What changed in this filing

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Item 1. Financial Statements

2025-05-15 compared with 2025-02-13 · 109 added, 62 removed, 309 unchanged (36% of the section changed)

27 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 December 31, 2024 and June 30, 2024, respectively

Common stock, $ 0.00001 par value, 100,000,000 shares authorized, 9,933,679 and 9,896,850 shares issued and outstanding at March 31, 2025 and June 30, 2024, respectively

Additional paid-in capital

7 unchanged sentences

Three Months Ended

Six Months Ended

Nine Months Ended

Cost of goods sold

15 unchanged sentences

(in thousands except for share amounts)

Three and Six months ended December 30, 2024

Three and Nine months ended March 31, 2025

Paid-In Capital

4 unchanged sentences

Balance as of December 31, 2024

Three and Six months ended December 31, 2023

Grant of options to officers

Issuance of stock to directors

Repriced options for directors and officer

Balance as of March 31, 2025

Three and Nine months ended March 31, 2024

Balance June 30, 2023

4 unchanged sentences

Balance as of December 31, 2023

Grant of options to officer

Issuance of stock to directors

Share buyback and cancellation

Share buyback and cancellation for officer

Balance as of March 31, 2024

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

2 unchanged sentences

(in thousands)

Six Months Ended

Nine Months Ended

Cash flows from operating activities:

6 unchanged sentences

Stock option compensation expense

Stock issued for director expenses

Changes in operating assets and liabilities

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

As of March 31, 2025, 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.

12 unchanged sentences

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.

Operating results for the three and nine months ended March 31, 2025 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)

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.

Our non-financial assets, including 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.

14 unchanged sentences

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.

As of March 31, 2025 and June 30, 2024 the allowance for credit losses is approximately $ 436,000 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 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.

As of March 31, 2025 and June 30, 2024, the inventory reserve was $ 1,383,000 and $ 1,106,000 respectively, and inventory on hand was comprised primarily of finished goods ready for sale.

Revenue Recognition:

2 unchanged sentences

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.

In cases of 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.

10 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 six months ended December 31, 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 nine months ended March 31, 2025 included $ 0.207 million for revenue recognized that was included in contract liability as of June 30 2024.

Contract Liabilities ($ in Thousands)

1 unchanged sentence

Customer deposits

Unearned Revenue

Unearned warranty revenue

Customer refunds

2 unchanged sentences

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.

Management 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

Nine Months Ended

Disaggregation of Revenue ($ in Thousands)

13 unchanged sentences

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 were approximately $ 4,600 and $ 13,600 for the three months ended March 31, 2025 and 2024, respectively and $ 16,800 and $ 23,200 for the nine months ended March 31, 2025 and 2024, respectively.

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

3 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 or six months ended December 31, 2024 or 2023.

There was no intangible asset impairments recognized for the three or nine months ended March 31, 2025 or 2024.

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 December 31, 2024 and June 30, 2024 (in thousands):

The following table summarizes the components of deferred tax assets and deferred tax liabilities at March 31, 2025 and June 30, 2024 (in thousands):

$ in Thousands

Deferred Tax Assets (Liabilities)

December 31, 2024

March 31, 2025

June 30, 2024

9 unchanged sentences

Valuation allowance

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.

3 unchanged sentences

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.

As of March 31, 2025 and June 30, 2024, the Company has established a warranty reserve of $ 41,000 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)

10 unchanged sentences

The amendments will be effective for fiscal years beginning after December 15, 2024 (fiscal 2026 for the Company) and interim periods within fiscal years beginning after December 15, 2024 (fiscal 2026 for the Company).

In November 2024, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) No.

2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40):

Disaggregation of Income Statement Expenses (“ASU 2024-03”) and in January 2025, the FASB issued ASU No.

2025-01, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40):

Clarifying the Effective Date , which clarified the effective date of ASU 2024-03.

ASU 2024-03 will require the Company to disclose the amounts of purchases of inventory, employee compensation, depreciation and intangible asset amortization, as applicable, included in certain expense captions in the Consolidated Statements of Operations, as well as qualitatively describe remaining amounts included in those captions.

ASU 2024-03 will also require the Company to disclose both the amount and the Company’s definition of selling expenses.

The Company will adopt ASU 2024-03 in its fourth quarter of 2028 using a prospective transition method.

In December 2023, the FASB issued ASU No.

2023-09, Income Taxes (Topic 740):

Improvements to Income Tax Disclosures (“ASU 2023-09”), which will require the Company to disclose specified additional information in its income tax rate reconciliation and provide additional information for reconciling items that meet a quantitative threshold.

ASU 2023-09 will also require the Company to disaggregate its income taxes paid disclosure by federal, state and foreign taxes, with further disaggregation required for significant individual jurisdictions.

The Company will adopt ASU 2023-09 in its fourth quarter of 2026 using a prospective transition method.

NOTE 2 — LOSS PER SHARE

5 unchanged sentences

For the Three Months

For the Six Months

For the Nine Months

(In Thousands except for share

Ended December 31

Ended March 31

and per share price)

3 unchanged sentences

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

For the Nine Months Ended

Total potentially dilutive shares

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

For the three and nine months ended March 31, 2025 and March 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— INTANGIBLE ASSETS

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

The following table summarizes the Company’s intangible assets as of March 31, 2025 (in thousands):

Customer relations

1 unchanged sentence

Customer relations

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);

Amortization expense was $ 15,000 and $ 15,000 for the three months ended March 31, 2025 and 2024, respectively, and $ 44,000 and $ 43,000 for the nine months ended March 31, 2025 and 2024, respectively, and is included in general and administrative expense.

