Item 1. Financial Statements
Item
1. Financial
Statements.
Electromed,
Inc.
Condensed
Balance Sheets
March
31, 2022
June
30, 2021
(Unaudited)
Assets
Current
Assets
Cash
and cash equivalents
$ 9,844,000
$ 11,889,000
Accounts
receivable (net of allowances for doubtful accounts of $ 45,000 )
19,614,000
17,032,000
Contract
assets
295,000
393,000
Inventories
2,089,000
2,114,000
Prepaid
expenses and other current assets
991,000
276,000
Income
tax receivable
155,000
-
Total
current assets
32,988,000
31,704,000
Property
and equipment, net
4,309,000
3,605,000
Finite-life
intangible assets, net
611,000
663,000
Other
assets
77,000
88,000
Deferred
income taxes
1,034,000
1,049,000
Total
assets
$ 39,019,000
$ 37,109,000
Liabilities
and Shareholders’ Equity
Current
Liabilities
Accounts
payable
1,163,000
685,000
Accrued
compensation
2,301,000
2,474,000
Income
tax payable
-
288,000
Warranty
reserve
938,000
940,000
Other
accrued liabilities
564,000
252,000
Total
current liabilities
4,966,000
4,639,000
Other
long-term liabilities
43,000
54,000
Total
liabilities
5,009,000
4,693,000
Commitments
and Contingencies
Shareholders’
Equity
Common
stock, $ 0.01 par value per share, 13,000,000 shares authorized; 8,508,788 and 8,533,209 shares issued and outstanding, respectively
85,000
85,000
Additional
paid-in capital
18,042,000
17,409,000
Retained
earnings
15,883,000
14,922,000
Total
shareholders’ equity
34,010,000
32,416,000
Total
liabilities and shareholders’ equity
$ 39,019,000
$ 37,109,000
See
Notes to Condensed Financial Statements (Unaudited).
1
Electromed,
Inc.
Condensed
Statements of Operations (Unaudited)
Three
Months Ended
March 31,
Nine
Months Ended
March 31,
2022
2021
2022
2021
Net
revenues
$ 10,141,000
$ 8,787,000
$ 30,390,000
$ 26,287,000
Cost
of revenues
2,398,000
2,086,000
7,066,000
5,913,000
Gross
profit
7,743,000
6,701,000
23,324,000
20,374,000
Operating
expenses
Selling,
general and administrative
6,544,000
6,051,000
19,806,000
16,490,000
Research
and development
336,000
407,000
1,041,000
1,396,000
Total
operating expenses
6,880,000
6,458,000
20,847,000
17,886,000
Operating
income
863,000
243,000
2,477,000
2,488,000
Interest
income, net
6,000
10,000
21,000
29,000
Net
income before income taxes
869,000
253,000
2,498,000
2,517,000
Income
tax expense
224,000
29,000
576,000
555,000
Net
income
$ 645,000
$ 224,000
$ 1,922,000
$ 1,962,000
Income
per share:
Basic
$ 0.08
$ 0.03
$ 0.23
$ 0.23
Diluted
$ 0.07
$ 0.03
$ 0.22
$ 0.22
Weighted-average
common shares outstanding:
Basic
8,454,504
8,576,523
8,485,856
8,565,839
Diluted
8,744,535
8,907,045
8,762,963
8,921,494
See
Notes to Condensed Financial Statements (Unaudited).
2
Electromed,
Inc.
