msn20250930_10q.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2025

☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission file number 001-07731

EMERSON RADIO CORP.

(Exact name of registrant as specified in its charter)

Delaware	22-3285224
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

959 Route 46 East, Suite 210, Parsippany, NJ	07054
(Address of principal executive offices)	(Zip code)

(973) 428-2000

(Registrant’s telephone number, including area code)

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 $.01 per share	MSN	NYSE American

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ☒ Yes ☐ No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). ☒ Yes ☐ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer”, “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☐	Accelerated filer	☐

Non-accelerated filer	☒	Smaller reporting company	☒

		Emerging growth company	☐

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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐ Yes ☒ No

Indicate the number of shares outstanding of common stock as of November 14, 2025: 21,042,652.

PART I — FINANCIAL INFORMATION
Item 1. Financial Statements	3
Condensed Consolidated Statements of Operations for the three and six months ended September 30, 2025, and 2024 (unaudited)	3
Condensed Consolidated Balance Sheets as of September 30, 2025 (unaudited), and March 31, 2025	4
Condensed Consolidated Statements of Cash Flow for the six months ended September 30, 2025 and 2024 (unaudited)	5
Condensed Consolidated Statements of Shareholders' Equity for the three and six months ended September 30, 2025 and 2024 (unaudited)	6
Notes to the Condensed Consolidated Financial Statements	7
Item 2. Management’s Discussion and Analysis of Results of Operations and Financial Condition	15
Item 3. Quantitative and Qualitative Disclosures About Market Risk	20
Item 4. Controls and Procedures	20
PART II — OTHER INFORMATION	21
Item 1. Legal Proceedings	21
Item 1A. Risk Factors	21
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	21
Item 3. Defaults Upon Senior Securities	21
Item 4. Mine Safety Disclosure	21
Item 5. Other Information	21
Item 6. Exhibits	22
SIGNATURES	23

	*Three Months Ended September 30,*						*Six Months Ended September 30,*
	*2025*			*2024*			*2025*			*2024*

Net revenues:
Net product sales	$	1,127		$	2,670		$	2,716		$	4,799
Licensing revenue		88			68			174			137
Net revenues		1,215			2,738			2,890			4,936
Costs and expenses:
Cost of sales		1,216			2,466			2,880			4,470
Selling, general and administrative expenses		1,195			1,389			2,515			2,805
Total cost of sales and SG&A		2,411			3,855			5,395			7,275
Operating loss		(1,196	)		(1,117	)		(2,505	)		(2,339	)
Other income:
Interest income, net		153			236			322			499
(Loss) before income taxes		(1,043	)		(881	)		(2,183	)		(1,840	)
Provision for income tax expense		—			—			—			3
Net (loss)	$	(1,043	)	$	(881	)	$	(2,183	)	$	(1,843	)

Basic (loss) per share	$	(0.05	)	$	(0.04	)	$	(0.10	)	$	(0.09	)
Diluted (loss) per share	$	(0.05	)	$	(0.04	)	$	(0.10	)	$	(0.09	)
Weighted average shares outstanding
Basic		21,042,652			21,042,652			21,042,652			21,042,652
Diluted		21,042,652			21,042,652			21,042,652			21,042,652

	*September 30, 2025*			*March 31, 2025*
	(Unaudited)
ASSETS
Current Assets:
Cash and cash equivalents	$	956		$	1,186
Short term investments		12,545			14,868
Accounts receivable, net		1,203			1,499
Licensing receivable		42			42
Inventory		4,982			4,909
Prepaid purchases		8			43
Prepaid expenses and other current assets		362			247
Total Current Assets		20,098			22,794
Non-Current Assets:
Property and equipment, net		170			211
Right-of-use asset-operating leases		374			443
Right-of-use asset-finance leases		5			6
Other assets		76			76
Total Non-Current Assets		625			736
Total Assets	$	20,723		$	23,530
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current Liabilities:
Accounts payable and other current liabilities		978			808
Due to affiliate		1			1
Short-term operating lease liability		153			136
Short-term finance lease liability		1			1
Income tax payable, current portion		—			668
Deferred revenue		32			96
Total Current Liabilities		1,165			1,710
Non-Current Liabilities:
Long-term operating lease liability		243			321
Long-term finance lease liability		4			5
Total Non-Current Liabilities		247			326
Total Liabilities	$	1,412		$	2,036
Shareholders’ Equity:
Series A Preferred shares — 10,000,000 shares authorized; 3,677 shares issued and outstanding; liquidation preference of $3,677,000		3,310			3,310
Common shares — $0.01 par value, 75,000,000 shares authorized; 52,965,797 shares issued at September 30, 2025 and March 31, 2025, respectively; 21,042,652 shares outstanding at September 30, 2025 and March 31, 2025, respectively		529			529
Additional paid-in capital		79,792			79,792
Accumulated deficit		(31,119	)		(28,936	)
Treasury stock, at cost (31,923,145 shares at September 30, 2025 and March 31, 2025, respectively)		(33,201	)		(33,201	)
Total Shareholders’ Equity		19,311			21,494
Total Liabilities and Shareholders’ Equity	$	20,723		$	23,530

