Cover
Cover - USD ($) | 12 Months Ended | ||
Jun. 30, 2022 | Sep. 27, 2022 | Dec. 31, 2021 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Document Period End Date | Jun. 30, 2022 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2022 | ||
Current Fiscal Year End Date | --06-30 | ||
Entity File Number | 001-10647 | ||
Entity Registrant Name | PRECISION OPTICS CORPORATION, INC. | ||
Entity Central Index Key | 0000867840 | ||
Entity Tax Identification Number | 04-2795294 | ||
Entity Incorporation, State or Country Code | MA | ||
Entity Address, Address Line One | 22 East Broadway | ||
Entity Address, City or Town | Gardner | ||
Entity Address, State or Province | MA | ||
Entity Address, Postal Zip Code | 01440 | ||
City Area Code | (978) | ||
Local Phone Number | 630-1800 | ||
Title of 12(b) Security | Common stock, $0.01 par value | ||
Trading Symbol | PEYE | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 22,844,417 | ||
Entity Common Stock, Shares Outstanding | 16,915,089 | ||
Auditor Firm ID | 577 | ||
Auditor Name | Stowe & Degon LLC | ||
Auditor Location | Westborough, Massachusetts |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Jun. 30, 2022 | Jun. 30, 2021 |
Current Assets: | ||
Cash and cash equivalents | $ 605,749 | $ 861,650 |
Accounts receivable, net of allowance for doubtful accounts of $44,135 at June 30, 2022 and $251,383 at June 30, 2021 | 2,663,872 | 1,878,755 |
Inventories | 3,022,147 | 1,885,395 |
Prepaid expenses | 213,448 | 150,635 |
Total current assets | 6,505,216 | 4,776,435 |
Fixed Assets: | ||
Machinery and equipment | 3,215,412 | 3,084,511 |
Leasehold improvements | 843,903 | 792,723 |
Furniture and fixtures | 219,999 | 178,640 |
Total Fixed Assets | 4,279,314 | 4,055,874 |
Less—Accumulated depreciation and amortization | 3,651,843 | 3,461,622 |
Net fixed assets | 627,471 | 594,252 |
Operating lease right-to-use asset | 517,725 | 61,247 |
Patents, net | 229,398 | 141,702 |
Goodwill | 8,824,210 | 687,664 |
TOTAL ASSETS | 16,704,020 | 6,261,300 |
Current Liabilities: | ||
Current portion of capital lease obligation | 40,705 | 38,347 |
Current maturities of long-term debt | 367,714 | 0 |
Current portion of acquisition earn out liability | 166,667 | 166,667 |
Accounts payable | 2,239,175 | 1,205,149 |
Customer advances | 905,113 | 450,084 |
Accrued compensation and other | 716,702 | 589,616 |
Operating lease liability | 150,565 | 61,247 |
Total current liabilities | 4,586,641 | 2,511,110 |
Capital lease obligation, net of current portion | 111,691 | 152,397 |
Long-term debt, net of current maturities | 1,961,141 | 0 |
Acquisition earn out liability, net of current portion | 705,892 | 166,666 |
Operating lease liability, net of current portion | 367,160 | 0 |
Stockholders’ Equity: | ||
Common stock, $0.01 par value: 50,000,000 shares authorized; issued and outstanding – 16,915,089 shares at June 30, 2022 and 13,282,476 shares at June 30, 2021 | 169,150 | 132,825 |
Additional paid-in capital | 56,896,739 | 50,464,280 |
Accumulated deficit | (48,094,394) | (47,165,978) |
Total stockholders’ equity | 8,971,495 | 3,431,127 |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $ 16,704,020 | $ 6,261,300 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) | Jun. 30, 2022 | Jun. 30, 2021 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 44,135 | $ 251,383 |
Common Stock par value | $ 0.01 | $ 0.01 |
Common Stock shares authorized | 50,000,000 | 50,000,000 |
Common Stock shares issued | 16,915,089 | 13,282,476 |
Common Stock shares outstanding | 16,915,089 | 13,282,476 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Income Statement [Abstract] | ||
Revenues | $ 15,678,248 | $ 10,674,907 |
Cost of goods sold | 10,750,061 | 7,241,322 |
Gross profit | 4,928,187 | 3,433,585 |
Research and development expenses, net | 666,479 | 624,253 |
Selling, general and administrative expenses | 5,613,473 | 3,714,915 |
Business acquisition expenses | 162,125 | 0 |
Total operating expenses | 6,442,077 | 4,339,168 |
Operating loss | (1,513,890) | (905,583) |
Other income (expense) | ||
Interest expense | (155,658) | (5,302) |
Gain on forgiveness of bank note | 0 | 808,962 |
Gain on revaluation of contingent earn-out liability | 742,084 | 0 |
Loss before provision for income taxes | (927,464) | (101,923) |
Provision for income taxes | 952 | 912 |
Net loss | $ (928,416) | $ (102,835) |
Consolidated Statements of Op_2
Consolidated Statements of Operations (Parenthetical) - $ / shares | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Income Statement [Abstract] | ||
Earnings Per Share, Basic | $ (0.06) | $ (0.01) |
Earnings Per Share, Diluted | $ (0.06) | $ (0.01) |
Weighted Average Number of Shares Outstanding, Basic | 15,887,161 | 13,281,351 |
Weighted Average Number of Shares Outstanding, Diluted | 15,887,161 | 13,281,351 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total |
Beginning balance, value at Jun. 30, 2020 | $ 131,918 | $ 49,702,986 | $ (47,063,143) | $ 2,771,761 |
Beginning balance, shares at Jun. 30, 2020 | 13,191,789 | |||
Proceeds from exercise of stock option | $ 720 | 27,551 | 28,271 | |
Proceeds from exercise of stock option, shares | 72,000 | |||
Exercise of stock options net of 109,682 shares withheld | $ 187 | (187) | ||
Exercise of stock options net of 109,682 shares withheld, shares | 18,687 | |||
Stock-based compensation | 733,930 | 733,930 | ||
Net loss | (102,835) | (102,835) | ||
Ending balance, value at Jun. 30, 2021 | $ 132,825 | 50,464,280 | (47,165,978) | 3,431,127 |
Ending balance, shares at Jun. 30, 2021 | 13,282,476 | |||
Issuance of common stock in private placement | $ 9,375 | 1,480,625 | 1,490,000 | |
Issuance of common stock in private placement, shares | 937,500 | |||
Issuance of common stock in business acquisition | $ 25,000 | 3,975,000 | 4,000,000 | |
Issuance of common stock in business acquisition, shares | 2,500,000 | |||
Proceeds from exercise of stock option | $ 582 | 62,708 | 63,290 | |
Proceeds from exercise of stock option, shares | 58,200 | |||
Exercise of stock options net of 109,682 shares withheld | $ 1,277 | (1,277) | ||
Exercise of stock options net of 109,682 shares withheld, shares | 127,818 | |||
Issuance of common stock for employee services | $ 91 | 19,909 | 20,000 | |
Issuance of common stock for employee services, shares | 9,095 | |||
Stock-based compensation | 895,494 | 895,494 | ||
Net loss | (928,416) | (928,416) | ||
Ending balance, value at Jun. 30, 2022 | $ 169,150 | $ 56,896,739 | $ (48,094,394) | $ 8,971,495 |
Ending balance, shares at Jun. 30, 2022 | 16,915,089 |
Consolidated Statements of St_2
Consolidated Statements of Stockholders' Equity (Parenthetical) | 12 Months Ended |
Jun. 30, 2021 shares | |
Statement of Stockholders' Equity [Abstract] | |
Share-Based Payment Arrangement, Shares Withheld for Tax Withholding Obligation | 21,313 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Cash Flows from Operating Activities: | ||
Net loss | $ (928,416) | $ (102,835) |
Adjustments to reconcile net loss to net cash (used in) provided by operating activities- | ||
Gain on revaluation of contingent earn-out liability | (742,084) | 0 |
Depreciation and amortization | 190,221 | 146,799 |
Stock-based compensation expense | 915,494 | 733,930 |
Non-cash interest expense | 55,017 | 0 |
Gain on forgiveness of bank note | 0 | (808,962) |
Changes in operating assets and liabilities, net of effects of business acquisition- | ||
Accounts receivable, net | (108,140) | (397,318) |
Due from related party | 84,210 | |
Inventories | (680,744) | 311,849 |
Prepaid expenses | 19,312 | (16,928) |
Accounts payable | 819,284 | 139,144 |
Customer advances | (371,650) | 33,025 |
Accrued compensation and other | (185,875) | 7,846 |
Net cash (used in) provided by operating activities | (933,371) | 46,550 |
Cash Flows from Investing Activities: | ||
Acquisition of businesses | (255,062) | 0 |
Additional patent costs | (39,543) | (46,473) |
Purchases of property and equipment | (113,197) | (75,924) |
Net cash used in investing activities | (407,802) | (122,397) |
Cash Flows from Financing Activities: | ||
Payment of capital lease obligations | (38,349) | (58,804) |
Payments of long-term debt | (247,002) | 0 |
Payment of debt issuance costs | (26,000) | 0 |
Payment of acquisition earn-out liability | (166,667) | (166,667) |
Gross proceeds from private placements of common stock | 1,500,000 | 0 |
Gross proceeds from exercise of stock options | 63,290 | 28,271 |
Net cash provided by (used in) financing activities | 1,085,272 | (197,200) |
Net decrease in cash and cash equivalents | (255,901) | (273,047) |
Cash and cash equivalents, beginning of year | 861,650 | 1,134,697 |
Cash and cash equivalents, end of year | 605,749 | 861,650 |
Supplemental disclosure of cash flow information: | ||
Cash paid during the year for income taxes | 912 | 2,165 |
Supplemental disclosure of non-cash financing activities: | ||
Issuance of common stock for services | 20,000 | 0 |
Acquisition of business financed with long-term debt | 2,600,000 | 0 |
Common stock issued in business acquisition | 4,000,000 | 0 |
