−Removed: MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
+Added: MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
Market Information
−Removed: Our common stock is quoted under
−Removed: the symbol “PDEX”
−Removed: on the automated quotation system of the Nasdaq Capital Market (“NASDAQ”).
−Removed: The following table
−Removed: sets forth for the quarters indicated the high and low sales prices of our common stock as reported by NASDAQ.
−Removed: The quotations reflect
−Removed: inter-dealer prices, without retail markup, markdown, or commissions, and may not necessarily represent actual transactions.
−Removed: 3, 2021, the last sale price of our common stock as reported by NASDAQ was $26.00 per share.
+Added: stock is quoted under the symbol “PDEX” on the automated quotation system of the Nasdaq Capital Market (“NASDAQ”).
+Added: The following table sets forth for the quarters indicated the high and low sales prices of our common stock as reported by NASDAQ.
+Added: quotations reflect inter-dealer prices, without retail markup, markdown, or commissions, and may not necessarily represent actual transactions.
+Added: On September 6, 2022, the last sale price of our common stock as reported by NASDAQ was $19.68 per share.
Year ended June 30, 2022:
8 unchanged sentences
Fourth Quarter
−Removed: As of September 3, 2021, there
−Removed: were 114 holders of record of our common stock.
−Removed: This number does not include beneficial owners including holders whose shares are held
−Removed: in nominee, or “street,”
−Removed: We have never paid a cash dividend
−Removed: with respect to our common stock.
−Removed: The current policy of our Board of Directors is to retain any future earnings to provide funds for the
−Removed: operation and expansion of our business.
−Removed: Any determinations to pay dividends in the future will be at the discretion of our Board of Directors.
−Removed: During the fourth quarter of
−Removed: fiscal 2021 and 2020, we repurchased 54,880 and 26,353 shares of our common stock, respectively, at an aggregate cost of $1.5 million
−Removed: and $411,000, respectively, through Board approved prearranged share repurchase plans intended to qualify for the safe harbor under Rule
−Removed: 10b5-1 under the Securities Exchange Act of 1934, as amended.
−Removed: MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
−Removed: The following discussion of our financial condition and results of
−Removed: operations should be read in conjunction with our Financial Statements and the Notes thereto contained elsewhere in this report, as well
−Removed: as the Risk Factors included in Item 1A of this report.
−Removed: The following discussion contains forward-looking statements.
−Removed: (See “Cautionary
−Removed: Note Regarding Forward-Looking Statements”
−Removed: included in Part I of this report.)
−Removed: following discussion and analysis provides information that management believes is relevant to an assessment and understanding of our
−Removed: results of operations and financial condition for the fiscal years ended June 30, 2021 and 2020.
−Removed: We specialize in the design,
−Removed: development, and manufacture of autoclavable, battery-powered and electric, multi-function surgical drivers and shavers used primarily
−Removed: in the orthopedic, thoracic, and CMF markets.
−Removed: Additionally, we provide engineering, quality, and regulatory consulting
−Removed: services to our customers.
−Removed: We also sell rotary air motors.
−Removed: Our products are found in hospitals, medical engineering labs, scientific
−Removed: research facilities, and high-tech manufacturing operations around the world.
−Removed: We are headquartered in Irvine, California.
−Removed: COVID-19 Pandemic
−Removed: We have adjusted certain policies
−Removed: and procedures based on applicable national, state, and local emergency orders and safety guidance that may be issued from time to time,
−Removed: in order to effectively manage our business during the pandemic, including:
−Removed: · Non-essential employees that are able to work remotely did so during most of fiscal 2021;
−Removed: · Increased frequency of disinfectant cleanings, especially for high-touch surfaces;
−Removed: · Curtailed business travel;
−Removed: · Multiple, staggered work shifts have been implemented
−Removed: in order to achieve effective social distancing;
−Removed: · Provided training, education and appropriate
−Removed: personal protective equipment;
−Removed: · Implemented quarterly, then monthly, company-wide
−Removed: COVID-19 testing through June 2021;
−Removed: · Daily temperature screenings and personal affidavits
−Removed: While we have yet to see any
−Removed: decline in our customer orders, we have received and accepted some customer requests to delay the shipment of their existing orders.
