Algorhythm (RIME) 10-Q 15 May 24 2024 Q1 Quarterly report Financial data

Cover

Cover - shares	3 Months Ended
	Mar. 31, 2024	May 15, 2024
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Mar. 31, 2024
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2024
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 5th Way
Entity Address, Address Line Two	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, $0.01 par value per share
Trading Symbol	MICS
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		6,418,061

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($)	Mar. 31, 2024	Dec. 31, 2023
Current Assets
Cash	$ 4,125,000	$ 6,703,000
Inventory	6,493,000	6,871,000
Returns asset	1,262,000	1,919,000
Prepaid expenses and other current assets	214,000	136,000
Total Current Assets	15,532,000	23,206,000
Property and equipment, net	352,000	404,000
Operating leases - right of use assets	3,841,000	3,926,000
Other non-current assets	179,000	179,000
Total Assets	19,904,000	27,715,000
Current Liabilities
Accounts payable	3,947,000	7,616,000
Accrued expenses	2,315,000	2,614,000
Refund due to customer	1,443,000	1,743,000
Customer prepayments	408,000	687,000
Reserve for sales returns	2,419,000	3,390,000
Other current liabilities	58,000	75,000
Current portion of operating lease liabilities	55,000	84,000
Total Current Liabilities	10,645,000	16,209,000
Other liabilities, net of current portion		3,000
Operating lease liabilities, net of current portion	4,029,000	3,925,000
Total Liabilities	14,674,000	20,137,000
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 March 31, 2024 and December 31, 2023, respectively	64,000	64,000
Additional paid-in capital	33,448,000	33,429,000
Accumulated deficit	(28,282,000)	(25,915,000)
Total Shareholders’ Equity	5,230,000	7,578,000
Total Liabilities and Shareholders’ Equity	19,904,000	27,715,000
Nonrelated Party [Member]
Current Assets
Accounts receivable	3,305,000	7,308,000
Related Party [Member]
Current Assets
Accounts receivable	$ 133,000	$ 269,000

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($)	Mar. 31, 2024	Dec. 31, 2023
Statement of Financial Position [Abstract]
Allowance for doubtful accounts receivable, net	$ 275,000	$ 174,000
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	6,418,061
Common stock, shares outstanding	6,418,061	6,418,061

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Income Statement [Abstract]
Net Sales	$ 2,426,000	$ 3,383,000
Cost of Goods Sold	1,924,000	2,564,000
Gross Profit	502,000	819,000
Operating Expenses
Selling expenses	630,000	812,000
General and administrative expenses	2,159,000	2,153,000
Total Operating Expenses	2,789,000	2,965,000
Loss from Operations	(2,287,000)	(2,146,000)
Other (Expenses) Income
Gain from Employee Retention Credit Program refund		704,000
Other Expense		(1,000)
Interest expense	(28,000)	(40,000)
Total Other (Expenses) Income, net	(28,000)	663,000
Loss Before Income Tax Provision	(2,315,000)	(1,483,000)
Income Tax Provision	(52,000)	(1,502,000)
Net Loss	$ (2,367,000)	$ (2,985,000)
Loss per Common Share Basic	$ (0.37)	$ (0.96)
Loss per Common Share Diluted	$ (0.37)	$ (0.96)
Weighted Average Common and Common Equivalent Shares:
Weighted Average Common and Common Equivalent Shares: Basic	6,418,061	3,114,397
Weighted Average Common and Common Equivalent Shares: Diluted	6,418,061	3,114,397

