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UG United Guardian Inc

9.60
-0.16 (-1.64%)
27 Nov 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type
United Guardian Inc NASDAQ:UG NASDAQ Common Stock
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  -0.16 -1.64% 9.60 9.05 12.47 9.78 9.49 9.78 11,031 01:00:00

Form 10-Q - Quarterly report [Sections 13 or 15(d)]

12/08/2024 2:01pm

Edgar (US Regulatory)


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0000101295us-gaap:RetainedEarningsMember2023-12-31 0000101295ug:CommonStockAmountMember2023-12-31 0000101295us-gaap:CommonStockMember2023-12-31 00001012952024-08-01
 

U.S. 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 June 30, 2024

 

 

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

         

For the transition period from ________ to ________

 

 

COMMISSION FILE NUMBER: 1-10526

 

 

 

UNITED-GUARDIAN, INC.

(Exact Name of Registrant as Specified in Its Charter)

 

Delaware 11-1719724
(State or Other Jurisdiction of Incorporation or Organization) (I.R.S. Employer Identification No.)

 

 

230 Marcus Boulevard, Hauppauge, New York 11788

(Address of Principal Executive Offices)

 

(631) 273-0900

(Registrants Telephone Number)

 

N/A

(Former name, former address, and former fiscal year, if changed since last report)

 

 

 

 

Cover Page 1 of 2

 

 

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

 

Title of each class

Trading Symbol

Name of each exchange on which registered

Common Stock, $0.10 par value per share

UG

NASDAQ Global Market

 

 

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 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 checkmark 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 each of the issuers classes of common stock, as of the latest practicable date:

 

As of August 1, 2024, the Registrant had issued and outstanding 4,594,319

shares of Common Stock, $.10 par value per share ("Common Stock").

 

 

 

 

 

 

 

 

 

 

 

 

 

Cover Page 2 of 2

 

 

  

 

UNITED-GUARDIAN, INC.

INDEX TO FINANCIAL STATEMENTS

 

  PageNo.

Part I. FINANCIAL INFORMATION

 
   

Item 1 - Condensed Financial Statements (unaudited unless indicated otherwise)

 
   

                       Statements of Income - Three and Six Months ended June 30, 2024 and 2023

2

   

                       Balance Sheets – June 30, 2024 (unaudited) and December 31, 2023 (audited)

3-4

   

     Statements of Changes in Stockholders’ Equity – Three and Six Months ended June 30, 2024 and 2023

5

   

                       Statements of Cash Flows – Six Months ended June 30, 2024 and 2023

6

   

                       Notes to Condensed Financial Statements

7-15

   

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

15-21

   

Item 3 - Quantitative and Qualitative Disclosures About Market Risk

21

   

Item 4 - Controls and Procedures

21

   

Part II. OTHER INFORMATION

 
   

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

22

   

Item 4 - Mine Safety Disclosures

22

   

Item 5 - Other Information

22

   

Item 6 - Exhibits

22

   

Signatures

22

 

 

 

 

 

1 of 22

  

 

UNITED-GUARDIAN, INC.

 

Part I. FINANCIAL INFORMATION

 

ITEM 1. Condensed Financial Statements

 

STATEMENTS OF INCOME
(unaudited)

 

   

THREE MONTHS

ENDED JUNE 30,

   

SIX MONTHS

ENDED JUNE 30,

 
   

2024

   

2023

   

2024

   

2023

 
                                 

Net sales

  $ 3,390,205     $ 2,650,299     $ 6,645,149     $ 5,220,623  
                                 

Costs and expenses:

                               

Cost of sales

    1,561,090       1,429,407       3,117,580       2,523,002  

Operating expenses

    602,777       574,093       1,171,642       1,092,039  

Research and development expense

    111,660       128,729       214,642       255,688  

Total costs and expenses

    2,275,527       2,132,229       4,503,864       3,870,729  

Income from operations

    1,114,678       518,070       2,141,285       1,349,894  
                                 

Other income (expense):

                               

Investment income

    100,007       54,950       198,080       102,582  

Net (loss) gain on marketable securities

    (9,501 )     7,479       31,995       80,180  

Total other income

    90,506       62,429       230,075       182,762  

Income before provision for income taxes

    1,205,184       580,499       2,371,360       1,532,656  
                                 

Provision for income taxes

    248,959       119,405       489,693       315,481  

Net income

  $ 956,225     $ 461,094     $ 1,881,667     $ 1,217,175  
                                 
Earnings per common share
(basic and diluted)
  $ 0.21     $ 0.10     $ 0.41     $ 0.26  
                                 

Weighted average shares
(basic and diluted)

    4,594,319       4,594,319       4,594,319       4,594,319  

 

 

 

See Notes to Condensed Financial Statements

 

2 of 22

 

 

UNITED-GUARDIAN, INC.

 

BALANCE SHEETS

 

   

JUNE 30,

   

DECEMBER 31,

 
   

2024

   

2023

 
   

(unaudited)

   

(audited)

 

Current assets:

               

Cash and cash equivalents

  $ 8,405,371     $ 8,243,122  

Marketable securities

    1,453,542       851,318  

Accounts receivable, net of allowance for credit losses of $20,241 at June 30, 2024 and $16,672 at December 31, 2023

    1,676,957       1,566,839  

Inventories, net

    1,172,087       1,223,506  

Prepaid expenses and other current assets

    220,750       191,708  

Prepaid income taxes

    213,801       176,220  

Total current assets

    13,142,508       12,252,713  
                 

Deferred income taxes, net

 

33,502

   

50,930

 

Net property, plant, and equipment:

               

Land

    69,000       69,000  

Factory equipment and fixtures

    4,698,305       4,669,936  

Building and improvements

    3,035,512       2,976,577  

Total property, plant, and equipment

    7,802,817       7,715,513  

Less: Accumulated depreciation

    7,144,149       7,096,318  

Total property, plant, and equipment, net

 

658,668

      619,195  

TOTAL ASSETS

  $ 13,834,678     $ 12,922,838  

 

 

 

 

 

See Notes to Condensed Financial Statements

 

3 of 22

 

UNITED-GUARDIAN, INC.

 

BALANCE SHEETS

(continued)

 

LIABILITIES AND STOCKHOLDERS EQUITY

 

   

JUNE 30,

   

DECEMBER 31,

 
   

2024

   

2023

 
   

(unaudited)

   

(audited)

 

Current liabilities:

               

Accounts payable

  $ 336,879     $ 134,449  

Accrued expenses and other current liabilities

    1,354,753       1,363,044  

Deferred revenue

    -       15,498  

Dividends payable

    21,377       21,265  

Total current liabilities

 

1,713,009

   

 

1,534,256  
                 

Total liabilities

 

$

1,713,009    

$

1,534,256  

Commitments and contingencies

           
                 

Stockholders equity:

               

Common stock $.10 par value; 10,000,000 shares authorized; 4,594,319 shares issued and outstanding at June 30, 2024 and December 31, 2023

    459,432       459,432  

Retained earnings

    11,662,237       10,929,150  

Total stockholders equity

    12,121,669       11,388,582  
                 

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY

  $ 13,834,678     $ 12,922,838  

 

 

See Notes to Condensed Financial Statements

 

4 of 22

 

 

 

UNITED-GUARDIAN, INC.

 

STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY

(unaudited)

 

 

THREE AND SIX MONTHS ENDED JUNE 30, 2024

 

 

 

    Common stock    

 

Retained

         
    Shares     Amount     Earnings     Total  

Balance, January 1, 2024

    4,594,319     $ 459,432     $ 10,929,150     $ 11,388,582  

Net income

    -       -       925,442       925,442  

Dividends declared and paid ($0.25 per share)

    -       -       (1,148,468 )     (1,148,468 )

Dividends declared but not paid ($0.25 per share)

    -       -       (112 )     (112 )

Balance, March 31, 2024

    4,594,319     $ 459,432     $ 10,706,012     $ 11,165,444  

Net income

    -       -       956,225       956,225  

Balance, June 30, 2024

    4,594,319     $ 459,432     $ 11,662,237     $ 12,121,669  

 

THREE AND SIX MONTHS ENDED JUNE 30, 2023

 

   

Common stock

   

Retained

         
    Shares        Amount     Earnings     Total  

Balance, January 1, 2023

    4,594,319     $ 459,432     $ 8,807,212     $ 9,266,644  

Net income

    -       -       756,081       756,081  

Balance, March 31, 2023

    4,594,319     $ 459,432     $ 9,563,293     $ 10,022,725  

Net income

    -       -       461,094       461,094  

Balance, June 30, 2023

    4,594,319     $ 459,432     $ 10,024,387     $ 10,483,819  

 

 

 

 

See Notes to Condensed Financial Statements

 

 

5 of 22

 

 

UNITED-GUARDIAN, INC.

STATEMENTS OF CASH FLOWS
(unaudited)

 

 

   

SIX MONTHS ENDED

 
   

June 30,

 
   

2024

   

2023

 

Cash flows from operating activities:

               

Net income

  $ 1,881,667     $ 1,217,175  

Adjustments to reconcile net income to net cash provided by operating activities:

               

Depreciation and amortization

    47,831       48,911  

Net gain on marketable securities

    (31,995

)

    (80,180 )

Gain on sale of equipment

    -       (10,000 )

Allowance for credit losses

    3,569       14,760  

Change in allowance for obsolete inventory

    (22,000 )     8,000  

Deferred income taxes

    17,428       150,453  

(Increase) decrease in operating assets:

               

Accounts receivable

    (113,687

)

    (127,405 )

Inventories

    73,419       (115,014 )

Prepaid expenses and other current assets

    (29,042 )     (23,713 )

Prepaid income taxes

    (37,581

)

    (210,758 )

Increase (decrease) in operating liabilities:

               

Accounts payable

    202,430       125,427  

Accrued expenses

    (8,291 )     (145,409 )

Deferred revenue

    (15,498 )     -  
                 

Net cash provided by operating activities

    1,968,250       852,247  
                 

Cash flows from investing activities:

               

Acquisition of property, plant, and equipment

    (87,304

)

    (3,912

)

Proceeds from sale of equipment

    -       10,000  

Proceeds from sale of marketable securities

    775,000       5,255,145  

Purchase of marketable securities

    (1,345,229

)

    (461,025

)

Net cash (used in) provided by investing activities

    (657,533 )     4,800,208  
                 

Cash flows from financing activities:

               

Dividends paid

    (1,148,468

)

    -  

Net cash used in financing activities

    (1,148,468

)

    -  
                 

Net increase in cash and cash equivalents

    162,249       5,652,455  

Cash and cash equivalents at beginning of period

    8,243,122       830,452  

Cash and cash equivalents at end of period

  $ 8,405,371     $ 6,482,907  
Supplemental disclosure of cash flow information:                

Taxes paid

  $ 575,795     $ 375,000  
Supplemental disclosure of non-cash items:                

Dividends payable

  $ 112     $ -  

 

 

See Notes to Condensed Financial Statements

 

6 of 22

 

UNITED-GUARDIAN, INC.

 

NOTES TO CONDENSED FINANCIAL STATEMENTS
(unaudited)

 

 

1.

Nature of Business

 

United-Guardian, Inc. (“Registrant” or “Company”) is a Delaware corporation that, through its Guardian Laboratories division, manufactures and markets cosmetic ingredients, pharmaceutical products, medical lubricants, and sexual wellness ingredients. Prior to July 1, 2023, the Company manufactured and reported sales of a line of specialty industrial products; however, this product line was discontinued after the second quarter of 2023 due to low sales volume with no growth prospects. The Company conducts research and product development leading to commercialization of new premium ingredients for cosmetics and healthcare products. The Company’s research and development department also modifies, refines, and expands the uses for existing products, with the goal of further developing the market for its products. The Company is developing new products using natural and environmentally friendly raw materials, which is a priority for many of the Company’s cosmetic customers.

 

 

2.

Basis of Presentation

 

Interim condensed financial statements of the Company are prepared in accordance with generally accepted accounting principles in the United States of America (“US GAAP”) for interim financial information, pursuant to the requirements for reporting on Form 10-Q and Regulation S-X. In the opinion of management, all adjustments considered necessary for the fair presentation of financial statements for the interim periods have been included. The results of operations for the three and six months ended June 30, 2024 (also referred to as the "second quarter of 2024" and the "first half of 2024", respectively) are not necessarily indicative of results that ultimately may be achieved for any other interim period or for the year ending December 31, 2024. The interim unaudited condensed financial statements and notes thereto should be read in conjunction with the audited financial statements and notes thereto contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023.

 

 

3.

Impact of Global Supply Chain Instability and Inflation

 

The continued supply chain instability, primarily caused by military conflicts in the Middle East, has impacted vessels’ access to the Red Sea and Suez Canal. The Company is working closely with its suppliers regarding lead times and continues to closely monitor this situation. Although the Company has not experienced any delays in receiving raw materials or a substantial increase in shipping costs, we are aware that the situation is fluid and could impact the Company at any time. If that occurs, we may experience longer lead times and increased shipping costs for some of the Company’s raw materials, which may impact the Company’s future gross margins.

 

As a result of this global supply chain instability and higher interest rates, there continues to be uncertainty regarding the potential impact on the Company’s operations and financial results and we are unable to provide an accurate estimate or projection as to what the future impact will be.

 

 

4.

Use of Estimates

 

In preparing financial statements in conformity with Generally Accepted Accounting Principles in the United States of America (“US GAAP”), management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and revenue and expenses during the reporting period. Actual results could differ from those estimates. Such estimated items include the allowance for credit losses, reserve for inventory obsolescence, accrued distribution fees, outdated material returns, possible impairment of marketable securities and the allocation of overhead.

 

 

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5.

