UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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| TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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The Registrant has shares of common stock outstanding as
of February 9, 2022.
FRANKLIN WIRELESS CORP.
FORM 10-Q
FOR THE QUARTERLY PERIOD ENDED DECEMBER 31, 2021
INDEX
| 2 |
NOTE ON FORWARD LOOKING STATEMENTS
You should keep in mind the following points as you read this Report on Form 10-Q:
The terms “we,” “us,” “our,” “Franklin,” “Franklin Wireless,” or the “Company” refer to Franklin Wireless Corp.
This Report on Form 10-Q contains statements which, to the extent they do not recite historical fact, constitute “forward looking” statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward looking statements are used under the caption “Management’s Discussion and Analysis of Financial Condition and Results of Operation,” and elsewhere in this Quarterly Report on Form 10-Q. You can identify these statements by the use of words like “may,” “will,” “could,” “should,” “project,” “believe,” “anticipate,” “expect,” “plan,” “estimate,” “forecast,” “potential,” “intend,” “continue,” and variations of these words or comparable words. Forward looking statements do not guarantee future performance and involve risks and uncertainties. Actual results may differ substantially from the results that the forward looking statements suggest for various reasons, including those discussed under the caption “Risk Factors” in Item 1A of our Annual Report on Form 10-K for the year ended June 30, 2021. These forward looking statements are made only as of the date of this Report on Form 10-Q. We do not undertake to update or revise the forward looking statements, whether as a result of new information, future events or otherwise.
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PART I – FINANCIAL INFORMATION
ITEM 1. Consolidated Financial Statements
FRANKLIN WIRELESS CORP.
Consolidated Balance Sheets
December 31, 2021 | ||||||||
| (Unaudited) | June 30, 2021 | |||||||
| ASSETS | ||||||||
| Current assets: | ||||||||
| Cash and cash equivalents | $ | $ | ||||||
| Certificates of deposit account | ||||||||
| Accounts receivable | ||||||||
| Other receivables, net | ||||||||
| Inventories, net | ||||||||
| Prepaid income taxes | ||||||||
| Prepaid expenses and other current assets | ||||||||
| Advance payments to vendors | ||||||||
| Total current assets | ||||||||
| Property and equipment, net | ||||||||
| Intangible assets, net | ||||||||
| Deferred tax assets, non-current | ||||||||
| Goodwill | ||||||||
| Right of use assets | ||||||||
| Other assets | ||||||||
| TOTAL ASSETS | $ | $ | ||||||
| LIABILITIES AND STOCKHOLDERS' EQUITY | ||||||||
| Current liabilities: | ||||||||
| Accounts payable | $ | $ | ||||||
| Income tax payable | ||||||||
| Unearned revenue from customers | ||||||||
| Accrued liabilities | ||||||||
| Lease liabilities, current | ||||||||
| Total current liabilities | ||||||||
| Lease liabilities, non-current | ||||||||
| Total liabilities | ||||||||
| Commitments and contingencies (Note 8) | ||||||||
| Stockholders’ equity: | ||||||||
| Parent Company stockholders’ equity | ||||||||
| Preferred stock, par value $ per share, authorized shares; preferred stock issued and outstanding as of December 31, 2021 and June 30, 2021 | ||||||||
| Common stock, par value $ per share, authorized shares; and shares issued and outstanding as of December 31, 2021 and June 30, 2021, respectively | ||||||||
| Additional paid-in capital | ||||||||
| Retained earnings | ||||||||
| Treasury stock, shares as of December 31, 2021 and June 30, 2021 | ( | ) | ( | ) | ||||
| Accumulated other comprehensive loss | ( | ) | ( | ) | ||||
| Total Parent Company stockholders’ equity | ||||||||
| Non-controlling interests | ||||||||
| Total stockholders’ equity | ||||||||
| TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $ | $ | ||||||
See accompanying notes to consolidated financial statements.
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FRANKLIN WIRELESS CORP.
CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME (LOSS)
(Unaudited)
| Three Months Ended | Six Months Ended | |||||||||||||||
| December 31, | December 31, | |||||||||||||||
| 2021 | 2020 | 2021 | 2020 | |||||||||||||
| Net sales | $ | $ | $ | $ | ||||||||||||
| Cost of goods sold | ||||||||||||||||
| Gross profit | ||||||||||||||||
| Operating expenses: | ||||||||||||||||
| Selling, general and administrative | ||||||||||||||||
| Research and development | ||||||||||||||||
| Total operating expenses | ||||||||||||||||
| (Loss) income from operations | ( | ) | ( | ) | ||||||||||||
| Other income (loss), net: | ||||||||||||||||
| Interest income | ||||||||||||||||
| Income from governmental subsidy | ||||||||||||||||
| Gain from the forgiveness of payroll protection plan loan | ||||||||||||||||
| Other income (loss), net | ( | ) | ( | ) | ||||||||||||
| Total other income (loss), net | ||||||||||||||||
| (Loss) income before (benefit) provision for income taxes | ( | ) | ( | ) | ||||||||||||
| Income tax (benefit) provision | ( | ) | ( | ) | ||||||||||||
| Net (loss) income | ( | ) | ( | ) | ||||||||||||
| Less: non-controlling interests in net income of subsidiary at 33.7% | ||||||||||||||||
| Net (loss) income attributable to Parent Company | $ | ( | ) | $ | $ | ( | ) | $ | ||||||||
| Basic (loss) income per share attributable to Parent Company stockholders | $ | ( | ) | $ | $ | ( | ) | $ | ||||||||
| Diluted (loss) income per share attributable to Parent Company stockholders | $ | ( | ) | $ | $ | ( | ) | $ | ||||||||
| Weighted average common shares outstanding – basic | ||||||||||||||||
| Weighted average common shares outstanding – diluted | ||||||||||||||||
| Comprehensive (loss) income | ||||||||||||||||
| Net (loss) income | $ | ( | ) | $ | $ | ( | ) | $ | ||||||||
| Translation adjustments | ( | ) | ( | ) | ||||||||||||
| Comprehensive (loss) income | ( | ) | ( | ) | ||||||||||||
| Less: comprehensive income attributable to non-controlling interest | ||||||||||||||||
| Comprehensive (loss) income attributable to controlling interest | $ | ( | ) | $ | $ | ( | ) | $ | ||||||||
See accompanying notes to consolidated financial statements.
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FRANKLIN WIRELESS CORP.
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
For the Three and Six Months Ended December 31, 2021 (unaudited)
| Common Stock | Additional Paid-in | Retained | Treasury | Accumulated Other Comprehensive Income | Non-controlling | Total Stockholders | ||||||||||||||||||||||||||
| Shares | Amount | Capital | Earnings | Stock | (Loss) | Interest | Equity | |||||||||||||||||||||||||
| Balance at June 30, 2021 | $ | $ | $ | $ | ( | ) | $ | ( | ) | $ | $ | |||||||||||||||||||||
| Net loss attributable to Parent Company | – | ( | ) | ( | ) | |||||||||||||||||||||||||||
| Foreign exchange translation | – | ( | ) | ( | ) | |||||||||||||||||||||||||||
| Issuance of stock related to stock option exercised | ||||||||||||||||||||||||||||||||
| Comprehensive income attributable to non-controlling interest | – | |||||||||||||||||||||||||||||||
| Compensation expense related to stock option granted | – | |||||||||||||||||||||||||||||||
| Balance at September 30, 2021 (unaudited) | $ | $ | $ | $ | ( | ) | $ | ( | ) | $ | $ | |||||||||||||||||||||
| Net loss attributable to Parent Company | – | ( | ) | ( | ) | |||||||||||||||||||||||||||
| Foreign exchange translation | – | ( | ) | ( | ) | |||||||||||||||||||||||||||
| Comprehensive income attributable to non-controlling interest | – | |||||||||||||||||||||||||||||||
| Compensation expense related to stock option granted | – | |||||||||||||||||||||||||||||||
| Balance at December 31, 2021 (unaudited) | $ | $ | $ | $ | ( | ) | $ | ( | ) | $ | $ | |||||||||||||||||||||
See accompanying notes to consolidated financial statements.
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FRANKLIN WIRELESS CORP.
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
For the Three and Six Months Ended December 31, 2020 (unaudited)
| Common Stock | Additional Paid-in | Retained | Treasury | Accumulated Other Comprehensive Income | Non-controlling | Total Stockholders | ||||||||||||||||||||||||||
| Shares | Amount | Capital | Earnings | Stock | (Loss) | Interest | Equity | |||||||||||||||||||||||||
| Balance - June 30, 2020 | $ | $ | $ | $ | ( |
) | $ | ( |
) | $ | $ | |||||||||||||||||||||
| Net income attributable to Parent Company | – | |||||||||||||||||||||||||||||||
| Foreign exchange translation | – | |||||||||||||||||||||||||||||||
| Issuance of stock related to stock option exercised | ||||||||||||||||||||||||||||||||
| Sales of treasury stock | ||||||||||||||||||||||||||||||||
| Comprehensive income attributable to non-controlling interest | – | |||||||||||||||||||||||||||||||
| Compensation expense related to stock option granted | – | |||||||||||||||||||||||||||||||
| Balance at September 30, 2020 (unaudited) |
$ | $ | $ | $ | ( |
) | $ | ( |
) | $ | $ | |||||||||||||||||||||
| Net income attributable to Parent Company | – | |||||||||||||||||||||||||||||||
| Foreign exchange translation | – | |||||||||||||||||||||||||||||||
| Issuance of stock related to stock option exercised | ||||||||||||||||||||||||||||||||
| Comprehensive income attributable to non-controlling interest | – | |||||||||||||||||||||||||||||||
| Compensation expense related to stock option granted | – | |||||||||||||||||||||||||||||||
| Balance at December 31, 2020 (unaudited) |
$ | $ | $ | $ | ( |
) | $ | ( |
) | $ | $ | |||||||||||||||||||||
See accompanying notes to unaudited consolidated financial statements.
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FRANKLIN WIRELESS CORP.
Consolidated Statements of Cash Flows (unaudited)
Six Months Ended December 31, | ||||||||
| 2021 | 2020 | |||||||
| CASH FLOW FROM OPERATING ACTIVITIES: | ||||||||
| Net (loss) income | $ | ( | ) | $ | ||||
| Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||
| Depreciation | ||||||||
| Amortization of intangible assets | ||||||||
| Stock based compensation | ||||||||
| Bad debt expense | ||||||||
| Forgiveness of payroll protection plan loan | ( | ) | ||||||
| Amortization of right of use assets | ||||||||
| Deferred tax (benefit) | ( | ) | ||||||
| Increase (decrease) in cash due to change in: | ||||||||
| Accounts receivable | ( | ) | ||||||
| Inventories | ( | ) | ( | ) | ||||
| Prepaid expenses and other current assets | ( | ) | ||||||
| Prepaid income taxes | ( | ) | ||||||
| Advance payments to vendors | ( | ) | ( | ) | ||||
| Other assets | ||||||||
| Accounts payable | ( | ) | ||||||
| Income tax payable | ( | ) | ||||||
| Unearned revenue from customers | ||||||||
| Lease liabilities | ( | ) | ( | ) | ||||
| Advance payments from customers | ||||||||
| Accrued liabilities | ( | ) | ( | ) | ||||
| Net cash (used) provided by operating activities | ( | ) | ||||||
| CASH FLOW FROM INVESTING ACTIVITIES: | ||||||||
| Purchases of short-term investments | ( | ) | ( | ) | ||||
| Purchases of property and equipment | ( | ) | ( | ) | ||||
| Payments for capitalized product development costs | ( | ) | ( | ) | ||||
| Purchases of intangible assets | ( | ) | ( | ) | ||||
| Net cash used in investing activities | ( | ) | ( | ) | ||||
| CASH FLOW FROM FINANCING ACTIVITIES: | ||||||||
| Sales of common stock sold from treasury stock | ||||||||
| Cash received from exercise of stock options | ||||||||
| Net cash provided by financing activities | ||||||||
| Effect of foreign currency translation | ( | ) | ||||||
| Net (decrease) increase in cash and cash equivalents | ( | ) | ||||||
| Cash and cash equivalents, beginning of period | ||||||||
| Cash and cash equivalents, end of period | $ | $ | ||||||
| Supplemental disclosure of cash flow information: | ||||||||
| Cash paid during the periods for: | ||||||||
| Income taxes | $ | ( | ) | $ | ||||
See accompanying notes to consolidated financial statements.
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FRANKLIN WIRELESS CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Principles of Consolidation
The consolidated financial
statements include the accounts of the Company and its subsidiary, Franklin Technology Inc. ("FTI"), with a majority voting
interest of 66.3% (
As consolidated financial
statements are based on the assumption that they represent the financial position and operating results of a single economic entity, the
retained earnings or deficit of the subsidiary at the date of acquisition, October 1, 2009, by the parent are excluded from consolidated
retained earnings. When a subsidiary is consolidated, the consolidated financial statements include the subsidiary’s revenues, expenses,
gains, and losses only from the date the subsidiary is initially consolidated, and the non-controlling interest is reported in the consolidated
statement of financial position within equity, separately from the parent’s equity. There are
Non-controlling Interest in a Consolidated Subsidiary
As of December 31, 2021, the
non-controlling interest was $
Segment Reporting
Accounting Standards Codification (“ASC”) 280, “Segment Reporting,” requires public companies to report financial and descriptive information about their reportable operating segments. We identify our operating segments based on how our chief operating decision maker internally evaluates separate financial information, business activities and management responsibility. We have one reportable segment, consisting of the sale of wireless access products.
We generate revenues from three geographic areas, consisting of North America, Caribbean and South America, and Asia. The following enterprise-wide disclosure is prepared on a basis consistent with the preparation of the consolidated financial statements. The following table contains certain financial information by geographic area:
| Three Months Ended | Six Months Ended | |||||||||||||||
| December 31, | December 31, | |||||||||||||||
| Net sales: | 2021 | 2020 | 2021 | 2020 | ||||||||||||
| North America | $ | $ | $ | $ | ||||||||||||
| Caribbean and South America | ||||||||||||||||
| Asia | ||||||||||||||||
| Totals | $ | $ | $ | $ | ||||||||||||
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| Long-lived assets, net (property and equipment and intangible assets): | December 31, 2021 | June 30, 2021 | ||||||
| North America | $ | $ | ||||||
| Asia | ||||||||
| Totals | $ | $ | ||||||
Use of Estimates
The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States of America 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 materially differ from those estimates.
Fair Value of Financial Instruments
The carrying amounts of financial instruments such as cash equivalents, short-term investments, accounts receivable, accounts payable and debt approximate the related fair values due to the short-term maturities of these instruments. We invest our excess cash into financial instruments which are readily convertible into cash, such as money market funds and certificates of deposit.
Allowance for Doubtful Accounts
Based upon our review of our collection history as well as the current balances associated with all significant customers and associated invoices, as of December 31, 2021, we did not believe an allowance for doubtful accounts was necessary.
Revenue Recognition
Contracts with Customers
Revenue for sales of products and services is derived from contracts with customers. The products and services promised in contracts primarily consist of hotspot routers. Contracts with each customer generally state the terms of the sale, including the description, quantity and price of each product or service. Payment terms are stated in the contract, primarily in the form of a purchase order. Since the customer typically agrees to a stated rate and price in the purchase order that does not vary over the life of the contract, the majority of our contracts do not contain variable consideration. We establish a provision for estimated warranty and returns. Using historical averages, that provision for the quarter ended December 31, 2021 was not material.
Disaggregation of Revenue
In accordance with Topic 606, we disaggregate revenue from contracts with customers into geographical regions and by the timing of when goods and services are transferred. We determined that disaggregating revenue into these categories meets the disclosure objective in Topic 606, which is to depict how the nature, amount, timing and uncertainty of revenue and cash flows are affected by regional economic factors.
