QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
(State or other jurisdiction of incorporation or organization) | (IRS Employer Identification No.) |
Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
Large accelerated filer | ¨ | ☒ | |||||||||
Non-accelerated filer | ¨ | Smaller reporting company | |||||||||
Emerging Growth Company |
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Item 2. | ||||||||
Item 3. | ||||||||
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Item 1. | ||||||||
Item 1A. | ||||||||
Item 2. | ||||||||
Item 3. | ||||||||
Item 4. | ||||||||
Item 5. | ||||||||
Item 6. | ||||||||
December 31, 2022 | June 30, 2022 | ||||||||||
(In thousands, except per share data) | |||||||||||
ASSETS | |||||||||||
Current assets | |||||||||||
Cash and cash equivalents | $ | $ | |||||||||
Accounts receivable | |||||||||||
Income tax receivable | |||||||||||
Inventory, net | |||||||||||
Prepaid expenses and other | |||||||||||
Total current assets | |||||||||||
Property and equipment, net | |||||||||||
Right-of-use assets | |||||||||||
Intangible assets, net | |||||||||||
Deferred income tax asset | |||||||||||
Other long-term assets | |||||||||||
TOTAL ASSETS | $ | $ | |||||||||
LIABILITIES AND STOCKHOLDERS’ EQUITY | |||||||||||
Current liabilities | |||||||||||
Accounts payable | $ | $ | |||||||||
Commissions payable | |||||||||||
Income tax payable | |||||||||||
Lease liabilities | |||||||||||
Other accrued expenses | |||||||||||
Total current liabilities | |||||||||||
Long-term lease liabilities | |||||||||||
Other long-term liabilities | |||||||||||
Total liabilities | |||||||||||
Commitments and contingencies - Note 8 | |||||||||||
Stockholders’ equity | |||||||||||
Preferred stock — par value $ | |||||||||||
Common stock — par value $ | |||||||||||
Additional paid-in capital | |||||||||||
Accumulated deficit | ( | ( | |||||||||
Accumulated other comprehensive loss | ( | ( | |||||||||
Total stockholders’ equity | |||||||||||
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $ | $ |
Three Months Ended December 31, | Six Months Ended December 31, | ||||||||||||||||||||||
2022 | 2021 | 2022 | 2021 | ||||||||||||||||||||
(In thousands, except per share data) | |||||||||||||||||||||||
Revenue, net | $ | $ | $ | $ | |||||||||||||||||||
Cost of sales | |||||||||||||||||||||||
Gross profit | |||||||||||||||||||||||
Operating expenses: | |||||||||||||||||||||||
Commissions and incentives | |||||||||||||||||||||||
Selling, general and administrative | |||||||||||||||||||||||
Total operating expenses | |||||||||||||||||||||||
Operating (loss) income | ( | ( | |||||||||||||||||||||
Other income (expense): | |||||||||||||||||||||||
Interest income (expense), net | ( | ( | |||||||||||||||||||||
Other income (expense), net | ( | ( | ( | ||||||||||||||||||||
Total other income (expense) | ( | ( | ( | ||||||||||||||||||||
(Loss) income before income taxes | ( | ( | ( | ||||||||||||||||||||
Income tax benefit (expense) | ( | ( | |||||||||||||||||||||
Net (loss) income | $ | ( | $ | $ | ( | $ | |||||||||||||||||
Net (loss) income per share: | |||||||||||||||||||||||
Basic | $ | ( | $ | $ | ( | $ | |||||||||||||||||
Diluted | $ | ( | $ | $ | ( | $ | |||||||||||||||||
Weighted-average shares outstanding: | |||||||||||||||||||||||
Basic | |||||||||||||||||||||||
Diluted | |||||||||||||||||||||||
Other comprehensive gain (loss), net of tax: | |||||||||||||||||||||||
Foreign currency translation adjustment | $ | $ | ( | $ | $ | ( | |||||||||||||||||
Other comprehensive gain (loss), net of tax | ( | ( | |||||||||||||||||||||
Comprehensive (loss) income | $ | ( | $ | ( | $ | ( | $ |
Common Stock | Additional Paid-In Capital | Accumulated Deficit | Accumulated Other Comprehensive Loss | Total | |||||||||||||||||||||||||||||||
Shares | Amount | ||||||||||||||||||||||||||||||||||
(In thousands) | |||||||||||||||||||||||||||||||||||
Balances, June 30, 2022 | $ | $ | $ | ( | $ | ( | $ | ||||||||||||||||||||||||||||
Stock-based compensation | — | — | — | — | |||||||||||||||||||||||||||||||
Common stock issued under equity award plans | — | — | — | — | |||||||||||||||||||||||||||||||
Shares canceled or surrendered as payment of tax withholding and other | ( | — | ( | — | — | ( | |||||||||||||||||||||||||||||
Common stock issued under employee stock purchase plan | — | — | — | ||||||||||||||||||||||||||||||||
Cash dividends | — | — | — | ( | — | ( | |||||||||||||||||||||||||||||
Currency translation adjustment | — | — | — | — | ( | ( | |||||||||||||||||||||||||||||
Net income | — | — | — | — | |||||||||||||||||||||||||||||||
Balances, September 30, 2022 | $ | $ | $ | ( | $ | ( | $ | ||||||||||||||||||||||||||||
Stock-based compensation | — | — | — | — | |||||||||||||||||||||||||||||||
Common stock issued under equity award plans | — | — | — | — | |||||||||||||||||||||||||||||||
Shares canceled or surrendered as payment of tax withholding and other | ( | — | ( | — | — | ( | |||||||||||||||||||||||||||||
Cash dividends | — | — | — | ( | — | ( | |||||||||||||||||||||||||||||
Currency translation adjustment | — | — | — | — | |||||||||||||||||||||||||||||||
Net loss | — | — | — | ( | — | ( | |||||||||||||||||||||||||||||
Balances, December 31, 2022 | $ | $ | $ | ( | $ | ( | $ | ||||||||||||||||||||||||||||
Common Stock | Additional Paid-In Capital | Accumulated Deficit | Accumulated Other Comprehensive (Loss) Income | Total | |||||||||||||||||||||||||||||||
Shares | Amount | ||||||||||||||||||||||||||||||||||
(In thousands) | |||||||||||||||||||||||||||||||||||
Balances, June 30, 2021 | $ | $ | $ | ( | $ | $ | |||||||||||||||||||||||||||||
Stock-based compensation | — | — | — | — | |||||||||||||||||||||||||||||||
Exercise of options | — | — | — | ||||||||||||||||||||||||||||||||
Common stock issued under equity award plans | — | — | — | — | |||||||||||||||||||||||||||||||
Shares canceled or surrendered as payment of tax withholding and other | ( | — | ( | — | — | ( | |||||||||||||||||||||||||||||
Repurchase of company stock | ( | — | — | ( | — | ( | |||||||||||||||||||||||||||||
Common stock issued under employee stock purchase plan | — | — | — | ||||||||||||||||||||||||||||||||
Currency translation adjustment | — | — | — | — | ( | ( | |||||||||||||||||||||||||||||
Net income | — | — | — | — | |||||||||||||||||||||||||||||||
Balances, September 30, 2021 | $ | $ | $ | ( | $ | ( | $ | ||||||||||||||||||||||||||||
Stock-based compensation | — | — | — | — | |||||||||||||||||||||||||||||||
Common stock issued under equity award plans | — | — | — | — | |||||||||||||||||||||||||||||||
Shares canceled or surrendered as payment of tax withholding and other | ( | — | ( | — | — | ( | |||||||||||||||||||||||||||||
Repurchase of company stock | ( | — | — | ( | — | ( | |||||||||||||||||||||||||||||
Currency translation adjustment | — | — | — | — | ( | ( | |||||||||||||||||||||||||||||
Net income | — | — | — | — | |||||||||||||||||||||||||||||||
Balances, December 31, 2021 | $ | $ | $ | ( | $ | ( | $ | ||||||||||||||||||||||||||||
Six Months Ended December 31, | |||||||||||
2022 | 2021 | ||||||||||
(In thousands) | |||||||||||
Cash Flows from Operating Activities: | |||||||||||
Net (loss) income | $ | ( | $ | ||||||||
Adjustments to reconcile net income to net cash (used in) provided by operating activities: | |||||||||||
Depreciation and amortization | |||||||||||
Stock-based compensation | |||||||||||
Amortization of right-of-use assets | |||||||||||
Loss on disposal of assets | |||||||||||
Deferred income tax | ( | ( | |||||||||
Changes in operating assets and liabilities: | |||||||||||
Accounts receivable | |||||||||||
Income tax receivable | |||||||||||
Inventory, net | ( | ||||||||||
Prepaid expenses and other | |||||||||||
Other long-term assets | ( | ||||||||||
Accounts payable | ( | ||||||||||
Income tax payable | ( | ( | |||||||||
Other accrued expenses | ( | ( | |||||||||
Lease liabilities | ( | ( | |||||||||
Other long-term liabilities | ( | ||||||||||
Net Cash (Used in) Provided by Operating Activities | ( | ||||||||||
Cash Flows from Investing Activities: | |||||||||||
Purchase of property and equipment | ( | ( | |||||||||
Net Cash Used in Investing Activities | ( | ( | |||||||||
Cash Flows from Financing Activities: | |||||||||||
Repurchase of company stock | ( | ||||||||||
Payment of cash dividends | ( | ||||||||||
Shares canceled or surrendered as payment of tax withholding and other | ( | ( | |||||||||
Proceeds from common stock issued under employee stock purchase plan | |||||||||||
Exercise of options | |||||||||||
Net Cash Used in Financing Activities | ( | ( | |||||||||
Foreign Currency Effect on Cash | ( | ( | |||||||||
Decrease 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 for interest | $ | $ | |||||||||
Cash paid for income taxes | $ | $ |
December 31, 2022 | June 30, 2022 | ||||||||||||||||||||||
Finished goods | $ | % | $ | % | |||||||||||||||||||
Raw materials | % | % | |||||||||||||||||||||
Total inventory | $ | % | $ | % |
Three Months Ended December 31, | Six Months Ended December 31, | ||||||||||||||||||||||
2022 | 2021 | 2022 | 2021 | ||||||||||||||||||||
Numerator: | |||||||||||||||||||||||
Net (loss) income | $ | ( | $ | $ | ( | $ | |||||||||||||||||
Denominator: | |||||||||||||||||||||||
Basic weighted-average common shares outstanding | |||||||||||||||||||||||
Effect of dilutive securities: | |||||||||||||||||||||||
Stock awards and options | |||||||||||||||||||||||
Diluted weighted-average common shares outstanding | |||||||||||||||||||||||
Net (loss) income per share, basic | $ | ( | $ | $ | ( | $ | |||||||||||||||||
Net (loss) income per share, diluted | $ | ( | $ | $ | ( | $ |
Three Months Ended December 31, | Six Months Ended December 31, | ||||||||||||||||||||||
2022 | 2021 | 2022 | 2021 | ||||||||||||||||||||
Americas | $ | $ | $ | $ | |||||||||||||||||||
Asia/Pacific & Europe | |||||||||||||||||||||||
Total revenue | $ | $ | $ | $ |
Three Months Ended December 31, | Six Months Ended December 31, | ||||||||||||||||||||||
2022 | 2021 | 2022 | 2021 | ||||||||||||||||||||
United States | $ | $ | $ | $ | |||||||||||||||||||
Japan | $ | $ | $ | $ |
December 31, 2022 | June 30, 2022 | ||||||||||
United States | $ | $ | |||||||||
Japan | $ | $ |
Three Months Ended December 31, | Six Months Ended December 31, | ||||||||||||||||||||||
2022 | 2021 | 2022 | 2021 | ||||||||||||||||||||
Operating cash outflows from operating leases | $ | $ | $ | $ | |||||||||||||||||||
