XML 25 R15.htm IDEA: XBRL DOCUMENT v3.21.2
RELATED PARTY TRANSACTIONS
9 Months Ended
Jun. 30, 2021
Related Party Transactions [Abstract]  
RELATED PARTY TRANSACTIONS

NOTE 9                  RELATED PARTY TRANSACTIONS

 

Buying Agency and Supply Agreement

 

The Company has a Buying Agency and Supply Agreement (the “Supply Agreement”) with Forward Industries Asia-Pacific Corporation (“Forward China”). The Supply Agreement provides that, upon the terms and subject to the conditions set forth therein, Forward China will act as the Company’s exclusive buying agent and supplier of Products (as defined in the Supply Agreement) in the Asia-Pacific region.  The Company purchases products at Forward China’s cost and also pays to Forward China a monthly service fee equal to the sum of: (i) $100,000 and (ii) 4% of “Adjusted Gross Profit”, which is defined as the selling price less the cost from Forward China. The Supply Agreement expires October 22, 2023. Terence Wise, Chief Executive Officer and Chairman of the Company, is the owner of Forward China. In addition, Jenny P. Yu, a Managing Director of Forward China, beneficially owns more than 5% of the Company’s common stock. The Company recorded service fees to Forward China of $357,000 and $346,000 during the three months ended June 30, 2021 and 2020, respectively, and $1,040,000 and $1,022,000 during the nine months ended June 30, 2021 and 2020, respectively, which are included as a component of cost of sales upon sales of the related products.

 

The Company has a separate agreement with Forward China to address the potential impact of customers sourcing directly from Forward China. In the event a customer bypasses the services of the Company and does business directly with Forward China, Forward China will pay a commission of 50% of the net revenue, less direct costs, generated from the products or services sold. The Company recognized $12,000 of commissions related to this agreement during the nine months ended June 30, 2021. No commissions were recognized during the three months ended June 30, 2021 or the three or nine months ended June 30, 2020.

 

The Company had prepayments to Forward China for inventory purchases of $137,000 and $107,000 at June 30, 2021 and September 30, 2020, respectively, which are included in prepaid expenses and other current assets on the condensed consolidated balance sheets.

 

Promissory Note

 

On January 18, 2018, the Company issued a $1,600,000 promissory note payable to Forward China to fund the acquisition of IPS. The promissory note bears an interest rate of 8% per annum and had an original maturity date of January 18, 2019. Monthly interest payments commenced on February 18, 2018. The Company incurred and paid $32,000 for the three months ended June 30, 2021 and 2020 and $96,000 for the nine months ended June 30, 2021 and 2020 in interest expense associated with this note. The maturity date of this note was extended to December 31, 2022.

 

Related Party Sales

 

A member of the Company’s Audit, Governance and Compensation Committees of its Board of Directors is also a member of the Board of Directors of a company to whom the Company’s distribution division sold products. The Company recognized revenue of $63,000 from the sale of such products during the three and nine months ended June 30, 2021.

 

The Company’s design division provided services to a customer whose former Chief Operating and Financial Officer and equity owner is an immediate family member of a director on the Company’s Board of Directors. The director is a member of the Board’s Audit, Governance and Compensation Committees. The Company sold design services to this customer of $0 and $44,000 for the three and nine months ended June 30, 2020, respectively. There were no sales to this customer for the three or nine months ended June 30, 2021.

 

Related Party Activity

 

In October 2020, the Company began selling smart-enabled furniture, which is sourced by Forward China and sold in the U.S. under the Koble brand name. The Koble brand is owned by The Justwise Group Ltd., a company owned by Terrence Wise, Chief Executive Officer and Chairman of the Company. The Company recognized revenues from the sale of Koble products of $413,000 and $752,000 during the three and nine months ended June 30, 2021, respectively.