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Contract Balances
We perform our obligations under a contract with a customer by transferring products in exchange for consideration from the customer. We typically invoice our customers as soon as control of an asset is transferred, and a receivable is established. We, however, recognize a contract liability when a customer prepays for goods and/or services, or we have not delivered goods under the contract since we have not yet transferred control of the goods and/or services.
The balances of our trade receivables are as follows:
| December 31, 2021 | June 30, 2021 | |||||||
| Accounts Receivable | $ | $ | ||||||
The balance of contract assets was immaterial as we did not have a significant amount of un-invoiced receivables in the periods ended December 31, 2021, and June 30, 2021.
Our contract liabilities are as follows:
| December 31, 2021 | June 30, 2021 | |||||||
| Undelivered products | $ | $ |
Performance Obligations
A performance obligation is a promise in a contract to transfer a distinct good or service to the customer and is the unit of measurement in Topic 606. At contract inception, we assess the products and services promised in our contracts with customers. We then identify performance obligations to transfer distinct products or services to the customer. In order to identify performance obligations, we consider all the products or services promised in the contract regardless of whether they are explicitly stated or are implied by customary business practices.
Our performance obligations are primarily satisfied at a point in time. Revenue from products transferred to customers at a single point in time accounted for 99.9% of net sales for the six months ended December 31, 2021. Revenue recognized over a period of time for non-recurring engineering projects is based on the percent complete of a project and accounted for 0.1% of net sales for the six months ended December 31, 2021. The majority of our revenue recognized at a point in time is for the sale of hotspot router products. Revenue from these contracts is recognized when the customer is able to direct the use of and obtain substantially all of the benefits from the product which generally coincides with title transfer at completion of the shipping process.
As of December 31, 2021, our contracts do not contain any unsatisfied performance obligations, except for undelivered products.
Cost of Goods Sold
All
costs associated with our contract manufacturers, as well as distribution, fulfillment and repair services, are included in our cost of
goods sold. Cost of goods sold also includes amortization expenses of approximately $
| 11 |
Capitalized Product Development Costs
Accounting Standards Codification (“ASC”) Topic 350, “Intangibles - Goodwill and Other” includes software that is part of a product or process to be sold to a customer and is accounted for under Subtopic 985-20. Our products contain embedded software internally developed by FTI, which is an integral part of these products because it allows the various components of the products to communicate with each other and the products are clearly unable to function without this coding.
The costs of product development that are capitalized once technological feasibility is determined (noted as technology in progress in the Intangible Assets table in Note 3 to Notes to Consolidated Financial Statements) include related licenses, certification costs, payroll, employee benefits, and other headcount-related expenses associated with product development. We determine that technological feasibility for our products is reached after all high-risk development issues have been resolved. Once the products are available for general release to our customers, we cease capitalizing the product development costs and any additional costs, if any, are expensed. The capitalized product development costs are amortized on a product-by-product basis using the greater of straight-line amortization or the ratio of the current gross revenues to the current and anticipated future gross revenues. The amortization begins when the products are available for general release to our customers.
As
of December 31, 2021, and June 30, 2021, capitalized product development costs in progress were $
Research and Development Costs
Costs associated with research
and development are expensed as incurred. Research and development costs were $
Warranties
We provide a warranty for
one year which is covered by our vendors and manufacturers under purchase agreements between the Company and the vendors. As a result,
we believe we do not have any net warranty exposure and do not accrue any warranty expenses. Historically, the Company has
Shipping and Handling Costs
Costs associated with product
shipping and handling are expensed as incurred. Shipping and handling costs, which are included in selling, general and administrative
expenses on the consolidated statements of comprehensive income, were $
Cash and Cash Equivalents
For purposes of the consolidated statements of cash flow, we consider all highly liquid investments purchased with original maturities of three months or less to be cash equivalents. We invest our excess cash into financial instruments which management believes are readily convertible into cash, such as money market funds that are readily convertible to cash and have a $1.00 net asset value.
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Short Term Investments
We have invested excess funds in short term liquid assets, such as certificates of deposit.
Inventories
Our inventories consist of
finished goods and are stated at the lower of cost or net realizable value, cost being determined on a first-in, first-out basis. We assess
the inventory carrying value and reduce it, if necessary, to its net realizable value based on customer orders on hand, and internal demand
forecasts using management’s best estimates given information currently available. Our customer demand is highly unpredictable and
can fluctuate significantly caused by factors beyond the control of the Company. We may write down our inventory value for potential obsolescence
and excess inventory. As of December 31, 2021, and June 30, 2021, we did
Property and Equipment
Property and equipment are recorded at cost. Significant additions or improvements extending useful lives of assets are capitalized. Maintenance and repairs are charged to expense as incurred. Depreciation is computed using the straight-line method over the estimated useful lives as follows:
| Machinery | ||
| Office equipment | ||
| Molds | ||
| Vehicles | ||
| Computers and software | ||
| Furniture and fixtures | ||
| Facilities improvements |
Goodwill and Intangible Assets
Goodwill and certain intangible
assets were recorded in connection with the FTI acquisition in October 2009, and are accounted for in accordance with ASC 805, “Business
Combinations.” Goodwill represents the excess of the purchase price over the fair value of the tangible and intangible net assets
acquired. Intangible assets are recorded at their fair value at the date of acquisition. Goodwill and other intangible assets are accounted
for in accordance with ASC 350, “Goodwill and Other Intangible Assets.” Goodwill and other intangible assets are tested for
impairment at least annually and any related impairment losses are recognized in earnings when identified.
Long-lived Assets
In accordance with ASC 360, “Property, Plant, and Equipment,” we review for impairment of long-lived assets and certain identifiable intangibles whenever events or circumstances indicate that the carrying amount of assets may not be recoverable. We consider the carrying value of assets may not be recoverable based upon our review of the following events or changes in circumstances: the asset’s ability to continue to generate income from operations and positive cash flow in future periods; loss of legal ownership or title to the assets; significant changes in our strategic business objectives and utilization of the asset; or significant negative industry or economic trends. An impairment loss would be recognized when estimated future cash flows expected to result from the use of the asset are less than its carrying amount.
As of December 31, 2021, and June 30, 2021, we were not aware of any events or changes in circumstances that would indicate that the long-lived assets are impaired.
| 13 |
The Company’s employee share-based awards result in a cost that is measured at fair value on an award’s grant date, based on the estimated number of awards that are expected to vest. Compensation costs are recognized over the period that an employee provides service in exchange for the award, i.e. the vesting period. The Company estimates the fair value of stock options using a Black-Scholes option pricing model. Transactions with non-employees in which goods or services are the consideration received for the issuance of equity instruments are accounted for based on the fair value of the consideration received or the fair value of the equity instrument issued, whichever is more reliably measurable. Stock-based compensation costs are reflected in the accompanying consolidated statements of comprehensive income based upon the underlying recipients' roles within the Company.
Income Taxes
The Company uses the asset and liability method of accounting for income taxes. Accordingly, deferred tax assets and liabilities are determined based on the difference between the financial statement and income tax bases of assets and liabilities, using enacted tax rates in effect for the year in which the differences are expected to reverse. A valuation allowance is recorded to reduce the carrying amount of deferred tax assets, unless it is more likely than not such assets will be realized. Current income taxes are based on the year’s taxable income for federal and state income tax reporting purposes and the annual change in deferred taxes.
The Company assesses its income tax positions and records tax benefits based upon management’s evaluation of the facts, circumstances, and information available at the reporting date. For those tax positions where it is more likely than not that a tax benefit will be sustained, the Company records the largest amount of tax benefit with a greater than 50% likelihood of being realized upon ultimate settlement with a taxing authority having full knowledge of all relevant information. For those income tax positions where it is not more likely than not that a tax benefit will be sustained, no tax benefit is recognized in the financial statements. The Company classifies interest and penalties associated with such uncertain tax positions as a component of income tax expense.
As
of December 31, 2021, we have no material unrecognized tax benefits. We recorded an income tax benefit of $
Earnings per share is calculated by dividing the net income by the weighted-average number of common shares that were outstanding for the period, without consideration for potential common shares. Diluted earnings per share is calculated by dividing the net income by the sum of the weighted-average number of dilutive potential common shares outstanding for the period determined using the treasury-stock method or the as-converted method. Potentially dilutive shares are comprised of common stock options outstanding under our stock plan.
| 14 |
Concentrations
We extend credit to our customers and perform ongoing credit evaluations of such customers. We evaluate our accounts receivable on a regular basis for collectability and provide for an allowance for potential credit losses as deemed necessary. No reserve was required or recorded for any of the periods presented.
Substantially all of our revenues are derived from sales of wireless data products. Any significant decline in market acceptance of our products or in the financial condition of our existing customers could impair our ability to operate effectively.
A
significant portion of our revenue is derived from a small number of customers. For the six months ended December 31, 2021, sales to
our two largest customers accounted for
For
the six months ended December 31, 2021, we purchased the majority of our wireless data products from two manufacturing companies located
in Asia. If these manufacturing companies were to experience delays, capacity constraints or quality control problems, product shipments
to our customers could be delayed, or our customers could consequently elect to cancel the underlying product purchase order, which would
negatively impact the Company's revenue. For the six months ended December 31, 2021, we purchased wireless data products from these manufacturers
in the amount of $
We maintain our cash accounts with established commercial banks. Such cash deposits exceed the Federal Deposit Insurance Corporation insured limit of $250,000 for each financial institution. However, we do not anticipate any losses on excess deposits.
NOTE 2 - BUSINESS OVERVIEW
We are a leading provider of intelligent wireless solutions including mobile hotspots, routers, trackers, and other devices. Our designs integrate innovative hardware and software enabling machine-to-machine (M2M) applications and the Internet of Things (IoT). Our M2M and IoT solutions include embedded modules, modems and gateways built to deliver reliable always-on connectivity supporting a broad spectrum of applications based on fifth generation and fourth generation (5G/4G) wireless technology.
We have a majority ownership position in Franklin Technology Inc. (“FTI”), a research and development company located in Seoul, South Korea. FTI primarily provides design and development services to us for our wireless products.
Our products are generally marketed and sold directly to wireless operators, and indirectly through strategic partners and distributors. Our global customer base extends primarily from North America to Asia.
| 15 |
NOTE 3 – BASIS OF PRESENTATION
The accompanying unaudited consolidated financial statements of Franklin Wireless Corp. have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and are presented in accordance with the requirements of Form 10-Q. In the opinion of management, the financial statements included herein contain all adjustments, including normal recurring adjustments, considered necessary to present fairly the financial position, the results of operations and comprehensive income (loss) and cash flows of the Company for the periods presented. These financial statements and notes hereto should be read in conjunction with the financial statements and notes thereto for the fiscal year ended June 30, 2021 included in our Form 10-K filed on September 28, 2021. The operating results or cash flows for the interim periods presented herein are not necessarily indicative of the results to be expected for any other interim period or the full year.
NOTE 4 – DEFINITE LIVED INTANGIBLE ASSETS
The definite lived intangible assets consisted of the following as of December 31, 2021:
| Definite lived intangible assets: | Expected Life | Average Remaining life | Gross Intangible Assets | Less Accumulated Amortization | Net Intangible Assets | |||||||||||||
| Complete technology | – | $ | $ | $ | ||||||||||||||
| Technology in progress | Not Applicable | – | ||||||||||||||||
| Software | ||||||||||||||||||
| Patents | ||||||||||||||||||
| Certifications & licenses | ||||||||||||||||||
| Total as of December 31, 2021 | $ | $ | $ | |||||||||||||||
The definite lived intangible assets consisted of the following as of June 30, 2021:
| Definite lived intangible assets: | Expected Life | Average Remaining life | Gross Intangible Assets | Less Accumulated Amortization | Net Intangible Assets | |||||||||||||
| Complete technology | $ | $ | $ | |||||||||||||||
| Technology in progress | Not Applicable | – | ||||||||||||||||
| Software | ||||||||||||||||||
| Patents | ||||||||||||||||||
| Certifications & licenses | ||||||||||||||||||
| Total as of June 30, 2021 | $ | $ | $ | |||||||||||||||
| 16 |
Amortization expense recognized
for the three months ended December 31, 2021 and 2020 was $
| FY2022 | FY2023 | FY2024 | FY2025 | FY2026 | Thereafter | |||||||||||||||||||
| Total | $ | $ | $ | $ | $ | $ | ||||||||||||||||||
NOTE 5 - PROPERTY AND EQUIPMENT
Property and equipment consisted of the following as of:
December 31, 2021 | June 30, 2021 | |||||||
| Machinery and Commercial Equipment | $ | $ | ||||||
| Office equipment | ||||||||
| Molds | ||||||||
| Less accumulated depreciation | ( | ) | ( | ) | ||||
| Total | $ | $ | ||||||
Depreciation expense associated
with property and equipment was $
NOTE 6 - ACCRUED LIABILITIES
Accrued liabilities consisted of the following as of:
December 31, 2021 | June 30, 2021 | |||||||
| Accrued payroll deductions owed to government entities | $ | $ | ||||||
| Accrued commission to a customer | ||||||||
| Accrued vacation | ||||||||
| Accrued undelivered inventory | ||||||||
| Accrued commission for service providers | ||||||||
| Other accrued liabilities | ||||||||
| Total | $ | $ | ||||||
| 17 |
For the three and six months ended December 31, 2021, we were in a net loss position and have excluded stock options from the calculation of diluted net loss per share because these securities are anti-dilutive. For the three and six months ended December 31, 2020, we have calculated the diluted effect of common stock arising from stock options.
The weighted average number of shares outstanding used to compute earnings per share is as follows:
| Three Months ended December 31, | Six Months Ended December 31, | |||||||||||||||
| 2021 | 2020 | 2021 | 2020 | |||||||||||||
| Net (loss) income attributable to Parent Company | $ | ( | ) | $ | $ | ( | ) | $ | ||||||||
| Weighted-average shares of common stock outstanding: | ||||||||||||||||
| Basic shares outstanding | ||||||||||||||||
| Dilutive effect of common stock equivalents arising from stock options | ||||||||||||||||
| Diluted shares outstanding | ||||||||||||||||
| Basic (loss) income per share | $ | ( | ) | $ | $ | ( | ) | $ | ||||||||
| Diluted (loss) income per share | $ | ( | ) | $ | $ | ( | ) | $ | ||||||||
NOTE 8 - COMMITMENTS AND CONTINGENCIES
Leases
On September 9, 2015, we signed
a lease for new office space consisting of approximately 12,775 square feet, located in San Diego, California, at a monthly rent of $23,115,
which commenced on October 28, 2015. In addition to monthly rent, the new lease includes payment for certain common area costs. The term
of the lease for the new office space was four years from the lease commencement date and was then extended by an additional fifty months,
to December 31, 2023. Our facility is covered by an appropriate level of insurance, and we believe it to be suitable for our use and adequate
for our present needs. Rent expense for this office space was $
Our Korea-based subsidiary,
FTI leases approximately 10,000 square feet of office space, located in Seoul, Korea, at a monthly rent of approximately $8,000 and the
additional office space consisting of approximately 2,682 square feet, also located in Seoul, Korea, at a monthly rent of approximately
$2,700 that expires on August 31, 2022. Rent expense related to these leases was approximately $
We
lease one corporate housing facility, located in Seoul, Korea, primarily for our employees who travel, under a non-cancelable
operating lease that expires on September 4, 2022. Rent expense related to this lease was $
As of December 31, 2021, we
used discount rates of
| 18 |
Future minimum payments under operating leases are as follows:
| Operating Leases | ||||
| Fiscal 2022 remaining six months | $ | |||
| Fiscal 2023 | ||||
| Fiscal 2024 | ||||
| Total lease payments | ||||
| Less imputed interest | ( | ) | ||
| Total | $ | |||
Litigation
We are from time to time involved in certain legal proceedings and claims arising in the ordinary course of business.
