The following discussion and analysis should be read in conjunction with our
unaudited interim condensed financial statements and the related notes and other
financial information appearing elsewhere in this report.

COMPANY OVERVIEW


The following discussion and analysis provides information that management
believes is relevant to an assessment and understanding of the results of
operations and financial condition of Pro-Dex, Inc. ("Company," "Pro-Dex," "we,"
"our," or "us") for the three-month and nine-month periods ended March 31, 2023
and 2022. This discussion should be read in conjunction with the condensed
financial statements and the notes thereto included elsewhere in this report.
This report contains certain forward-looking statements and information. The
cautionary statements included herein should be read as being applicable to all
related forward-looking statements wherever they may appear. Our actual future
results could differ materially from those discussed herein.

Except for the historical information contained herein, the matters discussed in
this report, including, but not limited to, discussionsof our product
development plans, business strategies, strategic opportunities and market
factors influencing our results, including uncertainties related to the COVID-19
pandemic, are forward-lookingstatements that involve certain risks and
uncertainties. Actual results may differ from those anticipated by us as a
result of various factors, both foreseen and unforeseen, including, but not
limited to, our ability to continue to develop new products and increase sales
in markets characterizedby rapid technological evolution, the impact of the
COVID-19 pandemic on our suppliers, customers, and us, consolidation within our
target marketplace and among our competitors, competition from larger, better
capitalized competitors, and our ability to realize returns on opportunities.
Many other economic, competitive, governmental,and technological factors could
impact our ability to achieve our goals. You are urged to review the risks,
uncertainties, and other cautionary language described in this report, as well
as in our other public disclosures and reports filed with the Securities and
Exchange Commission ("SEC") from time to time, including, but not limited to,
the risks, uncertainties, and other cautionary language discussed in our Annual
Report on Form 10-K for our fiscal year ended June 30, 2022.

We specialize in the design, development, and manufacture of autoclavable,
battery-powered and electric, multi-function surgical drivers and shavers used
primarily in the orthopedic, thoracic, and maxocranial facial ("CMF")
markets. We have patented adaptive torque-limiting software and proprietary
sealing solutions which appeal to our customers, primarily medical device
distributors. We also manufacture and sell rotary air motors to a wide range of
industries.

Our principal headquarters are located at 2361 McGaw Avenue, Irvine, California
92614 and our phone number is (949) 769-3200. Our Internet address is
www.pro-dex.com. Our annual reports on Form 10-K, quarterly reports on Form
10-Q, current reports on Form 8-K, amendments to those reports and other SEC
filings are available free of charge through our website as soon as reasonably
practicable after such reports are electronically filed with, or furnished to,
the SEC. In addition, our Code of Ethics and other corporate governance
documents may be found on our website at the Internet address set forth above.
Our filings with the SEC may also be read and copied at the SEC's Public
Reference Room at 100 F Street, N.E., Washington, D.C. 20549. You may obtain
information on the operation of the Public Reference Room by calling the SEC at
1-800-SEC-0330. The SEC maintains an Internet site that contains reports, proxy
and information statements, and other information regarding issuers that file
electronically with the SEC at www.sec.govand company specific information at
www.sec.gov/edgar/searchedgar/companysearch.html.

Basis of Presentation



The condensed consolidated results of operations presented in this report are
not audited and those results are not necessarily indicative of the results to
be expected for the entirety of the fiscal year ending June 30, 2023. Our fiscal
year ends on June 30 and our fiscal quarters end on September 30, December 31,
and March 31. Unless otherwise stated, all dates refer to our fiscal year and
those fiscal quarters.

17




Critical Accounting Estimates and Judgments



Our consolidated financial statements are prepared in accordance with accounting
principles generally accepted in the United States. The preparation of our
financial statements requires management to make estimates and judgments that
affect the reported amounts of assets, liabilities, revenues, expenses and
related disclosures. We base our estimates on historical experience and 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.

