Item 1. Financial Statements
ITEM 1. FINANCIAL STATEMENTS
MOVING IMAGE TECHNOLOGIES, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands except share and per share amounts)
December 31,
June 30,
2024
2024
(unaudited)
Assets
Current Assets:
Cash
$
5,316
$
5,278
Accounts receivable, net
749
1,048
Inventories, net
2,121
3,117
Prepaid expenses and other
202
470
Total Current Assets
8,388
9,913
Long-Term Assets:
Right-of-use asset
1,206
144
Property and equipment, net
21
28
Intangibles, net
393
422
Other assets
23
16
Total Long-Term Assets
1,643
610
Total Assets
$
10,031
$
10,523
Liabilities And Stockholders’ Equity
Current Liabilities:
Accounts payable
$
1,642
$
2,261
Accrued expenses
406
320
Customer refunds
423
399
Customer deposits
1,057
1,651
Lease liability–current
206
151
Unearned warranty revenue
65
31
Total Current Liabilities
3,799
4,813
Long-Term Liabilities:
Lease liability–non-current
1,037
—
Total Long-Term Liabilities
1,037
—
Total Liabilities
4,836
4,813
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 December 31, 2024 and June 30, 2024, respectively
—
—
Additional paid-in capital
12,003
11,965
Accumulated deficit
( 6,808 )
( 6,255 )
Total Stockholders’ Equity
5,195
5,710
Total Liabilities and Stockholders’ Equity
$
10,031
$
10,523
The accompanying notes are an integral part of these condensed consolidated financial statements.
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MOVING IMAGE TECHNOLOGIES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands except share and per share amounts)
(unaudited)
Three Months Ended
Six Months Ended
December 31,
December 31,
2024
2023
2024
2023
Net sales
$
3,441
$
3,265
$
8,693
$
9,900
Cost of goods sold
2,505
2,506
6,386
7,322
Gross profit
936
759
2,307
2,578
Operating expenses:
Research and development
47
72
109
139
Selling and marketing
462
628
991
1,170
General and administrative
988
889
1,836
1,716
Total operating expenses
1,497
1,589
2,936
3,025
Operating (loss)
( 561 )
( 830 )
( 629 )
( 447 )
Other income (expense)
Interest and other income, net
34
36
77
92
Total other income
34
36
77
92
Net (loss)
$
( 527 )
$
( 794 )
$
( 552 )
$
( 355 )
Weighted average shares outstanding: basic and diluted (Note 2)
9,896,850
10,655,686
9,896,850
10,670,732
Net (loss) income per common share basic and diluted
$
( 0.05 )
$
( 0.07 )
$
( 0.06 )
$
( 0.03 )
The accompanying notes are an integral part of these condensed consolidated financial statements.
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MOVING IMAGE TECHNOLOGIES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY
(in thousands except for share amounts)
(unaudited)
Three and Six months ended December 30, 2024
Common Stock
Additional
Accumulated
Shares
Amount
Paid-In Capital
Deficit
Total
Balance as of June 30, 2024
9,896,850
$
—
$
11,965
$
( 6,255 )
$
5,710
Grant of options to officer
—
—
5
—
5
Net loss
—
—
—
( 25 )
( 25 )
Balance as of September 30, 2024
9,896,850
$
—
$
11,970
$
( 6,281 )
$
5,690
Grant of options to officer
—
—
32
—
32
Net loss
—
—
—
( 527 )
( 527 )
Balance as of December 31, 2024
9,896,850
$
—
$
12,003
$
( 6,808 )
$
5,195
Three and Six months ended December 31, 2023
Balance June 30, 2023
10,685,778
$
—
$
12,462
$
( 4,883 )
$
7,579
Grant of options to officer
—
—
5
—
5
Net profit
—
—
—
439
439
Balance as of September 30, 2023
10,685,778
$
—
$
12,467
$
( 4,444 )
$
8,023
Grant of options to officer
—
—
5
—
5
Share buyback and cancellation
( 109,135 )
—
( 101 )
—
( 101 )
Net loss
—
—
—
( 794 )
( 794 )
Balance as of December 31, 2023
10,576,643
$
—
$
12,371
$
( 5,238 )
$
7,133
The accompanying notes are an integral part of these condensed consolidated financial statements.