−Removed: provide our largest customer with a device used primarily in elective surgeries and although this customer has not requested a reduction
−Removed: or delay to their planned shipments, if this pandemic continues to adversely impact the United States and other markets where our products
−Removed: are sold, coupled with the recommended deferrals of elective procedures by governments and other authorities, we would expect to see a
−Removed: decline in demand from our principal customer.
−Removed: are focused on the health and safety of all those we serve –
−Removed: our customers, our communities, our employees, and our suppliers.
−Removed: are supporting our customers according to their priorities and working with them to the degree that we can offer relief in the form of
−Removed: delayed shipments.
−Removed: We are focused on continuity of supply by working with our suppliers, some of whom have delivered our orders late and
−Removed: are quoting longer lead times.
−Removed: While the COVID-19 pandemic
−Removed: did not materially adversely affect our financial results and business operations in our fiscal year ended June 30, 2021, economic and
−Removed: health conditions in the United States and across much of the globe have changed rapidly since the end of the quarter, and we cannot predict
−Removed: the full future impact of the COVID-19 pandemic on our business.
−Removed: Critical Accounting Policies
−Removed: financial statements are prepared in accordance with U.S.
−Removed: The preparation of our financial statements requires management to make
−Removed: estimates and judgments that affect the reported amounts of assets, liabilities, revenues, expenses, and related disclosures.
−Removed: our estimates on historical experience and various other assumptions that are believed to be reasonable under the circumstances, the results
−Removed: of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other
−Removed: Actual results may differ from these estimates.
−Removed: Revenue Recognition
−Removed: Under Accounting Standards Update
−Removed: (“ASU”) 2014-09, (Topic 606) “
−Removed: Revenue From Contracts with Customers ,”
−Removed: we recognize revenue from the sales
−Removed: of products and services by applying the following steps:
−Removed: (1) identify the contract with a customer;
−Removed: (2) identify the performance obligations
−Removed: in the contract;
−Removed: (3) determine the transaction price;
−Removed: (4) allocate the transaction price to each performance obligation in the contract;
−Removed: and (5) recognize revenue when each performance obligation is satisfied.
−Removed: We primarily sell finished products and recognize revenue at
−Removed: point of sale or delivery.
−Removed: However, we also perform services when we are engaged to design a product for a customer and there is more
−Removed: judgment involved in determining the amount and timing of revenue recognition under those types of contracts.
−Removed: In fiscal 2021, the revenue
−Removed: from NRE and Prototype services represents approximately 1% of total revenue.
−Removed: Returns of our product for credit
−Removed: are not material;
−Removed: accordingly, we do not establish a reserve for product returns at the time of sale.
−Removed: Estimated Losses on Product Development Services
−Removed: and revenue estimates related to the product development service portions of development and supply contracts are reviewed and updated
−Removed: An expected loss on development service contracts is recognized immediately in cost of sales.
−Removed: Losses recorded in fiscal 2021
−Removed: and 2020 related to these services totaled $71,000 and $370,000, respectively.
−Removed: to the complexity of many of the contracts we have undertaken, the cost estimation process requires significant judgment.
−Removed: upon the knowledge and experience of our project managers, engineers, and finance professionals.
−Removed: Factors that are considered in estimating
−Removed: the cost of work to be completed and ultimate profitability of the fixed price product development portion of development and supply contracts
−Removed: include the nature and complexity of the work to be performed, availability and productivity of labor, the effect of change orders, the
−Removed: availability of materials, performance of subcontractors, and expected costs for specific regulatory approvals.
−Removed: Most of our products are sold
−Removed: with a warranty that provides for repairs or replacement of any defective parts for a period, generally one to two years, after the sale.