An accounting policy is deemed to be critical if it requires an accounting
estimate to be made based on assumptions about matters that are highly uncertain
at the time the estimate is made, and if different estimates that reasonably
could have been used or changes in the accounting estimate that are reasonably
likely to occur could materially change the financial statements. Management
believes that there have been no significant changes during the three and nine
months ended March 31, 2023 to the items that we disclosed as our critical
accounting policies in Management's Discussion and Analysis of Financial
Condition and Results of Operations in our Annual Report on Form 10-K for the
fiscal year ended June 30, 2022.

Business Strategy and Future Plans



Our business today is almost entirely driven by sales of our medical devices.
Many of our significant customers place purchase orders for specific products
that were developed under various development and/or supply agreements. Our
customers may request that we design and manufacture a custom surgical device or
they may hire us as a contract manufacturer to manufacture a product of their
own design. In either case, we have extensive experience with autoclavable,
battery-powered and electric, multi-function surgical drivers and shavers. We
continue to focus a significant percentage of our time and resources on
providing outstanding products and service to our valued principal customers.
During the first quarter of fiscal 2021, our largest customer executed an
amendment to our existing supply agreement such that we shall continue to supply
their surgical handpieces to them through calendar 2025.



Simultaneously, we are working to build top-line sales through active proposals
of new medical device products with new and existing customers. Our patented
adaptive torque-limiting software has been very well received in the CMF and
thoracic markets. Additionally, we have other significant engineering projects
under way described more fully below under "Results of Operations."



In November 2020, we purchased an approximate 25,000 square foot industrial
building in Tustin, California (the "Franklin Property"). This building is
located approximately four miles from our Irvine, California headquarters and
was acquired to provide us additional capacity for our expected continued future
growth, including anticipated expanded capacity for the manufacture of batteries
and new products. We substantially completed the build-out of the property in
the first quarter of the prior fiscal year. Currently, we are actively engaged
in various verification and validation activities and we expect we will begin
operations in the new facility during the fourth quarter of this fiscal year.



In summary, our current objectives are focused primarily on maintaining our
relationships with our current medical device customers, expanding our
manufacturing capacity with the addition of the Franklin Property, investing in
research and development activities to design Pro-Dex branded drivers to
leverage our torque-limiting software, and promoting active product development
proposals to new and existing customers for orthopedic shavers, screw drivers
for a multitude of surgical applications, and other medical devices, while
monitoring closely the progress of all these individual endeavors. Our
investments in research and development have historically increased
disproportionately to our growth in revenue and we anticipate this may continue
in future periods. These expenditures are being made in an effort to release new
products and garner new customer relationships. This fiscal year, however, the
majority of our engineering efforts relate to customer funded non-recurring
engineering ("NRE") projects, which costs are reclassified to cost of sales.
While we expect revenue growth in the future, it may not be a consistent
trajectory but rather periods of incremental growth that current expenditures
are helping to create. However, there can be no assurance that we will be
successful in any of these objectives.

18





COVID-19 Pandemic

We have adjusted certain policies and procedures based on applicable national,
state, and local emergency orders and safety guidance that may be issued from
time to time, in order to effectively manage our business during the pandemic
and to keep our employees safe. These measures have changed over time and
continue to change as our specific circumstances change.



While we have yet to see any significant decline in our customer orders, we have
received and accepted some customer requests to delay the shipment of their
existing orders. We are focused on the health and safety of all those we serve -
our customers, our communities, our employees, and our suppliers. We are
supporting our customers according to their priorities and working with them to
the degree that we can offer relief in the form of delayed shipments. We are
focused on continuity of supply by working with our suppliers, some of whom have
delivered our orders late and are quoting longer lead times.

During fiscal 2022, we began to see some challenges in our supply chain in the
form of delayed shipments, longer lead times, higher prices, and surcharges,
much of which our suppliers indicate have been caused by the COVID-19 pandemic.
We have largely been able to mitigate our biggest supply chain concerns by
sourcing replacement chips through alternative suppliers, albeit at much higher
prices, for many of our printed circuit board assemblies. In so doing, our cost
of sales increased during the second half of fiscal 2022 and thus far in fiscal
2023. We continue to implement plans and processes to mitigate these challenges
that many manufacturers similarly face. Our long-term prospects remain positive,
and we believe these challenges will negatively impact us only in the
short-term.