Condensed
Statements of Cash Flows (Unaudited)
Nine
Months Ended
March
31,
2022
2021
Cash
Flows From Operating Activities
Net
income
$ 1,922,000
$ 1,962,000
Adjustments
to reconcile net income to net cash provided by operating activities:
Depreciation
368,000
359,000
Amortization
of finite-life intangible assets
105,000
99,000
Share-based
compensation expense
703,000
756,000
Deferred
income taxes
15,000
102,000
Changes
in operating assets and liabilities:
Accounts
receivable
( 2,582,000 )
( 3,296,000 )
Contract
assets
98,000
345,000
Inventories
9,000
839,000
Prepaid
expenses and other current assets
( 519,000 )
( 69,000 )
Income
tax receivable
( 443,000 )
8,000
Accounts
payable and accrued liabilities
550,000
350,000
Accrued
compensation
( 173,000 )
869,000
Net
cash provided by operating activities
53,000
2,324,000
Cash
Flows From Investing Activities
Investment
in property and equipment
( 980,000 )
( 105,000 )
Investment
in finite-life intangible assets
( 86,000 )
( 103,000 )
Net
cash used in investing activities
( 1,066,000 )
( 208,000 )
Cash
Flows From Financing Activities
Issuance
of common stock upon exercise of options
-
46,000
Taxes
paid on stock options exercised on a net basis
( 70,000 )
( 141,000 )
Repurchase
of common stock
( 962,000 )
-
Net
cash used in financing activities
( 1,032,000 )
( 95,000 )
Net
(decrease) increase in cash
( 2,045,000 )
2,021,000
Cash
And Cash Equivalents
Beginning
of period
11,889,000
10,479,000
End
of period
$ 9,844,000
$ 12,500,000
See
Notes to Condensed Financial Statements (Unaudited).
3
Electromed,
Inc.
Condensed
Statements of Shareholders’ Equity (Unaudited)
Common
Stock
Additional
Paid-
Retained
Total
Shareholders’
Shares
Amount
in
Capital
Earnings
Equity
Balance
at June 30, 2020
8,567,834
$ 86,000
$ 16,480,000
$ 13,684,000
$ 30,250,000
Net
income
-
-
-
535,000
535,000
Issuance
of restricted stock
19,090
-
-
-
-
Issuance
of common stock upon exercise of options
19,256
-
-
-
-
Taxes
paid on stock options exercised on a net basis
-
-
( 120,000 )
-
( 120,000 )
Share-based
compensation expense
-
-
191,000
-
191,000
Balance
at September 30, 2020
8,606,180
86,000
16,551,000
14,219,000
30,856,000
Net
income
-
-
-
1,204,000
1,204,000
Issuance
of restricted stock
18,000
-
-
-
-
Issuance
of common stock upon exercise of options
10,865
-
46,000
-
46,000
Taxes
paid on stock options exercised on a net basis
-
-
( 10,000 )
-
( 10,000 )
Share-based
compensation expense
-
-
239,000
-
239,000
Balance
at December 31, 2020
8,635,045
86,000
16,826,000
15,423,000
32,335,000
Net
income
-
-
-
224,000
224,000
Issuance
of restricted stock
-
-
-
-
-
Issuance
of common stock upon exercise of options
2,375
-
-
-
-
Taxes
paid on stock options exercised on a net basis
-
-
( 11,000 )
-
( 11,000 )
Share-based
compensation expense
-
-
326,000
-
326,000
Balance
at March 31, 2021
8,637,420
$ 86,000
$ 17,141,000
$ 15,647,000
$ 32,874,000
Common
Stock
Additional
Paid-
Retained
Total
Shareholders’
Shares
Amount
in
Capital
Earnings
Equity
Balance
at June 30, 2021
8,533,209
$ 85,000
$ 17,409,000
$ 14,922,000
$ 32,416,000
Net
income
-
-
-
439,000
439,000
Issuance
of restricted stock
25,900
-
-
-
-
Issuance
of common stock upon exercise of options
10,530
1,000
-
-
1,000
Taxes
paid on stock options
exercised on a net basis
-
-
( 64,000 )
-
( 64,000 )
Share-based
compensation expense
-
-
249,000
-
249,000
Balance
at September 30, 2021
8,569,639
86,000
17,594,000
15,361,000
33,041,000
Net
income
-
-
-
838,000
838,000
Issuance
of restricted stock
18,000
-
-
-
-
Issuance
of common stock upon
exercise of options
1,387
-
-
-
-
Taxes
paid on stock options exercised on a net basis
-
-
( 6,000 )
-
( 6,000 )
Share-based
compensation expense
-
-
277,000
-
277,000
Repurchase
of common stock
( 55,687 )
( 1,000 )
-
( 662,000 )
( 663,000 )
Balance
at December 31, 2021
8,533,339
$ 85,000
$ 17,865,000
$ 15,537,000
$ 33,487,000
Net
income
-
-
-
645,000
645,000
Issuance
of restricted stock
-
-
-
-
-
Issuance
of common stock upon
exercise of options
-
-
-
-
-
Taxes
paid on stock options exercised on a net basis
-
-
-
-
-
Share-based
compensation expense
-
-
177,000
-
177,000
Repurchase
of common stock
( 24,551 )
-
-
( 299,000 )
( 299,000 )
Balance
at March 31, 2022
8,508,788
$ 85,000
$ 18,042,000
$ 15,883,000
$ 34,010,000
See
Notes to Condensed Financial Statements (Unaudited).
