Item 1. Financial Statements
Item 1. Financial Statements.
Electromed,
Inc.
Condensed Balance Sheets
March 31, 2024
June 30, 2023
(Unaudited)
Assets
Current Assets
Cash and cash equivalents
$ 11,712,000
$ 7,372,000
Accounts receivable (net of allowances for credit losses of $ 45,000 )
23,907,000
24,130,000
Contract assets
642,000
487,000
Inventories
4,178,000
4,221,000
Prepaid expenses and other current assets
592,000
1,577,000
Income tax receivable
291,000
-
Total current assets
41,322,000
37,787,000
Property and equipment, net
5,283,000
5,672,000
Finite-life intangible assets, net
648,000
605,000
Other assets
106,000
161,000
Deferred income taxes
1,542,000
1,581,000
Total assets
$ 48,901,000
$ 45,806,000
Liabilities and Shareholders' Equity
Current Liabilities
Accounts payable
$ 792,000
$ 1,372,000
Accrued compensation
2,987,000
3,018,000
Income tax payable
-
336,000
Warranty reserve
1,525,000
1,378,000
Other accrued liabilities
1,022,000
1,949,000
Total current liabilities
6,326,000
8,053,000
Other long-term liabilities
31,000
86,000
Total liabilities
6,357,000
8,139,000
Commitments and Contingencies
Shareholders’ Equity
Common stock, $ 0.01 par value per share, 13,000,000 shares
authorized; 8,655,727 and 8,555,238 shares issued and outstanding, as of March 31, 2024, and June 30, 2023, respectively
87,000
86,000
Additional paid-in capital
20,342,000
18,788,000
Retained earnings
22,115,000
18,793,000
Total shareholders' equity
42,544,000
37,667,000
Total liabilities and shareholders' equity
$ 48,901,000
$ 45,806,000
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,
2024
2023
2024
2023
Net revenues
$ 13,871,000
$ 12,068,000
$ 39,884,000
$ 34,455,000
Cost of revenues
3,489,000
3,012,000
9,459,000
8,386,000
Gross profit
10,382,000
9,056,000
30,425,000
26,069,000
Operating expenses
Selling, general and administrative
8,374,000
7,694,000
25,699,000
22,937,000
Research and development
167,000
166,000
480,000
618,000
Total operating expenses
8,541,000
7,860,000
26,179,000
23,555,000
Operating income
1,841,000
1,196,000
4,246,000
2,514,000
Interest income, net
120,000
26,000
293,000
37,000
Net income before income taxes
1,961,000
1,222,000
4,539,000
2,551,000
Income tax expense
468,000
147,000
1,217,000
418,000
Net income
$ 1,493,000
$ 1,075,000
$ 3,322,000
$ 2,133,000
Income per share:
Basic
$ 0.17
$ 0.13
$ 0.39
$ 0.25
Diluted
$ 0.17
$ 0.12
$ 0.38
$ 0.25
Weighted-average common shares outstanding:
Basic
8,565,725
8,461,531
8,549,352
8,449,623
Diluted
8,892,821
8,710,106
8,822,938
8,694,407
See Notes to Condensed Financial Statements
(Unaudited).
2
Electromed,
Inc.