Description of Business Operations

Revenue

The majority of our revenue is derived from designing, developing and manufacturing surgical devices for the medical device industry. The proportion of total sales by type is as follows (in thousands, except percentages):



                                                 Three Months Ended                                          Nine Months Ended
                                                     March 31,                                                   March 31,
                                         2023                          2022                         2023                          2022
                                            % of Revenue                 % of Revenue                  % of Revenue                  % of Revenue
Net Sales:

  Medical device products        6,990               54 %     6,527               70 %     23,631               67 %     23,199               79 %
  Industrial and scientific        260                2 %       321                4 %        691                2 %        775                3 %
  Dental and component              43               -          203                2 %        182               -           348                1 %
  NRE & Proto-type                 970                7 %       549                6 %      2,361                7 %        859                3 %
  Repairs and other              4,816               37 %     1,665               18 %      8,583               24 %      4,245               14 %
                                13,079              100 %     9,265              100 %     35,448              100 %     29,426              100 %


Certain of our medical device products utilize proprietary designs developed by
us under exclusive development and supply agreements. All of our medical device
products utilize proprietary manufacturing methods and know-how, and are
manufactured in our Irvine, California facility, as are our industrial products.
Details of our medical device sales by type is as follows (in thousands, except
percentages):

                                         Three Months Ended                                      Nine Months Ended
                                              March 31,                                              March 31,
                                   2023                       2022                       2023                        2022
                                      % of Total                 % of Total                  % of Total                  % of Total

Medical device sales:


  Orthopedic               3,866            55 %      3,233            50 %      15,271            65 %      14,270            62 %
  CMF                      2,886            41 %      2,093            32 %       7,208            30 %       7,084            30 %
  Thoracic                   238             4 %      1,201            18 %       1,152             5 %       1,845             8 %
Total                      6,990           100 %      6,527           100 %      23,631           100 %      23,199           100 %




Sales of our medical device products increased $463,000, or 7%, and $432,000, or
2%, respectively, for the three and nine months ended March 31, 2023, compared
to the corresponding periods of the prior fiscal year. Our medical device
revenue to our largest customer, included in orthopedic sales above, increased
$633,000 and $1.0 million, respectively, for the three and nine months ended
March 31, 2023 compared to the corresponding periods of the prior fiscal year.
Additionally, recurring revenue from distributors of CMF drivers increased
$793,000 and $124,000, respectively, for the three and nine months ended March
31, 2023, compared to the corresponding periods of the prior fiscal year in part
due to the launch of a new driver to our existing largest customer during the
third quarter of the prior fiscal year. Our thoracic sales revenue decreased
$963,000 and $693,000, for the three and nine months ended March 31, 2023,
respectively, compared to the corresponding periods of the prior fiscal year,
due primarily as a result of our customer for our thoracic driver filling the
near-term requirements of its distribution network.

19





Sales of our compact pneumatic air motors, reported as industrial and scientific
sales above, decreased $61,000, or 19%, and $84,000, or 11%, respectively, for
the three and nine months ended March 31, 2023, compared to the corresponding
periods of the prior fiscal year. These are legacy products with no substantive
marketing efforts. Our NRE and proto-type revenue increased $421,000, or 77%,
and $1.5 million, or 175%, for the three and nine months ended March 31, 2023,
compared to the corresponding periods of the prior fiscal year, due to an
increase in billable contracts for various NRE projects undertaken for our
customers.

Sales of our dental products and components decreased $160,000, or 79%, and
$166,000, or 48%, respectively, for the three and nine months ended March 31,
2023, compared to the corresponding periods of the prior fiscal year. In the
prior fiscal year we sold component inventory to our largest customer used in
their legacy design which did not recur in the current fiscal year. We expect
future declines in this area as we are no longer manufacturing dental products,
but rather are simply selling remaining component inventory.