−Removed: At the time of the sale, we accrue an estimate of the cost of providing the warranty based on prior experience with such factors as return
−Removed: rates and repair costs, which factors are reviewed quarterly.
−Removed: Warranty expenses, including
−Removed: changes of estimates, are included in cost of sales in our statements of operations.
−Removed: Inventories are stated at the
−Removed: lower of cost (first-in, first-out method) or net realizable value.
−Removed: Reductions to estimated net realizable value are recorded, and charged
−Removed: to cost of sales, when indicated based on a formula that compares on-hand quantities to both historical usage and estimated demand over
−Removed: the ensuing 12 months from the measurement date.
−Removed: Accounts Receivable
−Removed: Trade receivables are stated
−Removed: at their original invoice amounts, less an allowance for doubtful portions of such accounts.
−Removed: Management determines the allowance for doubtful
−Removed: accounts based on facts and circumstances related to specific accounts, and on historical experience related to the age of accounts.
−Removed: receivables are written off when deemed uncollectible.
−Removed: Recoveries of trade receivables previously reserved are offset against the allowance
−Removed: when received.
−Removed: Deferred Costs
−Removed: Deferred costs reflect costs
−Removed: incurred related to non-recurring engineering services under the terms of the related development and supply contracts.
−Removed: These costs get
−Removed: recorded to cost of sales in the period that the revenue is recognized.
−Removed: Investments consist of marketable
−Removed: equity securities of publicly held companies.
−Removed: The investments were made to realize a reasonable return, although there is no assurance
−Removed: that positive returns will be realized.
−Removed: Investments are marked to market at each measurement date, with unrealized gains and losses, net
−Removed: of income taxes, presented as adjustments to accumulated other comprehensive income or loss.
−Removed: Some of our investments include the common
−Removed: stock of public companies that are thinly traded.
−Removed: These investments are classified as long-term in nature, as we may not be able to liquidate
−Removed: the investments in a timely manner even if we wish to sell them.
−Removed: These investments were subject to an independent valuation as of June
−Removed: 30, 2021 and 2020.
−Removed: Long-lived Assets
−Removed: We review the recoverability
−Removed: of long-lived assets, consisting of building, equipment, and improvements, when events or changes in circumstances occur that indicate
−Removed: carrying values may not be recoverable.
−Removed: Building, equipment, and improvements
−Removed: are recorded at historical cost and depreciation is provided using the straight-line method over the following periods:
−Removed: Three to ten years
−Removed: Shorter of the remaining life of the underlying building, lease term, or the asset’s estimated useful life
−Removed: intangibles consist of legal fees incurred in connection
−Removed: with patent applications.
−Removed: The legal fees will be amortized over the estimated life of the product(s) that will be utilizing the technology
−Removed: or expensed immediately in the event the patent office denies the issuance of the patent.
−Removed: The expense associated with the amortization
−Removed: of the patent costs is recognized in research and development costs.
−Removed: We recognize deferred tax assets
−Removed: and liabilities for temporary differences between the financial reporting basis and the tax basis of our assets and liabilities, along
−Removed: with net operating loss and tax credit carryovers.
−Removed: Deferred tax assets at June 30, 2021 and 2020 consisted primarily of basis differences
−Removed: related to unrealized gain/loss related to investments, stock-based compensation, fixed assets, accrued expenses and inventories.
−Removed: tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment.
−Removed: Significant management judgment
−Removed: is required in determining our provision for income taxes and the recoverability of our deferred tax assets.
−Removed: Such determination is based
−Removed: on our historical taxable income, with consideration given to our estimates of future taxable income and the periods over which deferred
−Removed: tax assets will be recoverable.
−Removed: In evaluating our ability to recover our deferred tax assets, we consider all available positive and negative
−Removed: evidence, including reversals of deferred tax liabilities, projected future taxable income, and results of recent operations.