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Shareholders' Equity (Unaudited) - USD ($)	Common Stock [Member]	Additional Paid-in Capital [Member]	Other [Member]	Retained Earnings [Member]	Total
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
Net Income				(2,985,000)	(2,985,000)
Employee compensation-stock option		74,000			74,000
Issuance of common stock		36,000			36,000
Issuance of common stock, shares	5,039
Exercise of pre-funded common stock warrants		14,000			14,000
Exercise of pre-funded warrants, shares	14,230
Other	$ 1,000	(1,000)	(6,000)		(6,000)
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
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
Net Income				(2,367,000)	(2,367,000)
Employee compensation-stock option		19,000			19,000
Balance at Mar. 31, 2024	$ 64,000	$ 33,448,000		$ (28,282,000)	$ 5,230,000
Balance, shares at Mar. 31, 2024	6,418,061

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Cash flows from operating activities
Net loss	$ (2,367,000)	$ (2,985,000)
Adjustments to reconcile net loss to net cash  (used in) provided by operating activities:
Depreciation	52,000	55,000
Provision for estimated cost of returns	658,000	1,380,000
Provision for inventory obsolescence		139,000
Credit losses	101,000	27,000
Loss from disposal of property and equipment		3,000
Stock based compensation	19,000	74,000
Amortization of right of use assets	84,000	87,000
Change in net deferred tax assets		1,399,000
Changes in operating assets and liabilities:
Accounts receivable	3,902,000	4,922,000
Accounts receivable - related parties	136,000	43,000
Inventories	379,000	(175,000)
Prepaid expenses and other current assets	(78,000)	40,000
Other non-current assets		(156,000)
Accounts payable	(3,669,000)	(315,000)
Accrued expenses	(299,000)	(970,000)
Refunds due to customer	(300,000)	490,000
Prepaids from customers	(279,000)
Reserve for sales returns	(971,000)	(2,035,000)
Operating lease liabilities	75,000	(89,000)
Net cash (used in) provided by operating activities	(2,557,000)	1,934,000
Cash flows from investing activities
Purchase of property and equipment		(95,000)
Net cash used in investing activities		(95,000)
Cash flows from financing activities
Proceeds from issuance of stock, net of offering costs		36,000
Subscriptions receivable		(6,000)
Net payment on revolving lines of credit		(1,761,000)
Payments on installment notes	(21,000)	(19,000)
Proceeds from exercise of common stock warrants		14,000
Payments on finance leases		(3,000)
Net cash used in financing activities	(21,000)	(1,739,000)
Net change in cash	(2,578,000)	100,000
Cash at beginning of year	6,703,000	2,795,000
Cash at end of period	4,125,000	2,895,000
Supplemental disclosures of cash flow information:
Cash paid for interest	27,000	24,000
Non-Cash investing and financing cash flow information:
Equipment purchased under capital lease		$ 55,000

Pay vs Performance Disclosure

Pay vs Performance Disclosure - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Pay vs Performance Disclosure [Table]
Net Income (Loss)	$ (2,367,000)	$ (2,985,000)

Insider Trading Arrangements

Insider Trading Arrangements	3 Months Ended
	Mar. 31, 2024
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	3 Months Ended
	Mar. 31, 2024
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 are a 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. 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	3 Months Ended
	Mar. 31, 2024
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 Quarterly Report on Form 10-Q as of March 31, 2024 are for the three-month period ended March 31, 2024 and March 31, 2023. 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. The Singing Machine Company, Inc. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS March 31, 2024 and 2023 (Unaudited) 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 0 36,000

LIQUIDITY, GOING CONCERN AND MA

LIQUIDITY, GOING CONCERN AND MANAGEMENT PLANS	3 Months Ended
	Mar. 31, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
LIQUIDITY, GOING CONCERN AND MANAGEMENT PLANS	NOTE 3 – LIQUIDITY, GOING CONCERN AND MANAGEMENT PLANS As of March 31, 2024, the Company had cash on hand of approximately $ 4,125,000 The condensed 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 condensed 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.