Repair revenue increased $3.2 million or 189%, and $4.3 million, or 102%, for
the three and nine months ended March 31, 2023, respectively, compared to the
corresponding periods of the prior fiscal year due to increased repairs of the
orthopedic handpiece we sell to our largest customer. This increase was expected
as we have been upgrading handpieces to the next generation, which design was
released to manufacture in the third quarter of fiscal 2022. Additionally, we
completed negotiations on repair pricing and terms with this customer during the
three months ended March 31, 2023, and received an additional $520,000 in
compensation during the third quarter of this fiscal year, for handpieces
upgraded between July 2022 and December 2022 and reached an agreement for future
consideration which we expect to recognize in a future fiscal year. We expect to
continue to see increases in repair revenue, albeit at reduced margins, for the
remainder of this fiscal year because this customer has requested that we
perform an enhanced repair on each handpiece, which includes the advance
replacement of certain components.

At March 31, 2023, we had a backlog of approximately $18.8 million, of which
$8.5 million is scheduled to be delivered in the fourth quarter of fiscal 2023
and the balance is scheduled to be delivered next fiscal year and beyond. Our
backlog represents firm purchase orders received and acknowledged from our
customers and does not include all revenue expected to be generated from
existing customer contracts. We may experience variability in our new order
bookings due to various reasons, including, but not limited to, the timing of
major new product launches and customer planned inventory builds. However, we do
not typically experience seasonal fluctuations in our shipments and revenues.



20







Cost of Sales and Gross Margin
(in thousands except percentages)



                                          Three Months Ended                                      Nine Months Ended
                                               March 31,                                              March 31,
                                    2023                       2022                       2023                        2022
                                       % of Total                 % of Total                  % of Total                  % of Total
Cost of sales:
 Product cost               8,510            92 %      5,465            85 %      24,066            92 %      18,436            94 %

Under(over)-absorption


of manufacturing costs        729             8 %        528             8

%       1,705             7 %         631             3 %
  Inventory and
warranty charges               29            -           414             7 %         287             1 %         670             3 %
Total cost of sales         9,268           100 %      6,407           100 %      26,058           100 %      19,737           100 %




                   Three Months Ended         Nine Months Ended            Year over Year
                       March 31,                  March 31,                  ppt Change
                                                                                         Nine
                   2023          2022         2023         2022       Three Months      Months

 Gross margin        29 %          31 %         26 %          33 %           (2 )          (7 )


Cost of sales for the three months ended March 31, 2023, increased $2.9 million,
or 45%, compared to the corresponding period of the prior fiscal year. The
increase in total costs of sales was caused by the 41% increase in revenue for
the same period. Under-absorption of manufacturing costs increased by $201,000
for the three months ended March 31, 2023, compared to the corresponding period
of the prior fiscal year due in part to our inability to absorb our fixed costs,
which were not reduced in the third quarter of the current fiscal year in
anticipation of future revenue growth. Costs relating to inventory and warranty
charges decreased $385,000 for the third quarter ended March 31, 2023 compared
to the third quarter of the prior fiscal year, largely due to a reduction in
warranty expenses.

Gross profit increased by approximately $953,000, or 33%, for the three months
ended March 31, 2023, compared to the corresponding period of the prior fiscal
year, consistent with the overall increase in revenue. Gross margin as a
percentage of sales decreased by approximately 2 percentage points compared to
the corresponding period of the prior fiscal year due primarily to increased
under-absorption of manufacturing costs as a result of additional indirect costs
in our manufacturing, assembly, and quality departments, especially related to
ongoing verification and validation activities for the Franklin Property.