Acquisition of Manufacturing Equipment Under Capital Lease | $ 0 | $ 161,976 |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | (1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (a) Nature of Business Precision Optics Corporation, Inc. (the “Company”) designs, develops, manufactures and sells specialized optical and illumination systems and related components. The Company conducts business in one industry segment only and its customers are primarily domestic. The Company performs advanced optical and illumination system design, development, assembly and manufacturing services, and sources for resale specialized optical components for products that fall into two principal areas: (i) medical products for use by hospitals and physicians; and (ii) products used by defense contractors and industrial customers. (b) Principles of Consolidation The accompanying consolidated financial statements include the accounts of the Company and its two wholly-owned subsidiaries. All inter-company accounts and transactions have been eliminated in consolidation. (c) Revenues Revenues are recognized as the performance obligations to deliver products or services are satisfied and are recorded based on the amount of consideration the Company expects to receive in exchange for satisfying the performance obligations. Most of the Company’s products and services are marketed to medical device companies with approximately 85% of sales to customers in the United States. Products and services are primarily transferred to customers at a point in time based upon when services are performed or product is shipped. Other selling costs to obtain and fulfill contracts are expensed as incurred due to the short-term nature of a majority of its contracts. The Company extends terms of payment to its customers based on commercially reasonable terms for the markets of its customers, while also considering their credit quality. Shipping and handling costs charged to customers are included in revenues. The Company disaggregates revenues by product and service types as it believes it best depicts how the nature, amount, timing and uncertainty of revenues and cash flows are affected by economic factors. Revenues are comprised of the following for the fiscal years ended June 30, 2022 and 2021: Schedule of disaggregation of revenues 2022 2021 Engineering Design Services $ 5,371,483 $ 2,770,481 Optical Components 6,481,896 5,751,212 Medical Device Products and Assemblies 3,824,869 2,153,214 Total Revenues $ 15,678,248 $ 10,674,907 Contract Assets and Liabilities The nature of the Company’s products and services does not generally give rise to contract assets as it typically does not incur costs to fulfill a contract before a product or service is provided to a customer. The Company’s costs to obtain contracts are typically in the form of sales commissions paid to employees. The Company has elected to expense sales commissions associated with obtaining a contract as incurred as the amortization period is generally less than one year. These costs have been recorded in selling, general and administrative expenses. As of June 30, 2022, there were no contract assets recorded in the Company’s Consolidated Balance Sheets. The Company’s contract liabilities arise as a result of unearned revenue received from customers at inception of contracts or where the timing of billing for services precedes satisfaction of performance obligations. The Company generally satisfies performance obligations within one year from the contract inception date. Contract liabilities, which were recorded as customer advances in the Company’s Consolidated Balance Sheets, and unearned revenue are comprised of the following: Schedule of contract liabilities Fiscal Year Ended June 30, 2022 2021 Contract liabilities, beginning of period $ 450,084 $ 417,059 Unearned revenue received from customers 3,780,215 1,322,005 Revenue recognized (3,325,186 ) (1,288,980 ) Contract liabilities, end of period $ 905,113 $ 450,084 (d) Cash and Cash Equivalents The Company includes in cash equivalents all highly liquid investments with original maturities of three months or less at the time of acquisition. Cash and cash equivalents of $ 605,749 861,650 (e) Inventories Inventories are stated at the lower of cost (first-in, first-out) and net realizable value and include material, labor and manufacturing overhead. The components of inventories at June 30, 2022 and 2021 are as follows: Schedule of inventory 2022 2021 Raw material $ 1,414,996 $ 626,255 Work-in-progress 460,460 453,117 Finished goods 1,146,691 806,023 Total Inventories $ 3,022,147 $ 1,885,395 The Company provides for estimated obsolescence on unmarketable inventory based upon assumptions about future demand and market conditions. If actual demand and market conditions are less favorable than those projected by management, additional inventory write-downs may be required. Inventory, once written down, is not subsequently written back up, as these adjustments are considered permanent adjustments to the carrying value of the inventory. (f) Fixed Assets Fixed assets are recorded at cost. Maintenance and repair items are expensed as incurred. The Company provides for depreciation and amortization by charges to operations, using the straight-line and declining-balance methods, which allocate the cost of fixed assets over the following estimated useful lives: Schedule of estimated useful lives Asset Classification Estimated Useful Life Machinery and equipment 2-7 years Leasehold improvements Shorter of lease term or estimated useful life Furniture and fixtures 5 years Vehicles 3 years Depreciation and amortization expense was $ 245,238 146,799 (g) Significant Customers and Concentration of Credit Risk Financial instruments that subject the Company to credit risk consist primarily of cash equivalents and trade accounts receivable. The Company places its investments with highly rated financial institutions. The Company has not experienced any losses on these investments to date. At June 30, 2022, no individual customer accounted for more 10 16 The allowance for doubtful accounts receivable was $ 44,135 251,383 The Company had revenues from 377 unique customers during fiscal year 2022, and no single customer accounted for 10% or more of the Company’s revenue for the fiscal years ended June 30, 2022, or 2021. (h) Loss per Share Basic income (loss) per share is computed by dividing net income or net loss by the weighted average number of shares of common stock outstanding during the period. Diluted income (loss) per share is computed by dividing net income or net loss by the weighted average number of shares of common stock outstanding during the period, plus the number of potentially dilutive securities outstanding during the period such as stock options and warrants. For the year ended June 30, 2022 and 2021, the effect of such securities was antidilutive and not included in the diluted calculation because of the net loss generated in those periods. The following is the calculation of loss per share for the years ended June 30, 2022 and 2021: Schedule of earnings per share Year Ended June 30 2022 2021 Net Loss– Basic and Diluted $ (928,416 ) $ (102,835 ) Basic and diluted weighted average shares outstanding 15,887,161 13,281,351 Loss per share Basic and fully diluted $ (0.06 ) $ (0.01 ) The number of shares issuable upon the exercise of outstanding stock options and warrants that were excluded from the computation as their effect was antidilutive was approximately 2,714,000 2,578,200 (i) Stock-Based Compensation The measurement and recognition of compensation costs for all stock-based awards made to employees and the Board of Directors are based upon fair value over the requisite service period for awards expected to vest. The Company estimates the fair value of share-based awards on the date of grant using the Black-Scholes option-pricing model. Stock-based compensation costs recognized for the years ended June 30, 2022, and 2021 amounted to $ 895,494 733,930 (j) Goodwill and Patents Long-lived assets such as goodwill and patents are capitalized when acquired and reviewed for impairment whenever events or changes in circumstances indicate that the book value of the asset may not be recoverable. Impairment of the carrying value of long-lived assets such as goodwill and patents would be indicated if the best estimate of future undiscounted cash flows expected to be generated by the asset grouping is less than its carrying value. If an impairment is indicated, any loss is measured as the difference between estimated fair value and carrying value and is recognized in operating income or loss. Assets to be disposed of are reported at the lower of the carrying amount or fair value less costs to sell. No (k) Fair Value of Financial Instruments Financial instruments consist principally of cash and cash equivalents, accounts receivable and accounts payable. The estimated fair value of these financial instruments approximates their carrying value due to their short-term nature. (l) Warranty Costs The Company does not incur future performance obligations in the normal course of business other than providing a standard one-year warranty on materials and workmanship to its customers (except in certain unusual and infrequently occurring situations where extended warranty terms beyond one year are negotiated with the customer). The Company provides for estimated warranty costs at the time product revenue is recognized. Warranty costs have been included as a component of cost of goods sold in the accompanying consolidated statements of operations. The following tables summarize warranty reserve activity for the years ended June 30, 2022 and 2021: Schedule Of warranty activity 2022 2021 Balance at beginning of period $ 25,000 $ 25,000 Provision for warranty claims – 7,611 Warranty claims incurred – (7,611 ) Balance at end of period $ 25,000 $ 25,000 (m) Research and Development Research and development expenses are charged to operations as incurred. The Company groups development and prototype costs and related reimbursements in research and development. There were no reimbursements for research and development recorded in research and development for the years ended June 30, 2022, and 2021. (n) Comprehensive Income Comprehensive income or loss is defined as the change in equity of a business enterprise during a period from transactions and other events and circumstances from non-owner sources. The Company’s comprehensive loss or income for the years ended June 30, 2022 and 2021 was equal to its net loss for the same periods. (o) Income Taxes Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carry-forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. In assessing the likelihood of utilization of existing deferred tax assets, management has considered historical results of operations and the current operating environment. (p) Segment Reporting Operating segments are identified as components of an enterprise about which separate discrete financial information is available for evaluation by the chief operating decision maker, or decision-making group, in making decisions about how to allocate resources and assess performance. The Company’s chief decision-maker is its Chief Executive Officer. To date, the Company has viewed its operations and manages its business as principally one segment. For all periods presented, over 88% of the Company’s sales have been to customers in the United States. (q) Use of Estimates The preparation of financial statements in conformity with accounting standards generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
