MELVILLE, NY--(Marketwired - May 15, 2013) - FONAR Corporation (
Third Quarter Highlights
During the quarter the Company's subsidiary, HMCA, entered into an agreement with outside investors to acquire a 50.5% controlling interest in a newly formed limited liability company, Health Diagnostics Management, LLC (HDM). HMCA contributed $20.2 million to HDM and the group of outside investors contributed $19.8 million for its non-controlling membership interest.
On March 5, 2013, HDM purchased from Health Diagnostics, LLC and certain of its subsidiaries (HD), a business managing 12 Stand-Up® MRI centers and two other scanning centers located in the states of New York and Florida.
With the purchase of HD, the Company increased total assets to $73.3 million at March 31, 2013. This compares to total assets of $33.6 million at June 30, 2012, an increase of 118%. Meanwhile, total liabilities increased to $38.3 million at March 31, 2013 as compared to $22.5 million on June 30, 2012, an increase of 70%. Stockholder's equity increased to $35.0 million at March 31, 2013 from $11.1 million on June 30, 2012, an increase of 216%.
FONAR continued on its surge of profitable quarters where net income was greater than $1.5 million, climbing to seven straight quarters. The Company has had 13 straight quarters of income from operations.
Revenues increased 22% to $11.6 million for the quarter ended March 31, 2013, an increase of 21% from $9.6 million for the preceding quarter ending December 31, 2012. The revenues for this quarter are the largest quarterly revenue since the Nation's 2008 financial crisis. Approximately $2.8 million of revenue was from the acquisition of HD.
Statement of Operations Items
Net income for the quarters ended March 31, 2013 and March 31, 2012 was $1.6 million. Net income for the nine months ended March 31, 2013 was $5.0 million, as compared to $5.1 million for the nine-month period ended March 31, 2012. Net income for the quarter ended March 31, 2013 included only 3 weeks of the net income of HDM which was acquired on March 5, 2013.
Income from operations for the quarters ended March 31, 2013 and March 31, 2012, was $1.6 million. Income from operations for the nine months ended March 31, 2013, was $5.2 million, as compared to $5.3 million, for the nine-month period ended March 31, 2012.
Total revenues, for the quarter ended March 31, 2013, increased 22% to $11.6 million, as compared to the quarter ended March 31, 2012, when total revenues were $9.5 million. Total revenues, for the nine months ended March 31, 2013, increased 8% to $30.8 million, as compared to the nine months ended March 31, 2012, when total revenues were $28.5 million.
Basic net income per common share for the quarter ended March 31, 2013, was $0.17, as compared to $0.21 for the quarter ended March 31, 2012. Diluted net income per common share for the quarter ended March 31, 2013, was $0.17, as compared to $0.20 for the quarter ended March 31, 2012.
Basic net income per common share for the nine months ended March 31, 2013, was $0.61, as compared to $0.71 for the nine months ended March 31, 2012. Diluted net income per common share for the nine months ended March 31, 2013, was $0.60, as compared to $0.69 for the nine months ended March 31, 2012.
Revenues from the HMCA management and other fees segment which manages the FONAR UPRIGHT® Multi-Position™ MRI diagnostic imaging centers, increased 42% to $7.4 million for the three months ended March 31, 2013, from $5.2 million for the three-month period ended March 31, 2012. In addition, revenues from a new category called Patient Revenue - Net were $965,000. Patient revenue represents revenues generated by the acquisition of HD on March 5, 2013.
Costs related to HMCA management and other fees segment for the three months ended March 31, 2013, were $3.5 million. For the three-month period ended March 31, 2012, costs were $3.3 million. Costs related to patient revenue - net were $791,000 for the quarter ended March 31, 2013.
Balance Sheet Items
Total assets doubled for the quarter ended March 31, 2013 to $73.3 million, a 118% increase, as compared to $33.6 million at June 30, 2012.
Total liabilities at March 31, 2013 were $38.3 million, a 70% increase as compared to $22.5 million at June 30, 2012.
Total current assets at March 31, 2013 were $39.7 million, a 54% increase as compared to $25.9 million at June 30, 2012.
At March 31, 2013, total cash and cash equivalents were $9.2 million, as compared to $12.0 million at June 30, 2012. This $2.8 million reduction was primarily due to the $6.2 million used in the acquisition of HDM.
Total current liabilities at March 31, 2013 were $24.3 million, a 15% increase as compared to $21.1 million at June 30, 2012.
Significant Events
The Company will hold its annual meeting on June 24, 2013. Dr. Raymond Damadian, president and chairman of FONAR Corporation, has issued his annual shareholder letter which can be seen on the Company's Web site at www.fonar.com/shareholder_letter.htm .
On March 5, 2013, the Company and its subsidiary, Health Management Corporation of American (HMCA), acquired a majority interest (50.5%) in a newly formed limited liability company, Health Diagnostics Management (HDM). Prior to the acquisition, HMCA was managing 11 STAND-UP® MRI diagnostic centers -- 8 in New York and 3 in Florida, collectively completing 45,000 scans in 2012. In one giant step, HMCA grew by 14 MRI facilities under HMCA management -- 10 in New York and 4 in Florida, 12 of them equipped with STAND-UP® MRIs. Those 14 centers completed 68,000 MRI scans in 2012. Together the two groups of centers completed 113,000 scans in 2012, a strong indicator of the patient throughput run rate that is expected for HMCA going forward.
During the third quarter, the Company installed a new FONAR UPRIGHT®, Weight-Bearing, Multi-Position™ MRI in Texarkana, Texas. The Company has now installed 157 UPRIGHT® Multi-Position™ MRI scanners and they have performed approximately 2.75 million UPRIGHT® MRI scans worldwide.
