UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 10-Q
 
QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
For the quarterly period ended DecemberMarch 31, 20172021
 
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ________to________
 
Commission file number 0-6658
 
SCIENTIFIC INDUSTRIES, INC.
(Exact Name of Registrant in Its Charter)
 
Delaware04-2217279
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)
  
80 Orville Drive, Suite 102, Bohemia, New York11716
(Address of principal executive offices)(Zip Code)
 
(631) 567-4700
(Registrant’s telephone number, including area code)
 
Not Applicable
(Former name, former address and former fiscal year, if changed since last report)
 
 
Indicate by check mark whether the registrant(1)registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days.
YesNo
 
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).Yes
No
 
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
 
Large accelerated filer
Accelerated filer
Non-accelerated filer (Do not check if a smaller reporting company)
Smaller reporting company
 
Emerging Growth
 
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act)
Yes No
 
The number of shares outstanding of the registrant’s common stock, par value $.05 per share (“Common Stock”) as of February 2, 2018May 7, 2021 is 1,494,1124,458,143 shares.
 
 
 
 
 
 
SCIENTIFIC INDUSTRIES, INC.
 
Table of Contents
 
PART I - Financial Information 
   
CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) 
   
 Condensed Consolidated Balance Sheets12
   
 Condensed Consolidated Statements of Operations23
   
 Condensed Consolidated Statements of Comprehensive Income (Loss)Changes in Shareholders’ Equity34
   
 Condensed Consolidated Statements of Cash Flows45
   
 Notes to Unaudited Condensed Consolidated Financial Statements5 6
   
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS12
 16
   
CONTROLS AND PROCEDURES14 17
   
PART II - Other Information
   
EXHIBITS AND REPORTS ON FORM 8-K14 18
   
 15 19

 
 
 
PART I – FINANCIAL INFORMATION
Item 1. Financial Statements
SCIENTIFIC INDUSTRIES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
 
ASSETS
 
December 31, 2017
 
 
June 30,
2017
 
 
March 31, 2021
 
 
June 30, 2020
 
Current assets:
 
(Unaudited)
 
 
 
 
 
(Unaudited)
 
 
 
 
Cash and cash equivalents
 $700,700 
 $1,025,100 
 $627,500 
 $7,559,700 
Investment securities
  314,700 
  295,500 
  5,325,700 
  331,800 
Trade accounts receivable, less allowance for doubtful accounts of $11,600 at December 31, 2017 and June 30, 2017
  1,475,300 
  1,424,400 
Trade accounts receivable, less allowance for doubtful accounts of $11,600 at March 31, 2021 and June 30, 2020
  1,822,500 
  1,064,000 
Inventories
  2,392,600 
  1,961,200 
  2,885,200 
  2,541,000 
Income tax receivable
  336,300 
  334,800 
Prepaid expenses and other current assets
 146,600 
  80,300 
  62,600 
  112,400 
Assets of discontinued operations
  124,600 
  793,000 
Total current assets
  5,029,900 
  4,786,500 
  11,184,400 
  12,736,700 
    
    
Property and equipment, net
  235,600 
  199,300 
  383,700 
  278,300 
    
    
Intangible assets, net
  458,300 
  579,000 
  121,500 
  128,700 
    
    
Goodwill
�� 705,300 
  705,300 
  257,300 
    
    
Other assets
  52,500 
  48,400 
  56,000 
    
    
Deferred taxes
  488,600 
  505,100 
  1,189,400 
  537,100 
    
    
Operating lease right-of-use assets
  715,600 
  803,300 
    
Total assets
 $6,970,200 
 $6,827,700 
 $13,900,300 
 $14,797,400 
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
 
 
 
 
 
 
Accounts payable
 $379,400 
 $139,200 
 $477,200 
 $334,600 
Accrued expenses, current portion
  466,500 
  491,000 
Bank line of credit
  40,000 
  - 
Customer advances
  321,800 
  - 
Accrued expenses
  456,400 
  679,000 
Contract liabilities
  - 
  20,000 
Contingent consideration, current portion
  33,000 
  175,700 
  195,800 
  111,000 
Notes payable, current portion
  6,800 
  6,700 
    
Bank overdraft
  50,600 
  43,100 
Liabilities of discontinued operations
  64,400 
  240,900 
Operating lease liabilities, current portion
  50,300 
  195,800 
Payroll Protection Program loan, current portion
  563,800 
Total current liabilities
  1,247,500 
  812,600 
  1,858,500 
  2,188,200 
    
    
Accrued expenses, less current portion
  60,000 
Notes payable, less current portion
  2,300 
  5,800 
Payroll Protection Program loan, less current portion
  433,800 
   
Contingent consideration payable, less current portion
  121,300 
  30,300 
  247,000 
Operating lease liabilities, less current portion
  735,300 
  640,800 
    
    
Total liabilities
  1,431,100 
  999,700 
  3,057,900 
  3,076,000 
Shareholders’ equity:
    
Common stock, $.05 par value; authorized 7,000,000 shares; issued 1,513,914 shares outstanding at December 31, 2017 and June 30, 2017
  75,700 
Shareholders’ equity:
Common stock, $.05 par value; 10,000,000 and 7,000,000 shares authorized; 2,882,065 and 2,881,065 shares issued; 2,862,263 and 2,861,263 shares outstanding at March 31, 2021 and
June 30, 2020
    

  144,200 
  144,100 
Additional paid-in capital
  2,536,400 
  2,515,900 
  10,040,600 
  8,608,300 
Accumulated other comprehensive income (loss)
  700 
  (3,500)
Retained earnings
 2,978,700 
  3,292,300 
  710,000 
  3,021,400 
  5,591,500 
  5,880,400 
  10,894,800 
  11,773,800 
Less common stock held in treasury at cost, 19,802 shares
  52,400 
  52,400 
    
    
Total shareholders’ equity
  5,539,100 
  5,828,000 
  10,842,400 
  11,721,400 
    
    
Total liabilities and shareholders’ equity
 $6,970,200 
 $6,827,700 
 $13,900,300 
 $14,797,400 
See notes to unaudited condensed consolidated financial statements.
1 2
 

 
 
SCIENTIFIC INDUSTRIES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
 
 
 
For the Three Month Period Ended
December 31,
 
 
For the Three Month Period Ended
December 31,
 
 
For the Six Month Period Ended
December 31,
 
 
For the Six Month Period Ended
December 31,
 
 
 
2017
 
 
2016
 
 
 
2017
 
 
 
2016
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenues
 $1,892,400 
 $2,683,800 
 $3,173,300 
 $4,242,900 
 
    
    
    
    
Cost of revenues
  1,126,700 
  1,888,900 
  1,955,900 
  2,778,400 
 
    
    
    
    
Gross profit
  765,700 
  794,900 
  1,217,400 
  1,464,500 
 
    
    
    
    
Operating expenses:
    
    
    
    
General and administrative
  407,900 
  409,200 
  836,300 
  821,600 
Selling
  214,600 
  224,200 
  415,600 
  440,900 
Research and development
  132,900 
  105,000 
  262,000 
  220,400 
 
    
    
    
    
Total operating expenses
  755,400 
  738,400 
  1,513,900 
  1,482,900 
 
    
    
    
    
Income (loss) from operations
  10,300 
  56,500 
  (296,500)
  (18,400)
 
    
    
    
    
Other income (expense):
    
    
    
    
Interest income
  5,200 
  8,800 
  5,600 
  9,100 
    Other income, net
  1,400 
  400 
  1,400 
  5,700 
    Interest expense
  (500)
  (900)
  (600)
  (1,100)
 
    
    
    
    
Total other income, net
  6,100 
  8,300 
  6,400 
  13,700 
 
    
    
    
    
Income (loss) before income tax expense (benefit)
  16,400 
  64,800 
  (290,100)
  (4,700)
 
    
    
    
    
Income tax expense (benefit):
    
    
    
    
Current
   71,800 
  20,900 
 8,000
  (15,400)
Deferred
 25,600 
  (1,400)
  15,500 
  14,100 
 
    
    
    
    
Total income tax expense (benefit)   
                    97,400
  19,500 
 23,500
  (1,300)
 
    
    
    
    
Net income (loss)
 $(81,000)
 $45,300 
 $(313,600)
 $(3,400)
 
    
    
    
    
Basic earnings (loss) per common share
 $(.05)
 $.03 
 $(.21)
 $.00 
 
    
    
    
    
Diluted earnings (loss) per common share
 $.(05)
 $.03 
 $(.21)
 $.00 
 
    
    
    
    
Cash dividends declared per common share
 $.00 
 $.03 
 $.00 
 $.03 
 
 
For the Three Month Period Ended
March 31,
 
 
For the Three Month Period Ended
March 31,
 
 
For the Nine Month
Period Ended
March 31,
 
 
For the Nine Month
Period Ended
March 31,
 
 
 
2021
 
 
2020
 
 
2021
 
 
2020
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenues
 $2,508,600 
 $2,136,200 
 $7,245,100 
 $6,234,500 
 
    
    
    
    
Cost of revenues
  1,145,700 
  1,037,000 
  3,419,400 
  2,978,900 
 
    
    
    
    
Gross profit
  1,362,900 
  1,099,200 
  3,825,700 
  3,255,600 
 
    
    
    
    
Operating expenses:
    
    
    
    
General and administrative
  1,385,600 
  509,700 
  2,441,700 
  1,458,100 
Selling
  1,386,100 
  344,900 
  2,658,900 
  880,300 
Research and development
  450,000 
  298,900 
  1,024,000 
  795,300 
Termination costs
  - 
  180,700 
  - 
  180,700 
 
    
    
    
    
Total operating expenses
  3,221,700 
  1,334,200 
  6,124,600 
  3,314,400 
 
    
    
    
    
Loss from operations
  (1,858,800)
  (235,000)
  (2,298,900)
  (58,800)
 
    
    
    
    
Other income (expense):
    
    
    
    
Other income (expense), net
  6,100 
  (42,200)
  22,300 
  (40,100)
Interest income
  22,500 
  300 
  71,400 
  10,000 
                              Total other income (expense), net
  28,600 
  (41,900)
  93,700 
  (30,100)
 
    
    
    
    
Loss before income tax (benefit)
  (1,830,200)
  (276,900)
  (2,205,200)
  (88,900)
 
    
    
    
    
Income tax (benefit), deferred:
  (378,200)
  (45,500)
  (472,300)
  (15,000)
 
    
    
    
    
 
    
    
    
    
Net loss from continuing operations
  (1,452,000)
  (231,400)
  (1,732,900)
  (73,900)
 
    
    
    
    
Discontinued operations (Note 9):
    
    
    
    
 
    
    
    
    
Income (loss) from discontinued operations (including loss on
disposal of $405,400), in 2021 period
  16,400 
  (99,600)
  (758,400)
  (360,300)
 
Income tax (benefit), deferred
  - 
  (16,400)
  (179,900)
  (67,000)
 
    
    
    
    
Net income (loss) from discontinued operations
  16,400 
  (83,200)
  (578,500)
  (293,300)
 
    
    
    
    
Net loss
 $(1,435,600)
 $(314,600)
 $(2,311,400)
 $(367,200)
 
    
    
    
    
Basic and diluted income (loss) per common share
    
    
    
    
 
    
    
    
    
Continuing operations
 $(.51)
 $(.15)
 $(.61)
 $(.05)
 
    
    
    
    
Discontinued operations
 $.01 
 $(.06)
 $(.20)
 $(.20)
 
��   
    
    
    
Consolidated operations
 $(.50)
 $(.21)
 $(.81)
 $(.25)
 
    
    
    
    
 
    
    
    
    
 
See notes to unaudited condensed consolidated financial statements.
 
