8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 8-K

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CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The SecuritiesExchange Act of 1934

Date of Report (Date of earliest event reported):	November<br> 11, 2021

MovingiMage Technologies, Inc.

(Exact name of registrant as specified in its charter)

Delaware	001-40511	85-1836381
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

17760 Newhope Street, Fountain Valley, CA 92075

(Address, including zip code, of principal executive offices)

Registrant’s telephone number, including area code	(714) 751-7998

N/A

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR<br>230.425)
¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange<br>Act (17 CFR 240.14d-2(b))
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¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange<br>Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class	Trading Symbol	Name of Each Exchange on Which Registered
Common Stock, $0.00001 par value	MITQ	NYSE American LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company x

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.                                                                                             ¨

Item 2.02	Results of Operations and Financial Condition.

On November 11, 2021, Moving iMage Technologies, Inc. issued a press release announcing certain financial results for the period ended September 30, 2021. A copy of the press release is attached hereto as Exhibit 99.1 and the information therein is incorporated herein by reference.

Theinformation contained in this Item 2.02 and in the accompanying Exhibit 99.1 shall not be deemed filed for purposes of Section 18 ofthe Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing underthe Exchange Act or the Securities Act of 1933, as amended (the “Securities Act”), except as shall be expressly setforth by specific reference in such filing. ****

Item 7.01	Regulation FD Disclosure.

The information under Item 2.02, above, is incorporated herein by reference.

The information reported under Items 2.02 and 7.01 in this Current Report on Form 8-K, including Exhibit 99.1attached hereto, shall not be deemed filed for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilitiesof that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, regardlessof any general incorporation language in such filing. ****

Item 9.01	Financial Statements and Exhibits.

(d)        Exhibits

Exhibit No.	Exhibit
99.1	Press Release dated November 11, 2021

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	Moving iMage Technologies, Inc.
Date: November 12, 2021
	By:	/s/ Michael Sherman
	Name:	Michael Sherman
	Title:	Chief Financial Officer

Exhibit 99.1

Moving iMage Technologies Announces Strong Results in First Quarter Fiscal 2022

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·	Reports year-over-year revenue growth of 98% to $3.5 Million;
·	Extinguished $3.1 million in debt in the quarter
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·	Backlog of $7.7 million at the end of the quarter
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·	Initiates fiscal 2022 revenue guidance of $12 to $15 million (67% to 108% year-over-year growth)
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NewYork, NY – November 11, 2021: Moving iMage Technologies, Inc. (NYSE AMERICAN: MITQ), (MiT) a leading digital cinema technology company, today announced results for its first fiscal quarter ended September 30, 2021.

“I’m excited to announce in our first full quarter as a public company we delivered strong year-over-year revenue growth of 98%,” said Phil Rafnson, chairman and chief executive officer. “MiT benefited in the quarter from several tailwinds, including strong signs from consumers and theater operators that we are in the very early stages of recovering from the effects of the pandemic; in addition to a nascent cinema technology upgrade cycle.

“We also successfully completed our IPO, which was upsized and oversubscribed, raising net proceeds of $12.3 million, while also seeing strong bookings in the quarter, which was reflected in our backlog of $7.7 million. Finally, we introduced our ADA-compliant, multi-language translator product, which we believe has disruptive potential from both a product and recurring services perspective and is expected to provide an enhanced cinematic experience to a much broader audience.”

FiscalFirst Quarter Highlights (compared to fiscal 2021)

·	Revenue<br> increased 98% to $3.5 million versus $1.8 million;
·	GAAP<br> operating loss of ($0.5) million, versus an operating loss of ($0.3) million;
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·	Adjusted<br> operating loss of ($0.4) million versus ($0.3) million;
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·	GAAP<br> Net loss and diluted loss per share of ($0.6) million and ($0.06) versus a net loss and loss<br> per share of ($0.4) million and ($0.07), respectively;
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·	Adjusted<br> net loss and adjusted diluted loss per share was ($0.4) million and ($0.04) versus ($0.4)<br> million and ($0.07), respectively;
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·	Backlog<br> of $7.7 million;
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·	Cash<br> and cash equivalents of $11.0 million.
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Fiscal2022 Commentary

“We believe that fiscal 2021 was a trough year. We used this period to lean out our operations and expand our proprietary product offerings in preparation for the industry’s recovery from the pandemic, and I am encouraged to see industry optimism gaining momentum in recent months. When combined with the billions of dollars in government grants to venue operators, a nascent technology upgrade cycle, new theater construction, theatre upgrades and refurbishment of existing theaters to enhance the overall movie-going experience, I believe we are well-positioned to capitalize on the opportunity ahead. Our relationships within the industry are strong, and we are well-positioned with both the growing small and mid-size theater operators as well as the major circuits, and we believe the first quarter of fiscal 2022 was reflective of this and a sign of even better things to come from both the industry and MiT. As such, we are introducing our initial fiscal 2022 revenue guidance of $12 to $15 million, or 67% to 108% growth over fiscal 2021, and we expect to deliver positive cash flow from operations as well.” concluded Rafjson.

EarningsAnnouncement and Supplemental Information

MiT’s earnings release will be filed on Form 8-K and posted on the MiT investor relations website (https://investors.movingimagetech.com/) at approximately 4:10 p.m. Eastern on November 11, 2021.

Management will host an earnings webcast beginning at 4:30 p.m. Eastern. Management’s presentation of the results, outlook and strategy will be followed by webcast Q&A with investors.

The call will also be webcast through the investor relations portion of the Company’s website at https://investors.movingimagetech.com/

AboutMoving iMage Technologies

Moving iMage Technologies is a leading manufacturer and integrator of purpose-built technology solutions and equipment to support a wide variety of entertainment applications, with a focus on motion picture exhibitions. MiT offers a wide range of products and services, including custom engineering, systems design, integration and installation, enterprise software solution, digital cinema, A/V integration, as well as customized solutions for emerging entertainment technology. MiT’s Caddy Products division designs and sells proprietary cup-holder and other seating-based products and lighting systems for theaters and stadiums.  For more information, visit www.movingimagetech.com.

Forward-LookingStatements

Allstatements above that are not purely about historical facts, including, but not limited to, those in which we use the words “believe,”“anticipate,” “expect,” “plan,” “intend,” “estimate,” “target”and similar expressions, are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Whilethese forward-looking statements represent our current judgment of what may happen in the future, actual results may differ materiallyfrom the results expressed or implied by these statements due to numerous important factors. Our filings with the SEC provide detailedinformation on such statements and risks and should be consulted along with this release. To the extent permitted under applicable law,we assume no obligation to update any forward-looking statements.

Contact:

Brian Siegel IRC, MBA

Managing Director Hayden IR

(346) 396-8696

Investor.relations@movingimagetech.com

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MOVING IMAGE TECHNOLOGIES, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands except share and per share amounts)

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			June 30,
			2021
Assets
Current Assets:
Cash and cash equivalents	11,029		$	1,269
Accounts receivable, net	898			454
Inventories, net	1,911			1,534
Prepaid expenses and other	642			86
Total Current Assets	14,480			3,343
Long-Term Assets:
Property, plant and equipment, net	8			21
Intangibles, net	911			935
Goodwill	287			287
Other assets	16			1,133
Total Long-Term Assets	1,222			2,376
Total Assets	15,702		$	5,719
Liabilities And Stockholders’ Equity/Members’ Deficit
Current Liabilities:
Accounts payable	1,841		$	1,911
Accrued expenses	402			620
Customer deposits	2,709			1,339
Line of credit	—			590
Notes payable – related party	—			1,272
Notes payable – current	110			237
Unearned warranty revenue	34			34
Total Current Liabilities	5,096			6,003
Long-Term Liabilities:
Notes payable, net of current portion	588			1,702
Deferred rent	25			25
Total Long-Term Liabilities	613			1,727
Total Liabilities	5,709			7,730
Stockholders’ Equity/Member’s Deficit
Common stock, 0.00001 par value, 100,000,000 shares authorized, 10,636,278 shares issued and outstanding at September 30, 2021, respectively	—			—
Additional paid-in capital	10,150			—
Members’ deficit	—			(2,011	)
Accumulated deficit	(157	)		—
Total Stockholders’ Equity/Members’ Deficit	9,993			(2,011	)
Total Liabilities and Stockholders’ Equity/Members’ Deficit	15,702		$	5,719

All values are in US Dollars.

MOVING IMAGE TECHNOLOGIES, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands except share and per share amounts)

(unaudited)

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	Three months<br><br><br> ended			Three months<br><br><br> ended
	September 30,			September 30,
	2021			2020
Net sales	$	3,474		$	1,757
Cost of goods sold		2,752			1,304
Gross profit		722			453
Operating expenses:
Research and development		54			27
Selling and marketing		544			283
General and administrative		663			450
Total operating expenses		1,261			760
Loss from operations		(539	)		(307	)
Other expenses
Interest expense		37			82
Total other expense		37			82
Net loss	$	(576	)	$	(389	)
Weighted average shares outstanding, basic and diluted		9,809,264			5,666,667	*
Net loss per share, basic and diluted	$	(0.06	)	$	(0.07	)

*-The weighted average shares outstanding and net loss per share at September 30, 2020 is proforma.

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MOVING IMAGE TECHNOLOGIES, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

(unaudited)

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	Three months<br><br> ended			Three months<br><br> ended
	September 30,			September 30,
	2021			2020
Cash flows from operating activities:
Net loss	$	(576	)	$	(389	)
Adjustments to reconcile net loss to net cash used in operating activities:
Provision for doubtful accounts		(90	)		40
Depreciation expense		13			34
Amortization expense		24			24
Deferred rent		—			2
Stock option compensation expense		56			—
Changes in operating assets and liabilities
Accounts receivable		(354	)		171
Inventories		(377	)		(25	)
Prepaid expenses and other		554			(148	)
Accounts payable		(70	)		(167	)
Accrued expenses		(219	)		(133	)
Unearned warranty revenue		—			(9	)
Customer deposits		1,370			(249	)
Net cash used in operating activities		(777	)		(849	)
Cash flows from financing activities
Cash acquired through Exchange Agreement		8			—
Proceeds from equity raises, net of offering costs		12,360			—
Net borrowings (payments) on notes payable		(1,241	)		14
Payments on line of credit		(590	)		(60	)
Proceeds from PPP notes payable		—			784
Net cash provided by financing activities		10,537			738
Net increase (decrease) in cash		9,760			(111	)
Cash and cash equivalents, beginning of the period		1,269			1,058
Cash and cash equivalents, end of the period	$	11,029		$	947
Non-cash investing and financing activities:
Deferred IPO costs	$	—		$	121
Reclassification of IPO related costs from other assets to equity	$	1,116		$	—
Reverse Capitalization, net of cash received	$	1,272			—
Cash paid during the period:
Interest	$	37		$	82

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Useof Non-GAAP Measure

The Company uses adjusted operating income, net income and loss per share as a measure that we believe is customarily used by investors and analysts to evaluate the financial performance of companies in addition to the GAAP measures that we present. Our management also believes that that the elimination of one-time items is useful in evaluating our core operating results and when comparing results to prior periods. However, adjusted metrics are not a measure of financial performance under accounting principles generally accepted in the United States of America and should not be considered an alternative to net income or operating income as an indicator of our operating performance or to net cash provided by operating activities as a measure of our liquidity.

Reconciliation of loss from operations to adjusted net loss	Fiscal
	1Q22			1Q21
Loss from Operations	$	(539	)	$	(307	)
Adjustments:
Stock Option Compensation Expense	$	(56	)	$	-
Line of Credit Guarantee	$	(50	)	$	-
S-8 Auditors Fees - Incentive Plan Shares (IPO)	$	(8	)	$	-
Staff Retention Bonuses (COVID-19)	$	(50	)	$	-
Total Adjustments	$	(164	)	$	-
Adjusted Loss from Operations	$	(375	)	$	(307	)
Interest Expense	$	37		$	82
Adjusted Net Loss	$	(412	)	$	(389	)
Adjusted Loss per Share	$	(0.04	)	$	(0.07	)
Weighted Average Shares Outstanding, Basic and Diluted		9,809,264			5,666,667