Cash and Cash Equivalents

 

For financial statement purposes, the Company considers as cash equivalents all highly liquid investments with an original maturity of three months or less at the time of purchase. The Company deposits cash and cash equivalents with financially strong, FDIC-insured financial institutions, and believes that any amounts above FDIC insurance limitations are at minimal risk. The amounts held in excess of FDIC limits at any point in time are considered temporary and are primarily due to the timing of the maturities of United States Treasury Bills. Cash and cash equivalents held in these accounts are currently insured by the Federal Deposit Insurance Corporation (“FDIC”) up to a maximum of $250,000. At June 30, 2024 and December 31, 2023, $506,000 and $315,000, respectively, exceeded the FDIC limit.

 

Cash and cash equivalents include currency on hand, demand deposits with banks or financial institutions, and short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present minimal risk of changes in value because of changes in interest rates. The following table summarizes the Company's cash and cash equivalents:

 

    June 30,     December 31,  
    2024     2023  

Demand Deposits

  $ 1,181,655     $ 340,034  

Certificates of Deposit (original maturities of < 3 months)

    -       125,000  

Money Market Funds

    178,770       1,031,361  

U.S. Treasury Bills (original 3-month maturity)

    7,044,946       6,746,727  

Total Cash and Cash Equivalents

  $ 8,405,371     $ 8,243,122  

 

 

 

6.

Accounts Receivable and Reserves

 

As of January 1, 2023, the Company adopted FASB Accounting Standards Update (“ASU”) No. 2016-13, Measurement of Credit Losses on Financial Instruments, and all subsequently issued related amendments, which changed the methodology used to recognize impairment of the Company’s contract receivables. Under this ASU, financial assets are presented at the net amount expected to be collected, requiring immediate recognition of estimated credit losses expected to occur over the asset’s remaining life. This is in contrast to previous US GAAP, under which credit losses were not recognized until it was probable that a loss had been incurred. The Company performed its expected credit loss calculation based on historical accounts receivable write-offs, including consideration of then-existing economic conditions and expected future conditions. The adoption of this ASU did not have a significant impact on the financial statements. Prior to the implementation of ASU No. 2016-13, the Company calculated its reserve for accounts receivable by considering many factors including historical data, experience, customer types, credit worthiness and economic trends.

 

The carrying amount of accounts receivable is reduced by an allowance for credit losses that reflects the Company’s best estimate of the amounts that will not be collected as of the balance sheet date. This allowance is based on the credit losses expected to arise over the life of the asset and is based on the Current Expected Credit Losses (“CECL”). At June 30, 2024, and December 31, 2023, the allowance for credit losses related to accounts receivable amounted to $20,241 and $16,672, respectively.

 

 

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7.

Revenue Recognition

 

The Company records revenue in accordance with ASC Topic 606, Revenue from Contracts with Customers. Under this guidance, revenue is recognized when a customer obtains control of promised goods or services, in an amount that reflects the consideration expected to be received in exchange for those goods or services. The Company’s principal source of revenue is product sales.

 

As long as a valid purchase order has been received and future collection of the sale amount is reasonably assured, the Company recognizes revenue from sales of its products when those products are shipped, which is when the Company’s performance obligation is satisfied. The Company’s cosmetic ingredients are shipped “Ex-Works” from the Company’s facility in Hauppauge, NY, and the risk of loss and responsibility for the shipment passes to the customer upon shipment. Sales of the Company’s non-pharmaceutical medical products are deemed final upon shipment, and there is no obligation on the part of the Company to repurchase or allow the return of these goods unless they are defective. Sales of the Company’s pharmaceutical products are final upon shipment unless (a) they are found to be defective; (b) the product is damaged in shipping; (c) the product cannot be sold because it is too close to its expiration date; or (d) the product has expired (but it is not more than one year after the expiration date). This return policy conforms to standard pharmaceutical industry practice. The Company estimates an allowance for outdated material returns based on previous years’ historical returns of its pharmaceutical products.

 

The Company’s sales, as reported, are subject to a variety of deductions, some of which are estimated. These deductions are recorded in the same period that the revenues are recognized. Such deductions, primarily related to sales of the Company’s pharmaceutical products, include chargebacks from the United States Department of Veterans Affairs (“VA”), rebates in connection with the Company’s participation in Medicare programs, distribution fees, discounts, and outdated product returns. These deductions represent estimates of the related obligations and, as such, knowledge and judgment are required when estimating the impact of these revenue deductions on sales for a reporting period.

 

During 2024 and 2023, the Company participated in various government drug rebate programs related to the sale of Renacidin®, its most important pharmaceutical product. These programs include the Veterans Affairs Federal Supply Schedule (FSS), and the Medicare Part D Coverage Gap Discount Program (CGDP). These programs require the Company to sell its product at a discounted price. The Company’s sales, as reported, are net of these product rebates and discounts, some of which are estimated and are recorded in the same period that the revenue is recognized.

 

In August of 2022, the Inflation Reduction Act (“IRA”) was signed into law. The IRA made significant changes to the current Medicare Part D benefit design as it relates to discounts available to enrollees from pharmaceutical manufacturers of brand name drugs. Beginning on January 1, 2025, the Centers for Medicare & Medicaid Services (“CMS”) will implement a new Medicare Part D Manufacturer Discount Program (“discount program”), which will replace the current CGDP. The new discount program eliminates the coverage gap benefit phase, introduces pharmaceutical manufacturer discounts in the initial and catastrophic coverage phases and lowers the cap on enrollee out-of-pocket costs. Under the new discount program, additional rebates are expected to be owed by pharmaceutical manufacturers due to the restructuring of the benefit periods. The overall financial impact of this new program will vary depending on the products being reimbursed but does have the potential to increase Medicare Part D rebates for drug manufacturers. At this time, the Company is unable to predict what future impact this new program will have on its financial condition; however, on January 31, 2024, the Company was notified by CMS that it qualified as a “specified small manufacturer” and will be entitled to a multi-year phase-in period during which it will pay a lower percentage discount on drugs dispensed to beneficiaries.

 

The Company does not make sales on consignment, and the collection of the proceeds of the sale of any of the Company’s products is not contingent upon the customer being able to sell the goods to a third party.

 

Any allowances for returns are taken as a reduction of sales within the same period the revenue is recognized. Such allowances are determined based on historical experience under ASC Topic 606. At June 30, 2024 and December 31, 2023, the Company had an allowance of $268,242 and $247,847, respectively, for possible outdated material returns, which is included in accrued expenses. There is no asset value associated with these outdated material returns, as these products are destroyed.

 

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As of December 31, 2023, the Company recorded advance payments from customers of $15,498, which were included in deferred revenue on the balance sheet. The related performance obligations associated with these payments were satisfied in the first quarter of 2024. There were no such advance payments as of June 30, 2024.

 

The Company has distribution fee contracts with certain distributors of its pharmaceutical products that entitle them to distribution and service-related fees. The Company records distribution fees and estimates of distribution fees as offsets to revenue.

 

Disaggregated sales by product class are as follows:

 

 

    Three months ended     Six months ended  
    June 30,     June 30,  
    2024     2023     2024     2023  
                                 

Cosmetic ingredients

  $ 1,419,374     $ 772,887     $ 3,295,856     $ 1,534,788  

Pharmaceuticals

    1,413,664       1,376,601       2,363,987       2,730,825  

Medical lubricants

    557,167       482,512       985,306       903,543  

Industrial products (1)

    -       18,299       -       51,467  

Total Net Sales

  $ 3,390,205     $ 2,650,299     $ 6,645,149     $ 5,220,623  

 

          (1) This product line was discontinued as of July 1, 2023.

 

The Company’s cosmetic ingredients are marketed worldwide by five distributors, of which U.S.-based Ashland Specialty Ingredients (“ASI”) purchases the largest volume. Approximately 17% of the Company’s total sales in the second quarter of 2024 were to customers located outside of the United States, compared with approximately 22% in the second quarter of 2023. For the six months ended June 30, 2024, approximately 15% of the Company’s total sales were to customers located outside of the United States, compared with approximately 23% for the six months ended June 30, 2023.

 

Disaggregated sales by geographic region are as follows:

 

   

Three months ended

   

Six months ended

 
   

June 30,

   

June 30,

 
   

2024

   

2023

   

2024

   

2023

 

United States*

  $ 2,808,237     $ 2,067,533     $ 5,627,173     $ 4,009,775  

Other countries

    581,968       582,766       1,017,976       1,210,848  

Total Sales

  $ 3,390,205     $ 2,650,299     $ 6,645,149     $ 5,220,623  

 

 

* Since substantially all purchases by ASI are shipped to ASI’s warehouses in the U.S., all sales to ASI are reported as U.S. sales for financial reporting purposes, even though a significant quantity of those purchases will be shipped by ASI to foreign customers. ASI has reported to the Company that approximately 85% of its sales of the Company’s products in the second quarter of 2024 were to foreign customers, with China representing approximately 56%. For the same time period in 2023, approximately 65% of ASI’s sales of the Company’s products were to foreign customers, with China representing approximately 35%.

 

For the six months ended June 30, 2024 approximately 84% of ASI’s sales of the Company’s products were to customers in other countries, with China accounting for approximately 50% of ASI’s sales of the Company’s products, as compared with approximately 68% of ASI’s sales going to customers in other countries for the six months ended June 30, 2023, with China accounting for approximately 29% of ASI’s sales of the Company’s products during that period.

 

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8.

Accounting for Financial Instruments – Credit Losses

 

The Company recognizes an allowance for credit losses for its trade receivables to present the net amount expected to be collected as of the balance sheet date. This allowance is based on the credit losses expected to arise over the life of the asset and are based on Current Expected Credit Losses (CECL).

 

The timing between recognition of revenue for product sales and the receipt of payment is not significant. The Company’s standard credit terms, which vary depending on the customer, range between 30 and 60 days. The Company provides allowances for any receivables for which collection is doubtful in accordance with ASU 2016-13. As of June 30, 2024 and December 31, 2023, the allowance for credit losses on accounts receivable was $20,241 and $16,672, respectively. Prompt-pay discounts are offered to some customers; however, due to the uncertainty of the customers taking the discounts, the discounts are recorded only after they have been taken.

 

 

9.

Marketable Securities

 

The Company’s marketable securities include investments in equity mutual funds and Certificates of Deposit with maturities longer than three months. The Company’s marketable equity securities are reported at fair value with the related unrealized and realized gains and losses included in net income. Certificates of Deposit are recorded at amortized cost. Realized gains or losses on mutual funds are determined on a specific identification basis. The Company evaluates its investments periodically for possible other-than-temporary impairment by reviewing factors such as the length of time and extent to which fair value had been below cost basis, the financial condition of the issuer and the Company’s ability and intent to hold the investment for a period of time which may be sufficient for anticipated recovery of market value.

 

The disaggregated net gains and losses on marketable securities that were recognized on the income statements for the three and six months ended June 30, 2024 and June 30, 2023 were as follows:

 

   

THREE MONTHS
ENDED
JUNE 30,

   

SIX MONTHS

ENDED
JUNE 30,

 
   

2024

   

 

2023

   

2024

   

2023

 

Net (losses) gains recognized during the period on marketable securities

  $ (9,501 )   $ 7,479     $ 31,995     $ 80,180  

Less: Net losses recognized on marketable securities sold during the period

    -       (433,769 )     -       (433,769 )

Unrealized (losses) gains recognized during the reporting period on marketable securities still held at the reporting date

  $ (9,501 )   $ 441,248     $ 31,995     $ 513,949  

 

The fair values of the Company’s marketable securities are determined in accordance with US GAAP, with fair value being defined as the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, the Company utilizes the three-tier value hierarchy, as prescribed by US GAAP, which prioritizes the inputs used in measuring fair value as follows:

 

•    Level 1 - inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets.

 

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•    Level 2 - inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.

 

•    Level 3 - inputs to the valuation methodology are unobservable and significant to the fair value measurement.

 

The Company’s marketable equity securities, which are considered available for sale securities, are re-measured to fair value on a recurring basis and are valued using Level 1 inputs using quoted prices (unadjusted) for identical assets in active markets. The Company’s fixed income Certificates of Deposit are considered held-to-maturity securities and are valued at amortized cost.

 

The following tables summarize the Company’s investments:

 

June 30, 2024 (unaudited)                   Unrealized  
    Cost     Fair value     gain  

Equity and other mutual funds

  $ 583,103     $ 617,086     $ 33,983  
                         

Other short-term investments:

                       

Fixed income Certificates of Deposit (original maturities >3 months)

    836,456       836,456       -  

Total marketable securities

  $ 1,419,559     $ 1,453,542     $ 33,983  

                                   

December 31, 2023 (audited)                   Unrealized  
    Cost     Fair Value     gain  

Equity Securities

                       

Equity and other mutual funds

  $ 574,330     $ 576,318     $ 1,988  
                         

Other short-term investments:

                       

Fixed income Certificates of Deposit (original maturities >3 months)

    275,000       275,000       -  

Total marketable securities

  $ 849,330     $ 851,318     $ 1,988  

 

Investment income is recognized when earned and consists principally of dividend income from equity mutual funds and interest income from United States Treasury Bills, Certificates of Deposit and money market funds. Realized gains and losses on sales of investments are determined on a specific identification basis.

 

Proceeds from the sale and redemption of marketable securities amounted to $775,000 for the first half of 2024, and there were no realized gains or losses recognized on these sales. Proceeds from the sale and redemption of marketable securities amounted to $5,255,145 for the first half of 2023, which included realized losses on sales of $433,769.

 

 

10.

Inventories

 

   

June 30,

   

December 31,

 
   

2024

   

2023

 
   

(unaudited)

   

(audited)

 

Inventories consist of the following:

               

Raw materials

  $ 587,938     $ 476,501  

Work in process

    74,409       92,089  

Finished products

    509,740       654,916  

Total inventories

  $ 1,172,087     $ 1,223,506  

 

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Inventories are valued at the lower of cost and net realizable value. Net realizable value is equal to the selling price less the estimated costs of selling and/or disposing of the product. Cost is determined using the average cost method, which approximates cost determined by the first-in, first-out (“FIFO”) method. Finished product inventories at June 30, 2024 and December 31, 2023 are stated net of a reserve of $25,000 and $47,000, respectively, for slow moving and obsolete inventory.

