What changed in this filing

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Item 1. Financial Statements

2025-02-13 compared with 2024-11-14 · 81 added, 115 removed, 290 unchanged (40% of the section changed)

3 unchanged sentences

(in thousands except share and per share amounts)

September 30,

Current Assets:

22 unchanged sentences

Stockholders’ Equity

Common stock, $ 0.00001 par value, 100,000,000 shares authorized, 9,896,850 and 9,896,850 shares issued and outstanding at September 30, 2024 and June 30, 2024, respectively

Common stock, $ 0.00001 par value, 100,000,000 shares authorized, 9,896,850 and 9,896,850 shares issued and outstanding at December 31, 2024 and June 30, 2024, respectively

Additional paid-in capital

7 unchanged sentences

Three Months Ended

September 30,

Six Months Ended

Cost of goods sold

4 unchanged sentences

Total operating expenses

Operating (loss) income

Operating (loss)

Other income (expense)

1 unchanged sentence

Total other income

Net (loss) income

Weighted average shares outstanding:

5 unchanged sentences

(in thousands except for share amounts)

Three months ended September 30, 2024

Three and Six months ended December 30, 2024

Paid-In Capital

2 unchanged sentences

Balance as of September 30, 2024

Three months ended September 30, 2023

Paid-In Capital

Balance as of June 30, 2023

Issuance of stock to employees

Grant of options to officer

Balance as of December 31, 2024

Three and Six months ended December 31, 2023

Balance June 30, 2023

Grant of options to officer

Balance as of September 30, 2023

Grant of options to officer

Share buyback and cancellation

Balance as of December 31, 2023

The accompanying notes are an integral part of these condensed consolidated financial statements.

2 unchanged sentences

(in thousands)

Three Months Ended

Six Months Ended

Cash flows from operating activities:

Net (loss) income

Adjustments to reconcile net (loss)/income to net cash (used in) operating activities:

Adjustments to reconcile net (loss) to net cash provided by (used in) operating activities:

Provision for credit losses

12 unchanged sentences

Lease liabilities

Net cash (used in) operating activities

Net cash provided by (used in) operating activities

Cash flows from investing activities

1 unchanged sentence

Net cash (used in) investing activities

Net (decrease) increase in cash

Cash flows from financing activities

Stock Buyback

Net cash (used in) financing activities

Net increase (decrease) in cash

Cash, beginning of the period

1 unchanged sentence

Non-cash investing and financing activities:

Right-of-use assets from new lease

Right-of-use assets from lease modification

16 unchanged sentences

Throughout 2020 and through 2022 the theatres reopened as soon as local restrictions, and the status of the COVID-19 pandemic would allow.

As of September 30, 2024, a large majority of domestic and international theatres were open.

As of December 31, 2024, a large majority of domestic and international theatres were open.

The industry’s recovery to historical levels of new film content, both in terms of the number of new films and box office performance, is still underway, as the industry also continues to adjust to evolving theatrical release windows, competition from streaming and other delivery platforms, supply chain delays, inflationary pressures, labor shortages, wage rate pressures and other economic factors.

Based on the management’s current estimates of recovery, it believes it will generate sufficient cash to sustain operations for a period of 12 months from the issuance of these financial statements.

Nonetheless, the COVID-19 pandemic has had, and continues to have, adverse effects on the Company’s business, results of operations, cash flows and financial condition.

Based on the management’s current estimates, it believes it will generate sufficient cash to sustain operations for a period of 12 months from the issuance of these financial statements.

Principles of Consolidation:

10 unchanged sentences

The June 30, 2024 condensed consolidated balance sheet has been derived from the audited consolidated financial statements.

Operating results for the three months ended September 30, 2024 are not necessarily indicative of the results that may be expected for any subsequent quarters or for the year ending June 30, 2025.

Operating results for the three and six months ended December 31, 2024 are not necessarily indicative of the results that may be expected for any subsequent quarters or for the year ending June 30, 2025.

NOTE 1 — BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

11 unchanged sentences

Accounts Receivable:

Accounts receivables are carried at original invoice amount less allowance for credit losses.

Accounts receivable are carried at original invoice amount less allowance for credit losses.

Management determines the allowance for credit losses by identifying troubled accounts and by using historical experience applied to an aging of accounts.