4
Electromed,
Inc.
Notes
to Condensed Financial Statements
(Unaudited)
Note
1. Interim Financial Reporting
Basis
of presentation: Electromed, Inc. (the “Company”) develops, manufactures and markets innovative airway clearance
products that apply High Frequency Chest Wall Oscillation (“HFCWO”) therapy in pulmonary care for patients of all
ages. The Company markets its products in the U.S. to the home health care and institutional markets for use by patients in personal
residences, hospitals and clinics. The Company also sells internationally both directly and through distributors. International
sales were $ 432,000 and $ 297,000 for the nine months ended March 31, 2022 and 2021, respectively. Since its inception, the Company
has operated in a single industry segment: developing, manufacturing and marketing medical equipment.
The
accompanying unaudited Condensed Financial Statements of the Company have been prepared in accordance with U.S. generally accepted
accounting principles (“U.S. GAAP”) for interim financial statements and pursuant to the rules and regulations of
the U.S. Securities and Exchange Commission. In the opinion of management, the accompanying unaudited Condensed Financial Statements
reflect all adjustments consisting of normal recurring adjustments necessary for a fair presentation of the Company’s financial
position and results of operations as required by Regulation S-X. Interim results of operations are not necessarily indicative
of the results that may be achieved for the full year. The financial statements and related notes do not include all information
and footnotes required by U.S. GAAP for annual reports. This interim report should be read in conjunction with the financial statements
included in the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2021 (“fiscal 2021”).
Impacts
of COVID-19 on the Company’s business:
The
impact of the COVID-19 pandemic on the Company’s business remains uncertain, and its effects on our operational and financial
performance will depend in large part on future developments, which cannot be reasonably estimated at this time. Such future developments
include, but are not limited to, the duration, scope and severity of the COVID-19 pandemic in geographic areas where the Company
operates or in which its patients live, actions taken to contain or mitigate its impact, the impact on governmental healthcare
programs and budgets, the development and distribution of treatments or vaccines, and the resumption of widespread economic activity.
Due to the inherent uncertainty of the unprecedented and rapidly evolving situation, the Company is unable to predict with confidence
the likely impact of the COVID-19 pandemic on its future operations. For a more detailed discussion, see “Management’s
Discussion and Analysis of Financial Condition and Results of Operations” in Part I, Item 2 of this Quarterly Report on
Form 10-Q.
A
summary of the Company’s significant accounting policies follows:
Use
of estimates . Management uses estimates and assumptions in preparing the unaudited Condensed Financial Statements in accordance
with U.S. GAAP. Those estimates and assumptions affect the reported amounts of assets and liabilities, the disclosure of contingent
assets and liabilities, and the reported revenues and expenses. Actual results could vary from the estimates that were used. The
Company believes the critical accounting policies that require the most significant assumptions and judgments in the preparation
of its unaudited Condensed Financial Statements include revenue recognition and the related estimation of variable consideration,
inventory valuation, share-based compensation and warranty reserve.
Net
income per common share . Net income is presented on a per share basis for both basic and diluted common shares. Basic net
income per common share is computed using the weighted average number of common shares outstanding during the period, excluding
any restricted stock awards which have not vested. The diluted net income per common share calculation includes outstanding restricted
stock grants and assumes that all stock options were exercised and converted into common stock at the beginning of the period
unless their effect would be anti-dilutive. Common stock equivalents excluded from the calculation of diluted earnings per share
because their impact was anti-dilutive were 102,435 and 52,017 for the three months ended March 31, 2022 and 2021, respectively,
and were 112,427 and 52,017 for the nine months ended March 31, 2022 and 2021, respectively.
5
Note
2. Revenues
Revenue
is measured based on consideration specified in the contract with a customer, adjusted for any applicable estimates of variable
consideration and other factors affecting the transaction price, including consideration paid or payable from customers and significant
financing components. Revenue from all customers is recognized when a performance obligation is satisfied by transferring control
of a distinct good or service to a customer, as further described below under Performance obligations and transaction price .