23
 

 
 
SCIENTIFIC INDUSTRIES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)CHANGES IN SHAREHOLDERS' EQUITY (UNAUDITED)
 
 
 
 
For the Three Month Period Ended
December 31,
 
 
For the Three Month Period Ended
December 31,
 
 
For the Six Month Period Ended
December 31,
 
 
For the Six Month Period Ended
December 31,
 
 
 
2017
 
 
2016
 
 
2017
 
 
2016
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net income (loss)
 $(81,000)
 $45,300 
 $(313,600)
 $(3,400)
 
    
    
    
    
Other comprehensive income (loss):
    
    
    
    
Unrealized holding gain (loss)
    
    
    
    
arising during period,
    
    
    
    
net of tax
  1,600 
  (8,000)
  4,200 
  (6,900)
 
    
    
    
    
Comprehensive Income (loss)
 $(79,400)
 $37,300 
 $(309,400)
 $(10,300)
 
 
 
 
 
Additional
 
 
 
 
 
 
 
 
Total
 
 
 
Common Stock
 
 
Paid-in
 
 
Retained
 
 
Treasury Stock
 
 
Shareholders’
 
Fiscal Year 2021:
 
Shares
 
 
Amount
 
 
Capital
 
 
Earnings
 
 
Shares
 
 
Amount
 
 
Equity
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Balance, July 1, 2020
  2,881,065 
 $144,100 
 $8,608,300 
 $3,021,400 
  19,802 
 $52,400 
 $11,721,400 
 
    
    
    
    
    
    
    
Net loss
  - 
  - 
  - 
  (263,300)
  - 
  - 
  (263,300)
 
    
    
    
    
    
    
    
Stock-based compensation
  - 
  - 
  61,300 
  - 
  - 
  - 
  61,300 
 
    
    
    
    
    
    
    
Balance, September 30, 2020
  2,881,065 
  144,100 
  8,669,600 
  2,758,100 
  19,802 
  52,400 
  11,519,400 
 
    
    
    
    
    
    
    
Net loss
  - 
  - 
  - 
  (612,500)
  - 
  - 
  (612,500)
 
    
    
    
    
    
    
    
Stock-based compensation
  - 
  - 
  76,100 
  - 
  - 
  - 
  76,100 
 
    
    
    
    
    
    
    
Balance, December 31, 2020
  2,881,065 
 $144,100 
 $8,745,700 
 $2,145,600 
  19,802 
 $52,400 
 $10,983,000 
 
    
    
    
    
    
    
    
Net loss
  - 
  - 
  - 
  (1,435,600)
  - 
  - 
  (1.435,600)
 
    
    
    
    
    
    
    
Stock-based compensation
  - 
  - 
  1,292,000 
  - 
  - 
  - 
  1,292,000 
 
    
    
    
    
    
    
    
Stock options exercised
  1,000 
  100 
  2,900 
  - 
  - 
  - 
  3,000 
 
    
    
    
    
    
    
    
Balance, March 31, 2021
  2,882,065 
 $144,200 
 $10,040,600 
 $710,000 
  19,802 
 $52,400 
 $10,842,400 
 
See notes to unaudited condensed consolidated financial statements.
 
 
 
 
 
Additional
 
 
 
 
 
 
 
 
Total
 
 
 
Common Stock
 
 
Paid-in
 
 
Retained
 
 
Treasury Stock
 
 
Shareholders’
 
Fiscal Year 2020:
 
Shares
 
 
Amount
 
 
Capital
 
 
Earnings
 
 
Shares
 
 
Amount
 
 
Equity
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Balance, July 1, 2019
  1,513,914 
 $75,700 
 $2,592,700 
 $3,724,700 
  19,802 
 $52,400 
 $6,340,700 
 
    
    
    
    
    
    
    
Net loss
  - 
  - 
  - 
  (56,200)
  - 
  - 
  (56,200)
 
    
    
    
    
    
    
    
Stock options exercised
  2,000 
  100 
  6,900 
  - 
  - 
  - 
  7,000 
 
    
    
    
    
    
    
    
Stock-based compensation
  - 
  - 
  17,700 
  - 
  - 
  - 
  17,700 
 
    
    
    
    
    
    
    
Balance, September 30, 2019
  1,515,914 
  75,800 
  2,617,300 
  3,668,500 
  19,802 
  52,400 
  6,309,200 
 
    
    
    
    
    
    
    
Net income
  - 
  - 
  - 
  3,600 
  - 
  - 
  3,600 
 
    
    
    
    
    
    
    
Stock options exercised
  6,661 
  300 
  (300)
  - 
  - 
  - 
  - 
 
    
    
    
    
    
    
    
Stock-based compensation
  - 
  - 
  17,700 
  - 
  - 
  - 
  17,700 
 
    
    
    
    
    
    
    
Balance, December 31, 2019
  1,522,575 
 $76,100 
 $2,634,700 
 $3,672,100 
  19,802 
 $52,400 
 $6,330,500 
 
    
    
    
    
    
    
    
Net loss
  - 
  - 
  - 
  (314,600)
  - 
  - 
  (314,600)
 
    
    
    
    
    
    
    
Stock-based compensation
  - 
    
  14,600 
  - 
  - 
  - 
  14,600 
 
    
    
    
    
    
    
    
Balance, March 31, 2020
  1,522,575 
 $76,100 
 $2,649,300 
 $3,357,500 
  19,802 
 $52,400 
 $6,030,500 
 
3
 4
 
  

SCIENTIFIC INDUSTRIES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
 
For the Six
 Month Period Ended
December 31,
 
 
For the Six
Month Period Ended
December 31,
 
 
2017
 
 
2016
 
 
For the Nine Month Period March 31,
 
 
 
 
 
2021
 
 
2020
 
Operating activities:
 
 
 
 
 
 
Net loss
 $(313,600)
 $(3,400)
 $(2,311,400)
 $(367,200)
Adjustments to reconcile net loss to net
cash used in operating activities:
    
Loss on sale of investment
  - 
  (2,600)
Adjustments to reconcile net loss to cash used in operating activities:
    
Gain on sale of investments
  (34,600)
  (4,000)
Unrealized holding loss on investments
  18,900 
  42,700 
Depreciation and amortization
  154,100 
  189,500 
  126,700 
  123,300 
Deferred income taxes
  16,500 
  14,100 
  (652,300)
  (82,100)
Income tax benefit of stock options exercised
  8,000 
  - 
Loss on disposal of subsidiary
  405,400 
  - 
Stock-based compensation
  12,400 
  1,000 
  1,429,400 
  50,000 
Gain on sale of fixed assets
  - 
  (300)
Change in fair value of contingent consideration
  (118,500)
  60,000 
Changes in operating assets and liabilities:
    
    
Trade accounts receivable
  (50,900)
  (436,100)
  (758,500)
  (210,000)
Inventories
  (431,400)
  287,100 
  (697,700)
  (452,500)
Prepaid expenses and other current assets
  (66,300)
  (75,300)
Right - of- use assets
  87,700 
  (867,400)
Income tax receivable
  (1,500)
  - 
Prepaid and other current assets
  57,400 
  9,500 
Lease liabilities
  (51,000)
  933,300 
Accounts payable
  240,200 
  (42,200)
  142,600 
  (117,100)
Customer advances
  321,800 
  17,000 
Contract liabilities
  (20,000)
  116,100 
Bank overdraft
  7,500 
  - 
Accrued expenses
  (24,500)
  (399,400)
  (222,600)
  (38,100)
    
    
Total adjustments
 179,900 
  (446,900)
  (281,100)
  (436,600)
    
    
Net cash used in operating activities
  (133,700)
  (450,300)
  (2,592,500)
  (803,800)
    
    
Investing activities:
    
    
Redemption of investment securities, available-for-sale
  - 
  11,100 
Purchase of investment securities, available for sale
  (15,000)
  (18,700)
Redemption of investment securities
  1,631,000 
  53,600 
Purchase of investment securities
  (6,609,200)
  (62,800)
Proceeds from sale of discontinued operations
  440,000 
  - 
Proceeds from sale of fixed assets
  - 
  1,000 
Capital expenditures
  (68,100)
  (4,700)
  (183,700)
  (38,100)
Purchase of other intangible assets
  (1,500)
  (14,700)
  (41,200)
  (20,000)
    
    
Net cash used in investing activities
  (84,600)
  (27,000)
  (4,763,100)
  (66,300)
    
    
Financing activities:
    
    
Line of credit proceeds
  40,000 
  250,000 
Payments for contingent consideration
  (142,700)
  (117,400)
Principal payments on notes payable
  (3,400)
  (3,200)
Payments of contingent consideration
  (13,400)
  - 
Proceeds from Payroll Protection Program
  433.800 
  - 
Proceeds from stock options exercised
  3,000 
  7,000 
    
    
Net cash provided by (used in) financing activities
  (106,100)
  129,400 
Net cash provided by financing activities
  423,400 
  7,000 
    
    
Net decrease in cash and cash equivalents
  (324,400)
  (347,900)
  (6,932,200)
  (863,100)
    
    
Cash and cash equivalents, beginning of year
  1,025,100 
  1,245,000 
  7,559,700 
  1,602,500 
    
    
Cash and cash equivalents, end of period
  $700,700 
 $897,100 
 $627,500 
 $739,400 
    
    
Supplemental disclosures:
    
    
    
    
Cash paid during the period for:
    
    
Income taxes
 $16,000 
 $186,000 
 $2,500 
 $40,900 
Interest
  600 
  1,100 
    
See notes to unaudited condensed consolidated financial statements.
 
 
4 5
 

SCIENTIFIC INDUSTRIES, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
 
General:
The accompanying unaudited interim condensed consolidated financial statements are prepared pursuant to the Securities and Exchange Commission’s rules and regulations for reporting on Form 10-Q. Accordingly, certain information and footnotes required by accounting principles generally accepted in the United States for complete financial statements are not included herein. The Company believes all adjustments necessary for a fair presentation of these interim statements have been included and that they are of a normal and recurring nature. These interim statements should be read in conjunction with the Company’s financial statements and notes thereto, included in its Annual Report on Form 10-K, for the fiscal year ended June 30, 2017.2020. The results for the three months and sixnine months ended DecemberMarch 31, 2017,2021 are not necessarily an indication of the results for the full fiscal year ending June 30, 2018.2021.
 
