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Supplemental Balance Sheet Disclosures (Tables)
6 Months Ended
Mar. 31, 2024
Supplemental Balance Sheet Disclosures  
Schedule of preliminary allocation of the purchase consideration

Amounts Recognized as of

    

Acquisition Date

    

Measurement

    

Purchase Price

(as previously reported)

Period Adjustments

Allocation

Cash consideration

$

35,860,000

$

$

35,860,000

Total consideration

$

35,860,000

$

$

35,860,000

Prepaid inventory (a)

$

10,036,160

$

2,032,954

(d)

$

12,069,114

Equipment

2,609,000

(54,000)

(d)

2,555,000

Construction in progress

1,238,000

1,238,000

Intangible assets (b)

20,900,000

(4,460,000)

(d)

16,440,000

Goodwill (c)

4,608,041

(1,050,155)

(d)(e)

3,557,886

Assets acquired

39,391,201

(3,531,201)

35,860,000

Accrued expenses

(3,531,201)

3,531,201

(e)

Liabilities assumed

(3,531,201)

3,531,201

Net assets acquired

$

35,860,000

$

$

35,860,000

(a)Prepaid inventory consists of raw materials and finished goods acquired by the Company but not in the Company’s physical possession as of the Acquisition Date. The fair value of raw materials was estimated to equal the replacement cost. The fair
value of finished goods was determined based on the estimated selling price, net of selling costs and a margin on the selling activities, which resulted in a step-up in the value of the finished goods.
(b)Intangible assets consist of license agreement related to the license rights to use certain Honeywell intellectual property and customer relationships and are recorded at provisional estimated fair values. The provisional estimated fair value of the license agreement is based on a variation of the income valuation approach and is determined using the relief from royalty method. The provisional estimated fair value of the customer relationships is based on a variation of the income valuation approach known as the multi-period excess earnings method. Refer to Intangible assets within Note 2, “Supplemental Balance Sheet Disclosures” for further details.
(c)Goodwill represents the excess of the preliminary purchase consideration over the provisional fair value of the assets acquired and liabilities assumed. The goodwill recognized is primarily attributable to the expected synergies from the Transaction. Goodwill resulting from the Transaction has been provisionally assigned to the Company’s one operating segment and one reporting unit. The goodwill is not expected to be deductible for income tax purposes. Further, the Company determined that the preliminary goodwill was not impaired as of March 31, 2024 and as such, no impairment charges have been recorded for the three- and six-month periods ended March 31, 2024; the Company also determined that the preliminary goodwill was not impaired as of September 30, 2023.

(d)

During the fourth quarter of 2023, the Company identified measurement period adjustments related to preliminary fair value estimates. The measurement period adjustments were due to the refinement of inputs used to calculate the fair value of the prepaid inventory, equipment, license agreement and customer relationships, with the assistance of an independent third-party valuation firm based on facts and circumstances that existed as of the Acquisition Date. The adjustments resulted in an overall increase to goodwill of $2.5 million. Additionally, the change to the preliminary fair value estimates did not have a material impact to the condensed consolidated statement of operations.

(e)

During the fourth quarter of 2023, the Company identified measurement period adjustments related to the preliminary fair value estimates for accrued expenses. While the Asset Purchase and License Agreement indicated an amount of liabilities related to open supplier purchase orders to be assumed by the Company as of the Acquisition Date, it was determined that there were no actual liabilities outstanding related to these open supplier purchase orders as of the Acquisition Date; therefore, the $3.5 million assumed liabilities preliminarily recorded were reversed. The adjustments resulted in an overall decrease to goodwill of $3.5 million; the adjustments have no impact to the condensed consolidated statement of operations.