 

 

11.

Income Taxes

 

The Company’s tax provision is based on its estimated annual effective tax rate. The Company continues to fully recognize its tax benefits, and as of June 30, 2024 and December 31, 2023, the Company did not have any unrecognized tax benefits. The Company’s provision for income taxes for the three and six months ended June 30, 2024 and 2023, included the following:

 

    Three months ended     Six months ended  
    June 30,     June 30,  
    2024     2023     2024     2023  

Provision for (benefit from) federal income taxes - current

  $ 302,100     $ (81,601 )   $ 472,040     $ 164,778  

Provision for state income taxes - current

    -       -       225       250  

(Benefit from) provision for federal income taxes - deferred

    (53,141 )     201,006       17,428       150,453  

Total provision for income taxes

  $ 248,959     $ 119,405     $ 489,693     $ 315,481  

  

 

12.

Defined Contribution Plan

 

The Company sponsors a 401(k) defined contribution plan (“DC Plan”) that provides for a dollar-for-dollar employer matching contribution of the first 4% of each employee’s pay that is deferred by the employee. Employees become fully vested in employer matching contributions immediately.

 

The Company also makes discretionary contributions to each employee's account based on a "pay-to-pay" safe-harbor formula that qualifies the 401(k) Plan under current IRS regulations. Employees become vested in the discretionary contributions as follows: 20% after two years of employment, and 20% for each year of employment thereafter until the employee becomes fully vested after six years of employment.

 

The Company accrued $54,500 in contributions to the DC Plan for the six months ended June 30, 2024 and 2023, respectively. In the first six months of 2024 and 2023, the Company made discretionary contributions of $109,000 and $94,326, respectively, to the DC Plan. These payments represented the Company’s 2023 and 2022 accrued discretionary contributions, respectively.

 

 

13.

Other Information

 

   

June 30,

   

December 31,

 

Accrued Expenses

 

2024
(unaudited)

   

2023

(audited)

 
Bonuses   $ 105,000     $ 187,002  
Distribution fees     432,602       407,133  

Payroll and related expenses

    118,356       96,157  

Reserve for outdated material

    268,242       247,847  

Company 401(k) contribution

    54,500       109,000  

Audit fee

    42,128       71,000  

Annual report expenses

    40,623       81,725  

Sales rebates

    220,764       132,250  

Insurance

    42,272       -  

Other

    30,266       30,930  

Total accrued expenses

  $ 1,354,753     $ 1,363,044  

 

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14.

Recent Accounting Pronouncements

 

In December 2023, the FASB issued ASU 2023-09 “Income Taxes- Improvements to Income Tax Disclosures”. This guidance enhances the transparency and decision usefulness of income tax disclosures. More specifically, the amendments relate to the income tax rate reconciliation and income taxes paid disclosures and require 1) consistent categories and greater disaggregation of information in the rate reconciliation and 2) income taxes paid disaggregated by jurisdiction. This guidance is effective for fiscal years beginning after December 31, 2024.

 

 

15.

Concentrations of Credit Risk

 

Customer Concentration: Accounts receivable potentially exposes the Company to concentrations of credit risk. The Company monitors the amount of credit it allows each of its customers, using the customer’s prior payment history to determine how much credit to allow or whether any credit should be given at all. It is the Company’s policy to discontinue shipments to any customer that is substantially past due on its payments. The Company sometimes requires payment in advance from customers whose payment record is questionable. As a result of its monitoring of the outstanding credit allowed for each customer, as well as the fact that the majority of the Company’s sales are to customers whose satisfactory credit and payment record has been established over a long period of time, the Company believes that its credit risk from accounts receivable has been reduced.

 

During the three months ended June 30, 2024, the Company’s largest cosmetic ingredient distributors and three of its pharmaceutical distributors, accounted for 82% of the Company’s gross sales, and 83% of its outstanding accounts receivable at June 30, 2024. During the three months ended June 30, 2023, the same cosmetic ingredient distributor and three pharmaceutical distributors accounted for 72% of the Company’s gross sales and 82% of its outstanding accounts receivable at June 30, 2023.

 

During the six months ended June 30, 2024, the Company’s largest cosmetic ingredient distributors, along with three of its pharmaceutical distributors, accounted for 82% of the Company’s gross sales and 83% of its outstanding accounts receivable at June 30, 2024. During the six-month period ended June 30, 2023, the same cosmetic ingredient distributor and three pharmaceutical distributors accounted for 73% of the Company’s gross sales and 82% of its outstanding accounts receivable at June 30, 2023.

 

 

16.

Supplier Concentration

 

Most of the principal raw materials used by the Company consist of common industrial organic and inorganic chemicals that available in ample supply from numerous sources. However, there are some raw materials used by the Company that are not readily available or require longer lead times.

 

During the first half of 2024 and 2023, the Company had three major raw material suppliers that collectively accounted for approximately 79% and 80%, respectively, of the raw material purchases made by the Company. For the three months ended June 30, 2024, the Company had three major raw material suppliers that collectively accounted for approximately 83% of the raw material purchases made by the Company. For the three months ended June 30, 2023, the Company had two major raw material suppliers that collectively accounted for approximately 89% of the raw material purchases made by the Company. In addition to the Company’s raw materials concentration, the Company utilizes one contract manufacturer for the production of its pharmaceutical product, Renacidin. Any disruption in this manufacturer’s operations could have a material impact on the Company’s revenue stream.

 

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17.

Related-Party Transactions

 

For the three- and six-month periods ended June 30, 2024, the Company made payments of $10,000 and $20,000, respectively, to Ken Globus, the Company’s former President, for consulting services provided to the Company. For the three- and six-month periods ended June 30, 2023, the Company made payments of $30,000 and $60,000, respectively, to Ken Globus for consulting services.

 

For the three- and six-month periods ended June 30, 2024, the Company made payments of $5,250 and $10,750, respectively, to the accounting firm PKF O’Connor Davies (“PKF”) for accounting and tax services. For the three- and six-month periods ended June 30, 2023, the Company made payments of $3,000 to the accounting firm PKF, for accounting and tax services. Lawrence Maietta, a partner at PKF, is a director of the Company.

 

 

18.

Earnings Per Share

 

Basic earnings per share is computed by dividing income available to common shareholders by the weighted-average number of shares of common stock outstanding during the period. Diluted earnings per share is computed by dividing income available to common shareholders by the weighted-average number of shares of common stock outstanding during the period, increased to include the number of additional shares of common stock that would have been outstanding if the potentially dilutive securities had been issued.

 

Per share basic and diluted earnings amounted to $0.21 and $0.10 for the three months ended June 30, 2024 and 2023, respectively, and $0.41 and $0.26 for the six months ended June 30, 2024 and 2023, respectively.

 

 

19.

Dividends

 

On January 30, 2024, the Company’s Board of Directors declared a cash dividend of $0.25 per share, which was paid on February 20, 2024, to all holders of record as of February 12, 2024. During the first half of 2024, the Company declared a total of $1,148,580 in dividends, of which $1,148,468 was paid. The balance of $112 is payable to stockholders whose old Guardian Chemical shares have not yet been exchanged to United-Guardian, Inc. shares and are pending escheatment. There were no dividends declared or paid in the first half of 2023.

 

 

20.

Subsequent Events

 

On July 10, 2024, the Company’s Board of Directors declared a cash dividend of $0.35 per share, which was paid on July 31, 2024, to all holders of record as of July 23, 2024. Dividends totaling $1,607,855 were paid on July 31, 2024, leaving a balance of $156 that was not paid. This $156 is payable to stockholders whose old Guardian Chemical shares have not yet been exchanged to United-Guardian, Inc. shares and are pending escheatment.

 

 

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

 

The following discussion and analysis cover material changes in the financial condition of the Company since the year ended December 31, 2023, and a comparison of the results of operations for the second quarter of 2024 and 2023 and the first half of 2024 and 2023. This discussion and analysis should be read in conjunction with "Management's Discussion and Analysis of Financial Condition and Results of Operations included in the Company's Annual Report on Form 10-K for the year ended December 31, 2023. All references in this quarterly report to “sales” or “Sales” shall mean “net sales” unless specifically identified as “gross sales”.

 

FORWARD-LOOKING STATEMENTS

 

Statements made in this Form 10-Q which are not purely historical are forward-looking statements with respect to the goals, plans, objectives, intentions, expectations, financial condition, results of operations, future performance, and business of the Company. Forward-looking statements may be identified by the use of such words as “believes”, “may”, “will”, “should”, “intends”, “plans”, “estimates”, “anticipates”, or other similar expressions. Forward-looking statements involve inherent risks and uncertainties, and important factors (many of which are

 

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beyond the Company’s control) could cause actual results to differ materially from those set forth in the forward-looking statements. In addition to those specific risks and uncertainties set forth in the Company's reports currently on file with the SEC, some other factors that may affect the future results of operations of the Company are: the development of products that may be superior to those of the Company; changes in the quality or composition of the Company's products; lack of market acceptance of the Company's products; the Company's ability to develop new products; general economic or industry conditions; changes in intellectual property rights; changes in interest rates; new legislation or regulatory requirements; conditions of the securities markets; the Company's ability to raise capital; changes in accounting principles, policies or guidelines; financial or political instability; acts of war or terrorism; and other economic, competitive, governmental, regulatory and technical factors that may affect the Company's operations, products, services and prices. Accordingly, results achieved may differ materially from those anticipated as a result of such forward-looking statements, and those statements speak only as of the date they are made.

 

The Company does not undertake, and specifically disclaims, any obligation to update any forward-looking statements to reflect events or circumstances occurring after the date of such statements.

 

OVERVIEW

 

The Company is a Delaware corporation that, through its Guardian Laboratories division, manufactures and markets cosmetic ingredients, pharmaceuticals, medical lubricants, and sexual wellness products. Prior to July 1, 2023, the Company manufactured and reported sales of a line of specialty industrial products; however, this product line was discontinued after the second quarter of 2023 due to low sales volume with no growth prospects. In October 2023, the Company entered into an agreement with Brenntag Specialties, a global market leader in chemicals and ingredients distribution, for the marketing of the Company’s new line of sexual wellness ingredients, specifically called the “Natrajel®” line of products, in the United States, Canada, Mexico, Central America and South America. Although there were no sales of these products during 2023, the Company anticipates that it will begin manufacturing and reporting sales of this new line of products in the second half of 2024.

 

The Company also conducts research and product development. The Company’s research and development department also modifies, refines, and expands the uses for existing products, with the goal of further developing the market for its products. The Company also develops new products using natural and environmentally friendly raw materials, which is a priority for many of the Company’s cosmetic customers. All the products that the Company markets, except for Renacidin, are produced at its facility in Hauppauge, New York. Renacidin, a urological product, is manufactured and packaged for the Company by an outside contract manufacturer.

 

The Company’s most important product line is its Lubrajel® line of multifunctional hydrogels, which are designed to provide sensory enhancement, lubrication, and texture to both personal care and medical products.

 

The Company’s cosmetic ingredients are marketed worldwide for cosmetic uses by five distributors, each handling a different geographic area, with the largest being U.S.-based ASI. In the last few years, to meet the growing demand for “green” and sustainable products, the Company has focused on developing and launching new products which only contain ingredients that are considered “natural”. The Lubrajel products in the new natural line have been certified by the Cosmetic Organic and Natural Standard (“COSMOS”). This standard is recognized globally by the cosmetic industry.

 

Renacidin and the Company’s other pharmaceutical product, Clorpactin® WCS-90, are distributed through full-line drug wholesalers and marketed only in the United States. Those wholesalers in turn sell the products to pharmacies, hospitals, nursing homes, and other long-term care facilities, and to government agencies, primarily the VA. The Company promotes Renacidin through a dedicated website. Clorpactin WCS-90, as well as the Company’s other products, are marketed through information provided on the Company’s corporate website.

 

The Company’s medical lubricants, which consist of multifunctional hydrogels designed mainly to provide sensory enhancement and lubrication to medical device products, are sold directly to medical customers, or to contract manufacturers employed by these medical customers.

 

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The Company does have competition in the marketplace for some of its products, particularly its cosmetic ingredients, some of its pharmaceutical products, and its medical lubricants. These competitive products are usually sold at a lower price than the Company’s products; however, they may not compare favorably to the level of performance and quality of the Company’s products.

 

As long as a valid purchase order has been received and future collection of the sale amount is reasonably assured, the Company recognizes revenue from sales of its products when those products are shipped, which is when the Company’s performance obligation is satisfied. The Company’s cosmetic ingredients are shipped “Ex-Works” from the Company’s facility in Hauppauge, NY, and the risk of loss and responsibility for the shipment passes to the customer upon shipment. Sales of the Company’s non-pharmaceutical medical products are deemed final upon shipment, and there is no obligation on the part of the Company to repurchase or allow the return of these goods unless they are defective. Sales of the Company’s pharmaceutical products are final upon shipment unless (a) they are found to be defective; (b) the product is damaged in shipping; (c) the product cannot be sold because it is too close to its expiration date; or (d) the product has expired (but it is not more than one year after the expiration date). This return policy conforms to standard pharmaceutical industry practice. The Company estimates an allowance for outdated material returns based on previous years’ historical returns of its pharmaceutical products.

 

In recent years the Company has elected to rely on trade secret protection to protect its intellectual property for the proprietary product formulations and manufacturing methods. The Company will file for patent protection in situations where the Company believes that relying on trade secret protection alone would not provide sufficient protection. The Company owns the Lubrajel®, Natrajel®, Renacidin®, and Clorpactin® trademarks.

 

CRITICAL ACCOUNTING POLICIES

 

As disclosed in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023, the discussion and analysis of the Company’s financial condition and results of operations are based on its financial statements, which have been prepared in conformity with US GAAP. The preparation of those financial statements required the Company to make estimates and assumptions that affect the carrying value of assets, liabilities, revenues, and expenses reported in those financial statements. Those estimates and assumptions can be subjective and complex, and consequently actual results could differ from those estimates and assumptions. The Company’s most critical accounting policies relate to revenue recognition, concentration of credit risk, investments, inventory, and income taxes. Since December 31, 2023, there have been no significant changes to the assumptions and estimates related to those critical accounting policies.