1. Summary of Significant Accounting Policies
 
Principles of Consolidation
 
The accompanying condensed consolidated financial statements include the accounts of Scientific Industries, Inc., Scientific Bioprocessing, Inc. (“SBI”) a Delaware corporation and wholly-owned subsidiary, and Altamira Instruments, Inc. (“Altamira”), a Delaware corporation and wholly-owned subsidiary Scientific Bioprocessing, Inc. (“SBI”)(discontinued as of November 2020), a Delaware corporation and wholly-owned subsidiary, and Scientific Packaging Industries, Inc., an inactive wholly-owned subsidiary (all collectively referred to as the “Company”). All material intercompany balances and transactions have been eliminated.
 
RecentCOVID-19 Pandemic
The challenges posed by the COVID-19 pandemic on the global economy began to impact the Company’s operations at the end of the third quarter of the year ended June 30, 2020. At that time, the Company took appropriate action and put plans in place to diminish the effects of COVID-19 on its operations, enabling the Company to continue to operate with minor or temporary disruptions to its operations. The Company took immediate action as it pertains to COVID-19 preparedness by implementing the Center for Disease Control’s guidelines for employers in order to protect the Company’s employees’ health and safety, with actions such as implementing work from home, social distancing in the workplace, requiring self -quarantine for any employee showing symptoms, wearing face coverings, and training employees on maintaining a healthy work environment. However, if an employee becomes infected in the future, and the Company is forced to shut down for a period of time, it could have a short-term negative impact on operations. At the beginning of the pandemic, the Catalyst Research Instruments (“discontinued operation”) and Bioprocessing Systems Operations were shut down due to state mandates, however, the impact on operations was immaterial, and the Company was able to retain its employees without furloughs or layoffs, in part, due to the Company’s receipt of certain loan amounts under the Federal Government’s Paycheck Protection Program. The Company did not experience and does not anticipate any material impact on its ability to collect its accounts receivable due to the nature of its customers, which are primarily distributors of laboratory equipment and supplies that have the ability to pay. However, there were some delays in receiving some accounts receivable due for the discontinued operation due to customer shutdowns, and there was a material negative impact on the revenues of the discontinued operation. The Company has not experienced and does not anticipate any material impairment to its tangible and intangible assets, system of internal controls, supply chain, or delivery and distribution of its products as a result of COVID-19, however the ultimate impact of COVID-19 on the Company’s business, results of operations, financial condition and cash flows is dependent on future developments, including the duration or worsening of the pandemic and the related length of its impact on the global economy, which are uncertain and cannot be predicted at this time.
Adopted Accounting Pronouncements
 
In January 2016,August 2018, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2016-01, “Financial Instruments - Overall (Subtopic 825-10)Accounting Standards Update ("ASU") 2018-13, "Fair Value Measurement (Topic 820): Recognition and MeasurementDisclosure Framework Changes to the Disclosure Requirements for Fair Value Measurement", which is part of Financial Assets and Financial Liabilities”.the FASB disclosure framework project to improve the effectiveness of disclosures in the notes to the financial statements. The update addresses certain aspects of recognition, measurement, presentation and disclosure of financial instruments. For public business entities, the amendments in this update arethe new guidance remove, modify, and add certain disclosure requirements related to fair value measurements covered in Topic 820, "Fair Value Measurement." The new standard was effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years.2019. Early adoption iswas permitted for either the entire standard oronly forthe requirements that modify or eliminate the disclosure requirements, with certain portions of the ASU relatedrequirements applied prospectively, and all other requirements applied retrospectively to financial liabilities. The Company is currently evaluating the impact of the provisions of this new standard on the consolidated financial statements.
In February 2016, the FASB issued ASU No. 2016-02, “Leases” (Topic 842). The FASB issued this update to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. The updated guidance is effective for annualall periods beginning after December 15, 2018, including interim periods within those fiscal years. Early adoption of the update is permitted. The Company is currently evaluating the effect of the new standard.
In April 2016, the FASB issued ASU No. 2016-10, “Revenue from Contracts with Customers: Identifying Performance Obligations and Licensing (Topic 606)”. In March 2016, the FASB issued ASU No. 2016-08, “Revenue from Contracts with Customers: Principal versus Agent Considerations (Reporting Revenue Gross verses Net) (Topic 606)”. These amendments provide additional clarification and implementation guidance on the previously issued ASU 2014-09, “Revenue from Contracts with Customers”. The amendments in ASU 2016-10 provide clarifying guidance on materiality of performance obligations; evaluating distinct performance obligations; treatment of shipping and handling costs; and determining whether an entity’s promise to grant a license provides a customer with either a right to use an entity’s intellectual property or a right to access an entity’s intellectual property. The amendments in ASU 2016-08 clarify how an entity should identify the specified good or service for the principal versus agent evaluation and how it should apply the control principle to certain types of arrangements.presented. The adoption of ASU 2016-10 and ASU 2016-08 is to coincide with an entity’s adoption of ASU 2014-09. The Company has performed a review of the requirements of the new guidance and has identified which of its revenue streams will be within the scope of ASC 606. The Company has applied the five-step model of the newthis standard to a selection of contracts within each of its revenue streams and has compared the results to its current accounting practices. Based on this analysis, the Company doesJuly 1, 2020 did not currently expecthave a material impact on the Company’s consolidated financial statements. The Company is expecting to utilize the modified retrospective transition method of adoption. The Company is continuing to work through the remaining steps of the adoption plan to facilitate adoption effective July 1, 2018. As part of this, the Company is assessing changes that might be necessary to information technology systems, processes, and internal controls to capture new data and address changes in financial reporting. The Company will be revising its revenue recognition accounting policy and expanding revenue disclosures to reflect the requirements of ASC 606, which include disclosures related to the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. Additionally, qualitative and quantitative disclosures are required about customer contracts, significant judgements and assets recognized from the costs to obtain or fulfill a contract.
Recent Accounting Pronouncements
 
In May 2016,December 2019, the FASB issued ASU No. 2016-12, “Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients”,2019-12, Simplifying the Accounting for Income Taxes, which narrowly amendedis designed to simplify the revenue recognition guidance regarding collectibility, noncash consideration, presentation of sales tax and transition and is effective duringaccounting for income taxes by removing certain exceptions to the same period asgeneral principles in Topic 740. ASU 2014-09.The Company is currently evaluating the effect of the standard.

In August 2016, the FASB issued ASU 2016-15, “Classification of Certain Cash Receipts and Cash Payments”. This update provides guidance on how to record eight specific cash flow issues. This updateNo. 2019-12 is effective for fiscal years beginning after December 15, 2017, and2020, including interim periods within those fiscal years. Early adoption is permitted and a retrospective transition method to each period should be presented. The Company is currently evaluating the effect ofyears; this update on its consolidated financial statements.
In November 2016, the FASB issued ASU 2016-18, “Statement of Cash Flows (Topic 230)”, requiring that the statement of cash flows explain the change in the total cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. This guidance is effectiveallows for fiscal years, and interim reporting periods therein, beginning after December 15, 2017 with early adoption permitted. The provisions of this guidance are to be applied using a retrospective approach which requires applicationin any interim period after issuance of the guidance for all periods presented.update. The Company is currently evaluating the impact of adopting this guidance.
2. Revenue
The Company records revenues in accordance with Accounting Standards Codification (“ASC”) Topic 606 “Revenue from Contracts with Customers, as amended” (“ASC Topic 606”). In accordance with ASC Topic 606, the new standardCompany accounts for a customer contract when both parties have approved the contract and does not expectare committed to perform their respective obligations, each party’s rights can be identified, payment terms can be identified, the adoptioncontract has commercial substance, and it is probable that the Company will have a material effect on its consolidated financial statements and disclosures.collect substantially all of the consideration to
 6

SCIENTIFIC INDUSTRIES, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
 
 
which it is entitled. Revenue is recognized when, or as, performance obligations are satisfied by transferring control of a promised product or service to a customer.
Nature of Products and Services
We generate revenues from the following sources: (1) Benchtop Laboratory Equipment, and (2) Bioprocessing Systems.
The following table summarizes the Company’s disaggregation of revenues for the three and nine months ended March 31, 2021 and 2020.
 
 
Benchtop Laboratory Equipment
 
 
Bioprocessing
Systems
 
 
Consolidated
 
Three Months Ended March 31, 2021:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenues
 $2,365,700 
 $142,900 
 $2,508,600 
 
    
    
    
Foreign Sales
  942,200 
  102,600 
  1,044,800 
 
 
Benchtop Laboratory Equipment
 
 
Bioprocessing
Systems
 
 
Consolidated
 
Three Months Ended March 31, 2020:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenues
 $1,800,700 
 $335,500 
 $2,136,200 
 
    
    
    
Foreign Sales
  743,000 
  335,000 
  1,078,000 
 
 
Benchtop Laboratory Equipment
 
 
Bioprocessing
Systems
 
 
Consolidated
 
Nine Months Ended March 31, 2021:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenues
 $6,803,300 
 $441,800 
 $7,245,100 
 
    
    
    
Foreign Sales
  2,724,800 
  395,000 
  3,119,800 
 
 
Benchtop Laboratory Equipment
 
 
Bioprocessing
Systems
 
 
Consolidated
 
Nine Months Ended March 31, 2020:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenues
 $5,320,300 
 $914,200 
 $6,234,500 
 
    
    
    
Foreign Sales
  1,996,400 
  913,700 
  2,910,100 
Benchtop Laboratory Equipment sales are comprised primarily of standard benchtop laboratory equipment from its stock sold to laboratory equipment distributors, or to end users primarily via e-commerce. The sales cycle from time of receipt of order to shipment varies from one day to up to a few weeks. Customers pay either by credit card (online sales) or net 30-90, depending on the customer. Once the item is shipped under the terms specified in the order, which is typically “FOB Factory”, other than a standard warranty, there are no obligations to the customer. The Company’s standard warranty is typically comprised of one to two years of parts and labor and is deemed immaterial.
Bioprocessing Systems’ revenues are primarily comprised of royalties earned by the Company, which are paid on a calendar year basis, under a licensing agreement from a single licensee and its sublicensees. The Company is obligated to pay 50% of all royalties it receives to the entity that licenses the intellectual property to the Company. During the year, the Company’s management uses its best judgement to estimate the royalty revenues earned during each fiscal period.
7
5
 
