Cover
Cover - shares | 6 Months Ended | |
Dec. 31, 2021 | Feb. 04, 2022 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Dec. 31, 2021 | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2022 | |
Current Fiscal Year End Date | --06-30 | |
Entity File Number | 0-10248 | |
Entity Registrant Name | FONAR CORPORATION | |
Entity Central Index Key | 0000355019 | |
Entity Tax Identification Number | 11-2464137 | |
Entity Incorporation, State or Country Code | DE | |
Entity Address, Address Line One | 110 Marcus Drive | |
Entity Address, City or Town | Melville | |
Entity Address, State or Province | NY | |
Entity Address, Postal Zip Code | 11747 | |
City Area Code | (631) | |
Local Phone Number | 694-2929 | |
Title of 12(b) Security | Common Stock | |
Trading Symbol | FONR | |
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 | |
Common Stock [Member] | ||
Entity Common Stock, Shares Outstanding | 6,554,210 | |
Common Class B [Member] | ||
Entity Common Stock, Shares Outstanding | 146 | |
Common Class C [Member] | ||
Entity Common Stock, Shares Outstanding | 382,513 | |
Class A Non Voting Preferred Stock [Member] | ||
Entity Common Stock, Shares Outstanding | 313,438 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) - USD ($) $ in Thousands | Dec. 31, 2021 | Jun. 30, 2021 |
Current Assets: | ||
Cash and cash equivalents | $ 44,851 | $ 44,460 |
Short term investments | 32 | 32 |
Accounts receivable – net | 4,106 | 4,526 |
Accounts receivable - related party | 60 | 12 |
Medical receivable – net | 18,775 | 17,901 |
Management and other fees receivable – net | 32,136 | 30,948 |
Management and other fees receivable – related medical practices – net | 8,293 | 7,814 |
Inventories | 2,099 | 1,663 |
Prepaid expenses and other current assets | 1,249 | 1,227 |
Total Current Assets | 111,601 | 108,583 |
Accounts receivable – long term | 2,316 | 2,880 |
Deferred income tax asset | 13,522 | 15,959 |
Property and equipment – net | 21,819 | 21,850 |
Right-of-use Asset – operating lease | 34,767 | 30,133 |
Right-of-use Asset – financing lease | 1,028 | 1,127 |
Goodwill | 4,269 | 4,269 |
Other intangible assets – net | 3,855 | 4,038 |
Other assets | 553 | 667 |
Total Assets | 193,730 | 189,506 |
Current Liabilities: | ||
Current portion of long-term debt and capital leases | 39 | 173 |
Accounts payable | 775 | 1,866 |
Other current liabilities | 4,617 | 9,162 |
Unearned revenue on service contracts | 3,971 | 4,366 |
Unearned revenue on service contracts – related party | 55 | |
Contract liabilities | 15 | 15 |
Operating lease liability - current portion | 3,592 | 3,533 |
Financing lease liability - current portion | 206 | 203 |
Customer deposits | 454 | 731 |
Total Current Liabilities | 13,724 | 20,049 |
Long-Term Liabilities: | ||
Unearned revenue on service contracts | 2,290 | 2,801 |
Deferred income tax liability | 238 | 238 |
Due to related medical practices | 93 | 93 |
Operating lease liability – net of current portion | 33,681 | 28,975 |
Financing lease liability – net of current portion | 944 | 1,049 |
Long-term debt and capital leases, less current portion | 180 | 760 |
Other liabilities | 138 | 171 |
Total Long-Term Liabilities | 37,564 | 34,087 |
Total Liabilities | 51,288 | 54,136 |
Preferred stock $.001 par value; 567 shares authorized at December 31, 2021 and June 30, 2021, issued and outstanding – none | ||
Common Stock $.0001 par value; 8,500 shares authorized at December 31, 2021 and June 30, 2021, 6,566 issued at December 31, 2021 and June 30, 2021, 6,554 outstanding at December 31, 2021 and June 30, 2021 | 1 | 1 |
Paid-in capital in excess of par value | 184,531 | 185,101 |
Accumulated deficit | (38,101) | (46,008) |
Treasury stock, at cost - 12 shares of common stock at December 31, 2021 and June 30, 2021 | (675) | (675) |
Total Fonar Corporation’s Stockholders’ Equity | 145,756 | 138,419 |
Noncontrolling interests | (3,314) | (3,049) |
Total Stockholders’ Equity | 142,442 | 135,370 |
Total Liabilities and Stockholders’ Equity | 193,730 | 189,506 |
Class A Non Voting Preferred Stock [Member] | ||
Long-Term Liabilities: | ||
Preferred stock $.001 par value; 567 shares authorized at December 31, 2021 and June 30, 2021, issued and outstanding – none | ||
Common Class B [Member] | ||
Long-Term Liabilities: | ||
Common Stock $.0001 par value; 8,500 shares authorized at December 31, 2021 and June 30, 2021, 6,566 issued at December 31, 2021 and June 30, 2021, 6,554 outstanding at December 31, 2021 and June 30, 2021 | ||
Common Class C [Member] | ||
Long-Term Liabilities: | ||
Common Stock $.0001 par value; 8,500 shares authorized at December 31, 2021 and June 30, 2021, 6,566 issued at December 31, 2021 and June 30, 2021, 6,554 outstanding at December 31, 2021 and June 30, 2021 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) (Parenthetical) - $ / shares shares in Thousands | Dec. 31, 2021 | Jun. 30, 2021 |
Treasury Stock, Shares | 12 | 12 |
Class A Non Voting Preferred Stock [Member] | ||
Preferred Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 |
Preferred Stock, Shares Authorized | 453 | 453 |
Preferred Stock, Shares Issued | 313 | 313 |
Preferred Stock, Shares Outstanding | 313 | 313 |
Preferred Stock [Member] | ||
Preferred Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 |
Preferred Stock, Shares Authorized | 567 | 567 |
Preferred Stock, Shares Issued | 0 | 0 |
Preferred Stock, Shares Outstanding | 0 | 0 |
Common Stock [Member] | ||
Common Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 |
Common Stock, Shares Authorized | 8,500 | 8,500 |
Common Stock, Shares, Issued | 6,566 | 6,566 |
Common Stock, Shares, Outstanding | 6,554 | 6,554 |
Common Class B [Member] | ||
Common Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 |
Common Stock, Shares Authorized | 227 | 227 |
Common Stock, Shares, Issued | 146 | 146 |
Common Stock, Shares, Outstanding | 146 | 146 |
Common Class C [Member] | ||
Common Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 |
Common Stock, Shares Authorized | 567 | 567 |
Common Stock, Shares, Issued | 383 | 383 |
Common Stock, Shares, Outstanding | 383 | 383 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
REVENUES | ||||
Patient fee revenue – net of contractual allowances and discounts | $ 7,443 | $ 5,238 | $ 14,294 | $ 10,330 |
Product sales – net | 198 | 3 | 346 | 31 |
Service and repair fees – net | 1,907 | 1,862 | 3,844 | 3,788 |
Service and repair fees - related parties – net | 28 | 28 | 55 | 55 |
Management and other fees – net | 12,108 | 11,340 | 24,081 | 22,554 |
Management and other fees - related medical practices – net | 2,795 | 2,693 | 5,589 | 5,386 |
Total Revenues – Net | 24,479 | 21,164 | 48,209 | 42,144 |
COSTS AND EXPENSES | ||||
Costs related to patient fee revenue | 3,323 | 2,649 | 6,479 | 5,169 |
Costs related to product sales | 190 | 192 | 299 | 325 |
Costs related to service and repair fees | 719 | 608 | 1,443 | 1,234 |
Costs related to service and repair fees - related parties | 10 | 9 | 21 | 18 |
Costs related to management and other fees | 6,924 | 6,237 | 13,801 | 11,788 |
Costs related to management and other fees – related medical practices | 1,690 | 1,522 | 3,326 | 2,950 |
Research and development | 370 | 424 | 755 | 824 |
Selling, general and administrative | 4,770 | 4,541 | 9,860 | 10,704 |
Total Costs and Expenses | 17,996 | 16,182 | 35,984 | 33,012 |
Income From Operations | 6,483 | 4,982 | 12,225 | 9,132 |
Other Income/(Expense) | 47 | 858 | (140) | |
Interest Expense | (23) | (16) | (40) | (38) |
Investment Income | 60 | 75 | 122 | 187 |
Income Before Provision for Income Taxes and Noncontrolling Interests | 6,567 | 5,041 | 13,165 | 9,141 |
Provision for Income Taxes | (1,430) | (1,113) | (2,846) | (1,962) |
Net Income | 5,137 | 3,928 | 10,319 | 7,179 |
Net Income - Noncontrolling Interests | (1,117) | (817) | (2,412) | (1,560) |
Net Income - Attributable to FONAR | $ 4,020 | $ 3,111 | $ 7,907 | $ 5,619 |
Basic Net Income Per Common Share Available to Common Stockholders | $ 0.58 | $ 0.45 | $ 1.13 | $ 0.82 |
Diluted Net Income Per Common Share Available to Common Stockholders | $ 0.57 | $ 0.44 | $ 1.11 | $ 0.80 |
Weighted Average Number of Shares Outstanding, Basic | 6,554 | 6,465 | 6,554 | 6,456 |
Weighted Average Diluted Shares Outstanding - Common Stockholders | 6,682 | 6,593 | 6,682 | 6,584 |
Common Stock [Member] | ||||
COSTS AND EXPENSES | ||||
Net Income - Attributable to FONAR | $ 3,777 | $ 2,923 | $ 7,430 | $ 5,281 |
Diluted Net Income Per Common Share Available to Common Stockholders | $ 0.57 | $ 0.44 | $ 1.11 | $ 0.80 |
Weighted Average Number of Shares Outstanding, Basic | 6,554 | 6,465 | 6,554 | 6,456 |
Weighted Average Diluted Shares Outstanding - Common Stockholders | 6,682 | 6,593 | 6,682 | 6,584 |
Preferred Class A [Member] | ||||
COSTS AND EXPENSES | ||||
Net Income - Attributable to FONAR | $ 181 | $ 140 | $ 355 | $ 252 |
Common Class C [Member] | ||||