 

The following discussion and analysis cover material changes in the financial condition of the Company since the year ended December 31, 2023, and a comparison of the results of operations for the three and six months ended June 30, 2024 and June 30, 2023. This discussion and analysis should be read in conjunction with “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023. All references in this quarterly report to “sales” or “Sales” shall mean Net Sales unless specified otherwise.

 

In accordance with ASU-2016-13, the Company recognizes an allowance for credit losses for financial assets carried at amortized cost to present the net amount expected to be collected as of the balance sheet date. Such allowance is based on the credit losses expected to arise over the life of the asset.

 

RESULTS OF OPERATIONS

 

Net Sales

 

Net sales for the second quarter of 2024 increased by $739,906 (28%) when compared with the same period in 2023. Net sales for the first half of 2024 increased by $1,424,526 (27%) as compared with the corresponding period in 2023. The increase in sales for the second quarter of 2024 and the first half of 2024 were attributable to changes in sales of the following product lines:

 

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Cosmetic ingredients:

 

(a) Second quarter sales: For the second quarter of 2024, the Company’s sales of cosmetic ingredients increased by $646,487 (84%) when compared with the second quarter of 2023. The increase was due primarily to a net increase of $775,682 (59%) in sales of the Company’s cosmetic ingredients to ASI when compared with the second quarter of 2023. Based on information provided by ASI, the increase in sales was due to two main factors 1) increased demand for the Company’s Lubrajel products in China and 2) the lessening of competition from lower-priced competitors, especially those from Asian producers.

 

Second quarter sales to the Company’s four other distributors, as well as two direct cosmetic ingredient customers, decreased by a net of $129,195 (128%) compared with the second quarter of 2023. The decrease was attributable to sales decreases of $138,439 to the Company’s distributors in the UK and France. These decreases were partially offset by an increase in sales of $9,244 to the Company’s distributors in Italy and Switzerland, as well as two direct customers.

 

(b) Six-month sales: For the first half of 2024 the Company’s sales of cosmetic ingredients increased by $1,761,068 (115%) when compared with the corresponding period in 2023. This increase was due primarily to a net increase in sales to ASI of $1,993,053 (65%) when compared with the first half of 2023. This increase was combined with a net decrease in sales of $231,985 to the Company’s four other distributors and two direct customers. Sales to the Company’s distributors in the United Kingdom, France and Switzerland decreased by $250,917 and sales to the Company’s distributor in Italy, combined with two direct customers, increased by $18,932.

 

Pharmaceuticals:

 

Because there are fees, rebates and allowances associated with sales of the Company’s two pharmaceutical products, Renacidin and Clorpactin WCS-90, discussion of the Company’s pharmaceutical sales includes references to both gross sales (before fees, rebates, and allowances) and net sales (after fees, rebates and allowances).

 

Gross sales of the Company’s pharmaceutical products for the three-month period ended June 30, 2024 increased by $51,888 (3%) compared to the corresponding period in 2023. The increase in gross sales was primarily due to an increase of $73,392 (5%) in gross sales of Renacidin due to customer’s restocking the product after sales were impacted by a short supply of Renacidin in the latter part of 2023 and the beginning of 2024. This increase in gross Renacidin sales for the quarter was offset by a decrease of $21,504 (13%) in gross sales of the Company’s other pharmaceutical product, Clorpactin WCS-90. The decrease in sales of Clorpactin WCS-90 was believed to be caused by normal fluctuations in customer ordering patterns.

 

For the six-month period ended June 30, 2024, gross pharmaceutical sales decreased by $320,960 (10%) compared with the corresponding period in 2023. This decrease was primarily due to the Company’s limited supply of Renacidin during the latter part of 2023 into early March 2024, which resulted in the Company only being able to partially fill many orders. During this period, gross sales of Renacidin decreased by $313,169 (13%). The Company began to fill complete orders of Renacidin towards the end of March 2024. This decrease was also accompanied by a decrease in gross sales of Clorpactin WCS-90 of $7,791 (2%), which was again attributable to normal fluctuations in ordering patterns.

 

Net sales of the Company’s pharmaceutical products for the three- and six-month periods ended June 30, 2024 saw a similar pattern, increasing by $37,063 (3%) for the three-month period and decreasing by $366,838 (13%) for the six-month period, with those decreases due primarily to the reasons noted above.

 

The difference between the change in net sales compared with the change in gross sales for these products is due to a combination of the change in gross sales of those products combined with changes in pharmaceutical sales allowances related to these products. Typically, these allowances have a direct relationship with the sales of the Company’s pharmaceutical products.

 

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Medical lubricants:

 

Sales of the Company’s medical lubricants for the three- and six-month periods ended June 30, 2024 increased by $74,655 (15%) and $81,763 (9%), respectively, compared with the same periods in 2023. The increase in sales for both the three- and six-month periods was primarily due to an increase in orders from one of the Company’s larger customers in India.

 

Industrial and other products:

 

Sales of the Company's industrial products, as well as other miscellaneous products, for the three- and six-month periods ended June 30, 2024, decreased by $18,299 and $51,467, respectively, when compared with the corresponding periods in 2023. The decrease in sales for both periods was due to the discontinuation of this product line after the second quarter of 2023.

 

Cost of Sales

 

Cost of sales as a percentage of net sales decreased to 46% in the second quarter of 2024 from 54% in the second quarter of 2023. For the first six months of 2024, cost of sales as a percentage of sales decreased to 47% compared with 48% for the first six months of 2023. The decreases in both periods were the result of the product sales mix in 2024 compared with the same periods in 2023. The Company’s cosmetic ingredient sales represented a larger percentage of the Company’s total sales for both the three- and six-month periods ended June 30, 2024 compared with the same periods in 2023. These products carry a higher gross margin than the Company’s pharmaceutical products and lower per unit overhead costs, which was the result of an increase in production of these products due to higher demand in 2024.

 

Operating Expenses

 

Operating expenses, consisting of selling and general and administrative expenses, increased by $28,684 (5%) and $79,603 (7%), respectively, for the three- and six-month periods ended June 30, 2024 compared with the equivalent periods in 2023. The increase in both periods was mainly due an increase in fees paid to the company’s Board of Directors and increases in payroll and payroll-related expenses.

 

Research and Development Expenses

 

Research and development expenses decreased by $17,069 (13%) and $41,046 (16%), respectively, for the three- and six-month periods ended June 30, 2024, compared with the equivalent periods in 2023. The decrease was primarily due to decreases in payroll and payroll-related expenses.

 

Investment Income

 

Investment income increased by $45,057 (82%) for the second quarter of 2024 compared with the second quarter of 2023 and increased by $95,498 (93%) for the first half of 2024 compared with the same period in 2023. The increases in both periods were primarily due to an increase in interest income from investments in United States Treasury Bills compared with the dividend income on the Company’s equity and fixed income mutual funds recorded during the same periods in 2023.

 

This change in the makeup of the investment income was attributable to the Company repositioning its marketable securities portfolio late in the second quarter of 2023. During that time, the Company liquidated most of its holdings of equity and fixed income mutual funds. The Company then used the proceeds from these sales to take advantage of higher interest rates by purchasing U.S. Treasury Bills.

 

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Net (loss) gain on Marketable Securities

 

The net (loss) gain on marketable securities decreased from a gain of $7,479 for the quarter ended June 30, 2023, to a loss of $9,501 for the quarter ended June 30, 2024. For the six-month periods ended June 30, 2024 and 2023, the net gain on marketable securities decreased from $80,180 to $31,995, respectively. These decreases were primarily due to the factors discussed above regarding the Company’s repositioning of its marketable securities portfolio. For a significant part of the first half of 2023, the Company’s marketable securities’ portfolio was primarily invested in equity and fixed income mutual funds, and in the first half of 2024, these funds were invested primarily in U.S. Treasury Bills, which are considered cash equivalents and the carrying amount approximates fair value due to the short-term nature of the securities. The Company’s management and Board of Directors are continuing to closely monitor the Company's investment portfolio and have made and will continue to make any changes they believe may be necessary or appropriate to minimize the future impact on the Company’s financial position that the volatility of the global financial markets may have.

 

Provision for Income Taxes

 

The Company's effective income tax rate was 21% for the first half and second quarter of both 2024 and 2023. The Company’s tax rate is expected to remain at 21% for the current fiscal year.

 

LIQUIDITY AND CAPITAL RESOURCES

 

Working capital increased from $10,718,457 at December 31, 2023 to $11,429,499 at June 30, 2024, an increase of $711,042. The current ratio decreased from 8.0 to 1 at December 31, 2023 to 7.7 to 1 at June 30, 2024. The increase in working capital was primarily due to an increase in marketable securities and accounts receivable. The decrease in the current ratio was primarily due to an increase in accounts payable.

 

The Company believes that its working capital is, and will continue to be, sufficient to support its operating requirements for at least the next twelve months. The Company intends to utilize its available cash and assets primarily for its continued organic growth and potential future strategic transactions, as well as to mitigate the potential impact of inflation on the Company's business.

 

The Company is in the process of upgrading its building sprinkler system and has incurred costs of $137,000 to date and expects to incur additional costs of $41,000 during the third quarter of 2024. The project is expected to be completed during the third quarter of 2024.

 

The Company generated cash from operations of $1,968,250 and $852,247 for the first half of 2024 and 2023, respectively. The increase from 2023 to 2024 was primarily due to the increase in net income.

 

Net cash used in investing activities was $657,533 in the first half of 2024. Net cash provided by investing activities was $4,800,208 for the first half of 2023. The decrease was due to the sale of the majority of the Company’s equity and fixed income mutual funds during the second quarter of 2023 in order to take advantage of the increase in interest rates. The proceeds from these sales were primarily reinvested in short-term U.S. Treasury Bills, which are included in cash and cash equivalents.         

 

Net cash used in financing activities was $1,148,468 for the first half of 2024. There were no cash flows from financing for the half of 2023. The increase in cash used in financing activities was due to the Company’s Board of Directors changing the Company’s dividend declaration practice in June of 2023. Under the new practice, the Company expects to consider a semi-annual dividend declaration in January and July of each year. On January 30, 2024, the Company’s Board of Directors declared a cash dividend of $0.25 per share, which was paid on February 20, 2024, to all stockholders of record as of February 12, 2024.

 

The Company expects to continue to use its cash to make dividend payments, purchase marketable securities, and take advantage of growth opportunities that are in the best interest of the Company and its shareholders.

 

OFF BALANCE-SHEET ARRANGEMENTS

 

The Company has no off balance-sheet transactions that have, or are reasonably likely to have, a current or future impact on the Company’s financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures, or capital resources.

 

20 of 22

 

CONTRACTUAL OBLIGATIONS AND COMMITMENTS

 

The information to be reported under this item is not required of smaller reporting companies.

 

Item 3.         QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

 

The information to be reported under this item is not required of smaller reporting companies.

 

Item 4.          CONTROLS AND PROCEDURES.

 

 

(a)

DISCLOSURE CONTROLS AND PROCEDURES 

 

The Company’s management, including its Principal Executive Officer and Chief Financial Officer, has evaluated the design, operation, and effectiveness of the Company’s disclosure controls and procedures pursuant to Rule 13a-15 under the Securities Exchange Act of 1934 (the “Exchange Act”). There are inherent limitations to the effectiveness of any system of disclosure controls and procedures, including the possibility of human error and the circumvention or overriding of the controls and procedures. Accordingly, even effective disclosure controls and procedures can only provide reasonable assurance of achieving their control objectives. Based upon the evaluation performed by the Company’s management, including its Principal Executive Officer and Chief Financial Officer, it was determined that, as of the end of the period covered by this quarterly report, the Company’s disclosure controls and procedures were effective in providing reasonable assurance that information required to be disclosed in the reports filed or submitted pursuant to the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the rules and forms of the SEC, and that such information is accumulated and communicated to the Company’s management, including its Principal Executive Officer and Chief Financial Officer, or persons performing similar functions, as appropriate, to allow timely decisions regarding disclosures.

 

 

(b)

CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING

 

The Company's Principal Executive Officer and Chief Financial Officer have determined that, during the period covered by this quarterly report, there were no changes in the Company's internal control over financial reporting that materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting. They have also concluded that there were no significant changes in the Company’s internal controls after the date of the evaluation.

 

 

PART II - OTHER INFORMATION

ITEM 1.         LEGAL PROCEEDINGS

 

                        NONE

 

ITEM 1A.      RISK FACTORS

 

                    NONE

 

ITEM 2.        UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

 

                    NONE

 

21 of 22

 

ITEM 3.          DEFAULTS UPON SENIOR SECURITIES

 

                     NONE

 

ITEM 4.          MINE SAFETY DISCLOSURES

 

                     NONE

 

 

ITEM 5.          OTHER INFORMATION

 

                    NONE

 

 

ITEM 6.         EXHIBITS

 

31.1*

Certification of Donna Vigilante, President and Principal Executive Officer of the Company, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

   

31.2*     

Certification of Andrea Young, Chief Financial Officer of the Company, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

   

32*

Certifications of Principal Executive Officer and Chief Financial Officer of the Company, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

   

101.INS*

Inline XBRL Instance Document – The instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the inline XBRL document.

101.SCH*

Inline XBRL Taxonomy Extension Schema Document.

101.CAL*

Inline XBRL Taxonomy Extension Calculation Linkbase Document.

101.DEF*

Inline XBRL Taxonomy Extension Definition Linkbase Document.

101.LAB*

Inline XBRL Taxonomy Extension Label Linkbase Document.

101.PRE*

Inline XBRL Taxonomy Extension Presentation Linkbase Document.

104*

Cover Page Interactive Data File (Embedded within the inline XBRL document and included in Exhibit 101.1).

