ITEM 1 – FINANCIAL STATEMENTS
LIFELOC TECHNOLOGIES, INC.
Condensed Balance Sheets
| |
| | | |
| | |
| |
| | |
| |
ASSETS |
| |
September 30, | | |
December 31, | |
| |
2022 | | |
2021 | |
CURRENT ASSETS: | |
(Unaudited) | | |
| |
Cash | |
$ | 2,124,531 | | |
$ | 2,571,668 | |
Accounts receivable, net | |
| 658,322 | | |
| 562,092 | |
Inventories, net | |
| 2,694,957 | | |
| 2,668,789 | |
Prepaid expenses and other | |
| 115,938 | | |
| 56,897 | |
Total current assets | |
| 5,593,748 | | |
| 5,859,446 | |
| |
| | | |
| | |
PROPERTY AND EQUIPMENT, at cost: | |
| | | |
| | |
Land | |
| 317,932 | | |
| 317,932 | |
Building | |
| 1,928,795 | | |
| 1,928,795 | |
Real-time Alcohol Detection And Recognition equipment and software | |
| 569,448 | | |
| 569,448 | |
Production equipment, software and space modifications | |
| 1,149,855 | | |
| 958,785 | |
Training courses | |
| 432,375 | | |
| 432,375 | |
Office equipment, software and space modifications | |
| 216,618 | | |
| 216,618 | |
Sales and marketing equipment and space modifications | |
| 226,356 | | |
| 226,356 | |
Research and development equipment, software and space modifications | |
| 467,485 | | |
| 456,685 | |
Less accumulated depreciation | |
| (2,898,763 | ) | |
| (2,518,966 | ) |
Total property and equipment, net | |
| 2,410,101 | | |
| 2,588,028 | |
| |
| | | |
| | |
OTHER ASSETS: | |
| | | |
| | |
Patents, net | |
| 80,591 | | |
| 134,428 | |
Deposits and other | |
| 500 | | |
| 163,480 | |
Deferred taxes | |
| 345,228 | | |
| 204,449 | |
Total other assets | |
| 426,319 | | |
| 502,357 | |
Total assets | |
$ | 8,430,168 | | |
$ | 8,949,831 | |
| |
| | | |
| | |
LIABILITIES AND STOCKHOLDERS' EQUITY | |
CURRENT LIABILITIES: | |
| | | |
| | |
Accounts payable | |
$ | 442,855 | | |
$ | 445,985 | |
Term loan payable, current portion | |
| 49,645 | | |
| 48,513 | |
Customer deposits | |
| 180,560 | | |
| 170,952 | |
Accrued expenses | |
| 234,613 | | |
| 298,530 | |
Deferred revenue, current portion | |
| 58,173 | | |
| 71,604 | |
Reserve for warranty expense | |
| 46,500 | | |
| 46,500 | |
Total current liabilities | |
| 1,012,346 | | |
| 1,082,084 | |
| |
| | | |
| | |
TERM LOAN PAYABLE, net of current portion and debt issuance costs | |
| 1,231,790 | | |
| 1,267,551 | |
DEFERRED REVENUE, net of current portion | |
| 8,074 | | |
| 6,430 | |
Total liabilities | |
| 2,252,210 | | |
| 2,356,065 | |
| |
| | | |
| | |
COMMITMENTS AND CONTINGENCIES | |
| | | |
| | |
| |
| | | |
| | |
STOCKHOLDERS' EQUITY: | |
| | | |
| | |
| |
| | | |
| | |
Common stock, no
par value; 50,000,000
shares authorized, 2,454,116
shares outstanding | |
| 4,668,014 | | |
| 4,650,812 | |
Retained earnings | |
| 1,509,944 | | |
| 1,942,954 | |
Total stockholders' equity | |
| 6,177,958 | | |
| 6,593,766 | |
| |
| | | |
| | |
Total liabilities and stockholders' equity | |
$ | 8,430,168 | | |
$ | 8,949,831 | |
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| | | |
| | |
See accompanying notes
LIFELOC
TECHNOLOGIES, INC.
Condensed
Statements of Income (Unaudited)
| |
| | | |
| | |
| |
Three Months Ended September 30, | |
REVENUES: | |
2022 | | |
2021 | |
Product sales | |
$ | 2,007,652 | | |
$ | 1,855,308 | |
Royalties | |
| 1,225 | | |
| 9,941 | |
Rental income | |
| 22,989 | | |
| 22,239 | |
Total | |
| 2,031,866 | | |
| 1,887,488 | |
| |
| | | |
| | |
COST OF SALES | |
| 1,263,951 | | |
| 953,437 | |
| |
| | | |
| | |
GROSS PROFIT | |
| 767,915 | | |
| 934,051 | |
| |
| | | |
| | |
OPERATING EXPENSES: | |
| | | |
| | |
Research and development | |
| 313,092 | | |
| 299,653 | |
Sales and marketing | |
| 268,515 | | |
| 306,664 | |
General and administrative | |
| 296,806 | | |
| 245,970 | |
Total | |
| 878,413 | | |
| 852,287 | |
| |
| | | |
| | |
OPERATING INCOME (LOSS) | |
| (110,498 | ) | |
| 81,764 | |
| |
| | | |
| | |
OTHER INCOME (EXPENSE): | |
| | | |
| | |
Forgiveness of Paycheck Protection loan | |
| — | | |
| 471,347 | |
Interest income | |
| 4,508 | | |
| 1,347 | |
Interest expense | |
| (10,724 | ) | |
| (13,568 | ) |
Total | |
| (6,216 | ) | |
| 459,126 | |
| |
| | | |
| | |
NET INCOME (LOSS) BEFORE PROVISION FOR TAXES | |
| (116,714 | ) | |
| 540,890 | |
| |
| | | |
| | |
BENEFIT FROM (PROVISION FOR) FEDERAL AND STATE INCOME TAXES | |
| 29,742 | | |
| (18,230 | ) |
| |
| | | |
| | |
NET INCOME (LOSS) | |
$ | (86,972 | ) | |
$ | 522,660 | |
| |
| | | |
| | |
NET INCOME (LOSS) PER SHARE, BASIC | |
$ | (0.04 | ) | |
$ | 0.21 | |
| |
| | | |
| | |
NET INCOME (LOSS) PER SHARE, DILUTED | |
$ | (0.04 | ) | |
$ | 0.21 | |
| |
| | | |
| | |
WEIGHTED AVERAGE SHARES, BASIC | |
| 2,454,116 | | |
| 2,454,116 | |
| |
| | | |
| | |
WEIGHTED AVERAGE SHARES, DILUTED | |
| 2,454,116 | | |
| 2,501,034 | |
| |
| | | |
| | |
See accompanying notes
LIFELOC TECHNOLOGIES,
INC.
Condensed Statements
of Income (Unaudited)
| |
| | | |
| | |
| |
Nine Months Ended September 30, | |
REVENUES: | |
2022 | | |
2021 | |
Product sales | |
$ | 6,264,222 | | |
$ | 5,304,800 | |
Royalties | |
| 40,437 | | |
| 56,157 | |
Rental income | |
| 67,867 | | |
| 65,710 | |
Total | |
| 6,372,526 | | |
| 5,426,667 | |
| |
| | | |
| | |
COST OF SALES | |
| 4,099,087 | | |
| 3,063,321 | |
| |
| | | |
| | |
GROSS PROFIT | |
| 2,273,439 | | |
| 2,363,346 | |
| |
| | | |
| | |
OPERATING EXPENSES: | |
| | | |
| | |
Research and development | |
| 1,056,026 | | |
| 873,498 | |
Sales and marketing | |
| 821,821 | | |
| 751,266 | |
General and administrative | |
| 943,060 | | |
| 852,998 | |
Total | |
| 2,820,907 | | |
| 2,477,762 | |
| |
| | | |
| | |
OPERATING INCOME (LOSS) | |
| (547,468 | ) | |
| (114,416 | ) |
| |
| | | |
| | |
OTHER INCOME (EXPENSE): | |
| | | |
| | |
Forgiveness of Paycheck Protection loan | |
| — | | |
| 936,444 | |
Interest income | |
| 6,130 | | |
| 2,659 | |
Interest expense | |
| (32,451 | ) | |
| (40,629 | ) |
Total | |
| (26,321 | ) | |
| 898,474 | |
| |
| | | |
| | |
NET INCOME (LOSS) BEFORE PROVISION FOR TAXES | |
| (573,789 | ) | |
| 784,058 | |
| |
| | | |
| | |
BENEFIT FROM (PROVISION FOR) FEDERAL AND STATE INCOME TAXES | |
| 140,779 | | |
| 32,361 | |
| |
| | | |
| | |
NET INCOME (LOSS) | |
$ | (433,010 | ) | |
$ | 816,419 | |
| |
| | | |
| | |
NET INCOME (LOSS) PER SHARE, BASIC | |
$ | (0.18 | ) | |
$ | 0.33 | |
| |
| | | |
| | |
NET INCOME (LOSS) PER SHARE, DILUTED | |
$ | (0.18 | ) | |
$ | 0.33 | |
| |
| | | |
| | |
WEIGHTED AVERAGE SHARES, BASIC | |
| 2,454,116 | | |
| 2,454,116 | |
| |
| | | |
| | |
WEIGHTED AVERAGE SHARES, DILUTED | |
| 2,454,116 | | |
| 2,493,492 | |
| |
| | | |
| | |
See accompanying notes
Lifeloc Technologies, Inc.