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MOVING IMAGE TECHNOLOGIES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(unaudited)
Six Months Ended
December 31
2024
2023
Cash flows from operating activities:
Net (loss)
$
( 552 )
$
( 355 )
Adjustments to reconcile net (loss) to net cash provided by (used in) operating activities:
Provision for credit losses
19
4
Inventory reserve
163
384
Depreciation expense
7
5
Amortization expense
29
29
Right-of-use amortization
133
133
Stock option compensation expense
37
10
Changes in operating assets and liabilities
Accounts receivable
280
( 237 )
Inventories
833
( 424 )
Prepaid expenses and other
260
( 503 )
Accounts payable
( 619 )
( 315 )
Accrued expenses and customer refunds
111
64
Unearned warranty revenue
34
14
Customer deposits
( 594 )
( 38 )
Lease liabilities
( 103 )
( 135 )
Net cash provided by (used in) operating activities
38
( 1,364 )
Cash flows from investing activities
Purchases of property and equipment
—
( 12 )
Net cash (used in) investing activities
—
( 12 )
Cash flows from financing activities
Stock Buyback
—
( 101 )
Net cash (used in) financing activities
—
( 101 )
Net increase (decrease) in cash
38
( 1,477 )
Cash, beginning of the period
5,278
6,616
Cash, end of the period
$
5,316
$
5,139
Non-cash investing and financing activities:
Right-of-use assets from new lease
$
( 207 )
$
—
Right-of-use assets from lease modification
$
( 988 )
$
—
The accompanying notes are an integral part of these condensed consolidated financial statements.
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NOT E 1 — BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Organization: Moving iMage Technologies, Inc., a Delaware corporation, together with its wholly owned subsidiaries unless the context indicates otherwise, the (“Company”) was incorporated in June 2020. The Company, through its wholly owned subsidiary, Moving iMage Technologies, LLC (“MiT LLC”) and MiT LLC’s wholly-owned subsidiary, Moving iMage Acquisition Co., (DBA “Caddy Products”), designs, integrates, installs and distributes proprietary and custom designed equipment as well as off the shelf cinema products needed for contemporary cinema requirements. The Company also offers single source solutions for cinema design, procurement, installation and service to the creative and production communities for screening, digital intermediate and other critical viewing rooms. Additionally, the Company offers a wide range of technical, design and consulting services such as custom engineering, systems design, integration and installation, and digital technology, as well as software solutions for operations enhancement and theatre management. The Company also provides turnkey furniture, fixture and equipment services to commercial cinema exhibitors for new construction and remodels including design, consulting, installation and project management as well as procurement of seats, lighting, acoustical treatments, screens, projection and sound.
Moving iMage Acquisition Co. (DBA “Caddy Products”) designs, develops and manufactures innovative products for the entertainment, cinema, grocery, worship, restaurant, sports and restroom industries.
Impact of the COVID-19 Pandemic: The COVID-19 pandemic has had an unprecedented impact on the world and the movie exhibition industry. The social and economic effects have been widespread. At various points during the pandemic, authorities around the world-imposed measures intended to control the spread of COVID-19, including stay-at-home orders and restrictions on large public gatherings, which caused movie theaters in countries around the world to temporarily close. The repercussions of the COVID-19 global pandemic resulted in a significant impact to our customers, specifically those in the entertainment and cinema industries. As a result, the Company implemented various cash preservation strategies, including, but not limited to, temporary personnel and salary reductions, halting non-essential operating and capital expenditures, and negotiating modified timing and/or abatement of contractual payments with landlords and other major suppliers.
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 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, 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: The condensed consolidated financial statements include the accounts of MiT Inc., its wholly owned subsidiary, MiT LLC, and MiT LLC’s wholly owned subsidiary, Moving iMage Acquisition Co., (DBA “Caddy Products”). All significant intercompany transactions and balances have been eliminated in consolidation.
Basis of Presentation: The Company’s financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”).
Unaudited Interim Condensed Consolidated Financial Statements: The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. GAAP for interim financial information. Accordingly, they do not include all of the information and notes required by U.S. GAAP. However, in the opinion of the management of the Company, all adjustments of a normal recurring nature necessary for a fair presentation of the financial position and operating results have been included in these statements. These condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements included in its Annual Report on Form 10-K for the fiscal year ended June 30, 2024, and with the disclosures and risk factors presented therein. The June 30, 2024 condensed consolidated balance sheet has been derived from the audited consolidated financial statements. 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.