COSTS AND EXPENSES | ||||
Net Income - Attributable to FONAR | $ 62 | $ 48 | $ 122 | $ 86 |
Diluted Net Income Per Common Share Available to Common Stockholders | $ 0.16 | $ 0.12 | $ 0.32 | $ 0.23 |
Basic and Diluted Income Per Share | $ 0.16 | $ 0.12 | $ 0.32 | $ 0.23 |
Weighted Average Number of Shares Outstanding, Basic | 383 | 383 | 383 | 383 |
Weighted Average Diluted Shares Outstanding - Common Stockholders | 383 | 383 | 383 | 383 |
Weighted Average Basic and Diluted Shares Outstanding Class C Common | 383 | 383 | 383 | 383 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (UNAUDITED) - USD ($) $ in Thousands | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Treasury Stock [Member] | Noncontrolling Interest [Member] | Total |
Balance - June 30, 2020 at Jun. 30, 2020 | $ 1 | $ 183,076 | $ 56,215 | $ 675 | $ 55 | $ 126,242 |
Issuance of Common Stock | 2,025 | 2,025 | ||||
Net income | 5,619 | 5,619 | ||||
Distributions - Non controlling | (3,570) | (3,570) | ||||
Income - Non controlling interests | 1,560 | 1,560 | ||||
Balance - December 31, 2020 at Dec. 31, 2020 | 1 | 185,101 | 50,596 | 675 | 1,955 | 131,876 |
Balance - June 30, 2020 at Sep. 30, 2020 | 1 | 183,076 | 53,707 | 675 | 642 | 128,053 |
Issuance of Common Stock | 2,025 | 2,025 | ||||
Net income | 3,111 | 3,111 | ||||
Distributions - Non controlling | (2,130) | (2,130) | ||||
Income - Non controlling interests | 817 | 817 | ||||
Balance - December 31, 2020 at Dec. 31, 2020 | 1 | 185,101 | 50,596 | 675 | 1,955 | 131,876 |
Balance - June 30, 2020 at Jun. 30, 2021 | 1 | 185,101 | 46,008 | 675 | 3,049 | 135,370 |
Net income | 7,907 | 7,907 | ||||
Purchase of Non controlling interest | (570) | 24 | (546) | |||
Distributions - Non controlling | (2,701) | (2,701) | ||||
Income - Non controlling interests | 2,412 | 2,412 | ||||
Balance - December 31, 2020 at Dec. 31, 2021 | 1 | 184,531 | 38,101 | 675 | 3,314 | 142,442 |
Balance - June 30, 2020 at Sep. 30, 2021 | 1 | 185,101 | 42,121 | 675 | 2,834 | 139,472 |
Net income | 4,020 | 4,020 | ||||
Purchase of Non controlling interest | (570) | 24 | (546) | |||
Distributions - Non controlling | (1,621) | (1,621) | ||||
Income - Non controlling interests | 1,117 | 1,117 | ||||
Balance - December 31, 2020 at Dec. 31, 2021 | $ 1 | $ 184,531 | $ 38,101 | $ 675 | $ 3,314 | $ 142,442 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) $ in Thousands | 6 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Cash Flows from Operating Activities: | ||
Net income | $ 10,319 | $ 7,179 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 2,358 | 2,009 |
Amortization on right-of-use assets | 1,644 | 1,922 |
Provision for bad debts | 822 | 2,825 |
Deferred income tax – net | 2,437 | 1,962 |
Compensatory element of stock issuances | 83 | |
Stock issued for costs and expenses | 1,941 | |
Abandoned patents | 1 | |
Gain on forgiveness of PPP loan | (701) | |
(Increase) decrease in operating assets, net: | ||
Accounts, medical and management fee receivable(s) | (2,429) | (5,549) |
Notes receivable | 22 | 25 |
Inventories | (436) | (195) |
Income tax receivable | 671 | |
Prepaid expenses and other current assets | (33) | 452 |
Other assets | 102 | (1) |
Increase (decrease) in operating liabilities, net: | ||
Accounts payable | (1,090) | 233 |
Other current liabilities | (5,395) | (2,748) |
Operating lease liabilities | (1,414) | (1,657) |
Financing lease liabilities | (101) | 24 |
Customer deposits | (277) | 378 |
Other liabilities | (33) | (3) |
Net cash provided by operating activities | 5,795 | 9,552 |
Cash Flows from Investing Activities: | ||
Purchases of property and equipment | (2,106) | (2,143) |
Purchase of noncontrolling interests | (546) | |
Cost of patents | (38) | (90) |
Net cash used in investing activities | (2,690) | (2,233) |
Cash Flows from Financing Activities: | ||
Repayment of borrowings and capital lease obligations | (13) | (35) |
Proceeds from debt | 63 | |
Distributions to noncontrolling interests | (2,701) | (3,570) |
Net cash used in financing activities | (2,714) | (3,542) |
Net Increase in Cash and Cash Equivalents | 391 | 3,777 |
Cash and Cash Equivalents - Beginning of Period | 44,460 | 36,802 |
Cash and Cash Equivalents - End of Period | $ 44,851 | $ 40,579 |
DESCRIPTION OF BUSINESS AND BAS
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION | 6 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION | NOTE 1 – DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION Description of Business Effective July 1, 2015, the Company restructured the corporate organization of the management of diagnostic imaging centers segment of our business. The reorganization was structured to more completely integrate the operations of Health Management Corporation of America and HDM. Imperial contributed all of its assets (which were utilized in the business of Health Management Corporation of America) to HDM and received a 24.2 45.8 30.0 546,000 70.8 29.2 Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three and six months ended December 31, 2021, are not necessarily indicative of the results that may be expected for the fiscal year ending June 30, 2022. For further information, refer to the consolidated financial statements and footnotes thereto included in the Company’s Annual Report on Form 10-K filed on October 13, 2021 for the fiscal year ended June 30, 2021. During March 2020, the global pandemic of COVID-19 has caused turbulence and uncertainty in the United States and international markets and economies which has adversely effected our workforce, liquidity, financial conditions, revenues, profitability and business operations. Generally COVID-19 had caused us to require that much of our workforce work from home and has restricted the ability of our personnel to travel for marketing purposes or to service our customers. At the end of fiscal year ending June 30, 2020, the Company was able to enact certain decisions to allow the Company to survive during the global pandemic and from further losses or additional decreases in scan volume. The Company also received some government stimulus funds from the Paycheck Protection Program (“PPP”) and Medicare advances/stimulus payments. During the six months ended December 31, 2021 the PPP loan was forgiven in its entirety. During fiscal 2022, the Company had to deal with the increased strictness in the enforcement of COVID-19 mandates, such as the requirement that employees in healthcare facilities be vaccinated, along with the newer omicrom variant that is more transmissible. As a result, the Company experienced absences due to illness and the loss of unvaccinated employees whose duties required them to be in contact with patients. Due to these conditions, the Company was sometimes unable to keep scanning facilities open for all shifts and as a result there was a slight decrease in scans during the second quarter of fiscal 2022. The Company has been able to navigate through these challenges and avoid any significant disruption of the business and the volume has recently risen back almost to pre- COVID-19 levels. Although we are unable to predict if there will be additional consequences on our operations from the continuing global pandemic of COVID-19, the Company believes with positive cash flows, low debt and cash on hand, it will be able to continue operations going forward. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Principles of Consolidation The unaudited condensed consolidated financial statements include the accounts of FONAR Corporation, its majority and wholly-owned subsidiaries and partnerships (collectively the “Company”). All significant intercompany accounts and transactions have been eliminated in consolidation. Revenues The revenue recognition standard in ASC 606 outlines a single comprehensive model for recognizing revenue as performance obligations, defined in a contract with a customer as goods or services transferred to the customer in exchange for consideration, are satisfied. The standard also requires expanded disclosures regarding the Company’s revenue recognition policies and significant judgements employed in the determination of revenue. Our revenues generally relate to net patient fees received from various payers and patients themselves under contracts in which our performance obligations are to provide diagnostic services to the patients. Revenues are recorded during the period our obligations to provide diagnostic services are satisfied. Our performance obligations for diagnostic services are generally satisfied over a period of less than one day. The contractual relationships with patients, in most cases, also involve a third-party payer (Medicare, Medicaid, managed care health plans and commercial insurance companies, including plans offered through the health insurance exchanges) and the transaction prices for the services provided are dependent upon the terms provided by (Medicare and Medicaid) or negotiated with (managed care health plans and commercial insurance companies) the third-party payers. The payment arrangements with third-party payers for the services we provide to the related patients typically specify payments at amounts less than our standard charges and generally provide for payments based upon predetermined rates per diagnostic services or discounted fee-for-service rates. Management continually reviews the contractual estimation process to consider and incorporate updates to laws and regulations and the frequent changes in managed care contractual terms resulting from contract renegotiations and renewals. BUSINESS COMBINATION When the qualifications for business combination accounting treatment are met, it requires us to recognize separately from goodwill the assets acquired and the liabilities assumed at their acquisition date fair values. Goodwill as of the acquisition date is measured as the excess of consideration transferred over the net of the acquisition date fair values of the assets acquired and the liabilities assumed. While we use our best estimates and assumptions to accurately value assets acquired and liabilities assumed at the acquisition date, our estimates are inherently uncertain and subject to refinement. As a result, during the measurement period, which may be up to one year from the acquisition date, we record adjustments to the assets acquired and liabilities assumed with the corresponding offset to goodwill. Upon the conclusion of the measurement period of final determination of the values of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments are recorded to our consolidated statements of operations. Earnings Per Share Basic earnings per share (“EPS”) is computed based upon the weighted average number of shares of common stock and stock equivalents outstanding, net of common stock. In accordance with ASC topic 260-10, “Participating Securities and the Two-Class method”, the Company used the Two-Class method for calculating basic income per share and applied the if converted method in calculating diluted income per share for the three and six months ended December 31, 2021 and 2020. Diluted EPS reflects the potential dilution from the exercise or conversion of all dilutive securities into common stock based on the average market price of common shares outstanding during the period. For the three and six months ended December 31, 2021 and 2020, diluted EPS for common shareholders includes 128 Earnings Per Share Earnings Per Share Three months ended Three months ended Total Common Stock Class C Common Total Common Stock Class C Common Basic Numerator: $ 4,020 $ 3,777 $ 62 $ 3,111 $ 2,923 $ 48 Denominator: Weighted average shares outstanding 6,554 6,554 383 6,465 6,465 383 Basic income per common share $ 0.61 $ 0.58 $ 0.16 $ 0.48 $ 0.45 $ 0.12 Diluted Denominator: 6,554 383 6,465 383 Convertible Class C Stock 128 — 128 — Total Denominator for diluted earnings per share 6,682 383 6,593 383 Diluted income per common share $ 0.57 $ 0.16 $ 0.44 $ 0.12 Six months ended Six months ended Total Common Stock Class C Common Total Common Stock Class C Common Basic Numerator: $ 7,907 $ 7,430 $ 122 $ 5,619 $ 5,281 $ 86 Denominator: Weighted average shares outstanding 6,554 6,554 383 6,456 6,456 383 Basic income per common share $ 1.21 $ 1.13 $ 0.32 $ 0.87 $ 0.82 $ 0.23 Diluted Denominator: 6,554 383 6,456 383 Convertible Class C Stock 128 — 128 — Total Denominator for diluted earnings per share 6,682 383 6,584 383 Diluted income per common share $ 1.11 $ 0.32 $ 0.80 $ 0.23 Recent Accounting Pronouncements FASB, the Emerging Issues Task Force and the SEC have issued certain other accounting standards, updates, and regulations as of December 31, 2021 that will become effective in subsequent periods; however, management does not believe that any of those updates would have significantly affected our financial accounting measures or disclosures had they been in effect during 2021 or 2020, and it does not believe that any of those pronouncements will have a significant impact on our consolidated condensed financial statements at the time they become effective. |
ACCOUNTS RECEIVABLE, MEDICAL RE
ACCOUNTS RECEIVABLE, MEDICAL RECEIVABLE AND MANAGEMENT AND OTHER FEES RECEIVABLE | 6 Months Ended |
Dec. 31, 2021 | |
Receivables [Abstract] | |
ACCOUNTS RECEIVABLE, MEDICAL RECEIVABLE AND MANAGEMENT AND OTHER FEES RECEIVABLE | NOTE 3 – ACCOUNTS RECEIVABLE, MEDICAL RECEIVABLE AND MANAGEMENT AND OTHER FEES RECEIVABLE Receivables, net is comprised of the following at December 31, 2021, and June 30, 2021: Receivables - Non Current - net December 31, 2021 Gross Receivable Allowance for doubtful accounts Net Accounts receivable $ 4,477 $ 371 $ 4,106 Accounts receivable - related party $ 60 — $ 60 Medical receivable $ 18,775 $ — $ 18,775 Management and other fees receivable $ 48,943 $ 16,807 $ 32,136 Management and other fees receivable from related medical practices (“PC’s”) $ 12,280 $ 3,987 $ 8,293 June 30, 2021 Gross Receivable Allowance for doubtful accounts Net Accounts receivable $ 4,968 $ 442 $ 4,526 Accounts receivable - related party $ 12 — $ 12 Medical receivable $ 17,901 $ — $ 17,901 Management and other fees receivable $ 46,735 $ 15,787 $ 30,948 Management and other fees receivable from related medical practices (“PC’s”) $ 11,998 $ 4,184 $ 7,814 The Company’s customers are concentrated in the healthcare industry. Accounts Receivable Credit risk with respect to the Company’s accounts receivable related to product sales and service and repair fees is limited due to the customer advances received prior to the commencement of work performed and the billing of amounts to customers as sub-assemblies are completed. Service and repair fees are billed on a monthly or quarterly basis and the Company does not continue providing these services if accounts receivable become past due. The Company controls credit risk with respect to accounts receivable from service and repair fees through its credit evaluation process, credit limits, monitoring procedures and reasonably short collection terms. The Company performs ongoing credit authorizations before a product sales contract is entered into or service and repair fees are provided. Long Term Accounts Receivable The Company will generate revenue from long-term, non-cancellable contracts to provide service and repair services. Future revenue to be recognized over the following four years as of December 31, 2021 is as follows: Total Facilities 2023 $ 1,020 2024 944 2025 289 2026 37 Total $ 2,290 Medical Receivables Medical receivables are due under fee-for-service contracts from third party payors, such as hospitals, government sponsored healthcare programs, patient’s legal counsel and directly from patients. Substantially all the revenue relates to patients residing in Florida. The carrying amount of the medical receivable is reduced by an allowance that reflects management’s best estimate of the amounts that will not be collected. The Company determines allowances for contractual adjustments and uncollectible accounts based on specific agings, specific payor collection issues that have been identified and based on payor classifications and historical experience at each site. Management and Other Fees Receivable The Company’s receivables from the related and non-related professional corporations (PC’s) substantially consist of fees outstanding under management agreements. Payment of the outstanding fees is dependent on collection by the PC’s of fees from third party medical reimbursement organizations, principally insurance companies and health management organizations. Payment of the management fee receivables from the PC’s may be impaired by the inability of the PC’s to collect in a timely manner their medical fees from the third party payors, particularly insurance carriers covering automobile no-fault and workers compensation claims due to longer payment cycles and rigorous informational requirements and certain other disallowed claims. Approximately 67 66 67 66 Net revenues from management and other fees charged to the related PCs accounted for approximately 11.4 12.7 11.6 12.8 Tallahassee Magnetic Resonance Imaging, PA, Stand Up MRI of Boca Raton, PA and Stand Up MRI & Diagnostic Center, PA (all related medical practices) entered into a guaranty agreement, pursuant to which they cross guaranteed all management fees which are payable to the Company, which have arisen under each individual management agreement. Additional Company managed entities also operate under a guaranty agreement, pursuant to which management fees are payable to the Company. The Company’s patient fee revenue, net of contractual allowances and discounts for the three and six months ended December 31, 2021 and 2020 are summarized in the following table. Schedule of patient fee revenue For the Three Months Ended December 31, 2021 2020 Commercial Insurance/ Managed Care $ 1,068 $ 966 Medicare/Medicaid 273 206 Workers’ Compensation/Personal Injury 4,344 3,543 Other 1,758 523 Patient Fee Revenue, net of contractual allowances and discounts $ 7,443 $ 5,238 Management and Other Fees Receivable (Continued) For the Six Months Ended December 31, 2021 2020 Commercial Insurance/ Managed Care $ 2,154 $ 1,912 Medicare/Medicaid 522 404 Workers’ Compensation/Personal Injury 8,468 6,930 Other 3,150 1,084 Patient Fee Revenue, net of contractual allowances and discounts $ 14,294 $ 10,330 |