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	3 Months Ended
	Mar. 31, 2024
Accounting Policies [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NOTE 4 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying unaudited financial statements for the three months ended March 31, 2024 and 2023 have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) applicable to interim financial information and the requirements of Form 10-Q and Article 8 of Regulation S-X of the Securities and Exchange Commission. Accordingly, they do not include all of the information and disclosures required by US GAAP for complete consolidated financial statements. In the opinion of management, such condensed consolidated financial statements include all adjustments (consisting of normal recurring accruals) necessary for the fair presentation of the condensed consolidated financial position and the condensed consolidated results of operations. The condensed consolidated results of operations for the periods presented are not necessarily indicative of the results to be expected for the full year. The condensed consolidated balance sheet as of March 31, 2024 and condensed financial statements information for the three months ended March 31, 2024 and 2023 are unaudited whereas the condensed consolidated balance sheet as of December 31, 2023 is derived from the audited consolidated balance sheet as of that date. The condensed consolidated financial statements and notes hereto should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s annual report on Form 10-KT for the transition period ended December 31, 2023. There have been no changes to our significant accounting policies as disclosed on the Company’s annual report on Form 10-KT for the transition period ended December 31, 2023. The Singing Machine Company, Inc. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS March 31, 2024 and 2023 (Unaudited) RECENT ACCOUNTING PRONOUNCEMENTS In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures

FINANCING

FINANCING	3 Months Ended
	Mar. 31, 2024
Debt Disclosure [Abstract]
FINANCING	NOTE 5 – 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 Borrowings under the Credit Facility take the form of base rate loans at interest rates of the Wall Street Journal Prime Rate plus 2.5 10 25,000 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 0 21,000 The Singing Machine Company, Inc. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS March 31, 2024 and 2023 (Unaudited) 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. During the three months ended March 31, 2024, and 2023, the Company incurred interest expense of approximately $ 0 36,000 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 August 30, 2023, the Company entered into a Waiver and Second Amendment (the “Revolving Loan Amendment”) to the Credit Agreement. The Revolving Loan Amendment provides for, among other things, (i) a waiver of all known existing defaults under the Credit Agreement as of the date of the Revolving Loan Amendment and (ii) the amendment of the definition of “Borrowing Base” to reduce from $ 5,000,000 2,000,000 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.

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	3 Months Ended
	Mar. 31, 2024
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	NOTE 6 - 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 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. 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. 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. The Singing Machine Company, Inc. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS March 31, 2024 and 2023 (Unaudited)

OPERATING LEASES

OPERATING LEASES	3 Months Ended
	Mar. 31, 2024
Operating Leases
OPERATING LEASES	NOTE 7 – 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 per month subject to a 3% annual adjustment. The Company entered into an operating lease on August 23, 2023, for approximately 10,000 August 22, 2038 30,000 700,000 Supplemental balance sheet information related to leases as of March 31, 2024 and December 31, 2023 is as follows: SCHEDULE OF SUPPLEMENTAL INFORMATION RELATED TO LEASES Assets: March 31, 2024 December 31, 2023 Operating lease - right-of-use assets $ 3,841,000 $ 3,926,000 Liabilities Current Current portion of operating leases $ 55,000 $ 84,000 Operating lease liabilities, net of current portion $ 4,029,000 $ 3,925,000 Supplemental statement of operations information related to operating leases is as follows: SCHEDULE OF LEASE TERM AND DISCOUNT RATE Three Months Ended Three Months Ended March 31, 2024 March 31, 2023 Operating lease expense as a component of general and administrative expenses $ 196,000 $ 241,000 Supplemental cash flow information related to operating leases is as follows: Cash paid for amounts included in the measurement of lease liabilities: Operating cash flow paid for operating leases $ 45,000 $ 252,000 Lease term and Discount Rate Weighted average remaining lease term (years) 14.4 12.4 Weighted average discount rate 11.0 % 6.5 % Minimum future payments under all operating leases as of March 31, 2024, are as follows: SCHEDULE OF OPERATING LEASE MINIMUM FUTURE PAYMENTS Payments due by period Amount 2024 (remaining 9 months) $ 223,000 2025 355,000 2026 529,000 2027 585,000 2028 611,000 Thereafter 7,555,000 Total Minimum Future Payments 9,858,000 Less: Interest 5,774,000 Total operating lease liabilities $ 4,084,000 Less: current portion of lease liabilities 55,000 Operating lease liabilities, net of current portion $ 4,029,000 The Singing Machine Company, Inc. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS March 31, 2024 and 2023 (Unaudited)