Year ended June 30, | Amount | |||||||
2023 (remaining six months ending June 30, 2023) | $ | |||||||
2024 | ||||||||
2025 | ||||||||
2026 | ||||||||
2027 | ||||||||
Thereafter | ||||||||
Total | ||||||||
Less: imputed interest | ( | |||||||
Present value of lease liabilities | $ |
As of December 31, | |||||||||||||||||||||||||||||||||||
2022 | 2021 | Change from Prior Year | Percent Change | ||||||||||||||||||||||||||||||||
Active Independent Distributors | |||||||||||||||||||||||||||||||||||
Americas | 36,000 | 60.0 | % | 38,000 | 61.3 | % | (2,000) | (5.3) | % | ||||||||||||||||||||||||||
Asia/Pacific & Europe | 24,000 | 40.0 | % | 24,000 | 38.7 | % | — | — | % | ||||||||||||||||||||||||||
Total Active Independent Distributors | 60,000 | 100.0 | % | 62,000 | 100.0 | % | (2,000) | (3.2) | % | ||||||||||||||||||||||||||
Active Customers | |||||||||||||||||||||||||||||||||||
Americas | 69,000 | 77.5 | % | 75,000 | 74.3 | % | (6,000) | (8.0) | % | ||||||||||||||||||||||||||
Asia/Pacific & Europe | 20,000 | 22.5 | % | 26,000 | 25.7 | % | (6,000) | (23.1) | % | ||||||||||||||||||||||||||
Total Active Customers | 89,000 | 100.0 | % | 101,000 | 100.0 | % | (12,000) | (11.9) | % | ||||||||||||||||||||||||||
Active Accounts | |||||||||||||||||||||||||||||||||||
Americas | 105,000 | 70.5 | % | 113,000 | 69.3 | % | (8,000) | (7.1) | % | ||||||||||||||||||||||||||
Asia/Pacific & Europe | 44,000 | 29.5 | % | 50,000 | 30.7 | % | (6,000) | (12.0) | % | ||||||||||||||||||||||||||
Total Active Accounts | 149,000 | 100.0 | % | 163,000 | 100.0 | % | (14,000) | (8.6) | % |
Three Months Ended December 31, | Six Months Ended December 31, | ||||||||||||||||||||||||||||||||||
2022 | 2021 | % Change | 2022 | 2021 | % Change | ||||||||||||||||||||||||||||||
United States | $ | 37,972 | $ | 32,897 | 15.4 | % | $ | 72,630 | $ | 67,195 | 8.1 | % | |||||||||||||||||||||||
Other | 1,733 | 1,811 | (4.3) | % | 3,444 | 3,962 | (13.1) | % | |||||||||||||||||||||||||||
Americas Total | $ | 39,705 | $ | 34,708 | 14.4 | % | $ | 76,074 | $ | 71,157 | 6.9 | % |
Three Months Ended December 31, | Six Months Ended December 31, | ||||||||||||||||||||||||||||||||||
2022 | 2021 | % Change | 2022 | 2021 | % Change | ||||||||||||||||||||||||||||||
Japan | $ | 7,365 | $ | 9,991 | (26.3) | % | $ | 15,533 | $ | 19,834 | (21.7) | % | |||||||||||||||||||||||
Australia & New Zealand | 2,020 | 3,352 | (39.7) | % | 4,117 | 6,899 | (40.3) | % | |||||||||||||||||||||||||||
Greater China | 924 | 1,697 | (45.6) | % | 2,000 | 2,795 | (28.4) | % | |||||||||||||||||||||||||||
Other | 3,648 | 2,441 | 49.4 | % | 7,712 | 4,729 | 63.1 | % | |||||||||||||||||||||||||||
Asia/Pacific & Europe Total | $ | 13,957 | $ | 17,481 | (20.2) | % | $ | 29,362 | $ | 34,257 | (14.3) | % |
Payments due by period | ||||||||||||||||||||||||||||||||
Contractual Obligations | Total | Less than 1 year | 1-3 years | 3-5 years | Thereafter | |||||||||||||||||||||||||||
Operating lease obligations | $ | 16,594 | $ | 2,613 | $ | 3,338 | $ | 3,374 | $ | 7,269 | ||||||||||||||||||||||
Other operating obligations (1) | 13,005 | 13,005 | — | — | — | |||||||||||||||||||||||||||
Total | $ | 29,599 | $ | 15,618 | $ | 3,338 | $ | 3,374 | $ | 7,269 |
Exhibit No. | Document Description | Filed Herewith or Incorporate by Reference From | ||||||||||||
3.1 | Exhibit 3.1 to the Current Report on Form 8-K filed on March 13, 2018. | |||||||||||||
3.2 | Exhibit 3.1 to the Current Report on Form 8-K filed on August 15, 2019 | |||||||||||||
31.1 | Filed herewith | |||||||||||||
31.2 | Filed herewith | |||||||||||||
32.1* | Furnished herewith | |||||||||||||
32.2* | Furnished herewith | |||||||||||||
101 | The following financial information from the Company’s quarterly report on Form 10-Q for the quarter ended December 31, 2022 formatted in Inline XBRL (extensible Business Reporting Language): (i) Unaudited Condensed Consolidated Balance Sheets at December 31, 2022 and June 30, 2022; (ii) Unaudited Condensed Consolidated Statements of Operations and Other Comprehensive Income for the three and six months ended December 31, 2022 and 2021; (iii) Unaudited Condensed Consolidated Statement of Stockholders’ Equity for the three and six months ended December 31, 2022 and 2021; (iv) Unaudited Condensed Consolidated Statements of Cash Flows for the six months ended December 31, 2022 and 2021; and (v) Notes to Unaudited Condensed Consolidated Financial Statements, tagged as blocks of text | Filed herewith | ||||||||||||
104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101 | Filed herewith |
* | This certification is being furnished solely to accompany this report pursuant to 18 U.S.C. 1350, and is not being filed for purposes of Section 18 of the Exchange Act and is not to be incorporated by reference into any filing of the registrant, whether made before or after the date hereof, regardless of any general incorporation language in such filing | |||||||
LIFEVANTAGE CORPORATION | ||||||||
Date: | February 2, 2023 | /s/ Steven R. Fife | ||||||
Steven R. Fife President and Chief Executive Officer (Principal Executive Officer) | ||||||||
Date: | February 2, 2023 | /s/ Carl A. Aure | ||||||
Carl A. Aure Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer) |
/s/ Steven R. Fife | ||
Steven R. Fife | ||
President and Chief Executive Officer | ||
(Principal Executive Officer) |
/s/ Carl A. Aure | ||
Carl A. Aure | ||
Chief Financial Officer | ||
(Principal Financial Officer) |
/s/ Steven R. Fife | ||
Steven R. Fife | ||
President and Chief Executive Officer | ||
(Principal Executive Officer) |
/s/ Carl A. Aure | ||
Carl A. Aure | ||
Chief Financial Officer | ||
(Principal Financial Officer) |
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - $ / shares |
Dec. 31, 2022 |
Jun. 30, 2022 |
---|---|---|
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in USD per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized (in shares) | 5,000,000 | 5,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in USD per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 40,000,000 | 40,000,000 |
Common stock, shares issued (in shares) | 12,707,000 | 12,493,000 |
Common stock, shares outstanding (in shares) | 12,707,000 | 12,493,000 |
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (Unaudited) - USD ($) shares in Thousands, $ in Thousands |
3 Months Ended | 6 Months Ended | ||
---|---|---|---|---|
Dec. 31, 2022 |
Dec. 31, 2021 |
Dec. 31, 2022 |
Dec. 31, 2021 |
|
Income Statement [Abstract] | ||||
Revenue, net | $ 53,662 | $ 52,189 | $ 105,436 | $ 105,414 |
Cost of sales | 11,758 | 9,677 | 21,700 | 19,108 |
Gross profit | 41,904 | 42,512 | 83,736 | 86,306 |
Operating expenses: | ||||
Commissions and incentives | 23,556 | 25,449 | 47,369 | 49,555 |
Selling, general and administrative | 19,580 | 17,421 | 36,310 | 32,497 |
Total operating expenses | 43,136 | 42,870 | 83,679 | 82,052 |
Operating (loss) income | (1,232) | (358) | 57 | 4,254 |
Other income (expense): | ||||
Interest income (expense), net | 32 | (1) | 32 | (4) |
Other income (expense), net | 125 | (139) | (312) | (316) |
Total other income (expense) | 157 | (140) | (280) | (320) |
(Loss) income before income taxes | (1,075) | (498) | (223) | 3,934 |
Income tax benefit (expense) | 17 | 577 | (225) | (539) |
Net (loss) income | $ (1,058) | $ 79 | $ (448) | $ 3,395 |
Net (loss) income per share: | ||||
Basic (in USD per share) | $ (0.08) | $ 0.01 | $ (0.04) | $ 0.26 |
Diluted (in USD per share) | $ (0.08) | $ 0.01 | $ (0.04) | $ 0.25 |
Weighted-average shares outstanding: | ||||
Basic (in shares) | 12,543 | 13,195 | 12,500 | 13,294 |
Diluted (in shares) | 12,543 | 13,285 | 12,500 | 13,359 |
Other comprehensive gain (loss), net of tax: | ||||
Foreign currency translation adjustment | $ 640 | $ (179) | $ 130 | $ (314) |
Other comprehensive gain (loss), net of tax | 640 | (179) | 130 | (314) |
Comprehensive (loss) income | $ (418) | $ (100) | $ (318) | $ 3,081 |
Organization and Basis of Presentation |
6 Months Ended |
---|---|
Dec. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Basis of Presentation | Organization and Basis of Presentation LifeVantage Corporation is a company focused on nutrigenomics, the study of how nutrition and naturally occurring compounds affect human genes to support good health. The Company is dedicated to helping people achieve their health, wellness and financial goals. The Company provides quality, scientifically-validated products to customers and independent distributors as well as a financially rewarding commission-based direct sales opportunity to its independent distributors. LifeVantage sells its products in the United States, Mexico, Japan, Australia, Hong Kong, Canada, Thailand, the United Kingdom, the Netherlands, Germany, Taiwan, Austria, Spain, Ireland, Belgium, New Zealand, Singapore, and the Philippines. The Company also sells its products in a number of countries to customers for personal consumption only. In addition, the Company sells its products in China through a China approved cross-border e-commerce business model. The Company engages in the identification, research, development, formulation and sale of advanced nutrigenomic activators, dietary supplements, nootropics, pre- and pro-biotics, weight management, skin and hair care, bath & body, and targeted relief products. The Company’s line of scientifically-validated dietary supplements includes its flagship Protandim® family of products, LifeVantage® Omega+™, ProBio™, IC Bright®, and Daily Wellness™ dietary supplements. TrueScience® is the Company's line of skin, hair, bath & body, and targeted relief products. The Company also markets and sells Petandim®, its companion pet supplement formulated to combat oxidative stress in dogs, Axio® its nootropic energy drink mixes, and PhysIQ™, its smart weight management system. The condensed consolidated financial statements included herein have been prepared by the Company’s management, without audit, pursuant to the rules and regulations of the SEC. In the opinion of the Company’s management, these interim financial statements include all adjustments that are considered necessary for a fair presentation of its financial position as of December 31, 2022, and the results of operations for the three and six months ended December 31, 2022 and 2021, and the cash flows for the six months ended December 31, 2022 and 2021. Interim results are not necessarily indicative of results for a full year or for any future period. The condensed consolidated financial statements and notes included herein are presented as required by Form 10-Q, and do not contain certain information included in the Company’s audited financial statements and notes for the fiscal year ended June 30, 2022, pursuant to the rules and regulations of the SEC. For further information, refer to the financial statements and notes thereto as of and for the year ended June 30, 2022, and included in the annual report on Form 10-K on file with the SEC.