Accounts receivables are written off when deemed uncollectible.

Accounts receivable are written off when deemed uncollectible.

Recoveries of receivables previously written off are recorded when received.

Accounts receivables are considered to be past due if any portion of the receivable balance is outstanding for more than 90 days past the customer’s granted terms.

Accounts receivable are considered to be past due if any portion of the receivable balance is outstanding for more than 90 days past the customer’s granted terms.

The Company does not charge interest on past-due balances or require collateral on its accounts receivable.

As of September 30, 2024 and June 30, 2024 the allowance for credit losses is approximately $ 389,000 and $ 378,000 , respectively.

As of December 31, 2024 and June 30, 2024 the allowance for credit losses is approximately $ 397,000 and $ 378,000 , respectively.

Inventories are stated at the lower of cost or net realizable value, with cost being determined on the first-in, first-out cost method of accounting.

2 unchanged sentences

The Company’s policy is to closely monitor inventory levels, obsolescence and lower market values compared to costs and, when necessary, reduce the carrying amount of its inventory to its net realizable value.

As of September 30, 2024 and June 30, 2024, the inventory reserve was $ 1,186,000 and $ 1,106,000 , respectively, and inventory on hand was comprised primarily of finished goods ready for sale.

As of December 31, 2024 and June 30, 2024, the inventory reserve was $ 1,269,000 and $ 1,106,000 , respectively, and inventory on hand was comprised primarily of finished goods ready for sale.

Revenue Recognition:

15 unchanged sentences

Such deposits are reflected as customer deposits and recognized in revenue when control of the products is transferred or when performance conditions are satisfied per the agreement.

The change in contract liabilities (customer deposits and unearned warranty revenue) during the three months ended September 30, 2024 included $ 0.731 million for revenue recognized that was included in contract liability as of June 30 2024.

The change in contract liabilities (customer deposits and unearned warranty revenue) during the six months ended December 31, 2024 included $ 0.731 million for revenue recognized that was included in contract liability as of June 30 2024.

Contract Liabilities ($ in Thousands)

September 30, 2024

June 30, 2024

Contract Liabilities

7 unchanged sentences

Three Months Ended

September 30,

Six Months Ended

Disaggregation of Revenue ($ in Thousands)

11 unchanged sentences

Shipping and handling costs are included in cost of goods sold and are recognized as a period expense during the period in which they are incurred.

NOTE 1 — BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Advertising Costs:

Advertising costs were approximately $ 4,000 and $ 3,400 for the three months ended September 30, 2024 and 2023 .

Advertising costs were approximately $ 8,200 and $ 6,200 for the three months ended December 31, 2024 and 2023, respectively and $ 12,200 and $ 9,600 for the six months ended December 31, 2024 and 2023, respectively.

Advertising costs are expensed as incurred within selling and marketing expenses.

NOTE 1 — BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Intangible assets:

2 unchanged sentences

Management reviews its intangible assets for impairment whenever events or circumstances indicate that the carrying amount of an asset may not be fully recoverable.

There were no intangible asset impairments recognized for the three months ended September 30, 2024 or 2023.

There were no intangible asset impairments recognized for the three or six months ended December 31, 2024 or 2023.

Business Combinations:

8 unchanged sentences

Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized.

The following table summarizes the components of deferred tax assets and deferred tax liabilities at September 30, 2024 and June 30, 2024 (in thousands):

The following table summarizes the components of deferred tax assets and deferred tax liabilities at December 31, 2024 and June 30, 2024 (in thousands):

$ in Thousands

Deferred Tax Assets (Liabilities)

September 30, 2024

December 31, 2024

June 30, 2024

15 unchanged sentences

The Company has the right to return defective products for up to three years , depending on the manufacturers’ individual policies.

As of September 30, 2024 and June 30, 2024, the Company has established a warranty reserve of $ 56,000 and $ 69,000 , respectively, which is included in accrued expenses in the accompanying condensed consolidated balance sheets.

As of December 31, 2024 and June 30, 2024, the Company has established a warranty reserve of $ 39,000 and $ 69,000 , respectively, which is included in accrued expenses in the accompanying condensed consolidated balance sheets.