 
Adopted Accounting Pronoucements
SCIENTIFIC INDUSTRIES, INC. AND SUBSIDIARIES
In November 2015, the FASB issued ASU No. 2015-17, "Income Taxes: Balance Sheet Classification of Derffered Taxes" (ASU 2015-17") which was effective for fiscal years begining December 15, 2016 (fiscal 2018 for the Company). ASU 2015-17 required that deferred tax assets and liabilities be net and classified as noncurrent on the balance sheet rather than presenting deferred taxes into current and noncurrent amounts. The Company adopted ASU 2015-07 effective for the first fiscal quarter of the year ending June 30, 2018. The Company applied the new guidance on a respective basis, resulting in a reclassification of current deferred tax assets totaling $129,000 against long term deferred tax assets in the Company's Condensed Consolidated Balance Sheet as of June 30, 2017. The adoption of this ASU had no impact on the Company’s Condensed Consolidated Statement of Operations.
On December 22, 2017, the Staff of the Securities and Exchange Commission issued Staff Accounting Bulletin No. 118, “Income Tax Accounting Implications of the Tax Cuts and Jobs Act, or SAB 118, which addresses situations where the accounting under the FASB, Accounting Standards Codification No. 740, Income Taxes, or ASC 740 is incomplete for certain income tax effects of Public Law No. 115-97, commonly referred to as the Tax Cuts and Jobs Act, or the 2017 Tax Act, by the time an entity issues its financial statements for the fiscal period that includes the date the 2017 Tax Act was enacted.
Under ASC 740, entities are required to adjust current and deferred tax assets and liabilities for the effects of changes in tax laws or rates at their date of enactment. However, pursuant to SAB 118, if an entity does not have the necessary information available, prepared, or analyzed for certain income tax effects of the 2017 Tax Act at the time an entity’s financial statements are issued, an entity shall apply ASC 740 based on the provisions of the tax laws that were in effect immediately prior to the enactment of the 2017 Tax Act. If the accounting for certain income tax effects of the 2017 Tax Act is incomplete, but an entity can determine a reasonable estimate for those effects, an entity can record provisional amounts during a measurement period, which ends on the earlier of when an entity has obtained, prepared, and analyzed the information necessary to complete the accounting requirements of ASC 740 and December 22, 2017.NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
 
The 2017 Tax Act includes significant changesCompany determines revenue recognition through the following steps:
Identification of the contract, or contracts, with a customer
Identification of the performance obligations in the contract
Determination of the transaction price
Allocation of the transaction price to the performance obligations in the contract
Recognition of revenue when, or as, a performance obligation is satisfied
The Company has made the following accounting policy elections and elected to use certain practical expedients, as permitted by the FASB, in applying ASC Topic 606: 1) all revenues are recorded net of returns, allowances, customer discounts, and incentives; 2) although sales and other taxes are immaterial, the Company accounts for amounts collected from customers for sales and other taxes, if any, net of related amounts remitted to tax authorities; 3) the Company expenses costs to obtain a contract as they are incurred if the expected period of benefit, and therefore the amortization period, is one year or less; 4) the Company accounts for shipping and handling activities that occur after control transfers to the U.S. income tax system. The 2017 Tax Act contains numerous provisions impactingcustomer as a fulfillment cost rather than an additional promised service and these fulfillment costs fall within selling expenses; 5) the Company is always considered the most significant of which reducesprincipal and never an agent, because it has full control and responsibility until title is transferred to the Federal corporate statutory rate from 35% to 21%. Thecustomer; 6) the Company is a fiscal-year end taxpayer and is required to use a blended statutory federal tax rate, inclusivedoes not assess whether promised goods or services are performance obligations if they are immaterial in the context of the Federal rate change enacted on December 22, 2017 to compute its effective rate forcontract with the three and six months ended December 31, 2017. The various provisions undercustomer such as is the 2017 Tax Act most relevant to the Company have been considered in the preparation of the financial statements as of December 31, 2017. However, as of December 31, 2017, the Company had not completed its accounting for the tax effects of the enactment of 2017 Tax act. The Company’s provision for income taxes for the three and six months ended December 31, 2017 is based on reasonable estimates of the effects of its implementation and existing deferred tax balances. The Company estimates it will record a one-time non-cash charge of approximately $30,000 for the fiscal year ended June 30, 2018 due to an estimated reduction in deferred tax assets as a result of the reduction in the Federal tax rate. We expect to complete our accounting during the one year measurement period from the enactment date.case with catalyst instruments.
 
2.3. Segment Information and Concentrations
 
The Company views its operations as threetwo segments: the manufacture and marketing of standard benchtop laboratory equipment for research in university, hospital and industrial laboratories sold primarily through laboratory equipment distributors and laboratory and pharmacy balances and scales (“Benchtop Laboratory Equipment Operations”), the manufacture and marketing of custom-made catalyst research instruments for universities, government laboratories, and chemical and petrochemical companies sold on a direct basis (“Catalyst Research Instruments Operations”) and the design and marketing of bioprocessing systems and products and related royalty income (“Bioprocessing Systems”Systems Operations”).
6
 
Segment information is reported as follows:
 
 
Benchtop Laboratory Equipment
 
 
Bioprocessing
Systems
 
 
Corporate
And
Other
 
 
Consolidated
 
Three Months Ended March 31, 2021:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenues
 $2,365,700 
 $142,900 
 $- 
 $2,508,600 
 
    
    
    
    
Foreign Sales
  942,200 
  102,600 
  - 
  1,044,800 
 
    
    
    
    
Income (Loss) From Operations
  774,600 
  (1,722,200)
  (911,200)
  (1,858,800)
 
    
    
    
    
Assets
  5,979,400 
  1,281,200 
  6,639,700 
  13,900,300 
 
    
    
    
    
Long-Lived Asset Expenditures
  18,600 
  92,100 
  - 
  110,700 
 
    
    
    
    
Depreciation and Amortization
  30,000 
  16,700 
  - 
  43,700 
 
 
Benchtop Laboratory
Equipment
 
 
Catalyst Research
Instruments
 
 
Bioprocessing
Systems
 
 
Corporate
And Other
 
 
Consolidated
 
Three Months Ended December 31, 2017:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenues
 $1,686,200 
 $153,500 
 $52,700 
 $- 
 $1,892,400 
 
    
    
    
    
    
Foreign Sales
  815,300 
  2,600 
  - 
  - 
  817,900 
 
    
    
    
    
    
    Income (Loss) From
    Operations
  122,000 
  (103,400)
  (8,300)
  - 
  10,300 
 
    
    
    
    
    
Assets
  4,085,800 
  1,613,200 
  467,900 
  803,300 
 6,970,200 
 
    
    
    
    
    
    Long-Lived Asset
    Expenditures
  33,000 
  1,900 
  2,500 
  - 
  37,400 
 
    
    
    
    
    
    Depreciation and
    Amortization
  67,000 
  700 
  9,300 
  - 
  77,000 
Approximately $124,600 included in Assets relates to discontinued operations.
 
 
Benchtop Laboratory Equipment
 
 
Bioprocessing
Systems
 
 
Corporate
 And
Other
 
 
Consolidated
 
Three Months Ended March 31, 2020:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenues
 $1,800,700 
 $335,500 
 $- 
 $2,136,200 
 
    
    
    
    
Foreign Sales
  743,000 
  335,000 
  - 
  1,078,000 
 
    
    
    
    
Income (Loss) From Operations
  138,800 
  (193,100)
  (180,700)
  (235,000)
 
    
    
    
    
Assets
  5,229,700 
  1,647,800 
  2,042,400 
  8,919,900 
 
    
    
    
    
Long-Lived Asset Expenditures
  4,900 
  11,700 
  - 
  16,600 
 
    
    
    
    
Depreciation and Amortization
  29,600 
  11,000 
  300 
  40,900 
 8
SCIENTIFIC INDUSTRIES, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
 
 
 
 
Benchtop Laboratory
Equipment
 
 
Catalyst Research Instruments
 
 
Bioprocessing
Systems
 
 
Corporate
And Other
 
 
Consolidated
 
Three Months Ended December 31, 2016:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenues
 $1,466,800 
 $1,192,100 
 $24,900 
 $- 
 $2,683,800 
 
    
    
    
    
    
Foreign Sales
  751,800 
  10,300 
  - 
  - 
  762,100 
 
    
    
    
    
    
    Income (Loss) From
    Operations
  62,600 
  26,600 
  (32,700)
  - 
  56,500 
 
    
    
    
    
    
Assets
  4,131,400 
  1,982,800 
  434,700 
  695,900 
 7,244,800 
 
    
    
    
    
    
    Long-Lived Asset
    Expenditures
  5,200 
  - 
  5,800 
  - 
  11,000 
 
    
    
    
    
    
    Depreciation and
    Amortization
  76,700 
  4,500 
  12,600 
  - 
  93,800 
Approximately $1,227,900 included in Assets relates to discontinued operations, and $300 in depreciation and amortization relates to discontinued operations.
 
Approximately 31%55% and 55%49% of nettotal benchtop laboratory equipment sales (48%(52% and 30%37% of total revenues) for the three month periodsmonths ended DecemberMarch 31, 20172021 and 2016,2020, respectively, were derived from the Company’s main product, the Vortex-Genie 2 mixer, excluding accessories.
 
Approximately 12%20% and 21%24% of total benchtop laboratory equipment sales (19% and 11%18% of total revenues) were derived from the Torbal Scales Division for the three months ended DecemberMarch 31, 20172021 and 2016,2020, respectively.
 
For the three months ended DecemberMarch 31, 20172021 and 2016,2020, respectively, twothree customers accounted in the aggregate for approximately 10%26% and 17%16% of net sales of the Benchtop Laboratory Equipment Operations (15%(25% and 9%12% of the Company’s total revenues). Sales of catalyst research instruments generally comprise a few very large orders averaging approximately $50,000 per order to a limited number of customers, who differ from order to order. Sales to one and three customers during the three months ended December 31, 2017 and 2016, accounted for approximately 74% and 99% of the Catalyst Research Instrument Operations’ revenues and 7% and 44% of the Company’s total revenues, respectively.
 
7
 
 
Benchtop Laboratory Equipment
 
 
Catalyst Research Instruments
 
 
Bioprocessing
Systems
 
 
Corporate
And Other
 
 
Consolidated
 
Six Months Ended December 31, 2017:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenues
 $2,885,600 
 $182,300 
 $105,400 
 $- 
 $3,173,300 
 
    
    
    
    
    
Foreign Sales
  1,317,600 
  9,000 
  - 
  - 
  1,326,600 
 
    
    
    
    
    
    Income (Loss) From
    Operations
  28,100 
  (287,500)
  (37,100)
  - 
  (296,500)
 
    
    
    
    
    
Assets
  4,085,800 
  1,613,200 
  467,900 
  803,300 
 6,970,200 
 
    
    
    
    
    
    Long-Lived Asset
    Expenditures
  65,200 
  1,900 
  2,500 
  - 
  69,600 
 
    
    
    
    
    
    Depreciation and
    Amortization
  131,900 
  3,500 
  18,700 
  - 
  154,100 
 
 
Benchtop Laboratory Equipment
 
 
Catalyst Research Instruments
 
 
Bioprocessing
Systems
 
 
Corporate
And Other
 
 
Consolidated
 
Six Months Ended December 31, 2016:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenues
 $2,923,600 
 $1,269,600 
 $49,700 
 $- 
 $4,242,900 
 
    
    
    
    
    
Foreign Sales
  1,313,000 
  15,100 
  - 
  - 
  1,328,100 
 
    
    
    
    
    
    Income (Loss) From
    Operations
  164,000 
  (115,000)
  (67,400)
  - 
  (18,400)
 
    
    
    
    
    
Assets
  4,131,400 
  1,982,800 
  434,700 
  695,900 
  7,244,800 
 
    
    
    
    
    
    Long-Lived Asset
    Expenditures
  13,600 
  - 
  5,800 
  - 
  19,400 
 
    
    
    
    
    
    Depreciation and
    Amortization
  153,400 
  11,100 
  25,000 
  - 
  189,500 
 
 
Benchtop Laboratory Equipment
 
 
Bioprocessing
Systems
 
 
Corporate
And
Other
 
 
Consolidated
 
Nine Months Ended March 31, 2021:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenues
 $6,803,300 
 $441,800 
 $- 
 $7,245,100 
 
    
    
    
    
Foreign Sales
  2,724,800 
  395,000 
  - 
  3,119,800 
 
    
    
    
    
Income (Loss) From Operations
  1,727,000 
  (2,996,300)
  (1,029,600)
  (2,298,900)
 
    
    
    
    
Assets
  5,979,400 
  1,281,200 
  6,639,700 
  13,900,300 
 
    
    
    
    
Long-Lived Asset Expenditures
  54,100 
  170,800 
  - 
  224,900 
 
    
    
    
    
Depreciation and Amortization
  79,700 
  46,500 
  500 
  126,700 
 
Approximately 36%$124,600 included in Assets relates to discontinued operations, and 52%$500 in depreciation and amortization relates to discontinued operations.
 