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NOTE 1 — BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
Assets and Liabilities Measured on a Non-recurring Basis - In addition to assets and liabilities that are measured at fair value on a recurring basis, we also measure certain assets and liabilities at fair value on a nonrecurring basis. Our non-financial assets, including goodwill, intangible assets and property and equipment, are measured at fair value when there is an indication of impairment and the carrying amount exceeds the asset’s projected undiscounted cash flows. These assets are recorded at fair value only when an impairment charge is recognized.
Use of Estimates: The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities (including sales returns, credit losses, inventory reserves, warranty reserves, purchase price allocation and asset impairments), disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ significantly from those estimates.
Concentration of Cash: The Company maintains its cash in bank accounts which, at times, may exceed federally insured limits. The Company has not experienced any losses in such accounts. Management believes the Company is not exposed to any significant credit risk on its cash balances.
Accounts Receivable: 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 receivable are written off when deemed uncollectible. Recoveries of receivables previously written off are recorded when received. 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 December 31, 2024 and June 30, 2024 the allowance for credit losses is approximately $ 397,000 and $ 378,000 , respectively.
Inventories: 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. The Company purchases finished goods and materials to assemble kits in quantities that it anticipates will be fully used in the near term. Changes in operating strategy, customer demand, and fluctuations in market values can limit the Company’s ability to effectively utilize all products purchased and can result in finished goods with above-market carrying costs which may cause losses on sales to customers. 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 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: The Company follows Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers (“ASC 606”).
Revenue is recognized when control of the promised goods is transferred at the point of shipment to a customer, and when performance conditions are satisfied at the customer location, in an amount that reflects the consideration that the Company expects to receive in exchange for those goods as per the agreement with the customer. The Company generates all its revenue from agreements with customers based on equipment shipment dates and when customer location work is completed. In case agreements with multiple performance obligations, the Company identifies each performance obligation and evaluates whether the performance obligations are distinct within the context of the agreement at the agreement’s inception. Performance obligations that are not distinct at agreement inception are combined. The Company allocates the transaction price to each distinct performance obligation proportionately based on the estimated standalone selling price for each performance obligation and then evaluates how the services are transferred to the customer to determine the timing of revenue recognition.
The Company considers the U.S. GAAP criteria for determining whether to report revenue gross as a principal versus net as an agent. Factors considered include whether the Company is the primary obligor, has risks and rewards of ownership, and bears the risk that a customer may not pay for the products provided or services performed. If there are circumstances where the above criteria are not met, revenues recognized are presented net of cost of goods sold.
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NOTE 1 — BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued )
Contract assets consist of conditional or unconditional rights to consideration. Accounts receivable represent amounts billed to customers where the Company has an enforceable right to payment for performance completed to date (i.e., unconditional rights to consideration). The Company does not have contract assets that represent conditional rights to consideration.
Contract liabilities consist of customer refunds and warranty liabilities, as well as deposits received in advance on sales to certain customers. 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 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)
December 31,
June 30,
Contract Liabilities
2024
2024
Customer deposits
$
1,057
$
1,651
Unearned Revenue
65
31
Customer refunds
423
399
Total
$
1,545
$
2,081
Cost of goods sold includes cost of inventory sold during the period, net of vendor discounts and allowances, and shipping and handling costs, and sales taxes. Taxes collected from customers are included in accounts payable on a net basis (excluded from revenues) until remitted to the government.
Deferred contract acquisition costs consist of sales commissions paid to the sales force, and the related employer payroll taxes, and are considered incremental and recoverable costs of obtaining a contract with a customer. The Company has determined that sales commissions paid are an immaterial component of obtaining a customer’s contract and has elected to expense sales commissions when earned.
Three Months Ended
Six Months Ended
December 31,
December 31,
Disaggregation of Revenue ($ in Thousands)
2024
2023
2024
2023
Equipment upon delivery (point in time)
$
3,404
$
3,221
$
8,597
$
9,838
Installation (point in time)
23
27
67
27
Software and services (over time)
14
17
29
35
Total revenues
$
3,441
$
3,265
$
8,693
$
9,900
Revenue from the sale of equipment is recognized upon shipment of such equipment to customers and when performance conditions are satisfied at the custom location.
Revenue from installation labor is recognized upon completion of the installation project and when the performance obligation is complete.