* Filed herewith

 

SIGNATURES

 

In accordance with the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

  UNITED-GUARDIAN, INC.
  (Registrant)
     
  By: /S/ DONNA VIGILANTE 
    Donna Vigilante
    President 
     
  By: /S/ ANDREA YOUNG
Date: August 7, 2024   Andrea Young
    Chief Financial Officer
     
     
     
     
     

 

 

 

                                                      

 

22 of 22
 

EXHIBIT 31.1

 

SECTION 302 CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

 

I, Donna Vigilante, certify that:

 

1.

I have reviewed this Quarterly Report of United-Guardian, Inc. on Form 10-Q for the three-month period ended June 30, 2024;

 

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, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

 

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;

 

 

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 (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

 

5.

The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

 

 

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 control over financial reporting.

 

Date: August 7, 2024 By: /s/ Donna Vigilante 
    Donna Vigilante
    President and Principal Executive Officer
     

                                                                                                                       

                                             

 

EXHIBIT 31.2

 

SECTION 302 CERTIFICATION OF CHIEF FINANCIAL OFFICER

 

I, Andrea Young, certify that:

 

1.

I have reviewed this Quarterly Report of United-Guardian, Inc. on Form 10-Q for the three-month period ended June 30, 2024;

 

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, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

 

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;

 

 

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 (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

 

5.

The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

 

 

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 control over financial reporting.

 

Date: August 7, 2024   By: /s/ Andrea Young
    Andrea Young
    Chief Financial Officer

 

 

 

EXHIBIT 32

 

 

CERTIFICATIONS PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO SECTION 906

OF THE SARBANES-OXLEY ACT OF 2002

 

 

In connection with the quarterly report of United-Guardian, Inc. (the "Company") on Form 10-Q for the quarterly period ended June 30, 2024, as filed with the Securities and Exchange Commission (the "Report"), I, Donna Vigilante, President and Principal Executive Officer of the Company, and I, Andrea Young, Chief Financial Officer of the Company, do hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

 

 

(i)

The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

 

 

(ii)

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

 

Date: August 7, 2024 By:  /s/ Donna Vigilante
    Donna Vigilante
    President & Principal Executive Officer
     
  By: /s/ Andrea Young
    Andrea Young
    Chief Financial Officer

 

        

         


 

 

         

 

 

 

 

 

 

 
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Document And Entity Information - shares
6 Months Ended
Jun. 30, 2024
Aug. 01, 2024
Document Information [Line Items]    
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Jun. 30, 2024  
Document Transition Report false  
Entity File Number 1-10526  
Entity Registrant Name UNITED-GUARDIAN, INC  
Entity Incorporation, State or Country Code DE  
Entity Tax Identification Number 11-1719724  
Entity Address, Address Line One 230 Marcus Boulevard  
Entity Address, City or Town Hauppauge  
Entity Address, State or Province NY  
Entity Address, Postal Zip Code 11788  
City Area Code 631  
Local Phone Number 273-0900  
Title of 12(b) Security Common Stock, $0.10 par value per share  
Trading Symbol UG  
Security Exchange Name NASDAQ  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Non-accelerated Filer  
Entity Small Business true  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding (in shares)   4,594,319
Entity Central Index Key 0000101295  
Current Fiscal Year End Date --12-31  
Document Fiscal Year Focus 2024  
Document Fiscal Period Focus Q2  
Amendment Flag false  
v3.24.2.u1
Statements of Income (Unaudited) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Net sales $ 3,390,205 $ 2,650,299 $ 6,645,149 $ 5,220,623
Costs and expenses:        
Cost of sales 1,561,090 1,429,407 3,117,580 2,523,002
Operating expenses 602,777 574,093 1,171,642 1,092,039
Research and development 111,660 128,729 214,642 255,688
Total costs and expenses 2,275,527 2,132,229 4,503,864 3,870,729
Income from operations 1,114,678 518,070 2,141,285 1,349,894
Other income (expense):        
Investment income 100,007 54,950 198,080 102,582
Net gain on marketable securities (9,501) 7,479 31,995 80,180
Total other income 90,506 62,429 230,075 182,762
Income before provision for income taxes 1,205,184 580,499 2,371,360 1,532,656
Provision for income taxes 248,959 119,405 489,693 315,481
Net income $ 956,225 $ 461,094 $ 1,881,667 $ 1,217,175
Earnings per common share        
(Basic and Diluted) (in dollars per share) $ 0.21 $ 0.1 $ 0.41 $ 0.26
Weighted average shares – basic and diluted (in shares) 4,594,319 4,594,319 4,594,319 4,594,319
v3.24.2.u1
Balance Sheets (Current Period Unaudited) - USD ($)
Jun. 30, 2024
Dec. 31, 2023
Current assets:    
Cash and cash equivalents $ 8,405,371 $ 8,243,122
Marketable securities 1,453,542 851,318
Accounts receivable, net of allowance for credit losses of $24,321 at March 31, 2024 and $16,672 at December 31, 2023 1,676,957 1,566,839
Inventories (net) 1,172,087 1,223,506
Prepaid expenses and other current assets 220,750 191,708
Prepaid income taxes 213,801 176,220
Total current assets 13,142,508 12,252,713
Deferred income taxes 33,502 50,930
Net property, plant, and equipment:    
Land 69,000 69,000
Factory equipment and fixtures 4,698,305 4,669,936
Building and improvements 3,035,512 2,976,577
Total property, plant, and equipment 7,802,817 7,715,513
Less: Accumulated depreciation 7,144,149 7,096,318
Total property, plant, and equipment (net) 658,668 619,195
TOTAL ASSETS 13,834,678 12,922,838
Current liabilities:    
Accounts payable 336,879 134,449
Accrued expenses 1,354,753 1,363,044
Deferred revenue 0 15,498
Dividends payable 21,377 21,265
Total current liabilities 1,713,009 1,534,256
Total liabilities 1,713,009 1,534,256
Commitments and Contingencies  
Stockholders’ equity:    
Common stock $.10 par value; 10,000,000 shares authorized; 4,594,319 shares issued and outstanding at March 31, 2024 and December 31, 2023 459,432 459,432
Retained earnings 11,662,237 10,929,150
Total stockholders’ equity 12,121,669 11,388,582
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY $ 13,834,678 $ 12,922,838
v3.24.2.u1
Balance Sheets (Current Period Unaudited) (Parentheticals) - USD ($)
Jun. 30, 2024
Dec. 31, 2023
Accounts Receivable, Allowance for Credit Loss, Current $ 20,241 $ 16,672
Common Stock, Par or Stated Value Per Share (in dollars per share) $ 0.1 $ 0.1
Common Stock, Shares Authorized (in shares) 10,000,000 10,000,000
Common Stock, Shares, Issued (in shares) 4,594,319 4,594,319
Common Stock, Shares, Outstanding (in shares) 4,594,319 4,594,319
v3.24.2.u1
Statements of Changes in Stockholders' Equity (Unaudited) - USD ($)
Common Stock [Member]
Common Stock, Amount [Member]
Retained Earnings [Member]
Total
Balance (in shares) at Dec. 31, 2022 4,594,319      
Balance at Dec. 31, 2022   $ 459,432 $ 8,807,212 $ 9,266,644
Net income     756,081 756,081
Balance (in shares) at Mar. 31, 2023 4,594,319      
Balance at Mar. 31, 2023   459,432 9,563,293 10,022,725
Balance (in shares) at Dec. 31, 2022 4,594,319      
Balance at Dec. 31, 2022   459,432 8,807,212 9,266,644
Net income       1,217,175
Balance (in shares) at Jun. 30, 2023 4,594,319      
Balance at Jun. 30, 2023   459,432 10,024,387 10,483,819
Balance (in shares) at Mar. 31, 2023 4,594,319      
Balance at Mar. 31, 2023   459,432 9,563,293 10,022,725
Net income     461,094 461,094
Balance (in shares) at Jun. 30, 2023 4,594,319      
Balance at Jun. 30, 2023   459,432 10,024,387 10,483,819
Dividends       0
Balance (in shares) at Dec. 31, 2023 4,594,319      
Balance at Dec. 31, 2023   459,432 10,929,150 11,388,582
Net income     925,442 925,442
Dividends   0 (1,148,468) (1,148,468)
Balance (in shares) at Mar. 31, 2024 4,594,319      
Balance at Mar. 31, 2024   459,432 10,706,012 11,165,444
Balance (in shares) at Dec. 31, 2023 4,594,319      
Balance at Dec. 31, 2023   459,432 10,929,150 11,388,582
Net income       1,881,667
Balance (in shares) at Jun. 30, 2024 4,594,319      
Balance at Jun. 30, 2024   459,432 11,662,237 12,121,669
Dividends $ 0 0 (112) (112)
Balance (in shares) at Mar. 31, 2024 4,594,319      
Balance at Mar. 31, 2024   459,432 10,706,012 11,165,444
Net income     956,225 956,225
Balance (in shares) at Jun. 30, 2024 4,594,319      
Balance at Jun. 30, 2024   $ 459,432 $ 11,662,237 12,121,669
Dividends       $ (112)
v3.24.2.u1
Statements of Changes in Stockholders' Equity (Unaudited) (Parentheticals)
6 Months Ended
Jun. 30, 2024
$ / shares
Common Stock, Dividends, Per Share, Cash Paid (in dollars per share) $ 0.25
v3.24.2.u1
Statements of Changes in Stockholders' Equity (Unaudited) - USD ($)
Common Stock [Member]
Common Stock, Amount [Member]
Retained Earnings [Member]
Total
Balance (in shares) at Dec. 31, 2022 4,594,319      
Balance at Dec. 31, 2022   $ 459,432 $ 8,807,212 $ 9,266,644
Net income     756,081 756,081
Balance (in shares) at Mar. 31, 2023 4,594,319      
Balance at Mar. 31, 2023   459,432 9,563,293 10,022,725
Balance (in shares) at Dec. 31, 2022 4,594,319      
Balance at Dec. 31, 2022   459,432 8,807,212 9,266,644
Net income       1,217,175
Balance (in shares) at Jun. 30, 2023 4,594,319      
Balance at Jun. 30, 2023   459,432 10,024,387 10,483,819
Balance (in shares) at Mar. 31, 2023 4,594,319      
Balance at Mar. 31, 2023   459,432 9,563,293 10,022,725
Net income     461,094 461,094
Balance (in shares) at Jun. 30, 2023 4,594,319      
Balance at Jun. 30, 2023   459,432 10,024,387 10,483,819
Balance (in shares) at Dec. 31, 2023 4,594,319      
Balance at Dec. 31, 2023   459,432 10,929,150 11,388,582
Net income     925,442 925,442
Balance (in shares) at Mar. 31, 2024 4,594,319      
Balance at Mar. 31, 2024   459,432 10,706,012 11,165,444
Balance (in shares) at Dec. 31, 2023 4,594,319      
Balance at Dec. 31, 2023   459,432 10,929,150 11,388,582
Net income       1,881,667
Balance (in shares) at Jun. 30, 2024 4,594,319      
Balance at Jun. 30, 2024   459,432 11,662,237 12,121,669
Balance (in shares) at Mar. 31, 2024 4,594,319      
Balance at Mar. 31, 2024   459,432 10,706,012 11,165,444
Net income     956,225 956,225
Balance (in shares) at Jun. 30, 2024 4,594,319      
Balance at Jun. 30, 2024   $ 459,432 $ 11,662,237 $ 12,121,669
v3.24.2.u1
Statements of Cash Flows (Unaudited) - USD ($)
6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Cash flows from operating activities:    
Net income $ 1,881,667 $ 1,217,175
Adjustments to reconcile net income to net cash provided by operating activities:    
Depreciation and amortization 47,831 48,911
Net gain on marketable securities (31,995) (80,180)
Gain on sale of equipment 0 (10,000)
Allowance for (recovery of) credit losses 3,569 14,760
Change in allowance for obsolete inventory (22,000) 8,000
Deferred income taxes 17,428 150,453
(Increase) decrease in operating assets:    
Accounts receivable (113,687) (127,405)
Inventories 73,419 (115,014)
Prepaid expenses and other current assets (29,042) (23,713)
Prepaid income taxes (37,581) (210,758)
Increase (decrease) in operating liabilities:    
Accounts payable 202,430 125,427
Accrued expenses and other current liabilities (8,291) (145,409)
Deferred revenue (15,498) 0
Net cash provided by operating activities 1,968,250 852,247
us-gaap_NetCashProvidedByUsedInInvestingActivitiesAbstract    
Acquisition of property, plant, and equipment (87,304) (3,912)
Proceeds from sale of equipment 0 10,000
Proceeds from sale of marketable securities 775,000 5,255,145
Purchase of marketable securities (1,345,229) (461,025)
Net cash used in investing activities (657,533) 4,800,208
Net cash (used in) provided by investing activities    
Dividends paid (1,148,468) 0
Net cash used in financing activities (1,148,468) 0
Net (decrease) increase in cash and cash equivalents 162,249 5,652,455
Cash and cash equivalents at beginning of period 8,243,122 830,452
Cash and cash equivalents at end of period 8,405,371 6,482,907
Supplemental disclosure of cash flow information:    
Taxes paid 575,795 375,000
Supplemental disclosure of non-cash items:    
Dividends payable $ 112 $ 0
v3.24.2.u1
Note 1 - Nature of Business
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Organization, Consolidation and Presentation of Financial Statements Disclosure and Significant Accounting Policies [Text Block]

1.

Nature of Business

 

United-Guardian, Inc. (“Registrant” or “Company”) is a Delaware corporation that, through its Guardian Laboratories division, manufactures and markets cosmetic ingredients, pharmaceutical products, medical lubricants, and sexual wellness ingredients. Prior to July 1, 2023, the Company manufactured and reported sales of a line of specialty industrial products; however, this product line was discontinued after the second quarter of 2023 due to low sales volume with no growth prospects. The Company conducts research and product development leading to commercialization of new premium ingredients for cosmetics and healthcare products. The Company’s research and development department also modifies, refines, and expands the uses for existing products, with the goal of further developing the market for its products. The Company is developing new products using natural and environmentally friendly raw materials, which is a priority for many of the Company’s cosmetic customers.

v3.24.2.u1
Note 2 - Basis of Presentation
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Basis of Accounting [Text Block]

2.