STOCK COMPENSATION EXPENSE

STOCK COMPENSATION EXPENSE	3 Months Ended
	Mar. 31, 2024
Share-Based Payment Arrangement [Abstract]
STOCK COMPENSATION EXPENSE	NOTE 8 – 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. There was no 1,250 166,719 As of March 31, 2024, there was an unrecognized expense of approximately $ 98,000 fifteen months no Warrants Common warrants issued and outstanding as of March 31, 2024 and December 31, 2023, were 902,113 The Singing Machine Company, Inc. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS March 31, 2024 and 2023 (Unaudited) As of March 31, 2024, the Company’s warrants by expiration date were as follows: SCHEDULE OF WARRANTS EXPIRATION Number of 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	3 Months Ended
	Mar. 31, 2024
Earnings Per Share [Abstract]
COMPUTATION OF (LOSS) EARNINGS PER SHARE	NOTE 9 - COMPUTATION OF (LOSS) EARNINGS PER SHARE Computation of basic and dilutive loss per share for the three months ended March 31, 2024 and 2023 are as follows: SCHEDULE OF BASIC AND DILUTIVE LOSS PER SHARE For the three months For the three months Net Loss $ 2,367,000 $ 2,985,000 Weighted-average common and dilutive shares outstanding 6,418,061 3,114,397 Basic and diluted net loss per share (0.37 ) $ (0.96 ) Basic net loss per share is based on the weighted average number of shares of common stock outstanding during the period. Diluted net loss 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 three months ended March 31, 2024 and 2023, options to purchase 90,844 53,675 902,113

INCOME TAXES

INCOME TAXES	3 Months Ended
	Mar. 31, 2024
Income Tax Disclosure [Abstract]
INCOME TAXES	NOTE 10 - INCOME TAXES The Company’s income tax provision for the three months ended March 31, 2024, was approximately $ 52,000 1,502,000 The Company’s income tax expense differs from the expected tax benefit/expense based on statutory rates primarily due to full valuation allowance for all of its subsidiaries for the three months ended March 31, 2024 and 2023. The Singing Machine Company, Inc. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS March 31, 2024 and 2023 (Unaudited)

REVENUE DISAGGREGATION

REVENUE DISAGGREGATION	3 Months Ended
	Mar. 31, 2024
Segment Reporting [Abstract]
REVENUE DISAGGREGATION	NOTE 11 – 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 Product Line March 31, 2024 March,31, 2023 Three Months Ended Product Line March 31, 2024 March,31, 2023 Classic Karaoke Machines $ 942,000 $ 1,571,000 Licensed Products 90,000 - SMC Kids Toys 65,000 133,000 Microphones and Accessories 1,225,000 1,986,000 Streaming Karaoke Machines 104,000 (307,000 ) Total Net Sales $ 2,426,000 $ 3,383,000 Net sales for both of the three months ended March 31, 2024 and 2023 of $ 2,426,000 3,383,000 The Company selectively participates in a retailer’s co-op promotion incentives by providing marketing fund allowances to its 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. For the three months ended March 31, 2024 and 2023, co-op promotion incentives were approximately $ 109,000 172,000 The Company estimates variable consideration under its return allowance programs for goods returned from the customer whereby a revenue return reserve is recorded based on historic return amounts, specific events as identified and management estimates. The Company’s reserve for sales returns as of March 31, 2024 and December 31, 2023, was approximately $ 2,419,000 3,390,000 1,262,000 1,919,000 A return program for defective goods is negotiated with each of the Company’s wholesale customers on a year-to-year basis. Customers are allowed to return defective goods within a specified period of time after shipment (between six and nine months). The Company does make occasional exceptions to this return policy and accordingly records a sales return reserve based on historic return amounts, specific exceptions as identified and management estimates. The Company records a sales reserve for its return goods programs at the time of sale for estimated sales returns that may occur. The liability for defective goods is included in the reserve for sales returns on the condensed consolidated balance sheets. The Singing Machine Company, Inc. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS March 31, 2024 and 2023 (Unaudited)