BUSINESS ACQUISITION
BUSINESS ACQUISITION | 12 Months Ended |
Jun. 30, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
BUSINESS ACQUISITION | (2) BUSINESS ACQUISITION On October 4, 2021, the Company entered into an asset purchase agreement to acquire substantially all of the assets of Lighthouse Imaging, LLC, a medical optics and digital imaging business, as described in Forms 8-K and 8-K/A that the Company filed with the Securities and Exchange Commission on October 8, 2021 and December 20, 2021, respectively. The aggregate cash purchase price consisted of $ 2,855,063 1,500,000 2,500,000 The Company financed the cash portion of the acquisition by securing a $ 2,600,000 937,500 1,500,000 The earn-out consideration will be paid at a rate of $750,000 per annum from October 1, 2021 to September 30, 2023 (a) Purchase Price Allocation and Goodwill The allocation of purchase price is preliminary and subject to change based on future payments made for the earn-out contingent liability. Any unearned portions of the earn-out liability will be recognized in earnings. The acquired assets, contingent consideration and assumed liabilities at the effective date of acquisition include the following: Schedule of acquired assets, contingent consideration and assumed liabilities At Acquisition Effective Date October 4, 2021 Amount Trade accounts receivable, net 676,977 Inventories 456,008 Other current assets 82,125 Fixed assets 110,243 Patents 48,153 Total Assets Acquired 1,373,506 Accounts payable 214,742 Customer advances 826,679 Accrued compensation and other 302,961 Total Liabilities Assumed 1,344,382 Net assets acquired 29,124 Goodwill 8,136,546 Total Purchase Price-Initial and Contingent Consideration $ 8,165,670 (b) Consolidated Pro Forma Results Consolidated unaudited pro forma results of operations for the Company are presented below for the years ended June 30, 2022 and 2021 assuming that the acquisition of the Lighthouse division has occurred on July 1, 2020. Pro forma operating results include net adjustments resulting from the acquisition transaction and decreasing operating expenses by $ 253,914 419,076 320,480 70,200 Schedule of consolidated pro forma results Fiscal Year Ended June 30, 2022 2021 Pro-Forma Pro-Forma Revenues $ 17,122,585 $ 15,626,745 Net (loss) income $ (871,121 ) $ 94,617 Earnings (loss) per share Basic $ (0.05 ) $ 0.01 Fully diluted $ (0.05 ) $ 0.01 Pro forma financial information is not necessarily indicative of the Company’s actual results of operations if the acquisition had been completed at the date indicated, nor is it necessarily an indication of future operating results. Amounts do not include any operating efficiencies or cost saving that the Company believes are achievable. |
COMMITMENTS
COMMITMENTS | 12 Months Ended |
Jun. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS | (3) COMMITMENTS (a) Related Party Transactions Transactions with Stockholders Known by the Company to Own 5% or More of the Company’s Common Stock On October 4, 2021, the Company entered into agreements with accredited investors for the sale and purchase of 937,500 1,500,000 The placement proceeds were used to partially fund the business acquisition of the Lighthouse division. In compliance with the registration rights agreement entered into with the investors, on January 31, 2022 the Company filed a registration statement for the shares with the Securities and Exchange Commission which became effective on February 11, 2022. Ms. Sandra Pessin acquired 468,750 750,000 Acquisition Earn Out Obligations As partial consideration for the July 2019 acquisition of the Ross Optical division the Company agreed to pay $ 500,000 166,667 166,667 As partial consideration for the October 2021 acquisition of the Lighthouse division the Company agreed to pay $ 1,500,000 750,000 750,000 (b) Bank Financing Activities SBA PPP Loan Forgiveness The Company executed an unsecured Promissory Note with a bank on May 6, 2020 and received $ 808,962 Bank Line of Credit On October 4, 2021, the Company entered into a Loan Agreement with Main Street Bank of Marlborough, Massachusetts, which provided for a $ 2,600,000 250,000 500,000 Long-Term Debt Long-term debt consists of the following at June 30, 2022: Schedule of long-term debt Amount Term Loan Note payable to Main Street Bank with monthly 30,952 1.5 October 15, 2028 $ 2,352,381 Less current maturities (367,714 ) Less debt issuance costs, net of accumulated amortization of $ 2,167 (23,526 ) Long-term debt, net of current portion of debt issuance costs $ 1,961,141 At June 30, 2022 principal payments due on the Term Loan Note payable are as follows: Schedule of principal payments due term loan note payable Fiscal Year Ending June 30: 2023 $ 371,429 2024 371,429 2025 371,429 2026 371,429 2027 371,429 Thereafter 495,236 Total long term debt $ 2,352,381 (c) Lease Obligation In March 2021 the Company entered into a five-year capital lease in the amount of $161,977 for manufacturing equipment. In January 2020, the Company entered into a five-year capital lease for $47,750 for manufacturing equipment. The net book value of fixed assets under capital lease obligations as of June 30, 2022 is $ 146,154 On July 1, 2019 the Company entered into a three-year operating lease for its facility in El Paso, Texas, and in February 2022 the Company entered into an extension of the lease for an additional three years through June 2025. Remaining minimum lease payments at June 30, 2022 total $ 134,799 62,822 62,717 July 31, 2025 424,661 105,051 517,725 150,565 367,160 At June 30, 2022 future minimum lease payments under the capital lease and operating lease obligations are as follows: Schedule of future minimum lease payments under the capital lease and operating lease obligations Fiscal Year Ending June 30: Capital Leases Operating Lease 2023 $ 48,619 $ 181,556 2024 48,619 182,652 2025 43,919 183,775 2026 28,004 11,477 Total Minimum Payments 169,161 $ 559,460 Less: amount representing interest 16,765 Present value of minimum lease payments 152,396 Less: current portion 40,705 $ 111,691 The Company’s operating leases for its Gardner, Massachusetts office, production and storage spaces plus an equipment have expired and are continuing on a month-to-month tenant at will basis. Rent expense on these operating leases was $ 203,355 172,903 |
STOCKHOLDERS_ EQUITY
STOCKHOLDERS’ EQUITY | 12 Months Ended |
Jun. 30, 2022 | |
Equity [Abstract] | |
STOCKHOLDERS’ EQUITY | (4) STOCKHOLDERS’ EQUITY (a) Stock-Based Compensation Expense The following table summarizes stock-based compensation expense for the years ended June 30: Schedule of stock-based compensation expense 2022 2021 Cost of Goods Sold $ 115,021 $ 113,659 Research and Development Expenses 218,847 171,447 Selling, General and Administrative Expenses 561,626 448,824 Stock Based Compensation Expense $ 895,494 $ 733,930 As of June 30, 2022, the unrecognized compensation costs related to options vesting in the future is $ 534,653 no 614,500 630,000 The Company uses the Black-Scholes option-pricing model as the most appropriate method for determining the estimated fair value for the stock awards. The Black-Scholes method of valuation requires several assumptions: (1) the expected term of the stock award; (2) the expected future stock volatility over the expected term; and (3) risk-free interest rate. The expected term represents the expected period of time the Company believes the options will be outstanding based on historical information. Estimates of expected future stock price volatility are based on the historic volatility of the Company’s common stock and the risk-free interest rate is based on the U.S. Zero-Bond rate. The Company utilizes a forfeiture rate based on an analysis of the Company’s actual experience. The fair value of options at date of grant was estimated with the following assumptions for options granted in fiscal year 2022: Schedule of fair value of option assumptions Year Ended June 30, 2022 Assumptions: Option life 5.3 Risk-free interest rate 3.0 Weighted average stock volatility 100 Dividend yield 0 Weighted average fair value of grants $ 2.11 (b) Common Stock Issued for Services In December 2021, the Company issued 9,095 20,000 (c) Stock Option Plans The type of share-based payments currently utilized by the Company is stock options. The Company has various stock option and other compensation plans for directors, officers and employees. The Company has the following stock option plans outstanding as of June 30, 2022: The Precision Optics Corporation, Inc. 2021 Equity Incentive Plan (the “2021 Plan”), the Precision Optics Corporation, Inc. 2011 Equity Incentive Plan (the “2011 Plan”) and the Precision Optics Corporation, Inc. 2006 Equity Incentive Plan (the “2006 Plan”). Vesting periods under each of the Plans are at the discretion of the Board of Directors and typically average three years and in some instances are subject to future performance criteria. Options under these Plans are granted at fair market value on the date of grant and typically have an initial term of ten years from the date of grant, subject to certain cancellation provisions including employment termination. As of June 30, 2022, all shares of the Company’s common stock issuable pursuant to exercise of stock options granted pursuant to the three plans have been registered by filing of Registration Statements on Form S-8 with the Securities and Exchange Commission. 