Basis of Presentation

 

Interim condensed financial statements of the Company are prepared in accordance with generally accepted accounting principles in the United States of America (“US GAAP”) for interim financial information, pursuant to the requirements for reporting on Form 10-Q and Regulation S-X. In the opinion of management, all adjustments considered necessary for the fair presentation of financial statements for the interim periods have been included. The results of operations for the three and six months ended June 30, 2024 (also referred to as the "second quarter of 2024" and the "first half of 2024", respectively) are not necessarily indicative of results that ultimately may be achieved for any other interim period or for the year ending December 31, 2024. The interim unaudited condensed financial statements and notes thereto should be read in conjunction with the audited financial statements and notes thereto contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023.

v3.24.2.u1
Note 3 - Impact of Global Supply Chain Instability and Inflation
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Impact of Coronavirus (COVID-19) [Text Block]

3.

Impact of Global Supply Chain Instability and Inflation

 

The continued supply chain instability, primarily caused by military conflicts in the Middle East, has impacted vessels’ access to the Red Sea and Suez Canal. The Company is working closely with its suppliers regarding lead times and continues to closely monitor this situation. Although the Company has not experienced any delays in receiving raw materials or a substantial increase in shipping costs, we are aware that the situation is fluid and could impact the Company at any time. If that occurs, we may experience longer lead times and increased shipping costs for some of the Company’s raw materials, which may impact the Company’s future gross margins.

 

As a result of this global supply chain instability and higher interest rates, there continues to be uncertainty regarding the potential impact on the Company’s operations and financial results and we are unable to provide an accurate estimate or projection as to what the future impact will be.

v3.24.2.u1
Note 4 - Use of Estimates
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Use of Estimates Disclosure [Text Block]

4.

Use of Estimates

 

In preparing financial statements in conformity with Generally Accepted Accounting Principles in the United States of America (“US GAAP”), management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and revenue and expenses during the reporting period. Actual results could differ from those estimates. Such estimated items include the allowance for credit losses, reserve for inventory obsolescence, accrued distribution fees, outdated material returns, possible impairment of marketable securities and the allocation of overhead.

 

  

v3.24.2.u1
Note 5 - Cash and Cash Equivalents
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Cash and Cash Equivalents Disclosure [Text Block]

5.

Cash and Cash Equivalents

 

For financial statement purposes, the Company considers as cash equivalents all highly liquid investments with an original maturity of three months or less at the time of purchase. The Company deposits cash and cash equivalents with financially strong, FDIC-insured financial institutions, and believes that any amounts above FDIC insurance limitations are at minimal risk. The amounts held in excess of FDIC limits at any point in time are considered temporary and are primarily due to the timing of the maturities of United States Treasury Bills. Cash and cash equivalents held in these accounts are currently insured by the Federal Deposit Insurance Corporation (“FDIC”) up to a maximum of $250,000. At June 30, 2024 and December 31, 2023, $506,000 and $315,000, respectively, exceeded the FDIC limit.

 

Cash and cash equivalents include currency on hand, demand deposits with banks or financial institutions, and short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present minimal risk of changes in value because of changes in interest rates. The following table summarizes the Company's cash and cash equivalents:

 

    June 30,     December 31,  
    2024     2023  

Demand Deposits

  $ 1,181,655     $ 340,034  

Certificates of Deposit (original maturities of < 3 months)

    -       125,000  

Money Market Funds

    178,770       1,031,361  

U.S. Treasury Bills (original 3-month maturity)

    7,044,946       6,746,727  

Total Cash and Cash Equivalents

  $ 8,405,371     $ 8,243,122  

 

 

v3.24.2.u1
Note 6 - Accounts Receivable and Reserves
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Accounts and Nontrade Receivable [Text Block]

6.

Accounts Receivable and Reserves

 

As of January 1, 2023, the Company adopted FASB Accounting Standards Update (“ASU”) No. 2016-13, Measurement of Credit Losses on Financial Instruments, and all subsequently issued related amendments, which changed the methodology used to recognize impairment of the Company’s contract receivables. Under this ASU, financial assets are presented at the net amount expected to be collected, requiring immediate recognition of estimated credit losses expected to occur over the asset’s remaining life. This is in contrast to previous US GAAP, under which credit losses were not recognized until it was probable that a loss had been incurred. The Company performed its expected credit loss calculation based on historical accounts receivable write-offs, including consideration of then-existing economic conditions and expected future conditions. The adoption of this ASU did not have a significant impact on the financial statements. Prior to the implementation of ASU No. 2016-13, the Company calculated its reserve for accounts receivable by considering many factors including historical data, experience, customer types, credit worthiness and economic trends.

 

The carrying amount of accounts receivable is reduced by an allowance for credit losses that reflects the Company’s best estimate of the amounts that will not be collected as of the balance sheet date. This allowance is based on the credit losses expected to arise over the life of the asset and is based on the Current Expected Credit Losses (“CECL”). At June 30, 2024, and December 31, 2023, the allowance for credit losses related to accounts receivable amounted to $20,241 and $16,672, respectively.

 

  

v3.24.2.u1
Note 7 - Revenue Recognition
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Revenue from Contract with Customer [Text Block]

7.

Revenue Recognition

 

The Company records revenue in accordance with ASC Topic 606, Revenue from Contracts with Customers. Under this guidance, revenue is recognized when a customer obtains control of promised goods or services, in an amount that reflects the consideration expected to be received in exchange for those goods or services. The Company’s principal source of revenue is product sales.

 

As long as a valid purchase order has been received and future collection of the sale amount is reasonably assured, the Company recognizes revenue from sales of its products when those products are shipped, which is when the Company’s performance obligation is satisfied. The Company’s cosmetic ingredients are shipped “Ex-Works” from the Company’s facility in Hauppauge, NY, and the risk of loss and responsibility for the shipment passes to the customer upon shipment. Sales of the Company’s non-pharmaceutical medical products are deemed final upon shipment, and there is no obligation on the part of the Company to repurchase or allow the return of these goods unless they are defective. Sales of the Company’s pharmaceutical products are final upon shipment unless (a) they are found to be defective; (b) the product is damaged in shipping; (c) the product cannot be sold because it is too close to its expiration date; or (d) the product has expired (but it is not more than one year after the expiration date). This return policy conforms to standard pharmaceutical industry practice. The Company estimates an allowance for outdated material returns based on previous years’ historical returns of its pharmaceutical products.

 

The Company’s sales, as reported, are subject to a variety of deductions, some of which are estimated. These deductions are recorded in the same period that the revenues are recognized. Such deductions, primarily related to sales of the Company’s pharmaceutical products, include chargebacks from the United States Department of Veterans Affairs (“VA”), rebates in connection with the Company’s participation in Medicare programs, distribution fees, discounts, and outdated product returns. These deductions represent estimates of the related obligations and, as such, knowledge and judgment are required when estimating the impact of these revenue deductions on sales for a reporting period.

 

During 2024 and 2023, the Company participated in various government drug rebate programs related to the sale of Renacidin®, its most important pharmaceutical product. These programs include the Veterans Affairs Federal Supply Schedule (FSS), and the Medicare Part D Coverage Gap Discount Program (CGDP). These programs require the Company to sell its product at a discounted price. The Company’s sales, as reported, are net of these product rebates and discounts, some of which are estimated and are recorded in the same period that the revenue is recognized.

 

In August of 2022, the Inflation Reduction Act (“IRA”) was signed into law. The IRA made significant changes to the current Medicare Part D benefit design as it relates to discounts available to enrollees from pharmaceutical manufacturers of brand name drugs. Beginning on January 1, 2025, the Centers for Medicare & Medicaid Services (“CMS”) will implement a new Medicare Part D Manufacturer Discount Program (“discount program”), which will replace the current CGDP. The new discount program eliminates the coverage gap benefit phase, introduces pharmaceutical manufacturer discounts in the initial and catastrophic coverage phases and lowers the cap on enrollee out-of-pocket costs. Under the new discount program, additional rebates are expected to be owed by pharmaceutical manufacturers due to the restructuring of the benefit periods. The overall financial impact of this new program will vary depending on the products being reimbursed but does have the potential to increase Medicare Part D rebates for drug manufacturers. At this time, the Company is unable to predict what future impact this new program will have on its financial condition; however, on January 31, 2024, the Company was notified by CMS that it qualified as a “specified small manufacturer” and will be entitled to a multi-year phase-in period during which it will pay a lower percentage discount on drugs dispensed to beneficiaries.

 

The Company does not make sales on consignment, and the collection of the proceeds of the sale of any of the Company’s products is not contingent upon the customer being able to sell the goods to a third party.

 

Any allowances for returns are taken as a reduction of sales within the same period the revenue is recognized. Such allowances are determined based on historical experience under ASC Topic 606. At June 30, 2024 and December 31, 2023, the Company had an allowance of $268,242 and $247,847, respectively, for possible outdated material returns, which is included in accrued expenses. There is no asset value associated with these outdated material returns, as these products are destroyed.

 

As of December 31, 2023, the Company recorded advance payments from customers of $15,498, which were included in deferred revenue on the balance sheet. The related performance obligations associated with these payments were satisfied in the first quarter of 2024. There were no such advance payments as of June 30, 2024.

 

The Company has distribution fee contracts with certain distributors of its pharmaceutical products that entitle them to distribution and service-related fees. The Company records distribution fees and estimates of distribution fees as offsets to revenue.

 

Disaggregated sales by product class are as follows:

 

 

    Three months ended     Six months ended  
    June 30,     June 30,  
    2024     2023     2024     2023  
                                 

Cosmetic ingredients

  $ 1,419,374     $ 772,887     $ 3,295,856     $ 1,534,788  

Pharmaceuticals

    1,413,664       1,376,601       2,363,987       2,730,825  

Medical lubricants

    557,167       482,512       985,306       903,543  

Industrial products (1)

    -       18,299       -       51,467  

Total Net Sales

  $ 3,390,205     $ 2,650,299     $ 6,645,149     $ 5,220,623  

 

          (1) This product line was discontinued as of July 1, 2023.

 

The Company’s cosmetic ingredients are marketed worldwide by five distributors, of which U.S.-based Ashland Specialty Ingredients (“ASI”) purchases the largest volume. Approximately 17% of the Company’s total sales in the second quarter of 2024 were to customers located outside of the United States, compared with approximately 22% in the second quarter of 2023. For the six months ended June 30, 2024, approximately 15% of the Company’s total sales were to customers located outside of the United States, compared with approximately 23% for the six months ended June 30, 2023.

 

Disaggregated sales by geographic region are as follows:

 

   

Three months ended

   

Six months ended

 
   

June 30,

   

June 30,

 
   

2024

   

2023

   

2024

   

2023

 

United States*

  $ 2,808,237     $ 2,067,533     $ 5,627,173     $ 4,009,775  

Other countries

    581,968       582,766       1,017,976       1,210,848  

Total Sales

  $ 3,390,205     $ 2,650,299     $ 6,645,149     $ 5,220,623  

 

 

* Since substantially all purchases by ASI are shipped to ASI’s warehouses in the U.S., all sales to ASI are reported as U.S. sales for financial reporting purposes, even though a significant quantity of those purchases will be shipped by ASI to foreign customers. ASI has reported to the Company that approximately 85% of its sales of the Company’s products in the second quarter of 2024 were to foreign customers, with China representing approximately 56%. For the same time period in 2023, approximately 65% of ASI’s sales of the Company’s products were to foreign customers, with China representing approximately 35%.

 

For the six months ended June 30, 2024 approximately 84% of ASI’s sales of the Company’s products were to customers in other countries, with China accounting for approximately 50% of ASI’s sales of the Company’s products, as compared with approximately 68% of ASI’s sales going to customers in other countries for the six months ended June 30, 2023, with China accounting for approximately 29% of ASI’s sales of the Company’s products during that period.

  

v3.24.2.u1
Note 8 - Accounting for Financial Instruments - Credit Losses
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Credit Loss, Financial Instrument [Text Block]

8.

Accounting for Financial Instruments – Credit Losses

 

The Company recognizes an allowance for credit losses for its trade receivables to present the net amount expected to be collected as of the balance sheet date. This allowance is based on the credit losses expected to arise over the life of the asset and are based on Current Expected Credit Losses (CECL).

 

The timing between recognition of revenue for product sales and the receipt of payment is not significant. The Company’s standard credit terms, which vary depending on the customer, range between 30 and 60 days. The Company provides allowances for any receivables for which collection is doubtful in accordance with ASU 2016-13. As of June 30, 2024 and December 31, 2023, the allowance for credit losses on accounts receivable was $20,241 and $16,672, respectively. Prompt-pay discounts are offered to some customers; however, due to the uncertainty of the customers taking the discounts, the discounts are recorded only after they have been taken.

v3.24.2.u1
Note 9 - Marketable Securities
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Investments in Debt and Marketable Equity Securities (and Certain Trading Assets) Disclosure [Text Block]

9.

Marketable Securities

 

The Company’s marketable securities include investments in equity mutual funds and Certificates of Deposit with maturities longer than three months. The Company’s marketable equity securities are reported at fair value with the related unrealized and realized gains and losses included in net income. Certificates of Deposit are recorded at amortized cost. Realized gains or losses on mutual funds are determined on a specific identification basis. The Company evaluates its investments periodically for possible other-than-temporary impairment by reviewing factors such as the length of time and extent to which fair value had been below cost basis, the financial condition of the issuer and the Company’s ability and intent to hold the investment for a period of time which may be sufficient for anticipated recovery of market value.