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Summary of Significant Accounting Policies |
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Accounting Policies [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Consolidation The condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All significant intercompany accounts and transactions are eliminated in consolidation. Use of Estimates The Company prepares the condensed consolidated financial statements and related disclosures in conformity with accounting principles generally accepted in the United States of America (GAAP). In preparing these statements, the Company is required to use estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ materially from those estimates and assumptions. On an ongoing basis, the Company reviews its estimates, including, but not limited to, those related to inventory valuation and obsolescence, sales returns, income taxes and tax valuation reserves, transfer pricing methodology and positions, impairment of assets, share-based compensation, and loss contingencies. Foreign Currency Translation A portion of the Company’s business operations occurs outside the United States. The local currency of each of the Company’s subsidiaries is generally its functional currency. All assets and liabilities are translated into U.S. dollars at exchange rates existing at the balance sheet dates, revenue and expenses are translated at weighted-average exchange rates and stockholders’ equity is recorded at historical exchange rates. The resulting foreign currency translation adjustments are recorded as a separate component of stockholders’ equity in the condensed consolidated balance sheets and as a component of comprehensive income. Transaction gains and losses are included in other expense, net in the condensed consolidated statements of operations and comprehensive income. For the three months ended December 31, 2022 and 2021, net foreign currency gains of $0.2 million and losses of $0.1 million, respectively, are recorded in other expense, net. For the six months ended December 31, 2022 and 2021, net foreign currency losses of $0.3 million and $0.3 million, respectively, are recorded in other expense, net. Derivative Instruments and Hedging Activities The Company's subsidiaries enter into transactions with each other which may not be denominated in the respective subsidiaries' functional currencies. The Company seeks to reduce its exposure to fluctuations in foreign exchange rates through the use of derivatives. The Company does not use such derivative financial instruments for trading or speculative purposes. To hedge risks associated with the foreign-currency-denominated intercompany transactions, the Company entered into forward foreign exchange contracts which were all settled by the end of December 2021 and were not designated for hedge accounting. There were no realized gains or losses for three and six months ended December 31, 2022. For the three and six months ended December 31, 2021, realized losses of $34,000 and $0.1 million related to forward contracts, are recorded in other expense, net, respectively. The Company did not hold any derivative instruments at December 31, 2022. Cash and Cash Equivalents The Company considers only its monetary liquid assets with original maturities of three months or less as cash and cash equivalents. Concentration of Credit Risk Accounting guidance for financial instruments requires disclosure of significant concentrations of credit risk regardless of the degree of such risk. Financial instruments with significant credit risk include cash and investments. At December 31, 2022, the Company had $12.4 million in cash accounts at one financial institution and $5.0 million in accounts at other financial institutions. At June 30, 2022, the Company had $15.4 million in cash accounts at one financial institution and $4.8 million in accounts at other financial institutions. As of December 31, 2022 and June 30, 2022, and during the periods then ended, the Company’s cash balances exceeded federally insured limits. Accounts Receivable The Company’s accounts receivable as of December 31, 2022 and June 30, 2022 consist primarily of credit card receivables. Based on the Company’s verification process for customer credit cards and historical information available, management has determined that an allowance for doubtful accounts on credit card sales related to its customer sales as of December 31, 2022 and June 30, 2022 is not necessary. No bad debt expense was recorded during the three and six months ended December 31, 2022 and 2021. Inventory As of December 31, 2022 and June 30, 2022, inventory consisted of (in thousands):
Inventories are carried at the lower of cost or net realizable value, using the first-in, first-out method, which includes a reduction in inventory values of $1.2 million and $1.3 million at December 31, 2022 and June 30, 2022, respectively, related to obsolete and slow-moving inventory. Fair Value of Financial Instruments The Company accounts for assets and liabilities using a hierarchy of valuation techniques based on whether the inputs to those valuation techniques are observable or unobservable. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect the Company's market assumptions. These two types of inputs have created the fair-value hierarchy below. This hierarchy requires the Company to minimize the use of unobservable inputs and to use observable market data, if available, when determining fair value. •Level 1—Quoted prices for identical instruments in active markets; •Level 2—Quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets; and •Level 3—Valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. Equity securities held by the Company are measured at fair value on a nonrecurring basis; that is, the assets are not measured at fair value on an ongoing basis, but are subject to fair value adjustments using fair value measurements with unobservable inputs (level 3), in certain circumstances (e.g., when there is evidence of impairment). Revenue Recognition Revenue is recognized when control of the promised goods or services are transferred to the customer, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services. Sales, value-added, and other taxes the Company collects concurrent with revenue-producing activities are excluded from revenue. The Company generates the majority of its revenue through product sales to customers. These products include the Protandim® line of dietary supplements, LifeVantage® Omega+™, ProBio™, IC Bright®, and Daily Wellness™ dietary supplements, TrueScience® skin, hair, bath & body and targeted relief, Petandim®, Axio® nootropic energy drink mixes, and the PhysIQ™ smart weight management system. The Company ships most of its product directly to the consumer and receives substantially all payment for product sales in the form of credit card receipts. Revenue from direct product sales to customers is recognized upon shipment, which is when passage of title and risk of loss occurs. For items sold in packs and bundles, the Company determines the standalone selling price at contract inception for each distinct good, and then allocates the transaction price on a relative standalone selling price basis. Any discounts are accounted for as a direct reduction to the transaction price. Shipping and handling revenue is recognized upon shipment when the performance obligation is completed. The Company also charges independent distributors to attend certain events that it holds. Tickets to events are sold as standalone items or included within packs. For event tickets sold in packs, the Company allocates a portion of the transaction price to the ticket on a relative standalone selling price basis. Any discounts are accounted for as a direct reduction to the transaction price. Fee revenue associated with ticket sales is recorded in the month that the event is held, which is when the Company has performed its obligations under the contract. Estimated returns are recorded when product is shipped. Subject to some exceptions based on local regulations, the Company’s return policy is to provide a full refund for product returned within 30 days. After 30 days of purchase, only unopened product that is in a resalable and restockable condition may be returned within twelve months of purchase and shall receive a 100% refund, less a 10% handling and restocking fee and any shipping and handling costs. The Company establishes a refund liability reserve, and an asset reserve for its right to recover products, based on historical experience. The returns asset reserve and returns liability reserve are evaluated on a quarterly basis. As of December 31, 2022 and June 30, 2022, the returns liability reserve, net was $0.2 million and $0.1 million, respectively. Shipping and Handling Shipping and handling costs associated with inbound freight and freight out to customers and independent distributors are included in cost of sales. Shipping and handling fees charged to customers and independent distributors are included in revenue. Research and Development Costs The Company expenses all costs related to research and development activities, as incurred. Research and development expenses for the three months ended December 31, 2022 and 2021 were $0.2 million and $0.2 million, respectively. Research and development expenses for the six months ended December 31, 2022 and 2021 were $0.3 million and $0.4 million, respectively. Leases The Company accounts for leases in accordance with Accounting Standards Codification ("ASC") 842. The Company reviews all contracts and determines if the arrangement is or contains a lease, at inception. Operating leases are included in right-of-use (“ROU”) assets, current lease liabilities and long-term lease liabilities on the condensed consolidated balance sheets. The Company does not have any finance leases. Operating lease ROU assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. ROU assets and lease liabilities are recognized at the lease commencement date based on the estimated present value of lease payments over the lease term. The Company uses its estimated incremental borrowing rate based on the information available at commencement date in determining the present value of future payments. The operating lease ROU asset also includes any upfront lease payments made and excludes lease incentives and initial direct costs incurred. The Company’s lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. Lease expense for minimum lease payments is recognized on a straight-line basis over the lease term. Leases with a term of 12 months or less are not recorded on the balance sheet. The Company’s lease agreements do not contain any residual value guarantees. Changes in the Company's strategies have resulted in operation modifications in certain Asia/Pacific markets resulting in the closure of showrooms and changes to selling models. As of December 31, 2022, the Company abandoned the ROU assets related to the Hong Kong and Singapore showroom leases. These leases were to terminate in August and September 2023, respectively. However, the Company reached agreements with each of the landlords to modify the termination date to February 2023. The remaining lease liability for these showrooms is $34,000 as of December 31, 2022. Total expenses related to the abandonment of the ROU assets and costs associated with the change in operations in these markets for the three and six months ended December 31, 2022 is $0.4 million and is included in selling, general, and administrative expenses. Stock-Based Compensation The Company recognizes stock-based compensation by measuring the cost of services to be rendered based on the grant date fair value of the equity award. The Company recognizes stock-based compensation, net of any estimated forfeitures, over the period an employee is required to provide service in exchange for the award, generally referred to as the requisite service period. For awards with market-based performance conditions, the cost of the awards is recognized as the requisite service is rendered by employees, regardless of when, if ever, the market-based performance conditions are satisfied. The Black-Scholes option pricing model is used to estimate the fair value of stock options and options under the Company's 2019 Employee Stock Purchase Plan. The determination of the fair value of options is affected by the Company's stock price and a number of assumptions, including expected volatility, expected life, risk-free interest rate and expected dividends. The Company uses historical data for estimating the expected volatility and expected life of stock options required in the Black-Scholes model. The risk-free interest rate assumption is based on observed interest rates appropriate for the expected terms of the stock options. The fair value of restricted stock grants is based on the closing market price of the Company's stock on the date of grant less the Company's expected dividend yield. The Company recognizes compensation costs for awards with performance conditions when it concludes it is probable that the performance conditions will be achieved. The Company reassesses the probability of vesting at each balance sheet date and adjusts compensation costs accordingly. Income Taxes Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carry-forwards. Deferred tax assets and liabilities are measured using statutory tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled, updated as needed for changes in corporate tax rates. The effect on deferred tax assets and liabilities from a change in tax rates is recognized in income in the period that includes the effective date of the change. The Company recognizes tax liabilities or benefits from an uncertain position only if it is more likely than not that the position will be sustained upon examination by taxing authorities based on the technical merits of the issue. The amount recognized would be the largest liability or benefit that the Company believes has greater than a 50% likelihood of being realized upon settlement. For the six months ended December 31, 2022 and 2021, the Company recognized income tax expense of $0.2 million and $0.5 million, respectively, which is reflective of the Company’s current estimated federal, state and foreign effective tax rate. Realization of deferred tax assets is dependent upon future earnings in specific tax jurisdictions, the timing and amount of which are uncertain. Income Per Share Basic (loss) income per common share is computed by dividing the net (loss) income by the weighted-average number of common shares outstanding during the period, less unvested restricted stock awards. Diluted (loss) income per common share is computed by dividing net (loss) income by the weighted-average common shares and potentially dilutive common share equivalents using the treasury stock method. For the three months ended December 31, 2022 and 2021, the effects of approximately 0.2 million and 0.1 million common shares, respectively, issuable upon exercise of options and non-vested shares of restricted stock are not included in computations as their effect was anti-dilutive. For the six months ended December 31, 2022 and 2021, the effects of approximately 0.4 million and 0.2 million common shares, respectively, issuable upon exercise of options and non-vested shares of restricted stock are not included in computations as their effect was anti-dilutive. The following is a reconciliation of net (loss) income per share and the weighted-average common shares outstanding for purposes of computing basic and diluted net income per share (in thousands, except per share amounts):
Segment Information The Company operates in a single operating segment by selling products directly to customers and through an international network of independent distributors that operates in an integrated manner from market to market. Commissions and incentives expenses are the Company’s largest expense comprised of the commissions paid to its independent distributors. The Company manages its business primarily by managing its international network of independent distributors. The Company disaggregates revenue in two geographic regions: the Americas region and the Asia/Pacific & Europe region. The following table presents the Company's revenue disaggregated by these two geographic regions (in thousands):
Additional information as to the Company’s revenue from operations in the most significant geographical areas is set forth below (in thousands):
The following table presents the Company's long-lived assets for its most significant geographic markets (in thousands):
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Gig Economy Group Investment |
6 Months Ended |
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Dec. 31, 2022 | |
Investments, All Other Investments [Abstract] | |
Gig Economy Group Investment | Gig Economy Group Investment Convertible Note Receivable The Company entered into a convertible promissory note agreement with Gig Economy Group, Inc. ("GEG") pursuant to which the Company agreed to loan to GEG up to an aggregate of $2.0 million in a series of loan installments, evidenced by a convertible promissory note having a maturity date of May 31, 2019 ("Convertible Note"). The Convertible Note accrued interest at a rate of 8% per annum, compounded annually. On May 17, 2019, the Company and GEG entered into an amendment agreement to extend the maturity date of the Convertible Note to December 31, 2019. In all other aspects, the Convertible Note remained unchanged from the original agreement. Pursuant to a Common Stock Purchase Agreement between the Company and GEG dated December 16, 2019, GEG issued to the Company 1,000,000 shares of GEG’s common stock in consideration for conversion and cancellation of all principal, interest and other amounts due under the Convertible Note (representing $0.0 million in aggregate consideration). Equity Securities under ASC 321 Upon conversion of the convertible promissory note receivable with GEG, the Company held a minority interest (less than 20%) in GEG, accounted for under ASC 321, Investments - Equity Securities ("ASC 321"), which is included in equity securities in the condensed consolidated balance sheets. Dividends received are reported in earnings if and when received. The Company reviews securities individually for impairment by evaluating if events or circumstances have occurred that may indicate the fair value of the investment is less than its carrying value. If such events or circumstances have occurred, the Company estimates the fair value of the investment and recognizes an impairment loss in other expense, net on the condensed consolidated statements of operations and comprehensive (loss) income equal to the difference between the fair value of the investment and its carrying value. In such cases, the estimated fair value of the investment is determined using unobservable inputs including assumptions by GEG's management and quantitative information such as lower valuations in recently completed or proposed financings. These inputs are classified as Level 3. Because GEG is in the early startup stage, GEG is subject to potential changes in cash flows and valuation, and may be unable to raise additional capital necessary to support its ongoing operations, which may result in future impairment. Equity securities held by the Company lack readily determinable fair values and therefore the securities are measured at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or similar equity securities of the same issuer. During the fourth quarter of the fiscal year ended June 30, 2022, the Company determined its investment in GEG had declined significantly as a result of the business failing to achieve profitability due to weak market conditions for its products. The Company determined the book value of its investment exceeded its fair value and concluded this decline in value was other than temporary. The Company recorded a non-cash impairment charge of $2.2 million related to these equity securities. The was no carrying amount of equity securities held by the Company without readily determinable fair values at December 31, 2022 and June 30, 2022. During the three and six months ended December 31, 2022 and 2021, there were no impairments recognized.