Individual
promised goods and services in a contract are considered a performance obligation and accounted for separately if the individual
good or service is distinct (i.e., the customer can benefit from the good or service on its own or with other resources that are
readily available to the customer and the good or service is separately identifiable from other promises in the arrangement).
If an arrangement includes multiple performance obligations, the consideration is allocated between the performance obligations
in proportion to their estimated standalone selling price, unless discounts or variable consideration is attributable to one or
more but not all the performance obligations. Costs related to products delivered are recognized in the period incurred, unless
criteria for capitalization of costs under Accounting Standards Codification (“ASC”) 340-40, “Other Assets and
Deferred Costs” (“ASC 340”), or other applicable guidance are met.
The
Company includes shipping and handling fees in net revenues. Shipping and handling costs associated with the shipment of the Company’s
SmartVest® Airway Clearance System (“SmartVest System”) after control has transferred to a customer are accounted
for as a fulfillment cost and are included in cost of revenues in the Condensed Statements of Operations.
The
timing of revenue recognition, billings and cash collections results in accounts receivable on the Condensed Balance Sheets as
further described below under Accounts receivable and Contract assets .
Disaggregation
of revenues. In the following table, net revenues are disaggregated by market:
Schedule of disaggregated revenue
Three
Months Ended
March 31,
Nine
Months Ended
March 31,
2022
2021
2022
2021
Home
care
$ 9,033,000
$ 8,163,000
$ 27,721,000
$ 24,529,000
Institutional
392,000
443,000
1,174,000
1,029,000
Home
care distributor
520,000
105,000
1,063,000
432,000
International
196,000
76,000
432,000
297,000
Total
$ 10,141,000
$ 8,787,000
$ 30,390,000
$ 26,287,000
In
the following table, net home care revenue is disaggregated by payer type:
Three
Months Ended
March 31,
Nine
Months Ended
March 31,
2022
2021
2022
2021
Commercial
$ 3,358,000
$ 3,111,000
$ 10,738,000
$ 9,212,000
Medicare
5,027,000
4,622,000
15,603,000
14,224,000
Medicaid
373,000
316,000
790,000
669,000
Other
275,000
114,000
590,000
424,000
Total
$ 9,033,000
$ 8,163,000
$ 27,721,000
$ 24,529,000
Revenues
in the Company’s home care, home care distributor, and international markets are recognized at a point-in-time when control
passes to the customer upon product shipment or delivery. Revenues in the Company’s institutional market include revenue
recognized at a point-in-time upon shipment or delivery as well as revenue recognized over time under operating leases.
Performance
obligations and transaction price. A performance obligation is a promise in a contract to transfer a distinct good or service
to the customer and is the unit of account under ASC 606, “Revenue From Contracts With Customers” (“ASC 606”).
A contract’s transaction price is allocated to each distinct performance obligation in proportion to the standalone selling
price for each and recognized as revenue when, or as, the performance obligation is satisfied. The Company’s performance
obligations and the timing or method of revenue recognition in each of the Company’s markets are discussed below:
Home
care market . In the Company’s home care market, its customers are patients who use the SmartVest System. The various
models of the SmartVest System are comprised of three main components - a generator, a vest and a connecting hose - that are sold
together as an integrated unit. Accordingly, in contracts within the home care market, the Company regards the SmartVest System
to be a single performance obligation.
6
The
Company makes available to its home care patients limited post-sale services that are not material in the context of the contracts,
either individually or taken together, and therefore does not consider them to be performance obligations. The costs associated
with the services are accrued and expensed when the related revenues are recognized. As such, transactions in the home care market
consist of a single performance obligation: the SmartVest System.
Home
care patients generally will rely on third-party payers, including commercial payers and governmental payers such as Medicare,
Medicaid and the U.S. Department of Veterans Affairs to cover and reimburse all or part of the cost of the SmartVest System. The
third-party payers’ reimbursement programs fall into three types, distinguished by the differences in the timing of payments
from the payer, consisting of either (i) outright sale, in which payment is received from the payer based on standard terms, (ii)
capped installment sale, under which the SmartVest System is sold for a series of payments that are capped not to exceed a prescribed
or negotiated amount over a period of time or (iii) installment sale, under which the SmartVest System is paid for over a period
of several months as long as the patient continues to use the SmartVest System.