OPERATING & FINANCING LEASES
OPERATING & FINANCING LEASES | 6 Months Ended |
Dec. 31, 2021 | |
Operating Financing Leases | |
OPERATING & FINANCING LEASES | NOTE 4 – OPERATING & FINANCING LEASES During February 2016, FASB issued ASU 2016-02, Leases (Topic 842). The new standard requires lessees to apply a dual approach, classifying leases as either finance or operating leases based upon the principle of whether or not the lease is effectively a financed purchase by the lessee. This classification will determine whether lease expense is recognized based on an effective interest method or on a straight-line basis over the term of the lease. A lessee is also required to record a right-of-use asset and a lease liability for all leases with a term of greater than 12 months regardless of their classification. Lease with a term of 12 months or less will be accounted for similar to existing guidance for operating leases. The standard was effective for us beginning July 1, 2019. We have elected the optional transition method to apply the standard as of the effective date and therefore, we will not apply the standard to the comparative periods presented in the consolidated financial statements. We have also elected the transition package of the practical expedients permitted within the standard which eliminates the requirements to reassess prior conclusions about lease identification, lease classification and indirect costs. The adoption of this guidance had a material impact on the Company’s balance sheet by virtue of including the present value of its future operating lease payments as a liability of $ 33.3 The Company accounts for its various operating leases in accordance with Accounting Standards Codification (‘ASC’) 842 – Lease, as updated by ASU 2016-02. At the inception of a lease, the Company recognizes right-of-use lease assets and related lease liabilities measured at present value of future lease payments on its balance sheet. Lease expense is recognized on a straight-line basis over the term of the lease. Our most common initial term varies in length from 2 to 10 years. Including renewal options negotiated with the landlord, we have a total span of 2 to 16 years at the facilities we lease. The Company reviewed its contracts with vendors and customers, determining that its right-to-use lease assets consisted of only office space operating leases. In determining the right-to-use lease assets and liabilities, the Company did recognize lease extension options which the Company feels would be reasonably exercised. Our incremental borrowing rate (“IBR”) used to discount the stream of operating lease payments is closely related to the interest rates available to the Company. A reconciliation of operating and financing lease payments undiscounted cash flows to lease liabilities recognized as of December 31, 2021 is as follows: Reconcilliation of operating and financing lease payments Twelve Months Ending December 31, Operating Lease Payments Financing Lease Payments 2022 $ 5,282 $ 244 2023 5,439 244 2024 5,247 244 2025 4,954 244 2026 4,410 244 Thereafter 22,755 42 Present value discount (10,814 ) (112 ) Total lease liability $ 37,273 $ 1,150 |
INVENTORIES
INVENTORIES | 6 Months Ended |
Dec. 31, 2021 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | NOTE 5 - INVENTORIES Inventories included in the accompanying condensed consolidated balance sheets consist of the following: Inventories December 31, 2021 June 30, 2021 Purchased parts, components and supplies $ 1,859 $ 1,393 Work-in-process 240 270 Total Inventories $ 2,099 $ 1,663 |
CONTRACT ASSETS AND LIABILITIES
CONTRACT ASSETS AND LIABILITIES | 6 Months Ended |
Dec. 31, 2021 | |
Regulated Operations [Abstract] | |
CONTRACT ASSETS AND LIABILITIES | NOTE 6 – CONTRACT ASSETS AND LIABILITIES Information relating to uncompleted contracts about contract assets and (liabilities) is as follows: Costs and Estimated Earnings on Uncompleted Contracts December 31, 2021 June 30, 2021 Costs incurred on uncompleted contracts $ 339 $ 295 Estimated earnings 524 568 Costs and estimated earnings on uncompleted contracts 863 863 Less: Billings to date 878 878 Total costs and estimated earnings on uncompleted contracts $ (15 ) $ (15 ) |
OTHER INTANGIBLE ASSETS
OTHER INTANGIBLE ASSETS | 6 Months Ended |
Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
OTHER INTANGIBLE ASSETS | NOTE 7 – OTHER INTANGIBLE ASSETS Other intangible assets, net of accumulated amortization, in the accompanying condensed consolidated balance sheets consist of the following: Other Intagible Assets - Net December 31, 2021 June 30, 2021 Capitalized software development costs $ 7,005 $ 7,005 Patents and copyrights 5,283 5,245 Non-compete 4,150 4,150 Customer relationships 3,900 3,900 Gross Other intangible assets 20,338 20,300 Less: Accumulated amortization 16,483 16,262 Other Intangible Assets $ 3,855 $ 4,038 Amortization of patents and copyrights for the three months ended December 31, 2021 and 2020 amounted to $ 49 44 Amortization of non-compete for the three months ended December 31, 2021 and 2020 amounted to $ 12 0 Amortization of customer relationships for the three months ended December 31, 2021 and 2020 amounted to $ 50 47 Amortization of patents and copyrights for the six months ended December 31, 2021 and 2020 amounted to $ 96 89 Amortization of non-compete for the six months ended December 31, 2021 and 2020 amounted to $ 25 0 Amortization of customer relationships for the six months ended December 31, 2021 and 2020 amounted to $ 100 95 |
OTHER CURRENT LIABILITIES
OTHER CURRENT LIABILITIES | 6 Months Ended |
Dec. 31, 2021 | |
Payables and Accruals [Abstract] | |
OTHER CURRENT LIABILITIES | NOTE 8 – OTHER CURRENT LIABILITIES Other current liabilities in the accompanying condensed consolidated balance sheets consist of the following: Other Current Liabilities December 31, 2021 June 30, 2021 Accrued salaries, commissions and payroll taxes $ 2,141 $ 5,407 Litigation accruals — 900 Sales tax payable 543 645 State income taxes payable 188 774 Legal and other professional fees 11 38 Accounting fees 116 127 Self-funded health insurance reserve — 62 Accrued interest and penalty 105 493 Other general & administrative expenses 1,513 716 Other Current Liabilities $ 4,617 $ 9,162 |
SEGMENT AND RELATED INFORMATION
SEGMENT AND RELATED INFORMATION | 6 Months Ended |
Dec. 31, 2021 | |
Segment Reporting [Abstract] | |
SEGMENT AND RELATED INFORMATION | NOTE 9 - SEGMENT AND RELATED INFORMATION The Company operates in two industry segments - manufacturing and the servicing of medical equipment and management of diagnostic imaging centers. The accounting policies of the segments are the same as those described in the summary of significant accounting policies as disclosed in the Company’s 10-K as of June 30, 2021. All inter-segment sales are market-based. The Company evaluates performance based on income or loss from operations. Summarized financial information concerning the Company’s reportable segments is shown in the following table: Summarized Segment Financial Information Medical Management Totals For the three months ended Dec, 31, 2021 Net revenues from external customers $ 2,133 $ 22,346 $ 24,479 Inter-segment net revenues $ 239 $ — $ 239 (Loss) Income from operations $ (27 ) $ 6,510 $ 6,483 Depreciation and amortization $ 68 $ 1,121 $ 1,189 Capital expenditures $ 66 $ 869 $ 935 For the three months ended Dec. 31, 2020 Net revenues from external customers $ 1,893 $ 19,271 $ 21,164 Inter-segment net revenues $ 219 $ — $ 219 (Loss) Income from operations $ (8 ) $ 4,990 $ 4,982 Depreciation and amortization $ 65 $ 977 $ 1,042 Capital expenditures $ 70 $ 1,728 $ 1,798 Medical Management Totals For the six months ended Dec, 31, 2021 Net revenues from external customers $ 4,245 $ 43,964 $ 48,209 Inter-segment net revenues $ 475 $ — $ 475 (Loss) Income from operations $ (517 ) $ 12,742 $ 12,225 Depreciation and amortization $ 135 $ 2,223 $ 2,358 Capital expenditures $ 187 $ 1,957 $ 2,144 For the six months ended Dec. 31, 2020 Net revenues from external customers $ 3,874 $ 38,270 $ 42,144 Inter-segment net revenues $ 438 $ — $ 438 (Loss) Income from operations $ (569 ) $ 9,701 $ 9,132 Depreciation and amortization $ 132 $ 1,878 $ 2,010 Capital expenditures $ 90 $ 2,143 $ 2,233 |
SUPPLEMENTAL CASH FLOW INFORMAT