1,000,000 1,000,000 On May 10, 2021, the Board of Directors approved the 2021 Plan which provides eligible participants (certain employees, directors, consultants, etc.) the opportunity to receive a broad variety of equity based and cash awards. Options granted vest and are exercisable for periods determined by the Board of Directors, not to exceed 10 years from the date of grant. A maximum 1,000,000 784,502 206,403 The 2011 Plan provides eligible participants (certain employees, directors, consultants, etc.) the opportunity to receive a broad variety of equity based and cash awards. Options granted vest and are exercisable for periods determined by the Board of Directors, not to exceed 10 years from the date of grant. On April 16, 2015, the Board of Directors approved an amendment to the 2011 Equity Incentive Plan which increased the maximum number of shares of the Company’s common stock that may be awarded and issued under the Plan from 325,000 to 1,825,000, an increase of 1,500,000 shares. On May 1, 2019, the Board of Directors approved an amendment to the 2011 Equity Incentive Plan which increased the maximum number of shares of our common stock that may be awarded and issued under the Plan from 1,825,000 to 2,825,000, an increase of 1,000,000 shares. At June 30, 2022, a total of 1,884,800 The 2006 Plan provides eligible participants (certain employees, directors, consultants, etc.) the opportunity to receive a broad variety of equity based and cash awards. Options granted vest and are exercisable for periods determined by the Board of Directors, not to exceed 10 years from the date of grant. At June 30, 2022, a total of 44,698 The following tables summarize stock option activity for the years ended June 30, 2022 and 2021: Schedule of stock option activity Options Outstanding Number of Weighted Weighted Outstanding at July 1, 2020 2,065,200 $ 0.95 6.59 Grants 630,000 $ 1.65 Exercised (112,000 ) $ 0.57 Cancellations (5,000 ) $ 1.30 Outstanding at June 30, 2021 2,578,200 $ 1.13 6.73 Grants 614,500 $ 1.74 Exercised (295,700 ) $ 1.05 Cancellations (183,000 ) $ 1.60 Outstanding at June 30, 2022 2,714,000 $ 1.33 7.08 Information related to the stock options outstanding as of June 30, 2022 is as follows: Schedule of stock options outstanding by exercise price range Range of Number of Weighted- Weighted- Exercisable Exercisable $ 0.48 60,000 3.75 $ 0.48 60,000 $ 0.48 $ 0.50 80,000 3.98 $ 0.50 80,000 $ 0.50 $ 0.55 15,000 5.76 $ 0.55 15,000 $ 0.55 $ 0.70 100,000 6.10 $ 0.70 100,000 $ 0.70 $ 0.73 630,000 4.67 $ 0.73 630,000 $ 0.73 $ 0.85 6,000 0.51 $ 0.85 6,000 $ 0.85 $ 0.90 36,000 1.94 $ 0.90 36,000 $ 0.90 $ 1.25 45,000 7.72 $ 1.25 30,000 $ 1.25 $ 1.30 441,000 6.95 $ 1.30 398,500 $ 1.30 $ 1.40 70,000 8.39 $ 1.40 70,000 $ 1.40 $ 1.42 100,000 7.20 $ 1.42 66,667 $ 1.42 $ 1.45 5,000 8.69 $ 1.45 1,667 $ 1.45 $ 1.50 70,000 7.44 $ 1.50 70,000 $ 1.50 $ 1.68 540,000 8.93 $ 1.68 540,000 $ 1.68 $ 1.87 30,000 9.87 $ 1.87 – $ 1.87 $ 2.00 100,000 8.82 $ 2.00 10,000 $ 2.00 $ 2.09 246,000 9.61 $ 2.09 – $ 2.09 $ 2.26 140,000 9.39 $ 2.26 90,000 $ 2.26 $ 0.48 2.26 2,714,000 7.08 $ 1.33 2,203,834 $ 1.33 The aggregate intrinsic value of the Company’s “in-the-money” outstanding and exercisable options as of June 30, 2022, was $ 1,844,170 1,779,345 (d) Sale of Stock in April 2020 On April 14, 2020, the Company entered into agreements with accredited investors for the sale and purchase of 200,000 250,000 In connection with the placement, the Company also entered into a registration rights agreement with the investors, whereby the Company was obligated to file a registration statement with the Securities Exchange Commission on or before 120 calendar days after April 14, 2020, to register the resale by the investors of 200,000 (e) Sale of Stock in October 2021 On October 1, 2021, the Company entered into agreements with accredited investors for the sale and purchase of 937,500 937,500 (f) Issuance of Common Stock in Business Acquisition On October 4, 2021, the Company issued 2,500,000 4,000,000 In conjunction with the issuance, the Company agreed to use reasonable efforts to effectuate within a reasonable period after the October 4, 2021 business acquisition date a registration statement with the Securities and Exchange Commission to register the resale by the sellers of 2,500,000 |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Jun. 30, 2022 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | (5) INCOME TAXES The Company has identified its federal tax return and its state tax return in Massachusetts as “major” tax jurisdictions. The periods subject to examination for its federal and state income tax returns are the years ended in 2017 and thereafter. The Company believes its income tax filing positions and deductions will be sustained on audit and it does not anticipate any adjustments that would result in a material change to its financial position. Therefore, no liabilities for uncertain income tax positions have been recorded. The provision for income taxes in the accompanying consolidated statements of operations consists of the state income tax liability of $ 952 912 A reconciliation of the federal statutory rate to the Company’s effective tax rate for the fiscal years ended June 30, 2022 and 2021 is as follows: Schedule of effective income tax rate reconciliation 2022 2021 Income tax expense (benefit) at federal statutory rate (21.0)% (21.0)% Increase (decrease) in tax resulting from: State taxes, net of federal benefit (7.1)% (145.8)% Change in valuation allowance 22.6% 182.8% Stock based compensation 26.9% 195.0% Forgiveness of bank note – (214.9)% Revaluation of contingent earn out liability (21.8)% – Nondeductible items 0.3% 3.0% Effective tax rate (0.1)% (0.9)% The components of deferred tax assets and liabilities at June 30, 2022 and 2021 are approximately as follows: Schedule of deferred tax assets and liabilities 2022 2021 Deferred tax assets: Net operating loss carry forwards $ 2,640,000 $ 2,403,000 Tax credit carry forwards 164,000 186,000 Reserves and accruals not yet deducted for tax purposes 512,000 668,000 Total deferred tax assets 3,316,000 3,257,000 Valuation allowance (3,316,000 ) (3,257,000 ) Net deferred tax asset $ – $ – The Company has provided a valuation allowance to reduce the net deferred tax asset to an amount the Company believes is “more likely than not” to be realized. At June 30, 2022, the Company had federal and state net operating loss carry forwards of approximately $ 10,961,000 4,750,000 2,252,000 |
PROFIT SHARING PLAN
PROFIT SHARING PLAN | 12 Months Ended |
Jun. 30, 2022 | |
Retirement Benefits [Abstract] | |
PROFIT SHARING PLAN | (6) PROFIT SHARING PLAN The Company has a defined contribution 401(k) profit sharing plan. Employer profit sharing and matching contributions to the plan are discretionary. No |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Nature of Business | (a) Nature of Business Precision Optics Corporation, Inc. (the “Company”) designs, develops, manufactures and sells specialized optical and illumination systems and related components. The Company conducts business in one industry segment only and its customers are primarily domestic. The Company performs advanced optical and illumination system design, development, assembly and manufacturing services, and sources for resale specialized optical components for products that fall into two principal areas: (i) medical products for use by hospitals and physicians; and (ii) products used by defense contractors and industrial customers. |
Principles of Consolidation | (b) Principles of Consolidation The accompanying consolidated financial statements include the accounts of the Company and its two wholly-owned subsidiaries. All inter-company accounts and transactions have been eliminated in consolidation. |
Revenues | (c) Revenues Revenues are recognized as the performance obligations to deliver products or services are satisfied and are recorded based on the amount of consideration the Company expects to receive in exchange for satisfying the performance obligations. Most of the Company’s products and services are marketed to medical device companies with approximately 85% of sales to customers in the United States. Products and services are primarily transferred to customers at a point in time based upon when services are performed or product is shipped. Other selling costs to obtain and fulfill contracts are expensed as incurred due to the short-term nature of a majority of its contracts. The Company extends terms of payment to its customers based on commercially reasonable terms for the markets of its customers, while also considering their credit quality. Shipping and handling costs charged to customers are included in revenues. The Company disaggregates revenues by product and service types as it believes it best depicts how the nature, amount, timing and uncertainty of revenues and cash flows are affected by economic factors. Revenues are comprised of the following for the fiscal years ended June 30, 2022 and 2021: Schedule of disaggregation of revenues 2022 2021 Engineering Design Services $ 5,371,483 $ 2,770,481 Optical Components 6,481,896 5,751,212 Medical Device Products and Assemblies 3,824,869 2,153,214 Total Revenues $ 15,678,248 $ 10,674,907 Contract Assets and Liabilities The nature of the Company’s products and services does not generally give rise to contract assets as it typically does not incur costs to fulfill a contract before a product or service is provided to a customer. The Company’s costs to obtain contracts are typically in the form of sales commissions paid to employees. The Company has elected to expense sales commissions associated with obtaining a contract as incurred as the amortization period is generally less than one year. These costs have been recorded in selling, general and administrative expenses. As of June 30, 2022, there were no contract assets recorded in the Company’s Consolidated Balance Sheets. The Company’s contract liabilities arise as a result of unearned revenue received from customers at inception of contracts or where the timing of billing for services precedes satisfaction of performance obligations. The Company generally satisfies performance obligations within one year from the contract inception date. Contract liabilities, which were recorded as customer advances in the Company’s Consolidated Balance Sheets, and unearned revenue are comprised of the following: Schedule of contract liabilities Fiscal Year Ended June 30, 2022 2021 Contract liabilities, beginning of period $ 450,084 $ 417,059 Unearned revenue received from customers 3,780,215 1,322,005 Revenue recognized (3,325,186 ) (1,288,980 ) Contract liabilities, end of period $ 905,113 $ 450,084 |