Regardless
of the type of transaction, provided criteria for an enforceable contract are met, it is the Company’s long- standing business
practice to regard all home care agreements as transferring control to the patient upon shipment or delivery, in spite of possible
payment cancellation under government or commercial programs where the payer is controlling the payment over specified time periods.
For home care sales that feature installment payments, the ultimate amount of consideration received from Medicare, Medicaid or
commercial payers can be significantly less than expected if the contract is terminated due to changes in the patient’s
status, including insurance coverage, hospitalization, death or otherwise becoming unable to use the SmartVest System. However,
once delivered to a patient who needs the SmartVest System, the patient is under no obligation to return the SmartVest System
should payments be terminated as a result of the described contingencies. As a result, the Company’s product sales qualify
for point-in-time revenue recognition. Control transfers to the patient, and revenue is recognized, upon shipment of the SmartVest
System. At this point, physical possession and the significant risks and rewards of ownership are transferred to the patient and
either a current or future right to payment is triggered, as further discussed under Accounts receivable and Contract
assets below.
The
Company’s contractually stated transaction prices in the home care market are generally set by the terms of the contracts
negotiated with insurance companies or by government programs. The transaction price for the Company’s products may be further
impacted by variable consideration. ASC 606 requires the Company to adjust the transaction price at contract inception and throughout
the contract duration for the estimated value of payments to be received from insurance payers based on historical experience
and other available information, subject to the constraint on estimates of variable consideration. Transactions requiring estimates
of variable consideration primarily include (i) capped installment payments, which are subject to the third-party payer’s
termination due to changes in insurance coverage, death or the patient’s discontinued use of the SmartVest System, (ii)
contracts under appeal and (iii) patient responsibility amounts for deductibles, coinsurance, copays and other similar payments.
Although
estimates may be made on a contract-by-contract basis, whenever possible, the Company uses all available information, including
historical collection patterns, to estimate variable consideration for portfolios of contracts. The Company’s estimates
of variable consideration consist of amounts it may receive from insurance providers in excess of its initial revenue estimate
due to patients meeting deductibles or coinsurance during the payment duration, changes to a patient’s insurance status,
changes in an insurance allowable, claims in appeals with Medicare and amounts received directly from patients for their allowable
or coinsurance. The Company believes it has representative historical information to estimate the amount of variable consideration
in relevant portfolios considering the significant experience it has with each portfolio and the similarity of patient accounts
within a portfolio. The analysis includes steps to ensure that revenue recognized on a portfolio basis does not result in a material
difference when compared with an individual contract approach. The Company also leverages its historical experience and all available
relevant information for each portfolio of contracts to minimize the risk its estimates used to arrive at the transaction price
will result in a significant reversal in the amount of cumulative revenue recognized when the uncertainty associated with the
variable consideration is subsequently resolved. Variable consideration is included in the transaction price if, in the Company’s
judgment, it is probable that a significant future reversal of cumulative revenue under the contract will not occur.
For
example, for contracts in which the Company believes the criteria for reimbursement under government or commercial payer contracts
have been met but for which coverage is unconfirmed or payments are under appeal, the Company has significant observable evidence
of relatively consistent claims recovery experience over the prior three to five years. The Company believes the low volatility
in historical claims approval rates for populations of patients whose demographics are similar to those of current patients provides
reliable predictive value in arriving at estimates of variable consideration in such contracts. Similarly, historical payment
trends for recovery of claims subject to payer installments and payments from patients have remained relatively consistent over
the past five years. No significant changes in patient demographics or other relevant factors have occurred that would limit the
predictive value of such payment trends in estimating variable consideration for current contracts. As a result, the Company believes
its estimates of variable consideration are generally not subject to the risk of significant revenue reversal.
7
For
each type of variable consideration discussed above, there are a large number of contracts with similar characteristics with a
wide range of possible transaction prices. For that reason, the Company uses the probability-weighted expected value method provided
under ASC 606 to estimate variable consideration.
The
Company often receives payment from third-party payers for SmartVest System sales over a period of time that may exceed one year.
