Bloomia Holdings, Inc 10-Q, filed Aug 10, 2022

Bloomia Holdings, Inc. (TULP)

10-Q 2022-08-10 For: 2022-06-30

Added on April 11, 2026

About this 10-Q

Bloomia Holdings, Inc filed this 10-Q on August 10, 2022, covering the quarter ended June 30, 2022.

Headline figures

Quarter ended June 30, 2022, as reported in this filing, compared with the same period a year earlier where the filing states it.

Revenue: $3.25M; down 46.6% from $6.1M a year earlier
Net loss: $1.08M; compared with a net loss of $894K a year earlier
Diluted EPS: -$0.61; compared with -$0.51 a year earlier

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		Page
PART I.	FINANCIAL INFORMATION

Item 1.	Financial Statements	3

	Condensed Balance Sheets – June 30, 2022 (unaudited) and December 31, 2021	3

	Condensed Statements of Operations – Three and six months ended June 30, 2022 and 2021 (unaudited)	4

	Condensed Statements of Shareholders’ Equity – Three and six months ended June 30, 2022 and 2021 (unaudited)	5

	Condensed Statements of Cash Flows – Six months ended June 30, 2022 and 2021 (unaudited)	6

	Notes to Financial Statements – (unaudited)	7

Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	13

Item 3.	Quantitative and Qualitative Disclosures about Market Risk	18

Item 4.	Controls and Procedures	18

PART II.	OTHER INFORMATION

Item 1.	Legal Proceedings	19

Item 1A.	Risk Factors	19

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	19

Item 3.	Defaults upon Senior Securities	19

Item 4.	Mine Safety Disclosures	19

Item 5.	Other Information	19

Item 6.	Exhibits	20

CONDENSED BALANCE SHEETS

	June 30,			December 31,
	2022			2021
ASSETS	(Unaudited)
Current Assets:
Cash and cash equivalents	$	2,302,000		$	3,766,000
Restricted cash		85,000			85,000
Accounts receivable, net		4,124,000			5,247,000
Inventories		25,000			19,000
Income tax receivable		6,000			4,000
Prepaid production costs		103,000			867,000
Other prepaid expense		189,000			366,000
Total Current Assets		6,834,000			10,354,000

Other Assets:
Property and equipment, net		97,000			113,000
Operating lease right-of-use assets		145,000			183,000

Total Assets	$	7,076,000		$	10,650,000

LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities:
Accounts payable		1,318,000			2,539,000
Accrued liabilities:
Compensation		557,000			464,000
Sales tax		805,000			1,287,000
Other		648,000			1,430,000
Current portion of operating lease liabilities		75,000			76,000
Deferred revenue		602,000			842,000
Total Current Liabilities		4,005,000			6,638,000

Long-Term Liabilities:
Accrued income taxes		730,000			711,000
Operating lease liabilities		72,000			108,000
Total Long-Term Liabilities		802,000			819,000

Commitments and Contingencies		—			—

Shareholders' Equity:
Common stock, par value $.01:
Authorized shares - 5,714,000
Issued and outstanding shares - 1,793,000 at June 30, 2022 and 1,782,000 at December 31, 2021, respectively		18,000			18,000
Additional paid-in capital		16,394,000			16,296,000
Accumulated deficit		(14,143,000	)		(13,121,000	)
Total Shareholders' Equity		2,269,000			3,193,000

Total Liabilities and Shareholders' Equity	$	7,076,000		$	10,650,000

See accompanying notes to financial statements.

Insignia Systems, Inc.
CONDENSED STATEMENTS OF OPERATIONS
(Unaudited)

	Three Months Ended						Six Months Ended
	June 30						June 30
	2022			2021			2022			2021
Net services revenues	$	3,254,000		$	6,096,000		$	9,402,000		$	11,482,000

Cost of services		2,838,000			4,888,000			7,706,000			9,345,000
Gross Profit		416,000			1,208,000			1,696,000			2,137,000

Operating Expenses:
Selling		290,000			465,000			632,000			981,000
Marketing		279,000			260,000			538,000			495,000
General and administrative		948,000			1,336,000			1,554,000			3,273,000
Total Operating Expenses		1,517,000			2,061,000			2,724,000			4,749,000
Operating Loss		(1,101,000	)		(853,000	)		(1,028,000	)		(2,612,000	)

Other Income (Expense):
Gain on forgiveness of debt and accrued interest		—			—			—			1,062,000
Other income (expense)		31,000			(31,000	)		28,000			(58,000	)
Total Other Income (expense)		31,000			(31,000	)		28,000			1,004,000
Loss before Taxes		(1,070,000	)		(884,000	)		(1,000,000	)		(1,608,000	)

Income tax expense		14,000			10,000			22,000			23,000
Net Loss	$	(1,084,000	)	$	(894,000	)	$	(1,022,000	)	$	(1,631,000	)

Net loss per share:
Basic	$	(0.61	)	$	(0.51	)	$	(0.57	)	$	(0.93	)
Diluted	$	(0.61	)	$	(0.51	)	$	(0.57	)	$	(0.93	)

Shares used in calculation of net loss per share:
Basic		1,788,000			1,755,000			1,787,000			1,753,000
Diluted		1,788,000			1,755,000			1,787,000			1,753,000

See accompanying notes to financial statements.