−Removed: The assumptions
−Removed: about future taxable income require significant judgment and are consistent with the plans and estimates we are using to manage the underlying
−Removed: In evaluating the objective evidence that historical results provide, we consider three years of cumulative operating income
−Removed: Results of Operations for the Fiscal Year Ended June 30, 2021
−Removed: Compared to the Fiscal Year Ended June 30, 2020
−Removed: The following tables set forth results from continuing operations for
−Removed: the fiscal years ended June 30, 2021 and 2020:
−Removed: Years Ended June 30,
−Removed: Dollars in thousands
−Removed: % of Net Sales
−Removed: % of Net Sales
−Removed: Cost of sales
−Removed: Selling expenses
−Removed: General and administrative expenses
−Removed: Gain from disposal of equipment
−Removed: Research and development costs
−Removed: Operating income
−Removed: Other income, net
−Removed: Income before income taxes
−Removed: Income tax expense
−Removed: majority of our revenue is derived from designing, developing, and manufacturing powered
−Removed: surgical instruments for medical device original equipment manufacturers.
−Removed: We also manufacture and
−Removed: sell rotary air motors to a wide range of industries.
−Removed: The proportion of total sales by product/service
−Removed: type is as follows:
−Removed: Years Ended June 30,
−Removed: Dollars in thousands
−Removed: % of Net Sales
−Removed: % of Net Sales
−Removed: Medical devices
−Removed: Industrial and scientific
−Removed: NRE & Prototype services
−Removed: Dental and component
−Removed: Discounts & Other
−Removed: sales in fiscal 2021 increased by $3.2 million, or 9%, as compared to fiscal 2020, due primarily to an increase
−Removed: in medical device revenue of $5.5 million generated mostly from our second largest customer offset by a $1.4 million reduction in repair
−Removed: During fiscal 2021, sales to our second largest customer increased by $4.2 million to $10.1 million, up from $5.9 million in
−Removed: fiscal 2020, primarily due to increased sales of the thoracic driver that was launched in the third quarter of fiscal 2020.
−Removed: our medical device sales by type is as follows:
−Removed: Years Ended June 30,
−Removed: Dollars in thousands
−Removed: % of Net Sales
−Removed: % of Net Sales
−Removed: Medical device sales:
−Removed: Sales of our industrial and scientific
−Removed: products, which consist primarily of our compact pneumatic air motors, increased $67,000,
−Removed: or 9%, for fiscal 2021 compared to fiscal 2020.
−Removed: The revenue increase relates to a continued interest in these legacy products, but is
−Removed: not due to any substantive marketing efforts .
−Removed: Sales of our dental products
−Removed: and components in fiscal 2021 declined $98,000, or 38%, as compared to fiscal 2020, and we expect future declines in this area as we are
−Removed: no longer manufacturing dental products, but rather are simply selling remaining component inventory.
−Removed: fiscal 2021 repair revenue has decreased approximately $1.4 million, or 22%, over fiscal 2020 to $5.0 million, due to decreased repairs
−Removed: of the orthopedic handpiece we sell to our largest customer.
−Removed: We expect repair revenue to continue to decrease based upon a downward trend
−Removed: we have seen in the volume of repairs of this orthopedic handpiece.
−Removed: At June 30, 2021, we had
−Removed: a backlog of $9.7 million compared with a backlog of $7.0 million at June 30, 2020.
−Removed: Our backlog represents firm purchase orders received
−Removed: and acknowledged from our customers and does not include all revenue expected to be generated from existing customer contracts.
−Removed: backlog at June 30, 2021, as well as certain purchase orders received subsequent to June 30, 2021, are expected to be delivered during
−Removed: We have experienced, and may continue to experience, variability in our new order bookings due to, among other reasons, the
−Removed: launch of new products, the timing of customer orders based on end-user demand, and customer inventory levels.
−Removed: We do not typically experience
−Removed: seasonal fluctuations in our shipments and revenues.