CONCENTRATIONS OF CREDIT RISK A

CONCENTRATIONS OF CREDIT RISK AND REVENUE	3 Months Ended
	Mar. 31, 2024
Risks and Uncertainties [Abstract]
CONCENTRATIONS OF CREDIT RISK AND REVENUE	NOTE 12 - CONCENTRATIONS OF CREDIT RISK AND REVENUE The Company derives a majority of its revenues from retailers of products 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. At March 31, 2024, 69 82 Revenues derived from our top three customers for the three months ended March 31, 2024, and 2023, were 84 % and 89 % of total revenue, respectively. Revenues from customers representing greater than 10% of total net sales derived from our top two customers as a percentage of net sales for the three months ended March 31, 2024, were 60 % and 14 %. The loss of any of these customers could have an adverse impact on the Company.

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	3 Months Ended
	Mar. 31, 2024
Related Party Transactions [Abstract]
RELATED PARTY TRANSACTIONS	NOTE 13 – RELATED PARTY TRANSACTIONS Due To/From Related Parties Stingray Group, Inc. (“Stingray”) is an existing shareholder with board representation. The Company has a music subscription sharing agreement with Stingray. For the three months ended March 31, 2024, and 2023, amounts earned from the subscription agreement were approximately $ 240,000 218,000 133,000 269,000

SUMMARY OF SIGNIFICANT ACCOUN_2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	3 Months Ended
	Mar. 31, 2024
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying unaudited financial statements for the three months ended March 31, 2024 and 2023 have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) applicable to interim financial information and the requirements of Form 10-Q and Article 8 of Regulation S-X of the Securities and Exchange Commission. Accordingly, they do not include all of the information and disclosures required by US GAAP for complete consolidated financial statements. In the opinion of management, such condensed consolidated financial statements include all adjustments (consisting of normal recurring accruals) necessary for the fair presentation of the condensed consolidated financial position and the condensed consolidated results of operations. The condensed consolidated results of operations for the periods presented are not necessarily indicative of the results to be expected for the full year. The condensed consolidated balance sheet as of March 31, 2024 and condensed financial statements information for the three months ended March 31, 2024 and 2023 are unaudited whereas the condensed consolidated balance sheet as of December 31, 2023 is derived from the audited consolidated balance sheet as of that date. The condensed consolidated financial statements and notes hereto should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s annual report on Form 10-KT for the transition period ended December 31, 2023. There have been no changes to our significant accounting policies as disclosed on the Company’s annual report on Form 10-KT for the transition period ended December 31, 2023. The Singing Machine Company, Inc. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS March 31, 2024 and 2023 (Unaudited)
RECENT ACCOUNTING PRONOUNCEMENTS	RECENT ACCOUNTING PRONOUNCEMENTS In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures

OPERATING LEASES (Tables)