Verizon Jetpack Recall
On April 8, 2021, Verizon issued a press release announcing that it is working with the U.S. Consumer Product Safety Commission (CPSC) to conduct a voluntary recall of certain Verizon Ellipsis Jetpack mobile hotspot devices, indicating that the lithium-ion battery in the devices can overheat, posing a fire and burn hazard. According to the CPSC release, the recall affects approximately 2.5 million devices. We import the devices and supply them to Verizon.
Verizon first advised us of one alleged Jetpack device failure at the end of February 2021. We immediately began meeting with Verizon and requested access to the device. We also began internal testing to evaluate device performance. We did not receive any further incident information until the last week of March 2021. On April 1 we issued a press release announcing that we had received reports from Verizon about potential issues with the batteries in the devices. On April 9 we issued a press release announcing the voluntary recall by Verizon.
As of the date of this report, we have been unable to recreate any device failures of the type identified by Verizon. All internal testing conducted to date has confirmed that the Jetpack devices are performing within normal parameters. We are not currently aware of any aspect of the Jetpack design that could cause the devices to fail in the way described in Verizon’s recall notice.
We are continuing to investigate the alleged device failures. At the time of the recall announcement, only two of the devices involved in the 15 alleged incidents had been physically inspected by Verizon. We have not yet had the opportunity to inspect any of these devices, but we have retained an expert to assist in the process.
Future Impact on Financial Performance
We are striving to avoid any litigation arising from the recall and have not been served with any legal action relating to the products covered by the recall. . We are not currently able to estimate the financial impact of the recall on our future operations. At this time, we do not have information that identifies the cause of the alleged incidents. We also do not have any specific legal claims or theories of causation for device failure incidents that would help us estimate the cost of potential future litigation. We have, however, created a litigation budget for the future cost of litigation.
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Shareholder Litigation
Ali
A shareholder action, Ali vs. Franklin Wireless Corp. et al. Case #3:21-cv-00687-AJB-MSB, was filed in the U.S. District Court, Southern District of California (San Diego) on April 16, 2021, alleging, among other things, that we had prior knowledge that the recall was likely and that we did not disclose that information to investors in a timely manner. We believe these allegations are not supported by the facts and we will vigorously defend against such claims.
Harwood
A legal action was filed in the U.S. District Court, Southern District of California (San Diego) against Franklin, as a nominal defendant, Stephen Norwood Derivatively on Behalf of Nominal Defendant Franklin Wireless Corp. v. OC Kim, Et al., Case #21cv01837-JAH-DEB, on or about October 29, 2021, claiming among other things, that we had prior knowledge that the recall was likely and that we did not disclose that information to investors in a timely manner. We believe these allegations are not supported by the facts and we will vigorously defend against such claims.
Martin
A legal action was filed in the U.S. District Court, Southern District of California (San Diego) against Franklin, as a nominal defendant, Debra Martin, derivatively on behalf of nominal defendant Franklin Wireless Corp. v. OC Kim, Et al., Case #21cv2091-CAB-KSC, on or about December 15, 2021, claiming among other things, that we had prior knowledge that the recall was likely and that we did not disclose that information to investors in a timely manner. We believe these allegations are not supported by the facts and we will vigorously defend against such claims.
“Short-Swing” Profits Litigation
A legal action was filed in the U.S. District Court, Southern District of California (San Diego) against Franklin, as a nominal defendant, Nosirrah Management LLC v. Franklin Wireless et al. Case # 3:21-cv-01316-CAB-JLB, on or about July 22, 2021, claiming that our Chief Executive Officer, OC Kim, violated Section 16(b)b of the Securities Exchange Act of 1934 for receiving “short-swing” profits from a sale and purchase of Franklin shares, in violation of that Act. We believe the allegations are not supported by the facts and we intend to vigorously defend against these claims.
Franklin v. Anydata, Inc.
We entered into a Professional
Services Agreement with Anydata Corp. (“Anydata”) for the product ACT233F Smart Link OBD device on May 5, 2017, for a minimum
purchase commitment of 250,000 units. We have delivered approximately 25,000 units and 7,000 units during our second and fourth quarters
of fiscal 2018, respectively, and an additional 18,000 units during our first quarter of fiscal 2019. Sales to Anydata were approximately
$1.8 million for the year ended June 30, 2019. We have received information that Anydata may not be able to fulfill the entire purchase
commitment for which parts have already been ordered with our main vendor, Quanta. We believe that the Company will be able to supply
some of the products to another customer and has received personal guarantees from the ownership group of Anydata. As of June 30, 2019,
the remaining unfulfilled purchase commitment was approximately $3.1 million. The total product purchase commitment with Quanta was approximately
$2.9 million. We have not recorded a receivable from Anydata, nor a liability owed to Quanta. Management believes that, at this time,
a loss contingency is reasonably possible but not estimable as to how much ultimately would be paid to Quanta. As of June 30, 2020, we
paid $
| 20 |
COVID-19
In March 2020, the World Health Organization declared the outbreak of a novel coronavirus (COVID-19) as a pandemic which continues to spread throughout the United States. On March 19, 2020, the Governor of California declared a health emergency and issued an order to close all nonessential businesses until further notice. As a maker of wireless connectivity devices, we are deemed to be an essential business. Nonetheless, out of concern for our workers and pursuant to the government order, we reduced the scope of our operations and, where possible, certain workers began telecommuting from their homes. The continued spread of COVID-19 may result in a period of business disruption, including delays or disruptions in our supply chain. The spread of COVID-19, or another infectious disease, could also negatively affect the operations at our third-party manufacturers, which could result in delays or disruptions in the supply of our products. While we expect this situation may increase demand for its products, the related impact cannot be reasonably estimated at this time.
International Tariffs
We believe that our products are currently exempt from international tariffs upon import from our manufacturers to the United States. If this were to change at any point, a tariff of 10%-25% of the purchase price would be imposed. If such tariffs are imposed, they could have a materially adverse effect on sales and operating results.
Customer Indemnification
Under purchase orders and contracts for the sale of our products we may provide indemnification to our customers for potential intellectual property infringement claims for which we may have no corresponding recourse against our third-party licensors. This potential liability, if realized, could materially adversely affect our business, operating results and financial condition.
We apply the provisions of ASC 718, “Compensation - Stock Compensation,” to all of our stock-based compensation awards and use the Black-Scholes option pricing model to value stock options. Under this application, we record compensation expense for all awards granted.
In 2009, we adopted the Stock Incentive Plan (“2009 Plan”), which provided for the grant of incentive stock options and non-qualified stock options to our employees and directors. Options granted under the 2009 Plan generally have a term of ten years and generally vest and become exercisable at the rate of 33% after one year and 33% on the second and third anniversaries of the option grant dates. Historically, some stock option grants have included shorter vesting periods ranging from one to two years.
In July of 2020, the Board of Directors adopted the 2020 Franklin Wireless Corp. Stock Option Plan (the “2020 Plan”), which covers 800,000 shares of Common Stock. The 2020 Plan provide for the grant of incentive stock options, non-qualified stock options and restricted stock to our employees, directors, and independent contractors. These options will have such vesting or other provisions as may be established by the Board of Directors at the time of each grant.
The estimated forfeiture rate considers historical turnover rates stratified into employee pools in comparison with an overall employee turnover rate, as well as expectations about the future. We periodically revise the estimated forfeiture rate in subsequent periods if actual forfeitures differ from those estimates. There were $ and $ compensation expenses recorded under this method for the six months ended December 31, 2021 and 2020, respectively.
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A summary of the status of our stock options is presented below as of December 31, 2021:
| Weighted- | ||||||||||||||||
| Average | ||||||||||||||||
| Weighted- | Remaining | |||||||||||||||
| Average | Contractual | Aggregate | ||||||||||||||
| Exercise | Life | Intrinsic | ||||||||||||||
| Options | Shares | Price | (In Years) | Value | ||||||||||||
| Outstanding as of June 30, 2021 | $ | $ | ||||||||||||||
| Granted | – | – | ||||||||||||||
| Exercised | ( | ) | – | – | ||||||||||||
| Cancelled | – | – | ||||||||||||||
| Forfeited or expired | ( | ) | – | – | ||||||||||||
| Outstanding as of December 31, 2021 | $ | $ | ||||||||||||||
| Exercisable as of December 31, 2021 | $ | $ | ||||||||||||||
The aggregate intrinsic value in the preceding table represents the total pretax intrinsic value, based upon the Company’s closing stock price of $4.37 as of December 31, 2021, which would have been received by the option holders had all option holders exercised their options as of that date. The weighted-average grant-date fair value of stock options outstanding as of December 31, 2021, in the amount of shares was $ per share. As of December 31, 2021, there was unrecognized compensation cost of $ related to non-vested stock options granted.
A summary of the status of our stock options is presented below as of December 31, 2020:
| Weighted- | ||||||||||||||||
| Average | ||||||||||||||||
| Weighted- | Remaining | |||||||||||||||
| Average | Contractual | Aggregate | ||||||||||||||
| Exercise | Life | Intrinsic | ||||||||||||||
| Options | Shares | Price | (In Years) | Value | ||||||||||||
| Outstanding as of June 30, 2020 | $ | $ | ||||||||||||||
| Granted | – | – | ||||||||||||||
| Exercised | ( | ) | ( | ) | – | – | ||||||||||
| Cancelled | – | – | ||||||||||||||
| Forfeited or expired | ( | ) | ( | ) | – | – | ||||||||||
| Outstanding as of December 31, 2020 | $ | $ | ||||||||||||||
| Exercisable as of December 31, 2020 | $ | $ | ||||||||||||||
The aggregate intrinsic value in the preceding table represents the total pretax intrinsic value, based upon the Company’s closing stock price of $23.50 as of December 31, 2020, which would have been received by the option holders had all option holders exercised their options as of that date. The weighted-average grant-date fair value of stock options outstanding as of December 31, 2020, in the amount of shares, was $ per share. As of December 31, 2020, there was unrecognized compensation cost of $ related to non-vested stock options granted.
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our financial statements and related notes included elsewhere in this report. This report contains certain forward-looking statements relating to future events or our future financial performance. These statements are subject to risks and uncertainties which could cause actual results to differ materially from those discussed in this report. You are cautioned not to place undue reliance on this information, which speaks only as of the date of this report. We are not obligated to publicly update this information, whether as a result of new information, future events or otherwise, except to the extent we are required to do so in connection with our obligation to file reports with the SEC. For a discussion of the important risks to our business and future operating performance, see the discussion under the caption “Item 1A. Risk Factors” and under the caption “Factors That May Influence Future Results of Operations” in the Company’s Form 10-K for the year ended June 30, 2021, filed on September 28, 2021. In light of these risks, uncertainties and assumptions, the forward-looking events discussed in this report might not occur.
BUSINESS OVERVIEW
We are a leading provider of intelligent wireless solutions including mobile hotspots, routers, trackers, and other devices. Our designs integrate innovative hardware and software enabling machine-to-machine (M2M) applications and the Internet of Things (IoT). Our M2M and IoT solutions include embedded modules, modems and gateways built to deliver reliable always-on connectivity supporting a broad spectrum of applications based on 5G/4G wireless technology.
We have a majority ownership position in Franklin Technology Inc. ("FTI"), a research and development company located in Seoul, South Korea. FTI primarily provides design and development services to us for our wireless products.
Our products are generally marketed and sold directly to wireless operators, and indirectly through strategic partners and distributors. Our global customer base extends primarily from North America to Asia.
FACTORS THAT MAY INFLUENCE FUTURE RESULTS OF OPERATIONS
We believe that our revenue growth will be influenced largely by (1) the successful maintenance of our existing customers, (2) the rate of increase in demand for wireless data products, (3) customer acceptance of our new products, (4) new customer relationships and contracts, and (5) our ability to meet customers’ demands.
We have entered into and expect to continue to enter into new customer relationships and contracts for the supply of our products, and this may require significant demands on our resources, resulting in increased operating, selling, and marketing expenses associated with such new customers.
CRITICAL ACCOUNTING POLICIES
Our discussion and analysis of our financial condition and results of operations are based upon our consolidated financial statements, which are prepared in accordance with accounting principles generally accepted in the United States of America (GAAP). The preparation of these financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingencies at the date of the financial statements, as well as the reported amounts of revenues and expenses during the reporting periods. Management evaluates these estimates and assumptions on an ongoing basis. Our estimates and assumptions have been prepared on the basis of the most current reasonably available information. The results of these estimates form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results could differ from these estimates under different assumptions and conditions.
We have several critical accounting policies, which were described in our Annual Report on Form 10-K for the year ended June 30, 2021, that are both important to the portrayal of our financial condition and results of operations and require management’s most difficult, subjective and complex judgments. Typically, the circumstances that make these judgments difficult, subjective and complex have to do with making estimates about the effect of matters that are inherently uncertain. There were no material changes to our critical accounting policies during the six months ended December 31, 2021.
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RESULTS OF OPERATIONS
The following table sets forth, for the three and six months ended December 31, 2021 and 2020, our statements of comprehensive income including data expressed as a percentage of sales:
| Three Months Ended | Six Months Ended | |||||||||||||||
| December 31, | December 31, | |||||||||||||||
| 2021 | 2020 | 2021 | 2020 | |||||||||||||
| Net sales | 100.0 | % | 100.0 | % | 100.0 | % | 100.0 | % | ||||||||
| Cost of goods sold | 80.0 | % | 83.0 | % | 83.4 | % | 82.2 | % | ||||||||
| Gross profit | 20.0 | % | 17.0 | % | 16.6 | % | 17.8 | % | ||||||||
| Operating expenses | 117.1 | % | 3.9 | % | 81.9 | % | 3.9 | % | ||||||||
| (Loss) income from operations | (97.1 | %) | 13.1 | % | (65.3 | %) | 13.9 | % | ||||||||
| Other income, net | 7.4 | % | 0.6 | % | 5.2 | % | 0.3 | % | ||||||||
| Net income before income taxes | (89.7 | %) | 13.7 | % | (60.1 | %) | 14.2 | % | ||||||||
| Income tax (benefit) provision | (26.2 | %) | 3.2 | % | (17.2 | %) | 3.2 | % | ||||||||
| Net (loss) income | (63.5 | %) | 10.5 | % | (42.9 | %) | 11.0 | % | ||||||||
| Less: non-controlling interest in net income of subsidiary | 1.6 | % | 0.2 | % | 1.4 | % | 0.3 | % | ||||||||
| Net (loss) income attributable to Parent Company stockholders | (65.1 | %) | 10.3 | % | (44.3 | %) | 10.7 | % | ||||||||
THREE MONTHS ENDED DECEMBER 31, 2021 COMPARED TO THREE MONTHS ENDED DECEMBER 31, 2020
NET SALES - Net sales decreased by $64,425,989, or 97.3%, to $1,821,589 for the three months ended December 31, 2021 from $66,247,578 for the corresponding period of 2020. For the three months ended December 31, 2021, net sales by geographic regions, consisting of the North America, the countries in the Caribbean and South America, and Asia, were $1,284,850 (70.5% of net sales), $2,375 (0.1% of net sales), and $534,364 (29.4%), respectively. For the three months ended December 31, 2020, net sales by geographic regions, consisting of the North America, the countries in the Caribbean and South America, and Asia, were $66,229,782 (100.0% of net sales), $17,500 (0.0% of net sales) and $296 (0.0% of net sales), respectively.
Net sales in North America decreased by $64,944,932, or 98.1%, to $1,284,850 for the three months ended December 31, 2021 from $66,229,782 for the corresponding period of 2020. The decrease in net sales in North America was primarily due to the reduction of demand for wireless products from two major carrier customers, principally due to the unprecedented high volume of demand for wireless products during the prior period, which coincided with the early stages of the Covid-19 Pandemic period.