Condensed Statements of Cash
Flows (Unaudited)
Nine Months Ended March 31,
2024
2023
Cash Flows From Operating Activities
Net income
$ 3,322,000
$ 2,133,000
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation
594,000
370,000
Amortization of finite-life intangible assets
37,000
52,000
Share-based compensation expense
1,250,000
506,000
Deferred income taxes
39,000
32,000
Changes in operating assets and liabilities:
Accounts receivable
223,000
( 1,293,000 )
Contract assets
( 155,000 )
( 284,000 )
Inventories
78,000
( 264,000 )
Prepaid expenses and other assets
1,234,000
105,000
Income tax receivable, net
( 627,000 )
( 270,000 )
Accounts payable and accrued liabilities
( 1,386,000 )
( 111,000 )
Accrued compensation
( 31,000 )
( 660,000 )
Net cash provided by operating activities
4,578,000
316,000
Cash Flows From Investing Activities
Expenditures for property and equipment
( 265,000 )
( 1,221,000 )
Expenditures for finite-life intangible assets
( 84,000 )
( 54,000 )
Net cash used in investing activities
( 349,000 )
( 1,275,000 )
Cash Flows From Financing Activities
Issuance of common stock upon exercise of options
111,000
40,000
Taxes paid on net share settlement of stock option exercises
-
( 305,000 )
Repurchase of common stock
-
( 153,000 )
Net cash provided by (used in) financing activities
111,000
( 418,000 )
Net increase (decrease) in cash
4,340,000
( 1,377,000 )
Cash and cash equivalents
Beginning of period
7,372,000
8,153,000
End of period
$ 11,712,000
$ 6,776,000
Supplemental Disclosures of Cash Flow Information
Cash paid for income taxes
$ 1,806,000
$ 655,000
Supplemental Disclosures of Noncash Investing and Financing Activities
Property and equipment acquisitions in accounts payable
$ 35,000
$ 136,000
Intangible asset acquisitions in accounts payable
$ -
$ 6,000
Option exercise proceeds in other assets
$ 194,000
$ -
Demonstration equipment returned to inventory
$ 35,000
$ 9,000
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 on June 30, 2022
8,475,438
$ 85,000
$ 18,308,000
$ 15,780,000
$ 34,173,000
Net income
–
–
–
81,000
81,000
Issuance of restricted stock
27,400
–
–
–
–
Forfeiture of restricted stock
( 14,166 )
–
–
–
–
Issuance of common stock upon exercise of options
11,760
–
–
–
–
Taxes paid on stock options exercised on a net basis
–
–
( 60,000 )
–
( 60,000 )
Share-based compensation expense
–
–
95,000
–
95,000
Repurchase of common stock
( 14,568 )
–
–
( 145,000 )
( 145,000 )
Balance on September 30, 2022
8,485,864
85,000
18,343,000
15,716,000
34,144,000
Net income
–
–
–
977,000
977,000
Issuance of restricted stock
26,000
–
–
–
–
Issuance of common stock upon exercise of options
3,100
–
16,000
–
16,000
Share-based compensation expense
–
–
221,000
–
221,000
Repurchase of common stock
( 800 )
–
–
( 8,000 )
( 8,000 )
Balance at December 31, 2022
8,514,164
$ 85,000
$ 18,580,000
$ 16,685,000
$ 35,350,000
Net income
–
–
–
1,075,000
1,075,000
Issuance of common stock upon exercise of options
42,436
1,000
23,000
–
24,000
Taxes paid on stock options exercised on a net basis
–
–
( 245,000 )
–
( 245,000 )
Share-based compensation expense
–
–
190,000
–
190,000
Balance on March 31, 2023
8,556,600
$ 86,000
$ 18,548,000
$ 17,760,000
$ 36,394,000
Common Stock
Additional Paid-
Retained
Total Shareholders’
Shares
Amount
in Capital
Earnings
Equity
Balance on June 30, 2023
8,555,238
$ 86,000
$ 18,788,000
$ 18,793,000
$ 37,667,000
Net income
–
–
–
155,000
155,000
Issuance of restricted stock
20,878
–
–
–
–
Issuance of common stock upon exercise of options
2,934
–
29,000
–
29,000
Share-based compensation expense
–
–
371,000
–
371,000
Balance on September 30, 2023
8,579,050
86,000
19,188,000
18,948,000
38,222,000
Net income
–
–
–
1,674,000
1,674,000
Issuance of restricted stock
21,000
–
–
–
–
Issuance of common stock upon exercise of options
2,627
–
26,000
–
26,000
Share-based compensation expense
–
–
420,000
–
420,000
Balance on December 31, 2023
8,602,677
$ 86,000
$ 19,634,000
$ 20,622,000
$ 40,342,000
Net income
–
–
–
1,493,000
1,493,000
Issuance of restricted stock
2,550
–
–
–
–
Issuance of common stock upon exercise of options
50,500
1,000
249,000
–
250,000
Share-based compensation expense
–
–
459,000
–
459,000
Balance on March 31, 2024
8,655,727
$ 87,000
$ 20,342,000
$ 22,115,000
$ 42,544,000
See Notes to Condensed Financial Statements (Unaudited).