NOTE 1 — BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

The changes in the Company’s aggregate warranty liabilities were as follows for the following periods (in thousands):

September 30,

Produce warranty liability, beginning of period

Product warranty liability, beginning of period

Accruals for warranties issued

Settlements made

Produce warranty liability, end of period

Product warranty liability, end of period

Research and Development:

10 unchanged sentences

Loss per Share

For the Three Months Ended

For the Three Months

For the Six Months

(In Thousands except for share

September 30,

Ended December 31

and per share price)

Net (loss)/Income

Weighted average common shares outstanding, basic and diluted

Net (loss)/income per share

Net (loss) per share

Basic and diluted

The following securities were excluded from the calculation of diluted loss per share in each period because their inclusion would have been anti-dilutive:

For the Three Months Ended

For the Six Months Ended

Total potentially dilutive shares

For the three months ended September 30, 2024 the Company had a net loss.

For the three and six months ended December 31, 2024 the Company had a net loss.

However, all potentially dilutive securities were also deemed to be anti-dilutive because their exercise price exceeded the weighted average trading price of the Company’s stock for the period.

NOTE 3 — PROPERTY AND EQUIPMENT

Property and equipment consist of the following (in thousands):

Property and Equipment

For the Three Months

($ in Thousands)

Ended September 30

Ended June 30

Production equipment

Leasehold improvements

Furniture and fixtures

Computer equipment

Other equipment

Accumulated depreciation

Net property and equipment

Depreciation expense related to property and equipment was $ 4,000 and $ 2,500 for the three months ended September 30, 2024 and 2023, respectively of which $ 0 and $ 2,100 is included in cost of goods and $ 3,000 and $ 400 in general and administrative expense, respectively.

NOTE 3 — PROPERTY AND EQUIPMENT (continued)

Depreciation of property and equipment is calculated using the straight-line method over their estimated useful lives as follows:

Leasehold improvements

5 years or remaining lease term

Furniture and fixtures

Production equipment

Computer equipment

Other equipment

NOTE 3— INTANGIBLE ASSETS

The following table summarizes the Company’s intangible assets as of September 30, 2024 (in thousands):

The following table summarizes the Company’s intangible assets as of December 31, 2024 (in thousands):

Customer relations

1 unchanged sentence

Customer relations

NOTE 4— INTANGIBLE ASSETS (continued)

Amortization expense was $ 15,000 and $ 14,000 for the three months ended September 30, 2024 and 2023, respectively, and is included in general and administrative expense.

Estimated amortization expense related to intangible assets subject to amortization at September 30, 2024 in each of the years subsequent to September 30, 2024, and thereafter is as follows (amounts in thousands);

Amortization expense was $ 15,000 and $ 15,000 for the three months ended December 31, 2024 and 2023, respectively, and $ 29,000 and $ 29,000 for the six months ended December 31, 2024 and 2023, respectively, and is included in general and administrative expense.

Estimated amortization expense related to intangible assets subject to amortization at December 31, 2024 in each of the years subsequent to December 31, 2024, and thereafter is as follows (amounts in thousands);

NOTE 4— ACCRUED EXPENSES

1 unchanged sentence

Accrued Expenses

September 30,

($ in Thousands)

4 unchanged sentences

The Plan, as amended, provides for the issuance of stock-based awards to employees.

As of September 30, 2024, the Plan provides for the issuance of up to 1,500,000 stock-based awards.

There are 1,220,000 stock-based awards available to grant under the Plan at September 30, 2024.

In July 2021, MiT Inc.

entered into an Exchange Agreement with MiT LLC pursuant to which MiT Inc.

agreed to exchange membership units for 2,350,000 shares of Common Stock representing 41.4 % of the equity as of such date on a fully diluted basis for no consideration.

The shares were exchanged as part of the Exchange Agreement with the Company.

The Company recognized $ 5,000 and $ 5,000 in compensation expense for stock options during the three months ended September 30, 2024 and September 30, 2023, respectively.

As of December 31, 2024, the Plan provides for the issuance of up to 1,500,000 stock-based awards.

There are 1,020,000 stock-based awards available to grant under the Plan at December 31, 2024.

On March 6, 2023, the Board of Directors (the “Board”) of Moving iMage Technologies, Inc.