−Removed: Cost of Sales and Gross Margin
−Removed: Years Ended June 30,
−Removed: Dollars in thousands
−Removed: % of Net Sales
−Removed: % of Net Sales
−Removed: Cost of sales:
−Removed: Product costs
−Removed: NRE and Prototype services costs
−Removed: Under (over)-absorption of manufacturing overhead
−Removed: Inventory and warranty charges
−Removed: Total cost of sales
−Removed: Cost of sales in fiscal 2021
−Removed: increased $2.8 million, or 13%, from fiscal 2020, primarily due to the increase in product costs, consistent with the 9% increase
−Removed: in net sales.
−Removed: During fiscal 2021, we incurred costs of $395,000 to generate $324,000 in revenue related to NRE and Prototype services,
−Removed: netting losses in the amount of $71,000 compared to $370,000 in fiscal 2020.
−Removed: During fiscal 2021, we experienced a $370,000 under-absorption
−Removed: of manufacturing costs compared to a $140,000 over-absorption in fiscal 2020, due primarily to reduced
−Removed: production hours in fiscal 2021 resulting in part from paid absences related to COVID-19 .
−Removed: Costs related to inventory and warranty
−Removed: charges increased $372,000 in fiscal 2021 compared to fiscal 2020.
−Removed: Both inventory and warranty related
−Removed: expenses tend to increase in periods of higher volume sales and in periods with higher product development activity.
−Removed: Years Ended June 30,
−Removed: (Dollars in thousands)
−Removed: % of Net Sales
−Removed: % of Net Sales
−Removed: Operating expenses:
−Removed: Selling expenses
−Removed: General and administrative expenses
−Removed: Research and development costs
−Removed: Selling expenses consist of
−Removed: salaries and other personnel-related expenses related to our business development department, as well as trade show attendance, advertising
−Removed: and marketing expenses, and travel and related costs incurred in generating and maintaining customer relationships.
−Removed: Selling expenses increased
−Removed: $13,000, or 2%, compared to fiscal 2020, primarily related to severance accruals in the amount of $43,000 offset by decreases in travel
−Removed: expenses due to the COVID-19 pandemic.
−Removed: We expect a decrease in selling expenses in the near term as we have filled the vacancy caused
−Removed: by the departure of our Director of Business Development late in the fourth quarter of fiscal 2021, with our Director of Engineering,
−Removed: who already had a close working relationship with most of our significant customers and prospects.
−Removed: General and administrative expenses
−Removed: (“G&A”) consist of salaries and other personnel-related expenses for corporate, accounting, finance, and human resource
−Removed: personnel, as well as costs for outsourced information technology services, professional fees, directors’
−Removed: fees, and costs associated
−Removed: with being a public company.
−Removed: The $887,000 increase in G&A expenses from fiscal 2020 to 2021 is due primarily to $615,000 in increased
−Removed: stock compensation expense related to non-qualified stock options awarded in fiscal 2021.
−Removed: We also incurred $267,000 in expenses related
−Removed: to operating the Franklin Property while we complete its build-out.
−Removed: We incurred no similar expenses during the prior fiscal year, as we
−Removed: purchased the Franklin Property during the second quarter of fiscal 2021.
−Removed: Research and development costs
−Removed: generally consist of salaries, employer-paid benefits, and other personnel- related costs of our engineering and support personnel, as
−Removed: well as allocated facility and information technology costs, professional and consulting fees, patent-related fees, lab costs, materials,
−Removed: and travel and related costs incurred in the development and support of our products.
−Removed: Research and development costs increased $2.1 million
−Removed: from fiscal 2020 to 2021 due to $1.0 million in increased personnel-related expense primarily due to increased engineering consultants
−Removed: and $1.2 million in increased spending on internal product development projects.
−Removed: Although the majority of our
−Removed: research and development costs relate to sustaining activities related to products we currently manufacture and sell, we have created
−Removed: a product roadmap to develop future products.
−Removed: Research and development costs represent between 38% and 48% of total operating expenses
−Removed: during fiscal 2020 and 2021 and are expected to increase in the future as we continue to invest in product development.