4
Electromed,
Inc.
Notes to Condensed
Financial Statements (Unaudited)
Note 1. Interim Financial Reporting
Nature of business: Electromed, Inc.
(the “Company”) develops, manufactures, and markets innovative airway clearance products that apply High Frequency
Chest Wall Oscillation (“HFCWO”) therapy for pulmonary care patients. The Company markets its products in the U.S.
to the homecare and hospital markets. The Company also sells internationally through distributors.
Since its inception, the Company has operated
in a single industry segment: developing, manufacturing, and marketing medical equipment.
Basis of presentation: 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, 2023 (“fiscal 2023”).
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
289,362 and 179,992 for the three months ended March 31, 2024, and 2023, respectively, and were 400,639 and 200,140 for the nine
months ended March 31, 2024, and 2023, respectively.
Recently Issued Accounting Standards
In June 2016, the Financial Accounting Board issued
Accounting Standards Update (“ASU”) 2016-13, Financial Instruments -- Credit Losses: Measurement of Credit Losses
on Financial Instruments, which was subsequently amended by ASU 2018-19, ASU 2019-04, 2019-05, 2019-10, 2019-11, and 2020-02.
The standard introduces new accounting guidance for credit losses on financial instruments within its scope, including trade receivables.
This new guidance adds an impairment model that is based on expected losses rather than incurred losses. The company adopted the
standard effective July 1, 2023. The Company’s adoption of the standard did not have a material impact on the financial statements.
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 .
5
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,
2024
2023
2024
2023
Homecare
$ 12,287,000
$ 10,971,000
$ 36,108,000
$ 31,335,000
Hospital
783,000
440,000
1,909,000
1,420,000
Homecare distributor
524,000
501,000
1,377,000
1,391,000
Other
277,000
156,000
490,000
309,000
Total
$ 13,871,000
$ 12,068,000
$ 39,884,000
$ 34,455,000
In the following table, net homecare revenue is
disaggregated by payer type:
Three Months Ended March 31,
Nine Months Ended March 31,
2024
2023
2024
2023
Commercial
$ 5,974,000
$ 4,787,000
$ 17,684,000
$ 12,706,000
Medicare
4,825,000
4,544,000
13,666,000
13,753,000
Medicare Supplemental
1,177,000
1,278,000
3,447,000
3,681,000
Medicaid
115,000
128,000
722,000
618,000
Other homecare
196,000
234,000
589,000
577,000
Total
$ 12,287,000
$ 10,971,000
$ 36,108,000
$ 31,335,000
Revenues are recognized at a point in time when
control passes to the customer upon product shipment or delivery.
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:
Homecare market . In the Company’s
homecare 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 homecare market, the Company regards the SmartVest System to be a single performance obligation.
The Company makes available to its homecare
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 homecare market consist of a single performance obligation:
the SmartVest System.
Homecare 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.
6
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 homecare
agreements as transferring control to the patient upon shipment or delivery, despite possible payment cancellation under government
or commercial programs where the payer is controlling the payment over specified time periods. For homecare 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 because 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 homecare 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.
For each type of variable consideration discussed
above, there are many 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.
7
Homecare 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 the right to a higher discount on purchases more than 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.
Hospital market. The Company’s
hospital sales are made to hospitals and other clinics. Sales to these hospitals are negotiated with the individual hospital or
with group purchasing organizations, with payments received directly from the hospital. No insurance reimbursement is involved.