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Leases |
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Leases | Leases The Company has operating leases for current corporate offices and certain equipment. These leases have remaining terms of approximately to nine years. As of December 31, 2022, the weighted average remaining lease term and weighted average discount rate for operating leases was 8.44 years and 3.25%, respectively. For the three months ended December 31, 2022 and 2021, operating lease expense was $0.8 million and $0.8 million, respectively. For the six months ended December 31, 2022 and 2021, operating lease expense was $1.5 million and $1.6 million, respectively. Supplemental cash flow information related to operating leases was as follows (in thousands):
Maturity of lease liabilities at December 31, 2022 are as follows (in thousands):
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Long-Term Debt |
6 Months Ended |
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Dec. 31, 2022 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt On March 30, 2016, the Company entered into a loan agreement (the “2016 Loan Agreement”) to refinance its outstanding debt. In connection with the 2016 Loan Agreement and on the same date, the Company entered into a security agreement (the “Security Agreement”). The 2016 Loan Agreement provides for a term loan in an aggregate principal amount of $10.0 million (the “2016 Term Loan") and a revolving loan facility in an aggregate principal amount not to exceed $2.0 million (the “2016 Revolving Loan,” and collectively with the 2016 Term Loan, the 2016 Loan Agreement and the Security Agreement, the “2016 Credit Facility”). The principal amount of the 2016 Term Loan is payable in consecutive quarterly installments in the amount of $0.5 million plus accrued interest beginning with the fiscal quarter ended June 30, 2016. If the Company borrows under the 2016 Revolving Loan, interest will be payable quarterly in arrears on the last day of each fiscal quarter. On May 4, 2018, the Company entered into a loan modification agreement, which amended the 2016 Credit Facility (“Amendment No. 1”). Amendment No. 1 revised the maturity date from March 30, 2019 to March 31, 2021 and increased the fixed interest rate for the term loan from 4.93% to 5.68%. Amendment No. 1 also revised certain financial covenants. The minimum fixed charge coverage ratio (as defined in Amendment No. 1) was revised from a minimum of 1.50 to 1.00 to 1.25 to 1.00, measured on a trailing twelve-month basis, at the end of each fiscal quarter. The minimum working capital was increased from $5.0 million to $8.0 million. The funded debt to EBITDA ratio was replaced with the total liabilities to tangible net worth ratio (as defined in Amendment No. 1) of not greater than 3.00 to 1.00 at the end of each quarter. The minimum tangible net worth measure was removed from the financial covenants. The Company’s obligations under the 2016 Credit Facility, as amended, are secured by a security interest in substantially all of the Company’s assets. Loans outstanding under the 2016 Credit Facility, as amended, may be prepaid in whole or in part at any time without premium or penalty. In addition, if, at any time, the aggregate principal amount outstanding under the 2016 Revolving Loan exceeds $2.0 million, the Company must prepay an amount equal to such excess. Any principal amount of the 2016 Term Loan which is prepaid or repaid may not be re-borrowed. On February 1, 2019, the Company entered into a loan modification agreement, which further amended the 2016 Credit Facility ("Amendment No. 2"). Under Amendment No. 2, the Company made a principal payment of $2.0 million and increased the revolving loan facility from $2.0 million to $5.0 million. Amendment No. 2 also revised certain financial covenants. The minimum fixed charge coverage ratio (as defined in Amendment No. 2) was revised from a minimum of 1.25 to 1.00 to 1.10 to 1.00, measured on a trailing twelve-month basis, at the end of each fiscal quarter. The minimum working capital was decreased from $8.0 million to $6.0 million. On April 1, 2021, the Company entered into a loan modification agreement ("Amendment No. 3"), which amended the 2016 Credit Facility, as previously amended. Amendment No. 3 revised the maturity date from March 31, 2021 to March 31, 2024 and modified the variable interest rate based on the one-month United States Treasury Rate, plus a margin of 3.00%, with an interest rate floor of 4.00%. Amendment No. 3 also revised the debt (total liabilities) to tangible net worth ratio (as defined in Amendment No. 3) covenant to require that the Company maintain this ratio not in excess of 2.00 to 1.00, measured as of the end of each fiscal quarter, and revised the definition and calculation of the minimum fixed charge coverage ratio (as defined in Amendment No. 3). The Company entered into a loan modification agreement ("Amendment No. 4"), effective September 30, 2022, which amended the 2016 Credit Facility, as previously amended. Amendment No. 4 revised the calculation of the minimum fixed charge coverage ratio (as defined in Amendment No. 4) and allows the Company to declare and pay dividends, up to $500,000 per quarter, through September 30, 2023. There were no other changes to the covenants or revolving loan facility as set forth in Amendment No. 3. The 2016 Credit Facility, as amended, contains customary covenants, including affirmative and negative covenants that, among other things, restrict the Company’s ability to create certain types of liens, incur additional indebtedness, declare or pay dividends on or redeem capital stock, make other payments to holders of equity interests in the Company, make certain investments, purchase or otherwise acquire all or substantially all the assets or equity interests of other companies, sell assets or enter into consolidations, mergers or transfers of all or any substantial part of the Company’s assets. The 2016 Credit Facility, as amended, also contains various financial covenants that require the Company to maintain certain consolidated working capital amounts, total liabilities to tangible net worth ratios and fixed charge coverage ratios. Additionally, the 2016 Credit Facility, as amended, contains cross-default provisions, whereby a default under the terms of certain indebtedness or an uncured default of a payment or other material obligation of the Company under a material contract of the Company will cause a default on the remaining indebtedness under the 2016 Credit Facility, as amended. As of December 31, 2022, the Company was in compliance with all applicable covenants under the 2016 Credit Facility, as amended. The Company’s book value for the 2016 Credit Facility, as amended, approximates the fair value. During the fiscal year ended June 30, 2020, the Company repaid, in full, the remaining balance of the 2016 Term Loan in accordance with the terms of the 2016 Credit Facility, as amended.
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Stockholders' Equity |
6 Months Ended |
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Dec. 31, 2022 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders’ Equity During the three months ended December 31, 2022 and 2021, the company issued $0.2 million and $0.1 million shares of common stock under equity award plans, respectively. During the six months ended December 31, 2022 and 2021, the company issued $0.2 million and $0.1 million shares of common stock equity award plans, respectively. During the three months ended December 31, 2022 and 2021, the company issued no shares of common stock upon the exercise of stock options. During the six months ended December 31, 2022 and 2021, the company issued zero and 30,000 shares of common stock upon the exercise of stock options. During the three months ended December 31, 2022 and 2021, 5,000 and 5,000 shares of restricted stock were canceled or surrendered as payment of tax withholding upon vesting, respectively. During the six months ended December 31, 2022 and 2021, 22,000 and 24,000 shares of restricted stock were canceled or surrendered as payment of tax withholding upon vesting, respectively. On November 27, 2017, the Company announced a share repurchase program authorizing it to repurchase up to $5 million in shares of the Company's common stock. The repurchase program permits the Company to purchase shares through a variety of methods, including in the open market, through privately negotiated transactions or other means as determined by the Company's management. As part of the repurchase program, the Company has entered into a pre-arranged stock repurchase plan which operates in accordance with guidelines specified under Rule 10b5-1 of the Securities Exchange Act of 1934, as amended. Accordingly, any transactions under such stock repurchase plan will be completed in accordance with the terms of the plan, including specified price, volume and timing conditions. The authorization may be suspended or discontinued at any time. On February 1, 2019, the Board of Directors approved an amendment to the share repurchase program to increase the authorized share repurchase amount from $5 million to $15 million. On August 27, 2020, the Board of Directors approved an amendment to the share repurchase program to increase the authorized share repurchase amount from $15 million to $35 million and to extend the duration of the program through November 30, 2023 and, on February 17, 2022, the Board of Directors approved an amendment to the share repurchase program to increase the authorized share repurchase amount from $35 million to $60 million. During the three and six months ended December 31, 2022, the Company purchased no shares of common stock under this repurchase program. During the three and six months ended December 31, 2021, the Company purchased 0.5 million and 0.9 million shares of common stock at an aggregate price of $3.2 million and $6.6 million under this repurchase program, respectively. At December 31, 2022, there is $27.7 million remaining under this repurchase program. The Company’s Certificate of Incorporation authorizes the issuance of preferred stock. However, as of December 31, 2022, none have been issued nor have any rights or preferences been assigned to the preferred stock by the Company’s board of directors. Dividends In August 2022 and November 2022, the board of directors declared a quarterly cash dividend of $0.03 per share of common stock to be paid on September 15, 2022 and December 15, 2022, to stockholders of record on September 2, 2022 and December 1, 2022, respectively. Cash dividends for the three and six months ended December 31, 2022 totaled $0.4 million and $0.8 million, or $0.03 and $0.06 per share, respectively. The declaration of dividends is subject to the discretion of the Company's board of directors and will depend upon various factors, including our earnings, financial condition, restrictions imposed by any indebtedness that may be outstanding, cash requirements, future prospects and other factors deemed relevant by the Company's board of directors.