Software subscription revenue for remote monitoring services is recognized on a straight-line basis over the term of the contract, usually one year . Services revenues are generally recognized over time as the contracts are performed.
Returns and Allowances: The Company records allowances for discounts and product returns at the time of sale as a reduction of revenue as such allowances can be reliably estimated based on historical experience and known trends.
Shipping and Handling Costs: 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.
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NOTE 1 — BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
Advertising Costs: 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.
Intangible assets: Intangible assets arising from business combinations, such as customer relationships, trade names, and/or intellectual property, are initially recorded at fair value. The Company amortizes these intangible assets over the determined useful life which generally ranges from 11 to 20 years . 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 or six months ended December 31, 2024 or 2023.
Business Combinations: The Company includes the results of operations of the businesses that it acquires commencing on the respective dates of acquisition. The Company allocates the fair value of the purchase price of its acquisitions to the assets acquired and liabilities assumed based on their estimated fair values. The excess of the fair value of the purchase price over the fair values of these identifiable assets and liabilities is recorded as goodwill.
Income Taxes: The Company utilizes an asset and liability approach for financial accounting and reporting for income taxes. The provision for income taxes is based upon income or loss after adjustment for those permanent items that are not considered in the determination of taxable income. Deferred income taxes represent the tax effects of differences between the financial reporting and tax basis of the Company’s assets and liabilities at the enacted tax rates in effect for the years in which the differences are expected to reverse. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the period that includes the enactment date. 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 December 31, 2024 and June 30, 2024 (in thousands):
$ in Thousands
Deferred Tax Assets (Liabilities)
December 31, 2024
June 30, 2024
Inventory reserve
$
355
$
309
Accumulated depreciation
( 4 )
( 6 )
Accumulated goodwill amortization
61
63
Accumulated intangible amortization
128
125
Deferred rent
10
2
Warranty reserve
18
9
Stock compensation
68
68
Net operating loss carryforward
1,635
1,481
Allowance for doubtful accounts
36
106
Net
2,307
2,157
Valuation allowance
( 2,307 )
( 2,157 )
Total
$
—
$
—
Leases : On July 1, 2022 the Company adopted ASU 2016-02, Leases (Topic 842) which requires lessees to recognize assets and liabilities for the rights and obligations created by most leases on their balance sheet. In accordance with ASC 842, on July 1, 2024 the Company recognized Right of Use Assets in the amount of $ 1,062,000 and a lease liability of $ 1,062,000 for the leases associated with its executive office and warehouse space, as described in Note 7.
Product Warranty: The Company’s digital equipment products are sold under various limited warranty arrangements ranging from one year to three years . Company policy is to establish reserves for estimated product warranty costs in the period when the related revenue is recognized. The Company has the right to return defective products for up to three years , depending on the manufacturers’ individual policies. 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.
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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):
December 31,
June 30,
2024
2024
Product warranty liability, beginning of period
$
69
$
53
Accruals for warranties issued
259
250
Settlements made
( 289 )
( 234 )
Product warranty liability, end of period
$
39
$
69
Research and Development: The Company incurs costs to develop new products, as well as improve the appeal and functionality of its existing products. Research and development costs are charged to expense when incurred.
Recently Issued Accounting Pronouncements:
In November 2023, FASB issued ASU 2023-07 on segment disclosures. The amendments will be effective for fiscal years beginning after December 15, 2024 (fiscal 2025 for the Company) and interim periods within fiscal years beginning after December 15, 2024 (fiscal 2026 for the Company).
NOTE 2 — LOSS PER SHARE
Basic loss per share data for each period presented is computed using the weighted average number of shares of common stock outstanding during each such period. Diluted loss per share data is computed using the weighted average number of common and potentially dilutive securities outstanding during each period. Potentially dilutive securities consist of shares that would be issued upon the exercise of stock options and warrants, computed using the treasury stock method. A reconciliation of basic and diluted loss per share is as follows:
Loss per Share
For the Three Months
For the Six Months
(In Thousands except for share
Ended December 31
Ended December 31
and per share price)
2024
2023
2024
2023
Numerator:
Net (loss)
$
( 527 )
$
( 794 )
$
( 552 )
$
( 355 )
Denominator:
Weighted average common shares outstanding, basic and diluted
9,896,850
10,655,686
9,896,850
10,670,732
Net (loss) per share
Basic and diluted
$
( 0.05 )
$
( 0.07 )
$
( 0.06 )
$
( 0.03 )
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 Six Months Ended
December 31
2024
2023
Options
450,000
250,000
Total potentially dilutive shares
450,000
250,000
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.