Cash and Cash Equivalents | (d) Cash and Cash Equivalents The Company includes in cash equivalents all highly liquid investments with original maturities of three months or less at the time of acquisition. Cash and cash equivalents of $ 605,749 861,650 |
Inventories | (e) Inventories Inventories are stated at the lower of cost (first-in, first-out) and net realizable value and include material, labor and manufacturing overhead. The components of inventories at June 30, 2022 and 2021 are as follows: Schedule of inventory 2022 2021 Raw material $ 1,414,996 $ 626,255 Work-in-progress 460,460 453,117 Finished goods 1,146,691 806,023 Total Inventories $ 3,022,147 $ 1,885,395 The Company provides for estimated obsolescence on unmarketable inventory based upon assumptions about future demand and market conditions. If actual demand and market conditions are less favorable than those projected by management, additional inventory write-downs may be required. Inventory, once written down, is not subsequently written back up, as these adjustments are considered permanent adjustments to the carrying value of the inventory. |
Fixed Assets | (f) Fixed Assets Fixed assets are recorded at cost. Maintenance and repair items are expensed as incurred. The Company provides for depreciation and amortization by charges to operations, using the straight-line and declining-balance methods, which allocate the cost of fixed assets over the following estimated useful lives: Schedule of estimated useful lives Asset Classification Estimated Useful Life Machinery and equipment 2-7 years Leasehold improvements Shorter of lease term or estimated useful life Furniture and fixtures 5 years Vehicles 3 years Depreciation and amortization expense was $ 245,238 146,799 |
Significant Customers and Concentration of Credit Risk | (g) Significant Customers and Concentration of Credit Risk Financial instruments that subject the Company to credit risk consist primarily of cash equivalents and trade accounts receivable. The Company places its investments with highly rated financial institutions. The Company has not experienced any losses on these investments to date. At June 30, 2022, no individual customer accounted for more 10 16 The allowance for doubtful accounts receivable was $ 44,135 251,383 The Company had revenues from 377 unique customers during fiscal year 2022, and no single customer accounted for 10% or more of the Company’s revenue for the fiscal years ended June 30, 2022, or 2021. |
Loss per Share | (h) Loss per Share Basic income (loss) per share is computed by dividing net income or net loss by the weighted average number of shares of common stock outstanding during the period. Diluted income (loss) per share is computed by dividing net income or net loss by the weighted average number of shares of common stock outstanding during the period, plus the number of potentially dilutive securities outstanding during the period such as stock options and warrants. For the year ended June 30, 2022 and 2021, the effect of such securities was antidilutive and not included in the diluted calculation because of the net loss generated in those periods. The following is the calculation of loss per share for the years ended June 30, 2022 and 2021: Schedule of earnings per share Year Ended June 30 2022 2021 Net Loss– Basic and Diluted $ (928,416 ) $ (102,835 ) Basic and diluted weighted average shares outstanding 15,887,161 13,281,351 Loss per share Basic and fully diluted $ (0.06 ) $ (0.01 ) The number of shares issuable upon the exercise of outstanding stock options and warrants that were excluded from the computation as their effect was antidilutive was approximately 2,714,000 2,578,200 |
Stock-Based Compensation | (i) Stock-Based Compensation The measurement and recognition of compensation costs for all stock-based awards made to employees and the Board of Directors are based upon fair value over the requisite service period for awards expected to vest. The Company estimates the fair value of share-based awards on the date of grant using the Black-Scholes option-pricing model. Stock-based compensation costs recognized for the years ended June 30, 2022, and 2021 amounted to $ 895,494 733,930 |
Goodwill and Patents | (j) Goodwill and Patents Long-lived assets such as goodwill and patents are capitalized when acquired and reviewed for impairment whenever events or changes in circumstances indicate that the book value of the asset may not be recoverable. Impairment of the carrying value of long-lived assets such as goodwill and patents would be indicated if the best estimate of future undiscounted cash flows expected to be generated by the asset grouping is less than its carrying value. If an impairment is indicated, any loss is measured as the difference between estimated fair value and carrying value and is recognized in operating income or loss. Assets to be disposed of are reported at the lower of the carrying amount or fair value less costs to sell. No |
Fair Value of Financial Instruments | (k) Fair Value of Financial Instruments Financial instruments consist principally of cash and cash equivalents, accounts receivable and accounts payable. The estimated fair value of these financial instruments approximates their carrying value due to their short-term nature. |
Warranty Costs | (l) Warranty Costs The Company does not incur future performance obligations in the normal course of business other than providing a standard one-year warranty on materials and workmanship to its customers (except in certain unusual and infrequently occurring situations where extended warranty terms beyond one year are negotiated with the customer). The Company provides for estimated warranty costs at the time product revenue is recognized. Warranty costs have been included as a component of cost of goods sold in the accompanying consolidated statements of operations. The following tables summarize warranty reserve activity for the years ended June 30, 2022 and 2021: Schedule Of warranty activity 2022 2021 Balance at beginning of period $ 25,000 $ 25,000 Provision for warranty claims – 7,611 Warranty claims incurred – (7,611 ) Balance at end of period $ 25,000 $ 25,000 |
Research and Development | (m) Research and Development Research and development expenses are charged to operations as incurred. The Company groups development and prototype costs and related reimbursements in research and development. There were no reimbursements for research and development recorded in research and development for the years ended June 30, 2022, and 2021. |
Comprehensive Income | (n) Comprehensive Income Comprehensive income or loss is defined as the change in equity of a business enterprise during a period from transactions and other events and circumstances from non-owner sources. The Company’s comprehensive loss or income for the years ended June 30, 2022 and 2021 was equal to its net loss for the same periods. |
Income Taxes | (o) Income Taxes Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carry-forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. In assessing the likelihood of utilization of existing deferred tax assets, management has considered historical results of operations and the current operating environment. |
Segment Reporting | (p) Segment Reporting Operating segments are identified as components of an enterprise about which separate discrete financial information is available for evaluation by the chief operating decision maker, or decision-making group, in making decisions about how to allocate resources and assess performance. The Company’s chief decision-maker is its Chief Executive Officer. To date, the Company has viewed its operations and manages its business as principally one segment. For all periods presented, over 88% of the Company’s sales have been to customers in the United States. |
Use of Estimates | (q) Use of Estimates The preparation of financial statements in conformity with accounting standards generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Schedule of disaggregation of revenues | Schedule of disaggregation of revenues 2022 2021 Engineering Design Services $ 5,371,483 $ 2,770,481 Optical Components 6,481,896 5,751,212 Medical Device Products and Assemblies 3,824,869 2,153,214 Total Revenues $ 15,678,248 $ 10,674,907 |
Schedule of contract liabilities | Schedule of contract liabilities Fiscal Year Ended June 30, 2022 2021 Contract liabilities, beginning of period $ 450,084 $ 417,059 Unearned revenue received from customers 3,780,215 1,322,005 Revenue recognized (3,325,186 ) (1,288,980 ) Contract liabilities, end of period $ 905,113 $ 450,084 |