Condensed Statements of Stockholders' Equity (Unaudited)
| |
| | | |
| | | |
| | | |
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| |
| | |
| | |
| | |
| |
| |
Three Months Ended September 30, | | |
Nine Months Ended September 30, | |
| |
2022 | | |
2021 | | |
2022 | | |
2021 | |
Total stockholders' equity, beginning balances | |
$ | 6,264,930 | | |
$ | 6,211,558 | | |
$ | 6,593,766 | | |
$ | 5,900,642 | |
| |
| | | |
| | | |
| | | |
| | |
Common stock (no shares issued during periods): | |
| | | |
| | | |
| | | |
| | |
Beginning balances | |
| 4,668,014 | | |
| 4,650,812 | | |
| 4,650,812 | | |
| 4,633,655 | |
| |
| | | |
| | | |
| | | |
| | |
Stock based
compensation expense related to stock options | |
| — | | |
| — | | |
| 17,202 | | |
| 17,157 | |
Ending balances | |
| 4,668,014 | | |
| 4,650,812 | | |
| 4,668,014 | | |
| 4,650,812 | |
| |
| | | |
| | | |
| | | |
| | |
Retained earnings: | |
| | | |
| | | |
| | | |
| | |
Beginning balances | |
| 1,596,916 | | |
| 1,560,746 | | |
| 1,942,954 | | |
| 1,266,987 | |
Net income (loss) | |
| (86,972 | ) | |
| 522,660 | | |
| (433,010 | ) | |
| 816,419 | |
Ending balances | |
| 1,509,944 | | |
| 2,083,406 | | |
| 1,509,944 | | |
| 2,083,406 | |
| |
| | | |
| | | |
| | | |
| | |
Beginning balances | |
| 6,264,930 | | |
| 6,211,558 | | |
| 6,593,766 | | |
| 5,900,642 | |
Net income (loss) | |
| (86,972) | | |
| 522,660 | | |
| (433,010) | | |
| 816,419 | |
Total stockholders' equity, ending balances | |
$ | 6,177,958 | | |
$ | 6,734,218 | | |
$ | 6,177,958 | | |
$ | 6,734,218 | |
| |
| | | |
| | | |
| | | |
| | |
See accompanying notes
LIFELOC TECHNOLOGIES, INC.
Condensed Statements of Cash Flows (Unaudited)
| |
| | | |
| | |
| |
Nine Months Ended September 30, | |
CASH FLOWS FROM OPERATING ACTIVITIES: | |
2022 | | |
2021 | |
Net income (loss) | |
$ | (433,010 | ) | |
$ | 816,419 | |
| |
| | | |
| | |
Adjustments to reconcile net income
to net cash provided from (used in) operating activities- | |
| | | |
| | |
Forgiveness of Paycheck Protection loans | |
| — | | |
| (936,444 | ) |
Depreciation and amortization | |
| 438,549 | | |
| 206,222 | |
Provision for doubtful accounts, net change | |
| — | | |
| (49,000 | ) |
Provision for inventory obsolescence, net change | |
| 154,367 | | |
| (5,000 | ) |
Deferred taxes, net change | |
| (140,779 | ) | |
| 12,927 | |
Stock based compensation expense related to stock options | |
| 17,202 | | |
| 17,157 | |
Changes in operating assets and liabilities- | |
| | | |
| | |
Accounts receivable | |
| (96,230 | ) | |
| (27,465 | ) |
Inventories | |
| (180,535 | ) | |
| (82,991 | ) |
Income taxes receivable | |
| — | | |
| 175,369 | |
Prepaid expenses and other | |
| (59,041 | ) | |
| (11,430 | ) |
Deposits and other | |
| 162,980 | | |
| 1,318 | |
Accounts payable | |
| (3,130 | ) | |
| (103,279 | ) |
Customer deposits | |
| 9,608 | | |
| 3,080 | |
Accrued expenses | |
| (63,917 | ) | |
| (71,780 | ) |
Deferred revenue | |
| (11,787 | ) | |
| 6,458 | |
| |
| | | |
| | |
Net
cash provided from (used in) operating activities | |
| (205,723 | ) | |
| (48,439 | ) |
| |
| | | |
| | |
CASH FLOWS FROM (USED IN) INVESTING ACTIVITIES: | |
| | | |
| | |
Purchases of property and equipment | |
| (201,870 | ) | |
| (64,254 | ) |
Patent filing expense | |
| (1,687 | ) | |
| (661 | ) |
Net cash (used in) investing activities | |
| (203,557 | ) | |
| (64,915 | ) |
| |
| | | |
| | |
CASH FLOWS FROM (USED IN) FINANCING ACTIVITIES: | |
| | | |
| | |
Principal payments made on term loan | |
| (37,857 | ) | |
| (1,328,625 | ) |
Proceeds from refinancing term loan | |
| — | | |
| 1,350,000 | |
Cost of refinancing term loan | |
| — | | |
| (18,156 | ) |
Proceeds from Paycheck Protection loan (round 2) | |
| — | | |
| 471,347 | |
Net cash provided from (used in) financing activities | |
| (37,857 | ) | |
| 474,566 | |
| |
| | | |
| | |
NET INCREASE (DECREASE) IN CASH | |
| (447,137 | ) | |
| 361,212 | |
| |
| | | |
| | |
CASH, BEGINNING OF PERIOD | |
| 2,571,668 | | |
| 2,195,070 | |
| |
| | | |
| | |
CASH, END OF PERIOD | |
$ | 2,124,531 | | |
$ | 2,556,282 | |
| |
| | | |
| | |
SUPPLEMENTAL INFORMATION: | |
| | | |
| | |
Cash paid for interest | |
$ | 29,223 | | |
$ | 39,815 | |
| |
| | | |
| | |
Cash paid for income tax | |
$ | — | | |
$ | — | |
| |
| | | |
| | |
See accompanying notes
LIFEELOC TECHNOLOGIES, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
1. ORGANIZATION AND NATURE OF BUSINESS
Lifeloc Technologies, Inc. ("Lifeloc"
or the "Company") is a Colorado-based developer, manufacturer and marketer of portable hand-held and fixed station breathalyzers
and related accessories, supplies and education. We design, produce and sell fuel-cell based breath alcohol testing equipment. We
compete in all major segments of the breath alcohol testing instrument market, including law enforcement, workplace, corrections, original
equipment manufacturing ("OEM") and consumer markets. In addition, we offer a line of supplies, accessories, services, and training
to support customers' alcohol testing programs. We sell globally through distributors as well as directly to users.
We define our business as providing "near
and remote sensing" products and solutions. Today, the majority of our revenues are derived from products and services for alcohol
detection and measurement. We remain committed to growing our breath alcohol testing business. In the future, we anticipate the commercialization
of new sensing and measurement products that may allow Lifeloc to successfully expand our business into new growth areas where we do not
presently compete or where no satisfactory product solutions exist today.
Lifeloc incorporated in Colorado in December 1983. We
filed a registration statement on Form 10 with the Securities and Exchange Commission, which became effective on May 31, 2011. Our
fiscal year end is December 31. Our principal executive offices are located at 12441 West 49th Avenue, Unit 4, Wheat Ridge, Colorado
80033-3338. Our telephone number is (303) 431-9500. Our websites are www.lifeloc.com, www.lifeguardbreathtester.com,
and www.stsfirst.com. Information contained on our websites does not constitute part of this Form 10-Q.
2. SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES
Basis of Presentation. These
statements have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission ("SEC")
and accounting principles generally accepted in the United States ("GAAP") for interim financial information. They do
not include all information and notes required by GAAP for complete financial statements. However, except as disclosed herein, there
has been no material change in the information disclosed in the notes to financial statements included in Lifeloc's Annual Report on Form
10-K for the year ended December 31, 2021 as filed with the SEC. In the opinion of management, the accompanying unaudited financial
statements contain all adjustments, consisting of normal recurring accruals necessary for a fair presentation of the financial position
as of September 30, 2022 and December 31, 2021, and the results of operations for the quarters ended September 30, 2022 and September
30, 2021, and cash flows for the nine months ended September 30, 2022 and September 30, 2021. Operating results for the interim periods
presented are not necessarily indicative of the results that may be expected for a full year. The Company's 2021 Annual Report on
Form 10-K includes certain definitions and a summary of significant accounting policies and should be read in conjunction with this Form
10-Q.
Use of Estimates in the Preparation of
Financial Statements. The preparation of financial statements in conformity with accounting principles generally accepted in
the United States requires management to make estimates and assumptions. Such estimates and assumptions affect the reported amounts of
assets and liabilities as well as disclosure of contingent assets and liabilities at the date of the financial statements and the reported
amounts of sales and expense during the reporting period. Actual results could differ from those estimates.
Fair Value Measurement. Accounting
Standards Codification ("ASC") Topic 820, Fair Value Measurements and Disclosures ("ASC 820"), provides a comprehensive
framework for measuring fair value and expands disclosures which are required about fair value measurements. Specifically, ASC 820 sets
forth a definition of fair value and establishes a hierarchy prioritizing the inputs to valuation techniques, giving the highest priority
to quoted prices in active markets for identical assets and liabilities and the lowest priority to unobservable value inputs. ASC 820
defines the hierarchy as follows:
Level 1 - Quoted prices are available in
active markets for identical assets or liabilities as of the reported date. The types of assets and liabilities included in Level 1 are
highly liquid and actively traded instruments with quoted prices, such as equity securities listed on the New York Stock Exchange.
Level 2 - Pricing inputs are other than quoted
prices in active markets, but are either directly or indirectly observable as of the reported date. The types of assets and liabilities
in Level 2 are typically either comparable to actively traded securities or contracts or priced with models using highly observable inputs.
Level 3 - Significant inputs to pricing that are
unobservable as of the reporting date. The types of assets and liabilities included in Level 3 are those with inputs requiring significant
management judgment or estimation, such as complex and subjective models and forecasts used to determine the fair value of financial transmission
rights.
Inventories. Inventories are
stated at the lower of cost (first-in, first-out basis) or net realizable value. We reduce inventory for estimated obsolete or unmarketable
inventory equal to the difference between the cost of inventory and the estimated market value based upon assumptions about future demand
and market conditions. If actual market conditions are less favorable than those projected by management, additional inventory write-downs
may be required. At September 30, 2022 and December 31, 2021, inventory consisted of the following:
Schedule of Inventories | |
| | | |
| | |
| |
2022 | | |
2021 | |
Raw materials & deposits | |
$ | 2,400,590 | | |
$ | 2,179,332 | |
Work-in-process | |
| 44,497 | | |
| 84,963 | |
Finished goods | |
| 559,237 | | |
| 559,494 | |
Total gross inventories | |
| 3,004,324 | | |
| 2,823,789 | |
Less reserve for obsolescence | |
| (309,367 | ) | |
| (155,000 | ) |
Total net inventories | |
$ | 2,694,957 | | |
$ | 2,668,789 | |
Income Taxes. We account
for income taxes under the provisions of ASC Topic 740, Accounting for Income Taxes ("ASC 740"). We have determined an
estimated annual effective tax rate. The rate will be revised, if necessary, as of the end of each successive interim period
during our fiscal year to our best current estimate.
The estimated annual effective tax rate is
applied to the year-to-date ordinary income (loss) at the end of the interim period.
ASC 740 prescribes a recognition threshold
and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a
tax return. This pronouncement also provides guidance on derecognition, classification, interest and penalties, accounting
in interim periods, disclosure, and transition.
Revenue Recognition. In May
2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update (“ASU”) 2014-09, Revenue
from Contracts with Customers (Topic 606). This ASU is a comprehensive new revenue recognition model that requires a company to recognize
revenue to depict the transfer of goods or services to a customer at an amount that reflects the consideration it expects to receive in
exchange for those goods or services. We adopted this ASU on January 1, 2018 retrospectively, with the cumulative effect of initial
application (which was zero) recognized in retained earnings on that date.
Revenue from product sales and supplies is
generally recorded when we ship the product and title has passed to the customer, provided that we have evidence of a customer arrangement
and can conclude that collection is probable. The prices at which we sell our products are fixed and determinable at the time
we accept a customer's order. We recognize revenue from sales to stocking distributors when there is no right of return, other than for
normal warranty claims, and generally have no ongoing obligations related to product sales, except for normal warranty.
The sales of licenses to our training courses
are recognized as revenue at the time of sale. Training and certification revenues are recognized at the time the training and certification occurs.
Data recording revenue is recognized based on each day’s usage of enrolled devices.
Revenues arising from extended warranty contracts
are booked as sales over their life on a straight-line basis. We have discontinued arranging for customer financing and leasing through
unrelated third parties and instead are providing for customer financing and leasing ourselves, which we recognize as revenue over the
applicable lease term. Occasionally, we rent used equipment to customers, and in those cases, we recognize the revenues as
they are earned over the life of the contract.
Royalty income is recognized in accordance
with agreed upon terms, when performance obligations are satisfied, the amount is fixed or determinable and collectability is reasonably
assured.
Rental income from space leased to our tenants
is recognized in the month in which it is due, which approximates if it were recognized on a straight-line basis over the term of the
related lease.
On occasion we receive customer deposits
for future product orders and product developments. Customer deposits are initially recorded as a liability and recognized
as revenue when the product is shipped and title has passed to the customer, or when agreed milestones are met in the case of product
developments.
Topic 606 requires the disaggregation of
revenue into broad categories, which we have defined as shown below for the three months ended September 30, 2022 and September 30, 2021.
Schedule of Disaggregation of revenue | |
| | | |
| | |
| |
Three Months Ended September 30, | |
Product sales: | |
2022 | | |
2021 | |
Product sales and supplies | |
$ | 1,832,037 | | |
$ | 1,677,666 | |
Training, certification and data recording | |
| 159,052 | | |
| 164,158 | |
Service plans and equipment rental | |
| 16,563 | | |
| 13,484 | |
Products subtotal | |
| 2,007,652 | | |
| 1,855,308 | |
Royalties | |
| 1,225 | | |
| 9,941 | |
Building rentals | |
| 22,989 | | |
| 22,239 | |
Total revenues | |
$ | 2,031,866 | | |
$ | 1,887,488 | |
| |
Nine months Ended September 30, | |
Product sales: | |
2022 | | |
2021 | |
Product sales and supplies | |
$ | 5,720,479 | | |
$ | 4,794,804 | |
Training, certification and data recording | |
| 489,033 | | |
| 466,218 | |
Service plans and equipment rental | |
| 54,710 | | |
| 43,778 | |
Products subtotal | |
| 6,264,222 | | |
| 5,304,800 | |
Royalties | |
| 40,437 | | |
| 56,157 | |
Building rentals | |
| 67,867 | | |
| 65,710 | |
Total revenues | |
$ | 6,372,526 | | |
$ | 5,426,667 | |
Deferred Revenue. Deferred
revenues arise from service contracts and from development contracts. Revenues from service contracts are recognized on
a straight-line basis over the life of the contract, generally one year, and are included in product revenue in our statements of income. However,
there are occasions when they are written for longer terms up to four years. The revenues from that portion of the contract that
extend beyond one year are shown in our balance sheets as long term. Deferred revenues also result from progress payments received
on development contracts; those revenues are recognized when the contract is complete and are included in product revenue in our statements
of income. All development contracts are for less than one year and all deferred revenues from this source are shown in our
balance sheets as short term.
Recent Accounting Pronouncements. We
have reviewed all recently issued, but not yet effective, accounting pronouncements and do not expect them to have a material effect on
our financial statements.
Stock-Based Compensation. Stock-based
compensation is presented in accordance with the guidance of ASC Topic 718, Compensation – Stock Compensation ("ASC
718"). Under the provisions of ASC 718, companies are required to estimate the fair value of share-based payment awards
on the date of grant using an option-pricing model. The value of the portion of the award that is ultimately expected to vest
is recognized as expense over the requisite service periods in our statement of income.
ASC 718 requires companies to estimate the
fair value of share-based payment awards on the date of grant using an option-pricing model. The value of the portion of the award that
is ultimately expected to vest is recognized as expense over the requisite service periods in the accompanying statement of income.