Insignia Systems, Inc.
CONDENSED STATEMENTS OF SHAREHOLDERS' EQUITY
(Unaudited)

	Common Stock				Additional Paid-In			Accumulated
	Shares		Amount		Capital			Deficit			Total
Balance at December 31, 2021		1,782,000	$	18,000	$	16,296,000		$	(13,121,000	)	$	3,193,000
Issuance of common stock, net		4,000		—		28,000			—			28,000
Value of stock-based compensation		—		—		30,000			—			30,000
Net income		—		—		—			62,000			62,000

Balance at March 31, 2022		1,786,000	$	18,000	$	16,354,000		$	(13,059,000	)	$	3,313,000
Issuance of common stock, net		1,000		—		11,000			—			11,000
Value of stock-based compensation		—		—		29,000			—			29,000
Issuance of common stock upon vesting of restricted stock units		6,000		—		—			—			—
Net loss		—		—		—			(1,084,000	)		(1,084,000	)
Balance at June 30, 2022		1,793,000	$	18,000	$	16,394,000		$	(14,143,000	)	$	2,269,000

	Common Stock		Additional Paid-In		Accumulated
	Shares		Amount		Capital			Deficit			Total
Balance at December 31, 2020		1,748,000	$	17,000	$	16,238,000		$	(9,587,000	)	$	6,668,000
Issuance of common stock, net		6,000		1,000		25,000			—			26,000
Value of stock-based compensation		—		—		56,000			—			56,000
Net loss		—		—		—			(737,000	)		(737,000	)

Balance at March 31, 2021		1,754,000	$	18,000	$	16,319,000		$	(10,324,000	)	$	6,013,000
Value of stock-based compensation		—		—		86,000			—			86,000
Repurchase of common stock upon vesting of restricted stock units		11,000		—		(9,000	)		—			(9,000	)
Net loss		—		—		—			(894,000	)		(894,000	)
Balance at June 30, 2021		1,765,000	$	18,000	$	16,396,000		$	(11,218,000	)	$	5,196,000

See accompanying notes to financial statements.

Insignia Systems, Inc.
CONDENSED STATEMENTS OF CASH FLOWS
(Unaudited)
Six Months Ended June 30	2022			2021
Operating Activities:
Net loss	$	(1,022,000	)	$	(1,631,000	)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization		31,000			32,000
Gain on sale of property and equipment		—			(7,000	)
Changes in allowance for doubtful accounts		27,000			53,000
Stock-based compensation expense		59,000			142,000
Gain on forgiveness of debt and accrued interest		—			(1,062,000	)
Changes in operating assets and liabilities:
Accounts receivable		1,096,000			967,000
Inventories		(6,000	)		(6,000	)
Income tax receivable		(2,000	)		(1,000	)
Prepaid expenses and other		941,000			536,000
Accounts payable		(1,208,000	)		(647,000	)
Accrued liabilities		(1,170,000	)		361,000
Income tax payable		19,000			17,000
Deferred revenue		(240,000	)		95,000
Net cash used in operating activities		(1,475,000	)		(1,151,000	)

Investing Activities:
Purchases of property and equipment		(28,000	)		(32,000	)
Proceeds from sale of property and equipment		—			16,000
Net cash used in investing activities		(28,000	)		(16,000	)

Financing Activities:
Proceeds from issuance of common stock, net		39,000			26,000
Cash dividends paid ($0.70 per share)		—			(14,000	)
Repuchase of common stock upon vesting of restricted stock awards		—			(9,000	)
Net cash provided by financing activities		39,000			3,000

Decrease in cash and cash equivalents and restricted cash		(1,464,000	)		(1,164,000	)

Cash and cash equivalents and restricted cash at beginning of period		3,851,000			7,128,000
Cash and cash equivalents and restricted cash at end of period	$	2,387,000		$	5,964,000

Supplemental disclosures for cash flow information:
Cash paid during the period for income taxes	$	5,000		$	7,000

Non-cash financing activity:
Operating lease right-of-use asset obtained in exchange for lease obligation	$	-		$	33,000
Forgiveness of debt and accrued interest	$	-		$	1,062,000
Purchase of property and equipment included in accounts payable	$	-		$	15,000

See accompanying notes to financial statements.