 
Benchtop Laboratory Equipment
 
 
Bioprocessing
Systems
 
 
Corporate
And
Other
 
 
Consolidated
 
Nine Months Ended March 31, 2020:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenues
 $5,320,300 
 $914,200 
 $- 
 $6,234,500 
 
    
    
    
    
Foreign Sales
  1,996,400 
  913,700 
  - 
  2,910,100 
 
    
    
    
    
Income (Loss) From Operations
  331,300 
  (209,400)
  (180,700)
  (58,800)
 
    
    
    
    
Assets
  5,229,700 
  1,647,800 
  2,042,400 
  8,919,900 
 
    
    
    
    
Long-Lived Asset Expenditures
  26,800 
  31,300 
  - 
  58,100 
 
    
    
    
    
Depreciation and Amortization
  90,900 
  31,500 
  900 
  123,300 
Approximately $1,227,900 included in Assets relates to discontinued operations, and $900 in depreciation and amortization relates to discontinued operations.
Approximately 51% and 45% of nettotal benchtop laboratory equipment sales (46%(47% and 36% of total revenues) for the six month periodsnine months ended DecemberMarch 31, 20172021 and 2016,2020, respectively, were derived from the Company’s main product, the Vortex-Genie 2 mixer, excluding accessories.
 
Approximately 16%23% and 23%27% of total benchtop laboratory equipment sales (21% and 16%21% of total revenues) were derived from the Torbal Scales Division for the sixnine months ended DecemberMarch 31, 20172021 and 2016,2020, respectively.
For the sixnine months ended DecemberMarch 31, 20172021 and 2016, respectively, two2020, three customers accounted in the aggregate for approximately 11%23% and 16%17% of net sales of the Benchtop Laboratory Equipment Operations (15%(21% and 11%13% of the Company’s total revenues).
Sales of catalyst research instruments generally comprise a few very large orders averaging approximately $50,000 per order to a limited number of customers, who differ from order to order. Sales to one and six customers during the six months ended December 31, 2017 and 2016, accounted for approximately 64% and 97% of the Catalyst Research Instrument Operations’ revenues and 4% and 29% of the Company’s total revenues,, respectively.
 
 
 9
  SCIENTIFIC INDUSTRIES, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
3.4. Fair Value of Financial Instruments
 
The FASB defines the fair value of financial instruments as the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value measurements do not include transaction costs.
 
The accounting guidance also expands the disclosure requirements around fair value and establishes a fair value hierarchy for valuation inputs. The hierarchy prioritizes the inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market. Each fair value measurement is reported in one of the three levels, which is determined by the lowest level input that is significant to the fair value measurement in its entirety. These levels are described below:
8
 
Level 1 - Inputs that are based upon unadjusted quoted prices for identical instruments traded in active markets.
 
Level 2 - Quoted prices in markets that are not considered to be active or financial instruments for which all significant inputs are observable, either directly or indirectly.
 
Level 3 - Prices or valuation that require inputs that are both significant to the fair value measurement and unobservable.
 
In valuing assets and liabilities, the Company is required to maximize the use of quoted market prices and minimize the use of unobservable inputs. The Company calculated the fair value of its Level 1 and 2 instruments based on the exchange traded price of similar or identical instruments where available or based on other observable instruments. These calculations take into consideration the credit risk of both the Company and its counterparties. The Company has not changed its valuation techniques in measuring the fair value of any financial assets and liabilities during the period.
 
The fair valuevalues of the contingent consideration obligations are based on a probability weighted approach derived from the estimates of earn-out criteria and the probability assessment with respect to the likelihood of achieving those criteria. The measurement is based on significant inputs that are not observable in the market, therefore, the Company classifies this liability as Level 3 in the following tables.
 
The following tables set forth by level within the fair value hierarchy the Company’s financial assets that were accounted for at fair value on a recurring basis at DecemberMarch 31, 20172021 and June 30, 20172020 according to the valuation techniques the Company used to determine their fair values:
 
 
 
 
 
Fair Value Measurements Using Inputs Considered as
 
 
Fair Value at December 31, 2017
 
 
Level 1
 
 
Level 2
 
 
Level 3
 
 
 
 
 
Fair Value Measurements Using Inputs Considered as
 
 
 
 
 
Fair Value at March 31, 2021
 
 
Level 1
 
 
Level 2
 
 
Level 3
 
Assets:
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
 $700,700 
 $- 
 $627,500 
 $- 
Available for sale securities
  314,700 
  - 
Investment securities
  5,325,700 
  - 
    
    
Total
 $1,015,400 
 $- 
 $5,953,200 
   
 $- 
    
    
Liabilities:
    
    
    
    
Contingent consideration
 $154,300 
 $- 
 $154,300 
 $226,100 
 $- 
 $226,100 
 
 
 
 
 
 
 
Fair Value Measurements Using Inputs Considered as
 
 
 
Fair Value at June 30,
2020
 
 
Level 1
 
 
Level 2
 
 
Level 3
 
Assets:
 
 
 
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
 $7,559,700 
 $7,559,700 
 $- 
 $- 
Investment securities
  331,800 
  331,800 
  - 
  - 
 
    
    
    
    
Total
 $7,891,500 
 $7,891,500 
 $- 
 $- 
 
    
    
    
    
Liabilities:
    
    
    
    
 
    
    
    
    
Contingent consideration
 $358,000 
 $- 
 $- 
 $358,000 
 
 
 
 
 
Fair Value Measurements Using Inputs Considered as
 
 
 
Fair Value at June 30, 2017
 
 
Level 1
 
 
Level 2
 
 
Level 3
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Assets:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
 $1,025,100 
 $1,025,100 
 $- 
 $- 
Available for sale securities
  295,500 
  295,500 
  - 
  - 
 
    
    
    
    
Total
 $1,320,600 
 $1,320,600 
 $- 
 $- 
 
    
    
    
    
Liabilities:
    
    
    
    
 
    
    
    
    
Contingent consideration
 $297,000 
 $- 
 $- 
 $297,000 
 10
SCIENTIFIC INDUSTRIES, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
 
 
 
 
9
The following table sets forth an analysis of changes during the six months ended December 31, 2017 and 2016 in Level 3 financial liabilities of the Company:
 
 
2017
 
 
2016
 
Beginning balance
 $297,000 
 $346,300 
Payments
  (142,700)
  (117,400)
 
    
    
Ending balance
 $154,300 
 $228,900 
Investments in marketable securities classified as available-for-sale by security type at DecemberMarch 31, 20172021 and June 30, 20172020 consisted of the following:
 
 
Cost
 
 
Fair Value
 
 
Unrealized Holding Gain (Loss)
 
At December 31, 2017:
 
 
 
 
 
 
 
 
 
Available for sale:
 
 
 
 
 
 
 
 
 
Equity securities
 $46,300 
 $66,800 
 $20,500 
Mutual funds
  267,700 
  247,900 
  (19,800)
 
    
    
    
 
 $314,000 
 $314,700 
 $700 
 
 
Cost
 
 
Fair Value
 
 
Unrealized Holding Gain (Loss)
 
At March 31, 2021:
 
 
 
 
 
 
 
 
 
Equity securities
 $102,200 
 $148,100 
 $45,900 
Mutual and bond funds
  5,169,700 
  5,177,600 
  7,900 
 
    
    
    
 
 $5,271,900 
 $5,325,700 
 $53,800 
 
 
 
Cost
 
 
Fair Value
 
 
Unrealized Holding Gain (Loss)
 
At June 30, 2017:
 
 
 
 
 
 
 
 
 
Available for sale:
 
 
 
 
 
 
 
 
 
Equity securities
 $37,000 
 $50,800 
 $13,800 
Mutual funds
  262,000 
  244,700 
  (17,300)
 
    
    
    
 
 $299,000 
 $295,500 
 $(3,500)
 
 
Cost
 
 
Fair Value
 
 
Unrealized Holding Gain (Loss)
 
At June 30, 2020:
 
 
 
 
 
 
 
 
 
Equity securities
 $77,600 
 $101,900 
 $24,300 
Mutual and bond funds
  250,300 
  229,900 
  (20,400)
 
    
    
    
 
 $327,900 
 $331,800 
 $3,900 
 
4.5. Inventories
 
Inventories are valued at the lower of cost (determined on a first-in, first-out basis) or net realizable value, and have been reduced by an allowance for excess and obsolete inventories. The estimate is based on managements review of inventories on hand compared to estimated future usage and sales. Cost of work-in-process and finished goods inventories include material, labor, and manufacturing overhead.
 
December 31, 2017
 
 
June 30, 2017
 
 
 
 
 
March 31, 2021
 
 
June 30, 2020
 
Raw materials
 $1,502,000 
 $1,373,800 
 $2,191,200 
 $1,726,400 
Work-in-process
  476,300 
  166,500 
  74,100 
  35,700 
Finished goods
  414,300 
  420,900 
  619,900 
  778,900 
    
    
 $2,392,600 
 $1,961,200 
 $2,885,200 
 $2,541,000 
 
56.. Goodwill and Other Intangible Assets
 
Goodwill represents the excess of the purchase price over the fair value of the net assets acquired in connection with the Company’s acquisitions. Goodwill amounted to $705,300$257,300 at DecemberMarch 31, 20172021 and June 30, 2017,2020, all of which is expected to be deductible for tax purposes.
 