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Stock-Based Compensation |
6 Months Ended |
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Dec. 31, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation Long-Term Incentive Plans Equity-Settled Plans The Company adopted, and the stockholders approved, the 2007 Long-Term Incentive Plan (the “2007 Plan”), effective November 21, 2006, to provide incentives to eligible employees, directors and consultants. A maximum of 1.4 million shares of the Company's common stock can be issued under the 2007 Plan in connection with the grant of awards. Effective November 21, 2016, no new awards can be granted under the 2007 Plan. As of December 31, 2022, there were no stock option awards outstanding under the 2007 Plan. The Company adopted, and the stockholders approved, the 2010 Long-Term Incentive Plan (the “2010 Plan”), effective September 27, 2010, as amended on August 21, 2014, to provide incentives to certain employees, directors and consultants. A maximum of 1.0 million shares of the Company's common stock can be issued under the 2010 Plan in connection with the grant of awards. Awards to purchase common stock have been granted pursuant to the 2010 Plan and are outstanding to various employees, officers and directors. As of December 31, 2022, there were no stock option awards outstanding under the 2010 Plan. The Company adopted, and the stockholders approved, the 2017 Long-Term Incentive Plan (the “2017 Plan”), effective February 16, 2017, to provide incentives to eligible employees, directors and consultants. The initial share pool approved was 650,000 shares. On February 2, 2018, November 15, 2018, November 12, 2020 and November 10, 2022, the stockholders approved amendments to the 2017 Plan to increase by 425,000 shares, 715,000 shares, 650,000 shares and 1,052,000 shares, respectively, the number of shares of the Company's common stock that are available for issuance under the 2017 Plan. As of December 31, 2022, a maximum of 4.0 million shares of the Company's common stock can be issued under the 2017 Plan in connection with the grant of awards which is calculated as the sum of (i) 3,492,000 shares and (ii) up to 475,000 shares previously reserved for issuance under the 2010 Plan, including shares returned upon cancellation, termination or forfeiture of awards that were previously granted under that plan. Outstanding stock options awarded under the 2017 Plan have exercise prices of $4.44 per share, and vest over a three year vesting period. Awards expire in accordance with the terms of each award and, upon expiration of the award, the shares subject to the award are added back to the 2017 Plan. The contractual term of stock options granted is generally ten years. As of December 31, 2022, under the 2017 Plan, there were stock option awards outstanding, net of awards expired, for an aggregate of 0.1 million shares of the Company's common stock. Employee Stock Purchase Plan General. The Company's 2019 Employee Stock Purchase Plan ("ESPP") was adopted by the board of directors in September 2018 and the Company's stockholders approved it in November 2018. The ESPP is intended to qualify under Section 423 of the Internal Revenue Code. Share Reserve. The Company has reserved 0.4 million shares of its common stock for issuance under the ESPP. As of December 31, 2022, 0.2 million shares were available for issuance. The number of shares reserved under the ESPP will automatically be adjusted in the event of a stock split, stock dividend or a reverse stock split (including an adjustment to the per-purchase period share limit). Purchase Price. Employees may purchase each share of common stock under the ESPP at a price equal to 85% of the lower of the fair market values of the stock as of the beginning or the end of the six-month offering periods. An employee's contributions to the ESPP are limited to 15% of their regular hourly or salary compensation, and up to a maximum of 3,000 shares may be purchased during any offering period. A participant shall not be granted an option under the ESPP if such option would permit the participant's rights to purchase stock to accrue at a rate exceeding $25,000 grant date fair market value of stock for each calendar year in which such option is outstanding at any time. Offering Periods. Unless otherwise determined by the compensation committee, the ESPP will be operated through a series of successive six-month offering periods, which will begin each year on March 1 and September 1. During the six months ended December 31, 2022 and 2021, approximately 36,000 and 27,000 shares of common stock were issued under the ESPP, respectively. Stock-Based Compensation In accordance with accounting guidance for stock-based compensation, payments in equity instruments for goods or services are accounted for by the fair value method. For the three months ended December 31, 2022 and 2021, compensation of $0.8 million and $0.8 million, respectively, was reflected as an increase to additional paid-in capital, all of which was employee related. For the six months ended December 31, 2022 and 2021, compensation of $1.4 million and $1.4 million, respectively, was reflected as an increase to additional paid-in capital, all of which was employee related.
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Commitments and Contingencies |
6 Months Ended |
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Dec. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Contingencies The Company accounts for contingent liabilities in accordance with ASC 450, Contingencies. This guidance requires management to assess potential contingent liabilities that may exist as of the date of the financial statements to determine the probability and amount of loss that may have occurred, which inherently involves an exercise of judgment. If the assessment of a contingency indicates that it is probable that a material loss has been incurred and the amount of the liability can be estimated, then the estimated liability would be accrued in the Company’s financial statements. If the assessment indicates that a potential material loss contingency is not probable but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, and an estimate of the range of possible losses, if determinable and material, would be disclosed. For loss contingencies considered remote, no accrual or disclosures are generally made. Management has assessed potential contingent liabilities as of December 31, 2022, and based on the assessment, there are no probable loss contingencies requiring accrual or disclosures within its financial statements. Legal Accruals In addition to commitments and obligations in the ordinary course of business, from time to time, the Company is subject to various claims, pending and potential legal actions, investigations relating to governmental laws and regulations and other matters arising out of the normal conduct of its business. Management assesses contingencies to determine the degree of probability and range of possible loss for potential accrual in the consolidated financial statements. An estimated loss contingency is accrued in the consolidated financial statements if it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. Because evaluating legal claims and litigation results are inherently unpredictable and unfavorable results could occur, assessing contingencies is highly subjective and requires judgments about future events. When evaluating contingencies, management may be unable to provide a meaningful estimate due to a number of factors, including the procedural status of the matter in question, the presence of complex or novel legal theories, and/or the ongoing discovery and development of information important to the matters. In addition, damage amounts claimed or asserted against the Company may be unsupported, exaggerated or unrelated to possible outcomes, and as such are not meaningful indicators of a potential liability. Management regularly reviews contingencies to determine the adequacy of financial statement accruals and related disclosures. The amount of ultimate loss may differ from these estimates. It is possible that cash flows or results of operations could be materially affected in any particular period by the unfavorable publicity or resolution of one or more of these contingencies. Whether any losses finally determined in any claim, action, investigation or proceeding or publicity related to such could reasonably have a material effect on the Company's business, financial condition, results of operations or cash flows will depend on a number of variables, including: the timing and amount of such losses; the structure and type of any remedies; the significance of the impact of any such losses, damages or remedies may have on the consolidated financial statements; and the unique facts and circumstances of the particular matter that may give rise to additional factors. Class Action Lawsuit (Smith v. LifeVantage Corp.): On January 24, 2018, a purported class action was filed in the United States District Court for the District of Connecticut, entitled Smith v. LifeVantage Corp., Case No. 3:18-cv-a35 (D. Connecticut filed Jan. 24, 2018). In this action, Plaintiffs alleged that the Company, its Chief Executive Officer, Chief Sales Officer and Chief Marketing Officer operated a pyramid scheme in violation of a variety of federal and state statutes, including RICO and the Connecticut Unfair Trade Practices Act. On April 16, 2018, the Company filed motions with the court to dismiss the complaint against LifeVantage, dismiss the complaint against the Company's executives, transfer the venue of the case from the State of Connecticut to the State of Utah, and contest class certification. On July 23, 2018, the parties filed a stipulation with the Court agreeing to transfer the case to the Federal District Court for Utah. On September 20, 2018, Plaintiffs filed an amended complaint in Utah. As per the parties stipulated agreement, Plaintiffs' amended complaint dropped the RICO and Connecticut state law claims and removed the Company's Chief Sales Officer and Chief Marketing Officer as individual defendants (the former Chief Executive Officer remains a defendant in the case). The Plaintiffs' amended complaint added an antitrust claim, alleging that the Company fraudulently obtained patents for its products and is attempting to use those patents in an anti-competitive manner. The Company filed a Motion to Dismiss the amended complaint on November 5, 2018, Plaintiffs filed a response to the Company’s Motion to Dismiss on December 17, 2018, and the Company filed a reply brief on January 10, 2019. The Court ruled on the motion on December 5, 2019, dismissing three of the Plaintiff's four claims, including the antitrust claim, unjust enrichment claim, and the securities claim for the sale of unregistered securities. On December 19, 2019, Plaintiffs filed a second amended complaint which included three causes of action, including a 10(b)(5) securities fraud claim, and renewed claims relating to the sale of unregistered securities and unjust enrichment. LifeVantage filed a Motion to Dismiss the Second Amended Complaint on January 28, 2020, and with the Motion fully briefed by the parties as of March 17, 2020, the Court decided the matter on the parties’ briefs only on November 25, 2020. In its decision, the Court dismissed with prejudice the Plaintiffs’ Section 12(1) claim (sale of an unregistered security), because the Court concluded the claim is time barred. The Court also dismissed the Plaintiffs’ claim for unjust enrichment against LifeVantage without prejudice, and the Plaintiffs did not amend their complaint following the Court’s order to re-plead unjust enrichment. The court found that the Plaintiffs had sufficiently pled their claim under Section 12(2) (offer to sell a security that misstates or omits a material fact by means of a prospectus or oral communication). LifeVantage filed its Answer to the Second Amended Complaint on December 23, 2020, responding to the Plaintiffs’ remaining securities claims. On February 2, 2021, the Court issued an amended scheduling order that reflects the parties’ agreement on a schedule for discovery and other litigation matters. On June 15, 2021, the plaintiffs filed their motion for class certification, and on July 13, 2021, the defendants, including LifeVantage Corporation, filed their opposition brief that opposed class certification. On July 27, 2021, the Plaintiffs filed their reply to LifeVantage’s opposition brief. The court held a hearing for the motion for class certification on March 28, 2022. On April 19, 2022, the court issued an order denying the Plaintiff’s motion for class certification. On December 15, 2022, the case was dismissed with prejudice, which concluded litigation. Other Matters. In addition to the matters described above, the Company also may become involved in other litigation and regulatory matters incidental to its business and the matters disclosed in this quarterly report on Form 10-Q, including, but not limited to, product liability claims, regulatory actions, employment matters and commercial disputes. The Company intends to defend itself in any such matters and does not currently believe that the outcome of any such matters will have a material adverse effect on the Company's business, financial condition, results of operations and cash flows.