OPERATING LEASES (Tables)	3 Months Ended
	Mar. 31, 2024
Operating Leases
SCHEDULE OF SUPPLEMENTAL INFORMATION RELATED TO LEASES	Supplemental balance sheet information related to leases as of March 31, 2024 and December 31, 2023 is as follows: SCHEDULE OF SUPPLEMENTAL INFORMATION RELATED TO LEASES Assets: March 31, 2024 December 31, 2023 Operating lease - right-of-use assets $ 3,841,000 $ 3,926,000 Liabilities Current Current portion of operating leases $ 55,000 $ 84,000 Operating lease liabilities, net of current portion $ 4,029,000 $ 3,925,000
SCHEDULE OF LEASE TERM AND DISCOUNT RATE	Supplemental statement of operations information related to operating leases is as follows: SCHEDULE OF LEASE TERM AND DISCOUNT RATE Three Months Ended Three Months Ended March 31, 2024 March 31, 2023 Operating lease expense as a component of general and administrative expenses $ 196,000 $ 241,000 Supplemental cash flow information related to operating leases is as follows: Cash paid for amounts included in the measurement of lease liabilities: Operating cash flow paid for operating leases $ 45,000 $ 252,000 Lease term and Discount Rate Weighted average remaining lease term (years) 14.4 12.4 Weighted average discount rate 11.0 % 6.5 %
SCHEDULE OF OPERATING LEASE MINIMUM FUTURE PAYMENTS	Minimum future payments under all operating leases as of March 31, 2024, are as follows: SCHEDULE OF OPERATING LEASE MINIMUM FUTURE PAYMENTS Payments due by period Amount 2024 (remaining 9 months) $ 223,000 2025 355,000 2026 529,000 2027 585,000 2028 611,000 Thereafter 7,555,000 Total Minimum Future Payments 9,858,000 Less: Interest 5,774,000 Total operating lease liabilities $ 4,084,000 Less: current portion of lease liabilities 55,000 Operating lease liabilities, net of current portion $ 4,029,000

STOCK COMPENSATION EXPENSE (Tab

STOCK COMPENSATION EXPENSE (Tables)	3 Months Ended
	Mar. 31, 2024
Share-Based Payment Arrangement [Abstract]
SCHEDULE OF WARRANTS EXPIRATION	As of March 31, 2024, the Company’s warrants by expiration date were as follows: SCHEDULE OF WARRANTS EXPIRATION Number of 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)	3 Months Ended
	Mar. 31, 2024
Earnings Per Share [Abstract]
SCHEDULE OF BASIC AND DILUTIVE LOSS PER SHARE	Computation of basic and dilutive loss per share for the three months ended March 31, 2024 and 2023 are as follows: SCHEDULE OF BASIC AND DILUTIVE LOSS PER SHARE For the three months For the three months Net Loss $ 2,367,000 $ 2,985,000 Weighted-average common and dilutive shares outstanding 6,418,061 3,114,397 Basic and diluted net loss per share (0.37 ) $ (0.96 )

REVENUE DISAGGREGATION (Tables)

REVENUE DISAGGREGATION (Tables)	3 Months Ended
	Mar. 31, 2024
Segment Reporting [Abstract]
SCHEDULE OF REVENUE BY PRODUCT LINE	Revenue by product line is as follows: SCHEDULE OF REVENUE BY PRODUCT LINE Product Line March 31, 2024 March,31, 2023 Three Months Ended Product Line March 31, 2024 March,31, 2023 Classic Karaoke Machines $ 942,000 $ 1,571,000 Licensed Products 90,000 - SMC Kids Toys 65,000 133,000 Microphones and Accessories 1,225,000 1,986,000 Streaming Karaoke Machines 104,000 (307,000 ) Total Net Sales $ 2,426,000 $ 3,383,000

RECENT DEVELOPMENTS (Details Na

RECENT DEVELOPMENTS (Details Narrative)				3 Months Ended
	Nov. 20, 2023 USD ($) $ / shares shares	Aug. 23, 2023 USD ($) ft²	Feb. 15, 2023 USD ($)	Mar. 31, 2024 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				$ 0	$ 36,000

LIQUIDITY, GOING CONCERN AND _2

LIQUIDITY, GOING CONCERN AND MANAGEMENT PLANS (Details Narrative)	Mar. 31, 2024 USD ($)
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Cash and cash equivalents	$ 4,125,000

FINANCING (Details Narrative)