The components of other intangible assets are as follows:
Useful
Lives
 
Cost
 
 
Accumulated Amortization
 
 
Net
 
 
 
Useful
Lives
 
Cost
 
 
Accumulated Amortization
 
 
Net
 
At December 31, 2017: 
 
 
 
 
 
 
 
At March 31, 2021: 
 
 
 
Technology, trademarks5/10 yrs.
 $662,800 
 $577,300 
 $85,500 
5/10 yrs.
 $364,700 
 $362,200 
 $2,500 
Trade names6 yrs.
  140,000 
  89,400 
  50,600 
6 yrs.
  140,000 
  - 
Websites5 yrs.
  210,000 
  161,000 
  49,000 
5 yrs.
  210,000 
  - 
Customer relationships9/10 yrs.
  357,000 
  288,100 
  68,900 
9/10 yrs.
  120,000 
  94,400 
  25,600 
Sublicense agreements10 yrs.
  294,000 
  180,100 
  113,900 
10 yrs.
  294,000 
  275,600 
  18,400 
Non-compete agreements5 yrs.
  384,000 
  321,000 
  63,000 
5 yrs.
  282,000 
  - 
IPR&D3 yrs.
  110,000 
  - 
3 yrs.
  110,000 
  - 
Other intangible assets5 yrs.
  196,000 
  168,600 
  27,400 
5 yrs.
  287,800 
  212,800 
  75,000 
    
    
 $2,353,800 
 $1,895,500 
 $458,300 
 $1,808,500 
 $1,687,000 
 $121,500 
 
 
10 11
 
 
 
 
Useful
Lives
 
Cost
 
 
Accumulated Amortization
 
 
Net
 
  
 
 
 
 
 
 
 
 
 
At June 30, 2017: 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
Technology, trademarks5/10 yrs.
 $662,800 
 $541,100 
 $121,700 
Trade names6 yrs.
  140,000 
  77,800 
  62,200 
Websites5 yrs.
  210,000 
  140,000 
  70,000 
Customer relationships9/10 yrs.
  357,000 
  281,400 
  75,600 
Sublicense agreements10 yrs.
  294,000 
  165,400 
  128,600 
Non-compete agreements5 yrs.
  384,000 
  294,000 
  90,000 
IPR&D3 yrs.
  110,000 
  110,000 
  - 
Other intangible assets5 yrs.
  194,500 
  163,600 
  30,900 
 
    
    
    
 
 $2,352,300 
 $1,773,300 
 $579,000 
SCIENTIFIC INDUSTRIES, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
 
 
 
Useful
Lives
 
Cost
 
 
Accumulated Amortization
 
 
Net
 
At June 30, 2020: 
 
 
 
 
 
 
 
 
 
Technology, trademarks5/10 yrs.
 $364,700 
 $362,000 
 $2,700 
Trade names6 yrs.
  140,000 
  140,000 
  - 
Websites5 yrs.
  210,000 
  210,000 
  - 
Customer relationships9/10 yrs.
  120,000 
  84,400 
  35,600 
Sublicense agreements10 yrs.
  294,000 
  253,600 
  40,400 
Non-compete agreements5 yrs.
  282,000 
  282,000 
  - 
IPR&D3 yrs.
  110,000 
  110,000 
  - 
Other intangible assets5 yrs.
  246,600 
  196,600 
  50,000 
 
    
    
    
 
 $1,767,300 
 $1,638,600 
 $128,700 
 
Total amortization expense was $61,100$16,000 and $76,200$18,300 for the three months ended DecemberMarch 31, 20172021 and 2016,2020, respectively, and $122,200$48,500 and $154,100$57,600 for the sixnine months ended DecemberMarch 31, 20172021 and 2016,2020, respectively. As of DecemberMarch 31, 2017,2021, estimated future amortization expense related to intangible assets is $124,700$42,800 for the remainder of the fiscal year ending June 30, 2018, $185,800 for fiscal 2019, $65,400 for fiscal 2020, $48,000 for fiscal 2021, $27,000$32,100 for fiscal 2022, $20,400 for fiscal 2023, $18,000 for fiscal 2024 and $7,400$8,200 thereafter.
 
67.. Earnings (Loss) Per Common Share
 
Earnings (loss)The Company presents the computation of earnings per share (“EPS”) on a basic and diluted basis. Basic EPS is computed by dividing net income or loss by the weighted average number of shares outstanding during the reported period. Diluted EPS is computed similarly to basic EPS, except that the denominator is increased to include the number of additional common share data was computed as follows:shares that would have been outstanding if the potential additional common shares that were dilutive had been issued. Common shares are excluded from the calculation if they are determined to be anti-dilutive. The following table sets forth the weighted average number of common shares outstanding for each period presented
 
 
For the Three Month Period Ended December 31, 2017
 
 
 
For the Three Month Period Ended December 31, 2016
 
 
 
 
For the Six Month Period Ended December 31, 2017
 
 
For the Six Month Period Ended December 31, 2016
 
 
 
 
 
 
 
 
 
 
 
 
 
 
   Net income (loss)
 $(81,000)
 $45,300 
 $(313,600)
 $(3,400)
 
    
    
    
    
   Weighted average common shares outstanding
  1,494,112 
  1,489,112 
  1,494,112 
  1,489,112 
 
    
    
    
    
Basic and diluted earnings (loss) per common share
 $(.05)
 $.03 
 $(.21)
 $(.00)
 
 
For the Three Month Period Ended
March 31, 2021
 
 
For the Three Month
Period Ended
March 31, 2020
 
 
For the Nine
Month
Period Ended
March 31, 2021
 
 
For the Nine Month
Period Ended
March 31, 2020
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Weighted average number of common shares outstanding
  2,861,607 
  1,502,773 
  2,861,376 
  1,497,567 
Effect of dilutive securities
  - 
  - 
  - 
  - 
Weighted average number of dilutive common shares outstanding
  2,861,607 
  1,502,773 
  2,861,376 
  1,497,567 
 
    
    
    
    
Basic and diluted earnings (loss) per common share
    
    
    
    
 
    
    
    
    
Continuing operations
 $(.51)
 $(.15)
 $(.61)
 $(.05)
Discontinued operations
 $.01 
 $(.06)
 $(.20)
 $(.20)
Consolidated operations
 $(.50)
 $(.21)
 $(.81)
 $(.25)
 
Approximately 82,000259,357 shares and 43,500 shares1,349,850 of the Company'sCompany’s common stock issuable upon the exercise of options and warrants, respectively, were excluded from the calculation for the three and nine months ended March 31, 2021, because the effect would be anti-dilutive due to the loss for the periods. Approximately, 51,629 shares of the Company’s common stock issuable upon the exercise of the outstanding options were excluded from the calculation of diluted earnings per common share for the three and six month periodsnine months ended DecemberMarch 31, 2017 and 2016, respectively,2020 because the effect would bethey were anti-dilutive.
 
 
11
 12
SCIENTIFIC INDUSTRIES, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
8. Leases
The Company recognizes all long-term leases on its balance sheet as a liability for its lease obligation, measured at the present value of lease payments not yet paid, and a corresponding asset representing its right to use the underlying asset over the lease term.
The Company leases certain properties consisting principally of a facility in Bohemia, New York (headquarters) through January 2025, a facility in Pittsburgh, Pennsylvania for its Bioprocessing Systems Operations through May 2023, and a sales and administration office in Orangeburg, New York for the Torbal Division of its Benchtop Laboratory Equipment Operations through October 2022. The Company had a lease for its Catalyst Research Instruments Operations which terminated in November 2020 and the facility was shut down at the end of December 2020 following the sale of that business segment on November 30, 2020. There are no renewal options with any of the leases, no residual values or significant restrictions or covenants other than those customary in such arrangements, and no non-cash activities. Any rent escalations incorporated within the leases are included in the calculation of the future minimum lease payments, as further described below. All of the Company’s leases are deemed operating leases.
The Company determines whether an agreement contains a lease at inception based on the Company’s right to obtain substantially all of the economic benefits from the use of the identified asset and its right to direct the use of the identified asset. Lease liabilities represent the present value of future lease payments and the Right-Of-Use (“ROU”) assets represent the Company’s right to use the underlying assets for the respective lease terms. ROU assets and lease liabilities are recognized at the lease commencement date based on the present value of the lease payments over the lease term. The ROU asset is further adjusted to account for previously recorded lease expenses such as deferred rent and other lease liabilities. As the Company’s leases do not provide an implicit rate, the Company used its incremental borrowing rate of 5.0% as the discount rate to calculate the present value of future lease payments, which was the interest rate that its bank would charge for a similar loan.
The Company elected not to recognize a ROU asset and a lease liability for leases with an initial term of twelve months or less. In addition to minimum lease payments, certain leases require payment of a proportionate share of real estate taxes and certain building operating expenses or payments based on an excess of a specified base. These variable lease costs are not included in the measurement of the ROU asset or lease liability due to unpredictability of the payment amount and are recorded as lease expenses in the period incurred. The Company’s lease agreements do not contain residual value guarantees.
The Company elected available practical expedients for existing or expired contracts of lessees whereby the Company is not required to reassess whether such contracts contain leases, the lease classification or the initial direct costs. The Company is not utilizing the practical expedient which allows the use of hindsight by lessees and lessors in determining the lease term and in assessing impairment of its ROU assets. The Company utilized the transition method allowing entities to only apply the new lease standard in the year of adoption.
As of March 31, 2021, the weighted-average remaining lease term for operating lease liabilities was approximately 2.7 years and the weighted-average discount rate was 5.0%. Total cash payments under these leases were $64,000 and $218,700 for the three- and nine- month periods ended March 31, 2021 of which $59,900 and $211,100, respectively, were recorded as lease expense.
The Company’s approximate future minimum rental payments under all leases existing at March 31, 2021 through February 2025 are as follows:
Fiscal year ending June 30,
 
 
Amount
 
Remainder of 2021
 $64,000 
2022
  260,300 
2023
  245,300 
2024
  195,900 
2025
  91,600 
Total future minimum payments
 $857,100 
Less: Imputed interest
  71,500 
 
    
Total Present Value of Operating Lease Liabilities
 $785,600 
 13
 
 
SCIENTIFIC INDUSTRIES, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
9. Discontinued Operations
Effective November 30, 2020, the Company, as part of its strategic shift to becoming a life sciences tool provider, sold its Catalyst Research Instruments Operations reporting segment through the sale by Altamira of substantially all of its assets, which comprised of fixed assets, and inventory to Beijing JWGB Sci. & Tech. Co. Ltd., a corporation formed under the laws of the People’s Republic of China (“JWGB”) for $440,000 payable in cash through January 2021, resulting in a $405,400 pre-tax loss. In order to preserve business continuity for the buyer, Altamira agreed to purchase certain components on behalf of JWGB for which JWGB agreed to reimburse Altamira. At March 31, 2021, JWGB paid the full $440,000 purchase price and $28,500 for component purchases made on its behalf. The Company retained all its receivables and payables related to sales made prior to November 30, 2020, certain inventory related to two work-in-process orders which will be shipped by the end of the fiscal year ending June 30, 2021, product warranty and other miscellaneous liabilities related to certain employee benefits, and expenses related to the closure of the Altamira facility, which was substantially completed at the end of December 2020.
As a result of the disposal described above, the operating results of the former Catalyst Research Instruments Operations segment have been presented as discontinued operations in the balance sheets, the statements of operations, and the statements of cash flows, as detailed below.
Assets:
 