Net sales in Caribbean and South America decreased by $15,125, or 86.4%, to $2,375 for the three months ended December 31, 2021 from $17,500 for the corresponding period of 2020. The decrease in net sales was primarily due to the general nature of sales in these regions, which often fluctuate significantly from period to period due to timing of orders placed by a relatively small number of customers. Net sales in Asia increased by $534,068, or 180,428.4%, to $534,364 for the three months ended December 31, 2021 from $296 for the corresponding period of 2020. The increase in net sales was primarily due to the revenue generated from the material sales by FTI, which typically vary from period to period.
| 24 |
GROSS PROFIT - Gross profit decreased by $10,928,475, or 96.8%, to $363,980 for the three months ended December 31, 2021 from $11,292,455 for the corresponding period of 2020. The gross profit in terms of net sales percentage was 20.0% for the three months ended December 31, 2021 compared to 17.0% for the corresponding period of 2020. The increase in gross profit was primarily due to the change in net sales as described above. The increase in gross profit in terms of net sales percentage was primarily due to the revenues generated from three newly launched products sales during the three months ended December 31, 2021, which involved higher sales prices, which was partially offset by the revenues generated from material sales by FTI, which involved higher costs of goods sold.
OPERATING EXPENSES - Operating expenses decreased by $428,825, or 16.7%, to $2,131,933 for the three months ended December 31, 2021 from $2,560,758 for the corresponding period of 2020. The decrease in operating expenses was primarily due to the decreased shipping and handling costs related to the reduced volume of product shipments and sales, by approximately $190,000, as well as the decreased payroll and bad debt expense, by approximately $110,000 and $94,000, respectively.
OTHER INCOME, NET - Other income, net decreased by $247,700, or 64.8%, to $134,833 for the three months ended December 31, 2021 from $382,533 for the corresponding period of 2020. The decrease was primarily due to the completed gain from the forgiveness of the Payroll Protection Plan loan for the corresponding period of 2020 and the decreased product development funding received by FTI from a government entity, which was partially offset by the gain from the favorable changes in foreign currency exchange rates in FTI.
SIX MONTHS ENDED DECEMBER 31, 2021 COMPARED TO SIX MONTHS ENDED DECEMBER 31, 2020
NET SALES - Net sales decreased by $123,651,379, or 96.0%, to $5,165,649 for the six months ended December 31, 2021 from $128,817,028 for the corresponding period of 2020. For the six months ended December 31, 2021, net sales by geographic regions, consisting of the North America, the countries in the Caribbean and South America, and Asia, were $4,456,048 (86.3% of net sales), $2,375 (0.0% of net sales), and $707,226 (13.7% of net sales), respectively. For the six months ended December 31, 2020, net sales by geographic regions, consisting of North America, the countries in the Caribbean and South America, and Asia, were $128,798,920 (100.0% of net sales), $17,500 (0.0% of net sales), and $608 (0.0% of net sales), respectively.
Net sales in North America decreased by $124,342,872, or 96.5%, to $4,456,048 for the six months ended December 31, 2021 from $128,798,920 for the corresponding period of 2020. The decrease in net sales in North America was primarily due to the reduction of demand for wireless products from two major carrier customers, principally due to the unprecedented high volume of demand for wireless products during the prior period, which coincided with the early stages of the Covid-19 Pandemic period. Net sales in the Caribbean and South America decreased by $15,125, or 86.4%, to $2,375 for the six months ended December 31, 2021 from $17,500 for the corresponding period of 2020. The decrease in net sales was primarily due to the general nature of sales in these regions, which often fluctuate significantly from period to period due to timing of orders placed by a relatively small number of customers. Net sales in Asia increased by $706,618, or 116,220.1%, to $707,226 for the six months ended December 31, 2021 from $608 for the corresponding period of 2020. The increase in net sales was primarily due to the revenue generated from the material sales and product development service by FTI, which typically vary from period to period.
GROSS PROFIT - Gross profit decreased by $22,106,742, or 96.3%, to $856,944 for the six months ended December 31, 2021 from $22,963,686 for the corresponding period of 2020. The gross profit in terms of net sales percentage was 16.6% for the six months ended December 31, 2021 compared to 17.8% for the corresponding period of 2020. The decrease in gross profit was primarily due to the change in net sales as described above. The decrease in gross profit and gross profit in terms of net sales percentage was the mixed results of competitive selling prices and the increase in production costs of the existing products, and the revenues generated from material sales by FTI, which involved lower margin, and the revenues generated from three newly launched products sales with the higher sales prices for the three months ended December 31, 2021.
OPERATING EXPENSES - Operating expenses decreased by $828,959, or 16.4%, to $4,231,650 for the six months ended December 31, 2021 from $5,060,609 for the corresponding period of 2020. The decrease in operating expenses was primarily due to the decreased shipping and handling costs related to the reduced volume of product shipments and sales, by approximately $420,000, as well as the decreased payroll and bad debt expense, by approximately $170,000 and $190,000, respectively.
OTHER INCOME, NET - Other income, net decreased by $121,978, or 31.3%, to $267,357 for the six months ended December 31, 2021 from $389,335 for the corresponding period of 2020. The decrease was primarily due to the completed gain from the forgiveness of the Payroll Protection Plan loan for the corresponding period of 2020, which was partially offset by the increased product development funding received by FTI from a government entity and the gain from the favorable changes in foreign currency exchange rates in FTI.
| 25 |
LIQUIDITY AND CAPITAL RESOURCES
Our historical operating results, capital resources and financial position, in combination with current projections and estimates, were considered in management's plan and intentions to fund our operations over a reasonable period of time, which we define as the twelve-month period ending from the date of the filing of this Form 10-Q. For purposes of liquidity disclosures, we assess the likelihood that we have sufficient available working capital and other principal sources of liquidity to fund our operating activities and obligations as they become due.
Our principal source of liquidity as of December 31, 2021 consisted of cash and cash equivalents as well as short-term investments of $42,089,000. We believe we have sufficient available capital to cover our existing operations and obligations through at least one year from the date of the filing of this Form 10-Q. Our long-term future cash requirements will depend on numerous factors, including our revenue base, profit margins, product development activities, market acceptance of our products, future expansion plans and ability to control costs. If we are unable to achieve our current business plan or secure additional funding that may be required, we would need to curtail our operations or take other similar actions outside the ordinary course of business in order to continue to operate as a going concern.
OPERATING ACTIVITIES - Net cash used in operating activities for the six months ended December 31, 2021 was $8,435,836, compared to net cash provided by operating activities for the six months ended December 31, 2020 of $37,070,294.
The $8,435,836 in net cash used by operating activities for the six months ended December 31, 2021 was primarily due to the decrease in accounts payable of $6,189,648 and increase in inventories of $947,842 as well as our operating results (net loss adjusted for depreciation, amortization, and other non-cash charges), which was partially offset by a decrease in accounts receivable of $1,345,644.
The $37,070,294 in net cash provided by operating activities for the six months ended December 31, 2020 was primarily due to the increase in accounts payable and income tax payable of $21,856,374 and $1,935,576, respectively, as well as our operating results (net income of $14,153,272 adjusted for depreciation, amortization, and other non-cash charges), which were partially offset by the increase in accounts receivable and inventories of $718,138 and $1,392,737, respectively.
INVESTING ACTIVITIES - Net cash used in investing activities for the six months ended December 31, 2021 and 2020 was $479,169 and $547,140, respectively.
The $479,169 in net cash used in investing activities for the six months ended December 31, 2021 was primarily due to the payments for capitalized product development of $453,689. The $547,140 in net cash used in investing activities for the six months ended December 31, 2020 was primarily due to the payments for purchase of capitalized product development of $533,146.
FINANCING ACTIVITIES - Net cash provided by financing activities for the six months ended December 31, 2021 and 2020 was $21,595 and $6,055,998, respectively.
The $21,595 in net cash provided by financing activities for the six months ended December 31, 2021 was from cash received from exercise of stock options. The $6,055,998 in net cash provided by financing activities for the six months ended December 31, 2020 was primarily due to the issuance of 923,078 shares of Common Stock to investors for $6,000,008 in cash.
| 26 |
CONTRACTUAL OBLIGATIONS AND OTHER COMMITMENTS
Leases
On September 9, 2015, we signed a lease for new office space consisting of approximately 12,775 square feet, located in San Diego, California, at a monthly rent of $23,115, which commenced on October 28, 2015. In addition to monthly rent, the new lease includes payment for certain common area costs. The term of the lease for the new office space was four years from the lease commencement date and was then extended by an additional fifty months, to December 31, 2023. Our Korea-based subsidiary, FTI, leases approximately 10,000 square feet of office space, at a monthly rent of approximately $8,000, and additional office space consisting of approximately 2,682 square feet at a monthly rent of approximately $2,700, both located in Seoul, Korea. These leases expire on August 31, 2022. In addition to monthly rent, the leases provide for periodic cost of living increases in the base rent and payment for certain common area costs. These facilities are covered by an appropriate level of insurance, and we believe them to be suitable for our use and adequate for our present needs. We lease one corporate housing facility, located in Seoul, Korea, primarily for our employees who travel, under a non-cancelable operating lease that expires on September 4, 2022.
Rent expense for the three months ended December 31, 2021 and 2020 was $112,119 and $111,700, respectively. Rent expense for the six months ended December 31, 2021 and 2020 was $223,705 and $223,253, respectively.
Recently Issued Accounting Pronouncements
Refer to NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES in the Consolidated Financial Statements.
OFF-BALANCE SHEET ARRANGEMENTS
None.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
As a “smaller reporting company,” the Company is not required to respond to this item.
ITEM 4. CONTROLS AND PROCEDURES
Evaluation of Disclosure Controls and Procedures
Our management has evaluated, under the supervision and with the participation of our President and Acting Chief Financial Officer, the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934) as of the end of the period covered by this report. Based upon that evaluation, our President and our Acting Chief Financial Officer have concluded that, as of December 31, 2021, our disclosure controls and procedures were effective in ensuring that information required to be disclosed by us in the reports that we file or submit under the Securities Exchange Act of 1934 is (i) recorded, processed, summarized, and reported within the time periods specified in the rules and forms of the SEC and (ii) accumulated and communicated to our management, including our principal executive and principal accounting officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.
Changes in Internal Control Over Financial Reporting
There have been no changes in our internal controls over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934 and as a result of adopting Topic 842) during the six months ended December 31, 2021 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
| 27 |
PART II – OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
We have provided information about legal proceedings in which we are involved in Note 8 of the notes to consolidated financial statements for the six months ended December 31, 2021, contained within this Quarterly Report on Form 10-Q.
ITEM 1A. RISK FACTORS
Our Annual Report on Form 10-K for the fiscal year ended June 30, 2021, filed with the SEC on September 28, 2021 (the “Annual Report”), includes a detailed discussion of our risk factors under the heading “PART I, ITEM 1A – RISK FACTORS.” You should carefully consider the risk factors discussed in our Annual Report, as well as other information in this quarterly report. Any of these risks could cause our business, financial condition, results of operations and future growth prospects to suffer. We are not aware of any material changes from the risk factors previously disclosed.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
None.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4. MINE SAFETY DISCLOSURES
None.
ITEM 5. OTHER INFORMATION
None.
ITEM 6. EXHIBITS
| 31.1 | Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | |
| 31.2 | Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | |
| 32.1 | Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | |
| 32.2 | Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | |
| 101.INS | Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document) | |
| 101.SCH | Inline XBRL Taxonomy Extension Schema Document | |
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document | |
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document | |
| 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document | |
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document | |
| 104 | Cover Page Interactive Data File (formatted in XBRL, and included in exhibit 101). |
| 28 |
SIGNATURES
In accordance with Section 13 of 15(d) of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Franklin Wireless Corp. | ||
| By: | /s/ OC Kim | |
|
OC Kim President (Principal Chief Executive Officer) | ||
| By: | /s/ David Brown | |
| David Brown | ||
|
Dated: February 9, 2022 |
Acting Chief Financial Officer | |
| 29 |
Exhibit 31.1
CERTIFICATION OF CHIEF EXECUTIVE OFFICER PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
I, OC Kim, President of Franklin Wireless Corp., certify that:
| 1) | I have reviewed this quarterly report on Form 10-Q of Franklin Wireless Corp.; | |
| 2) | Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; | |
| 3) | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; | |
| 4) | I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have: |
| a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant is made known to us by others within those entities, particularly during the period in which this report is being prepared; | ||
| b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; | ||
| c) | Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report my conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and | ||
| d) | Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and |
| 5) | I have disclosed, based on my most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions): |
| a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and | ||
| b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting. |
/s/ OC KIM
OC Kim
President
(Principal Executive Officer)
February 9, 2022
Exhibit 31.2
CERTIFICATION OF CHIEF EXECUTIVE OFFICER PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
I, David Brown, Acting Chief Financial Officer of Franklin Wireless Corp., certify that:
| 1) | I have reviewed this quarterly report on Form 10-Q of Franklin Wireless Corp.; | |
| 2) | Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; | |
| 3) | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; | |
| 4) | I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have: |
| a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant is made known to us by others within those entities, particularly during the period in which this report is being prepared; | ||
| b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; | ||
| c) | Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report my conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and | ||
| d) | Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and |
| 5) | I have disclosed, based on my most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions): |
| a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and | ||
| b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting. |
/s/ David Brown
David Brown
Principal Financial Officer
February 9, 2022
Exhibit 32.1
CERTIFICATION PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of Franklin Wireless Corp. (the "Company") on Form 10-Q for the six months ended December 31, 2021 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, OC Kim, President of the Company, certify, pursuant to 18 U.S.C. ss. 1350, as adopted pursuant to ss. 906 of the Sarbanes-Oxley Act of 2002, that to my knowledge:
| (1) | The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and | |
| (2) | The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company. |
/s/ OC KIM
OC Kim
President
(Principal Executive Officer)
February 9, 2022
A signed copy of this written statement required by section 906 of the Sarbanes-Oxley Act of 2002 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.
Exhibit 32.2
CERTIFICATION PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of Franklin Wireless Corp. (the "Company") on Form 10-Q for the six months ended December 31, 2021 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, David Brown, Acting Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. ss. 1350, as adopted pursuant to ss. 906 of the Sarbanes-Oxley Act of 2002, that to my knowledge:
| (1) | The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and | |
| (2) | The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company. |
/s/ David Brown
David Brown
Principal Financial Officer
February 9, 2022
A signed copy of this written statement required by section 906 of the Sarbanes-Oxley Act of 2002 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.
Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares |
Dec. 31, 2021 |
Jun. 30, 2021 |
|---|---|---|
| Statement of Financial Position [Abstract] | ||
| Preferred stock par value | $ 0.001 | $ 0.001 |
| Preferred Stock, Shares Authorized | 10,000,000 | 10,000,000 |
| Preferred Stock, Shares Issued | 0 | 0 |
| Preferred Stock, Shares Outstanding | 0 | 0 |
| Common stock par value | $ 0.001 | $ 0.001 |
| Common Stock, Shares Authorized | 50,000,000 | 50,000,000 |
| Common Stock, Shares, Issued | 11,594,280 | 11,590,281 |
| Common Stock, Shares, Outstanding | 11,594,280 | 11,590,281 |
| Treasury stock shares | 2,549,208 | 2,549,208 |
Consolidated Statements of Comprehensive Income (Loss) (Unaudited) - USD ($) |
3 Months Ended | 6 Months Ended | ||
|---|---|---|---|---|
Dec. 31, 2021 |
Dec. 31, 2020 |
Dec. 31, 2021 |
Dec. 31, 2020 |
|
| Income Statement [Abstract] | ||||
| Net sales | $ 1,821,589 | $ 66,247,578 | $ 5,165,649 | $ 128,817,028 |
| Cost of goods sold | 1,457,609 | 54,955,123 | 4,308,705 | 105,853,342 |
| Gross profit | 363,980 | 11,292,455 | 856,944 | 22,963,686 |
| Operating expenses: | ||||
| Selling, general and administrative | 1,024,794 | 1,409,026 | 2,102,609 | 2,930,485 |
| Research and development | 1,107,139 | 1,151,732 | 2,129,041 | 2,130,124 |
| Total operating expenses | 2,131,933 | 2,560,758 | 4,231,650 | 5,060,609 |
| (Loss) income from operations | (1,767,953) | 8,731,697 | (3,374,706) | 17,903,077 |
| Other income (loss), net: | ||||
| Interest income | 1,887 | 1,760 | 3,810 | 4,654 |
| Income from governmental subsidy | 9,234 | 44,347 | 93,980 | 66,433 |
| Gain from the forgiveness of payroll protection plan loan | 0 | 487,300 | 0 | 487,300 |
| Other income (loss), net | 123,712 | (150,874) | 169,567 | (169,052) |
| Total other income (loss), net | 134,833 | 382,533 | 267,357 | 389,335 |
| (Loss) income before (benefit) provision for income taxes | (1,633,120) | 9,114,230 | (3,107,349) | 18,292,412 |
| Income tax (benefit) provision | (476,752) | 2,138,406 | (888,008) | 4,139,140 |
| Net (loss) income | (1,156,368) | 6,975,824 | (2,219,341) | 14,153,272 |
| Less: non-controlling interests in net income of subsidiary at 33.7% | 29,229 | 119,213 | 69,861 | 376,301 |
| Net (loss) income attributable to Parent Company | $ (1,185,597) | $ 6,856,611 | $ (2,289,202) | $ 13,776,971 |
| Basic (loss) income per share attributable to Parent Company stockholders | $ (0.10) | $ 0.59 | $ (0.20) | $ 1.24 |
| Diluted (loss) income per share attributable to Parent Company stockholders | $ (0.10) | $ 0.58 | $ (0.20) | $ 1.22 |
| Weighted average common shares outstanding – basic | 11,594,280 | 11,566,309 | 11,593,650 | 11,118,511 |
| Weighted average common shares outstanding – diluted | 11,594,280 | 11,727,282 | 11,593,650 | 11,279,483 |
| Comprehensive (loss) income | ||||
| Net (loss) income | $ (1,156,368) | $ 6,975,824 | $ (2,219,341) | $ 14,153,272 |
| Translation adjustments | (73,081) | 218,096 | (200,686) | 284,520 |
| Comprehensive (loss) income | (1,229,449) | 7,193,920 | (2,420,027) | 14,437,792 |
| Less: comprehensive income attributable to non-controlling interest | 29,229 | 119,213 | 69,861 | 376,301 |
| Comprehensive (loss) income attributable to controlling interest | $ (1,258,678) | $ 7,074,707 | $ (2,489,888) | $ 14,061,491 |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES |
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| Accounting Policies [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Principles of Consolidation
The consolidated financial statements include the accounts of the Company and its subsidiary, Franklin Technology Inc. ("FTI"), with a majority voting interest of 66.3% (33.7% is owned by non-controlling interests) as of December 31, 2021, and June 30, 2021. In the preparation of consolidated financial statements of the Company, intercompany transactions and balances are eliminated and net earnings are reduced by the portion of the net earnings of the subsidiary applicable to non-controlling interests.
As consolidated financial statements are based on the assumption that they represent the financial position and operating results of a single economic entity, the retained earnings or deficit of the subsidiary at the date of acquisition, October 1, 2009, by the parent are excluded from consolidated retained earnings. When a subsidiary is consolidated, the consolidated financial statements include the subsidiary’s revenues, expenses, gains, and losses only from the date the subsidiary is initially consolidated, and the non-controlling interest is reported in the consolidated statement of financial position within equity, separately from the parent’s equity. There are no shares of the Company held by any subsidiaries as of December 31, 2021, or June 30, 2021.
Non-controlling Interest in a Consolidated Subsidiary
As of December 31, 2021, the non-controlling interest was $1,549,023, which represents a $69,861 increase from $1,479,162 as of June 30, 2021. The increase in the non-controlling interest of $69,861 was from income in the subsidiary of $207,564 incurred for the six months ended December 31, 2021.
Segment Reporting
Accounting Standards Codification (“ASC”) 280, “Segment Reporting,” requires public companies to report financial and descriptive information about their reportable operating segments. We identify our operating segments based on how our chief operating decision maker internally evaluates separate financial information, business activities and management responsibility. We have one reportable segment, consisting of the sale of wireless access products.
We generate revenues from three geographic areas, consisting of North America, Caribbean and South America, and Asia. The following enterprise-wide disclosure is prepared on a basis consistent with the preparation of the consolidated financial statements. The following table contains certain financial information by geographic area:
Use of Estimates
The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States of America 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 materially differ from those estimates.
Fair Value of Financial Instruments
The carrying amounts of financial instruments such as cash equivalents, short-term investments, accounts receivable, accounts payable and debt approximate the related fair values due to the short-term maturities of these instruments. We invest our excess cash into financial instruments which are readily convertible into cash, such as money market funds and certificates of deposit.
Allowance for Doubtful Accounts
Based upon our review of our collection history as well as the current balances associated with all significant customers and associated invoices, as of December 31, 2021, we did not believe an allowance for doubtful accounts was necessary.
Revenue Recognition
Contracts with Customers
Revenue for sales of products and services is derived from contracts with customers. The products and services promised in contracts primarily consist of hotspot routers. Contracts with each customer generally state the terms of the sale, including the description, quantity and price of each product or service. Payment terms are stated in the contract, primarily in the form of a purchase order. Since the customer typically agrees to a stated rate and price in the purchase order that does not vary over the life of the contract, the majority of our contracts do not contain variable consideration. We establish a provision for estimated warranty and returns. Using historical averages, that provision for the quarter ended December 31, 2021 was not material.
Disaggregation of Revenue
In accordance with Topic 606, we disaggregate revenue from contracts with customers into geographical regions and by the timing of when goods and services are transferred. We determined that disaggregating revenue into these categories meets the disclosure objective in Topic 606, which is to depict how the nature, amount, timing and uncertainty of revenue and cash flows are affected by regional economic factors.
Contract Balances
We perform our obligations under a contract with a customer by transferring products in exchange for consideration from the customer. We typically invoice our customers as soon as control of an asset is transferred, and a receivable is established. We, however, recognize a contract liability when a customer prepays for goods and/or services, or we have not delivered goods under the contract since we have not yet transferred control of the goods and/or services.
The balances of our trade receivables are as follows:
The balance of contract assets was immaterial as we did not have a significant amount of un-invoiced receivables in the periods ended December 31, 2021, and June 30, 2021.
Our contract liabilities are as follows:
Performance Obligations
A performance obligation is a promise in a contract to transfer a distinct good or service to the customer and is the unit of measurement in Topic 606. At contract inception, we assess the products and services promised in our contracts with customers. We then identify performance obligations to transfer distinct products or services to the customer. In order to identify performance obligations, we consider all the products or services promised in the contract regardless of whether they are explicitly stated or are implied by customary business practices.
Our performance obligations are primarily satisfied at a point in time. Revenue from products transferred to customers at a single point in time accounted for 99.9% of net sales for the six months ended December 31, 2021. Revenue recognized over a period of time for non-recurring engineering projects is based on the percent complete of a project and accounted for 0.1% of net sales for the six months ended December 31, 2021. The majority of our revenue recognized at a point in time is for the sale of hotspot router products. Revenue from these contracts is recognized when the customer is able to direct the use of and obtain substantially all of the benefits from the product which generally coincides with title transfer at completion of the shipping process.
As of December 31, 2021, our contracts do not contain any unsatisfied performance obligations, except for undelivered products.
Cost of Goods Sold
All costs associated with our contract manufacturers, as well as distribution, fulfillment and repair services, are included in our cost of goods sold. Cost of goods sold also includes amortization expenses of approximately $80,825 and $158,825 associated with capitalized product development costs associated with complete technology for the three and six months ended December 31, 2021, respectively, and $86,000 and $200,000 for the three and six months ended December 31, 2020, respectively.
Capitalized Product Development Costs
Accounting Standards Codification (“ASC”) Topic 350, “Intangibles - Goodwill and Other” includes software that is part of a product or process to be sold to a customer and is accounted for under Subtopic 985-20. Our products contain embedded software internally developed by FTI, which is an integral part of these products because it allows the various components of the products to communicate with each other and the products are clearly unable to function without this coding.
The costs of product development that are capitalized once technological feasibility is determined (noted as technology in progress in the Intangible Assets table in Note 3 to Notes to Consolidated Financial Statements) include related licenses, certification costs, payroll, employee benefits, and other headcount-related expenses associated with product development. We determine that technological feasibility for our products is reached after all high-risk development issues have been resolved. Once the products are available for general release to our customers, we cease capitalizing the product development costs and any additional costs, if any, are expensed. The capitalized product development costs are amortized on a product-by-product basis using the greater of straight-line amortization or the ratio of the current gross revenues to the current and anticipated future gross revenues. The amortization begins when the products are available for general release to our customers.
As of December 31, 2021, and June 30, 2021, capitalized product development costs in progress were $169,471 and $602,388, respectively, and the amounts are included in intangible assets in our consolidated balance sheets. For the three and six months ended December 31, 2021, we incurred $418,146 and $453,689, respectively , and for the three and six months ended December 31, 2020, we incurred $454,804 and $533,146, respectively, in capitalized product development costs, and such amounts are primarily comprised of certifications and licenses. All costs incurred before technological feasibility is reached are expensed and included in our consolidated statements of comprehensive income.
Research and Development Costs
Costs associated with research and development are expensed as incurred. Research and development costs were $1,107,139 and $1,151,732 for the three months ended December 31, 2021 and 2020, respectively, and $2,129,041 and $2,130,124 for the six months ended December 31, 2021 and 2020, respectively.
Warranties
We provide a warranty for one year which is covered by our vendors and manufacturers under purchase agreements between the Company and the vendors. As a result, we believe we do not have any net warranty exposure and do not accrue any warranty expenses. Historically, the Company has not experienced any material net warranty expenditures.
Shipping and Handling Costs
Costs associated with product shipping and handling are expensed as incurred. Shipping and handling costs, which are included in selling, general and administrative expenses on the consolidated statements of comprehensive income, were $57,568 and $245,586 for the three months ended December 31, 2021 and 2020, respectively, and $102,952 and $527,652 for the six months ended December 31, 2021 and 2020, respectively.
Cash and Cash Equivalents
For purposes of the consolidated statements of cash flow, we consider all highly liquid investments purchased with original maturities of three months or less to be cash equivalents. We invest our excess cash into financial instruments which management believes are readily convertible into cash, such as money market funds that are readily convertible to cash and have a $1.00 net asset value.
Short Term Investments
We have invested excess funds in short term liquid assets, such as certificates of deposit.
Inventories
Our inventories consist of finished goods and are stated at the lower of cost or net realizable value, cost being determined on a first-in, first-out basis. We assess the inventory carrying value and reduce it, if necessary, to its net realizable value based on customer orders on hand, and internal demand forecasts using management’s best estimates given information currently available. Our customer demand is highly unpredictable and can fluctuate significantly caused by factors beyond the control of the Company. We may write down our inventory value for potential obsolescence and excess inventory. As of December 31, 2021, and June 30, 2021, we did not record any reserve for inventories that we have identified as obsolete or slow-moving.
Property and Equipment
Property and equipment are recorded at cost. Significant additions or improvements extending useful lives of assets are capitalized. Maintenance and repairs are charged to expense as incurred. Depreciation is computed using the straight-line method over the estimated useful lives as follows:
Goodwill and Intangible Assets
Goodwill and certain intangible assets were recorded in connection with the FTI acquisition in October 2009, and are accounted for in accordance with ASC 805, “Business Combinations.” Goodwill represents the excess of the purchase price over the fair value of the tangible and intangible net assets acquired. Intangible assets are recorded at their fair value at the date of acquisition. Goodwill and other intangible assets are accounted for in accordance with ASC 350, “Goodwill and Other Intangible Assets.” Goodwill and other intangible assets are tested for impairment at least annually and any related impairment losses are recognized in earnings when identified. No impairment was deemed necessary as of December 31, 2021 or June 30, 2021.
Long-lived Assets
In accordance with ASC 360, “Property, Plant, and Equipment,” we review for impairment of long-lived assets and certain identifiable intangibles whenever events or circumstances indicate that the carrying amount of assets may not be recoverable. We consider the carrying value of assets may not be recoverable based upon our review of the following events or changes in circumstances: the asset’s ability to continue to generate income from operations and positive cash flow in future periods; loss of legal ownership or title to the assets; significant changes in our strategic business objectives and utilization of the asset; or significant negative industry or economic trends. An impairment loss would be recognized when estimated future cash flows expected to result from the use of the asset are less than its carrying amount.
As of December 31, 2021, and June 30, 2021, we were not aware of any events or changes in circumstances that would indicate that the long-lived assets are impaired.
The Company’s employee share-based awards result in a cost that is measured at fair value on an award’s grant date, based on the estimated number of awards that are expected to vest. Compensation costs are recognized over the period that an employee provides service in exchange for the award, i.e. the vesting period. The Company estimates the fair value of stock options using a Black-Scholes option pricing model. Transactions with non-employees in which goods or services are the consideration received for the issuance of equity instruments are accounted for based on the fair value of the consideration received or the fair value of the equity instrument issued, whichever is more reliably measurable. Stock-based compensation costs are reflected in the accompanying consolidated statements of comprehensive income based upon the underlying recipients' roles within the Company.
Income Taxes
The Company uses the asset and liability method of accounting for income taxes. Accordingly, deferred tax assets and liabilities are determined based on the difference between the financial statement and income tax bases of assets and liabilities, using enacted tax rates in effect for the year in which the differences are expected to reverse. A valuation allowance is recorded to reduce the carrying amount of deferred tax assets, unless it is more likely than not such assets will be realized. Current income taxes are based on the year’s taxable income for federal and state income tax reporting purposes and the annual change in deferred taxes.
The Company assesses its income tax positions and records tax benefits based upon management’s evaluation of the facts, circumstances, and information available at the reporting date. For those tax positions where it is more likely than not that a tax benefit will be sustained, the Company records the largest amount of tax benefit with a greater than 50% likelihood of being realized upon ultimate settlement with a taxing authority having full knowledge of all relevant information. For those income tax positions where it is not more likely than not that a tax benefit will be sustained, no tax benefit is recognized in the financial statements. The Company classifies interest and penalties associated with such uncertain tax positions as a component of income tax expense.
As of December 31, 2021, we have no material unrecognized tax benefits. We recorded an income tax benefit of $476,752 and $888,008 for the three and six months ended December 31, 2021, respectively, and a provision for income taxes of $2,138,406 and $4,139,140 for the three and six months ended December 31, 2020, respectively. We also recorded an increase in deferred tax asset, non-current, of $492,925 and $932,493 for the three and six months ended December 31, 2021, respectively, and a decrease in deferred tax asset, non-current, of $168,037 and $252,908 for the three and six months ended December 31, 2020, respectively.
Earnings per share is calculated by dividing the net income by the weighted-average number of common shares that were outstanding for the period, without consideration for potential common shares. Diluted earnings per share is calculated by dividing the net income by the sum of the weighted-average number of dilutive potential common shares outstanding for the period determined using the treasury-stock method or the as-converted method. Potentially dilutive shares are comprised of common stock options outstanding under our stock plan.
Concentrations
We extend credit to our customers and perform ongoing credit evaluations of such customers. We evaluate our accounts receivable on a regular basis for collectability and provide for an allowance for potential credit losses as deemed necessary. No reserve was required or recorded for any of the periods presented.
Substantially all of our revenues are derived from sales of wireless data products. Any significant decline in market acceptance of our products or in the financial condition of our existing customers could impair our ability to operate effectively.