Estimated amortization expense related to intangible assets subject to amortization at March 31, 2025 in each of the years subsequent to March 31, 2025, and thereafter is as follows (amounts in thousands);

NOTE 4— ACCRUED EXPENSES

7 unchanged sentences

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

As of March 31, 2025, 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 March 31, 2025.

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.

On March 25, 2025, the Board of Directors (the “Board”) of Moving iMage Technologies, Inc.

cancelled the previously issued May 23, 2023 250,000 share options at $ 1.10 per share to outside directors consisting of 50,000 each to Directors Katherine Crothall,

Scott Anderson and John Stiska and as well as 100,000 options to CFO William Greene at $ 1.10 per share.

The Board reissued the 250,000 options at $ 0.65 per share .

On May 26 , 2023, the Board granted either (i) 10,000 shares of t he Company's stock , or (ii) options for 10,000 shares at $ 1.10 per share to each outside director Katherine Crothall , Scott Anderson and John Stiska .

On March 25, 2025, the Board re-priced the $ 1.10 shares or options to $ 0.65 per share which resulted in an incremental stock-based compensation charge of $ 11,000 in the three and nine-months ended March 31, 2025 .

The Company recognized compensation expense of approximately $ 22,000 and $ 5,000 for stock options during the three months ended March 31, 2025 and March 31, 2024, respectively, and $ 59,000 and $ 16,000 during the nine months ended March 31, 2025 and March 31, 2024, 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:

The estimated fair value of each option award granted was determined on the date of grant using the Black-Scholes option valuation model during the three and nine months ended March 31, 2025.

There were no option grants during the three and nine months ended March 31, 2024:

Risk-free interest rate

2 unchanged sentences

Expected option term in years

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.

NOTE 5 — STOCKHOLDERS’ EQUITY (continued)

A summary of the status of the Company’s stock options as of March 31, 2025 and changes during the nine months ended March 31, 2025 are presented below.

Balance, July 1, 2024

Granted during the period

Exercised during the period

Cancelled during the period

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, March 31, 2025

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

Balance, July 1, 2023

2 unchanged sentences

Terminated/Expired during the period

Balance, December 31, 2023

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

Balance, March 31, 2024

The following table summarizes information about outstanding and exercisable stock options at March 31, 2025:

Exercise Price

$ 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.

There was no warrant activity or warrants outstanding during the year ended June 30, 2024 or for the nine months ended March 31, 2025 and 2024.

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

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

On February 24, 2025, the Company subsequently issued 36,829 shares to its independent directors for director fees earned during the eleven-month period of April 2024 through February 2025.

On March 25, 2024, the Company issued 18,938 shares to its independent directors for director fees earned during the nine months ended March 31, 2024.

On March 23, 2023 the Board of Directors re-authorized a stock repurchase program.

Under the stock repurchase program, the Company may repurchase up to $ 1 million of its outstanding common stock over the next 12 months.

The program expired on March 23, 2024 and a new program was established on April 1, 2024.

During the nine months ended March 31, 2024, the Company repurchased 418,745 of the Company’s stock at an average price of $ 0.78 per share.

There were no share repurchases for the three months and nine months ended March 31, 2025.

NOTE 5 — STOCKHOLDERS’ EQUITY (continued)

$ in Thousands, except shares and dollar per share amounts

Total Number of

Dollar Value of

Shares that May

Average Price

Part of Publicly

Yet Be Purchased

Announced Plans

Under the Plans

Mar 23, 2023 - Mar 31, 2023

May 18 - Jun 30, 2023

Nov 1, 2023 - Dec 31, 2023

Jan 1, 2024 - Mar 31, 2024

NOTE 6 — CUSTOMER AND VENDOR CONCENTRATIONS

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

Two customers accounted for more than 12 % and 8 % , respectively, of the Company’s sales for the three months ended March 31, 2025.

No customers accounted for more than 10% of the Company’s sales for the nine months ended March 31, 2025.

At March 31, 2025, the amount of outstanding receivables related to the one customer was approximately $ 284,000 .

One customer accounted for 24 % of the Company’s sales for the three months ended March 31, 2024.

No customer accounted for more than 10% of the Company’s sales for the nine months ended March 31, 2024.

Two vendors accounted for 24 % and 20 % , respectively, of the Company’s purchases for the three months ended March 31, 2025.

Approximately 14 % of the Company's purchases were provided by one vendor for the three months ended March 31, 2024.

Two vendors accounted for 18 % and 15 % , respectively, of the Company’s purchases for the nine months ended March 31, 2025.

Approximately 16 % and 15 % of the Company's purchases were provided by two vendors for the nine months ended March 31, 2024.

NOTE 7 — LEASE COMMITMENTS AND CONTINGENCIES

4 unchanged sentences

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.

2 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.

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.

1 unchanged sentence

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:

NOTE 7 — LEASE COMMITMENTS AND CONTINGENCIES (continued)

The Company’s operating lease expense was $ 98,000 and $ 72,000 for the three months ended March 31, 2025 and 2024, respectively.

The Company’s operating lease expense was $ 283,000 and $ 218,000 for the nine months ended March 31, 2025 and 2024, respectively.

Future minimum lease payments at March 31, 2025 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 December 31, 2024:

The following table sets forth the ROU assets and operating lease liabilities as of March 31, 2025:

(in thousands)

6 unchanged sentences

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.

There are no significant legal proceedings pending 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.

Management has evaluated events from March 31, 2025 through May 15, 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