Stock-based compensation expense recognized
during the period is based on the value of the portion of share-based payment awards that is ultimately expected to vest during the period. We
used the Black-Scholes option-pricing model to determine fair value. Our determination of fair value of share-based payment awards on
the date of grant using an option-pricing model is affected by our stock price as well as assumptions regarding a number of highly complex
and subjective variables. These variables include, but are not limited to our expected stock price volatility over the term of the awards,
and actual and projected employee stock option exercise behaviors. Although the fair value of employee stock options is determined in
accordance with ASC 718 using an option-pricing model, that value may not be indicative of the fair value observed in a willing buyer/willing
seller market transaction.
Stock-based compensation expense recognized under
ASC 718 for the three months ended September 30, 2022 and 2021 was $0 and $0 respectively, and for the nine months ended September 30,
2022 and 2021 it was $17,202 and $17,157 respectively. These amounts consist of stock-based compensation expenses from grants of employee
stock options which are allocated to General and Administrative Expense when incurred.
Segment Reporting. We have
concluded that we have two operating segments, including our primary business which is as a developer, manufacturer, lessor and marketer
of portable hand-held breathalyzers and related accessories, supplies, education, training and royalties from development contracts.
As a result of purchasing our building on October 31, 2014, we have a second business segment consisting of renting portions of our building
to existing tenants, whose leases expire at various times until June 30, 2023.
Wholly Owned Subsidiary
On June 1, 2022, we formed a wholly-owned
subsidiary, Probation Tracker, Inc., a Colorado corporation (“PTI”) and capitalized it with $61,353 in exchange for 613,530
shares of PTI common stock. PTI had no activity during the three months ended September 30, 2022. In August 2022, we filed a Form 10 with
the Securities and Exchange Commission in anticipation of distributing all of the 613,530 shares of common stock to our shareholders as
a stock dividend. In September, 2022, this Form 10 was withdrawn, and the plan to distribute the PTI shares was canceled. The $61,353
of cash was withdrawn and PTI was deactivated. We have entered into a consulting agreement with a third party to work on developing proof
of concept showing that R.A.D.A.R. 300 is feasible.
3. BASIC AND DILUTED
INCOME (LOSS) PER COMMON SHARE
We report both basic and diluted net income
(loss) per common share. Basic net income (loss) per common share is computed by dividing net income (loss) for the period
by the weighted average number of common shares outstanding for the period. Diluted net income (loss) per common share is computed
by dividing the net income (loss) for the period by the weighted average number of common and potential common shares outstanding during
the period if the effect of the potential common shares is dilutive. The shares used in the calculation of dilutive potential
common shares exclude options to purchase shares where the exercise price was greater than the average market price of common shares for
the period. The shares used in the calculation of dilutive potential common shares exclude options to purchase shares in loss periods
since they are anti-dilutive.
The following table presents the calculation
of basic and diluted net income (loss) per common share for three months ended September 30, 2022 and September 30, 2021:
Schedule of Calculation of basic and diluted net income per common share | |
| | | |
| | |
| |
Three Months Ended September 30, | |
| |
2022 | | |
2021 | |
Net income (loss) | |
$ | (86,972 | ) | |
$ | 522,660 | |
Weighted average shares-basic | |
| 2,454,116 | | |
| 2,454,116 | |
Effect of dilutive potential common shares | |
| — | | |
| 46,918 | |
Weighted average shares-diluted | |
| 2,454,116 | | |
| 2,501,034 | |
Net income (loss) per share-basic | |
$ | (0.04 | ) | |
$ | 0.21 | |
Net income (loss) per share-diluted | |
$ | (0.04 | ) | |
$ | 0.21 | |
Antidilutive employee stock options | |
| — | | |
| — | |
| |
| | | |
| | |
| |
Nine months Ended September 30, | |
| |
2022 | | |
2021 | |
Net income (loss) | |
$ | (433,010 | ) | |
$ | 816,419 | |
Weighted average shares-basic | |
| 2,454,116 | | |
| 2,454,116 | |
Effect of dilutive potential common shares | |
| — | | |
| 39,376 | |
Weighted average shares-diluted | |
| 2,454,116 | | |
| 2,493,492 | |
Net income (loss) per share-basic | |
$ | (0.18 | ) | |
$ | 0.33 | |
Net income (loss) per share-diluted | |
$ | (0.18 | ) | |
$ | 0.33 | |
Antidilutive employee stock options | |
| — | | |
| — | |
4. STOCKHOLDERS' EQUITY
The following table summarizes information
about employee stock options outstanding and exercisable at September 30, 2022:
|
Schedule of Stock options outstanding and exercisable |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
STOCK OPTIONS OUTSTANDING |
|
|
STOCK OPTIONS EXERCISABLE |
|
Range of Exercise Prices |
|
|
Number Outstanding |
|
|
Weighted Average Remaining Contractual Life (in Years) |
|
|
|
Weighted Average Exercise Price per Share |
|
|
Number Exercisable |
|
|
Weighted Average Exercise Price per Share |
|
|
$3.80 |
|
|
123,000 |
|
|
2.8 |
|
|
|
$3.80 |
|
|
123,000 |
|
|
$3.80 |
|
The exercise price of all options granted
through September 30, 2022 has been equal to or greater than the fair market value of the Company's common stock at the time the options
were issued. As of September 30, 2022, 20,300 options for our common stock remain available for grant under the 2013 Plan.
We granted 50,000 options to an officer in January of 2016, which
were to vest based on the achievement of certain performance conditions. In accordance with the terms of the grant, the number of
options was reduced to 25,000 on December 31, 2019, and further reduced to 0 on December 31, 2021 as vesting of these options was subject
to performance that was not achieved.
No options were granted during the three
months ended September 30, 2022. A total of 15,000 options were granted to two employees during the nine months ended September 30, 2022.
These options vested immediately upon granting.
A total of 20,500 options were granted during
the nine months ended September 30, 2021, 16,000 of which were granted to two officers and 4,500 of which were granted to two employees.
These options vested immediately upon granting.
No options were exercised during the nine
months ended September 30, 2022 or during the nine months ended September 30, 2021.
The total number of authorized shares of
common stock continues to be 50,000,000, with no change in the par value per share.
5. COMMITMENTS AND CONTINGENCIES
Mortgage Expense. We purchased our
facilities in Wheat Ridge, Colorado on October 31, 2014 for $1,949,139 and took out a term loan secured by a first-priority mortgage on
the property in the amount of $1,581,106 with Bank of America for a portion of the purchase price. This loan was paid on September
30, 2021 with proceeds from a new term loan, also secured by a first-priority mortgage on the property, in the principal amount of $1,350,000
which matures in September, 2031. Our minimum future principal payments on this term loan, by year, are as follows:
| Schedule of Minimum future lease payments | | |
| | |
| 2022 | | |
$ | 12,806 | |
| 2023 | | |
| 52,178 | |
| 2024 | | |
| 53,738 | |
| 2025 | | |
| 55,345 | |
| 2026 | | |
| 57,000 | |
| 2027 – 2031 | | |
| 1,068,641 | |
| Total | | |
| 1,299,708 | |
| Less financing cost | | |
| (18,273 | ) |
| Net term loan payable | | |
| 1,281,435 | |
| Less current portion | | |
| (49,645 | ) |
| Long term portion | | |
$ | 1,231,790 | |
| | | |
| | |
Employee Severance Benefits. Our obligation
with respect to employee severance benefits is minimized by the "at will" nature of the employee relationships. As
of September 30, 2022, we had no obligation with respect to contingent severance benefit obligations other than the Company's obligations
under the employment agreement with its chief executive officer, Dr. Wayne Willkomm. In the event that Dr. Willkomm's employment is terminated
by the Company without Cause (including through a decision by the Company not to renew the employment agreement) or by Dr. Willkomm with
Good Reason (as each are defined in the employment agreement), Dr. Willkomm will be eligible, upon satisfaction of certain conditions,
for severance equal to two months of salary continuation plus 12 months of health insurance continuation.
Contractual Commitments and Purchase Orders.
Contractual commitments under development agreements and outstanding purchase orders issued to vendors in the ordinary course of business
totaled $441,270 at September 30, 2022.
Regulatory Commitments. With respect
to our LifeGuard® product, we are subject to regulation by the United States Food and Drug Administration ("FDA"). The
FDA provides regulations governing the manufacture and sale of our LifeGuard® product, and we are subject to inspections by the FDA
to determine our compliance with these regulations. FDA inspections are conducted periodically at the discretion of the FDA. On
June 26, 2017, we were inspected by the FDA and no violations were issued. We are also subject to regulation by the DOT and by various
state departments of transportation so far as our other products are concerned. We believe that we are in substantial compliance
with all known applicable regulations.