−Removed: The amount spent
−Removed: on projects under development is summarized below (in thousands):
−Removed: Years Ended June 30,
−Removed: Dollars in thousands
−Removed: Total Research and Development costs:
−Removed: Products in development:
−Removed: Vital Ventilator
−Removed: Sustaining & Other
−Removed: (1) Represents the calendar quarter of expected market launch.
−Removed: (2) The CMF Driver was completed in the third quarter of fiscal 2021 and shipped to our existing largest customer
−Removed: under a distribution agreement we executed in the first quarter of fiscal 2021.
−Removed: We generated revenue of $220,000 related to these initial
−Removed: shipments during the third quarter ended March 31, 2021.
−Removed: This project is now complete and future engineering expenses related to this
−Removed: project will be included in sustaining and other engineering expenses.
−Removed: As we introduce new products
−Removed: into the market, we expect to see an increase in sustaining and other engineering expenses.
−Removed: Typical examples of sustaining engineering
−Removed: activities include, but are not limited to, end-of- life component replacement, especially in electronic components found in our printed
−Removed: circuit board assemblies, analysis of customer complaint data to improve process and design, replacement and enhancement of tooling and
−Removed: fixtures used in the machine shop, assembly operations, and inspection areas to improve efficiency and through-put.
−Removed: Additionally, these
−Removed: costs include development projects that may be in their infancy and may or may not result in a full-fledged product development effort.
−Removed: Other Income (Expense)
−Removed: Interest and Dividend Income
−Removed: Our interest and dividend income
−Removed: earned in fiscal 2021 and 2020 includes income earned from our interest-bearing money market accounts and portfolio of equity investments.
−Removed: During the fourth quarter of
−Removed: fiscal 2020, the Monogram Orthopaedics Inc.
−Removed: (“Monogram”) note was repaid with interest and we collected a total of $952,000
−Removed: during fiscal 2020.
−Removed: Gain on Sale of Investments
−Removed: During fiscal 2021, we liquidated
−Removed: some of the investments in our portfolio of equity investments receiving proceeds of $4.6 million and recording a gain of $1.3 million.
−Removed: During the fourth quarter of fiscal 2020, we liquidated one of the stocks in our portfolio of equity investments receiving proceeds of
−Removed: $128,000 and recording a gain of $25,000.
−Removed: Interest Expense
−Removed: Interest expense incurred in
−Removed: fiscal 2021 and 2020 consists primarily of interest expense related to our debt with Minnesota Bank & Trust (“MBT”) described
−Removed: more fully in Note 6 to the consolidated financial statements contained elsewhere in this report.
−Removed: effective tax rate for the fiscal years ended June 30, 2021 and 2020, decreased slightly from 23% to 21% due to increases in our research
−Removed: and development credit and tax benefits related to stock compensation, as well as, reduced state income taxes resulting from a shift in
−Removed: nexus to states with a more favorable tax rate.
−Removed: Liquidity and Capital Resources
−Removed: following table is a summary of our Statements of Cash Flows and Cash and Working Capital as of and for the fiscal years ended June 30,
−Removed: 2021 and 2020:
−Removed: As of and for the Years
−Removed: Ended June 30,
−Removed: (In thousands)
−Removed: Cash provided by (used in):
−Removed: Operating activities
−Removed: Investing activities
−Removed: Financing activities
−Removed: Cash, cash equivalents and working capital:
−Removed: Cash and cash equivalents
−Removed: Working capital
−Removed: Cash Flows from Operating Activities
−Removed: used in operating activities during fiscal 2021 totaled $2.1 million.
−Removed: Our net income was $4.5 million and included $1.3 million of gains
−Removed: on the sales of certain equity investments and $901,000 of non-cash stock compensation.
−Removed: Offsetting this net inflow of cash, our accounts
−Removed: receivable balance increased by $5.8 million primarily because our largest customer changed their payment terms from net 30 to net 90
−Removed: in conjunction with a contract extension.
