensed Products [Member] | |||
Revenue from External Customer [Line Items] | |||
Total Net Sales | 549,000 | 95,000 | 1,645,000 |
Kids Youth Electronics [Member] | |||
Revenue from External Customer [Line Items] | |||
Total Net Sales | 565,000 | 1,872,000 | 2,277,000 |
Microphones and Accessories [Member] | |||
Revenue from External Customer [Line Items] | |||
Total Net Sales | 3,283,000 | 7,802,000 | 4,185,000 |
Music Subscriptions [Member] | |||
Revenue from External Customer [Line Items] | |||
Total Net Sales | $ 612,000 | $ 674,000 | $ 536,000 |
SCHEDULE OF REVENUE BY GEOGRAPH
SCHEDULE OF REVENUE BY GEOGRAPHICAL REGION (Details) - USD ($) | 9 Months Ended | 12 Months Ended | |
Dec. 31, 2023 | Mar. 31, 2023 | Mar. 31, 2022 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | $ 29,198,000 | $ 39,299,000 | $ 47,512,000 |
North America [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 28,763,000 | 38,298,000 | 46,396,000 |
AUSTRALIA | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 205,000 | 670,000 | 679,000 |
Europe and United Kingdom [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 226,000 | 331,000 | 359,000 |
Others [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | $ 4,000 | $ 78,000 |
CONCENTRATIONS OF CREDIT RISK_2
CONCENTRATIONS OF CREDIT RISK AND REVENUE (Details Narrative) | 9 Months Ended | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | |
Republic of China [Member] | ||||
Concentration Risk [Line Items] | ||||
Debt instrument, description | the U.S. government-imposed tariffs of up to 25% on certain goods imported from China. All our products are manufactured and imported from China however, only our microphones are currently subject to a 7.5% tariff currently in place | |||
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Four Customers [Member] | ||||
Concentration Risk [Line Items] | ||||
Concentration of sales risk, percentage | 82% | 53% | ||
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Three Customers [Member] | ||||
Concentration Risk [Line Items] | ||||
Concentration of sales risk, percentage | 79% | |||
Sales Revenue [Member] | Three Customers [Member] | Customers concentration risk [Member] | ||||
Concentration Risk [Line Items] | ||||
Concentration of sales risk, percentage | 81% | 77% | 69% | 72% |
Sales Revenue [Member] | Customers One [Member] | Customers concentration risk [Member] | ||||
Concentration Risk [Line Items] | ||||
Concentration of sales risk, percentage | 48% | 46% | 48% | 37% |
Sales Revenue [Member] | Customers Two [Member] | Customers concentration risk [Member] | ||||
Concentration Risk [Line Items] | ||||
Concentration of sales risk, percentage | 21% | 22% | 21% | 18% |
Sales Revenue [Member] | Customers Three [Member] | Customers concentration risk [Member] | ||||
Concentration Risk [Line Items] | ||||
Concentration of sales risk, percentage | 12% | 17% | ||
Purchases [Member] | Geographic Concentration Risk [Member] | Republic of China [Member] | ||||
Concentration Risk [Line Items] | ||||
Concentration of sales risk, percentage | 100% | 100% | 100% |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($) | 9 Months Ended | 12 Months Ended | |||
Nov. 20, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | |
Related Party Transaction [Line Items] | |||||
Revenue from related parties | $ 29,198,000 | $ 39,299,000 | $ 47,512,000 | ||
Stingray [Member] | |||||
Related Party Transaction [Line Items] | |||||
Revenue from related parties | 600,000 | $ 500,000 | 700,000 | $ 500,000 | |
Due from related parties | $ 269,000 | 218,000 | |||
AultAlliance Inc [Member] | |||||
Related Party Transaction [Line Items] | |||||
Due from related parties | $ 21,000 | ||||
Private Placement [Member] | |||||
Related Party Transaction [Line Items] | |||||
Number of stock sold, value | $ 2,000,000 |
DAMAGED GOODS INCIDENT RECOVE_2
DAMAGED GOODS INCIDENT RECOVERY (Details Narrative) - USD ($) | 9 Months Ended | 12 Months Ended | |
Dec. 31, 2023 | Mar. 31, 2023 | Mar. 31, 2022 | |
Insurance [Abstract] | |||
Settlement of accounts payable | $ 48,000 | $ 339,000 |
SCHEDULE OF CONDENSED CONSOLIDA
SCHEDULE OF CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Details) - USD ($) | 9 Months Ended | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | |
Supplemental Information Condensed Financial Information | ||||