Schedule of inventory | Schedule of inventory 2022 2021 Raw material $ 1,414,996 $ 626,255 Work-in-progress 460,460 453,117 Finished goods 1,146,691 806,023 Total Inventories $ 3,022,147 $ 1,885,395 |
Schedule of estimated useful lives | Schedule of estimated useful lives Asset Classification Estimated Useful Life Machinery and equipment 2-7 years Leasehold improvements Shorter of lease term or estimated useful life Furniture and fixtures 5 years Vehicles 3 years |
Schedule of earnings per share | Schedule of earnings per share Year Ended June 30 2022 2021 Net Loss– Basic and Diluted $ (928,416 ) $ (102,835 ) Basic and diluted weighted average shares outstanding 15,887,161 13,281,351 Loss per share Basic and fully diluted $ (0.06 ) $ (0.01 ) |
Schedule Of warranty activity | Schedule Of warranty activity 2022 2021 Balance at beginning of period $ 25,000 $ 25,000 Provision for warranty claims – 7,611 Warranty claims incurred – (7,611 ) Balance at end of period $ 25,000 $ 25,000 |
BUSINESS ACQUISITION (Tables)
BUSINESS ACQUISITION (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of acquired assets, contingent consideration and assumed liabilities | Schedule of acquired assets, contingent consideration and assumed liabilities At Acquisition Effective Date October 4, 2021 Amount Trade accounts receivable, net 676,977 Inventories 456,008 Other current assets 82,125 Fixed assets 110,243 Patents 48,153 Total Assets Acquired 1,373,506 Accounts payable 214,742 Customer advances 826,679 Accrued compensation and other 302,961 Total Liabilities Assumed 1,344,382 Net assets acquired 29,124 Goodwill 8,136,546 Total Purchase Price-Initial and Contingent Consideration $ 8,165,670 |
Schedule of consolidated pro forma results | Schedule of consolidated pro forma results Fiscal Year Ended June 30, 2022 2021 Pro-Forma Pro-Forma Revenues $ 17,122,585 $ 15,626,745 Net (loss) income $ (871,121 ) $ 94,617 Earnings (loss) per share Basic $ (0.05 ) $ 0.01 Fully diluted $ (0.05 ) $ 0.01 |
COMMITMENTS (Tables)
COMMITMENTS (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of long-term debt | Schedule of long-term debt Amount Term Loan Note payable to Main Street Bank with monthly 30,952 1.5 October 15, 2028 $ 2,352,381 Less current maturities (367,714 ) Less debt issuance costs, net of accumulated amortization of $ 2,167 (23,526 ) Long-term debt, net of current portion of debt issuance costs $ 1,961,141 |
Schedule of principal payments due term loan note payable | Schedule of principal payments due term loan note payable Fiscal Year Ending June 30: 2023 $ 371,429 2024 371,429 2025 371,429 2026 371,429 2027 371,429 Thereafter 495,236 Total long term debt $ 2,352,381 |
Schedule of future minimum lease payments under the capital lease and operating lease obligations | Schedule of future minimum lease payments under the capital lease and operating lease obligations Fiscal Year Ending June 30: Capital Leases Operating Lease 2023 $ 48,619 $ 181,556 2024 48,619 182,652 2025 43,919 183,775 2026 28,004 11,477 Total Minimum Payments 169,161 $ 559,460 Less: amount representing interest 16,765 Present value of minimum lease payments 152,396 Less: current portion 40,705 $ 111,691 |
STOCKHOLDERS_ EQUITY (Tables)
STOCKHOLDERS’ EQUITY (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Equity [Abstract] | |
Schedule of stock-based compensation expense | Schedule of stock-based compensation expense 2022 2021 Cost of Goods Sold $ 115,021 $ 113,659 Research and Development Expenses 218,847 171,447 Selling, General and Administrative Expenses 561,626 448,824 Stock Based Compensation Expense $ 895,494 $ 733,930 |
Schedule of fair value of option assumptions | Schedule of fair value of option assumptions Year Ended June 30, 2022 Assumptions: Option life 5.3 Risk-free interest rate 3.0 Weighted average stock volatility 100 Dividend yield 0 Weighted average fair value of grants $ 2.11 |
Schedule of stock option activity | Schedule of stock option activity Options Outstanding Number of Weighted Weighted Outstanding at July 1, 2020 2,065,200 $ 0.95 6.59 Grants 630,000 $ 1.65 Exercised (112,000 ) $ 0.57 Cancellations (5,000 ) $ 1.30 Outstanding at June 30, 2021 2,578,200 $ 1.13 6.73 Grants 614,500 $ 1.74 Exercised (295,700 ) $ 1.05 Cancellations (183,000 ) $ 1.60 Outstanding at June 30, 2022 2,714,000 $ 1.33 7.08 |
Schedule of stock options outstanding by exercise price range | Schedule of stock options outstanding by exercise price range Range of Number of Weighted- Weighted- Exercisable Exercisable $ 0.48 60,000 3.75 $ 0.48 60,000 $ 0.48 $ 0.50 80,000 3.98 $ 0.50 80,000 $ 0.50 $ 0.55 15,000 5.76 $ 0.55 15,000 $ 0.55 $ 0.70 100,000 6.10 $ 0.70 100,000 $ 0.70 $ 0.73 630,000 4.67 $ 0.73 630,000 $ 0.73 $ 0.85 6,000 0.51 $ 0.85 6,000 $ 0.85 $ 0.90 36,000 1.94 $ 0.90 36,000 $ 0.90 $ 1.25 45,000 7.72 $ 1.25 30,000 $ 1.25 $ 1.30 441,000 6.95 $ 1.30 398,500 $ 1.30 $ 1.40 70,000 8.39 $ 1.40 70,000 $ 1.40 $ 1.42 100,000 7.20 $ 1.42 66,667 $ 1.42 $ 1.45 5,000 8.69 $ 1.45 1,667 $ 1.45 $ 1.50 70,000 7.44 $ 1.50 70,000 $ 1.50 $ 1.68 540,000 8.93 $ 1.68 540,000 $ 1.68 $ 1.87 30,000 9.87 $ 1.87 – $ 1.87 $ 2.00 100,000 8.82 $ 2.00 10,000 $ 2.00 $ 2.09 246,000 9.61 $ 2.09 – $ 2.09 $ 2.26 140,000 9.39 $ 2.26 90,000 $ 2.26 $ 0.48 2.26 2,714,000 7.08 $ 1.33 2,203,834 $ 1.33 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Income Tax Disclosure [Abstract] | |
Schedule of effective income tax rate reconciliation | Schedule of effective income tax rate reconciliation 2022 2021 Income tax expense (benefit) at federal statutory rate (21.0)% (21.0)% Increase (decrease) in tax resulting from: State taxes, net of federal benefit (7.1)% (145.8)% Change in valuation allowance 22.6% 182.8% Stock based compensation 26.9% 195.0% Forgiveness of bank note – (214.9)% Revaluation of contingent earn out liability (21.8)% – Nondeductible items 0.3% 3.0% Effective tax rate (0.1)% (0.9)% |
Schedule of deferred tax assets and liabilities | Schedule of deferred tax assets and liabilities 2022 2021 Deferred tax assets: Net operating loss carry forwards $ 2,640,000 $ 2,403,000 Tax credit carry forwards 164,000 186,000 Reserves and accruals not yet deducted for tax purposes 512,000 668,000 Total deferred tax assets 3,316,000 3,257,000 Valuation allowance (3,316,000 ) (3,257,000 ) Net deferred tax asset $ – $ – |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details -Revenue ) - USD ($) | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Product Information [Line Items] | ||
Revenues | $ 15,678,248 | $ 10,674,907 |
Engineering Design Services [Member] | ||
Product Information [Line Items] | ||
Revenues | 5,371,483 | 2,770,481 |
Optical Components [Member] | ||
Product Information [Line Items] | ||
Revenues | 6,481,896 | 5,751,212 |
Medical Device [Member] | ||
Product Information [Line Items] | ||
Revenues | $ 3,824,869 | $ 2,153,214 |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details - Contract liabilities) - USD ($) | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Accounting Policies [Abstract] | ||
Contract liabilities, beginning of period | $ 450,084 | $ 417,059 |
Unearned revenue received from customers | 3,780,215 | 1,322,005 |
Revenue recognized | (3,325,186) | (1,288,980) |
Contract liabilities, end of period | $ 905,113 | $ 450,084 |
SUMMARY OF SIGNIFICANT ACCOUN_6
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details - Inventories) - USD ($) | Jun. 30, 2022 | Jun. 30, 2021 |
Accounting Policies [Abstract] | ||
Raw material | $ 1,414,996 | $ 626,255 |
Work-in-progress | 460,460 | 453,117 |
Finished goods | 1,146,691 | 806,023 |
Total Inventories | $ 3,022,147 | $ 1,885,395 |
SUMMARY OF SIGNIFICANT ACCOUN_7
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details - Estimated useful lives) | 12 Months Ended |
Jun. 30, 2022 | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | Shorter of lease term or estimated useful life |
Machinery and Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 2-7 years |
Furniture and Fixtures [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 5 years |
Vehicles [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 3 years |
SUMMARY OF SIGNIFICANT ACCOUN_8
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details - Loss per share) - USD ($) | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Accounting Policies [Abstract] | ||
Net Loss - Basic and Fully Diluted | $ (928,416) | $ (102,835) |
Weighted Average Shares Outstanding Fully Diluted | 15,887,161 | 13,281,351 |
Loss per share basic and diluted | $ (0.06) | $ (0.01) |
SUMMARY OF SIGNIFICANT ACCOUN_9
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details -WARRANTY) - USD ($) | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Accounting Policies [Abstract] | ||
Product warranty, beginning balance | $ 25,000 | $ 25,000 |
Provision for warranty claims | 0 | 7,611 |
Warranty claims incurred | 0 | (7,611) |
Product warranty, ending balance | $ 25,000 | $ 25,000 |
SUMMARY OF SIGNIFICANT ACCOU_10
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Product Information [Line Items] | ||
Cash and cash equivalents | $ 605,749 | $ 861,650 |
Depreciation and amortization expense | 245,238 | 146,799 |
Allowance for doubtful accounts receivable | $ 44,135 | $ 251,383 |
Outstanding stock options and warrants that were excluded from the computation as their effect was antidilutive | 2,714,000 | 2,578,200 |
Stock-based compensation costs | $ 895,494 | $ 733,930 |
Goodwill impairment | $ 0 | $ 0 |
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Largest Customer [Member] | ||
Product Information [Line Items] | ||
Concentration risk percentage | 10% | 16% |
BUSINESS ACQUISITION (Details)
BUSINESS ACQUISITION (Details) - USD ($) | Jun. 30, 2022 | Jun. 30, 2021 |