Cost of sales for the nine months ended March 31, 2023 increased by $6.3
million, or 32%, compared to the corresponding period of the prior fiscal year.
Although some of the increase in cost of sales is consistent with the 21%
increase in revenue for the same period, the reasons for which are discussed
above, the enhanced repair program implemented for our largest customer includes
the advance replacement of certain components which has contributed to a $1.4
million increase in cost of sales. Additionally, total cost of sales reflects a
$1.1 million increase in under-absorbed manufacturing costs due to actual
production hours being less than planned as well as the additional indirect
costs in our manufacturing, assembly, and quality operations described above.
Inventory and warranty charges decreased by approximately $383,000, or 57%, for
the nine months ended March 31, 2023, compared to the corresponding period of
the prior fiscal year, due to reduced component inventory write-downs as a
result of sourcing high priced components for our printed circuit board
assemblies in the prior fiscal year.



Gross profit decreased by $299,000, or 3%, for the nine months ended March 31,
2023, compared to the corresponding period of the prior fiscal year, primarily
as a result of the increase in cost of sales described above. Gross margin for
the nine months ended March 31, 2023, decreased by 7 percentage points compared
to the corresponding period of the prior fiscal year.





21





Operating Expenses



Operating Costs and Expenses
(in thousands except percentages)



                                                             Three Months Ended                                               Nine Months Ended
                                                                  March 31,                                                       March 31,                                 Year over Year % Change
                                                    2023                            2022                            2023                            2022                 Three Months      Nine Months
                                                     % of Net Sales                  % of Net Sales                  % of Net Sales                  % of Net Sales
Operating expenses:
Selling expenses                             24               -              20               -             146               -              79               -                20 %               85 %

  General and administrative expenses     1,009                8 %        1,145               13 %        2,983                9 %        3,402               12 %            (12 %)             (12 %)
  Research and development costs            713                5 %          658                7 %        2,109                6 %        2,254                8 %              8 %               (6 %)
                                          1,746               13 %        1,823               20 %        5,238               15 %        5,735               20 %             (4 %)              (9 %)




Selling expenses consist of salaries and other personnel-related expenses for
our business development department, as well as advertising and marketing
expenses, and travel and related costs incurred in generating and maintaining
our customer relationships. Selling expenses for the three and nine months ended
March 31, 2023, increased $4,000, or 20%, and $67,000, or 85%, respectively,
compared to the corresponding periods of fiscal 2022. The increase is primarily
due to increased sales commissions.

General and administrative expenses ("G&A") consist of salaries and other
personnel-related expenses of our accounting, finance and human resource
personnel, as well as costs for outsourced information technology services,
professional fees, directors' fees, and other costs and expenses attributable to
being a public company. G&A decreased $136,000 and $419,000, respectively,
during the three and nine months ended March 31, 2023, when compared to the
corresponding periods of the prior fiscal year. The decreases relate primarily
to reduced legal and settlement expenses related to employment matters and
reduced non-cash compensation expense related to stock compensation, offset by
increased legal fees related to intellectual property matters.

Research and development costs generally consist of salaries, employer-paid
benefits, and other personnel- related costs of our engineering and support
personnel, as well as allocated facility and information technology costs,
professional and consulting fees, patent-related fees, lab costs, materials, and
travel and related costs incurred in the development and support of our
products. Research and development costs for the three months ended March 31,
2023, increased $55,000, or 8%, compared to the corresponding periods of the
prior fiscal year. Research and development costs for the nine months ended
March 31, 2023, decreased $145,000, or 6%, compared to the corresponding periods
of the prior fiscal year. This relates to increased personnel and related
expense offset by decreased spending on internal engineering projects and a
shift to increased spending on billable development projects. When our engineers
are engaged in a billable project as opposed to an internal project, costs get
shifted to cost of sales instead of research and development.



