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1. NATURE OF OPERATIONS
12 Months Ended
Dec. 31, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
NATURE OF OPERATIONS

Zoom Telephonics, Inc. (“Zoom”) and its wholly owned subsidiaries MTRLC LLC and Minim, Inc. (“Minim"), is a leading creator, designer, marketer, and seller of cable modems and other Internet access products under the Motorola® brand and has a proprietary AI-driven WiFi management and IoT security platform for businesses, homes, and Internet service providers.

 

Minim Merger

 

On November 12, 2020, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Minim, Inc. (“Minim”), a Delaware corporation, that designs, develops, sells and supports an IoT security platform that enables and secures a better connected home. Under the Merger Agreement, an acquisition subsidiary of the Company was merged into Minim in exchange for 10,784,534 shares of common stock of the Company and as a result of the merger, Minim became a wholly-owned subsidiary of Zoom Telephonics, Inc.

 

Immediately prior to closing of the Merger Agreement, the majority stockholder of the Company was also the majority stockholder of Minim. As a result of the common ownership upon closing of the transaction, the acquisition was considered a common-control transaction and was outside the scope of the business combination guidance in ASC 805-50. The entities are deemed to be under common control as of October 9, 2020, which was the date that the majority stockholder acquired control of the Company and, therefore, held control over both companies. The consolidated financial statements incorporate Minim’s financial results and financial information for the period from October 9, 2020 through December 31, 2020. Assets acquired and liabilities assumed are reported at their historical carrying amounts and any difference between the proceeds transferred is recognized in additional paid-in capital. These consolidated financial statements include the historical accounts of the Company since inception and the accounts of Minim since the date of common control commenced on October 9, 2020 (Note 3). On December 4, 2020, the merger contemplated by the Merger Agreement was effected.

 

Zoom and its subsidiaries MTRLC LLC and Minim are herein collectively referred to as the “Company” and the merger of the Company with Minim is referred to as the “Minim Merger” within these financial statements.