March 31, 2021
 
 
June 30, 2020
 
Cash
 $12,100 
  - 
Accounts receivable
  109,300 
  - 
Inventories
  3,200 
 $343,700 
Property and equipment, net
  - 
  1,400 
Goodwill
  - 
  447,900 
 
    
    
Discontinued operations
 $124,600 
 $793,000 
Liabilities:
 
March 31, 2021
 
 
June 30, 2020
 
Accounts payable
 $2,900 
 $20,100 
Accrued expenses and taxes
  45,000 
  120,700 
Contract liabilities
  16,500 
  69,000 
Operating lease liabilities, current portion
  - 
  31,100 
 
    
    
 
 $64,400 
 $240,900 
 
 
Three Months Ended
 
 
Nine Months Ended
 
 
 
March 31,
2021
 
 
March 31,
2020
 
 
March 31,
2021
 
 
March 31,
2020
 
 
Revenues
 $107,800 
 $241,800 
 $387,700 
 $420,000 
 
Cost of goods sold
  78,800 
  237,700 
  458,500 
  500,300 
 
      Gross profit
  29,900 
  4,100 
  (70,800)
  (80,300)
 
Selling, general and administrative expenses
  12,600
  103,700 
  282,200 
  280,000 
 
      Income (loss from operations)
  16,400 
  (99,600)
  (353,000)
  (360,300)
 
Loss on disposal
  - 
  - 
  (405,400)
  - 
 
      Income (loss) before income tax benefit
  16,400 
  (99,600)
  (758,400)
  (360,300)
 
Income tax benefit, all deferred
  - 
  (16,400)
  (179,900)
  (67,000)
 
       Net income (loss) attributable to discontinued operations
 $16,400 
 $(83,200)
 $(578,500)
 $(293,300)
 14
SCIENTIFIC INDUSTRIES, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
In our Consolidated Statements of Cash Flows, the cash flows from discontinued operations are not separately classified. Cash (used) and provided by operating activities from discontinued operations for the nine months ended March 31, 2021 and March 31, 2020 was ($502,900) and $17,900, respectively. Cash provided by investing activities from discontinued operations for the nine months ended March 31, 2021 was $440,000 and none for the nine months ended March 31, 2020. There was no cash provided or used by the discontinued operations for financing activities for both the current and prior year periods.
10.Payroll Protection Program Loans
The Company has two Payroll Protection Program (“PPP”) loans outstanding which are comprised of $563,800 received in April 2020 and $433,800 received in March 2021 through its bank. The loans each bear interest at 1% per annum and mature in April 2022 and March 2026, respectively, and contain no collateral or guarantee requirements. The Company expects to apply and receive forgiveness for both loans.
11.Equity
At the 2020 Annual Meeting of Stockholders, the stockholders of the Company approved an amendment to the Certificate of Incorporation of the Company to increase the number of authorized shares of the Company’s Common stock by 3,000,000shares from 7,000,000 to 10,000,000 shares, which is reflected as of March 31, 2021.
In addition, the stockholders also approved an amendment to the Company’s 2012 Stock Option Plan (“Plan”) to increase the number of shares under the Plan by 943,000 shares, from 307,000 to 1,250,000 shares, which, together with 150,000 shares that were added to the Plan in 2020, the Company registered on a Form S-8 Registration Statement with the Securities and Exchange Commission on March 15, 2021. The Company’s Board of Directorsauthorized and approved the grant of Stock Options in June 2020 and July 2020 to three key officers, subject to availability of option shares. In February 2021, upon availability, the Company issued these stock options to the Company’s Chairman of the Board, its Chief Executive Officer and President, and the Chief Commercial Officer of the Company’s Bioprocessing Systems Operations, which resulted in total stock-based compensation of $1,292,000 and $1,429,400 for the three and nine months ended March 31, 2021, which also included expense for other optionees.

12. Subsequent Events
 On April 29 2021, the Company received proceeds of approximately $7,580,500 from the sale of its securities to private investors upon the issuance of 1,595,880 shares of the Company’s Common Stock at an offering price of $4.75 per share which included warrants to purchase up to 797,940 shares of the Company’s Common Stock at $9.50 per share. 
These warrantsare exercisable immediately and expire five years from date of issuance.
Using the proceeds received, the Company, through its newly organized wholly owned subsidiary Scientific Bioprocessing Holdings, Inc., purchased 100% of the capital stock in aquila biolabs, GmbH (“Aquila”), a German bioprocessing company, for approximately $7,880,000.  This acquisition was completed so both Aquila and SBI can create synergies in product development and sales opportunities for all products in the United States, Europe and other parts of the world.  Concurrent with the acquisition, the Company entered into employment agreements with the four managing directors of Aquila. The Company has not completed any other items required to be disclosed as more time is needed in order to complete all of the necessary calculations.  In addition, certain disclosures of revenues and earnings of Aquila since the acquisition are impracticable as they are minimal to the Company as a whole.

 15


Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
 
Forward-Looking statements. Certain statements contained in this report are not based on historical facts, but are forward-looking statements that are based upon various assumptions about future conditions. Actual events in the future could differ materially from those described in the forward-looking information. Numerous unknown factors and future events could cause such differences, including but not limited to, product demand, market acceptance, success of marketing strategy, success of expansion efforts, impact of competition, adverse economic conditions, and other factors affecting the Company’s business that are beyond the Company’s control, which are discussed elsewhere in this report. Consequently, no forward-looking statement can be guaranteed. The Company undertakes no obligation to publicly update forward-looking statements, whether as a result of new information, future events or otherwise. This Management’s Discussion and Analysis of Financial Condition and Results of Operations should be read in conjunction with the Company’s financial statements and the related notes included elsewhere in this report.
 
Overview.
The Company reflected incomea loss from continuing operations before income tax benefit of $1,830,200 and $2,205,200 for the three and nine months ended March 31, 2021 compared to a loss of $276,900 and $88,900 for the three and nine months ended March 31, 2020, primarily due to increased operating expenses incurred by the Company’s Bioprocessing Systems Operations, stock options expense amounting to $1,292,000 and $1,429,400 for the three and nine months ended March 31, 2021 compared to $14,600 and $50,000 for the three and nine months ended March 31 2020, and expenses related to mergers and acquisitions (“M&A”) activities. The results reflected the Company’s continued expansion of $16,400its Bioprocessing Systems Operations with increased personnel and expenditures for product development, sales, and marketing activities, and M&A activity, partially offset by the profits generated by increased sales of the Benchtop Laboratory Equipment Operations.
The Company’s results for the nine months ended March 31, 2021, reflect discontinued operations of the Catalyst Research Instruments Operations due to the sale of substantially all its assets at an approximate $405,400 loss at the end of the second quarter, which is reflected in Income (loss) from discontinued operations of $758,400, compared to an operating loss from discontinued operations of $360,300 for the nine months ended March 31, 2020. Income from discontinued operations for the three months ended DecemberMarch 31, 20172021 was $16,400 compared to $64,800a loss of $99,600 for the three months ended DecemberMarch 31, 2016,2020, primarily due to lack of sales of catalyst research instruments duringa product sale that was delivered to a customer in March 2021 after the period and product development expenses for a new automated pill counter for the Laboratory Equipment Operations. The Company reflected a loss before income tax benefit of $290,100 for the six months ended December 31, 2017 compared to $4,700 for the six months ended December 31, 2016 mainly due to decreased catalyst research instrument sales and product development costs as previously discussed. The results reflected total non-cash amounts for depreciation and amortization of $77,000 and $154,100 for the three and six month periods ended December 31, 2017 compared to $93,800 and $189,500 for the corresponding three and six month periods in 2016.sale.
 
Results of Operations.
 
The Three Months Ended DecemberMarch 31, 20172021 Compared withWith The Three Months Ended DecemberMarch 31, 20162020
 
Net revenues for the three months ended DecemberMarch 31, 2017 decreased $791,400 (29.5%2021 increased $372,400 (17.4%) to $1,892,400$2,508,600 from $2,683,800$2,136,200 for the three months ended DecemberMarch 31, 2016,2020, reflecting a decreasean increase of $1,038,600$565,000 in net sales of catalyst research instruments due to decreased orders from Original Equipment Manufacturer OEM customers and lack of large orders, partially offset by increased sales of benchtop laboratory equipment, of $219,400 and bioprocessingpartially offset by decreased earned royalties of $27,800.$193,600 by the Bioprocessing Systems Operations. The Company’s benchtop laboratory equipment sales reflected $359,900$466,200 and $430,400 of Torbal brand product gross sales for the three months ended DecemberMarch 31, 2017, compared to $303,500 in the three months ended December 31, 2016. As of December 31, 2017, the order backlog for catalyst research instruments was $752,500, all of which is expected to be shipped during fiscal year ending June 30, 2018, compared to $397,300 as of December 31, 2016.2021 and 2020, respectively.
 
The overall gross profit percentage for the three months ended DecemberMarch 31, 20172021 was 40.5%54.3% compared to 29.6%51.5% for the three months ended DecemberMarch 31, 2016. The current year period gross margin2020, reflecting increased margins for the Benchtop Laboratory Equipment Operations was higher due to increased sales. The gross profit for the effect of the allocation of fixed costs on higher sales. The catalyst research instrumentsBioprocessing Systems Operations was negativelypositively impacted by the recording of an amount related to expected lower sales.future contingent consideration payments resulting from expected lower future royalties.
 
General and administrative expenses for the three months ended DecemberMarch 31, 2017 amounted2021 increased by $875,900 (171.8%) to $407,900$1,385,600 compared to $409,200$509,700 for the three months ended DecemberMarch 31, 2016.2020, due to the expansion of the Scientific Bioprocessing Systems Operations, stock options expense, and expenses related to M&A activities.
 
Selling expenses for the three months ended DecemberMarch 31, 2017 decreased $9,600 (4.3%2021 increased $1,041,200 (301.9%) to $214,600$1,386,100 from $224,200$344,900 for the three months ended DecemberMarch 31, 2016,2020, due to lowerincreased sales and marketing costs related to personnel (including stock options expense), websites, market research, and advertising expenses incurred by the Bioprocessing Systems Operations, and to a lesser extent increased online marketing for the Catalyst Research Instruments Operations.Benchtop Laboratory Equipment Operations’ Torbal pill counter product line.
 
Research and development expenses increased by $27,900 (26.6%$151,100 (50.6%) to $132,900$450,000 for the three months ended DecemberMarch 31, 20172021 compared to $105,000$298,900 for the three months ended DecemberMarch 31, 2016,2020, primarily due to increasedthe ramp up in product development activities by the Bioprocessing Systems Operations which included staffing, facilities, and materials and to new product development costs incurred byrelated to the Benchtop Laboratory Equipment OperationsOperations.
In the three months ended March 31, 2020, the Company reflected a non-recurring charge of termination costs for the severance pay and related payroll costs, pertaining to the Torbal Scales Division.early termination in February 2020 of the Company's Vice President of Corporate Strategy and Vice President of Sales for the Company's wholly-owned subsidiary, Altamira Instruments, Inc. which was sold at the end of the second quarter.
 