Despite these extended payment terms, no significant financing component is deemed to exist because the purpose of such terms
is not to provide financing to the patient, the payer or the Company. Rather, the extended payment terms are mandated by the government
or commercial insurance programs; the fundamental purpose of which is to avoid paying the full purchase price of equipment that
may potentially be used by the patient for only a short period of time.
Home
care distributors. Sales to distributors, who sell direct to patients, are made at fixed contract prices and may include
tiered pricing structures or volume-based rebates which offer more favorable pricing once certain volumes are achieved per the
negotiated contract. The distributor’s purchases accumulate to give the distributor a right to a higher discount on purchases
in excess of the specified level within the contract period. As a result, to the extent the Company expects the distributor to
exceed the specified volume of purchases in the annual period, it recognizes revenue at a blended rate based on estimated total
annual volume and sales revenue. This effectively defers a portion of the transaction price on initial purchases below the specified
volumes for recognition when the higher discount is earned on purchases in excess of specified volumes. Transfer of control of
the products occurs upon shipment or delivery to the distributor, as applicable.
Institutional
market. The Company’s institutional sales are made to hospitals and home health care centers, pulmonary rehabilitation
centers and other clinics. Sales to these institutions are negotiated with the individual institution or with group purchasing
organizations, with payments received directly from the institution. No insurance reimbursement is involved. Generators are either
sold or leased to the institutions and associated hoses and wraps (used in institutional settings rather than vests) are sold
separately. Accordingly, each product is distinct and considered a separate performance obligation in sales to institutional customers.
The agreements with institutions fall into two main types, distinguished by differences in the timing of transfer of control and
timing of payments:
● Outright
sale – Under these transactions, the Company sells its products for a prescribed
or negotiated price. Transfer of control of the product, and associated revenue recognition,
occurs at the time of shipment and payment is made within normal credit terms, usually
thirty days.
● Wrap
usage agreements – Under these transactions, the Company provides a generator device
at no cost to the hospital in return for a fixed annual commitment to purchase consumable
wraps. These agreements are cancellable upon at least sixty days prior written notice
by either party. If cancelled, the generator is returned to the Company, where it can
be refurbished and used again at a later date. Revenue for the consumable wraps is recognized
when control transfers to the customer.
International
market. Sales to international markets are made directly to a number of independent distributors at fixed contract prices
that are not subject to further adjustments for variable consideration. Transfer of control of the products occurs upon shipment
or delivery to the distributor, as applicable.
Product
warranty. The Company offers warranties on its products. These warranties are assurance-type warranties not sold on a standalone
basis or are otherwise considered immaterial in the context of the contract, and therefore are not considered distinct performance
obligations under ASC 606. The Company estimates the costs that may be incurred under its warranties and records a liability in
the amount of such costs at the time the product is sold.
Accounts
receivable. The Company’s accounts receivable balance is comprised of amounts due
from individuals, institutions and distributors. Balances due from individuals are typically remitted to the Company by third-party
reimbursement agencies such as Medicare, Medicaid and private insurance companies. Accounts receivable are carried at amounts
estimated to be received from patients under reimbursement arrangements with third-party payers. Accounts receivable are also
net of an allowance for doubtful accounts. Management determines the allowance for doubtful accounts by regularly evaluating individual
customer receivables and considering a customer’s financial condition and credit history. Receivables are written off when
deemed uncollectible.
8
Contract
assets. Contract assets include amounts recognized as revenue that are estimates of variable consideration for Medicare appeals
where the final determination of the insurance coverage amount is dependent on future approval of an appeal, or when the consideration
due to the Company is dependent on a future event such as the patient meeting a deductible prior to the Company’s claim
being processed by the payer. Contract assets are classified as current as amounts will turn into accounts receivable and be collected
during the Company’s normal business operating cycle. Contract assets are reclassified to accounts receivable when the right
to receive payment is unconditional.