	Three months ended June 30				Six months ended June 30
	2022		2021		2022		2021
	Services Revenues		Services Revenues		Services Revenues		Services Revenues
Timing of revenue recognition:
Services transferred over time	$	502,000	$	1,861,000	$	958,000	$	3,884,000
Services transferred at a point in time		2,752,000		4,235,000		8,444,000		7,598,000
Total	$	3,254,000	$	6,096,000	$	9,402,000	$	11,482,000

Balance at December 31, 2021	$	842,000
Reclassification of beginning deferred revenue to revenue, as a result of performance obligations satisfied		(478,000	)
Cash received in advance and not recognized as revenue		238,000
Balance at June 30, 2022	$	602,000

	Three months ended June 30, 2022						Six months ended June 30, 2022
	Corporate Headquarters		Warehouse		Operating Leases		Corporate Headquarters		Additional Office Space		Warehouse		Operating Leases
Operating lease cost	$	16,000	$	5,000	$	21,000	$	33,000	$	-	$	9,000	$	42,000
Variable lease cost		10,000		3,000		13,000		20,000		-		6,000		26,000
Total	$	26,000	$	8,000	$	34,000	$	53,000	$	-	$	15,000	$	68,000

	Three months ended June 30, 2021						Six months ended June 30, 2021
	Additional Office Space		Warehouse		Operating Leases		Prior Corporate Headquarters		Additional Office Space		Warehouse		Operating Leases
Operating lease cost	$	-	$	4,000	$	4,000	$	38,000	$	-	$	4,000	$	42,000
Variable lease cost		-		5,000		5,000		24,000		-		5,000		29,000
Short-term lease cost		10,000		-		10,000		-		21,000		-		21,000
Total	$	10,000	$	9,000	$	19,000	$	62,000	$	21,000	$	9,000	$	92,000

Maturity of Lease Liabilities	Leases
2022	$	42,000
2023		72,000
2024		40,000
Total lease payments		154,000
Less: Interest		(7,000	)
Present value of lease liabilities	$	147,000

	·	allowance for doubtful accounts;
	·	sales tax;
	·	income taxes; and
	·	stock-based compensation.

Exhibit Number	Description	Incorporated by Reference to/ Method of Filing

3.1	Restated Articles of Incorporation (effective as of January 4, 2021)	Exhibit 3.1 to Current Report on Form 8-K filed January 6, 2021

3.2	Composite Bylaws, as amended through December 5, 2015	Exhibit 3.2 to Annual Report on Form 10-K for the year ended December 31, 2015

10.1	Confidential Settlement Agreement and Mutual Release by and between the Company and News America, dated as of July 1, 2022	Exhibit 10.1 to Current Report on Form 8-K filed July 7, 2022

*10.2	Form of Annual Cash Incentive Compensation Agreement for fiscal year ending December 31, 2022	Filed Electronically

31.1	Certification of Principal Executive and Financial Officer	Filed Electronically

31.2	Certification of Principal Accounting Officer	Filed Electronically

32	Section 1350 Certification	Furnished Electronically

101	The following materials from Insignia Systems, Inc.’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2022, formatted in inline XBRL (extensible Business Reporting Language): (i) Condensed Balance Sheets; (ii) Condensed Statements of Operations; (iii) Condensed Statements of Shareholders’ Equity; (iv) Condensed Statements of Cash Flows; and (v) Notes to Financial Statements.	Filed Electronically

104	Cover Page Interactive Data File (embedded within the inline XBRL Document)	Filed Electronically

	INSIGNIA SYSTEMS, INC.
	(Registrant)

Dated: August 10, 2022	/s/ Kristine A. Glancy
	Kristine A. Glancy
	President and Chief Executive Officer
	(on behalf of registrant and as principal financial officer)

Dated: August 10, 2022	/s/ Zackery A. Weber
	Zackery A. Weber
	Vice President of Finance
	(principal accounting officer)

1.	I have reviewed this quarterly report on Form 10-Q of Insignia Systems, Inc.;

2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.	The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

	a)	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant is made known to us by others within the registrant, particularly during the period in which this report is being prepared; and

	b)	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; and

	c)	Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

	d)	Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting;

	Three Months Ended						Six Months Ended
	June 30						June 30
	2022			2021			2022			2021
Net sales		100.0	%		100.0	%		100.0	%		100.0	%
Cost of sales		87.2			80.2			82.0			81.4
Gross profit		12.8			19.8			18.0			18.6
Operating expenses:
Selling		8.9			7.6			6.7			8.5
Marketing		8.6			4.3			5.7			4.3
General and administrative		29.1			21.9			16.5			28.5
Total operating expenses		46.6			33.8			28.9			41.3
Operating loss		(33.8	)		(14.0	)		(10.9	)		(22.7	)
Other income (expense)		0.9			(0.5	)		0.2			8.7
Loss before taxes		(32.9	)		(14.5	)		(10.7	)		(14.0	)
Income tax expense		0.4			0.2			0.2			0.2
Net loss		(33.3	)%		(14.7	)%		(10.9	)%		(14.2	)%

	a)	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

	b)	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls over financial reporting.



Date: August 10, 2022		/s/ Kristine A. Glancy
		Kristine A. Glancy
		President and Chief Executive Officer
		(principal executive officer)



Date: August 10, 2022		/s/Zackery A. Weber
		Zackery A. Weber
		Vice President of Finance
		(principal accounting officer)

(1)	The accompanying Quarterly Report on Form 10-Q for the period ended June 30, 2022, fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2)	The information contained in the accompanying Quarterly Report fairly presents, in all material respects, the financial condition and results of operations of the Company.