SUPPLEMENTAL CASH FLOW INFORMATION | 6 Months Ended |
Dec. 31, 2021 | |
Supplemental Cash Flow Elements [Abstract] | |
SUPPLEMENTAL CASH FLOW INFORMATION | NOTE 10 – SUPPLEMENTAL CASH FLOW INFORMATION During the six months ended December 31, 2021 and December 31, 2020, the Company paid $ 265 35 During the six months ended December 31, 2021 and December 31, 2020, the Company paid $ 572 145 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 6 Months Ended |
Dec. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 11 – COMMITMENTS AND CONTINGENCIES Litigation The Company is subject to legal proceedings and claims arising from the ordinary course of its business, including personal injury, customer contract and employment claims. In the opinion of management, the aggregate liability, if any, with respect to such actions, will not have a material adverse effect on the consolidated financial position or results of operations of the Company. There were no material changes in litigation from that reported in our Form 10-K for the fiscal year ended June 30, 2021. Other Matters In September 2019, the Company was notified by one of its landlords that it was required to vacate the premises within 180 days under the demolition clause in the lease. The Company believed the lease renewal which was not negotiated in good faith since the renewal was negotiated in February 2018. The Company has recently relocated to a new space but the original lease provided for penalty payments in the event that the Company had not vacated the lease space. The Company had been making normal rent payments throughout the course of the arbitration proceedings. The case was settled for $900 of leasehold holdover charges which was paid in August 2021. In September 2020, the Company entered into a settlement agreement with an unrelated third party for a claim made during March 2018 which was scheduled for arbitration. The settlement was for $1.2 million of which $900 was paid by the Company’s insurance in September 2020. The Company paid the remaining balance of $315 in September 2020. The Company has satisfied most of its delinquencies in filing sales tax returns for certain states, for which the Company has transacted business. The Company has recorded tax obligations of approximately $ 543 60 The Company maintains a self-funded health insurance program with a stop-loss umbrella policy with a third party insurer to limit the maximum potential liability for individual claims to $ 150 0 62 The Company regularly analyzes its reserves for incurred but not reported claims, and for reported but not paid claims related to its reinsurance and self-funded insurance programs. The Company believes its reserves are adequate. However, significant judgment is involved in assessing these reserves such as assessing historical paid claims, average lags between the claims’ incurred date, reported dates and paid dates, and the frequency and severity of claims. There may be differences between actual settlement amounts and recorded reserves and any resulting adjustments are included in expense once a probable amount is known. There were no significant adjustments recorded in the periods covered by this report. |
INCOME TAXES
INCOME TAXES | 6 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | NOTE 12 - INCOME TAXES In accordance with ASC 740-270, Income Taxes – Interim Reporting, the Company is required at the end of each interim period to determine the best estimate of its annual effective tax rate and apply that rate to year-to-date ordinary income or loss. The resulting tax expense (or benefit) is adjusted for the tax effect of specific events, if any, required to be discretely recognized in the interim period as they occur. For the six months ended December 31, 2021 and 2020, the Company recorded income tax expense of $ 2,846 1,962 409 2,437 ASC topic 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a corporate tax return. For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination by taxing authorities. Differences between tax positions taken or expected to be taken in a tax return and the benefit recognized and measured pursuant to the interpretation are referred to as unrecognized benefits. A liability is recognized (or amount of net operating loss carryforward or amount of tax refundable is reduced) for an unrecognized tax benefit because it represents an enterprise’s potential future obligation to the taxing authority for a tax position that was not recognized as a result of applying the provisions of ASC topic 740. The Company believes there are no uncertain tax positions in prior years tax filings and therefore it has not recorded a liability for unrecognized tax benefits. In accordance with ASC topic 740, interest costs related to unrecognized tax benefits are required to be calculated (if applicable) and would be classified as “Interest expense, net”. Penalties if incurred would be recognized as a component of “Selling, general and administrative” expenses. The Company files corporate income tax returns in the United States (federal) and in various state and local jurisdictions. In most instances, the Company is no longer subject to federal, state and local income tax examinations by tax authorities for years prior to 2017. The Company recorded a deferred tax asset of $ 13,522 238 25,066 On March 27, 2020 Congress enacted the CARES Act (Coronavirus Aid, Relief and Economic Security Act). The Act provides numerous tax provisions and other stimulus measures, including temporary changes regarding prior and future operation losses, temporary changes to prior and future limitations on interest deductions, temporary suspension of certain payment requirements for the employer portion of Social Security taxes, technical corrections to prior tax legislation for tax depreciation of certain qualified improvement property and enhanced recoverability of AMT tax credits. At the present time, the only impact of the CARES Act to the Company is allowing a full reimbursement of $1,342 of tax credits relating to the alternative minimum tax credits. The Company received the first half payment in June 2020. The balance of alternative minimum tax credits of $671 was received in July 2020. Previously, these credits were to be refunded over a 3 year period. Future ownership changes as determined under Section 382 of the Internal Revenue code could further limit the utilization of net operating loss carryforwards. As of December 31, 2021, no such changes in ownership have occurred. The ultimate realization of deferred tax assets is dependent on the generation of future taxable income during the periods in which those temporary differences become deductible or when such net operating losses can be utilized. The Company considers projected future taxable income, the regulatory environment of the industry and tax planning strategies in making this assessment. At present, the Company believes that it is more likely than not that the benefits from certain deferred tax asset carryforwards, will not all be fully realized. In recognition of this inherent risk, a valuation allowance was established for the partial value of the deferred tax asset, which principally related to research and development tax credits. A valuation allowance will be maintained until sufficient positive evidence exists to support the reversal of the remainder of the valuation. |
ACQUISITION
ACQUISITION | 6 Months Ended |
Dec. 31, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
ACQUISITION | NOTE 13 – ACQUISITION On March 29, 2021, the Company completed the acquisition of certain assets of Rockland Management Group, located in West Yonkers. The Company used an incremental borrowing rate of 4% to value the right to use asset in connection with the assumed operating lease obligation. We made a preliminary fair value determination of the acquired assets and assumed liabilities as follows: Fair value assets and assumed liabilities Property and equipment $ 650 Right to use assets 434 Intangible assets 150 Security Deposit 39 Right to use liability (434 ) Goodwill 284 Total purchase consideration $ 1,123 In accordance with ASC 805-10-25-1, Business Combinations – Overall Recognition The net assets acquired and consideration is as follow: Net assets acquired Leasehold Improvements $ 550 Diagnostic Equipment 100 Customer Lists 100 Covenant Not to Compete 50 Security Deposit 39 Closing costs – expensed 3 Goodwill 284 Cash Consideration Paid $ 1,126 The results of operations of Rockland Management Group were diminutive and did not affect the pro forma results of operations. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 6 Months Ended |