Generators are either sold or leased to the hospitals and associated hoses and wraps (used in hospital settings rather than vests)
are sold separately. Accordingly, each product is distinct and considered a separate performance obligation in sales to hospital
customers. The agreements with hospitals 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 within 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 later. Revenue for the consumable wraps is recognized when
control transfers to the customer.
Other. Other
revenue consists of international sales which are made directly to several independent distributors at fixed contract prices that
are not subject to further adjustments for variable consideration or sales to other customers that do not fall into the markets
described above. Transfer of control of the products occurs upon shipment or delivery to the distributor or customer, 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, -hospitals, 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 receivables are carried at amounts estimated to be received from patients under reimbursement
arrangements with third-party payers. Accounts receivable is also net of an allowance for credit losses. Management determines
the allowance for credit losses by regularly evaluating individual customer accounts and determining expected losses.
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 information about contract assets from contracts with customers:
8
Schedule of contract asset
Nine Months Ended March 31, 2024
Fiscal Year Ended June 30, 2023
Increase (decrease)
Increase (decrease)
Contract assets, beginning
$ 487,000
$ 286,000
Reclassification of contract assets to accounts receivable
( 1,453,000 )
( 1,220,000 )
Contract assets recognized
1,829,000
1,351,000
Increase (decrease) as a result of changes in the estimate of amounts to be realized from payers, excluding amounts transferred to receivables during the period
( 221,000 )
70,000
Contract assets, ending
$ 642,000
$ 487,000
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:
March 31, 2024
June 30, 2023
Parts inventory
$ 3,016,000
$ 3,420,000
Work in process
449,000
470,000
Finished goods
856,000
323,000
Estimated inventory to be returned
260,000
265,000
Less: Reserve for obsolescence
( 403,000 )
( 257,000 )
Total
$ 4,178,000
$ 4,221,000
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 hospital 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.
Changes in the Company’s warranty
reserve were as follows:
Nine Months Ended March 31, 2024
Fiscal Year Ended June 30, 2023
Warranty reserve, beginning
$ 1,378,000
$ 1,256,000
Accrual for products sold
426,000
416,000
Expenditures and costs incurred for warranty claims
( 279,000 )
( 294,000 )
Warranty reserve, ending
$ 1,525,000
$ 1,378,000
9
Note 5. Income Taxes
Income tax expense was estimated at $ 468,000
and $ 1,217,000 , and the effective tax rate was 23.9 % and 26.8 % for the three and nine months ended March 31, 2024, respectively.
Estimated income tax expense for the three and nine months ended March 31, 2024, includes a discrete current tax benefit of $ 99,000
and $ 95,000 , respectively, primarily related to the exercise of stock options.
Income tax expense was estimated at $ 147,000
and $ 418,000 , and the effective tax rate was 12.0 % and 16.4 % for the three and nine months ended March 31, 2023, respectively.
Estimated income tax expense for the three and nine months ended March 31, 2023, includes a discrete current tax benefit of $ 176,000
and $ 219,000 , respectively, related to the exercise of stock options.
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 June 30, 2020,
are no longer open to U.S. federal, state or local examinations by taxing authorities. The Company is not under any current income
tax examinations by any federal, 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 $ 2,500,000 revolving line of credit through December 18, 2025, if not renewed before such date. There was no outstanding
principal balance on the line of credit as of March 31, 2024, or June 30, 2023. Interest on borrowings under the line of credit,
if any, accrues at the prime rate ( 8.50 % on March 31, 2024) less 1.00 % and is payable monthly. The amount eligible for borrowing
on the line of credit is limited to the lesser of $ 2,500,000 or 57.00 % of eligible accounts receivable. On March 31, 2024, 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 the tangible and intangible assets of the Company.
The documents governing
the line of credit contain certain financial and non-financial 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. Common Stock
Authorized
shares: The Company’s Articles of Incorporation, as amended, have established 15,000,000 authorized shares
of capital stock consisting of 13,000,000 shares of common stock, par value $ 0.01 per share, and 2,000,000 shares
of undesignated stock.