Business Acquisition [Line Items] | ||
Goodwill | $ 8,824,210 | $ 687,664 |
Lighthouse Imaging [Member] | ||
Business Acquisition [Line Items] | ||
Trade accounts receivable, net | 676,977 | |
Inventories | 456,008 | |
Other current assets | 82,125 | |
Fixed assets | 110,243 | |
Patents | 48,153 | |
Total Assets Acquired | 1,373,506 | |
Accounts payable | 214,742 | |
Customer advances | 826,679 | |
Accrued compensation and other | 302,961 | |
Total Liabilities Assumed | 1,344,382 | |
Net assets acquired | 29,124 | |
Goodwill | 8,136,546 | |
Total Purchase Price-Initial and Contingent Consideration | $ 8,165,670 |
BUSINESS ACQUISITION (Details -
BUSINESS ACQUISITION (Details - Pro Forma results) - USD ($) | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Business Combination and Asset Acquisition [Abstract] | ||
Revenues | $ 17,122,585 | $ 15,626,745 |
Net loss | $ (871,121) | $ 94,617 |
Net income (loss) per share Basic | $ (0.05) | $ 0.01 |
Net income (loss) per share Fully diluted | $ (0.05) | $ 0.01 |
BUSINESS ACQUISITION (Details N
BUSINESS ACQUISITION (Details Narrative) - USD ($) | 6 Months Ended | 9 Months Ended | 12 Months Ended | 27 Months Ended | |||
Oct. 04, 2021 | Dec. 31, 2021 | Apr. 14, 2020 | Jun. 30, 2022 | Jun. 30, 2021 | Oct. 04, 2021 | Oct. 02, 2021 | |
Business Acquisition [Line Items] | |||||||
Termination Loans | $ 2,352,381 | ||||||
Stock Issued During Period, Shares, New Issues | 200,000 | 2,500,000 | 937,500 | ||||
Earn Out Consideration Description | $750,000 per annum from October 1, 2021 to September 30, 2023 | ||||||
Business Combination, Price of Acquisition, Expected | 253,914 | ||||||
Other Income | 419,076 | ||||||
Business Acquisition, Pro Forma Revenue | 17,122,585 | $ 15,626,745 | |||||
Lighthouse [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Business Acquisition, Pro Forma Revenue | 70,200 | ||||||
Lighthouse Acquisition [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Stock Issued During Period, Shares, New Issues | 937,500 | ||||||
Proceeds from issuance of common stock, gross | $ 1,500,000 | ||||||
Main Street Bank [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Termination Loans | 2,600,000 | $ 2,600,000 | |||||
Lighthouse Imaging [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Payments to Acquire Businesses, Gross | 2,855,063 | ||||||
Business Combination, Consideration Transferred, Other | $ 1,500,000 | ||||||
Stock Issued During Period, Shares, Acquisitions | 2,500,000 | ||||||
S B A Payroll Protection Program [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Other Income | $ 320,480 |
COMMITMENTS (Details-BANK FINAN
COMMITMENTS (Details-BANK FINANCING ACTIVITIES) - USD ($) | 12 Months Ended | ||
Jun. 30, 2022 | Oct. 04, 2021 | Jun. 30, 2021 | |
Debt Instrument [Line Items] | |||
Term Loan Note payable | $ 2,352,381 | ||
Less current maturities | (367,714) | ||
Accumulated amortization of debt issuance costs | 2,167 | ||
debt issuance costs, net of accumulated amortization | (23,526) | ||
Long-term Debt, net of current portion of debt issuance costs | $ 1,961,141 | $ 0 | |
Main Street Bank [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Frequency of Periodic Payment | monthly | ||
Debt instrument periodic payment | $ 30,952 | ||
Interest rate | 1.50% | ||
Term loan matures | Oct. 15, 2028 | ||
Term Loan Note payable | $ 2,600,000 |
COMMITMENTS (Details-PRINCIPAL
COMMITMENTS (Details-PRINCIPAL PAYMENT) | Jun. 30, 2022 USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2023 | $ 371,429 |
2024 | 371,429 |
2025 | 371,429 |
2026 | 371,429 |
2027 | 371,429 |
Thereafter | 495,236 |
Total long term debt | $ 2,352,381 |
COMMITMENTS (Details- LEASE OBL
COMMITMENTS (Details- LEASE OBLIGATIONS) - USD ($) | Jun. 30, 2022 | Jun. 30, 2021 |
Commitments and Contingencies Disclosure [Abstract] | ||
2023 | $ 48,619 | |
2023 | 181,556 | |
2023 | 48,619 | |
2024 | 182,652 | |
2024 | 43,919 | |
2025 | 183,775 | |
2025 | 28,004 | |
2025 | 11,477 | |
Total minimum payments | 169,161 | |
Total minimum payments | 559,460 | |
Less: amount representing interest | 16,765 | |
Present value of minimum lease payments | 152,396 | |
Less: current portion | 40,705 | $ 38,347 |
Capital lease payments, noncurrent | $ 111,691 | $ 152,397 |
COMMITMENTS (Details Narrative)
COMMITMENTS (Details Narrative) - USD ($) | 9 Months Ended | 10 Months Ended | 12 Months Ended | 27 Months Ended | |||||
Oct. 04, 2021 | Apr. 14, 2020 | May 06, 2020 | Jun. 30, 2022 | Jun. 30, 2021 | Oct. 04, 2021 | Oct. 02, 2021 | Oct. 31, 2021 | Jul. 31, 2019 | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||
Stock issued new, shares | 200,000 | 2,500,000 | 937,500 | ||||||
Earn-out Contingent | $ 1,500,000 | $ 500,000 | |||||||
Recorded Unconditional Purchase Obligation | $ 166,667 | $ 750,000 | |||||||
Acquisition earn out liability current | 166,667 | $ 166,667 | |||||||
Long-term liabilities | 750,000 | ||||||||
Term Loan | 2,352,381 | ||||||||
[custom:NetBookValueOfFixedAssetsUnderCapitalLeases-0] | 146,154 | ||||||||
Lease payments | 559,460 | ||||||||
Rent expense | $ 203,355 | 172,903 | |||||||
lease expires | Jul. 31, 2025 | ||||||||
Operating Lease, Right-of-Use Asset | $ 517,725 | 61,247 | |||||||
Operating Lease, Liability, Current | 150,565 | 61,247 | |||||||
Operating Lease, Liability, Noncurrent | 367,160 | 0 | |||||||
El Paso [Member] | |||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||
Operating Lease, Liability, Current | 150,565 | ||||||||
Operating Lease, Liability, Noncurrent | 367,160 | ||||||||
El Paso Facility [Member] | |||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||
Lease payments | 134,799 | ||||||||
Rent expense | 62,822 | $ 62,717 | |||||||
Windham Maine Lease [Member] | |||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||
Lease payments | 424,661 | ||||||||
Rent expense | 105,051 | ||||||||
Main Street Bank [Member] | |||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||
Revolving Line of Credit | $ 250,000 | $ 500,000 | $ 250,000 | ||||||
Paycheck Protection Program [Member] | |||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||
Proceeds from loans | $ 808,962 | ||||||||
Main Street Bank [Member] | |||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||
Term Loan | $ 2,600,000 | $ 2,600,000 | |||||||
Registration Rights Agreement [Member] | Pessin [Member] | |||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||
Stock issued new, shares | 750,000 | ||||||||
Proceeds from sale of stock | $ 468,750 | ||||||||
Accredited Investors [Member] | |||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||
Stock issued new, shares | 937,500 | ||||||||
Proceeds from sale of stock | $ 1,500,000 |
STOCK-HOLDER'S EQUITY (Details
STOCK-HOLDER'S EQUITY (Details - STOCK-BASED COMPENSATION) - USD ($) | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Stock based compensation expense | $ 895,494 | $ 733,930 |
Cost of Sales [Member] | ||
Stock based compensation expense | 115,021 | 113,659 |
Research and Development Expense [Member] | ||
Stock based compensation expense | 218,847 | 171,447 |
Selling, General and Administrative Expenses [Member] | ||
Stock based compensation expense | $ 561,626 | $ 448,824 |
STOCK-HOLDER'S EQUITY (Detail_2
STOCK-HOLDER'S EQUITY (Details - ASSUMPTIONS) | 12 Months Ended |
Jun. 30, 2022 USD ($) $ / shares | |
Equity [Abstract] | |
Option life | 5 years 3 months 18 days |
Risk-free interest rate | 3% |
Weighted average stock volatility | 100% |
Dividend yield | $ | $ 0 |
Weighted average fair value of grants | $ / shares | $ 2.11 |
STOCK-HOLDER'S EQUITY (Detail_3
STOCK-HOLDER'S EQUITY (Details - Option activity) - Equity Option [Member] - $ / shares | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Number of stock options outstanding - at beginning | 2,578,200 | 2,065,200 |
Weighted average exercise price options outstanding- at beginning | $ 1.13 | $ 0.95 |
Weighted average contractual life | 6 years 7 months 2 days | |
Number of options granted | 614,500 | 630,000 |
Weighted average exercise price - grants | $ 1.74 | $ 1.65 |
Number of options exercised | (295,700) | (112,000) |
Weighted average exercise price - exercised | $ 1.05 | $ 0.57 |
Number of options cancelled | (183,000) | (5,000) |
Weighted average exercise price - cancelled | $ 1.60 | $ 1.30 |
Weighted average contractual life | 6 years 8 months 23 days | |
Number of options outstanding - at ending | 2,714,000 | 2,578,200 |
Weighted average exercise price options outstanding - at end | $ 1.33 | $ 1.13 |
Weighted average contractual life | 7 years 29 days |
STOCK-HOLDER'S EQUITY (Detail_4
STOCK-HOLDER'S EQUITY (Details - Options by exercise price) | 12 Months Ended |
Jun. 30, 2022 $ / shares shares | |
Option 1 [Member] | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Range of exercise prices | $ 0.48 |
Number of shares outstanding | shares | 60,000 |
Weighted average contractual life | 3 years 9 months |
Weighted average exercise price | $ 0.48 |
Exercisable number of shares | shares | 60,000 |
Exercisable weighted average exercise price | $ 0.48 |
Option 2 [Member] | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Range of exercise prices | $ 0.50 |
Number of shares outstanding | shares | 80,000 |
Weighted average contractual life | 3 years 11 months 23 days |
Weighted average exercise price | $ 0.50 |
Exercisable number of shares | shares | 80,000 |
Exercisable weighted average exercise price | $ 0.50 |
Option 3 [Member] | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Range of exercise prices | $ 0.55 |
Number of shares outstanding | shares | 15,000 |
Weighted average contractual life | 5 years 9 months 3 days |
Weighted average exercise price | $ 0.55 |
Exercisable number of shares | shares | 15,000 |
Exercisable weighted average exercise price | $ 0.55 |
Option 4 [Member] | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Range of exercise prices | $ 0.70 |