 

The disaggregated net gains and losses on marketable securities that were recognized on the income statements for the three and six months ended June 30, 2024 and June 30, 2023 were as follows:

 

   

THREE MONTHS
ENDED
JUNE 30,

   

SIX MONTHS

ENDED
JUNE 30,

 
   

2024

   

 

2023

   

2024

   

2023

 

Net (losses) gains recognized during the period on marketable securities

  $ (9,501 )   $ 7,479     $ 31,995     $ 80,180  

Less: Net losses recognized on marketable securities sold during the period

    -       (433,769 )     -       (433,769 )

Unrealized (losses) gains recognized during the reporting period on marketable securities still held at the reporting date

  $ (9,501 )   $ 441,248     $ 31,995     $ 513,949  

 

The fair values of the Company’s marketable securities are determined in accordance with US GAAP, with fair value being defined as the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, the Company utilizes the three-tier value hierarchy, as prescribed by US GAAP, which prioritizes the inputs used in measuring fair value as follows:

 

•    Level 1 - inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets.

 

•    Level 2 - inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.

 

•    Level 3 - inputs to the valuation methodology are unobservable and significant to the fair value measurement.

 

The Company’s marketable equity securities, which are considered available for sale securities, are re-measured to fair value on a recurring basis and are valued using Level 1 inputs using quoted prices (unadjusted) for identical assets in active markets. The Company’s fixed income Certificates of Deposit are considered held-to-maturity securities and are valued at amortized cost.

 

The following tables summarize the Company’s investments:

 

June 30, 2024 (unaudited)                   Unrealized  
    Cost     Fair value     gain  

Equity and other mutual funds

  $ 583,103     $ 617,086     $ 33,983  
                         

Other short-term investments:

                       

Fixed income Certificates of Deposit (original maturities >3 months)

    836,456       836,456       -  

Total marketable securities

  $ 1,419,559     $ 1,453,542     $ 33,983  

                                   

December 31, 2023 (audited)                   Unrealized  
    Cost     Fair Value     gain  

Equity Securities

                       

Equity and other mutual funds

  $ 574,330     $ 576,318     $ 1,988  
                         

Other short-term investments:

                       

Fixed income Certificates of Deposit (original maturities >3 months)

    275,000       275,000       -  

Total marketable securities

  $ 849,330     $ 851,318     $ 1,988  

 

Investment income is recognized when earned and consists principally of dividend income from equity mutual funds and interest income from United States Treasury Bills, Certificates of Deposit and money market funds. Realized gains and losses on sales of investments are determined on a specific identification basis.

 

Proceeds from the sale and redemption of marketable securities amounted to $775,000 for the first half of 2024, and there were no realized gains or losses recognized on these sales. Proceeds from the sale and redemption of marketable securities amounted to $5,255,145 for the first half of 2023, which included realized losses on sales of $433,769.

v3.24.2.u1
Note 10 - Inventories
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Inventory Disclosure [Text Block]

10.

Inventories

 

   

June 30,

   

December 31,

 
   

2024

   

2023

 
   

(unaudited)

   

(audited)

 

Inventories consist of the following:

               

Raw materials

  $ 587,938     $ 476,501  

Work in process

    74,409       92,089  

Finished products

    509,740       654,916  

Total inventories

  $ 1,172,087     $ 1,223,506  

 

Inventories are valued at the lower of cost and net realizable value. Net realizable value is equal to the selling price less the estimated costs of selling and/or disposing of the product. Cost is determined using the average cost method, which approximates cost determined by the first-in, first-out (“FIFO”) method. Finished product inventories at June 30, 2024 and December 31, 2023 are stated net of a reserve of $25,000 and $47,000, respectively, for slow moving and obsolete inventory.

v3.24.2.u1
Note 11 - Income Taxes
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Income Tax Disclosure [Text Block]

11.

Income Taxes

 

The Company’s tax provision is based on its estimated annual effective tax rate. The Company continues to fully recognize its tax benefits, and as of June 30, 2024 and December 31, 2023, the Company did not have any unrecognized tax benefits. The Company’s provision for income taxes for the three and six months ended June 30, 2024 and 2023, included the following:

 

    Three months ended     Six months ended  
    June 30,     June 30,  
    2024     2023     2024     2023  

Provision for (benefit from) federal income taxes - current

  $ 302,100     $ (81,601 )   $ 472,040     $ 164,778  

Provision for state income taxes - current

    -       -       225       250  

(Benefit from) provision for federal income taxes - deferred

    (53,141 )     201,006       17,428       150,453  

Total provision for income taxes

  $ 248,959     $ 119,405     $ 489,693     $ 315,481  

  

v3.24.2.u1
Note 12 - Defined Contribution Plan
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Retirement Benefits [Text Block]

12.

Defined Contribution Plan

 

The Company sponsors a 401(k) defined contribution plan (“DC Plan”) that provides for a dollar-for-dollar employer matching contribution of the first 4% of each employee’s pay that is deferred by the employee. Employees become fully vested in employer matching contributions immediately.

 

The Company also makes discretionary contributions to each employee's account based on a "pay-to-pay" safe-harbor formula that qualifies the 401(k) Plan under current IRS regulations. Employees become vested in the discretionary contributions as follows: 20% after two years of employment, and 20% for each year of employment thereafter until the employee becomes fully vested after six years of employment.

 

The Company accrued $54,500 in contributions to the DC Plan for the six months ended June 30, 2024 and 2023, respectively. In the first six months of 2024 and 2023, the Company made discretionary contributions of $109,000 and $94,326, respectively, to the DC Plan. These payments represented the Company’s 2023 and 2022 accrued discretionary contributions, respectively.

v3.24.2.u1
Note 13 - Other Information
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Other Liabilities Disclosure [Text Block]

13.

Other Information

 

   

June 30,

   

December 31,

 

Accrued Expenses

 

2024
(unaudited)

   

2023

(audited)

 
Bonuses   $ 105,000     $ 187,002  
Distribution fees     432,602       407,133  

Payroll and related expenses

    118,356       96,157  

Reserve for outdated material

    268,242       247,847  

Company 401(k) contribution

    54,500       109,000  

Audit fee

    42,128       71,000  

Annual report expenses

    40,623       81,725  

Sales rebates

    220,764       132,250  

Insurance

    42,272       -  

Other

    30,266       30,930  

Total accrued expenses

  $ 1,354,753     $ 1,363,044  

 

 

v3.24.2.u1
Note 14 - Recent Accounting Pronouncements
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Accounting Standards Update and Change in Accounting Principle [Text Block]

14.

Recent Accounting Pronouncements

 

In December 2023, the FASB issued ASU 2023-09 “Income Taxes- Improvements to Income Tax Disclosures”. This guidance enhances the transparency and decision usefulness of income tax disclosures. More specifically, the amendments relate to the income tax rate reconciliation and income taxes paid disclosures and require 1) consistent categories and greater disaggregation of information in the rate reconciliation and 2) income taxes paid disaggregated by jurisdiction. This guidance is effective for fiscal years beginning after December 31, 2024.

v3.24.2.u1
Note 15 - Concentration of Credit Risk
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Concentration Risk Disclosure [Text Block]

15.

Concentrations of Credit Risk

 

Customer Concentration: Accounts receivable potentially exposes the Company to concentrations of credit risk. The Company monitors the amount of credit it allows each of its customers, using the customer’s prior payment history to determine how much credit to allow or whether any credit should be given at all. It is the Company’s policy to discontinue shipments to any customer that is substantially past due on its payments. The Company sometimes requires payment in advance from customers whose payment record is questionable. As a result of its monitoring of the outstanding credit allowed for each customer, as well as the fact that the majority of the Company’s sales are to customers whose satisfactory credit and payment record has been established over a long period of time, the Company believes that its credit risk from accounts receivable has been reduced.

 

During the three months ended June 30, 2024, the Company’s largest cosmetic ingredient distributors and three of its pharmaceutical distributors, accounted for 82% of the Company’s gross sales, and 83% of its outstanding accounts receivable at June 30, 2024. During the three months ended June 30, 2023, the same cosmetic ingredient distributor and three pharmaceutical distributors accounted for 72% of the Company’s gross sales and 82% of its outstanding accounts receivable at June 30, 2023.

 

During the six months ended June 30, 2024, the Company’s largest cosmetic ingredient distributors, along with three of its pharmaceutical distributors, accounted for 82% of the Company’s gross sales and 83% of its outstanding accounts receivable at June 30, 2024. During the six-month period ended June 30, 2023, the same cosmetic ingredient distributor and three pharmaceutical distributors accounted for 73% of the Company’s gross sales and 82% of its outstanding accounts receivable at June 30, 2023.

v3.24.2.u1
Note 16 - Supplier Concentration
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Vendor Concentration Risk Disclosure [Text Block]

16.

Supplier Concentration

 

Most of the principal raw materials used by the Company consist of common industrial organic and inorganic chemicals that available in ample supply from numerous sources. However, there are some raw materials used by the Company that are not readily available or require longer lead times.

 

During the first half of 2024 and 2023, the Company had three major raw material suppliers that collectively accounted for approximately 79% and 80%, respectively, of the raw material purchases made by the Company. For the three months ended June 30, 2024, the Company had three major raw material suppliers that collectively accounted for approximately 83% of the raw material purchases made by the Company. For the three months ended June 30, 2023, the Company had two major raw material suppliers that collectively accounted for approximately 89% of the raw material purchases made by the Company. In addition to the Company’s raw materials concentration, the Company utilizes one contract manufacturer for the production of its pharmaceutical product, Renacidin. Any disruption in this manufacturer’s operations could have a material impact on the Company’s revenue stream.

  

v3.24.2.u1
Note 17 - Related-party Transactions
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Related Party Transactions Disclosure [Text Block]
17.

Related-Party Transactions

 

For the three- and six-month periods ended June 30, 2024, the Company made payments of $10,000 and $20,000, respectively, to Ken Globus, the Company’s former President, for consulting services provided to the Company. For the three- and six-month periods ended June 30, 2023, the Company made payments of $30,000 and $60,000, respectively, to Ken Globus for consulting services.

 

For the three- and six-month periods ended June 30, 2024, the Company made payments of $5,250 and $10,750, respectively, to the accounting firm PKF O’Connor Davies (“PKF”) for accounting and tax services. For the three- and six-month periods ended June 30, 2023, the Company made payments of $3,000 to the accounting firm PKF, for accounting and tax services. Lawrence Maietta, a partner at PKF, is a director of the Company.

v3.24.2.u1
Note 18 - Earnings Per Share
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Earnings Per Share [Text Block]

18.

Earnings Per Share

 

Basic earnings per share is computed by dividing income available to common shareholders by the weighted-average number of shares of common stock outstanding during the period. Diluted earnings per share is computed by dividing income available to common shareholders by the weighted-average number of shares of common stock outstanding during the period, increased to include the number of additional shares of common stock that would have been outstanding if the potentially dilutive securities had been issued.

 

Per share basic and diluted earnings amounted to $0.21 and $0.10 for the three months ended June 30, 2024 and 2023, respectively, and $0.41 and $0.26 for the six months ended June 30, 2024 and 2023, respectively.

v3.24.2.u1
Note 19 - Dividends
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Dividends [Text Block]

19.

Dividends

 

On January 30, 2024, the Company’s Board of Directors declared a cash dividend of $0.25 per share, which was paid on February 20, 2024, to all holders of record as of February 12, 2024. During the first half of 2024, the Company declared a total of $1,148,580 in dividends, of which $1,148,468 was paid. The balance of $112 is payable to stockholders whose old Guardian Chemical shares have not yet been exchanged to United-Guardian, Inc. shares and are pending escheatment. There were no dividends declared or paid in the first half of 2023.

v3.24.2.u1
Note 20 - Subsequent Events
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Subsequent Events [Text Block]

20.

Subsequent Events

 

On July 10, 2024, the Company’s Board of Directors declared a cash dividend of $0.35 per share, which was paid on July 31, 2024, to all holders of record as of July 23, 2024. Dividends totaling $1,607,855 were paid on July 31, 2024, leaving a balance of $156 that was not paid. This $156 is payable to stockholders whose old Guardian Chemical shares have not yet been exchanged to United-Guardian, Inc. shares and are pending escheatment.

v3.24.2.u1
Insider Trading Arrangements
6 Months Ended
Jun. 30, 2024
Insider Trading Arr Line Items  
Material Terms of Trading Arrangement [Text Block]

ITEM 5.          OTHER INFORMATION

 

                    NONE

Rule 10b5-1 Arrangement Adopted [Flag] false
Rule 10b5-1 Arrangement Terminated [Flag] false
Non-Rule 10b5-1 Arrangement Adopted [Flag] false
Non-Rule 10b5-1 Arrangement Terminated [Flag] false
v3.24.2.u1
Note 5 - Cash and Cash Equivalents (Tables)
6 Months Ended
Jun. 30, 2024
Notes Tables  
Schedule of Cash and Cash Equivalents [Table Text Block]
    June 30,     December 31,  
    2024     2023  

Demand Deposits

  $ 1,181,655     $ 340,034  

Certificates of Deposit (original maturities of < 3 months)

    -       125,000  

Money Market Funds

    178,770       1,031,361  

U.S. Treasury Bills (original 3-month maturity)

    7,044,946       6,746,727  

Total Cash and Cash Equivalents

  $ 8,405,371     $ 8,243,122  
v3.24.2.u1
Note 7 - Revenue Recognition (Tables)
6 Months Ended
Jun. 30, 2024
Notes Tables  
Disaggregation of Revenue [Table Text Block]
    Three months ended     Six months ended  
    June 30,     June 30,  
    2024     2023     2024     2023  
                                 

Cosmetic ingredients

  $ 1,419,374     $ 772,887     $ 3,295,856     $ 1,534,788  

Pharmaceuticals

    1,413,664       1,376,601       2,363,987       2,730,825  

Medical lubricants

    557,167       482,512       985,306       903,543  

Industrial products (1)

    -       18,299       -       51,467  

Total Net Sales

  $ 3,390,205     $ 2,650,299     $ 6,645,149     $ 5,220,623  
Revenue from External Customers by Geographic Areas [Table Text Block]
   

Three months ended

   

Six months ended

 
   

June 30,

   

June 30,

 
   

2024

   

2023

   

2024

   