	*Preferred Stock*				*Common Stock*				*Additional*								*Total*
	*Number*		*Preferred*		*Number*		*Par*		*Paid-In*		*Accumulated*			*Treasury*			*Shareholders’*
	*of Shares*		*Value*		*of Shares*		*Value*		*Capital*		*Deficit*			*Stock*			*Equity*
Balance — March 31, 2025		3,677	$	3,310		52,965,797	$	529	$	79,792	$	(28,936	)	$	(33,201	)	$	21,494
Net loss		—		—		—		—		—		(1,140	)		—			(1,140	)
Balance — June 30, 2025		3,677	$	3,310		52,965,797	$	529	$	79,792	$	(30,076	)	$	(33,201	)	$	20,354
Net loss		—		—		—		—		—		(1,043	)		—			(1,043	)
Balance — September 30, 2025		3,677	$	3,310		52,965,797	$	529	$	79,792	$	(31,119	)	$	(33,201	)	$	19,311

	*Three Months Ended September 30,*				*Six Months Ended September 30,*
Disaggregation of revenue (in 000's)	*2025*		*2024*		*2025*		*2024*

Net revenues by type:
Net product sales	$	1,127	$	2,670	$	2,716	$	4,799
Licensing revenue		88		68		174		137
Total:		1,215		2,738		2,890		4,936

Net revenues by customers: (over 10%)
Amazon.com	$	680	$	999	$	880	$	1,984
Costco		137		—		246		—
Walmart		115		1,190		168		2,038
Variety Wholesalers		—		—		459		—
Fred Meyer		—		379		439		544
Total:	$	932	$	2,568	$	2,192	$	4,566

		*As of September 30,*			*As of March 31,*			*As of March 31,*
	*2025*			*2025*			*2024*
Trade receivables	$	2,316		$	2,606		$	1,368
Allowance for credit losses		(1,113	)		(1,107	)		(25	)
Accounts receivable, net	$	1,203		$	1,499		$	1,343

		*September 30, 2025*				*March 31, 2025*
Finished goods		$	4,982			$	4,909

Weighted average remaining lease term (in months)	*As of September 30, 2025*			*As of September 30, 2024*
Operating leases		30.2			41.3
Finance leases		44.2			56.2

Weighted average discount rate
Operating leases		10.38	%		10.39	%
Finance leases		10.50	%		10.50	%

(in thousands)	Operating Leases			Finance Leases

2026	$	93		$	1
2027		187			2
2028		118			2
2029		51			2
2030		—			—
Thereafter		—			—
Total lease payments	$	449		$	7
Less: Imputed interest		(53	)		(1	)
Total	$	396		$	6

	Three Months Ended September 30,						Six Months Ended September 30,
	2025			2024			2025			2024
Net product sales	$	1,127		$	2,670		$	2,716		$	4,799
Licensing revenue		88			68			174			137
Net revenues		1,215			2,738			2,890			4,936
Cost of sales		1,216			2,466			2,880			4,470
Selling, general and administrative expenses		1,195			1,389			2,515			2,805
Operating loss		(1,196	)		(1,117	)		(2,505	)		(2,339	)
Interest income, net		153			236			322			499
(Loss) before income taxes		(1,043	)		(881	)		(2,183	)		(1,840	)
Provision for income taxes		—			—			—			3
Net (loss)	$	(1,043	)	$	(881	)	$	(2,183	)	$	(1,843	)

SEC Form 10-Q filed by Emerson Radio Corporation