(the “Company”) approved an amendment (the “Amendment”) to the Company’s Amended and Restated Bylaws that amends the quorum for a stockholders’ meeting or action to be at least 33 1/3% of all shares of stock issued and outstanding and entitled to vote thereat, present in person or represented by proxy

For the three month period ended September 30, 2024, there was no unrecognized compensation cost related to nonvested stock option awards and no option granted.

NOTE 6 — STOCKHOLDERS’ EQUITY (continued)

On October 30, 2024, and as part of Francis Godfrey’s appointment as the Company’s President and Chief Operating Officer, the Board granted Francis Godfrey 200,000 options with an exercise price of $ 0.65 with 25 % vesting immediately and the remainder vesting at 25 % per year thereafter .

In December 2024 , the Board of Directors granted Phil Rafnson, CEO, a $ 100,000 bonus in recognition of his prior salary concessions made and for his efforts in the revised Company budget and his leadership in securing Francois Godfrey as President.

The Company recognized compensation expense of approximately $ 32,000 and $ 5,000 for stock options during the three months ended December 31, 2024 and December 31, 2023, respectively, and $ 37,000 and $ 10,000 during the six months ended December 31, 2024 and December 31, 2023, respectively.

None of these potentially dilutive securities were included in the computation of diluted earnings per share as their impact would be anti-dilutive.

The estimated fair value of each option award granted was determined on the date of grant using the Black-Scholes option valuation model.

No options were granted during the three and nine months ended September 30, 2024.

The following weighted average assumptions were used for option grants during the three months ended September 30, 2023:

200,000 were granted during the three and six months ended December 31, 2024.

There were no option grants during the three and six months ended December 31, 2023:

Risk-free interest rate

2 unchanged sentences

Expected option term in years

As authorized by the Board on May 26, 2023, directors may receive their board fees as cash on in shares of the Company’s stock.

The Company records director fee expense at the end of each board meeting.

On March 25, 2024, the Company subsequently issued 18,938 shares to its independent directors for director fees earned during the nine months ended September 30, 2024.

A summary of the status of the Company’s stock options as of September 30, 2024 and changes during the three months ended September 30, 2024 are presented below.

A summary of the status of the Company’s stock options as of December 31, 2024 and changes during the six months ended December 31, 2024 are presented below.

Balance, July 1, 2024

2 unchanged sentences

Cancelled during the period

Balance, September 30, 2024

A summary of the status of the Company’s stock options as of September 30, 2023 and changes during the three months ended September 30, 2023 are presented below.

Balance, December 31, 2024

NOTE 5 — STOCKHOLDERS’ EQUITY (continued)

A summary of the status of the Company’s stock options as of December 31, 2023 and changes during the six months ended December 31, 2023 are presented below.

Balance, July 1, 2023

2 unchanged sentences

Terminated/Expired during the period

Balance, September 30, 2023

The following table summarizes information about outstanding and exercisable stock options at September 30, 2024:

Balance, December 31, 2023

The following table summarizes information about outstanding and exercisable stock options at December 31, 2024:

Exercise Price

There was no warrant activity or warrants outstanding during the year ended June 30, 2024 or for the three months ended September 30, 2024 and 2023.

$ 0.65 - $ 1.10

There was no warrant activity or warrants outstanding during the year ended June 30, 2024 or for the six months ended December 31, 2024 and 2023.

NOTE 6 — CUSTOMER AND VENDOR CONCENTRATIONS

Three customers accounted for 17 % , 13 % and 11 % , respectively, of the Company’s sales for the three months ended September 30, 2024.

At September 30, 2024, the amount of outstanding receivables related to the three customers was approximately $ 135,000 .

Two customers accounted for 15 % and 14 % of the Company’s sales for the three months ended September 30, 2023.

Approximately 26 % of the Company’s purchases were provided by one vendor for the three months ended September 30, 2024.

Approximately 23 % and 20 % of the Company's purchases were provided by two vendors for the three months ended September 30, 2023.

Two customers accounted for 15 % and 12 % , respectively, of the Company’s sales for the three months ended December 31, 2024.

Two customers accounted for 13 % and 11 % , respectively, of the Company’s sales for the six months ended December 31, 2024.

At December 31, 2024, the amount of outstanding receivables related to the two customers was approximately $ 287,000 .