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Summary of Significant Accounting Policies (Policies) |
6 Months Ended |
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Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Consolidation | ConsolidationThe condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All significant intercompany accounts and transactions are eliminated in consolidation. |
Use of Estimates | Use of Estimates The Company prepares the condensed consolidated financial statements and related disclosures in conformity with accounting principles generally accepted in the United States of America (GAAP). In preparing these statements, the Company is required to use estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ materially from those estimates and assumptions. On an ongoing basis, the Company reviews its estimates, including, but not limited to, those related to inventory valuation and obsolescence, sales returns, income taxes and tax valuation reserves, transfer pricing methodology and positions, impairment of assets, share-based compensation, and loss contingencies.
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Foreign Currency Translation | Foreign Currency Translation A portion of the Company’s business operations occurs outside the United States. The local currency of each of the Company’s subsidiaries is generally its functional currency. All assets and liabilities are translated into U.S. dollars at exchange rates existing at the balance sheet dates, revenue and expenses are translated at weighted-average exchange rates and stockholders’ equity is recorded at historical exchange rates. The resulting foreign currency translation adjustments are recorded as a separate component of stockholders’ equity in the condensed consolidated balance sheets and as a component of comprehensive income. Transaction gains and losses are included in other expense, net in the condensed consolidated statements of operations and comprehensive income.
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Derivative Instruments and Hedging Activities | Derivative Instruments and Hedging Activities The Company's subsidiaries enter into transactions with each other which may not be denominated in the respective subsidiaries' functional currencies. The Company seeks to reduce its exposure to fluctuations in foreign exchange rates through the use of derivatives. The Company does not use such derivative financial instruments for trading or speculative purposes. To hedge risks associated with the foreign-currency-denominated intercompany transactions, the Company entered into forward foreign exchange contracts which were all settled by the end of December 2021 and were not designated for hedge accounting.
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Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers only its monetary liquid assets with original maturities of three months or less as cash and cash equivalents.
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Concentration of Credit Risk | Concentration of Credit RiskAccounting guidance for financial instruments requires disclosure of significant concentrations of credit risk regardless of the degree of such risk. Financial instruments with significant credit risk include cash and investments. |
Accounts Receivable | Accounts ReceivableThe Company’s accounts receivable as of December 31, 2022 and June 30, 2022 consist primarily of credit card receivables. Based on the Company’s verification process for customer credit cards and historical information available, management has determined that an allowance for doubtful accounts on credit card sales related to its customer sales as of December 31, 2022 and June 30, 2022 is not necessary. |
Inventory | Inventories are carried at the lower of cost or net realizable value, using the first-in, first-out method |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company accounts for assets and liabilities using a hierarchy of valuation techniques based on whether the inputs to those valuation techniques are observable or unobservable. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect the Company's market assumptions. These two types of inputs have created the fair-value hierarchy below. This hierarchy requires the Company to minimize the use of unobservable inputs and to use observable market data, if available, when determining fair value. •Level 1—Quoted prices for identical instruments in active markets; •Level 2—Quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets; and •Level 3—Valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. Equity securities held by the Company are measured at fair value on a nonrecurring basis; that is, the assets are not measured at fair value on an ongoing basis, but are subject to fair value adjustments using fair value measurements with unobservable inputs (level 3), in certain circumstances (e.g., when there is evidence of impairment).
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Revenue Recognition & Shipping and Handling | Revenue Recognition Revenue is recognized when control of the promised goods or services are transferred to the customer, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services. Sales, value-added, and other taxes the Company collects concurrent with revenue-producing activities are excluded from revenue. The Company generates the majority of its revenue through product sales to customers. These products include the Protandim® line of dietary supplements, LifeVantage® Omega+™, ProBio™, IC Bright®, and Daily Wellness™ dietary supplements, TrueScience® skin, hair, bath & body and targeted relief, Petandim®, Axio® nootropic energy drink mixes, and the PhysIQ™ smart weight management system. The Company ships most of its product directly to the consumer and receives substantially all payment for product sales in the form of credit card receipts. Revenue from direct product sales to customers is recognized upon shipment, which is when passage of title and risk of loss occurs. For items sold in packs and bundles, the Company determines the standalone selling price at contract inception for each distinct good, and then allocates the transaction price on a relative standalone selling price basis. Any discounts are accounted for as a direct reduction to the transaction price. Shipping and handling revenue is recognized upon shipment when the performance obligation is completed. The Company also charges independent distributors to attend certain events that it holds. Tickets to events are sold as standalone items or included within packs. For event tickets sold in packs, the Company allocates a portion of the transaction price to the ticket on a relative standalone selling price basis. Any discounts are accounted for as a direct reduction to the transaction price. Fee revenue associated with ticket sales is recorded in the month that the event is held, which is when the Company has performed its obligations under the contract. Estimated returns are recorded when product is shipped. Subject to some exceptions based on local regulations, the Company’s return policy is to provide a full refund for product returned within 30 days. After 30 days of purchase, only unopened product that is in a resalable and restockable condition may be returned within twelve months of purchase and shall receive a 100% refund, less a 10% handling and restocking fee and any shipping and handling costs. The Company establishes a refund liability reserve, and an asset reserve for its right to recover products, based on historical experience. The returns asset reserve and returns liability reserve are evaluated on a quarterly basis.Shipping and Handling Shipping and handling costs associated with inbound freight and freight out to customers and independent distributors are included in cost of sales. Shipping and handling fees charged to customers and independent distributors are included in revenue.
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Research and Development Costs | Research and Development CostsThe Company expenses all costs related to research and development activities, as incurred. |
Leases | Leases The Company accounts for leases in accordance with Accounting Standards Codification ("ASC") 842. The Company reviews all contracts and determines if the arrangement is or contains a lease, at inception. Operating leases are included in right-of-use (“ROU”) assets, current lease liabilities and long-term lease liabilities on the condensed consolidated balance sheets. The Company does not have any finance leases. Operating lease ROU assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. ROU assets and lease liabilities are recognized at the lease commencement date based on the estimated present value of lease payments over the lease term. The Company uses its estimated incremental borrowing rate based on the information available at commencement date in determining the present value of future payments. The operating lease ROU asset also includes any upfront lease payments made and excludes lease incentives and initial direct costs incurred. The Company’s lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. Lease expense for minimum lease payments is recognized on a straight-line basis over the lease term. Leases with a term of 12 months or less are not recorded on the balance sheet. The Company’s lease agreements do not contain any residual value guarantees. Changes in the Company's strategies have resulted in operation modifications in certain Asia/Pacific markets resulting in the closure of showrooms and changes to selling models. As of December 31, 2022, the Company abandoned the ROU assets related to the Hong Kong and Singapore showroom leases. These leases were to terminate in August and September 2023, respectively. However, the Company reached agreements with each of the landlords to modify the termination date to February 2023. The remaining lease liability for these showrooms is $34,000 as of December 31, 2022. Total expenses related to the abandonment of the ROU assets and costs associated with the change in operations in these markets for the three and six months ended December 31, 2022 is $0.4 million and is included in selling, general, and administrative expenses.
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Stock-Based Compensation | Stock-Based Compensation The Company recognizes stock-based compensation by measuring the cost of services to be rendered based on the grant date fair value of the equity award. The Company recognizes stock-based compensation, net of any estimated forfeitures, over the period an employee is required to provide service in exchange for the award, generally referred to as the requisite service period. For awards with market-based performance conditions, the cost of the awards is recognized as the requisite service is rendered by employees, regardless of when, if ever, the market-based performance conditions are satisfied. The Black-Scholes option pricing model is used to estimate the fair value of stock options and options under the Company's 2019 Employee Stock Purchase Plan. The determination of the fair value of options is affected by the Company's stock price and a number of assumptions, including expected volatility, expected life, risk-free interest rate and expected dividends. The Company uses historical data for estimating the expected volatility and expected life of stock options required in the Black-Scholes model. The risk-free interest rate assumption is based on observed interest rates appropriate for the expected terms of the stock options. The fair value of restricted stock grants is based on the closing market price of the Company's stock on the date of grant less the Company's expected dividend yield. The Company recognizes compensation costs for awards with performance conditions when it concludes it is probable that the performance conditions will be achieved. The Company reassesses the probability of vesting at each balance sheet date and adjusts compensation costs accordingly.