Dec. 31, 2021 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 14 – SUBSEQUENT EVENTS The Company has evaluated events that occurred subsequent to December 31, 2021 and through the date the condensed consolidated financial statements were issued. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 6 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation The unaudited condensed consolidated financial statements include the accounts of FONAR Corporation, its majority and wholly-owned subsidiaries and partnerships (collectively the “Company”). All significant intercompany accounts and transactions have been eliminated in consolidation. |
Revenues | Revenues The revenue recognition standard in ASC 606 outlines a single comprehensive model for recognizing revenue as performance obligations, defined in a contract with a customer as goods or services transferred to the customer in exchange for consideration, are satisfied. The standard also requires expanded disclosures regarding the Company’s revenue recognition policies and significant judgements employed in the determination of revenue. Our revenues generally relate to net patient fees received from various payers and patients themselves under contracts in which our performance obligations are to provide diagnostic services to the patients. Revenues are recorded during the period our obligations to provide diagnostic services are satisfied. Our performance obligations for diagnostic services are generally satisfied over a period of less than one day. The contractual relationships with patients, in most cases, also involve a third-party payer (Medicare, Medicaid, managed care health plans and commercial insurance companies, including plans offered through the health insurance exchanges) and the transaction prices for the services provided are dependent upon the terms provided by (Medicare and Medicaid) or negotiated with (managed care health plans and commercial insurance companies) the third-party payers. The payment arrangements with third-party payers for the services we provide to the related patients typically specify payments at amounts less than our standard charges and generally provide for payments based upon predetermined rates per diagnostic services or discounted fee-for-service rates. Management continually reviews the contractual estimation process to consider and incorporate updates to laws and regulations and the frequent changes in managed care contractual terms resulting from contract renegotiations and renewals. |
BUSINESS COMBINATION | BUSINESS COMBINATION When the qualifications for business combination accounting treatment are met, it requires us to recognize separately from goodwill the assets acquired and the liabilities assumed at their acquisition date fair values. Goodwill as of the acquisition date is measured as the excess of consideration transferred over the net of the acquisition date fair values of the assets acquired and the liabilities assumed. While we use our best estimates and assumptions to accurately value assets acquired and liabilities assumed at the acquisition date, our estimates are inherently uncertain and subject to refinement. As a result, during the measurement period, which may be up to one year from the acquisition date, we record adjustments to the assets acquired and liabilities assumed with the corresponding offset to goodwill. Upon the conclusion of the measurement period of final determination of the values of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments are recorded to our consolidated statements of operations. |
Earnings Per Share | Earnings Per Share Basic earnings per share (“EPS”) is computed based upon the weighted average number of shares of common stock and stock equivalents outstanding, net of common stock. In accordance with ASC topic 260-10, “Participating Securities and the Two-Class method”, the Company used the Two-Class method for calculating basic income per share and applied the if converted method in calculating diluted income per share for the three and six months ended December 31, 2021 and 2020. Diluted EPS reflects the potential dilution from the exercise or conversion of all dilutive securities into common stock based on the average market price of common shares outstanding during the period. For the three and six months ended December 31, 2021 and 2020, diluted EPS for common shareholders includes 128 Earnings Per Share Earnings Per Share Three months ended Three months ended Total Common Stock Class C Common Total Common Stock Class C Common Basic Numerator: $ 4,020 $ 3,777 $ 62 $ 3,111 $ 2,923 $ 48 Denominator: Weighted average shares outstanding 6,554 6,554 383 6,465 6,465 383 Basic income per common share $ 0.61 $ 0.58 $ 0.16 $ 0.48 $ 0.45 $ 0.12 Diluted Denominator: 6,554 383 6,465 383 Convertible Class C Stock 128 — 128 — Total Denominator for diluted earnings per share 6,682 383 6,593 383 Diluted income per common share $ 0.57 $ 0.16 $ 0.44 $ 0.12 Six months ended Six months ended Total Common Stock Class C Common Total Common Stock Class C Common Basic Numerator: $ 7,907 $ 7,430 $ 122 $ 5,619 $ 5,281 $ 86 Denominator: Weighted average shares outstanding 6,554 6,554 383 6,456 6,456 383 Basic income per common share $ 1.21 $ 1.13 $ 0.32 $ 0.87 $ 0.82 $ 0.23 Diluted Denominator: 6,554 383 6,456 383 Convertible Class C Stock 128 — 128 — Total Denominator for diluted earnings per share 6,682 383 6,584 383 Diluted income per common share $ 1.11 $ 0.32 $ 0.80 $ 0.23 |
Recent Accounting Pronouncements | Recent Accounting Pronouncements FASB, the Emerging Issues Task Force and the SEC have issued certain other accounting standards, updates, and regulations as of December 31, 2021 that will become effective in subsequent periods; however, management does not believe that any of those updates would have significantly affected our financial accounting measures or disclosures had they been in effect during 2021 or 2020, and it does not believe that any of those pronouncements will have a significant impact on our consolidated condensed financial statements at the time they become effective. |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 6 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Earnings Per Share | Earnings Per Share Three months ended Three months ended Total Common Stock Class C Common Total Common Stock Class C Common Basic Numerator: $ 4,020 $ 3,777 $ 62 $ 3,111 $ 2,923 $ 48 Denominator: Weighted average shares outstanding 6,554 6,554 383 6,465 6,465 383 Basic income per common share $ 0.61 $ 0.58 $ 0.16 $ 0.48 $ 0.45 $ 0.12 Diluted Denominator: 6,554 383 6,465 383 Convertible Class C Stock 128 — 128 — Total Denominator for diluted earnings per share 6,682 383 6,593 383 Diluted income per common share $ 0.57 $ 0.16 $ 0.44 $ 0.12 Six months ended Six months ended Total Common Stock Class C Common Total Common Stock Class C Common Basic Numerator: $ 7,907 $ 7,430 $ 122 $ 5,619 $ 5,281 $ 86 Denominator: Weighted average shares outstanding 6,554 6,554 383 6,456 6,456 383 Basic income per common share $ 1.21 $ 1.13 $ 0.32 $ 0.87 $ 0.82 $ 0.23 Diluted Denominator: 6,554 383 6,456 383 Convertible Class C Stock 128 — 128 — Total Denominator for diluted earnings per share 6,682 383 6,584 383 Diluted income per common share $ 1.11 $ 0.32 $ 0.80 $ 0.23 |
ACCOUNTS RECEIVABLE, MEDICAL _2
ACCOUNTS RECEIVABLE, MEDICAL RECEIVABLE AND MANAGEMENT AND OTHER FEES RECEIVABLE (Tables) | 6 Months Ended |
Dec. 31, 2021 | |
Receivables [Abstract] | |
Receivables - Non Current - net | Receivables - Non Current - net December 31, 2021 Gross Receivable Allowance for doubtful accounts Net Accounts receivable $ 4,477 $ 371 $ 4,106 Accounts receivable - related party $ 60 — $ 60 Medical receivable $ 18,775 $ — $ 18,775 Management and other fees receivable $ 48,943 $ 16,807 $ 32,136 Management and other fees receivable from related medical practices (“PC’s”) $ 12,280 $ 3,987 $ 8,293 June 30, 2021 Gross Receivable Allowance for doubtful accounts Net Accounts receivable $ 4,968 $ 442 $ 4,526 Accounts receivable - related party $ 12 — $ 12 Medical receivable $ 17,901 $ — $ 17,901 Management and other fees receivable $ 46,735 $ 15,787 $ 30,948 Management and other fees receivable from related medical practices (“PC’s”) $ 11,998 $ 4,184 $ 7,814 |
Total Facilities | Total Facilities 2023 $ 1,020 2024 944 2025 289 2026 37 Total $ 2,290 |
Schedule of patient fee revenue | Schedule of patient fee revenue For the Three Months Ended December 31, 2021 2020 Commercial Insurance/ Managed Care $ 1,068 $ 966 Medicare/Medicaid 273 206 Workers’ Compensation/Personal Injury 4,344 3,543 Other 1,758 523 Patient Fee Revenue, net of contractual allowances and discounts $ 7,443 $ 5,238 Management and Other Fees Receivable (Continued) For the Six Months Ended December 31, 2021 2020 Commercial Insurance/ Managed Care $ 2,154 $ 1,912 Medicare/Medicaid 522 404 Workers’ Compensation/Personal Injury 8,468 6,930 Other 3,150 1,084 Patient Fee Revenue, net of contractual allowances and discounts $ 14,294 $ 10,330 |
OPERATING & FINANCING LEASES (T
OPERATING & FINANCING LEASES (Tables) | 6 Months Ended |