A significant portion of our revenue is derived from a small number of customers. For the six months ended December 31, 2021, sales to our two largest customers accounted for 50% and 19% of our consolidated net sales, and 0% and 36% of our accounts receivable balance as of December 31, 2021. In the same period of 2020, sales to our two largest customers accounted for 59% and 33% of our consolidated net sales, and 0% and 92% of our accounts receivable balance as of December 31, 2020. No other customers accounted for more than ten percent of total net sales for the six months ended December 31, 2021 and 2020.
For the six months ended December 31, 2021, we purchased the majority of our wireless data products from two manufacturing companies located in Asia. If these manufacturing companies were to experience delays, capacity constraints or quality control problems, product shipments to our customers could be delayed, or our customers could consequently elect to cancel the underlying product purchase order, which would negatively impact the Company's revenue. For the six months ended December 31, 2021, we purchased wireless data products from these manufacturers in the amount of $4,981,572, or 99% of total purchases, and had related accounts payable of $2,856,783 as of December 31, 2021. In the same period of 2020, we purchased wireless data products from these manufacturers in the amount of $105,965,938, or 99% of total purchases, and had related accounts payable of $62,966,217 as of December 31, 2020.
We maintain our cash accounts with established commercial banks. Such cash deposits exceed the Federal Deposit Insurance Corporation insured limit of $250,000 for each financial institution. However, we do not anticipate any losses on excess deposits.
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BUSINESS OVERVIEW |
6 Months Ended |
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Dec. 31, 2021 | |
| Accounting Policies [Abstract] | |
| BUSINESS OVERVIEW | NOTE 2 - BUSINESS OVERVIEW
We are a leading provider of intelligent wireless solutions including mobile hotspots, routers, trackers, and other devices. Our designs integrate innovative hardware and software enabling machine-to-machine (M2M) applications and the Internet of Things (IoT). Our M2M and IoT solutions include embedded modules, modems and gateways built to deliver reliable always-on connectivity supporting a broad spectrum of applications based on fifth generation and fourth generation (5G/4G) wireless technology.
We have a majority ownership position in Franklin Technology Inc. (“FTI”), a research and development company located in Seoul, South Korea. FTI primarily provides design and development services to us for our wireless products.
Our products are generally marketed and sold directly to wireless operators, and indirectly through strategic partners and distributors. Our global customer base extends primarily from North America to Asia.
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BASIS OF PRESENTATION |
6 Months Ended |
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Dec. 31, 2021 | |
| Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
| BASIS OF PRESENTATION | NOTE 3 – BASIS OF PRESENTATION
The accompanying unaudited consolidated financial statements of Franklin Wireless Corp. have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and are presented in accordance with the requirements of Form 10-Q. In the opinion of management, the financial statements included herein contain all adjustments, including normal recurring adjustments, considered necessary to present fairly the financial position, the results of operations and comprehensive income (loss) and cash flows of the Company for the periods presented. These financial statements and notes hereto should be read in conjunction with the financial statements and notes thereto for the fiscal year ended June 30, 2021 included in our Form 10-K filed on September 28, 2021. The operating results or cash flows for the interim periods presented herein are not necessarily indicative of the results to be expected for any other interim period or the full year.
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DEFINITE LIVED INTANGIBLE ASSETS |
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| Goodwill and Intangible Assets Disclosure [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| DEFINITE LIVED INTANGIBLE ASSETS | NOTE 4 – DEFINITE LIVED INTANGIBLE ASSETS
The definite lived intangible assets consisted of the following as of December 31, 2021:
The definite lived intangible assets consisted of the following as of June 30, 2021:
Amortization expense recognized for the three months ended December 31, 2021 and 2020 was $132,435 and $112,895, respectively, and for the six months ended December 31, 2021 and 2020 was $226,129 and $240,535, respectively. The amortization expenses of the definite lived intangible assets for the future are as follows:
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PROPERTY AND EQUIPMENT |
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| Property, Plant and Equipment [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| PROPERTY AND EQUIPMENT | NOTE 5 - PROPERTY AND EQUIPMENT
Property and equipment consisted of the following as of:
Depreciation expense associated with property and equipment was $22,854 and $22,933 for the three months ended December 31, 2021 and 2020, respectively, and $45,640 and $45,339 for the six months ended December 31, 2021 and 2020, respectively.
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ACCRUED LIABILITIES |
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| Payables and Accruals [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| ACCRUED LIABILITIES | NOTE 6 - ACCRUED LIABILITIES
Accrued liabilities consisted of the following as of:
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EARNINGS (LOSS) PER SHARE |
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| EARNINGS (LOSS) PER SHARE |
For the three and six months ended December 31, 2021, we were in a net loss position and have excluded stock options from the calculation of diluted net loss per share because these securities are anti-dilutive. For the three and six months ended December 31, 2020, we have calculated the diluted effect of common stock arising from stock options.
The weighted average number of shares outstanding used to compute earnings per share is as follows:
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COMMITMENTS AND CONTINGENCIES |
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| Commitments and Contingencies Disclosure [Abstract] | |||||||||||||||||||||||||||||||||||||||||
| COMMITMENTS AND CONTINGENCIES | NOTE 8 - COMMITMENTS AND CONTINGENCIES
Leases
On September 9, 2015, we signed a lease for new office space consisting of approximately 12,775 square feet, located in San Diego, California, at a monthly rent of $23,115, which commenced on October 28, 2015. In addition to monthly rent, the new lease includes payment for certain common area costs. The term of the lease for the new office space was four years from the lease commencement date and was then extended by an additional fifty months, to December 31, 2023. Our facility is covered by an appropriate level of insurance, and we believe it to be suitable for our use and adequate for our present needs. Rent expense for this office space was $77,263 for the three months ended December 31, 2021 and 2020 and $154,526 for the six months ended December 31, 2021 and 2020.
Our Korea-based subsidiary, FTI leases approximately 10,000 square feet of office space, located in Seoul, Korea, at a monthly rent of approximately $8,000 and the additional office space consisting of approximately 2,682 square feet, also located in Seoul, Korea, at a monthly rent of approximately $2,700 that expires on August 31, 2022. Rent expense related to these leases was approximately $32,100 for the three months ended December 31, 2021 and 2020, and approximately $64,200 for the six months ended December 31, 2021 and 2020. This facility is also covered by an appropriate level of insurance, and we believe it to be suitable for our use and adequate for our present needs.
We lease one corporate housing facility, located in Seoul, Korea, primarily for our employees who travel, under a non-cancelable operating lease that expires on September 4, 2022. Rent expense related to this lease was $2,756 and $2,337 for the three months ended December 31, 2021 and 2020, and approximately $4,979 and $ 4,527 for the six months ended December 31, 2021 and 2020.
As of December 31, 2021, we used discount rates of 4.0% and 2.8% in determining our operating lease liabilities for the office spaces in San Diego, California, and South Korea, respectively. These rates represented our incremental borrowing rates at that time. Short-term leases with initial terms of twelve months or less are not capitalized. Both our San Diego and Korean office leases were extensions of previous leases and neither contains any further extension provisions.
Future minimum payments under operating leases are as follows:
Litigation
We are from time to time involved in certain legal proceedings and claims arising in the ordinary course of business.
Verizon Jetpack Recall
On April 8, 2021, Verizon issued a press release announcing that it is working with the U.S. Consumer Product Safety Commission (CPSC) to conduct a voluntary recall of certain Verizon Ellipsis Jetpack mobile hotspot devices, indicating that the lithium-ion battery in the devices can overheat, posing a fire and burn hazard. According to the CPSC release, the recall affects approximately 2.5 million devices. We import the devices and supply them to Verizon.
Verizon first advised us of one alleged Jetpack device failure at the end of February 2021. We immediately began meeting with Verizon and requested access to the device. We also began internal testing to evaluate device performance. We did not receive any further incident information until the last week of March 2021. On April 1 we issued a press release announcing that we had received reports from Verizon about potential issues with the batteries in the devices. On April 9 we issued a press release announcing the voluntary recall by Verizon.
As of the date of this report, we have been unable to recreate any device failures of the type identified by Verizon. All internal testing conducted to date has confirmed that the Jetpack devices are performing within normal parameters. We are not currently aware of any aspect of the Jetpack design that could cause the devices to fail in the way described in Verizon’s recall notice.
We are continuing to investigate the alleged device failures. At the time of the recall announcement, only two of the devices involved in the 15 alleged incidents had been physically inspected by Verizon. We have not yet had the opportunity to inspect any of these devices, but we have retained an expert to assist in the process.
Future Impact on Financial Performance
We are striving to avoid any litigation arising from the recall and have not been served with any legal action relating to the products covered by the recall. . We are not currently able to estimate the financial impact of the recall on our future operations. At this time, we do not have information that identifies the cause of the alleged incidents. We also do not have any specific legal claims or theories of causation for device failure incidents that would help us estimate the cost of potential future litigation. We have, however, created a litigation budget for the future cost of litigation.
Shareholder Litigation
Ali
A shareholder action, Ali vs. Franklin Wireless Corp. et al. Case #3:21-cv-00687-AJB-MSB, was filed in the U.S. District Court, Southern District of California (San Diego) on April 16, 2021, alleging, among other things, that we had prior knowledge that the recall was likely and that we did not disclose that information to investors in a timely manner. We believe these allegations are not supported by the facts and we will vigorously defend against such claims.
Harwood
A legal action was filed in the U.S. District Court, Southern District of California (San Diego) against Franklin, as a nominal defendant, Stephen Norwood Derivatively on Behalf of Nominal Defendant Franklin Wireless Corp. v. OC Kim, Et al., Case #21cv01837-JAH-DEB, on or about October 29, 2021, claiming among other things, that we had prior knowledge that the recall was likely and that we did not disclose that information to investors in a timely manner. We believe these allegations are not supported by the facts and we will vigorously defend against such claims.
Martin
A legal action was filed in the U.S. District Court, Southern District of California (San Diego) against Franklin, as a nominal defendant, Debra Martin, derivatively on behalf of nominal defendant Franklin Wireless Corp. v. OC Kim, Et al., Case #21cv2091-CAB-KSC, on or about December 15, 2021, claiming among other things, that we had prior knowledge that the recall was likely and that we did not disclose that information to investors in a timely manner. We believe these allegations are not supported by the facts and we will vigorously defend against such claims.
“Short-Swing” Profits Litigation
A legal action was filed in the U.S. District Court, Southern District of California (San Diego) against Franklin, as a nominal defendant, Nosirrah Management LLC v. Franklin Wireless et al. Case # 3:21-cv-01316-CAB-JLB, on or about July 22, 2021, claiming that our Chief Executive Officer, OC Kim, violated Section 16(b)b of the Securities Exchange Act of 1934 for receiving “short-swing” profits from a sale and purchase of Franklin shares, in violation of that Act. We believe the allegations are not supported by the facts and we intend to vigorously defend against these claims.
Franklin v. Anydata, Inc.
We entered into a Professional Services Agreement with Anydata Corp. (“Anydata”) for the product ACT233F Smart Link OBD device on May 5, 2017, for a minimum purchase commitment of 250,000 units. We have delivered approximately 25,000 units and 7,000 units during our second and fourth quarters of fiscal 2018, respectively, and an additional 18,000 units during our first quarter of fiscal 2019. Sales to Anydata were approximately $1.8 million for the year ended June 30, 2019. We have received information that Anydata may not be able to fulfill the entire purchase commitment for which parts have already been ordered with our main vendor, Quanta. We believe that the Company will be able to supply some of the products to another customer and has received personal guarantees from the ownership group of Anydata. As of June 30, 2019, the remaining unfulfilled purchase commitment was approximately $3.1 million. The total product purchase commitment with Quanta was approximately $2.9 million. We have not recorded a receivable from Anydata, nor a liability owed to Quanta. Management believes that, at this time, a loss contingency is reasonably possible but not estimable as to how much ultimately would be paid to Quanta. As of June 30, 2020, we paid $100,000 for the right to call on inventory and recorded an additional $49,580 as a prepaid expense related to pricing adjustments, which has been agreed with Quanta for other products to ensure demand is met, and for the quarter ended December 31, 2020, the prepaid expense of $149,580 has been recorded as a cost of goods sold. As of December 31, 2021, there is a reasonable possibility we may incur a loss; however, the amount is not estimable at this time. On January 25th, 2021, we commenced legal action against Anydata and its principal officers in San Diego Superior Court, case number 37-2021-00003468-CU-BC-CTL.
COVID-19
In March 2020, the World Health Organization declared the outbreak of a novel coronavirus (COVID-19) as a pandemic which continues to spread throughout the United States. On March 19, 2020, the Governor of California declared a health emergency and issued an order to close all nonessential businesses until further notice. As a maker of wireless connectivity devices, we are deemed to be an essential business. Nonetheless, out of concern for our workers and pursuant to the government order, we reduced the scope of our operations and, where possible, certain workers began telecommuting from their homes. The continued spread of COVID-19 may result in a period of business disruption, including delays or disruptions in our supply chain. The spread of COVID-19, or another infectious disease, could also negatively affect the operations at our third-party manufacturers, which could result in delays or disruptions in the supply of our products. While we expect this situation may increase demand for its products, the related impact cannot be reasonably estimated at this time.
International Tariffs
We believe that our products are currently exempt from international tariffs upon import from our manufacturers to the United States. If this were to change at any point, a tariff of 10%-25% of the purchase price would be imposed. If such tariffs are imposed, they could have a materially adverse effect on sales and operating results.
Customer Indemnification
Under purchase orders and contracts for the sale of our products we may provide indemnification to our customers for potential intellectual property infringement claims for which we may have no corresponding recourse against our third-party licensors. This potential liability, if realized, could materially adversely affect our business, operating results and financial condition.
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LONG-TERM INCENTIVE PLAN AWARDS |
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| Share-based Payment Arrangement [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| LONG-TERM INCENTIVE PLAN AWARDS |
We apply the provisions of ASC 718, “Compensation - Stock Compensation,” to all of our stock-based compensation awards and use the Black-Scholes option pricing model to value stock options. Under this application, we record compensation expense for all awards granted.
In 2009, we adopted the Stock Incentive Plan (“2009 Plan”), which provided for the grant of incentive stock options and non-qualified stock options to our employees and directors. Options granted under the 2009 Plan generally have a term of ten years and generally vest and become exercisable at the rate of 33% after one year and 33% on the second and third anniversaries of the option grant dates. Historically, some stock option grants have included shorter vesting periods ranging from one to two years.
In July of 2020, the Board of Directors adopted the 2020 Franklin Wireless Corp. Stock Option Plan (the “2020 Plan”), which covers 800,000 shares of Common Stock. The 2020 Plan provide for the grant of incentive stock options, non-qualified stock options and restricted stock to our employees, directors, and independent contractors. These options will have such vesting or other provisions as may be established by the Board of Directors at the time of each grant.
The estimated forfeiture rate considers historical turnover rates stratified into employee pools in comparison with an overall employee turnover rate, as well as expectations about the future. We periodically revise the estimated forfeiture rate in subsequent periods if actual forfeitures differ from those estimates. There were $ and $ compensation expenses recorded under this method for the six months ended December 31, 2021 and 2020, respectively.
A summary of the status of our stock options is presented below as of December 31, 2021:
The aggregate intrinsic value in the preceding table represents the total pretax intrinsic value, based upon the Company’s closing stock price of $4.37 as of December 31, 2021, which would have been received by the option holders had all option holders exercised their options as of that date. The weighted-average grant-date fair value of stock options outstanding as of December 31, 2021, in the amount of shares was $ per share. As of December 31, 2021, there was unrecognized compensation cost of $ related to non-vested stock options granted.