Contract
balances. The following table provides significant changes in contract assets from contracts with customers:
Schedule of contract assets
Nine
Months Ended
March 31, 2022
Fiscal
Year Ended
June 30, 2021
Increase
(decrease)
Increase
(decrease)
Contract
assets, beginning
$ 393,000
$ 903,000
Reclassification
of contract assets to accounts receivable
( 169,000 )
( 1,551,000 )
Contract
assets recognized
151,000
1,060,000
Decrease
as a result of changes in the estimate of amounts to be realized from payers, excluding amounts transferred to receivables
during the period
( 80,000 )
( 19,000 )
Contract
assets, ending
$ 295,000
$ 393,000
Incremental
costs to obtain a contract. Sales incentives paid to sales representatives are eligible for capitalization as they are incremental
costs that would not have been incurred without entering into a specific sales arrangement and are recoverable through the
expected margin on the transaction. However, the recovery period is less than one year as the performance obligation is satisfied
upon shipment or delivery. Consequently, the Company applies the practical expedient provided by ASC 340 and expenses sales incentives
as incurred. These costs are included in selling, general and administrative expenses in the Condensed Statements of Operations.
Note
3. Inventories
The
components of inventory were as follows:
Schedule of components of inventories
March
31, 2022
June 30,
2021
Parts
inventory
$ 1,735,000
$ 1,779,000
Work
in process
102,000
23,000
Finished
goods
334,000
445,000
Estimated
inventory to be returned
205,000
167,000
Less:
Reserve for obsolescence
( 287,000 )
( 300,000 )
Total
$ 2,089,000
$ 2,114,000
Note
4. Warranty Reserve
The
Company provides a lifetime warranty on its products to the prescribed patient for sales within the U.S. and a three-year warranty
for all institutional sales and sales to individuals outside the U.S. The Company estimates the costs that may be incurred under
its warranty and records a liability in the amount of such costs at the time the product is shipped. Factors that affect the Company’s
warranty reserve include the number of units shipped, historical and anticipated rates of warranty claims, the product’s
useful life and cost per claim. The Company periodically assesses the adequacy of its recorded warranty reserve and adjusts the
amounts as necessary.
9
Changes
in the Company’s warranty reserve were as follows:
Schedule of changes in warranty liability
Nine
Months Ended
March 31, 2022
Fiscal
Year Ended
June 30, 2021
Warranty
reserve, beginning
$ 940,000
$ 740,000
Accrual
for products sold
122,000
354,000
Expenditures
and costs incurred for warranty claims
( 124,000 )
( 154,000 )
Warranty
reserve, ending
$ 938,000
$ 940,000
Note
5. Income Taxes
Income
tax expense was estimated at $ 224,000 and $ 576,000 and the effective tax rate was 25.8 % and 23.1 % for the three and nine months
ended March 31, 2022, respectively. Estimated income tax expense for the three and nine months ended March 31, 2022 includes a
discrete tax benefit of $ 22,000 and $ 43,000 , respectively, related to the exercise of stock options and other items.
Income
tax expense was estimated at $ 29,000 and $ 555,000 and the effective tax rate was 11.5 % and 22.0 % for the three and nine months
ended March 31, 2021, respectively. Estimated income tax expense for the three months ended March 31, 2021 included a discrete
tax benefit of $37,000 as a result of lower federal and state taxes than what was originally estimated in the Company’s
tax provision for its fiscal year ended June 30, 2020. Estimated income tax expense for the nine months ended March 31, 2021 included
such $ 37,000 discrete tax benefit as well as a $ 32,000 discrete tax benefit related to the exercise of stock options. The net
impact of these discrete events decreased the estimated effective tax rates by 2.7 % during the nine months ended March 31, 2021.
The
Company is subject to U.S. federal and state income tax in multiple jurisdictions. With limited exceptions, years prior to the
Company’s fiscal year ended 2019 are no longer open to U.S. federal, state or local examinations by taxing authorities.
The Company is currently under examination by the Internal Revenue Service (the “IRS”) for the fiscal year ended June
30, 2020. To date, the IRS is continuing its examination process and no formal assessments have been issued. The Company is not
under any current income tax examinations by any other state or local taxing authority. If any issues addressed in the Company’s
tax audits are resolved in a manner not consistent with management’s expectations, the Company could be required to adjust
its provision for income taxes in the period such resolution occurs.