Number of shares outstanding | shares | 100,000 |
Weighted average contractual life | 6 years 1 month 6 days |
Weighted average exercise price | $ 0.70 |
Exercisable number of shares | shares | 100,000 |
Exercisable weighted average exercise price | $ 0.70 |
Option 5 [Member] | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Range of exercise prices | $ 0.73 |
Number of shares outstanding | shares | 630,000 |
Weighted average contractual life | 4 years 8 months 1 day |
Weighted average exercise price | $ 0.73 |
Exercisable number of shares | shares | 630,000 |
Exercisable weighted average exercise price | $ 0.73 |
Option 6 [Member] | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Range of exercise prices | $ 0.85 |
Number of shares outstanding | shares | 6,000 |
Weighted average contractual life | 6 months 3 days |
Weighted average exercise price | $ 0.85 |
Exercisable number of shares | shares | 6,000 |
Exercisable weighted average exercise price | $ 0.85 |
Option 7 [Member] | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Range of exercise prices | $ 0.90 |
Number of shares outstanding | shares | 36,000 |
Weighted average contractual life | 1 year 11 months 8 days |
Weighted average exercise price | $ 0.90 |
Exercisable number of shares | shares | 36,000 |
Exercisable weighted average exercise price | $ 0.90 |
Option 8 [Member] | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Range of exercise prices | $ 1.25 |
Number of shares outstanding | shares | 45,000 |
Weighted average contractual life | 7 years 8 months 19 days |
Weighted average exercise price | $ 1.25 |
Exercisable number of shares | shares | 30,000 |
Exercisable weighted average exercise price | $ 1.25 |
Option 9 [Member] | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Range of exercise prices | $ 1.30 |
Number of shares outstanding | shares | 441,000 |
Weighted average contractual life | 6 years 11 months 12 days |
Weighted average exercise price | $ 1.30 |
Exercisable number of shares | shares | 398,500 |
Exercisable weighted average exercise price | $ 1.30 |
Option 10 [Member] | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Range of exercise prices | $ 1.40 |
Number of shares outstanding | shares | 70,000 |
Weighted average contractual life | 8 years 4 months 20 days |
Weighted average exercise price | $ 1.40 |
Exercisable number of shares | shares | 70,000 |
Exercisable weighted average exercise price | $ 1.40 |
Option 11 [Member] | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Range of exercise prices | $ 1.42 |
Number of shares outstanding | shares | 100,000 |
Weighted average contractual life | 7 years 2 months 12 days |
Weighted average exercise price | $ 1.42 |
Exercisable number of shares | shares | 66,667 |
Exercisable weighted average exercise price | $ 1.42 |
Option 12 [Member] | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Range of exercise prices | $ 1.45 |
Number of shares outstanding | shares | 5,000 |
Weighted average contractual life | 8 years 8 months 8 days |
Weighted average exercise price | $ 1.45 |
Exercisable number of shares | shares | 1,667 |
Exercisable weighted average exercise price | $ 1.45 |
Option 13 [Member] | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Range of exercise prices | $ 1.50 |
Number of shares outstanding | shares | 70,000 |
Weighted average contractual life | 7 years 5 months 8 days |
Weighted average exercise price | $ 1.50 |
Exercisable number of shares | shares | 70,000 |
Exercisable weighted average exercise price | $ 1.50 |
Option 14 [Member] | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Range of exercise prices | $ 1.68 |
Number of shares outstanding | shares | 540,000 |
Weighted average contractual life | 8 years 11 months 4 days |
Weighted average exercise price | $ 1.68 |
Exercisable number of shares | shares | 540,000 |
Exercisable weighted average exercise price | $ 1.68 |
Option 15 [Member] | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Range of exercise prices | $ 1.87 |
Number of shares outstanding | shares | 30,000 |
Weighted average contractual life | 9 years 10 months 13 days |
Weighted average exercise price | $ 1.87 |
Exercisable number of shares | shares | 0 |
Exercisable weighted average exercise price | $ 1.87 |
Option 16 [Member] | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Range of exercise prices | $ 2 |
Number of shares outstanding | shares | 100,000 |
Weighted average contractual life | 8 years 9 months 25 days |
Weighted average exercise price | $ 2 |
Exercisable number of shares | shares | 10,000 |
Exercisable weighted average exercise price | $ 2 |
Option 17 [Member] | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Range of exercise prices | $ 2.09 |
Number of shares outstanding | shares | 246,000 |
Weighted average contractual life | 9 years 7 months 9 days |
Weighted average exercise price | $ 2.09 |
Exercisable number of shares | shares | 0 |
Exercisable weighted average exercise price | $ 2.09 |
Option 18 [Member] | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Range of exercise prices | $ 2.26 |
Number of shares outstanding | shares | 140,000 |
Weighted average contractual life | 9 years 4 months 20 days |
Weighted average exercise price | $ 2.26 |
Exercisable number of shares | shares | 90,000 |
Exercisable weighted average exercise price | $ 2.26 |
Options [Member] | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Number of shares outstanding | shares | 2,714,000 |
Weighted average contractual life | 7 years 29 days |
Weighted average exercise price | $ 1.33 |
Exercisable number of shares | shares | 2,203,834 |
Exercisable weighted average exercise price | $ 1.33 |
Options [Member] | Minimum [Member] | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Range of exercise prices | 0.48 |
Options [Member] | Maximum [Member] | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Range of exercise prices | $ 2.26 |
STOCKHOLDERS_ EQUITY (Details N
STOCKHOLDERS’ EQUITY (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | 27 Months Ended | ||||
Dec. 31, 2021 | Dec. 31, 2021 | Apr. 14, 2020 | Jun. 30, 2022 | Jun. 30, 2021 | Oct. 04, 2021 | Oct. 02, 2021 | May 10, 2021 | Jun. 30, 2020 | |
Subsidiary, Sale of Stock [Line Items] | |||||||||
Income tax net | $ 0 | $ 0 | |||||||
Stock based compensation expense | $ 20,000 | $ 915,494 | $ 733,930 | ||||||
Stock issued new, shares | 200,000 | 2,500,000 | 937,500 | ||||||
2020 April Stock Sale [Member] | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Stock issued new, shares | 200,000 | ||||||||
Proceeds from issuance of common stock | $ 250,000 | ||||||||
October 2021 Sale [Member] | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Stock issued new, shares | 2,500,000 | 937,500 | |||||||
Proceeds from issuance of common stock | $ 4,000,000 | ||||||||
Plan 2022 [Member] | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Shares authorized for issuance under the plan | 1,000,000 | ||||||||
2021 Plan [Member] | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Shares authorized for issuance under the plan | 1,000,000 | ||||||||
Shares available for future grants | 206,403 | 1,000,000 | |||||||
Stock options outstanding | 784,502 | ||||||||
2011 Plan [Member] | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Stock options outstanding | 1,884,800 | ||||||||
2006 Plan [Member] | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Stock options outstanding | 44,698 | ||||||||
Chief Financial Officer [Member] | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Stock issued | 9,095 | ||||||||
Equity Option [Member] | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Unrecognized compensation costs related to options vesting | $ 534,653 | ||||||||
Options granted | 614,500 | 630,000 | |||||||
Stock options outstanding | 2,714,000 | 2,578,200 | 2,065,200 | ||||||
Aggregate intrinsic value of "in the money" outstanding | $ 1,844,170 | ||||||||
Aggregate intrinsic value of "in the money" exercisable | $ 1,779,345 |
INCOME TAXES (Details - Income
INCOME TAXES (Details - Income tax rate) | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Income Tax Disclosure [Abstract] | ||
Income tax expense (benefit) at federal statutory rate | (21.00%) | (21.00%) |
Increase (decrease) in tax resulting from: | ||
State taxes, net of federal benefit | (7.10%) | (145.80%) |
Change in valuation allowance | 22.60% | 182.80% |
Stock based compensation | 26.90% | 195% |
Forgiveness of bank note | 0% | (214.90%) |
Revaluation of contingent earn out liability | (21.80%) | 0% |
Nondeductible items | 0.30% | 3% |
Effective tax rate | (0.10%) | (0.90%) |
INCOME TAXES (Details - Deferre
INCOME TAXES (Details - Deferred taxes) - USD ($) | Jun. 30, 2022 | Jun. 30, 2021 |
Deferred tax assets: | ||
Net operating loss carry forwards | $ 2,640,000 | $ 2,403,000 |
Tax credit carry forwards | 164,000 | 186,000 |
Reserves and accruals not yet deducted for tax purposes | 512,000 | 668,000 |
Total deferred tax assets | 3,316,000 | 3,257,000 |
Valuation allowance | (3,316,000) | (3,257,000) |
Net deferred tax asset | $ 0 | $ 0 |
INCOME TAXES (Details Narrative
INCOME TAXES (Details Narrative) - USD ($) | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Operating Loss Carryforwards [Line Items] | ||
Provision for income taxes | $ 952 | $ 912 |
Federal [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Operating loss carryforwards | 10,961,000 | |
State [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Operating loss carryforwards | 4,750,000 | |
Hong Kong operations [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Operating loss carryforwards | $ 2,252,000 |
PROFIT SHARING PLAN (Details Na
PROFIT SHARING PLAN (Details Narrative) - USD ($) | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Retirement Benefits [Abstract] | ||
Employer matching contribution | $ 0 | $ 0 |