A summary of the status of our stock options is presented below as of December 31, 2020:
The aggregate intrinsic value in the preceding table represents the total pretax intrinsic value, based upon the Company’s closing stock price of $23.50 as of December 31, 2020, which would have been received by the option holders had all option holders exercised their options as of that date. The weighted-average grant-date fair value of stock options outstanding as of December 31, 2020, in the amount of shares, was $ per share. As of December 31, 2020, there was unrecognized compensation cost of $ related to non-vested stock options granted. |
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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) |
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| Accounting Policies [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Principles of Consolidation | Principles of Consolidation
The consolidated financial statements include the accounts of the Company and its subsidiary, Franklin Technology Inc. ("FTI"), with a majority voting interest of 66.3% (33.7% is owned by non-controlling interests) as of December 31, 2021, and June 30, 2021. In the preparation of consolidated financial statements of the Company, intercompany transactions and balances are eliminated and net earnings are reduced by the portion of the net earnings of the subsidiary applicable to non-controlling interests.
As consolidated financial statements are based on the assumption that they represent the financial position and operating results of a single economic entity, the retained earnings or deficit of the subsidiary at the date of acquisition, October 1, 2009, by the parent are excluded from consolidated retained earnings. When a subsidiary is consolidated, the consolidated financial statements include the subsidiary’s revenues, expenses, gains, and losses only from the date the subsidiary is initially consolidated, and the non-controlling interest is reported in the consolidated statement of financial position within equity, separately from the parent’s equity. There are no shares of the Company held by any subsidiaries as of December 31, 2021, or June 30, 2021.
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| Non-controlling Interest in a Consolidated Subsidiary | Non-controlling Interest in a Consolidated Subsidiary
As of December 31, 2021, the non-controlling interest was $1,549,023, which represents a $69,861 increase from $1,479,162 as of June 30, 2021. The increase in the non-controlling interest of $69,861 was from income in the subsidiary of $207,564 incurred for the six months ended December 31, 2021.
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| Segment Reporting | Segment Reporting
Accounting Standards Codification (“ASC”) 280, “Segment Reporting,” requires public companies to report financial and descriptive information about their reportable operating segments. We identify our operating segments based on how our chief operating decision maker internally evaluates separate financial information, business activities and management responsibility. We have one reportable segment, consisting of the sale of wireless access products.
We generate revenues from three geographic areas, consisting of North America, Caribbean and South America, and Asia. The following enterprise-wide disclosure is prepared on a basis consistent with the preparation of the consolidated financial statements. The following table contains certain financial information by geographic area:
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| Use of Estimates | Use of Estimates
The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States of America 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 materially differ from those estimates.
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| Fair Value of Financial Instruments | Fair Value of Financial Instruments
The carrying amounts of financial instruments such as cash equivalents, short-term investments, accounts receivable, accounts payable and debt approximate the related fair values due to the short-term maturities of these instruments. We invest our excess cash into financial instruments which are readily convertible into cash, such as money market funds and certificates of deposit.
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| Allowance for Doubtful Accounts | Allowance for Doubtful Accounts
Based upon our review of our collection history as well as the current balances associated with all significant customers and associated invoices, as of December 31, 2021, we did not believe an allowance for doubtful accounts was necessary.
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| Revenue Recognition | Revenue Recognition
Contracts with Customers
Revenue for sales of products and services is derived from contracts with customers. The products and services promised in contracts primarily consist of hotspot routers. Contracts with each customer generally state the terms of the sale, including the description, quantity and price of each product or service. Payment terms are stated in the contract, primarily in the form of a purchase order. Since the customer typically agrees to a stated rate and price in the purchase order that does not vary over the life of the contract, the majority of our contracts do not contain variable consideration. We establish a provision for estimated warranty and returns. Using historical averages, that provision for the quarter ended December 31, 2021 was not material.
Disaggregation of Revenue
In accordance with Topic 606, we disaggregate revenue from contracts with customers into geographical regions and by the timing of when goods and services are transferred. We determined that disaggregating revenue into these categories meets the disclosure objective in Topic 606, which is to depict how the nature, amount, timing and uncertainty of revenue and cash flows are affected by regional economic factors.
Contract Balances
We perform our obligations under a contract with a customer by transferring products in exchange for consideration from the customer. We typically invoice our customers as soon as control of an asset is transferred, and a receivable is established. We, however, recognize a contract liability when a customer prepays for goods and/or services, or we have not delivered goods under the contract since we have not yet transferred control of the goods and/or services.
The balances of our trade receivables are as follows:
The balance of contract assets was immaterial as we did not have a significant amount of un-invoiced receivables in the periods ended December 31, 2021, and June 30, 2021.
Our contract liabilities are as follows:
Performance Obligations
A performance obligation is a promise in a contract to transfer a distinct good or service to the customer and is the unit of measurement in Topic 606. At contract inception, we assess the products and services promised in our contracts with customers. We then identify performance obligations to transfer distinct products or services to the customer. In order to identify performance obligations, we consider all the products or services promised in the contract regardless of whether they are explicitly stated or are implied by customary business practices.
Our performance obligations are primarily satisfied at a point in time. Revenue from products transferred to customers at a single point in time accounted for 99.9% of net sales for the six months ended December 31, 2021. Revenue recognized over a period of time for non-recurring engineering projects is based on the percent complete of a project and accounted for 0.1% of net sales for the six months ended December 31, 2021. The majority of our revenue recognized at a point in time is for the sale of hotspot router products. Revenue from these contracts is recognized when the customer is able to direct the use of and obtain substantially all of the benefits from the product which generally coincides with title transfer at completion of the shipping process.
As of December 31, 2021, our contracts do not contain any unsatisfied performance obligations, except for undelivered products.
Cost of Goods Sold
All costs associated with our contract manufacturers, as well as distribution, fulfillment and repair services, are included in our cost of goods sold. Cost of goods sold also includes amortization expenses of approximately $80,825 and $158,825 associated with capitalized product development costs associated with complete technology for the three and six months ended December 31, 2021, respectively, and $86,000 and $200,000 for the three and six months ended December 31, 2020, respectively.
Capitalized Product Development Costs
Accounting Standards Codification (“ASC”) Topic 350, “Intangibles - Goodwill and Other” includes software that is part of a product or process to be sold to a customer and is accounted for under Subtopic 985-20. Our products contain embedded software internally developed by FTI, which is an integral part of these products because it allows the various components of the products to communicate with each other and the products are clearly unable to function without this coding.
The costs of product development that are capitalized once technological feasibility is determined (noted as technology in progress in the Intangible Assets table in Note 3 to Notes to Consolidated Financial Statements) include related licenses, certification costs, payroll, employee benefits, and other headcount-related expenses associated with product development. We determine that technological feasibility for our products is reached after all high-risk development issues have been resolved. Once the products are available for general release to our customers, we cease capitalizing the product development costs and any additional costs, if any, are expensed. The capitalized product development costs are amortized on a product-by-product basis using the greater of straight-line amortization or the ratio of the current gross revenues to the current and anticipated future gross revenues. The amortization begins when the products are available for general release to our customers.
As of December 31, 2021, and June 30, 2021, capitalized product development costs in progress were $169,471 and $602,388, respectively, and the amounts are included in intangible assets in our consolidated balance sheets. For the three and six months ended December 31, 2021, we incurred $418,146 and $453,689, respectively , and for the three and six months ended December 31, 2020, we incurred $454,804 and $533,146, respectively, in capitalized product development costs, and such amounts are primarily comprised of certifications and licenses. All costs incurred before technological feasibility is reached are expensed and included in our consolidated statements of comprehensive income.
Research and Development Costs
Costs associated with research and development are expensed as incurred. Research and development costs were $1,107,139 and $1,151,732 for the three months ended December 31, 2021 and 2020, respectively, and $2,129,041 and $2,130,124 for the six months ended December 31, 2021 and 2020, respectively.
Warranties
We provide a warranty for one year which is covered by our vendors and manufacturers under purchase agreements between the Company and the vendors. As a result, we believe we do not have any net warranty exposure and do not accrue any warranty expenses. Historically, the Company has not experienced any material net warranty expenditures.
Shipping and Handling Costs
Costs associated with product shipping and handling are expensed as incurred. Shipping and handling costs, which are included in selling, general and administrative expenses on the consolidated statements of comprehensive income, were $57,568 and $245,586 for the three months ended December 31, 2021 and 2020, respectively, and $102,952 and $527,652 for the six months ended December 31, 2021 and 2020, respectively.
Cash and Cash Equivalents
For purposes of the consolidated statements of cash flow, we consider all highly liquid investments purchased with original maturities of three months or less to be cash equivalents. We invest our excess cash into financial instruments which management believes are readily convertible into cash, such as money market funds that are readily convertible to cash and have a $1.00 net asset value.
Short Term Investments
We have invested excess funds in short term liquid assets, such as certificates of deposit.
Inventories
Our inventories consist of finished goods and are stated at the lower of cost or net realizable value, cost being determined on a first-in, first-out basis. We assess the inventory carrying value and reduce it, if necessary, to its net realizable value based on customer orders on hand, and internal demand forecasts using management’s best estimates given information currently available. Our customer demand is highly unpredictable and can fluctuate significantly caused by factors beyond the control of the Company. We may write down our inventory value for potential obsolescence and excess inventory. As of December 31, 2021, and June 30, 2021, we did not record any reserve for inventories that we have identified as obsolete or slow-moving.
Property and Equipment
Property and equipment are recorded at cost. Significant additions or improvements extending useful lives of assets are capitalized. Maintenance and repairs are charged to expense as incurred. Depreciation is computed using the straight-line method over the estimated useful lives as follows:
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| Cost of Goods Sold | Cost of Goods Sold
All costs associated with our contract manufacturers, as well as distribution, fulfillment and repair services, are included in our cost of goods sold. Cost of goods sold also includes amortization expenses of approximately $80,825 and $158,825 associated with capitalized product development costs associated with complete technology for the three and six months ended December 31, 2021, respectively, and $86,000 and $200,000 for the three and six months ended December 31, 2020, respectively.
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| Capitalized Product Development Costs | Capitalized Product Development Costs
Accounting Standards Codification (“ASC”) Topic 350, “Intangibles - Goodwill and Other” includes software that is part of a product or process to be sold to a customer and is accounted for under Subtopic 985-20. Our products contain embedded software internally developed by FTI, which is an integral part of these products because it allows the various components of the products to communicate with each other and the products are clearly unable to function without this coding.
The costs of product development that are capitalized once technological feasibility is determined (noted as technology in progress in the Intangible Assets table in Note 3 to Notes to Consolidated Financial Statements) include related licenses, certification costs, payroll, employee benefits, and other headcount-related expenses associated with product development. We determine that technological feasibility for our products is reached after all high-risk development issues have been resolved. Once the products are available for general release to our customers, we cease capitalizing the product development costs and any additional costs, if any, are expensed. The capitalized product development costs are amortized on a product-by-product basis using the greater of straight-line amortization or the ratio of the current gross revenues to the current and anticipated future gross revenues. The amortization begins when the products are available for general release to our customers.
As of December 31, 2021, and June 30, 2021, capitalized product development costs in progress were $169,471 and $602,388, respectively, and the amounts are included in intangible assets in our consolidated balance sheets. For the three and six months ended December 31, 2021, we incurred $418,146 and $453,689, respectively , and for the three and six months ended December 31, 2020, we incurred $454,804 and $533,146, respectively, in capitalized product development costs, and such amounts are primarily comprised of certifications and licenses. All costs incurred before technological feasibility is reached are expensed and included in our consolidated statements of comprehensive income.
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| Research and Development Costs | Research and Development Costs
Costs associated with research and development are expensed as incurred. Research and development costs were $1,107,139 and $1,151,732 for the three months ended December 31, 2021 and 2020, respectively, and $2,129,041 and $2,130,124 for the six months ended December 31, 2021 and 2020, respectively.
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| Warranties | Warranties
We provide a warranty for one year which is covered by our vendors and manufacturers under purchase agreements between the Company and the vendors. As a result, we believe we do not have any net warranty exposure and do not accrue any warranty expenses. Historically, the Company has not experienced any material net warranty expenditures.
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| Shipping and Handling Costs | Shipping and Handling Costs
Costs associated with product shipping and handling are expensed as incurred. Shipping and handling costs, which are included in selling, general and administrative expenses on the consolidated statements of comprehensive income, were $57,568 and $245,586 for the three months ended December 31, 2021 and 2020, respectively, and $102,952 and $527,652 for the six months ended December 31, 2021 and 2020, respectively.
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| Cash and Cash Equivalents | Cash and Cash Equivalents
For purposes of the consolidated statements of cash flow, we consider all highly liquid investments purchased with original maturities of three months or less to be cash equivalents. We invest our excess cash into financial instruments which management believes are readily convertible into cash, such as money market funds that are readily convertible to cash and have a $1.00 net asset value.
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| Short Term Investments | Short Term Investments
We have invested excess funds in short term liquid assets, such as certificates of deposit.
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| Inventories | Inventories
Our inventories consist of finished goods and are stated at the lower of cost or net realizable value, cost being determined on a first-in, first-out basis. We assess the inventory carrying value and reduce it, if necessary, to its net realizable value based on customer orders on hand, and internal demand forecasts using management’s best estimates given information currently available. Our customer demand is highly unpredictable and can fluctuate significantly caused by factors beyond the control of the Company. We may write down our inventory value for potential obsolescence and excess inventory. As of December 31, 2021, and June 30, 2021, we did not record any reserve for inventories that we have identified as obsolete or slow-moving.
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| Property and Equipment | Property and Equipment
Property and equipment are recorded at cost. Significant additions or improvements extending useful lives of assets are capitalized. Maintenance and repairs are charged to expense as incurred. Depreciation is computed using the straight-line method over the estimated useful lives as follows:
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| Goodwill and Intangible Assets | Goodwill and Intangible Assets
Goodwill and certain intangible assets were recorded in connection with the FTI acquisition in October 2009, and are accounted for in accordance with ASC 805, “Business Combinations.” Goodwill represents the excess of the purchase price over the fair value of the tangible and intangible net assets acquired. Intangible assets are recorded at their fair value at the date of acquisition. Goodwill and other intangible assets are accounted for in accordance with ASC 350, “Goodwill and Other Intangible Assets.” Goodwill and other intangible assets are tested for impairment at least annually and any related impairment losses are recognized in earnings when identified. No impairment was deemed necessary as of December 31, 2021 or June 30, 2021.
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| Long-lived Assets | Long-lived Assets
In accordance with ASC 360, “Property, Plant, and Equipment,” we review for impairment of long-lived assets and certain identifiable intangibles whenever events or circumstances indicate that the carrying amount of assets may not be recoverable. We consider the carrying value of assets may not be recoverable based upon our review of the following events or changes in circumstances: the asset’s ability to continue to generate income from operations and positive cash flow in future periods; loss of legal ownership or title to the assets; significant changes in our strategic business objectives and utilization of the asset; or significant negative industry or economic trends. An impairment loss would be recognized when estimated future cash flows expected to result from the use of the asset are less than its carrying amount.
As of December 31, 2021, and June 30, 2021, we were not aware of any events or changes in circumstances that would indicate that the long-lived assets are impaired.
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| Stock-based Compensation |
The Company’s employee share-based awards result in a cost that is measured at fair value on an award’s grant date, based on the estimated number of awards that are expected to vest. Compensation costs are recognized over the period that an employee provides service in exchange for the award, i.e. the vesting period. The Company estimates the fair value of stock options using a Black-Scholes option pricing model. Transactions with non-employees in which goods or services are the consideration received for the issuance of equity instruments are accounted for based on the fair value of the consideration received or the fair value of the equity instrument issued, whichever is more reliably measurable. Stock-based compensation costs are reflected in the accompanying consolidated statements of comprehensive income based upon the underlying recipients' roles within the Company.