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NOTE 3— INTANGIBLE ASSETS
The following table summarizes the Company’s intangible assets as of December 31, 2024 (in thousands):
Amortization
Gross Asset
Accumulated
Net Book
Period
Cost
Amortization
Value
Customer relations
11 years
$
970
$
685
$
285
Patents
20 years
70
19
51
Trademark
20 years
78
21
57
$
1,118
$
725
$
393
The following table summarizes the Company’s intangible assets as of June 30, 2024 (in thousands):
Amortization
Gross Asset
Accumulated
Net Book
Period
Cost
Amortization
Value
Customer relations
11 years
$
970
$
660
$
310
Patents
20 years
70
17
53
Trademark
20 years
78
19
59
$
1,118
$
696
$
422
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);
2025
$
30
2026
59
2027
59
2028
59
2029
59
Thereafter
127
Total
$
393
NOTE 4— ACCRUED EXPENSES
Accrued expenses consist of the following (in thousands):
Accrued Expenses
December 31,
June 30,
($ in Thousands)
2024
2024
Employee compensation
$
304
$
178
Accrued warranty
39
69
Freight
9
32
Sales tax
9
14
Other
45
27
Total
$
406
$
320
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NOTE 5 — STOCKHOLDERS’ EQUITY
In 2019, the Company adopted the 2019 Omnibus Incentive Plan (the “Plan”). The Plan, as amended, provides for the issuance of stock-based awards to employees. 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
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. 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:
December 31,
2024
Officer
Options
Risk-free interest rate
4.22
%
Expected volatility
84
%
Dividend yield
—
%
Expected option term in years
5.5
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.
Wtd. Avg.
Exercise
Options
Price
Balance, July 1, 2024
250,000
$
1.10
Granted during the period
200,000
0.65
Exercised during the period
—
—
Cancelled during the period
—
—
Balance, December 31, 2024
450,000
$
0.90
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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.
Wtd. Avg.
Exercise
Options
Price
Balance, July 1, 2023
250,000
$
1.10
Granted during the period
—
—
Exercised during the period
—
—
Terminated/Expired during the period
—
—
Balance, December 31, 2023
250,000
$
1.10
The following table summarizes information about outstanding and exercisable stock options at December 31, 2024:
Range of
Number
Number
Wtd. Avg.
Exercise Price
Outstanding
Exercisable
Wtd. Avg, Life
Exercise Price
$ 0.65 - $ 1.10
450,000
275,000
9.33 years
$ 0.90
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
Customers : 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.
Vendors: 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
Operating Leases: 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 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.
The Company’s executive office and warehouse lease agreements are classified as operating leases.
The lease agreements, as amended, expire on January 31, 2025 and do not include any renewal options. The agreements provide for initial monthly base amounts plus annual escalations through the term of the leases. On July 23, 2024, the Company renewed its Fountain Valley location effective February 1, 2025 by an additional five years with a January 31, 2030 lease expiration date. Both parties agreed that July 23, 2024 was the effective modification date. The monthly rent payable for the first year of the extended term will be $ 19,362 and increases by 4 % on each anniversary date. 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.
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NOTE 7 — LEASE COMMITMENTS AND CONTINGENCIES (continued)
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)
Total
Operating leases
Payments
2025
$
147
2026
313
2027
326
2028
303
2029
266
2030
159
Total undiscounted operating lease payments
$
1,514
Less imputed interest (at 8.5 % )
( 271 )
Present value of operating lease payments
$
1,243
The following table sets forth the ROU assets and operating lease liabilities as of December 31, 2024:
Assets
(in thousands)
ROU assets-net
$
1,206
Liabilities
Current operating lease liabilities
$
206
Long-term operating lease liabilities
1,037
Total ROU liabilities
$
1,243
The Company’s weighted average remaining lease term for its operating leases is 4.9 years using a weighted average discount rate of 8.5 %.
Legal Matters: From time to time, the Company is involved in routine litigation that arises in the ordinary course of business. There are no pending significant legal proceedings to which the Company is a party for which management believes the ultimate outcome would have a material adverse effect on the Company’s financial position.
NOTE 8 — SUBSEQUENT EVENTS
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.
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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.