Two customers accounted for 15 % and 10 % of the Company’s sales for the three months ended December 31, 2023.

Approximately 18 % of the Company’s purchases were provided by one vendor for the three months ended December 31, 2024.

Approximately 11 % of the Company's purchases were provided by one vendor for the three months ended December 31, 2023.

One vendor accounted for 17 % of the Company’s sales for the six months ended December 31, 2024.

Approximately 19 % and 17 % of the Company's purchases were provided by 2 vendors for the six months ended December 31, 2023

NOTE 7 — LEASE COMMITMENTS AND CONTINGENCIES

1 unchanged sentence

The Company leases executive office and warehouse space in Fountain Valley, CA, pursuant to separate lease agreements.

Under ASC 842, at contract inception the Company determined whether the contract is or contains a lease and whether the lease should be classified as on operating or a financing lease.

Under ASC 842, at contract inception the Company determined whether the contract is or contains a lease and whether the lease should be classified as an operating or a financing lease.

Operating leases are included in ROU (right-of-use) assets and operating lease liabilities in our condensed consolidated balance sheets.

6 unchanged sentences

On June 4, 2024, the Company notified its Grace facility location landlord of its intent to vacate at the end of the current January 31, 2025 lease term.

In addition to the monthly base amounts in the lease agreements, the Company is required to pay a portion of real estate taxes and common operating expenses during the lease terms.

The Company’s operating lease expense was $ 86,000 and $ 73,000 for the three months ended September 30, 2024 and 2023, respectively.

NOTE 7 — LEASE COMMITMENTS AND CONTINGENCIES (continued)

Future minimum lease payments at September 30, 2024 under these arrangements are as follows:

On October 30, 2024, the Company entered into a new 4,344 square foot facility lease with a three-year lease term and a February 1, 2028.lease expiration date.

The monthly rent payable for the first year of the extended term will be $ 6,299 and increases by 4 % on each anniversary date.

In addition to the monthly base amounts in the lease agreements, the Company is required to pay a portion of real estate taxes and common operating expenses during the lease terms.

The Company’s operating lease expense was $ 99,000 and $ 73,000 for the three months ended December 31, 2024 and 2023, respectively.

The Company’s operating lease expense was $ 185000 and $ 147,000 for the six months ended December 31, 2024 and 2023, respectively.

Future minimum lease payments at December 31, 2024 under these arrangements are as follows:

(in thousands)

3 unchanged sentences

Present value of operating lease payments

The following table sets forth the ROU assets and operating lease liabilities as of September 30, 2024:

The following table sets forth the ROU assets and operating lease liabilities as of December 31, 2024:

(in thousands)

8 unchanged sentences

NOTE 8 — SUBSEQUENT EVENTS

On October 30, 2024, the Board of Directors of Moving iMage Technologies, Inc.

the Company appointed Francois Godfrey to serve as the Company’s President, Chief Operating Officer and Board Member, effective October 30, 2024.

Godfrey replaces Phil Rafnson as President with Mr.

Rafnson remaining as the Company’s Chief Executive Office and Chairman of the Board.

On October 30, 2024, Bevan Wright, Executive Vice President, resigned from the Board of Directors and will serve as an advisory board member, effective October 30, 2024, 2024.

Wright’s decision to resign from the Board was not due to any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.

In connection with Mr.

Godfrey’s appointment, on October 30, 2024, the Company and Mr.

Godfrey entered into an arrangement pursuant to which Mr.

Godfrey will be paid an annual salary of $ 225,000 .

On October 30, 2024, the Company entered into a new 4,344 square foot facility lease with a three-year lease term and a February 1, 2028.lease expiration date.

The monthly rent payable for the first year of the extended term will be $ 6,299 and increases by 4 % on each anniversary date.

NOTE 9 — SUBSEQUENT EVENTS (continued)

Management has evaluated events from September 30, 2024 through November 14, 2024, the date these financial statements were available to be issued and determined that there have been no other events that occurred that would require adjustment to our disclosures in the condensed consolidated financial statements.

Management has evaluated events from December 31, 2024 through February 13, 2025, the date these financial statements were available to be issued and determined that there have been no other events that occurred that would require adjustment to our disclosures in the condensed consolidated financial statements.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements