0000923601 false SINGING MACHINE CO INC 0000923601 2022-07-14 2022-07-14 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): July 14, 2022

 

THE SINGING MACHINE COMPANY, INC.

(Exact name of registrant as specified in charter)

 

Delaware   001-41405   95-3795478

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

6301 NW 5th Way, Suite 2900

Fort Lauderdale, FL 33309

(Address of principal executive offices) (Zip Code)

 

(954) 596-1000

(Registrant’s telephone number, including area code)

 

Not Applicable

(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 230.425)
   
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common stock, par value $0.01 per share   MICS   The Nasdaq Stock Market LLC (The Nasdaq Capital Market)

 

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

 

If an emerging growth company, indicate by check mart 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 July 14, 2022, The Singing Machine Company, Inc. issued a press release announcing its financial results for the full fiscal year ended March 31, 2022. The full text of the press release is furnished herewith as Exhibit 99.1.

 

The information disclosed under this Item 2.02, including Exhibit 99.1 hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, or the Exchange Act except as expressly set forth in such filing.

 

Item 9.01 Financial Statements and Exhibits

 

Exhibit No.   Description
     
99.1   Press Release dated July 14, 2022
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 
 

 

SIGNATURE

 

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.

 

Date: July 15, 2022

 

  THE SINGING MACHINE, INC.
     
  By: /s/ Gary Atkinson
    Gary Atkinson
    Chief Executive Officer

 

 

 

Exhibit 99.1

 

 

Singing Machine Announces Full Year Fiscal 2022 Results

 

Singing Machine Reports $47.5 million in net sales; $0.14 EPS

 

Fort Lauderdale, FL, July 14, 2022 – The Singing Machine Company, Inc. (“Singing Machine” or the “Company”) (NASDAQ: MICS) – the worldwide leader in consumer karaoke products – today announced its full year financial results for its fiscal year ended March 31, 2022. During the fiscal year, the Company successfully navigated the global supply chain crisis and sold over 1,000,000 karaoke devices worldwide. Singing Machine successfully grew market share by driving strong domestic sales within its world class retail partner network, as well as re-emerging demand in select international markets.

 

Additional details for the full year fiscal 2022 are as follows:

 

Full Year Financial Highlights:

 

  Net sales for the fiscal year increased by $1.7 million from $45.8 million to $47.5 million representing an approximate 4% increase over the prior year.
  Gross profit decreased to $10.8 million from $12.3 million in the prior year. Gross profit margin decreased by 400 basis points from 26.8% to 22.8% primarily due to approximately $2.4 million in unanticipated shipping and logistics costs related to pandemic driven global supply chain disruption.
  Net income for the fiscal year was approximately $0.2 million compared to $2.2 million.
  The Company generated $0.14 in earnings per share as a result of these developments.

 

Additional Corporate Highlights:

 

  Successfully raised $10 million in a private placement transaction led by a strategic partner, the Stingray Group, Inc., to reconstitute the shareholder base.
  From this private placement, the Company used $7.1 million to buy out the former majority owner and reconstitute its majority shareholder base.
  Successfully closed on a $4 million public offering and simultaneously uplisted to Nasdaq Capital Market under new ticker “MICS”.
  Expanded the Company Board of Directors to attract industry-leading executives from the Stingray Group, Inc. and Basic Fun!.
  Closed on a key new vendor agreement for product distribution with Walmart Consumer Electronics departments across 3,200 stores nationwide.

 

 
 

 

Singing Machine reported net sales of approximately $47.5 million for the fiscal year ended March 31, 2022 period compared to $45.8 million in the prior fiscal year. The increase in net sales was primarily due to overall increased demand for karaoke products and shelf space expansion. The Company also saw a further reduction in promotional discounts of approximately $0.2 million which indicated a willingness of consumers to pay full price for products.

 

Gross profit margins decreased 400 basis points to 22.8% compared to approximately 26.8% reported in the prior fiscal year. The decrease in gross margin was in part due to increased costs of approximately $2.4 million for ocean shipping costs, increased raw material and component costs associated with semiconductor shortages, limited ocean container availability, and port congestion in China and Los Angeles.

 

Total operating expenses decreased by $0.1 million from $10.9 million in the prior year to $10.8 million. The decrease in expenses was primarily due to shifting one major customer from a freight prepaid program to freight collect.

 

As a result, the Company reported net income for the year of $0.2 million (or $0.14 cents per fully diluted share) compared to net income of $2.2 million in the prior year.

 

Management Commentary:

 

Gary Atkinson, Singing Machine CEO, commented, “Through the hard work of our team, I am proud to announce that we maintained our distribution channels and strong position as the market leader with top-line growth, reduced expenses and continued operating income and EBITDA.”

 

Mr. Atkinson continued, “During the year, our focus was building inventory to ensure we could meet continued strong consumer demand, navigating extreme transportation surge pricing, innovating on new product technology, and executing on our digital business transformation to become the worldwide leading distributor of digital karaoke content.”

 

“Despite a very challenging 2021 supply-chain year, am very pleased that we were able to overcome such a wide range of obstacles in manufacturing, transportation, labor shortages and most notably port congestion. During the year, we faced significant shortages in semiconductor parts used in the manufacturing of our karaoke products. We saw an unprecedented, on average, 400% increase in ocean container transportation prices that cost us over $2.4 million in unanticipated shipping costs. We also saw an historic slow-down and backlog at the ports of Yantian China and L.A./Long Beach that delayed receipt of goods by approximately eight weeks. Despite all this, our teams found a way to deliver growth. It’s a testament to our global operations team that worked tirelessly to make this possible.”

 

Mr. Atkinson added, “Our strategic transformation is well-underway. We now have two new karaoke product categories both launched into the market – our WiFi streaming line of products and our Casting series which recently launched into Walmart Electronics nationwide. Both products take advantage of our strategic partnership with the Stingray Group for recurring digital content subscriptions. We have seen immediate positive success on the Casting line of products and we look forward to extending this technology into more products and services across our karaoke lineup.”

 

Mr. Atkinson concluded, “As our focus shifts toward fiscal 2023, we believe we can continue to leverage our leading brand recognition, current distribution channels, technology offerings, and our improved capital structure to expand the karaoke category into new product verticals that can continue to drive growth.”

 

 
 

 

Earnings Call Information:

 

The Company will host a conference call tomorrow, Friday, July 15, 2022, beginning at 10:00 am Eastern time to discuss these results and answer questions. If you would like to participate on the call, please dial (800) 225-9448 and use conference ID: MICS.

 

An audio rebroadcast of the call will be available later in the day after the earnings call and can be heard at: www.singingmachine.com/investors.

 

About The Singing Machine

 

Singing Machine® is the worldwide leader in consumer karaoke products. The first to provide karaoke systems for home entertainment in the United States, the Company sells its products world-wide through major mass merchandisers and on-line retailers. We offer the industry’s widest line of at-home karaoke entertainment products, which allow consumers to find a machine that suits their needs and skill level. As the most recognized brand in karaoke, Singing Machine products incorporate the latest technology for singing practice, music listening, entertainment and social sharing. The Singing Machine provides consumers the best warranties in the industry and access to over 100,000 songs for streaming and download. Singing Machine products are sold through most major retailers in North America and also internationally. See www.singingmachine.com for more details.

 

Investor Relations Contact:

 

Brendan Hopkins

(407) 645-5295

[email protected]

www.singingmachine.com

www.singingmachine.com/investors

 

Forward-Looking Statements

 

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Words such as “may”, “could”, “expects”, “projects,” “intends”, “plans”, “believes”, “predicts”, “anticipates”, “hopes”, “estimates” and variations of such words and similar expressions are intended to identify forward-looking statements. These statements involve known and unknown risks and are based upon several assumptions and estimates, which are inherently subject to significant uncertainties and contingencies, many of which are beyond the Company’s control. Actual results may differ materially from those expressed or implied by such forward-looking statements. Factors that could cause actual results to differ materially include, but are not limited to, the risk factors described in the Company’s filings with the Securities and Exchange Commission. The forward-looking statements are applicable only as of the date on which they are made, and the Company does not assume any obligation to update any forward-looking statements.

 

 

 

  

The Singing Machine Company, Inc. and Subsidiaries

CONSOLIDATED BALANCE SHEETS

 

    March 31, 2022     March 31, 2021  
             
Assets                
Current Assets                
Cash   $ 2,290,483     $ 396,579  
Accounts receivable, net of allowances of $122,550 and $138,580, respectively     2,785,038       2,210,881  
Due from Crestmark Bank     100,822       4,557,120  
Accounts receivable related party - Stingray Group, Inc.     152,212       88,041  
Inventories, net     14,161,636       5,490,255  
Prepaid expenses and other current assets     344,409       221,071  
Deferred financing costs     7,813       15,359  
Total Current Assets     19,842,413       12,979,306  
                 
Property and equipment, net     565,094       674,153  
Deferred tax assets     892,559       887,164  
Operating Leases - right of use assets     1,279,347       2,074,115  
Other non-current assets     86,441       147,173  
Total Assets   $ 22,665,854     $ 16,761,911  
                 
Liabilities and Shareholders’ Equity                
Current Liabilities                
Accounts payable   $ 5,328,215     $ 2,461,103  
Accrued expenses     1,732,355       1,659,499  
Due to related party - Starlight Consumer Electronics Co., Ltd.     14,400       14,400  
Due to related party - Starlight R&D, Ltd.     48,650       48,650  
Revolving line of credit - Iron Horse Credit     2,500,000       64,915  
Customer deposits     -       139,064  
Refunds due to customers     97,968       145,408  
Reserve for sales returns     990,000       960,000  
Current portion of finance leases     7,605       2,546  
Current portion of installment notes     74,300       68,332  
Current portion of note payable - Paycheck Protection Program     -       172,685  
Current portion of operating lease liabilities     876,259       794,938  
Current portion of related party subordinated note payable - Starlight Marketing Development, Ltd.     352,659       502,659  
Total Current Liabilities     12,022,411       7,034,199  
                 
Finance leases, net of current portion     10,620       -  
Installment notes, net of current portion     138,649       212,949  
Note payable - Payroll Protection Program, net of current portion     -       271,215  
Operating lease liabilities, net of current portion     457,750       1,334,010  
Total Liabilities     12,629,430       8,852,373  
                 
Commitments and Contingencies                
                 
Shareholders’ Equity                
Preferred stock, $1.00 par value; 1,000,000 shares authorized; no shares issued and outstanding     -       -  
Common stock, $0.01 par value;100,000,000 shares authorized; 1,221,209 and 1,301,358 shares issued and outstanding, respectively     12,212       13,014  
Additional paid-in capital     24,902,694       20,150,715  
Accumulated deficit     (14,878,482 )     (12,254,191 )
Total Shareholders’ Equity     10,036,424       7,909,538  
Total Liabilities and Shareholders’ Equity   $ 22,665,854     $ 16,761,911  

 

 
 

 

The Singing Machine Company, Inc. and Subsidiaries

CONSOLIDATED STATEMENTS OF OPERATIONS

 

             
    For the Twelve Months Ended  
    March 31, 2022     March 31, 2021  
             
Net Sales   $ 47,512,161     $ 45,802,574  
                 
Cost of Goods Sold     36,697,383       33,505,356  
                 
Gross Profit     10,814,778       12,297,218  
                 
Operating Expenses                
Selling expenses     3,588,276       3,976,523  
General and administrative expenses     6,911,377       6,596,987  
Depreciation     245,890       298,357  
Total Operating Expenses     10,745,543       10,871,867  
                 
Income from Operations     69,235       1,425,351  
                 
Other Income (Expense)                
Gain from Paycheck Protection Plan loan forgiveness     448,242       -  
Gain - related party     11,236       220,023  
Gain from damaged goods insurance claim     -       1,067,829  
Gain from settlement of accounts payable     339,311       390,000  
Interest expense     (535,202 )     (412,270 )
Finance costs     (45,047 )     (61,699 )
Total Other Income (Expense), net     218,540       1,203,883  
                 
Income Before Income Tax Provision     287,775       2,629,234  
                 
Income Tax Provision     (57,304 )     (456,869 )
                 
Net Income   $ 230,471     $ 2,172,365  
                 
Net Income per Common Share                
Basic   $ 0.14     $ 1.68  
Diluted   $ 0.14     $ 1.67  
                 
Weighted Average Common and Common                
Equivalent Shares:                
Basic     1,614,506       1,292,003  
Diluted     1,623,397       1,304,288  

 

 
 

 

The Singing Machine Company, Inc. and Subsidiaries

CONSOLIDATED STATEMENTS OF CASH FLOWS

 

             
    For the Twelve Months Ended  
    March 31, 2022     March 31, 2021  
             
Cash flows from operating activities                
Net Income   $ 230,471     $ 2,172,365  
Adjustments to reconcile net income to net cash (used in) provided by operating activities:                
Depreciation     245,890       298,357  
Amortization of deferred financing costs     45,047       61,699  
Change in inventory reserve     (271,892 )     202,339  
Change in allowance for bad debts     (16,030 )     (198,881 )
Loss from disposal of property and equipment     4,394       -  
Stock based compensation     44,287       22,710  
Change in net deferred tax assets     (5,395 )     398,557  
Paycheck Protection Plan loan forgiveness     (448,242 )     -  
Gain - related party     11,236       220,023  
Gain from extinguishment of accounts payable     339,311       390,000  
Changes in operating assets and liabilities:                
Accounts receivable     (558,127 )     (151,500 )
Due from banks     4,456,298       (2,168,682 )
Accounts receivable - related parties     (64,171 )     11,959  
Insurance receivable     -       1,268,463  
Inventories     (8,399,489 )     1,908,683  
Prepaid expenses and other current assets     (123,338 )     31,402  
Other non-current assets     60,732       3,336  
Accounts payable     2,516,565       (3,190,530 )
Accrued expenses     77,198       130,331  
Due to related parties     -       (438,666 )
Customer deposits     (139,064 )     139,064  
Refunds due to customers     (47,440 )     (661,067 )
Reserve for sales returns     30,000       (264,000 )
Operating lease liabilities, net of operating leases - right of use assets     (171 )     (14,945 )
Net cash (used in) provided by operating activities     (2,011,930 )     171,017  
Cash flows from investing activities                
Purchase of property and equipment     (117,573 )     (201,161 )
Net cash used in investing activities     (117,573 )     (201,161 )
Cash flows from financing activities                
Proceeds from Issuance of stock - net of transaction expenses     9,000,579       -  
Payment of redemption and retirement of treasury stock     (7,162,451 )     -  
Net Proceeds from revolving lines of credit     2,435,085       64,915  
Proceeds from note payable - Payroll Protection Program     -       443,900  
Payment of deferred financing charges     (37,501 )     (73,725 )
Payments on installment notes     (68,332 )     (65,010 )
Proceeds from exercise of stock options     14,000       26,400  
Payment on subordinated note payable - related party     (150,000 )     (300,000 )
Payments on finance leases     (7,973 )     (14,957 )
Net cash provided by financing activities     4,023,407       81,523  
Net change in cash     1,893,904       51,379  
                 
Cash at beginning of year     396,579       345,200  
Cash at end of year   $ 2,290,483     $ 396,579  
                 
Supplemental disclosures of cash flow information:                
Cash paid for interest   $ 546,545     $ 461,080  
Equipment purchased under capital lease   $ 23,651     $ -  
Issuance of common stock and warrants for stock issuance expenses   $ 547,838     $ -  
Operating leases - right of use assets and lease liabilities at inception of lease   $ 16,364     $ 2,184,105