6. LINE OF CREDIT AND PAYCHECK
PROTECTION LOAN
As part of the long-term financing of our
property purchased on October 31, 2014, we obtained a one-year $250,000 revolving line of credit facility with Bank of America, which
matured on October 31, 2015 and was extended to September 30, 2018. The agreement was amended to increase the amount of the line
to $750,000 and extend the maturity date to September 28, 2021. The revolving line of credit facility expired in accordance with
its terms and has not been renewed. There was no balance due on the line of credit as of September 30, 2021, when it matured.
The Coronavirus Aid, Relief, and Economic
Security (“CARES”) Act allocated $350 billion to help small businesses keep workers employed amid the pandemic and economic
downturn. Known as the Paycheck Protection Program (“PPP”), the initiative provides federally guaranteed loans to small businesses.
A portion or all of these loans may be forgiven if borrowers comply with certain PPP guidelines including spending the funds on authorized
expenses and maintaining their payrolls during the crisis or restore their payrolls afterward. On May 4, 2020, the Company received proceeds
of $465,097 from Bank of America under the PPP (the “PPP Loan”). The funds were used for certain qualifying expenses as described
in the CARES Act, and the loan was forgiven in its entirety in February, 2021. Proceeds of $471,347 were received from a second loan with
similar terms in February, 2021 and the funds were used for certain qualifying expenses as described in the CARES Act, and the loan was
forgiven in September, 2021. No interest on either loan has been recognized in our financial statements.
7. INCOME TAXES
The items accounting for the difference between
income taxes computed at the federal statutory rate and the provision for (benefit from) income taxes consists of the following:
Schedule of income tax reconciliation | |
| | | |
| | |
| |
Three Months Ended September 30, | |
| |
2022 | | |
2021 | |
Federal statutory rate | |
$ | (24,510 | ) | |
$ | 113,587 | |
Effect of: | |
| | | |
| | |
State taxes, net of federal tax benefit | |
| 5,255 | | |
| (3,407 | ) |
Other | |
| (10,487 | ) | |
| (91,950 | ) |
Total | |
$ | (29,742 | ) | |
$ | 18,230 | |
| |
| | | |
| | |
| |
Nine months Ended September 30, | |
| |
2022 | | |
2021 | |
Federal statutory rate | |
$ | (120,495 | ) | |
$ | 164,653 | |
Effect of: | |
| | | |
| | |
State taxes, net of federal tax benefit | |
| 25,224 | | |
| 6,070 | |
Other | |
| (45,508 | ) | |
| (203,084 | ) |
Total | |
$ | (140,779 | ) | |
$ | (32,361 | ) |
8. BUSINESS SEGMENTS
We currently have two business segments: (i)
the sale of physical products, including portable hand-held breathalyzers and related accessories, supplies, education, training ("Product
Sales"), and royalties from development contracts with OEM manufacturers ("Royalties" and, together with Product Sales,
the "Products" segment), and (ii) rental of a portion of our building (the "Rentals" segment). The accounting
policies of the segments are the same as those described in the summary of significant accounting policies in Note 2. Operating profits
for these segments exclude unallocated corporate items. Administrative and staff costs were commonly used by all business segments
and were indistinguishable.
The following sets forth information about
the operations of the business segments for the three months ended September 30, 2022 and 2021:
Schedule of Operations of business segments | |
| | | |
| | |
| |
2022 | | |
2021 | |
Product sales | |
$ | 2,007,652 | | |
$ | 1,855,308 | |
Royalties | |
| 1,225 | | |
| 9,941 | |
Products subtotal | |
| 2,008,877 | | |
| 1,865,249 | |
Rentals | |
| 22,989 | | |
| 22,239 | |
Total | |
$ | 2,031,866 | | |
$ | 1,887,488 | |
| |
| | | |
| | |
Gross profit: | |
| | | |
| | |
Product sales | |
$ | 775,122 | | |
$ | 914,458 | |
Royalties | |
| 1,225 | | |
| 9,941 | |
Products subtotal | |
| 776,347 | | |
| 924,399 | |
Rentals | |
| (8,432 | ) | |
| 9,652 | |
Total | |
$ | 767,915 | | |
$ | 934,051 | |
| |
| | | |
| | |
Interest expense: | |
| | | |
| | |
Product sales | |
$ | 7,344 | | |
$ | 8,914 | |
Royalties | |
| — | | |
| — | |
Products subtotal | |
| 7,344 | | |
| 8,914 | |
Rentals | |
| 3,380 | | |
| 4,654 | |
Total | |
$ | 10,724 | | |
$ | 13,568 | |
| |
| | | |
| | |
Net income (loss) before taxes: | |
| | | |
| | |
Product sales | |
$ | 117,474 | | |
$ | 525,951 | |
Royalties | |
| 12,572 | | |
| 9,941 | |
Products subtotal | |
| 104,902 | | |
| 535,892 | |
Rentals | |
| (11,812 | ) | |
| 4,998 | |
Total | |
$ | (116,714 | ) | |
$ | 540,890 | |
The following sets forth information about the operations of the business segments for the nine months ended September 30, 2022 and 2021.
| |
| | |
| |
| |
2022 | | |
2021 | |
Product sales | |
$ | 6,264,222 | | |
$ | 5,304,800 | |
Royalties | |
| 40,437 | | |
| 56,157 | |
Products subtotal | |
| 6,304,659 | | |
| 5,360,957 | |
Rentals | |
| 67,867 | | |
| 65,710 | |
Total | |
$ | 6,372,526 | | |
$ | 5,426,667 | |
| |
| | | |
| | |
Gross profit: | |
| | | |
| | |
Product sales | |
$ | 2,205,376 | | |
$ | 2,276,049 | |
Royalties | |
| 40,437 | | |
| 56,157 | |
Products subtotal | |
| 2,245,813 | | |
| 2,332,206 | |
Rentals | |
| 27,626 | | |
| 31,140 | |
Total | |
$ | 2,273,439 | | |
$ | 2,363,346 | |
| |
| | | |
| | |
Interest expense: | |
| | | |
| | |
Product sales | |
$ | 22,223 | | |
$ | 26,694 | |
Royalties | |
| — | | |
| — | |
Products subtotal | |
| 22,223 | | |
| 26,694 | |
Rentals | |
| 10,228 | | |
| 13,935 | |
Total | |
$ | 32,451 | | |
$ | 40,629 | |
| |
| | | |
| | |
Net income (loss) before taxes: | |
| | | |
| | |
Product sales | |
$ | (631,624 | ) | |
$ | 710,696 | |
Royalties | |
| 40,437 | | |
| 56,157 | |
Products subtotal | |
| (591,187 | ) | |
| 766,853 | |
Rentals | |
| 17,398 | | |
| 17,205 | |
Total | |
$ | (573,789 | ) | |
$ | 784,058 | |
| |
| | | |
| | |
There were
no intersegment revenues.
At September 30, 2022, $575,671 of our assets
were used in the Rentals segment, with the remainder, $7,854,497, used in the Products and unallocated segments.
9. SUBSEQUENT EVENTS
We evaluated all of our activity and concluded
that no subsequent events have occurred that would require recognition in our financial statements or disclosure in the notes to our financial
statements.
ITEM 2 – MANAGEMENT’S DISCUSSION
AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following is a discussion of our financial
condition and results of operations, and should be read in conjunction with our financial statements and the related notes included elsewhere
in this Form 10-Q. Certain statements contained in this section are not historical facts, including statements about our strategies
and expectations about new and existing products, market demand, acceptance of new and existing products, technologies and opportunities,
market and industry segment growth, and return on investments in products and markets. These statements are forward-looking
statements as defined in the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, and Section
21E of the Securities Exchange Act of 1934 (the “Exchange Act”), and we intend such forward-looking statements to be covered
by the safe harbor provisions for forward-looking statements contained in these statutes. You can identify forward-looking
statements by the use of forward-looking terminology such as “believes,” “expects,” “may,” “will,”
“should,” “seeks,” “intends,” “plans” or “anticipates” or the negative of
these words and phrases or similar words or phrases that are predictions of or indicate future events or trends and that do not relate
solely to historical matters. Such statements involve substantial risks and uncertainties that may cause actual results to
differ materially from those indicated by the forward-looking statements. All forward-looking statements in this section are
based on information available to us on the date of this document, and we assume no obligation to update such forward looking statements. Readers
of this Form 10-Q are strongly encouraged to review the section titled “Risk Factors” in our December 31, 2021 Form
10-K.
Overview
Lifeloc Technologies, Inc., a Colorado corporation
(“Lifeloc” or the “Company”), is a Colorado-based developer, manufacturer and marketer of portable hand-held
and fixed station breathalyzers and related accessories, supplies and education. We design, produce and sell fuel-cell based breath
alcohol testing equipment. We compete in all major segments of the portable breath alcohol testing instrument market, including
law enforcement, workplace, corrections, original equipment manufacturing (“OEM”) and consumer markets. In addition, we offer
a line of supplies, accessories, services, and training to support customers’ alcohol testing programs. We sell globally through
distributors as well as directly to users.