2023

 

United States*

  $ 2,808,237     $ 2,067,533     $ 5,627,173     $ 4,009,775  

Other countries

    581,968       582,766       1,017,976       1,210,848  

Total Sales

  $ 3,390,205     $ 2,650,299     $ 6,645,149     $ 5,220,623  
v3.24.2.u1
Note 9 - Marketable Securities (Tables)
6 Months Ended
Jun. 30, 2024
Notes Tables  
Gain (Loss) on Securities [Table Text Block]
   

THREE MONTHS
ENDED
JUNE 30,

   

SIX MONTHS

ENDED
JUNE 30,

 
   

2024

   

 

2023

   

2024

   

2023

 

Net (losses) gains recognized during the period on marketable securities

  $ (9,501 )   $ 7,479     $ 31,995     $ 80,180  

Less: Net losses recognized on marketable securities sold during the period

    -       (433,769 )     -       (433,769 )

Unrealized (losses) gains recognized during the reporting period on marketable securities still held at the reporting date

  $ (9,501 )   $ 441,248     $ 31,995     $ 513,949  
Marketable Securities [Table Text Block]
June 30, 2024 (unaudited)                   Unrealized  
    Cost     Fair value     gain  

Equity and other mutual funds

  $ 583,103     $ 617,086     $ 33,983  
                         

Other short-term investments:

                       

Fixed income Certificates of Deposit (original maturities >3 months)

    836,456       836,456       -  

Total marketable securities

  $ 1,419,559     $ 1,453,542     $ 33,983  
December 31, 2023 (audited)                   Unrealized  
    Cost     Fair Value     gain  

Equity Securities

                       

Equity and other mutual funds

  $ 574,330     $ 576,318     $ 1,988  
                         

Other short-term investments:

                       

Fixed income Certificates of Deposit (original maturities >3 months)

    275,000       275,000       -  

Total marketable securities

  $ 849,330     $ 851,318     $ 1,988  
v3.24.2.u1
Note 10 - Inventories (Tables)
6 Months Ended
Jun. 30, 2024
Notes Tables  
Schedule of Inventory, Current [Table Text Block]
   

June 30,

   

December 31,

 
   

2024

   

2023

 
   

(unaudited)

   

(audited)

 

Inventories consist of the following:

               

Raw materials

  $ 587,938     $ 476,501  

Work in process

    74,409       92,089  

Finished products

    509,740       654,916  

Total inventories

  $ 1,172,087     $ 1,223,506  
v3.24.2.u1
Note 11 - Income Taxes (Tables)
6 Months Ended
Jun. 30, 2024
Notes Tables  
Schedule of Components of Income Tax Expense (Benefit) [Table Text Block]
    Three months ended     Six months ended  
    June 30,     June 30,  
    2024     2023     2024     2023  

Provision for (benefit from) federal income taxes - current

  $ 302,100     $ (81,601 )   $ 472,040     $ 164,778  

Provision for state income taxes - current

    -       -       225       250  

(Benefit from) provision for federal income taxes - deferred

    (53,141 )     201,006       17,428       150,453  

Total provision for income taxes

  $ 248,959     $ 119,405     $ 489,693     $ 315,481  
v3.24.2.u1
Note 13 - Other Information (Tables)
6 Months Ended
Jun. 30, 2024
Notes Tables  
Schedule of Accrued Liabilities [Table Text Block]
   

June 30,

   

December 31,

 

Accrued Expenses

 

2024
(unaudited)

   

2023

(audited)

 
Bonuses   $ 105,000     $ 187,002  
Distribution fees     432,602       407,133  

Payroll and related expenses

    118,356       96,157  

Reserve for outdated material

    268,242       247,847  

Company 401(k) contribution

    54,500       109,000  

Audit fee

    42,128       71,000  

Annual report expenses

    40,623       81,725  

Sales rebates

    220,764       132,250  

Insurance

    42,272       -  

Other

    30,266       30,930  

Total accrued expenses

  $ 1,354,753     $ 1,363,044  
v3.24.2.u1
Note 5 - Cash and Cash Equivalents (Details Textual) - USD ($)
Jun. 30, 2024
Dec. 31, 2023
Cash, Uninsured Amount $ 506,000 $ 315,000
v3.24.2.u1
Note 5 - Cash and Cash Equivalents - Schedule of Cash and Cash Equivalents (Details) - USD ($)
Jun. 30, 2024
Dec. 31, 2023
Certificates of Deposit $ 0 $ 125,000
Money market funds 178,770 1,031,361
U.S. Treasury Bills (original 3-month maturity) 7,044,946 6,746,727
Total cash and cash equivalents 8,405,371 8,243,122
Demand Deposits [Member]    
Demand deposits $ 1,181,655 $ 340,034
v3.24.2.u1
Note 6 - Accounts Receivable and Reserves (Details Textual) - USD ($)
Jun. 30, 2024
Dec. 31, 2023
Accounts Receivable, Allowance for Credit Loss $ 20,241 $ 16,672
v3.24.2.u1
Note 7 - Revenue Recognition (Details Textual) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Dec. 31, 2023
Allowance for Material Returns $ 268,242   $ 268,242   $ 247,847
Contract with Customer, Liability, Current $ 0   $ 0   $ 15,498
Cosmetic Ingredients [Member] | Non-US [Member] | Geographic Concentration Risk [Member] | Revenue Benchmark [Member]          
Concentration Risk, Percentage 17.00% 22.00% 15.00% 23.00%  
ASI [Member] | Non-US [Member] | Geographic Concentration Risk [Member] | Revenue Benchmark [Member]          
Concentration Risk, Percentage 85.00% 65.00% 84.00% 68.00%  
ASI [Member] | CHINA | Geographic Concentration Risk [Member] | Revenue Benchmark [Member]          
Concentration Risk, Percentage 56.00% 35.00% 50.00% 29.00%  
v3.24.2.u1
Note 7 - Revenue Recognition - Disaggregated Revenue (Details) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Net sales $ 3,390,205 $ 2,650,299 $ 6,645,149 $ 5,220,623
Cosmetic Ingredients [Member]        
Net sales 1,419,374 772,887 3,295,856 1,534,788
Pharmaceuticals [Member]        
Net sales 1,413,664 1,376,601 2,363,987 2,730,825
Medical [Member]        
Net sales 557,167 482,512 985,306 903,543
Industrial And Other [Member]        
Net sales [1] $ 0 $ 18,299 $ 0 $ 51,467
[1] (1) This product line was discontinued as of July 1, 2023.
v3.24.2.u1
Note 7 - Revenue Recognition - Revenue by Geographic Region (Details) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Net sales $ 3,390,205 $ 2,650,299 $ 6,645,149 $ 5,220,623
UNITED STATES        
Net sales 2,808,237 2,067,533 5,627,173 4,009,775
Non-US [Member]        
Net sales $ 581,968 $ 582,766 $ 1,017,976 $ 1,210,848
v3.24.2.u1
Note 8 - Accounting for Financial Instruments - Credit Losses (Details Textual) - USD ($)
Jun. 30, 2024
Dec. 31, 2023
Accounts Receivable, Allowance for Credit Loss, Current $ 20,241 $ 16,672
v3.24.2.u1
Note 9 - Marketable Securities (Details Textual) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Proceeds from Sale and Maturity of Marketable Securities     $ 775,000 $ 5,255,145
Debt and Equity Securities, Realized Gain (Loss) $ 0 $ 433,769 $ 0 $ 433,769
v3.24.2.u1
Note 9 - Marketable Securities - Net Gains and Losses on Marketable Securities (Details) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Net (losses) gains recognized during the period on marketable securities $ (9,501) $ 7,479 $ 31,995 $ 80,180
Less: Net losses recognized during the period on marketable securities sold during the period 0 (433,769) 0 (433,769)
Unrealized (losses) gains recognized during the reporting period on marketable securities still held at the reporting date $ (9,501) $ 441,248 $ 31,995 $ 513,949
v3.24.2.u1
Note 9 - Marketable Securities - Summary of Investments (Details) - USD ($)
Jun. 30, 2024
Dec. 31, 2023
Equity and other mutual funds, cost $ 583,103  
Equity and other mutual funds, fair value 617,086  
Equity and other mutual funds, unrealized gain 33,983  
Fixed income certificates of deposit, cost 836,456 $ 275,000
Fixed income certificates of deposit, fair value 836,456 275,000
Fixed income certificates of deposit, unrealized loss 0  
Marketable securities, cost 1,419,559 849,330
Marketable securities 1,453,542 851,318
Marketable securities, unrealized loss $ 33,983 1,988
Equity And Other Mutual Funds [Member]    
Equity and other mutual funds, cost   574,330
Equity and other mutual funds, fair value   576,318
Equity and other mutual funds, unrealized gain   $ 1,988
v3.24.2.u1
Note 10 - Inventories (Details Textual) - USD ($)
Jun. 30, 2024
Dec. 31, 2023
Inventory Valuation Reserves $ 25,000 $ 47,000
v3.24.2.u1
Note 10 - Inventories - Summary of Inventories (Details) - USD ($)
Jun. 30, 2024
Dec. 31, 2023
Raw materials $ 587,938 $ 476,501
Work in process 74,409 92,089
Finished products 509,740 654,916
Total inventories $ 1,172,087 $ 1,223,506
v3.24.2.u1
Note 11 - Income Taxes - Provision for Income Taxes (Details) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Provision for federal income taxes - current $ 302,100 $ (81,601) $ 472,040 $ 164,778
Provision for state income taxes - current 0 0 225 250
Provision for (benefit from) federal income taxes – deferred (53,141) 201,006 17,428 150,453
Total provision for income taxes $ 248,959 $ 119,405 $ 489,693 $ 315,481
v3.24.2.u1
Note 12 - Defined Contribution Plan (Details Textual) - USD ($)
6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Defined Contribution Plan, Cost $ 54,500 $ 54,500
DC Plan [Member]    
Defined Contribution Plan, Employer Matching Contribution, Percent of Employees' Gross Pay 4.00%  
Defined Contribution Plan, Employer Discretionary Contribution Amount $ 109,000 $ 94,326
DC Plan [Member] | Discretionary Contributions Vesting at Two Years [Member]    
Defined Contribution Plan, Employers Matching Contribution, Annual Vesting Percentage 20.00%  
Defined Contribution, Discretionary Contribution Plan, Vesting Period (Year) 2 years  
DC Plan [Member] | Discretionary Contributions Vesting Each Additional Year [Member]    
Defined Contribution Plan, Employers Matching Contribution, Annual Vesting Percentage 20.00%  
Defined Contribution, Discretionary Contribution Plan, Vesting Period (Year) 6 years  
v3.24.2.u1
Note 13 - Other Information - Summary of Accrued Expenses (Details) - USD ($)
Jun. 30, 2024
Dec. 31, 2023
Bonuses $ 105,000 $ 187,002
Distribution fees 432,602 407,133
Payroll and related expenses 118,356 96,157
Reserve for outdated material 268,242 247,847
Company 401(k) contribution 54,500 109,000
Audit fee 42,128 71,000
Annual report expenses 40,623 81,725
Sales rebates 220,764 132,250
Insurance 42,272 0
Other 30,266 30,930
Total Accrued Expenses $ 1,354,753 $ 1,363,044
v3.24.2.u1
Note 15 - Concentration of Credit Risk (Details Textual)
3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Distributor [Member]        
Number of Customers 3 3 3 3
Distributors and Marketing Partners [Member] | Revenue Benchmark [Member] | Customer Concentration Risk [Member]        
Concentration Risk, Percentage 82.00% 72.00% 82.00% 73.00%
Distributors and Marketing Partners [Member] | Accounts Receivable [Member] | Customer Concentration Risk [Member]        
Concentration Risk, Percentage 83.00% 82.00% 83.00% 82.00%
v3.24.2.u1
Note 16 - Supplier Concentration (Details Textual)
3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Number of Vendors 3 2 3 3
Cost of Goods and Service, Product and Service Benchmark [Member] | Supplier Concentration Risk [Member] | Three Raw Material Vendors [Member]        
Concentration Risk, Percentage 83.00%   79.00% 80.00%
Cost of Goods and Service, Product and Service Benchmark [Member] | Supplier Concentration Risk [Member] | Two Raw Material Vendors [Member]        
Concentration Risk, Percentage   89.00%    
v3.24.2.u1
Note 17 - Related-party Transactions (Details Textual) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Previous President and CEO [Member] | Consulting Services [Member]        
Related Party Transaction, Amounts of Transaction $ 10,000 $ 20,000 $ 30,000 $ 60,000
Director [Member] | Accounting and Tax Services [Member]        
Related Party Transaction, Amounts of Transaction $ 5,250 $ 10,750 $ 3,000 $ 3,000
v3.24.2.u1
Note 18 - Earnings Per Share (Details Textual) - $ / shares
3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Earnings Per Share, Basic, Total (in dollars per share) $ 0.21 $ 0.1 $ 0.41 $ 0.26
v3.24.2.u1
Note 19 - Dividends (Details Textual) - USD ($)
6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Mar. 31, 2024
Common Stock, Dividends, Per Share, Declared $ 0.25    
Dividends Declared $ 1,148,580    
Dividends, Paid 1,148,468 $ 0  
Dividends payable $ 112 $ 0 $ 112
v3.24.2.u1
Note 20 - Subsequent Events (Details Textual) - USD ($)
6 Months Ended
Jul. 31, 2024
Jul. 10, 2024
Jun. 30, 2024
Jun. 30, 2023
Mar. 31, 2024
Common Stock, Dividends, Per Share, Declared     $ 0.25    
Payments of Dividends     $ 1,148,468 $ (0)  
Dividends payable     $ 112 $ 0 $ 112
Subsequent Event [Member]          
Common Stock, Dividends, Per Share, Declared   $ 0.35      
Payments of Dividends $ 1,607,855        
Dividends payable $ 156        

1 Year United Guardian Chart

1 Year United Guardian Chart

1 Month United Guardian Chart

1 Month United Guardian Chart