BUSINESS ACQUISITION

6 Months Ended

Dec. 31, 2022

Business Combination and Asset Acquisition [Abstract]

BUSINESS ACQUISITION

2. BUSINESS ACQUISITION

On October 4, 2021, the Company acquired substantially all of the assets of Lighthouse Imaging, LLC, of Windham, Maine, a medical optics and digital imaging business operating as a designer and manufacturer of advanced optical imaging systems and accessories with a strong expertise in electrical engineering and development of end-to-end medical visualization devices. The actual results of operations of the Lighthouse division are included in the accompanying consolidated financial statements as of, and for the three and six months ended, December 31, 2022, and for the three months ended December 31, 2021.

The purchase price for Lighthouse Imaging included $1,500,000 as potential earn-out consideration over the subsequent two year period, contingent on the Lighthouse division meeting specified annual gross profit targets. The Lighthouse division did not meet the target for the first $750,000 portion of the earn-out, and the contingent liability associated with that portion was reversed and recognized as other income in the fiscal quarter ended June 30, 2022. The second $750,000 portion of the earn-out contingent liability will be paid if the target level of gross profit is earned by the Lighthouse division for the period from October 1, 2022 through September 30, 2023.

Consolidated unaudited actual and pro forma results of operations for the Company are presented below assuming that the acquisition of the Lighthouse division had occurred on July 1, 2021. Pro forma operating results include net adjustments resulting from the acquisition transaction during the three months ended September 30, 2021.

	Three Months Ended December 31,					Six Months Ended December 31,
	2022		2021			2022		2021
	(Actual)		(Actual)			(Actual)		(Pro Forma)
Revenues	$	5,886,961	$	3,897,041		$	10,972,262	$	7,677,722
Net income (loss)		634,420		(507,013	)		560,909		(1,026,519	)
Net income (loss) per share:
Basic	$	0.11	$	(0.09	)	$	0.10	$	(0.18	)
Fully diluted	$	0.11	$	(0.09	)	$	0.09	$	(0.18	)

Pro forma financial information is not necessarily indicative of the Company’s actual results of operations if the acquisition had been completed at the date indicated, nor is it necessarily an indication of future operating results. Amounts do not include any operating efficiencies or cost saving that the Company believes may be achievable.