We define our business as providing “near
and remote sensing” products and solutions. Today, the majority of our revenues are derived from products and services for alcohol
detection and measurement. We remain committed to growing our breath alcohol testing business. In the future, we anticipate the commercialization
of new sensing and measurement products that may allow Lifeloc to successfully expand our business into new growth areas where we do not
presently compete or where no satisfactory product solutions exist today.
In addition, with the October 2014 purchase
of our corporate headquarters and certain adjacent property, we added a new reporting segment focused on the ownership and rental of real
property through existing commercial leases.
Lifeloc incorporated in Colorado in December 1983. We
filed a registration statement on Form 10 with the Securities and Exchange Commission, which became effective on May 31, 2011. Our
fiscal year end is December 31. Our principal executive offices are located at 12441 West 49th Avenue, Unit 4, Wheat
Ridge, Colorado 80033-3338. Our telephone number is (303) 431-9500. Our websites are www.lifeloc.com, www.stsfirst.com
and lifeguardbreathtester.com. Information contained on our websites does not constitute part of this Form 10-Q.
Principal Products and Services and Methods
of Distribution
Alcohol Breath Testers
In 1989, we introduced our first breath
alcohol tester, the PBA3000. Our Phoenix® Classic was completed and released for sale in 1998, superseding the PBA3000. In turn,
the Phoenix® Classic has been superseded by our FC Series and Workplace Series of portable breath alcohol testers, which are
discussed below. Neither the PBA3000 nor the Phoenix® Classic is actively sold today.
In 2001, we completed and released for sale
our new FC Series, designed specifically for domestic and international law enforcement and corrections markets. The portable breath alcohol
testers comprising our FC Series are currently being sold worldwide, having contributed to our growth since their introduction. The FC
Series is designed to meet the needs of domestic and international law enforcement for roadside drink/drive testing and alcohol offender
monitoring. The FC Series is approved by the U.S. Department of Transportation (“DOT”) as an evidential breath tester, making
it suitable for sale to state law enforcement agencies for preliminary roadside breath alcohol testing. The FC Series is routinely
updated with firmware, software and component improvements as they become available. It is readily adaptable to the specific
requirements and regulations of domestic and international markets.
In 2005 and 2006, we introduced two new models,
the EV30 and Phoenix® 6.0 Evidential Breath Tester (“Phoenix® 6.0”), which constitute our Workplace Series of testing
devices. Like their predecessor, the Phoenix® Classic, and our FC Series, these instruments are DOT approved. The DOT’s
specifications support the DOT’s workplace alcohol testing programs, including those applicable to workplace alcohol testing for
the federally regulated transportation industry. We also sell component parts used in alcohol testing devices, such as mouthpieces used
by our breathalyzers, as well as forms and labels used for record keeping, and calibration products for user re-calibration of our devices. We
offer optional service agreements on our equipment, re-calibration services, and spare parts, and we sell supporting instrument training
and user certification training to our workplace customers.
In 2006, we commenced selling breath alcohol
equipment components that we manufacture to other OEMs for inclusion as subassemblies or components in their breath alcohol testing devices.
In late 2009, Lifeloc released the LifeGuard®
Personal Breathalyzer (“LifeGuard®”), a personal alcohol breath tester that incorporates the same fuel-cell technology
used in our professional devices. Intended originally for the global consumer breathalyzer market, LifeGuard® has been discontinued.
In 2011 and 2012, Lifeloc introduced Bluetooth
wireless keyboard and printer communication options for our Phoenix® 6.0 along with a series of web based workplace training
courses. We believe these two product innovations have been key to our success and leadership in workplace breath testing.
In 2013, Lifeloc expanded our FC Series of
professional breath alcohol testers targeted at domestic and international law enforcement and corrections markets with the addition of
the FC5 Hornet (the “FC5”). The FC5 is a passive (no mouthpieces required) portable handheld alcohol screening device that
competes directly with passive alcohol screeners from our competitors in the education, law enforcement, workplace and corrections markets.
In 2013, we also introduced the Sentinel™
zero tolerance alcohol screening station, a fully automated wall mounted screening station for use in safety sensitive industries such
as oil and gas and mining. Both devices expand Lifeloc’s products for passive alcohol screening.
In the third quarter of 2014, we received
approval from DOT for our EASYCAL® automatic calibration station for use with our Phoenix ® 6.0 Evidential Breath Testers, and
we began shipments of the EASYCAL® to our law enforcement, corrections, workplace and international customers. The EASYCAL®
calibration station is a first of its kind device that automatically performs breath tester instrument calibration, calibration verification
and gas management. As compared to manual instrument calibration, the EASYCAL® reduces the opportunity for human error, saves
time and reduces operating costs. In May 2019, we received DOT approval on a second generation EASYCAL® with broader capabilities
called the EASYCAL® G2.
In October 2015, we expanded our Sentinel™
line with the Sentinel™ VA alcohol screening station, a fully automated station to control vehicular access to safety critical facilities,
such as mines, refineries, power stations and nuclear facilities. The Sentinel™ VA alcohol screening station is intended to
allow all drivers entering a secure area to be tested quickly and efficiently without leaving their vehicle.
In November 2019, we received approval from DOT for our LX9 and LT7 base unit alcohol breathalyzers. Both have been updated and both updated versions received DOT approval in December 2021.
Testers for Drugs of Abuse
In August 2016, we entered into an exclusive
patent license agreement with Sandia Corporation, Albuquerque, NM, pursuant to which we acquired the exclusive rights to develop, manufacture
and market Sandia’s patented SpinDx™ technology for the detection of drugs of abuse. SpinDx™ uses a centrifugal disk
with micro fluidic flow paths allowing multiple tests to be carried out on a single small sample. The microfluidics disk with centrifugal
concentration achieves a strong signal from trace concentrations in small samples that under best conditions can be quantitative. Sandia
Corporation developed a prototype using the SpinDx™ technology under our Cooperative Research and Development Agreement. We received
the first prototype in 2018, advanced this device for robustness and manufacturability, and are now commercializing the device. In 2021
we purchased SpinDx related test validation equipment as well as disk development fabrication equipment totaling $265,867. We are optimistic
about the results of the work to date and expect market introduction later in 2022 with partners for field demonstration. The SpinDx™
platform has the potential to improve real-time screening for a panel of high-abuse drugs, with the ability to efficiently measure relatively
low concentrations of drugs such as cocaine, heroin, methamphetamine, fentanyl and other high-abuse drugs. We intend to use this
technology platform, sometimes referred to as “Lab on a Disk", to develop a series of devices and tests that could be used
at roadside, emergency rooms and in workplace testing to get a rapid and quantitative measure for a panel of such drugs of abuse. First
will be the SpinDx device with disks for delta-9 THC detection from an oral fluid sample collected from a test subject. This will be followed
with a device based on our recently updated LX9 breathalyzer to collect a sample for analysis from breath, which coupled with the SpinDx
device will be our marijuana breathalyzer system. We have detected delta-9-THC (the primary psychoactive component of marijuana)
down to concentrations of 5 nanograms per milliliter in our laboratory. This includes resolving the psychoactive delta-9-THC from
its inactive metabolites, an important step in establishing impairment. Testing has commenced to validate the SpinDx technology against
the definitive standard liquid chromatography-mass spectroscopy (LCMS) measurement utilizing human samples. The SpinDx results are
showing good correlation to the LCMS data. There is no assurance that our efforts to develop a marijuana breathalyzer will be successful
or that significant sales will result from such development if successful.
In March 2017 we acquired substantially all
of the assets related to the Real-time Alcohol Detection and Reporting product (“R.A.D.A.R.®”) from Track Group, Inc.
(“TRCK”) for $860,000 in cash. The purchased assets included the R.A.D.A.R.® device with cellular reporting for
real-time alcohol monitoring, database infrastructure to tabulate and manage subscriber behavior, and biometric methodology and intellectual
property to fully automate identity verification. The R.A.D.A.R.® device was designed to be part of an offender supervision
program as an alternative to incarceration, and it is assigned to offenders as a condition of parole or probation with random testing
throughout the day to demonstrate that they are meeting the conditions of their sentence. The R.A.D.A.R.® 200 Mobile Device has been
updated and released for sale in 2022. Continued refinements are needed, which, when completed, we expect to result in R.A.D.A.R. 300
having the ability to confirm that the user blowing the alcohol test is the correct user, along with other features.
On June 1, 2022, we formed a wholly-owned
subsidiary, Probation Tracker, Inc., a Colorado corporation (“PTI”) and capitalized it with $61,353 in exchange for 613,530
shares of PTI common stock. PTI had no activity during the three months ended September 30, 2022. In August 2022, we filed a Form 10 with
the Securities and Exchange Commission in anticipation of distributing all of the 613,530 shares of common stock to our shareholders as
a stock dividend. In September, 2022, this Form 10 was withdrawn, and the plan to distribute the PTI shares was canceled. The $61,353
of cash was withdrawn and PTI was deactivated. We have entered into a consulting agreement with a third party to work on developing a
proof of concept showing that R.A.D.A.R. 300 is feasible.
Training
Drug and alcohol testing is highly regulated;
thus quality training is an important component of our business. Initially, our network of Master Trainers provided classroom training
which generated certification fees. This was expanded to include instructor materials, online training modules and direct (live)
training via webcam. In 2011, we launched Lifeloc University, a Learning Management System (LMS), defined as "a software application
for the administration, documentation, tracking, reporting and delivery of educational courses or training programs." Lifeloc University
is a critical component for online training courses since it provides student accountability. The Lifeloc University LMS was updated
in 2018 to provide responsive design so it could be viewed on mobile devices and was updated in 2021 to reflect DOT rule and other changes.
In December 2014, we acquired substantially
all of the assets of Superior Training Solutions, Inc. (“STS”), a company that develops and sells online drug and alcohol
training and refresher courses. We have augmented and updated the assets we acquired from STS to enable mobile device usage. These assets
complement our existing drug and alcohol training courses.
Real Property
On October 31, 2014, we purchased the commercial
property we use as our corporate headquarters and certain adjacent property in Wheat Ridge, Colorado. The building consists of 22,325
square feet, of which 14,412 square feet are occupied by us and 7,913 square feet are currently leased to two tenants whose leases expire
at various times until September 30, 2023. We intend to continue to lease the space we are not occupying, but in the future may elect
to expand our own operations into space currently leased to other tenants. Our purchase of the property was partially financed through
a term loan in an original principal amount of $1,581,106, secured by a first-priority mortgage on the property. This loan was paid on
September 30, 2021 with proceeds from a new term loan, also secured by a first-priority mortgage on the property, in the principal amount
of $1,350,000 which matures in September, 2031.
Additional Areas of Interest
Consistent with our business goal of providing “near
and remote sensing and monitoring” products and solutions, our acquisition strategy involves purchasing companies, development resources
and assets that are aligned with our areas of interest and that can further aid in our entering additional markets. We expect to
actively research and engage in the acquisition of resources that can expedite our entrance into new markets or strengthen our position
in existing ones.
Results of Operations
For the three months ended September
30, 2022 compared to the three months ended September 30, 2021.
Net sales. Our product sales for the
quarter ended September 30, 2022 were $2,007,652, an increase of 8% from $1,855,308 for the quarter ended September 30, 2021. This
increase is primarily attributable to an increase in demand in the current quarter, which may represent continuing recovery from the impact
of Covid-19 in the same quarter a year ago. When royalties of $1,225 and rental income of $22,989 are included, total revenues of
$2,031,866 increased by $144,378, or 8%, for the quarter ended September 30, 2022 when compared to the same quarter a year ago. With the
diminishing effects of the pandemic, we expect revenues to continue to be somewhat higher in the remainder of 2022 when compared to 2021.
Gross profit. Our total gross
profit for the three months ended September 30, 2022 of $767,915 represented a decrease of $166,136 (18%) from total gross profit of $934,051
for the same period a year earlier. This decrease is primarily the result of increased sales, offset by increased costs across the board,
including labor and components, as well as by decreased royalties. Cost of product sales increased from $940,850 in Q3 of 2021 to
$1,232,530 in Q3 of 2022, or 31%, as a result of increased sales volume and inflation. Gross profit margin on products went from
49% in Q3 of 2021 to 39% in Q3 of 2022 as a result of the foregoing factors.
Research and development expenses.
Our research and development expenses were $313,092 for the quarter ended September 30, 2022, representing an increase of $13,439 (5%)
over the $299,653 in the same quarter a year ago. This increase resulted mostly from adding personnel and increased compensation,
along with higher payments to outside vendors in connection with the work pertaining to the SpinDx development.
Sales and marketing expenses.
Our sales and marketing expenses of $268,515 for the quarter ended September 30, 2022 decreased by $38,149 (12%) from the $306,664 for
the quarter ended September 30, 2021, mostly as the result of lower head count.
General and administrative expenses.
Our general and administrative expenses of $296,806 for the quarter ended September 30, 2022 were higher by $50,836 (21%) from
the $245,970 in the same period a year ago, mostly as a result of expenses associated with Probation Tracker, Inc.
Other income (expense). Interest
income of $4,508 in the quarter ended September 30, 2022 was higher by $3,161 over the $1,347 in the same quarter a year ago, as a result
of increased interest rates. Our interest expense of $10,724 in the current quarter over $13,568 in the same period a year ago is
mostly the result of the lower interest rate on our new term loan closed on September 30, 2021, as well as the result of the balance of
the term loan on our building declining.
Net income (loss). We realized
a net loss of $(86,972) for the quarter ended September 30, 2022 compared to net income of $522,660 for the quarter ended September 30,
2021. This decrease of $609,632 was the result of the changes in gross profit and operating expenses discussed above, including
particularly forgiveness of Paycheck Protection debt of $471,347 in the quarter ended September 30, 2021 versus none in 2022.
For the nine months ended September 30, 2022
compared to the nine months ended September 30, 2021.
Net sales. Our product sales for the nine months
ended September 30, 2022 were $6,264,222, an increase of $959,422 (18%) from $5,304,800 for the same period a year ago. When
royalties of $40,437 and rental income of $67,867 are included, total revenues of $6,372,526 increased by $945,859, or 17%, for the nine
months ended September 30, 2022 when compared to the same nine months a year ago, mostly as a result of continuing increased demand caused
by the Covid-19 recovery.
Gross profit. Total gross profit for
the nine months ended September 30, 2022 of $2,273,439 represented a decrease of 4% from total gross profit of $2,363,346 for the nine
months a year earlier. Cost of product sales increased from $3,028,751 in the nine months ended September 30, 2021 to $4,058,846
or $1,030,095 (34%) in the nine months ended September 30, 2022 as a result of increased cost of components and labor. Gross profit margin
on products went from 43% in 2021 to 35% in 2022 as a result of the foregoing factors.
Research and development expenses. Research
and development expenses were $1,056,026 for the nine months ended September 30, 2022 compared to $873,498 in the same period a year ago,
an increase of $182,528 (21%). This increase resulted mostly from adding personnel and increased compensation, along with costs in connection
with the work pertaining to the SpinDx development.
Sales and marketing expenses. Sales
and marketing expenses of $821,821 for the nine months ended September 30, 2022 increased $70,555, or 9%, from the $751,266 in the same
nine months ended September 30, 2021, mostly as a result of the post pandemic resumption of attending trade shows and other sales efforts.
General and administrative expenses.
General and administrative expenses of $943,060 for the nine months ended September 30, 2022 were higher by $90,062, or 11%, from the
$852,998 spent in the same nine months a year ago. This increase resulted from increased compensation and other increased costs.
Other income (expense). Other income
consisted of $936,444 of forgiveness of our Paycheck Protection loan in 2021, along with interest income of $2,659 in the nine months
ended September 30, 2021 vs. no loan forgiveness in 2022 and interest income of $6,130. Interest expense in the nine months ended September
30, 2022 was down by $8,178 over the same period a year ago as the result of the balance of the term loan on our building declining along
with the effect of refinancing. The resulting total other income of $898,474 in the nine months ending September 30, 2021, versus the
total other expense of $26,321 in the nine months ending September 30, 2022 was primarily due to the absence of the Paycheck Protection
loan forgiveness.
Net income (loss). We realized a net
loss of $(433,010) for the nine months ended September 30, 2022 compared to net income of $816,419 for the same nine months ended September
30, 2021. This decrease of $1,249,429 was the result of the changes in gross profit and operating expenses discussed above,
offset in part by a $108,418 increase in tax benefit.
Trends and Uncertainties That May Affect
Future Results
Revenues in the third quarter of 2022 were
higher compared to revenues in 2021 as a result of the diminishing Covid-19 pandemic. We believe the effects of the pandemic are
declining, and we expect the remainder of 2022 to show modest improvement over 2021. We expect our quarter-to-quarter revenue
fluctuations to continue, due to the unpredictable timing of large orders from customers and the size of those orders in relation to total
revenues. Going forward, we intend to focus our development efforts on products we believe offer the best prospects to increase
our intermediate and near-term revenues.