Dec. 31, 2021 | |
Operating Financing Leases | |
Reconcilliation of operating and financing lease payments | Reconcilliation of operating and financing lease payments Twelve Months Ending December 31, Operating Lease Payments Financing Lease Payments 2022 $ 5,282 $ 244 2023 5,439 244 2024 5,247 244 2025 4,954 244 2026 4,410 244 Thereafter 22,755 42 Present value discount (10,814 ) (112 ) Total lease liability $ 37,273 $ 1,150 |
INVENTORIES (Tables)
INVENTORIES (Tables) | 6 Months Ended |
Dec. 31, 2021 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories December 31, 2021 June 30, 2021 Purchased parts, components and supplies $ 1,859 $ 1,393 Work-in-process 240 270 Total Inventories $ 2,099 $ 1,663 |
CONTRACT ASSETS AND LIABILITI_2
CONTRACT ASSETS AND LIABILITIES (Tables) | 6 Months Ended |
Dec. 31, 2021 | |
Regulated Operations [Abstract] | |
Costs and Estimated Earnings on Uncompleted Contracts | Costs and Estimated Earnings on Uncompleted Contracts December 31, 2021 June 30, 2021 Costs incurred on uncompleted contracts $ 339 $ 295 Estimated earnings 524 568 Costs and estimated earnings on uncompleted contracts 863 863 Less: Billings to date 878 878 Total costs and estimated earnings on uncompleted contracts $ (15 ) $ (15 ) |
OTHER INTANGIBLE ASSETS (Tables
OTHER INTANGIBLE ASSETS (Tables) | 6 Months Ended |
Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Other Intagible Assets - Net | Other Intagible Assets - Net December 31, 2021 June 30, 2021 Capitalized software development costs $ 7,005 $ 7,005 Patents and copyrights 5,283 5,245 Non-compete 4,150 4,150 Customer relationships 3,900 3,900 Gross Other intangible assets 20,338 20,300 Less: Accumulated amortization 16,483 16,262 Other Intangible Assets $ 3,855 $ 4,038 |
OTHER CURRENT LIABILITIES (Tabl
OTHER CURRENT LIABILITIES (Tables) | 6 Months Ended |
Dec. 31, 2021 | |
Payables and Accruals [Abstract] | |
Other Current Liabilities | Other Current Liabilities December 31, 2021 June 30, 2021 Accrued salaries, commissions and payroll taxes $ 2,141 $ 5,407 Litigation accruals — 900 Sales tax payable 543 645 State income taxes payable 188 774 Legal and other professional fees 11 38 Accounting fees 116 127 Self-funded health insurance reserve — 62 Accrued interest and penalty 105 493 Other general & administrative expenses 1,513 716 Other Current Liabilities $ 4,617 $ 9,162 |
SEGMENT AND RELATED INFORMATI_2
SEGMENT AND RELATED INFORMATION (Tables) | 6 Months Ended |
Dec. 31, 2021 | |
Segment Reporting [Abstract] | |
Summarized Segment Financial Information | Summarized Segment Financial Information Medical Management Totals For the three months ended Dec, 31, 2021 Net revenues from external customers $ 2,133 $ 22,346 $ 24,479 Inter-segment net revenues $ 239 $ — $ 239 (Loss) Income from operations $ (27 ) $ 6,510 $ 6,483 Depreciation and amortization $ 68 $ 1,121 $ 1,189 Capital expenditures $ 66 $ 869 $ 935 For the three months ended Dec. 31, 2020 Net revenues from external customers $ 1,893 $ 19,271 $ 21,164 Inter-segment net revenues $ 219 $ — $ 219 (Loss) Income from operations $ (8 ) $ 4,990 $ 4,982 Depreciation and amortization $ 65 $ 977 $ 1,042 Capital expenditures $ 70 $ 1,728 $ 1,798 Medical Management Totals For the six months ended Dec, 31, 2021 Net revenues from external customers $ 4,245 $ 43,964 $ 48,209 Inter-segment net revenues $ 475 $ — $ 475 (Loss) Income from operations $ (517 ) $ 12,742 $ 12,225 Depreciation and amortization $ 135 $ 2,223 $ 2,358 Capital expenditures $ 187 $ 1,957 $ 2,144 For the six months ended Dec. 31, 2020 Net revenues from external customers $ 3,874 $ 38,270 $ 42,144 Inter-segment net revenues $ 438 $ — $ 438 (Loss) Income from operations $ (569 ) $ 9,701 $ 9,132 Depreciation and amortization $ 132 $ 1,878 $ 2,010 Capital expenditures $ 90 $ 2,143 $ 2,233 |
ACQUISITION (Tables)
ACQUISITION (Tables) | 6 Months Ended |
Dec. 31, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Fair value assets and assumed liabilities | Fair value assets and assumed liabilities Property and equipment $ 650 Right to use assets 434 Intangible assets 150 Security Deposit 39 Right to use liability (434 ) Goodwill 284 Total purchase consideration $ 1,123 |
Net assets acquired | Net assets acquired Leasehold Improvements $ 550 Diagnostic Equipment 100 Customer Lists 100 Covenant Not to Compete 50 Security Deposit 39 Closing costs – expensed 3 Goodwill 284 Cash Consideration Paid $ 1,126 |
DESCRIPTION OF BUSINESS AND B_2
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION (Details Narrative) - USD ($) | Dec. 31, 2021 | Jun. 30, 2021 | Jul. 01, 2015 |
Non-controlling interests | $ (3,314,000) | $ (3,049,000) | |
Direct ownership interest percentage | 70.80% | ||
Investor [Member] | |||
Investors ownership interest percentage | 29.20% | ||
Noncontrolling Interest [Member] | |||
Non-controlling interests | $ 546,000 | ||
H D M [Member] | |||
The ownership interest of Imperial Management Services after reorganization of newly expanded HDM | 24.20% | ||
The ownership interest of Health Management Corporation of America after reorganization of newly expanded HDM | 45.80% | ||
The ownership interest of the original investors of HDM after reorganization of newly expanded HDM | 30.00% |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Earnings Per Share - (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
Basic Numerator: Net income available to common stockholders | $ 4,020 | $ 3,111 | $ 7,907 | $ 5,619 |
Basic Denominator: Weighted average shares outstanding | 6,554 | 6,465 | 6,554 | 6,456 |
Basic income per common share | $ 0.61 | $ 0.48 | $ 1.21 | $ 0.87 |
Total Denominator for diluted earnings per share | 6,682 | 6,593 | 6,682 | 6,584 |
Diluted income per common share | $ 0.57 | $ 0.44 | $ 1.11 | $ 0.80 |
Common Stock [Member] | ||||
Basic Numerator: Net income available to common stockholders | $ 3,777 | $ 2,923 | $ 7,430 | $ 5,281 |
Basic Denominator: Weighted average shares outstanding | 6,554 | 6,465 | 6,554 | 6,456 |
Basic income per common share | $ 0.58 | $ 0.45 | $ 1.13 | $ 0.82 |
Diluted Denominator: Weighted average shares outstanding | 6,554 | 6,465 | 6,554 | 6,456 |
Convertible Class C Stock | 128 | 128 | 128 | 128 |
Total Denominator for diluted earnings per share | 6,682 | 6,593 | 6,682 | 6,584 |
Diluted income per common share | $ 0.57 | $ 0.44 | $ 1.11 | $ 0.80 |
Common Class C [Member] | ||||
Basic Numerator: Net income available to common stockholders | $ 62 | $ 48 | $ 122 | $ 86 |
Basic Denominator: Weighted average shares outstanding | 383 | 383 | 383 | 383 |
Basic income per common share | $ 0.16 | $ 0.12 | $ 0.32 | $ 0.23 |
Diluted Denominator: Weighted average shares outstanding | 383 | 383 | 383 | 383 |
Convertible Class C Stock | ||||
Total Denominator for diluted earnings per share | 383 | 383 | 383 | 383 |
Diluted income per common share | $ 0.16 | $ 0.12 | $ 0.32 | $ 0.23 |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
Accounting Policies [Abstract] | ||||
Shares included upon conversion of Class C Common to calculate a diluted EPS | 128 | 128 | 128 | 128 |
ACCOUNTS RECEIVABLE, MEDICAL _3
ACCOUNTS RECEIVABLE, MEDICAL RECEIVABLE AND MANAGEMENT AND OTHER FEES RECEIVABLE - Long Term Accounts Receivable (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Jun. 30, 2021 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable | $ 4,106 | $ 4,526 |
Accounts receivable - Related party | 60 | 12 |
Medical Receivables | 18,775 | 17,901 |
Management and other fees receivable | 32,136 | 30,948 |
Management and other fees receivable from related medical practices ("PC's") | 8,293 | 7,814 |
Accounts Receivable [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable | 4,477 | 4,968 |
Accounts receivable - Related party | 60 | 12 |
Medical Receivables | 18,775 | 17,901 |
Management and other fees receivable | 48,943 | 46,735 |
Management and other fees receivable from related medical practices ("PC's") | 12,280 | 11,998 |
Doubtful [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable | 371 | 442 |
Accounts receivable - Related party | ||
Medical Receivables | ||
Management and other fees receivable | 16,807 | 15,787 |
Management and other fees receivable from related medical practices ("PC's") | $ 3,987 | $ 4,184 |
ACCOUNTS RECEIVABLE, MEDICAL _4
ACCOUNTS RECEIVABLE, MEDICAL RECEIVABLE AND MANAGEMENT AND OTHER FEES RECEIVABLE - Total Facilities (Details) $ in Thousands | Dec. 31, 2021USD ($) |
Receivables [Abstract] | |
2023 | $ 1,020 |
2024 | 944 |
2025 | 289 |
2026 | 37 |
Total | $ 2,290 |
ACCOUNTS RECEIVABLE, MEDICAL _5
ACCOUNTS RECEIVABLE, MEDICAL RECEIVABLE AND MANAGEMENT AND OTHER FEES RECEIVABLE (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
Patient fee revenue, net of contractual allowances and discounts | $ 7,443 | $ 5,238 | $ 14,294 | $ 10,330 |
Commercial Insurance / Managed Care | ||||