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Income Taxes | Income Taxes Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carry-forwards. Deferred tax assets and liabilities are measured using statutory tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled, updated as needed for changes in corporate tax rates. The effect on deferred tax assets and liabilities from a change in tax rates is recognized in income in the period that includes the effective date of the change. The Company recognizes tax liabilities or benefits from an uncertain position only if it is more likely than not that the position will be sustained upon examination by taxing authorities based on the technical merits of the issue. The amount recognized would be the largest liability or benefit that the Company believes has greater than a 50% likelihood of being realized upon settlement.
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Income Per Share | Income Per Share Basic (loss) income per common share is computed by dividing the net (loss) income by the weighted-average number of common shares outstanding during the period, less unvested restricted stock awards. Diluted (loss) income per common share is computed by dividing net (loss) income by the weighted-average common shares and potentially dilutive common share equivalents using the treasury stock method.
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Segment Information | Segment Information The Company operates in a single operating segment by selling products directly to customers and through an international network of independent distributors that operates in an integrated manner from market to market. Commissions and incentives expenses are the Company’s largest expense comprised of the commissions paid to its independent distributors. The Company manages its business primarily by managing its international network of independent distributors. The Company disaggregates revenue in two geographic regions: the Americas region and the Asia/Pacific & Europe region.
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Summary of Significant Accounting Policies (Tables) |
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Accounting Policies [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Components of Inventory | As of December 31, 2022 and June 30, 2022, inventory consisted of (in thousands):
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Schedule of Computation of Net (Loss) Income Per Share | The following is a reconciliation of net (loss) income per share and the weighted-average common shares outstanding for purposes of computing basic and diluted net income per share (in thousands, except per share amounts):
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Schedule of Revenue Disaggregated by Geographic Regions | The following table presents the Company's revenue disaggregated by these two geographic regions (in thousands):
Additional information as to the Company’s revenue from operations in the most significant geographical areas is set forth below (in thousands):
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Schedule of Long-lived Assets by Geographic Areas | The following table presents the Company's long-lived assets for its most significant geographic markets (in thousands):
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Leases (Tables) |
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Leases [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Lease, Cost | Supplemental cash flow information related to operating leases was as follows (in thousands):
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Schedule of Maturity of Lease Liabilities | Maturity of lease liabilities at December 31, 2022 are as follows (in thousands):
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Summary of Significant Accounting Policies - Components of Inventory (Details) - USD ($) $ in Thousands |
Dec. 31, 2022 |
Jun. 30, 2022 |
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Inventory Disclosure [Abstract] | ||
Finished goods | $ 16,447 | $ 12,674 |
Raw materials | 3,988 | 3,798 |
Total inventory | $ 20,435 | $ 16,472 |
Finished goods, percent of inventory (in percentage) | 80.50% | 76.90% |
Raw materials, percent of inventory (in percentage) | 19.50% | 23.10% |
Percent of total inventory (in percentage) | 100.00% | 100.00% |
Summary of Significant Accounting Policies - Summary of Computation of Net (Loss) Income Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands |
3 Months Ended | 6 Months Ended | ||||
---|---|---|---|---|---|---|
Dec. 31, 2022 |
Sep. 30, 2022 |
Dec. 31, 2021 |
Sep. 30, 2021 |
Dec. 31, 2022 |
Dec. 31, 2021 |
|
Numerator: | ||||||
Net (loss) income | $ (1,058) | $ 610 | $ 79 | $ 3,316 | $ (448) | $ 3,395 |
Denominator: | ||||||
Basic weighted-average common shares outstanding (in shares) | 12,543 | 13,195 | 12,500 | 13,294 | ||
Effect of dilutive securities: | ||||||
Stock awards and options (in shares) | 0 | 90 | 0 | 65 | ||
Diluted weighted-average common shares outstanding (in shares) | 12,543 | 13,285 | 12,500 | 13,359 | ||
Net income per share, basic (in USD per share) | $ (0.08) | $ 0.01 | $ (0.04) | $ 0.26 | ||
Net income per share, diluted (in USD per share) | $ (0.08) | $ 0.01 | $ (0.04) | $ 0.25 |
Summary of Significant Accounting Policies - Segment Information (Details) - USD ($) $ in Thousands |
3 Months Ended | 6 Months Ended | |||
---|---|---|---|---|---|
Dec. 31, 2022 |
Dec. 31, 2021 |
Dec. 31, 2022 |
Dec. 31, 2021 |
Jun. 30, 2022 |
|
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Revenue, net | $ 53,662 | $ 52,189 | $ 105,436 | $ 105,414 | |
Americas | |||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Revenue, net | 39,705 | 34,708 | 76,074 | 71,157 | |
Asia/Pacific & Europe | |||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Revenue, net | 13,957 | 17,481 | 29,362 | 34,257 | |
United States | |||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Revenue, net | 37,972 | 32,897 | 72,630 | 67,195 | |
Long-lived assets | 20,632 | 20,632 | $ 19,790 | ||
Japan | |||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Revenue, net | 7,365 | $ 9,991 | 15,533 | $ 19,834 | |
Long-lived assets | $ 1,480 | $ 1,480 | $ 1,869 |
Gig Economy Group Investment (Details) - USD ($) |
Dec. 16, 2019 |
May 31, 2019 |
Jun. 30, 2022 |
---|---|---|---|
Related Party Transaction [Line Items] | |||
Equity securities held without readily determinable value | $ 2,200,000 | ||
GEG | |||
Related Party Transaction [Line Items] | |||
Notes receivable, related party, maximum commitment | $ 2,000,000 | ||
Debt conversion, original debt, interest rate of debt (as a percent) | 8.00% | ||
GEG | Common Stock | |||
Related Party Transaction [Line Items] | |||
Debt conversion, converted instrument, shares issued (in shares) | 1,000,000 | ||
Debt conversion, converted instrument, amount | $ 0 |
Leases - Narrative (Details) - USD ($) $ in Millions |
3 Months Ended | 6 Months Ended | ||
---|---|---|---|---|
Dec. 31, 2022 |
Dec. 31, 2021 |
Dec. 31, 2022 |
Dec. 31, 2021 |
|
Lessee, Lease, Description [Line Items] | ||||
Weighted average remaining lease term | 8 years 5 months 8 days | 8 years 5 months 8 days | ||
Weighted average discount rate (as a percent) | 3.25% | 3.25% | ||
Operating lease expense | $ 0.8 | $ 0.8 | $ 1.5 | $ 1.6 |
Minimum | ||||
Lessee, Lease, Description [Line Items] | ||||
Lease term | 1 year | 1 year | ||
Maximum | ||||
Lessee, Lease, Description [Line Items] | ||||
Lease term | 9 years | 9 years |
Leases - Schedule of Lease, Cost (Details) - USD ($) $ in Thousands |
3 Months Ended | 6 Months Ended | ||
---|---|---|---|---|
Dec. 31, 2022 |
Dec. 31, 2021 |
Dec. 31, 2022 |
Dec. 31, 2021 |
|
Leases [Abstract] | ||||
Operating cash outflows from operating leases | $ 755 | $ 524 | $ 1,506 | $ 1,054 |
Leases - Schedule of Maturity of Lease Liabilities (Details) $ in Thousands |
Dec. 31, 2022
USD ($)
|
---|---|
Leases [Abstract] | |
2023 (remaining six months ending June 30, 2023) | $ 1,404 |
2024 | 1,926 |
2025 | 1,606 |
2026 | 1,646 |
2027 | 1,687 |
Thereafter | 8,123 |
Total | 16,392 |
Less: imputed interest | (2,100) |
Present value of lease liabilities | $ 14,292 |
Stockholders' Equity (Details) - USD ($) $ / shares in Units, shares in Thousands |
1 Months Ended | 3 Months Ended | 6 Months Ended | |||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|
Dec. 15, 2022 |
Sep. 15, 2022 |
Nov. 30, 2022 |
Aug. 31, 2022 |
Dec. 31, 2022 |
Dec. 31, 2021 |
Dec. 31, 2022 |
Dec. 31, 2021 |
Feb. 17, 2022 |
Aug. 27, 2020 |
Feb. 01, 2019 |
Nov. 27, 2017 |
|
Class of Stock [Line Items] | ||||||||||||
Repurchase common stock amount authorized (up to) | $ 60,000,000 | $ 35,000,000 | $ 15,000,000 | $ 5,000,000 | ||||||||
Stock repurchase program shares repurchased (in shares) | 0 | 500 | 0 | 900 | ||||||||
Repurchase of company stock | $ 3,200,000 | $ 0 | $ 6,646,000 | |||||||||
Remaining authorized repurchase amount | $ 27,700,000 | 27,700,000 | ||||||||||
Cash dividend, common stock declared (in dollars per share) | $ 0.03 | $ 0.03 | ||||||||||
Dividends, common stock, cash | $ 400,000 | $ 800,000 | ||||||||||
Cash dividend paid (in dollars per share) | $ 0.03 | $ 0.03 | $ 0.03 | $ 0.06 | ||||||||
Common Stock | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Shares issued under equity award plan (in shares) | 200 | 100 | 200 | 100 | ||||||||
Exercise of options (in shares) | 0 | 0 | 0 | 30 | ||||||||
Shares canceled or surrendered as payment of tax withholding (in shares) | 5 | 5 | 22 | 24 |
Commitment and Contingencies (Details) |
Dec. 05, 2019
claim
|
---|---|
Commitments and Contingencies Disclosure [Abstract] | |
Claims dismissed | 3 |
Pending claims | 4 |
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