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| Income Taxes | Income Taxes
The Company uses the asset and liability method of accounting for income taxes. Accordingly, deferred tax assets and liabilities are determined based on the difference between the financial statement and income tax bases of assets and liabilities, using enacted tax rates in effect for the year in which the differences are expected to reverse. A valuation allowance is recorded to reduce the carrying amount of deferred tax assets, unless it is more likely than not such assets will be realized. Current income taxes are based on the year’s taxable income for federal and state income tax reporting purposes and the annual change in deferred taxes.
The Company assesses its income tax positions and records tax benefits based upon management’s evaluation of the facts, circumstances, and information available at the reporting date. For those tax positions where it is more likely than not that a tax benefit will be sustained, the Company records the largest amount of tax benefit with a greater than 50% likelihood of being realized upon ultimate settlement with a taxing authority having full knowledge of all relevant information. For those income tax positions where it is not more likely than not that a tax benefit will be sustained, no tax benefit is recognized in the financial statements. The Company classifies interest and penalties associated with such uncertain tax positions as a component of income tax expense.
As of December 31, 2021, we have no material unrecognized tax benefits. We recorded an income tax benefit of $476,752 and $888,008 for the three and six months ended December 31, 2021, respectively, and a provision for income taxes of $2,138,406 and $4,139,140 for the three and six months ended December 31, 2020, respectively. We also recorded an increase in deferred tax asset, non-current, of $492,925 and $932,493 for the three and six months ended December 31, 2021, respectively, and a decrease in deferred tax asset, non-current, of $168,037 and $252,908 for the three and six months ended December 31, 2020, respectively.
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| Earnings per Share Attributable to Common Stockholders |
Earnings per share is calculated by dividing the net income by the weighted-average number of common shares that were outstanding for the period, without consideration for potential common shares. Diluted earnings per share is calculated by dividing the net income by the sum of the weighted-average number of dilutive potential common shares outstanding for the period determined using the treasury-stock method or the as-converted method. Potentially dilutive shares are comprised of common stock options outstanding under our stock plan.
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| Concentrations | Concentrations
We extend credit to our customers and perform ongoing credit evaluations of such customers. We evaluate our accounts receivable on a regular basis for collectability and provide for an allowance for potential credit losses as deemed necessary. No reserve was required or recorded for any of the periods presented.
Substantially all of our revenues are derived from sales of wireless data products. Any significant decline in market acceptance of our products or in the financial condition of our existing customers could impair our ability to operate effectively.
A significant portion of our revenue is derived from a small number of customers. For the six months ended December 31, 2021, sales to our two largest customers accounted for 50% and 19% of our consolidated net sales, and 0% and 36% of our accounts receivable balance as of December 31, 2021. In the same period of 2020, sales to our two largest customers accounted for 59% and 33% of our consolidated net sales, and 0% and 92% of our accounts receivable balance as of December 31, 2020. No other customers accounted for more than ten percent of total net sales for the six months ended December 31, 2021 and 2020.
For the six months ended December 31, 2021, we purchased the majority of our wireless data products from two manufacturing companies located in Asia. If these manufacturing companies were to experience delays, capacity constraints or quality control problems, product shipments to our customers could be delayed, or our customers could consequently elect to cancel the underlying product purchase order, which would negatively impact the Company's revenue. For the six months ended December 31, 2021, we purchased wireless data products from these manufacturers in the amount of $4,981,572, or 99% of total purchases, and had related accounts payable of $2,856,783 as of December 31, 2021. In the same period of 2020, we purchased wireless data products from these manufacturers in the amount of $105,965,938, or 99% of total purchases, and had related accounts payable of $62,966,217 as of December 31, 2020.
We maintain our cash accounts with established commercial banks. Such cash deposits exceed the Federal Deposit Insurance Corporation insured limit of $250,000 for each financial institution. However, we do not anticipate any losses on excess deposits.
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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) |
6 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Dec. 31, 2021 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Accounting Policies [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Segment information by geographic areas |
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| Long lived assets by geographic area |
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| Schedule of receivables |
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| Useful lives of property and equipment |
Performance Obligations
A performance obligation is a promise in a contract to transfer a distinct good or service to the customer and is the unit of measurement in Topic 606. At contract inception, we assess the products and services promised in our contracts with customers. We then identify performance obligations to transfer distinct products or services to the customer. In order to identify performance obligations, we consider all the products or services promised in the contract regardless of whether they are explicitly stated or are implied by customary business practices.
Our performance obligations are primarily satisfied at a point in time. Revenue from products transferred to customers at a single point in time accounted for 99.9% of net sales for the six months ended December 31, 2021. Revenue recognized over a period of time for non-recurring engineering projects is based on the percent complete of a project and accounted for 0.1% of net sales for the six months ended December 31, 2021. The majority of our revenue recognized at a point in time is for the sale of hotspot router products. Revenue from these contracts is recognized when the customer is able to direct the use of and obtain substantially all of the benefits from the product which generally coincides with title transfer at completion of the shipping process.
As of December 31, 2021, our contracts do not contain any unsatisfied performance obligations, except for undelivered products.
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| Useful lives of property and equipment |
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DEFINITE LIVED INTANGIBLE ASSETS (Tables) |
6 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Dec. 31, 2021 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Goodwill and Intangible Assets Disclosure [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Schedule of definite lived intangible assets |
The definite lived intangible assets consisted of the following as of June 30, 2021:
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| Schedule of future amortization expense |
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PROPERTY AND EQUIPMENT (Tables) |
6 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Dec. 31, 2021 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Property, Plant and Equipment [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Schedule of property and equipment |
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ACCRUED LIABILITIES (Tables) |
6 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Dec. 31, 2021 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Payables and Accruals [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Schedule of accrued liabilities |
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EARNINGS (LOSS) PER SHARE (Tables) |
6 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Dec. 31, 2021 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Earnings Per Share [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Schedule of earnings per share |
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COMMITMENTS AND CONTINGENCIES (Tables) |
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Dec. 31, 2021 | |||||||||||||||||||||||||||||||||||||||||
| Commitments and Contingencies Disclosure [Abstract] | |||||||||||||||||||||||||||||||||||||||||
| Schedule of future minimum rental payments for operating leases |
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LONG-TERM INCENTIVE PLAN AWARDS (Tables) |
6 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Dec. 31, 2021 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Share-based Payment Arrangement [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Schedule of stock option activity |
The aggregate intrinsic value in the preceding table represents the total pretax intrinsic value, based upon the Company’s closing stock price of $4.37 as of December 31, 2021, which would have been received by the option holders had all option holders exercised their options as of that date. The weighted-average grant-date fair value of stock options outstanding as of December 31, 2021, in the amount of shares was $ per share. As of December 31, 2021, there was unrecognized compensation cost of $ related to non-vested stock options granted.
A summary of the status of our stock options is presented below as of December 31, 2020:
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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details - Segments) - USD ($) |
3 Months Ended | 6 Months Ended | ||
|---|---|---|---|---|
Dec. 31, 2021 |
Dec. 31, 2020 |
Dec. 31, 2021 |
Dec. 31, 2020 |
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| Net sales | $ 1,821,589 | $ 66,247,578 | $ 5,165,649 | $ 128,817,028 |
| North America [Member] | ||||
| Net sales | 1,284,850 | 66,229,782 | 4,456,048 | 128,798,920 |
| Caribbean And South America [Member] | ||||
| Net sales | 2,375 | 17,500 | 2,375 | 17,500 |
| Asia [Member] | ||||
| Net sales | $ 534,364 | $ 296 | $ 707,226 | $ 608 |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details - Segments Long-Lived Assets) - USD ($) |
Dec. 31, 2021 |
Jun. 30, 2021 |
|---|---|---|
| Long-lived assets, net (property and equipment and intangible assets) | $ 1,604,704 | $ 1,398,360 |
| UNITED STATES | ||
| Long-lived assets, net (property and equipment and intangible assets) | 1,541,039 | 1,349,320 |
| Asia [Member] | ||
| Long-lived assets, net (property and equipment and intangible assets) | $ 63,665 | $ 49,040 |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details - Receivables) - USD ($) |
Dec. 31, 2021 |
Jun. 30, 2021 |
|---|---|---|
| Accounting Policies [Abstract] | ||
| Accounts Receivable | $ 1,223,226 | $ 2,542,429 |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details - Contract liabilities) - USD ($) |
Dec. 31, 2021 |
Jun. 30, 2021 |
|---|---|---|
| Accounting Policies [Abstract] | ||
| Undelivered products | $ 530,551 | $ 140,000 |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details - Useful lives) |
6 Months Ended |
|---|---|
Dec. 31, 2021 | |
| Equipment [Member] | |
| Property, Plant and Equipment [Line Items] | |
| Estimated useful lives | 6 years |
| Office Equipment [Member] | |
| Property, Plant and Equipment [Line Items] | |
| Estimated useful lives | 5 years |
| Tools, Dies and Molds [Member] | |
| Property, Plant and Equipment [Line Items] | |
| Estimated useful lives | 3 years |
| Vehicles [Member] | |
| Property, Plant and Equipment [Line Items] | |
| Estimated useful lives | 5 years |
| Computer Equipment [Member] | |
| Property, Plant and Equipment [Line Items] | |
| Estimated useful lives | 5 years |
| Furniture and Fixtures [Member] | |
| Property, Plant and Equipment [Line Items] | |
| Estimated useful lives | 7 years |
| Facility Closing [Member] | |
| Property, Plant and Equipment [Line Items] | |
| Estimated useful lives | 5 years or life of the lease, whichever is shorter |
DEFINITE LIVED INTANGIBLE ASSETS (Details - Amortization Expenses) |
Dec. 31, 2021
USD ($)
|
|---|---|
| Goodwill and Intangible Assets Disclosure [Abstract] | |
| FYE 2022 | $ 369,306 |
| FYE 2023 | 526,876 |
| FYE 2024 | 376,258 |
| FYE 2025 | 162,129 |
| FYE 2026 | 14,041 |
| Thereafter | $ 27,500 |
DEFINITE LIVED INTANGIBLE ASSETS (Details Narrative) - USD ($) |
3 Months Ended | 6 Months Ended | ||
|---|---|---|---|---|
Dec. 31, 2021 |
Dec. 31, 2020 |
Dec. 31, 2021 |
Dec. 31, 2020 |
|
| Goodwill and Intangible Assets Disclosure [Abstract] | ||||
| Amortization of Intangible Assets | $ 132,435 | $ 112,895 | $ 226,129 | $ 240,535 |
PROPERTY AND EQUIPMENT (Details) - USD ($) |
Dec. 31, 2021 |
Jun. 30, 2021 |
|---|---|---|
| Property, Plant and Equipment [Line Items] | ||
| Property and equipment, gross | $ 956,411 | $ 933,787 |
| Less accumulated depreciation | (827,817) | (782,177) |
| Total | 128,594 | 151,610 |
| Machinery and Equipment [Member] | ||
| Property, Plant and Equipment [Line Items] | ||
| Property and equipment, gross | 67,542 | 67,044 |
| Office Equipment [Member] | ||
| Property, Plant and Equipment [Line Items] | ||
| Property and equipment, gross | 313,317 | 291,191 |
| Tools, Dies and Molds [Member] | ||
| Property, Plant and Equipment [Line Items] | ||
| Property and equipment, gross | $ 575,552 | $ 575,552 |
PROPERTY AND EQUIPMENT (Details Narrative) - USD ($) |
3 Months Ended | 6 Months Ended | ||
|---|---|---|---|---|
Dec. 31, 2021 |
Dec. 31, 2020 |
Dec. 31, 2021 |
Dec. 31, 2020 |
|
| Property, Plant and Equipment [Abstract] | ||||
| Depreciation | $ 22,854 | $ 22,933 | $ 45,640 | $ 45,339 |
ACCRUED LIABILITIES (Details) - USD ($) |
Dec. 31, 2021 |
Jun. 30, 2021 |
|---|---|---|
| Payables and Accruals [Abstract] | ||
| Accrued payroll deductions owed to government entities | $ 56,731 | $ 66,307 |
| Accrued commission to a customer | 369,165 | 451,898 |
| Accrued vacation | 45,832 | 73,900 |
| Accrued undelivered inventory | 140,000 | 140,000 |
| Accrued commission for service providers | 45,000 | 52,500 |
| Other accrued liabilities | 612 | 920 |
| Total | $ 657,340 | $ 785,525 |
EARNINGS PER SHARE (Details) - USD ($) |
3 Months Ended | 6 Months Ended | ||
|---|---|---|---|---|
Dec. 31, 2021 |
Dec. 31, 2020 |
Dec. 31, 2021 |
Dec. 31, 2020 |
|
| Earnings Per Share [Abstract] | ||||
| Net (loss) income attributable to Parent Company | $ (1,185,597) | $ 6,856,611 | $ (2,289,202) | $ 13,776,971 |
| Weighted-average shares of common stock outstanding: | ||||
| Basic shares outstanding | 11,594,280 | 11,566,309 | 11,593,650 | 11,118,511 |
| Dilutive effect of common stock equivalents arising from stock options | 0 | 160,973 | 0 | 160,973 |
| Diluted shares outstanding | 11,594,280 | 11,727,282 | 11,593,650 | 11,279,483 |
| Basic (loss) income per share | $ (0.10) | $ 0.59 | $ (0.20) | $ 1.24 |
| Diluted (loss) income per share | $ (0.10) | $ 0.58 | $ (0.20) | $ 1.22 |
EARNINGS (LOSS) PER SHARE (Details Narrative) - shares |
6 Months Ended | |
|---|---|---|
Dec. 31, 2021 |
Dec. 31, 2020 |
|
| Earnings Per Share [Abstract] | ||
| Anti-dilutive shares excluded from EPS | 863,001 | 499,000 |
COMMITMENTS AND CONTINGENCIES (Details - Maturities of lease liabilities) |
Dec. 31, 2021
USD ($)
|
|---|---|
| Commitments and Contingencies Disclosure [Abstract] | |
| Fiscal 2022 | $ 160,966 |
| Fiscal 2023 | 321,930 |
| Fiscal 2024 | 160,965 |
| Total lease payments | 643,831 |
| Less imputed interest | (26,070) |
| Total | $ 617,791 |
COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($) |
3 Months Ended | 6 Months Ended | |||
|---|---|---|---|---|---|
Dec. 31, 2021 |
Dec. 31, 2020 |
Dec. 31, 2021 |
Dec. 31, 2020 |
Jun. 30, 2020 |
|
| Purchase Commitment, Excluding Long-term Commitment [Line Items] | |||||
| Rent Expense | $ 2,756 | $ 2,337 | $ 4,979 | $ 4,527 | |
| Quanta [Member] | |||||
| Purchase Commitment, Excluding Long-term Commitment [Line Items] | |||||
| Payment made for inventory | $ 100,000 | ||||
| Prepaid expense | $ 49,580 | ||||
| Cost of goods sold | $ 149,580 | ||||
| Administrative Office San Diego C A [Member] | |||||
| Purchase Commitment, Excluding Long-term Commitment [Line Items] | |||||
| Rent Expense | 77,263 | ||||
| Operating lease discount rate | 4.00% | 4.00% | |||
| Administrative Office Korea [Member] | |||||
| Purchase Commitment, Excluding Long-term Commitment [Line Items] | |||||
| Rent Expense | $ 32,100 | $ 32,100 | $ 64,200 | $ 64,200 | |
| Operating lease discount rate | 2.80% | 2.80% | |||
LONG-TERM INCENTIVE PLAN AWARDS (Details Narrative) - USD ($) |
6 Months Ended | |
|---|---|---|
Dec. 31, 2021 |
Dec. 31, 2020 |
|
| Share-based Payment Arrangement [Abstract] | ||
| Share based compensation expense | $ 192,465 | $ 184,229 |
| Weighted average grant-date fair value of stock options | 863,001 | 499,000 |
| Weighted average grant-date fair value of stock options, per share price | $ 2.99 | $ 2.97 |
| Unrecognized compensation cost related to non-vested options | $ 1,750,766 | $ 1,007,164 |