Patient fee revenue, net of contractual allowances and discounts | 1,068 | 966 | 2,154 | 1,912 |
Medicare/Medicaid | ||||
Patient fee revenue, net of contractual allowances and discounts | 273 | 206 | 522 | 404 |
Workers Compensation/Personal Injury | ||||
Patient fee revenue, net of contractual allowances and discounts | 4,344 | 3,543 | 8,468 | 6,930 |
Other | ||||
Patient fee revenue, net of contractual allowances and discounts | $ 1,758 | $ 523 | $ 3,150 | $ 1,084 |
ACCOUNTS RECEIVABLE, MEDICAL _6
ACCOUNTS RECEIVABLE, MEDICAL RECEIVABLE AND MANAGEMENT AND OTHER FEES RECEIVABLE (Details Narrative) | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
Receivables [Abstract] | ||||
Percentage of PC's net revenue derived from no-fault and personal injury protection claim | 67.00% | 66.00% | 67.00% | 66.00% |
Percentage of consolidated net revenue from management fees charged to related party medical practices | 11.40% | 12.70% | 11.60% | 12.80% |
OPERATING & FINANCING LEASES -
OPERATING & FINANCING LEASES - Lease Payments (Details) $ in Thousands | Dec. 31, 2021USD ($) |
Operating Financing Leases | |
Operating Lease Payments 2022 | $ 5,282 |
Financing Lease Payments 2022 | 244 |
Operating Lease Payments 2023 | 5,439 |
Financing Lease Payments 2023 | 244 |
Operating Lease Payments 2024 | 5,247 |
Financing Lease Payments 2024 | 244 |
Operating Lease Payments 2025 | 4,954 |
Financing Lease Payments 2025 | 244 |
Operating Lease Payments 2026 | 4,410 |
Financing Lease Payments 2026 | 244 |
Operating Lease Payments Thereafter | 22,755 |
Financing Lease Payments Thereafter | 42 |
Operating Lease Payments Present Value discount | (10,814) |
Financing Lease Payments Present Value discount | (112) |
Operating Lease Payments Total lease liability | 37,273 |
Financing Lease Payments Total lease liability | $ 1,150 |
OPERATING & FINANCING LEASES (D
OPERATING & FINANCING LEASES (Details Narrative) $ in Thousands | 6 Months Ended |
Dec. 31, 2021USD ($) | |
Operating Financing Leases | |
Operating lease payments | $ 33,300 |
INVENTORIES - Inventories (Deta
INVENTORIES - Inventories (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Jun. 30, 2021 |
Inventory Disclosure [Abstract] | ||
Purchased parts, components and supplies | $ 1,859 | $ 1,393 |
Work-in-process | 240 | 270 |
Total Inventories | $ 2,099 | $ 1,663 |
CONTRACT ASSETS AND LIABILITI_3
CONTRACT ASSETS AND LIABILITIES - Costs, Earnings, Billings, Uncompleted Contracts - (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Jun. 30, 2021 |
Regulated Operations [Abstract] | ||
Costs incurred on uncompleted contracts | $ 339 | $ 295 |
Estimated earnings | 524 | 568 |
Costs and estimated earnings on uncompleted contracts | 863 | 863 |
Less: Billings to date | (878) | (878) |
Total costs and estimated earnings on uncompleted contracts | $ (15) | $ (15) |
OTHER INTANGIBLE ASSETS - Other
OTHER INTANGIBLE ASSETS - Other Intagible Assets Net of Amoritization (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Jun. 30, 2021 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross other intangible assets | $ 20,338 | $ 20,300 |
Less: Accumulated amortization | 16,483 | 16,262 |
Other intangible assets-net | 3,855 | 4,038 |
Software and Software Development Costs [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross other intangible assets | 7,005 | 7,005 |
Patents and copyrights | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross other intangible assets | 5,283 | 5,245 |
Noncompete Agreements [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross other intangible assets | 4,150 | 4,150 |
Customer Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross other intangible assets | $ 3,900 | $ 3,900 |
OTHER INTANGIBLE ASSETS (Detail
OTHER INTANGIBLE ASSETS (Details Narrative) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
Patents and copyrights | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of Intangible Assets | $ 49 | $ 44 | $ 96 | $ 89 |
Noncompete Agreements [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of Intangible Assets | 12 | 0 | 25 | 0 |
Customer Relationships [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of Intangible Assets | $ 50 | $ 47 | $ 100 | $ 95 |
OTHER CURRENT LIABILITIES - Oth
OTHER CURRENT LIABILITIES - Other Current Liabilities - (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Jun. 30, 2021 |
Payables and Accruals [Abstract] | ||
Accrued salaries, commissions and payroll taxes | $ 2,141 | $ 5,407 |
Litigation accruals | 0 | 900 |
Sales tax payable | 543 | 645 |
State income taxes payable | 188 | 774 |
Legal and other professional fees | 11 | 38 |
Accounting fees | 116 | 127 |
Self-funded health insurance reserve | 0 | 62 |
Accrued interest and penalty | 105 | 493 |
Other general & administrative expenses | 1,513 | 716 |
Other Current Liabilities | $ 4,617 | $ 9,162 |
SEGMENT AND RELATED INFORMATI_3
SEGMENT AND RELATED INFORMATION - Sumarized Segments - (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
Net revenues from external customers | $ 24,479 | $ 21,164 | $ 48,209 | $ 42,144 |
Inter-segment net revenues | 239 | 219 | 475 | 438 |
(Loss) Income from operations | 6,483 | 4,982 | 12,225 | 9,132 |
Depreciation and amortization | 1,189 | 1,042 | 2,358 | 2,010 |
Capital expenditures | 935 | 1,798 | 2,144 | 2,233 |
Medical Equipment | ||||
Net revenues from external customers | 2,133 | 1,893 | 4,245 | 3,874 |
Inter-segment net revenues | 239 | 219 | 475 | 438 |
(Loss) Income from operations | (27) | (8) | (517) | (569) |
Depreciation and amortization | 68 | 65 | 135 | 132 |
Capital expenditures | 66 | 70 | 187 | 90 |
Management Of Diagnostic Imaging Centers | ||||
Net revenues from external customers | 22,346 | 19,271 | 43,964 | 38,270 |
Inter-segment net revenues | ||||
(Loss) Income from operations | 6,510 | 4,990 | 12,742 | 9,701 |
Depreciation and amortization | 1,121 | 977 | 2,223 | 1,878 |
Capital expenditures | $ 869 | $ 1,728 | $ 1,957 | $ 2,143 |
SUPPLEMENTAL CASH FLOW INFORM_2
SUPPLEMENTAL CASH FLOW INFORMATION (Details Narrative) - USD ($) $ in Thousands | 6 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Supplemental Cash Flow Elements [Abstract] | ||
Interest paid | $ 265 | $ 35 |
Income taxes paid | $ 572 | $ 145 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($) $ in Thousands | 6 Months Ended | |
Dec. 31, 2021 | Jun. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Litigation settelement description | In September 2020, the Company entered into a settlement agreement with an unrelated third party for a claim made during March 2018 which was scheduled for arbitration. The settlement was for $1.2 million of which $900 was paid by the Company’s insurance in September 2020. The Company paid the remaining balance of $315 in September 2020. | |
Recorded tax obligations | $ 543 | |
Interest and penalties | 60 | |
Maximum limit for individual claims under stop-loss umbrella policy for health insurances | 150 | |
Self-funded health insurance reserve | $ 0 | $ 62 |
INCOME TAXES (Details Narrative
INCOME TAXES (Details Narrative) - USD ($) $ in Thousands | 6 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | ||
Income tax expense | $ 2,846 | $ 1,962 |
Income tax component - current | 409 | |
Income tax component - deferred | 2,437 | |
Deferred tax asset | 13,522 | |
Deferred tax liability | 238 | |
Operating Loss Carryforwards | $ 25,066 | |
Reimbursement of alternative minimum tax credits description | At the present time, the only impact of the CARES Act to the Company is allowing a full reimbursement of $1,342 of tax credits relating to the alternative minimum tax credits. The Company received the first half payment in June 2020. The balance of alternative minimum tax credits of $671 was received in July 2020. Previously, these credits were to be refunded over a 3 year period. |
ACQUISITION - Fair value assets
ACQUISITION - Fair value assets and assumed liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Jun. 30, 2021 | Mar. 29, 2021 |
Business Acquisition [Line Items] | |||
Goodwill | $ 4,269 | $ 4,269 | |
Rockland Management Group [Member] | |||
Business Acquisition [Line Items] | |||
Property and equipment | $ 650 | ||
Right to use assets | 434 | ||
Intangible assets | 150 | ||
Security Deposit | 39 | ||
Right to use liability | (434) | ||
Goodwill | 284 | ||
Total purchase consideration | $ 1,123 |
ACQUISITION - Net assets acquir
ACQUISITION - Net assets acquired (Details) - USD ($) | Dec. 31, 2021 | Jun. 30, 2021 | Mar. 29, 2021 |
Business Acquisition [Line Items] | |||
Goodwill | $ 4,269,000 | $ 4,269,000 | |
Rockland Management Group [Member] | |||
Business Acquisition [Line Items] | |||
Leasehold Improvements | $ 550,000 | ||
Diagnostic Equipment | 100,000 | ||
Customer Lists | 100,000 | ||
Covenant Not to Compete | 50,000 | ||
Security Deposit | 39,000 | ||
Closing costs – expensed | 3,000 | ||
Goodwill | 284,000 | ||
Cash Consideration Paid | $ 1,126 |