On
May 26, 2021, the Company’s Board of Directors (the “Board”) approved a stock repurchase authorization. Under
the authorization, the Company was originally able to repurchase up to $ 3.0 million of shares of common stock through
May 26, 2022. On May 26, 2022, the Board removed the date limitation. As of March 31, 2024, a total of 239,995 shares
have been repurchased and retired under this authorization for a total cost of $ 2,725,000 , or $ 11.36 per share. Repurchased
shares have been retired and constitute authorized but unissued shares. There were no share repurchases for the three and nine
months ended March 31, 2024.
Note 8. 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
2023. Share-based compensation expense was $ 1,250,000 and $ 506,000 for the nine months ended March 31, 2024, and 2023, respectively.
This expense is included in selling, general and administrative expense in the Condensed Statements of Operations.
Stock Options
Stock option transactions during
the nine months ended March 31, 2024, are summarized as follows:
Number
of Shares
Weighted-Average Exercise Price per
Share
Outstanding on June 30, 2023
451,570
$ 6.93
Granted
263,162
$ 10.70
Exercised
( 56,063 )
$ 5.45
Cancelled or Forfeited
( 21,079 )
$ 10.46
Outstanding on March 31, 2024
637,590
$ 8.50
10
The following assumptions were
used to estimate the fair value of stock options granted:
Nine Months Ended
March 31, 2024
Fiscal Year Ended
June 30, 2023
Risk-free interest rate
3.85 – 4.64 %
2.88 - 4.23 %
Expected term (years)
6
6
Expected volatility
51 - 53 %
53 % - 54 %
The intrinsic value of an option is the amount
by which the fair value of the underlying stock exceeds its exercise price. On March 31, 2024, the weighted average remaining contractual
term for all outstanding stock options was 6.7 years and the aggregate intrinsic value of the options was $ 4,878,000 . Outstanding
on March 31, 2024, were 637,590 stock options issued to employees, of which 319,088 were vested and exercisable and had an aggregate
intrinsic value of $ 3,118,000 . As of March 31, 2024, $ 925,000 of total unrecognized compensation expense related to stock options
is expected to be recognized over a weighted-average period of approximately 2.8 years.
Restricted Stock
During the nine months ended March 31, 2024,
the Company issued restricted stock awards to employees totaling 23,428 shares of common stock, with a weighted average vesting
term of 3.0 years and a weighted average fair value of $ 10.74 per share, and to directors totaling 21,000 shares of common stock,
with a vesting term of six months and a weighted average fair value of $ 10.44 per share. There were 57,661 shares of unvested restricted
stock with a weighted average fair value of $ 10.53 per share outstanding as of March 31, 2024. As of March 31, 2024, $ 253,000 of
total unrecognized compensation expense related to restricted stock awards is expected to be recognized over a weighted-average
period of approximately 1.6 years.
Performance-Based Restricted Stock Units
The Company granted 175,000 performance-based
restricted stock units (“PSUs”) to our CEO in connection with his appointment as CEO on July 1, 2023. The PSUs are
to be earned based on the extent to which performance goals tied to Total Shareholder Return (“TSR”) are achieved.
The performance-based restricted stock units will be eligible to vest and settle into shares of common stock on a 1-for-1 basis
with respect to one-half of the shares upon achieving a total shareholder return of 50% and the remaining shares upon a total shareholder
return of 100%, in each case within four years of the date of grant. The grant date fair value of the awards was determined using
a Monte Carlo valuation model with an expected term of four years.
Stock based compensation expense recognized for
PSUs was $ 217,000 and $ 0 for the nine months ended March 31, 2024, and 2023, respectively. The weighted average grant date fair
value per unit was $ 6.58 and as of March 31, 2024, there are 175,000 PSUs outstanding. On March 31, 2024, there was approximately
$ 935,000 of total unrecognized compensation expense related to outstanding PSUs that is expected to be recognized over a period
of 3.25 years.
Note 9. 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.
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.