22







Although the majority of our research and development costs relate to sustaining
activities related to products we currently manufacture and sell, we have
created a product roadmap to develop future products. Many of our product
development efforts are undertaken only upon completion of an analysis of the
size of the market, our ability to differentiate our product from our
competitors', as well as an analysis of our specific sales prospects with new
and/or existing customers. The research and development costs represent between
36% and 41% of total operating expenses for all periods presented and are
expected to increase in the future as we continue to invest in product
development efforts. The amount spent on internal projects under development is
summarized below (in thousands):



                                                                                                                Market
                           Three and Nine Months Ended March 31,      Three

and Nine Months Ended March 31, Launch Est Annual


                                            2023                                       2022                       (1)        Revenue (2)
Total Research &
Development costs:        $           713           $      2,109     $           658           $      2,254

Products in
development:
   ENT Shaver                           6                     50                  15                    278     Q4 2023   $      1,000
   Sustaining & Other                 707                  2,059                 643                  1,976
 Total.                   $           713           $      2,109     $           658           $      2,254

(1) Represents the calendar quarter of expected market launch.

(2) The products in development include risks that they could be abandoned in the

future prior to completion, they could fail to become commercialized, or the


     actual annual revenue realized may be less than the amount estimated.




As we introduce new products into the market, we expect to see an increase in
sustaining and other engineering expenses. Typical examples of sustaining
engineering activities include, but are not limited to, end-of- life component
replacement, especially in electronic components found in our printed circuit
board assemblies, analysis of customer complaint data to improve process and
design, replacement and enhancement of tooling and fixtures used in our machine
shop, assembly operations, and inspection areas to improve efficiency and
through-put. Additionally, these costs include development projects that may be
in their infancy and may or may not result in a full-fledged product development
effort.



Interest & Other Income

Interest income for the three and nine months ended March 31, 2023 and 2022,
includes interest and dividends from our money market accounts and investment
portfolio.

Interest Expense

Interest expense consists primarily of interest expense related to the notes
payable described more fully in Note 10 to the condensed consolidated financial
statements contained elsewhere in this report.



Unrealized gain (loss) on marketable equity investments

The unrealized gain (loss) on marketable equity investments relates to our investment portfolio more fully described in Note 4 to the condensed consolidated financial statements contained elsewhere in this report.

Gain on Sale of Investments



During the first quarter ended September 30, 2022, we sold some of the stocks in
our portfolio of equity investments receiving proceeds of $88,000 and recording
a gain on the sale in the amount of $7,000.



23







Income Tax Expense



The effective tax rate for the three and nine months ended March 31, 2023 and
2022, is slightly less than our combined expected federal and applicable state
corporate income tax rates due to federal and state research credits.
Additionally, the current year effective tax rate for the nine months ended
March 31, 2023 is less than our combined expected federal and applicable state
corporate income tax rates due to a tax benefit recognized as a result of common
stock awarded to employees under previously granted performance awards in the
first quarter of fiscal 2023 as described more fully in Note 8 to the condensed
consolidated financial statements contained elsewhere in this report, as well as
unrealized gains on our marketable equity investments.

Liquidity and Capital Resources



Cash and cash equivalents at March 31, 2023, increased $1.2 million to
$2.1 million as compared to $849,000 at June 30, 2022. The following table
includes a summary of our condensed statements of cash flows contained elsewhere
in this report.

                                   As of and For the Nine Months Ended March 31,
                                          2023                        2022
                                                  (in thousands)
Cash provided by (used in):
Operating activities            $              4,835         $              4,432
Investing activities            $               (733 )       $             (1,636 )
Financing activities            $             (2,863 )       $             (1,756 )

Cash and Working Capital:
    Cash and cash equivalents   $              2,088         $              4,761
    Working capital             $             21,001         $             20,376


Operating Activities

Net cash provided by operating activities was $4.8 million for the nine months
ended March 31, 2023, primarily due to net income of $3.3 million, non-cash
depreciation and amortization of $594,000, share-based compensation of $584,000,
and collections of accounts receivable in the amount of $4.8 million offset by a
decrease in accounts payable and accrued expenses of $1.0 million, a decrease in
deferred revenue of $956,000, and an increase in inventory in the amount of $2.5
million.