FINANCING (Details Narrative) - USD ($)			3 Months Ended
	Mar. 28, 2024	Oct. 14, 2022	Mar. 31, 2024	Mar. 31, 2023	Aug. 30, 2023	Aug. 29, 2023
Line of Credit Facility [Line Items]
Interest expense			$ 25,000
Amortization of deferred financing costs			0	$ 21,000
Interest expense			$ 0	$ 36,000
Revolving Credit Facility [Member]
Line of Credit Facility [Line Items]
Revolving credit facility maximum amount	$ 2,000,000	$ 15,000,000
The Prime Rate	2.50%
Credit agreement term	2 years
Revolving credit facility terminated date	Nov. 28, 2026	Nov. 17, 2023
Percentage of exit fee	2%
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] | Maximum [Member]
Line of Credit Facility [Line Items]
The Prime Rate	10%
Revolving Loan Amendment [Member]
Line of Credit Facility [Line Items]
Revolving credit facility maximum amount					$ 2,000,000	$ 5,000,000

COMMITMENTS AND CONTINGENCIES (

COMMITMENTS AND CONTINGENCIES (Details Narrative)		3 Months Ended
	Jul. 01, 2024 USD ($)	Mar. 31, 2024 USD ($)	Mar. 31, 2023 USD ($)	Aug. 23, 2023 ft²
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Operating lease expense		$ 196,000	$ 241,000
Subsequent Event [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Operating lease expense	$ 30,000
Lease Agreement [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Lease space | ft²				10,000
Lease term				15 years

SCHEDULE OF SUPPLEMENTAL INFORM

SCHEDULE OF SUPPLEMENTAL INFORMATION RELATED TO LEASES (Details) - USD ($)	Mar. 31, 2024	Dec. 31, 2023
Operating Leases
Operating lease - right-of-use assets	$ 3,841,000	$ 3,926,000
Current portion of operating leases	55,000	84,000
Operating lease liabilities, net of current portion	$ 4,029,000	$ 3,925,000

SCHEDULE OF LEASE TERM AND DISC

SCHEDULE OF LEASE TERM AND DISCOUNT RATE (Details) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Operating Leases
Operating lease expense as a component of general and administrative expenses	$ 196,000	$ 241,000
Operating cash flow paid for operating leases	$ 45,000	$ 252,000
Weighted average remaining lease term (months)	14 years 4 months 24 days	12 years 4 months 24 days
Weighted average discount rate	11%	6.50%

SCHEDULE OF OPERATING LEASE MIN

SCHEDULE OF OPERATING LEASE MINIMUM FUTURE PAYMENTS (Details) - USD ($)	Mar. 31, 2024	Dec. 31, 2023
Operating Leases
2024 (remaining 9 months)	$ 223,000
2025	355,000
2026	529,000
2027	585,000
2028	611,000
Thereafter	7,555,000
Total Minimum Future Payments	9,858,000
Less: Interest	5,774,000
Total operating lease liabilities	4,084,000
Less: current portion of lease liabilities	55,000	$ 84,000
Operating lease liabilities, net of current portion	$ 4,029,000	$ 3,925,000

OPERATING LEASES (Details Narra

OPERATING LEASES (Details Narrative) - Operating Lease Agreement [Member]	Feb. 22, 2024	Aug. 23, 2023 USD ($) ft²	Oct. 01, 2017 USD ($) ft²
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Lease space | ft²		10,000	6,500
Lease expiration, date		Aug. 22, 2038	Mar. 31, 2024
Base rent		$ 30,000	$ 9,950
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.
Reimbursement for tenant improvements		$ 700,000

SCHEDULE OF WARRANTS EXPIRATION

SCHEDULE OF WARRANTS EXPIRATION (Details)	Mar. 31, 2024 $ / 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 ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Unrecognised expense	$ 98,000
Weighted average term	15 months
Vested options intrinsic value	$ 0
Warrants outstanding	902,113		902,113
2022 Plan [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Share base compensation issued shares	0	0
Share base compensation forfeited shares	1,250
Number of shares available to issued	166,719