Summary of unaudited pro forma consolidated information

Three Months Ended

Six Months Ended

    

March 31, 2023

Net sales

$

12,213,137

$

24,811,043

Net income

$

2,740,693

$

5,072,071

Schedule of inventories

    

March 31, 

    

September 30, 

2024

2023

Raw materials

$

7,611,331

$

5,162,177

Work-in-process

 

1,443,189

 

966,888

Finished goods

 

66,350

 

10,648

$

9,120,870

$

6,139,713

Schedule of prepaid expenses and other current assets

Prepaid expenses and other current assets consist of the following:

    

March 31, 

    

September 30, 

2024

2023

Prepaid insurance

$

386,743

$

623,186

Other

 

325,029

 

449,826

711,772

$

1,073,012

Summary of intangible assets other than goodwill

The Company’s intangible assets other than goodwill are as follows:

    

As of March 31, 2024

    

Gross Carrying

    

Accumulated

    

Accumulated

    

Net Carrying

Value

 

Impairment

 

Amortization

 

Value

License agreement acquired from the Transaction (a)

$

5,700,000

$

$

$

5,700,000

Customer relationships acquired from the Transaction (a)

 

10,740,000

 

 

(805,500)

 

9,934,500

Licensing and certification rights (b)

 

696,506

 

(44,400)

 

(638,285)

 

13,821

Total

$

17,136,506

$

(44,400)

$

(1,443,785)

$

15,648,321

As of September 30, 2023

    

Gross Carrying

    

Accumulated

    

Accumulated

    

Net Carrying

 

Value

 

Impairment

 

Amortization

 

Value

License agreement acquired from the Transaction (a)

$

5,700,000

$

$

$

5,700,000

Customer relationships acquired from the Transaction (a)

 

10,740,000

 

 

(268,500)

 

10,471,500

Licensing and certification rights (b)

 

696,506

 

(44,400)

 

(638,285)

 

13,821

Total

$

17,136,506

$

(44,400)

$

(906,785)

$

16,185,321

(a)

As part of the Transaction, the Company acquired intangible assets related to the license agreement for the license rights to use certain Honeywell intellectual property and customer relationships. The gross carrying values are preliminary estimates

and may be subject to change within the measurement period – refer to Acquisition within this Note 2, “Supplemental Balance Sheet Disclosures” for further details. The license agreement has an indefinite life and is not subject to amortization; the customer relationships have an estimated weighted average life of nine years and three months. The Company determined that the preliminary intangible assets were not impaired as of March 31, 2024 and September 30, 2023; no impairment charges have been recorded for the three- and six-month periods ended March 31, 2024.

(b)

The licensing and certification rights are amortized over a defined number of units. No impairment charges were recorded during the three- and six-month periods ended March 31, 2024 and 2023.

Summary of expected future amortization expense related to the customer relationships

2024 (six months remaining)

    

$

537,000

2025

1,074,000

2026

1,074,000

2027

 

1,074,000

2028

 

1,074,000

Thereafter

 

5,101,500

Total

$

9,934,500

Schedule of property and equipment, net

    

March 31, 

    

September 30, 

2024

2023

Computer equipment

$

3,602,893

$

2,343,996

Furniture and office equipment

 

977,224

 

970,230

Manufacturing facility

 

6,048,349

 

5,926,584

Equipment

 

12,593,072

 

9,554,197

Land

 

1,021,245

 

1,021,245

 

24,242,783

 

19,816,252

Less accumulated depreciation and amortization

 

(11,792,358)

 

(11,923,825)

$

12,450,425

$

7,892,427

Schedule of other assets

    

March 31, 

    

September 30, 

2024

2023

Operating lease right-of-use assets

$

8,503

$

15,065

Other non-current assets

 

311,201

 

176,657

$

319,704

$

191,722

Schedule of accrued expenses

    

March 31, 

    

September 30, 

2024

2023

Warranty

$

574,971

$

562,645

Salary, benefits and payroll taxes

 

1,074,812

 

1,181,219

Professional fees

 

145,421

 

200,668

Operating lease

8,503

12,965

Income tax payable

116,697

Other

 

611,388

 

844,131

$

2,415,095

$

2,918,325

Schedule of warranty cost and accrual information

    

Three Months Ending

Six Months Ended

    

March 31, 2024

    

March 31, 2024

Warranty accrual, beginning of period

$

541,450

$

562,645

Accrued expense

 

53,707

 

73,211

Warranty cost

 

(20,186)

 

(60,885)

Warranty accrual, end of period

$

574,971

$

574,971