Net cash provided by operating activities was $4.4 million for the nine months
ended March 31, 2022, primarily due to net income of $2.4 million, non-cash
depreciation and amortization of $546,000, share-based compensation of $932,000
and unrealized losses on marketable securities in the amount of $427,000, as
well as an increase in accounts payable and accrued expenses of $673,000, an
increase in deferred revenue of $746,000, and a decrease in accounts receivable
in the amount of $2.3 million. Offsetting these sources of cash, our inventory
increased by $3.4 million primarily due to replenishment of sub-assemblies

and
long-lead time parts.

Investing Activities

Net cash used in investing activities for the nine months ended March 31, 2023,
was $733,000 and related primarily to the purchases of equipment and
improvements primarily for the Franklin Property totaling $822,000. Offsetting
this use of cash, we sold some of our marketable securities during the nine
months ended March 31, 2023 for $89,000.

Net cash used in investing activities for the nine months ended March 31, 2022,
was $1.6 million and related to purchases of equipment and improvements
primarily for the Franklin Property in the amount of $1.3 million and
investments in marketable equity securities of publicly traded companies in

the
amount of $334,000.

24





Financing Activities

Net cash used in financing activities for the nine months ended March 31, 2023,
totaled $2.9 million and related primarily to the $1.5 million repurchase of
86,422 shares of our common stock pursuant to our share repurchase program, $4.8
million of payments to Minnesota Bank and Trust ("MBT") as well as payment of
$223,000 of employee payroll taxes related to the award of 37,500 shares of
common stock to employees under previously granted performance awards.
Offsetting these uses of cash we also borrowed $3.6 million from MBT under our
amended revolving loan, and collected $78,000 and $11,000, respectively, related
to employee contributions to the ESPP plan and exercises of stock options.

Net cash used in financing activities for the nine months ended March 31, 2022,
totaled $1.8 million and related primarily to the $1.3 million repurchase of
52,718 shares of our common stock pursuant to our share repurchase program as
well as $561,000 of principal payments on our loans from MBT more fully
described in Note 10 to the condensed consolidated financial statements
contained elsewhere in this report.

Financing Facilities & Liquidity Requirements for the next twelve months



As of March 31, 2023, our working capital was $21.0 million. We currently
believe that our existing cash and cash equivalent balances together with our
accounts receivable balances will provide us sufficient funds to satisfy our
cash requirements as our business is currently conducted for at least the next
12 months. In addition to our cash and cash equivalent balances, we expect to
derive a portion of our liquidity from our cash flows from operations. We may
also liquidate some or all of our investment portfolio or borrow further against
our $7.0 million Amended Revolving Loan with MBT (see Note 10 to condensed
consolidated financial statements contained elsewhere in this report), under
which we had availability of $5.2 million as of March 31, 2023.



We are focused on preserving our cash balances by monitoring expenses,
identifying cost savings, and investing only in those development programs and
products that we believe will most likely contribute to our profitability. As we
execute on our current strategy, however, we may require debt and/or equity
capital to fund our working capital needs and requirements for capital equipment
to support our manufacturing and inspection processes. In particular, we have
experienced negative operating cash flow in the past, especially as we procure
long-lead time materials to satisfy our backlog, which can be subject to
extensive variability. We believe that if we need to raise additional capital to
fund our operations beyond the cash available from the strategies mentioned
above, we can do so by selling additional shares of our common stock under the
ATM Agreement. (See Note 11 to condensed consolidated financial statements
contained elsewhere in this report).

Investment Strategy


We invest surplus cash from time to time through our Investment Committee, which
is comprised of one management director, Mr. Van Kirk, and two non-management
directors, Mr. Cabillot and Mr. Swenson, who chairs the committee. Both Mr.
Cabillot and Mr. Swenson are active investors with extensive portfolio
management expertise. We leverage the experience of these committee members to
make investment decisions for the investment of our surplus operating capital or
borrowed funds. Additionally, many of our securities holdings include stocks of
public companies that either Messrs. Swenson or Cabillot or both may own from
time to time either individually or through the investment funds that they
manage, or other companies whose boards they sit on. The Investment Committee
approved each of the investments comprising the $2.7 million of marketable
public equity securities held at March 31, 2023.

© Edgar Online, source Glimpses