Net Sales | $ 29,198,000 | $ 35,916,000 | $ 39,299,000 | $ 47,512,000 |
Cost of Goods Sold | 23,008,000 | 27,481,000 | 30,090,000 | 36,697,000 |
Gross Profit | 6,190,000 | 8,435,000 | 9,209,000 | 10,815,000 |
Operating Expenses | 12,333,000 | 9,986,000 | 12,907,000 | 10,746,000 |
(Loss) Income from Operations | (6,143,000) | (1,551,000) | (3,698,000) | 69,000 |
Other (Expenses) Income | (255,000) | (574,000) | 90,000 | 218,000 |
(Loss) Income Before Income Tax Benefit | (6,398,000) | (2,125,000) | (3,608,000) | 287,000 |
Income Tax Benefit (Loss) | 472,000 | (1,030,000) | (57,000) | |
Net (Loss) Income | $ (6,398,000) | $ (1,653,000) | $ (4,638,000) | $ 230,000 |
Loss per Common Share | ||||
Basic | $ (1.32) | $ (0.61) | $ (1.65) | $ 0.14 |
Diluted | $ (1.32) | $ (0.61) | $ (1.65) | $ 0.14 |
Weighted Average Common and Common Equivalent Shares: | ||||
Basic | 4,864,540 | 2,699,210 | 2,811,872 | 1,614,506 |
Diluted | 4,864,540 | 2,699,210 | 2,811,872 | 1,623,397 |
SCHEDULE OF CONDENSED CONSOLI_2
SCHEDULE OF CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Details) - USD ($) | 9 Months Ended | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | |
Cash flows from operating activities | ||||
Net (loss) income | $ (6,398,000) | $ (1,653,000) | $ (4,638,000) | $ 230,000 |
Adjustments to reconcile net loss to net cash used in operating activities: | 1,305,000 | (73,000) | ||
Changes in operating assets and liabilities: | 5,504,000 | (538,000) | ||
Net cash provided by (used in) operating activities | 411,000 | (2,264,000) | (330,000) | (2,012,000) |
Cash flows from investing activities | ||||
Net cash used in investing activities | (14,000) | (149,000) | (244,000) | (118,000) |
Cash flows from financing activities | ||||
Net cash provided by financing activities | 3,411,000 | 2,917,000 | 1,178,000 | 4,024,000 |
Net change in cash | 3,808,000 | 504,000 | 604,000 | 1,894,000 |
Cash at beginning of year | 2,895,000 | 2,291,000 | 2,291,000 | 397,000 |
Cash at end of period | $ 6,703,000 | $ 2,795,000 | $ 2,895,000 | $ 2,291,000 |
SCHEDULE OF CONDENSED CONSOLI_3
SCHEDULE OF CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS? EQUITY (Details) - USD ($) | 9 Months Ended | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | |
Balance | $ 10,331,000 | $ 10,036,000 | $ 10,036,000 | $ 7,910,000 |
Net (loss) income | (6,398,000) | (1,653,000) | (4,638,000) | 230,000 |
Issuance of common stock and warrants, net of stock offering costs | 3,529,000 | 4,508,000 | 4,030,000 | 4,950,000 |
Stock based compensation | 110,000 | 307,000 | 382,000 | 44,000 |
Other | 6,000 | |||
Balance | 7,578,000 | 13,198,000 | 10,331,000 | 10,036,000 |
Common Stock [Member] | ||||
Balance | $ 32,000 | $ 12,000 | $ 12,000 | $ 13,000 |
Balance, shares | 3,167,488 | 1,221,209 | 1,221,209 | 1,301,358 |
Net (loss) income | ||||
Issuance of common stock and warrants, net of stock offering costs | $ 32,000 | $ 19,000 | $ 10,000 | $ 6,000 |
Issuance of common stock and warrants, net of stock offering costs, shares | 3,250,573 | 1,909,519 | 1,014,230 | 550,000 |
Stock based compensation | ||||
Stock based compensation ,shares | 15,803 | 15,803 | 2,242 | |
Other | ||||
Other, shares | 1,688 | 19,047 | ||
Balance | $ 64,000 | $ 31,000 | $ 32,000 | $ 12,000 |
Balance, shares | 6,418,061 | 3,148,219 | 3,167,488 | 1,221,209 |
Additional Paid-in Capital [Member] | ||||
Balance | $ 29,822,000 | $ 24,903,000 | $ 24,903,000 | $ 20,151,000 |
Net (loss) income | ||||
Issuance of common stock and warrants, net of stock offering costs | 3,497,000 | 4,489,000 | 4,026,000 | 4,944,000 |
Stock based compensation | 110,000 | 307,000 | ||
Other | ||||
Balance | 33,429,000 | 29,699,000 | 29,822,000 | 24,903,000 |
Receivables from Stockholder [Member] | ||||
Balance | (6,000) | |||
Net (loss) income | ||||
Issuance of common stock and warrants, net of stock offering costs | (6,000) | |||
Stock based compensation | ||||
Other | 6,000 | |||
Balance | (6,000) | |||
Retained Earnings [Member] | ||||
Balance | (19,517,000) | (14,879,000) | (14,879,000) | (12,254,000) |
Net (loss) income | (6,398,000) | (1,653,000) | (4,638,000) | 230,000 |
Issuance of common stock and warrants, net of stock offering costs | ||||
Stock based compensation | ||||
Other | ||||
Balance | $ (25,915,000) | $ (16,532,000) | $ (19,517,000) | $ (14,879,000) |