−Removed: Cash provided by operating activities
−Removed: during fiscal 2020 relates primarily to our net income of $6.1 million, the non-cash depreciation and amortization and stock compensation
−Removed: expense of $573,000 and $286,000, respectively, offset by a gain on collection of a note receivable in the amount of $952,000, an increase
−Removed: in inventory in the amount of $2.0 million due to projected increased demand relating to two of our newest product launches, and an increase
−Removed: in accounts receivable in the amount of $1.1 million.
−Removed: Offsetting the use of cash, our accounts payable, accrued expenses and deferred
−Removed: rent increased by $604,000 and our income taxes payable increased by $642,000, while our prepaid expenses and other assets decreased by
−Removed: Cash Flows from Investing Activities
−Removed: cash used in investing activities in fiscal 2021 was $3.7 million.
−Removed: During the 2021 fiscal year, we generated $4.6 million in proceeds
−Removed: from sales of marketable equity securities under the direction of the Investment Committee of our Board, purchased the Franklin Property
−Removed: for $6.5 million and made capital expenditures in the amount of $1.8 million primarily for the Franklin Property.
−Removed: Net cash used in investing activities
−Removed: in fiscal 2020 was $2.3 million and related primarily to the purchase of $2.8 million in marketable equity securities as well as purchases
−Removed: of $519,000 in equipment and leasehold improvements offset by the collection of a previously impaired note receivable due from Monogram
−Removed: in the amount of $952,000.
−Removed: Cash Flows from Financing Activities
−Removed: cash provided by financing activities for fiscal 2021, totaled $3.1 million and included $9.1 million in various loans from Minnesota
−Removed: Bank and Trust (“MBT”) more fully described in Note 6 to the consolidated financial statements contained elsewhere in this
−Removed: report, offset by $5.5 million related to the repurchase of 216,171 shares of our common stock pursuant to our share repurchase program,
−Removed: $351,000 of principal payments on our loans with MBT, as well as payment of $259,000 of employee payroll taxes related to the award of
−Removed: 40,000 shares of common stock to employees under previously granted performance awards.
−Removed: Net cash used in financing activities
−Removed: for fiscal 2020 totaled $4.0 million and related primarily to the $3.4 million repurchase of 231,274 shares of our common stock pursuant
−Removed: to our share repurchase program, as well as $630,000 of principal payments primarily related to our term loan from MBT more fully described
−Removed: in Note 6 to the consolidated financial statements contained elsewhere in this report.
−Removed: Liquidity Requirements for the Next 12 Months
−Removed: As of June 30, 2021, our working
−Removed: capital was $19.1 million.
−Removed: We currently believe that our existing cash and cash equivalent balances, together with our account receivable
−Removed: balances, and anticipated cash flows from operations will provide us sufficient funds to satisfy our cash requirements as our business
−Removed: is currently conducted for at least the next 12 months.
−Removed: We may also borrow against our $2.0 million revolving loan with MBT, which
−Removed: we anticipate renewing (See Note 6 of notes to consolidated financial statements contained elsewhere in this report).
−Removed: We are focused on preserving
−Removed: our cash balances by monitoring expenses, identifying cost savings, and investing only in those development programs and products that
−Removed: we believe will most likely contribute to our profitability.
−Removed: As we execute our current strategy, however, we may require debt and/or equity
−Removed: capital to fund our working capital needs and requirements for capital equipment to support our manufacturing and inspection processes.
−Removed: In particular, we have experienced negative operating cash flow in the past, especially as we procure long-lead time materials to satisfy
−Removed: our backlog, which can be subject to extensive variability.
−Removed: We believe that if we need additional capital to fund our operations, we can
−Removed: borrow against our revolving loan with MBT, or sell additional shares of our common stock under our ATM Agreement, which is currently
−Removed: Surplus Capital Investment Policy
−Removed: During fiscal 2013, our Board approved a Surplus Capital
−Removed: Investment Policy (the “Policy”) that provides, among other items, for the following:
−Removed: (a) Determination by our Board of Directors of (i)
−Removed: our surplus capital balance and (ii) the portion of such surplus capital balance to be invested
−Removed: according to the Policy;
−Removed: (b) Selection of an Investment Committee responsible
−Removed: for implementing the Policy;
−Removed: (c) Objectives and criteria under which investments may be made.