SCHEDULE OF BASIC AND DILUTIVE

SCHEDULE OF BASIC AND DILUTIVE LOSS PER SHARE (Details) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Earnings Per Share [Abstract]
Net Loss	$ 2,367,000	$ 2,985,000
Weighted-average common and dilutive shares outstanding- Basic	6,418,061	3,114,397
Weighted-average common and dilutive shares outstanding - Diluted	6,418,061	3,114,397
Basic net loss per share	$ (0.37)	$ (0.96)
Diluted net loss per share	$ (0.37)	$ (0.96)

COMPUTATION OF (LOSS) EARNING_3

COMPUTATION OF (LOSS) EARNINGS PER SHARE (Details Narrative) - Share-Based Payment Arrangement, Option [Member] - shares	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potentially dilutive securities	90,844	53,675
Warrant [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potentially dilutive securities	902,113	902,113

INCOME TAXES (Details Narrative

INCOME TAXES (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Income Tax Disclosure [Abstract]
Income tax	$ 52,000	$ 1,502,000

SCHEDULE OF REVENUE BY PRODUCT

SCHEDULE OF REVENUE BY PRODUCT LINE (Details) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Revenue from External Customer [Line Items]
Total Net Sales	$ 2,426,000	$ 3,383,000
Classic Karaoke Machines [Member]
Revenue from External Customer [Line Items]
Total Net Sales	942,000	1,571,000
Licensed Products [Member]
Revenue from External Customer [Line Items]
Total Net Sales	90,000
SMC Kids Toys [Member]
Revenue from External Customer [Line Items]
Total Net Sales	65,000	133,000
Microphones and Accessories [Member]
Revenue from External Customer [Line Items]
Total Net Sales	1,225,000	1,986,000
Streaming Karaoke Machines [Member]
Revenue from External Customer [Line Items]
Total Net Sales	$ 104,000	$ (307,000)

REVENUE DISAGGREGATION (Details

REVENUE DISAGGREGATION (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023
Revenues from External Customers and Long-Lived Assets [Line Items]
Net sales	$ 2,426,000	$ 3,383,000
Co-op promotion incentives	109,000	172,000
Reserve for sales returns	2,419,000		$ 3,390,000
Estimated costs of returns	1,262,000		$ 1,919,000
North America [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Net sales	$ 2,426,000	$ 3,383,000

CONCENTRATIONS OF CREDIT RISK_2

CONCENTRATIONS OF CREDIT RISK AND REVENUE (Details Narrative)		3 Months Ended
	Dec. 31, 2023	Mar. 31, 2024	Mar. 31, 2023
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Three Customers [Member]
Concentration Risk [Line Items]
Concentration of sales risk, percentage		69%
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Four Customers [Member]
Concentration Risk [Line Items]
Concentration of sales risk, percentage	82%
Sales Revenue [Member] | Customer Concentration Risk [Member] | Three Customers [Member]
Concentration Risk [Line Items]
Concentration of sales risk, percentage		84%	89%
Sales Revenue [Member] | Customers One [Member] | Customers concentration risk [Member]
Concentration Risk [Line Items]
Concentration of sales risk, percentage		60%
Sales Revenue [Member] | Customers Two [Member] | Customers concentration risk [Member]
Concentration Risk [Line Items]
Concentration of sales risk, percentage		14%

RELATED PARTY TRANSACTIONS (Det

RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023
Related Party Transaction [Line Items]
Revenue from related parties	$ 2,426,000	$ 3,383,000
Related Party [Member]
Related Party Transaction [Line Items]
Revenue from related parties	240,000	$ 218,000
Stingray [Member]
Related Party Transaction [Line Items]
Due from related parties	$ 133,000		$ 269,000