Total other income decreased by $2,200 (26.5%) from $8,300(expense), net was $28,600 for the three months ended DecemberMarch 31, 20162021 compared to $6,100($41,900) for the three months ended DecemberMarch 31, 20172020, primarily due to lowerincreased interest and dividend income generated from investment securities, and holding losses on its investment securities.investments in the prior year period.
 
The Company reflected an income tax expensebenefit related to continuing operations of $97,400$378,200 for the three months ended DecemberMarch 31, 20172021 compared to income tax expense of $19,500$45,500 for the three months ended DecemberMarch 31, 2016,2020 due to the increased loss for the period.
The Company reflected income from discontinued operations of $16,400 for the three months ended March 31, 2021, compared to a $99,600 loss for the three months ended March 31, 2020, primarily due to a revisionrevenue generated post-sale of substantially all the estimateassets of Altamira Instruments, Inc.
The Company reflected no income tax expense or benefit for the Company's expected annual income.
three months ended March 31, 2021 and an income tax benefit related to discontinued operations of $16,400 for the three months ended March 31, 2020 due to the loss during the prior year period.
The net income from discontinued operations was $16,400 for the three months ended March 31, 2021 compared to net loss of $83,200 for the three months ended March 31, 2020, primarily due to revenue generated post-sale of substantially all the assets of Altamira Instruments, Inc.
 
As a result of the foregoing, the Company recorded a net loss of $81,000$1,435,600 for the three months ended DecemberMarch 31, 20172021 compared to a net income $45,300loss of $314,600 for the three months ended DecemberMarch 31, 2016.2020.
 
The SixNine Months Ended DecemberMarch 31, 20172021 Compared withWith The SixNine Months Ended DecemberMarch 31, 20162020
 
Net revenues for the sixnine months ended DecemberMarch 31, 2017 decreased $1,069,600 (25.2%2021 increased $1,010,600 (16.2%) to $3,173,300$7,245,100 from $4,242,900$6,234,500 for the sixnine months ended DecemberMarch 31, 2016,2020, reflecting a decrease of $1,087,300$1,483,000 increase in net sales of catalyst research instruments due to decreased orders from Original Equipment Manufacturer OEM customers and lack of large orders, and a decrease of $38,000 in sales of benchtop laboratory equipment, derived fromand a decrease of $632,800 in earned royalties by the Torbal Division, partially offset by a $55,700 increase in bioprocessing royalties.Bioprocessing Systems Operations due to terminated patents. The benchtop laboratory equipmentBenchtop Laboratory Equipment sales reflected $664,200$1,560,700 of Torbal brand gross product sales for the sixnine months ended DecemberMarch 31, 2017,2021, compared to $685,500$1,428,900 in the sixnine months ended DecemberMarch 31, 2016.2020.
 
The overall gross profit percentage for the sixnine months ended DecemberMarch 31, 20172021 was 38.4% compared to 34.5%52.8% and 52.2% for the sixnine months ended DecemberMarch 31, 2016  as2020, which reflected a result ofhigher gross profit margin percentage for the Benchtop Laboratory Equipment Operations (which is sold at higher margins) consisting of a higher percentage of total sales for the year.due to fixed overhead on increased sales.
 
General and administrative expenses for the sixnine months ended DecemberMarch 31, 20172021 increased slightly by $14,700 (1.8%$983,600 (67.5%) to $836,300 compared to $821,600$2,441,700 from $1,458,100 for the sixnine months ended DecemberMarch 31, 2016.2020, due to the expansion of the Scientific Bioprocessing Systems Operations, stock options expense, and expenses related to M&A activities.
 
Selling expenses for the sixnine months ended DecemberMarch 31, 2017 decreased $25,300 (5.7%2021 increased $1,778,600 (202.0%) to $415,600$2,658,900 from $440,900$880,300 for the sixnine months ended DecemberMarch 31, 2016,2020, due to lowerincreased sales and marketing costs related to personnel (including stock options expense), websites, market research, and advertising expenses incurred by the Bioprocessing Systems Operations, and to a lesser extent increased online marketing for the Catalyst Research Instruments Operations.
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Benchtop Laboratory Equipment Operations’ Torbal pill counter product line.
 
Research and development expenses increased by $41,600 (18.9%$228,700 (28.8%) to $262,000$1,024,000 for the sixnine months ended DecemberMarch 31, 20172021 compared to $220,400$795,300 for the sixnine months ended DecemberMarch 31, 2016,2020, primarily due to increasedthe ramp up in product development activities by the Bioprocessing Systems Operations which included staffing, facilities, and materials and to new product development costs incurred byrelated to the Benchtop Laboratory Equipment OperationsOperations.
In the nine months ended March 31, 2020, the Company reflected a non-recurring charge of termination costs for the severance pay and related payroll costs, pertaining to the Torbal Scales Division.early termination in February 2020 of the Company's Vice President of Corporate Strategy and Vice President of Sales for the Company's wholly-owned subsidiary, Altamira Instruments, Inc. which was sold at the end of the second quarter.
 
Total other income decreased by $7,300 (53.3%) from $13,700(expense), net was $93,700 for the sixnine months ended DecemberMarch 31, 20162021 compared to $6,400($30,100) for the sixnine months ended DecemberMarch 31, 20172020, primarily due to lowerincreased interest on itsand dividend income generated from investment securities, and miscellaneous income items.holding losses on investments in the prior year period.
 
The Company reflected an income tax expensebenefit related to continuing operations of $23,500$472,300 for the sixnine months ended DecemberMarch 31, 20172021 compared to $15,000 for the nine months ended March 31, 2020 due to the increased loss for the current year period.
The Company reflected a loss from discontinued operations of $758,400 for the nine months ended March 31, 2021, compared to $360,300 for the nine months ended March 31, 2020, due to the loss on disposal in the current year period.
The Company reflected an income tax benefit related to discontinued operations of $1,300$179,900 for the sixnine months ended DecemberMarch 31, 2016,2021 compared to $67,000 for the nine months ended March 31, 2020 due to the increased loss during the current year period.
The net loss from discontinued operations was $578,500 for the nine months ended March 31, 2021 compared to $293,300 for the nine months ended March 31, 2020, primarily due to the statutory federal tax rate change resulting fromloss on disposal during the recently enacted 2017 Tax Act, including a write off of deferred tax assets of $15,500.
current year period.
 
As a result of the foregoing, the Company recorded a net loss of $313,600$2,311,400 for the sixnine months ended DecemberMarch 31, 20172021 compared to $3,400a net loss of $367,200 for the sixnine months ended DecemberMarch 31, 2016.2020.
 
Liquidity and Capital Resources. Cash and cash equivalents decreased by $324,400$6,932,200 to $700,700$627,500 as of DecemberMarch 31, 20172021 from $1,025,100$7,559,700 as of June 30, 20172020, primarily due to decreasedconverting cash generated byon-hand to short term liquid investment securities and the Catalyst Research Instrument Operations and increased inventories.loss for the period.
 
Net cash used in operating activities was $133,700$2,592,500 for the sixnine months ended DecemberMarch 31, 20172021 compared to $450,300net cash used of $803,800 during the sixnine months ended DecemberMarch 31, 2016. The current period reflected higher accounts payable and customer advances, partially offset by2020, primarily due to the increased prepaid expenses and higher inventories.loss for the period. Net cash used in investing activities was $84,600$4,763,100 for the sixnine months ended DecemberMarch 31, 20172021 compared to $27,000$66,300 used during the sixnine months ended DecemberMarch 31, 20162020, principally due to net purchases of investments, and to a lesser extent new capital equipment purchasedpurchases by the Bioprocessing Systems Operations during the current year period, partially offset by the Benchtop Laboratory Equipment Operations. The Company used $106,100 incash received from the sale of the subsidiary. Net cash provided by financing activities inwas $423,400 for the sixnine months ended DecemberMarch 31, 20172021, due to a Payroll Protection Program loan received by the Federal Government, compared to cash$7,000 provided of $129,400 induring the sixnine months ended DecemberMarch 31, 2016 mainly due2020 from cash proceeds related to decreased proceeds under the lineexercises of credit in the current year.stock options.
 
The Company's working capital decreased by $191,500$1,222,600 to $3,782,400$9,325,900 as of DecemberMarch 31, 20172021 compared to $3,973,900,$10,548,500, as of June 30, 20172020 mainly due to increased capital expenditures and a netthe loss incurred during the current period.
 
The Company has a Demand Line of Credit through June 2018December 2021 with First National Bank of Pennsylvania which provides for borrowings of up to $300,000 for regular working capital needs, bearing interest at prime, currently 4.5%.3.25% currently. Advances on the line, are secured by a pledge of the Company’s assets including inventory, accounts, chattel paper, equipment and general intangibles of the Company. As of DecemberMarch 31, 2017 $40,000 which was borrowed by our subsidiary, Altamira Instruments, was2021, no borrowings were outstanding under such line. In addition, the Company utilized $245,400 of its borrowing availability under the line as collateral for a warranty standby letter of credit required during a two year warranty period as a condition of sale for a large order of catalyst research instruments shipped in a prior fiscal year and installed in the first quarter of fiscal 2018, leaving an available borrowing balance of $14,600 under the line of credit.
 
Management believes that the Company will be able to meet its cash flow needs during the 12 months ending June 30, 2018March 31, 2022 from its available financial resources including, its line of credit, its cash and investment securities, operations and operations.the line of credit.
 
 
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Itemitem 4. Controls and Procedures
 
Evaluation of Disclosure Controls and Procedures. As of the end of the period covered by this report, based on an evaluation of the Company's disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934), the Chief Executive and Chief Financial Officer of the Company has concluded that the Company's disclosure controls and procedures are effective to ensure that information required to be disclosed by the Company in its Exchange Act reports is recorded, processed, summarized and reported within the applicable time periods specified by the SEC's rules and forms. The Company also concluded that information required to be disclosed in such reports is accumulated and communicated to the Company's management, including its principal executive and principal financial officer, as appropriate to allow timely decisions regarding required disclosure.
 
Changes in Internal Control Over Financial Reporting. There was no change in the Company's internal controls over financial reporting that occurred during the most recently completed fiscal quarter that materially affected or is reasonably likely to materially affect the Company's internal controls over financial reporting.

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PART II – OTHER INFORMATION
 
Item 6. Exhibits and Reports on Form 8-K
 
Exhibit Number
Description
31.Certification of Chief Executive Officer and Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.
Certification of Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
 
Reports on Form 8-K: None
Current Report filed on Form 8-K dated July 22, 2020 reporting under Items 1.01 and 5.2.
Current Report filed on Form 8-K dated August 13, 2020 reporting under Item 5.03.
Current Report filed on Form 8-K dated December 1, 2020 reporting under Items 1.01 and 2.01.
 
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SIGNATURESIGNATURE
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
 
 
Date: February 14, 2018May 17, 2021
 
SCIENTIFIC INDUSTRIES, INC.
(Registrant)
 
/s/ Helena R. Santos
 
 
Helena R. Santos
President, Chief Executive Officer, Treasurer
Chief Financial and Principal Accounting Officer
 
 
 
 
 
 
 
 
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