−Removed: Investment Committee is comprised of Messrs.
−Removed: Swenson (Chair) , Cabillot,
−Removed: and Van Kirk.
−Removed: The Investment Committee approved
−Removed: each of the investments comprising the $3.0 million of marketable public equity securities held at June 30, 2021, which amount includes
−Removed: unrealized holding losses in the amount of $215,000 at June 30, 2021.
−Removed: December 2019, our Board approved a new share repurchase program authorizing us to repurchase up to one million shares of our common stock,
−Removed: as the prior repurchase plan, authorized by our Board in 2013, authorizing the repurchase of 750,000 shares of common stock was nearing
−Removed: In accordance with, and as part of, these share repurchase programs, our Board has approved the adoption of several
−Removed: prearranged share repurchase plans intended to qualify for the safe harbor Rule 10b5-1 under the Securities Exchange Act of 1934, as amended
−Removed: (“10b5-1 Plan”
−Removed: or “Plan”).
−Removed: During the fiscal year ended
−Removed: June 30, 2021, we repurchased 216,171 shares at an aggregate cost, inclusive of fees under the Plan, of $5.5 million.
−Removed: During the fiscal
−Removed: year ended June 30, 2020, we repurchased 231,274 shares at an aggregate cost, inclusive of fees under the Plan, of $3.4 million.
−Removed: cumulative basis, we have repurchased a total of 1,035,496 shares under the share repurchase programs at an aggregate cost, inclusive
−Removed: of fess under the Plan, of $14.0 million.
−Removed: All repurchases under the 10b5-1 Plans were administered through an independent broker.
−Removed: Recent Accounting Pronouncements
−Removed: On July 1, 2019, we adopted
−Removed: ASU 2016-02, (Topic 842) “
−Removed: Leases ,”
−Removed: using a modified retrospective approach through a cumulative effect adjustment to
−Removed: retained earnings as of the beginning of fiscal 2020.
−Removed: The objective of this update is to increase transparency and comparability among
−Removed: organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements.
−Removed: The impact of adoption was an increase to long-term assets and total liabilities each in the
−Removed: amount of approximately $3.3 million as of July 1, 2019.
−Removed: No other new accounting pronouncement
−Removed: issued or effective during the fiscal year had or is expected to have a material impact on our consolidated financial statements.
−Removed: QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
−Removed: Not applicable.
+Added: As of September
+Added: 6, 2022, there were 116 holders of record of our common stock.
+Added: This number does not include beneficial owners including holders whose
+Added: shares are held in nominee, or “street,” name.
+Added: never paid a cash dividend with respect to our common stock.
+Added: The current policy of our Board of Directors is to retain any future earnings
+Added: to provide funds for the operation and expansion of our business.
+Added: Any determinations to pay dividends in the future will be at the discretion
+Added: of our Board of Directors.
+Added: the fourth quarter of fiscal 2022 and 2021, we repurchased 22,532 and 54,880 shares of our common stock, respectively, at an aggregate
+Added: cost of $350,000 and $1.5 million, respectively, through Board approved prearranged share repurchase plans intended to qualify for the
+Added: safe harbor under Rule 10b5-1 under the Securities Exchange Act of 1934, as amended.
+Added: by us of our common stock by month during the quarter ended June 30, 2022, were as follows:
+Added: Total Number of Shares Purchased
+Added: Average Price Paid per Share
+Added: Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs
+Added: Maximum Number of Shares that May Yet Be Purchased Under the Plans or Programs
+Added: April 1, 2022 to April 30, 2022
+Added: May 1, 2022 to May 31, 2022
+Added: June 1, 2022 to June 30, 2022
+Added: repurchases were made pursuant to our previously announced repurchase programs.
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.