Our 2022 operating plan is focused on growing sales, increasing gross profits, and increasing research and development efforts on new products for long term growth. We cannot predict with certainty the expected sales, gross profit, net income or loss, or usage of cash and cash equivalents for 2022. However, we believe that cash resources will be sufficient to fund our operations for the next twelve months under our current operating plan. If we are unable to manage the business operations in line with our budget expectations, it could have a material adverse effect on business viability, financial position, results of operations and cash flows. Further, if we are not successful in sustaining profitability and remaining at least cash flow break-even, additional capital may be required to maintain ongoing operations.
Liquidity and Capital Resources
We compete in a highly technical, very competitive
and, in most cases, price driven alcohol testing marketplace, where products can take years to develop and introduce to distributors and
end users. Furthermore, manufacturing, marketing and distribution activities are regulated by the FDA, the DOT, and other regulatory
bodies that, while intended to enhance the ultimate quality and functionality of products produced, can contribute to the cost and time
needed to maintain existing products and develop and introduce new products.
We have traditionally funded working capital
needs through product sales and close management of working capital components of our business. Historically, we have also
received cash from private offerings of our common stock, warrants to purchase shares of our common stock, and notes. In our earlier years,
we incurred quarter to quarter operating losses to develop current product applications, utilizing a number of proprietary and patent-pending
technologies. Although we maintained profitability during the several years prior to 2020, we expect that operating losses
could continue in the future. Should that situation arise, we may not be able to obtain working capital funds necessary in
the time frame needed, at satisfactory terms or at all.
On October 31, 2014, we purchased the commercial
property we use as our corporate headquarters and certain adjacent property in Wheat Ridge, Colorado for a total purchase price of $1,949,139,
of which we paid $368,033 in cash and financed the remaining $1,581,106 through a 10-year term loan from Bank of America bearing interest
at 4.45% per annum (amended to 4% per annum in 2017), secured by a first-priority security interest in the property we acquired with the
loan. This loan was paid on September 30, 2021 with proceeds from a new term loan from Citywide Banks, also secured by a first-priority
mortgage on the property, bearing interest at 2.95% per annum. In connection with the original term loan, we obtained a one-year $250,000
revolving line of credit facility with Bank of America, which matured on October 31, 2015 and was extended to September 30, 2018. The
agreement was amended to increase the amount of the line to $750,000 and extend the maturity date to September 28, 2021. The revolving
line of credit facility expired in accordance with its terms and has not been renewed. There was no balance due on the line of credit
as of its expiration.
Production equipment and software purchased
during the nine months ended September 30, 2022 was $201,870, compared to $64,254 in the same period a year ago, as we replaced and augmented
our equipment in preparation for continued growth.
As of September 30, 2022, cash was $2,124,531,
accounts receivable were $658,322 and current liabilities were $1,012,346 resulting in a net liquid asset amount of $1,770,507. We
believe that the introduction of several new products during the last several years, along with new and on-going customer relationships,
will continue to generate sufficient revenues to return to profitability. If these revenues are not achieved on a timely basis,
we may be required to implement cost reduction measures, as necessary.
We generally provide a standard one-year
warranty on materials and workmanship to our customers. We provide for estimated warranty costs at the time product revenue
is recognized. Warranty costs are included as a component of cost of goods sold in the accompanying statements of income. For
the quarter ended September 30, 2022 and for the quarter ended September 30, 2021, warranty costs were not deemed significant.
Critical Accounting Policies and Estimates
Our financial statements and accompanying
notes have been prepared in accordance with United States generally accepted accounting principles applied on a consistent basis. The
preparation of financial statements in conformity with United States generally accepted accounting principles requires management to make
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 revenues and expenses during the reporting periods.
We regularly evaluate the accounting policies
and estimates that we use to prepare our financial statements. In general, management’s estimates are based on historical
experience, on information from third party professionals, and on various other assumptions that are believed to be reasonable under the
facts and circumstances. Actual results could differ from those estimates made by management.
Our discussion and analysis of our financial condition and results of operations are based upon our financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States. The preparation of these financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, sales and expenses, and related disclosure of contingent assets and liabilities. On an on-going basis, we evaluate our estimates, including those related to bad debts, inventories, sales returns, warranty, contingencies and litigation. We base our estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. We believe the following critical accounting policies affect the more significant judgments and estimates used in the preparation of our financial statements.
We have concluded that we have two operating
segments, including our primary business which is as a developer, manufacturer, lessor and marketer of portable hand-held breathalyzers
and related accessories, supplies, education, training and royalties from development contracts and a second segment consisting of renting
portions of our building to existing tenants.
We maintain allowances for doubtful accounts
for estimated losses resulting from the inability of our customers to make required payments. If the financial condition of
our customers were to deteriorate, resulting in an impairment of their ability to make payments, additional allowances would be required,
which would increase our expenses during the periods in which any such allowances were made. The amount recorded as a provision
for bad debts in each period is based upon our assessment of the likelihood that we will be paid on our outstanding receivables, based
on customer-specific as well as general considerations. To the extent that our estimates prove to be too high, and we ultimately
collect a receivable previously determined to be impaired, we may record a reversal of the provision in the period of such determination.
We reduce inventory for estimated obsolete
or unmarketable inventory equal to the difference between the cost of inventory and the estimated market value based upon assumptions
about future demand and market conditions. If actual market conditions are less favorable than those projected by management,
additional inventory write-downs may be required. Any write-downs of inventory would reduce our reported net income during
the period in which such write-downs were applied.
Property and equipment are stated at cost,
with depreciation computed over the estimated useful lives of the assets, generally five years (three years for software and technology
licenses). We use the double declining method of depreciation for property and equipment, and the straight line method for software
and technology licenses. We purchased all of the assets of STS, an online education company, in 2014, which consisted of training
courses that are amortized over 15 years using the straight line method. In October 2014, we purchased our building. A majority
of the cost of the building is depreciated over 39 years using the straight line method. In addition, based on the results of a third
party analysis, a portion of the cost was allocated to components integral to the building. Such components are depreciated over
5 and 15 years, using the double declining method and the straight line method respectively. Maintenance and repairs are expensed
as incurred and major additions, replacements and improvements are capitalized.
In March 2017, we acquired the R.A.D.A.R.®
assets from TRCK, which consisted of production equipment and of hardware device technology (the “Devices”) that are depreciated
over 5 years using the double declining balance method when placed in service. With the R.A.D.A.R.® assets, we also purchased software
designed to measure breath alcohol content of the user and software technology designed to allow the Devices to be configured and to capture
and manage the data being returned from the Device, as well as 6 issued U.S. patents and 16 domestic and international patent applications.
This software and the patents and patent applications were originally set to amortize over 15 years using the straight line method, but
in 2022 we accelerated the amortization of the remaining cost to fully amortize the assets by December 31, 2022.
Revenue from product sales and supplies is
generally recorded when we ship the product and title has passed to the customer, provided that we have evidence of a customer arrangement
and can conclude that collection is probable. The prices at which we sell our products are fixed and determinable at the time
we accept a customer’s order. We recognize revenue from sales to stocking distributors when there is no right of return, other than
for normal warranty claims, and generally have no ongoing obligations related to product sales, except for normal warranty.
The sales of licenses to our training courses
are recognized as revenue at the time of sale. Training and certification revenues are recognized at the time the training and certification occurs.
Data recording revenue is recognized based on each day’s usage of enrolled devices.
Revenues arising from extended warranty contracts are booked as sales over their life on a straight-line basis. We are providing for customer financing and leasing, which we recognize as revenue over the applicable lease term. Occasionally, we rent used equipment to customers, and in those cases, we recognize the revenues as they are earned over the life of the contract. Revenues from rental of equipment and extended service plans are recognized over the life of the contracts.
Royalty income is recognized in accordance
with agreed upon terms, when performance obligations are satisfied, the amount is fixed or determinable and collectability is reasonably
assured.
Rental income from space leased to our tenants
is recognized in the month in which it is due.
On occasion we receive customer deposits
for future product orders. Customer deposits are initially recorded as a liability and recognized as revenue when the product
is shipped and title has passed to the customer.
Stock-based compensation is presented in
accordance with the guidance of Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”)
Topic 718, Compensation — Stock Compensation (“ASC 718”). Under the provisions of ASC 718, companies are
required to estimate the fair value of share-based payment awards made to employees and directors including employee stock options based
on estimated fair values on the date of grant using an option-pricing model. The value of the portion of the award that is
ultimately expected to vest is recognized as expense over the requisite service periods in our statement of operations.