Note
6. Financing Arrangements
The
Company has a credit facility that provides for a revolving line of credit. Effective December 17, 2021 , the Company renewed its
$ 2,500,000 revolving line of credit. There was no outstanding principal balance on the line of credit as of March 31, 2022, or
June 30, 2021. Interest on borrowings under the line of credit, if any, accrues at the prime rate ( 3.50 % at March 31, 2022) less
1.0 % and is payable monthly. The amount eligible for borrowing on the line of credit is limited to the lesser of $ 2,500,000 or
57.0 % of eligible accounts receivable and the line of credit expires on December 18, 2023 , if not renewed before such date. At
March 31, 2022, the maximum $ 2,500,000 was eligible for borrowing. Payment obligations under the line of credit, if any, are secured
by a security interest in substantially all of the tangible and intangible assets of the Company.
The
documents governing the line of credit contain certain financial and nonfinancial covenants that include a minimum tangible net
worth covenant of not less than $ 10,125,000 and restrictions on the Company’s ability to incur certain additional indebtedness
or pay dividends.
Note
7. Share-Based Compensation
The
Company’s share-based compensation plans are described in Note 8 to the financial statements included in the Company’s
Annual Report on Form 10-K for fiscal 2021. Share-based compensation expense was $ 703,000 and $ 756,000 for the nine months ended
March 31, 2022 and 2021, respectively. This expense is included in selling, general and administrative expense in the Condensed
Statements of Operations.
10
Stock
Options
Stock
option transactions during the nine months ended March 31, 2022 are summarized as follows:
Number
of Shares
Weighted
Average
Exercise Price per
Share
Outstanding
at June 30, 2021
468,049
$ 4.98
Granted
81,326
$ 11.52
Exercised
( 28,667 )
$ 5.45
Cancelled
or Forfeited
( 15,866 )
$ 11.30
Outstanding
at March 31, 2022
504,842
$ 5.81
The
following assumptions were used to estimate the fair value of stock options granted:
Nine
Months Ended
March
31, 2022
Fiscal
Year Ended
June
30, 2021
Risk-free
interest rate
0.89
- 1.93 %
0.31
- 0.59 %
Expected
term (years)
6
6
Expected
volatility
56
- 64 %
283
- 335 %
The
intrinsic value of an option is the amount by which the fair value of the underlying stock exceeds its exercise price. At March
31, 2022, the weighted average remaining contractual term for all outstanding stock options was 5.6 years and the aggregate intrinsic
value of the options was $ 3,437,000 . Outstanding at March 31, 2022 were 504,842 stock options issued to employees, of which 380,881
were vested and exercisable and had an aggregate intrinsic value of $ 3,195,500 . As of March 31, 2022, $ 364,900 of total unrecognized
compensation expense related to stock options is expected to be recognized over a weighted-average period of approximately 2.2
years.
Restricted
Stock
During
the nine months ended March 31, 2022, the Company issued restricted stock awards to employees totaling 25,900 shares of common
stock, with a vesting term of three years and a weighted average fair value of $ 11.35 per share, and to directors totaling 18,000
shares of common stock, with a vesting term of six months and a weighted average fair value of $ 12.09 per share. As of March 31,
2022, there were 69,403 shares of unvested restricted stock with a weighted average fair value of $ 11.87 per share outstanding
. As of March 31, 2022, $ 364,000 of total unrecognized compensation expense related to restricted stock awards is expected to
be recognized over a weighted-average period of approximately 1.4 years.
Note
8. Commitments and Contingencies
The
Company is occasionally involved in claims and disputes arising in the ordinary course of business. The Company insures certain
business risks where possible to mitigate the financial impact of individual claims and establishes reserves for an estimate of
any probable cost of settlement or other disposition.
On
September 8, 2021, a state court putative class action lawsuit was filed in Minnesota against the Company asserting injury resulting
from the previously announced data breach that impacted the Company’s customer protected health information and employee
personal information and seeking compensatory damages, equitable relief and attorneys’ fees and costs. On October 6, 2021,
the proceeding was removed to the District of Minnesota. The Company believes the plaintiff was not injured as a result of the
data privacy incident, and, as a result, the claims are without merit. Accordingly, on November 11, 2021, the Company moved to
dismiss the complaint in its entirety, and the hearing on such motion is currently set for May 2022. The Company expects to continue
to vigorously defend the lawsuit; however, it is currently unable to determine the ultimate outcome or potential exposure to loss,
if any.
11
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.