On May 1, 2013, the Company repaid a portion of the Class A Stockholders capital contribution in the amount of $1.2 million. The Company's subsidiary, HMCA, now owns an 85% interest in Imperial Management Services.
Management Commentary
Dr. Raymond Damadian, M.D., president and chairman of Fonar Corporation, said: "The acquisition of HDM is expected to be a significant source of profitability. With this acquisition we doubled the assets of the Company and tripled our stockholder's equity and book value. Funds were obtained for the $40 million acquisition from a commercial bank at a low interest rate."
"There are more reasons why this acquisition makes a lot of sense," continued Dr. Damadian. "By combining the resources of HMCA and HDM, we will enjoy the benefits of economies of scale, shared administrative and technical expertise and capabilities, and joint marketing strategies. HMCA's 11 STAND-UP® MRIs together with HDM's 12 form a network of 23 STAND-UP® MRIs, the largest in the world."
"Of course, we're not finished growing," said Dr. Damadian. "We will continue to pursue additional management contracts, primarily in New York and Florida."
"This past April 6 th we held ' Symposium 2013 ' in New York City. The symposium was called 'The Cranio-Cervical Syndrome (CCS): The Vulnerability of the Human Neck and Its Impact on Cerebrospinal Fluid (CSF) Flow'," said Dr. Damadian. "There is a pandemic dimension of injuries of the neck and head, including 1.2 million whiplash injuries each year in the United States, and the principal purpose of Symposium 2013 was to bring the existence of this Cranio-Cervical Syndrome to the medical community and general populace. We will publish, before year-end, a monograph containing the complete presentation of the eight faculty who presented at the conference. We will also place their presentations online."
"Our understanding of the Cranio-Cervical Syndrome (CCS) and the vulnerability of the human neck and its impact on cerebrospinal fluid (CSF) flow began with our research and findings on multiple sclerosis. On September 20, 2011, I and co-author, FONAR scientist David Chu, PhD., published a paper titled ' The Possible Role of Cranio-Cervical Trauma and Abnormal CSF Hydrodynamics in the Genesis of Multiple Sclerosis, ' in the journal Physiological Chemistry and Physics and Medical NMR (Sept. 20, 2011, 41: 1-17), found at http://www.fonar.com/ . With this new understanding of the role that cervical trauma plays in the etiology of disease, it is imperative to certify that the sustained neck or head injuries of professional athletes such as NFL football players, whiplash patients and others with severe neck trauma, have not resulted in any obstructions of CSF flow, which would eventually lead to the symptomatology we have reported as related to the Cranio-Cervical Syndrome," said Dr. Damadian.
"The Company is fortunate to have as its flagship product the FONAR UPRIGHT® Multi-Position™ MRI," continued Dr. Damadian. "This is truly a unique technology producing exquisite images in all positions of the body. It not only yields a whole new treasure of new medical applications in such calamitous medical categories as multiple sclerosis, and other dementia, but it also possesses the strong potential to provide fresh new insights into the debilitating chronic consequences of sports injuries, the current epidemic of automobile whiplash injuries, all spine injuries, and more diseases yet to be unearthed."
FONAR (
UPRIGHT® and STAND-UP® are registered trademarks and The Inventor of MR Scanning™ , Full Range of Motion™, Multi-Position™ , Upright Radiology™, The Proof is in the Picture™ , True Flow™, pMRI™ , Spondylography™, Dynamic™ , Spondylometry™, CSP™ , and Landscape™, are trademarks of FONAR Corporation.
This release may include forward-looking statements from the company that may or may not materialize. Additional information on factors that could potentially affect the company's financial results may be found in the company's filings with the Securities and Exchange Commission .
| FONAR CORPORATION AND SUBSIDIARIES | ||||||
| CONDENSED CONSOLIDATED BALANCE SHEETS | ||||||
| (000's OMITTED, except shares and per share data) | ||||||
| (UNAUDITED) | ||||||
| ASSETS | ||||||
| Current Assets: | March 31, 2013 | June 30, 2012 | ||||
| Cash and cash equivalents | $ | 9,243 | $ | 12,032 | ||
| Accounts receivable - net | 4,993 | 5,095 | ||||
| Accounts receivable - related party | 30 | - | ||||
| Medical receivables - net | 4,513 | - | ||||
| Management and other fees receivable - net | 14,820 | 3,782 | ||||
| Management and other fees receivable - related medical practices - net | 2,396 | 1,311 | ||||
| Costs and estimated earnings in excess of billings on uncompleted contracts | 488 | 1,129 | ||||
| Inventories | 2,284 | 2,195 | ||||
| Current portion of notes receivable - net | 118 | 116 | ||||
| Prepaid expenses and other current assets | 837 | 206 | ||||
| Total Current Assets | 39,722 | 25,866 | ||||
| Property and equipment - net | 17,713 | 3,173 | ||||
| Notes receivable | 192 | 276 | ||||
| Goodwill | 1,667 | - | ||||
| Other intangible assets - net | 12,796 | 3,835 | ||||
| Other assets | 1,191 | 465 | ||||
| Total Assets | $ | 73,281 | $ | 33,615 | ||
| LIABILITIES AND STOCKHOLDERS' EQUITY | ||||||||
| Current Liabilities: | March 31, 2013 | June 30, 2012 | ||||||
| Current portion of long-term debt and capital leases | $ | 2,517 | $ | 1,854 | ||||
| Accounts payable | 2,639 | 2,077 | ||||||
| Other current liabilities | 8,680 | 7,693 | ||||||
| Unearned revenue on service contracts | 5,681 | 5,475 | ||||||
| Unearned revenue on service contracts - related party | 28 | - | ||||||
| Customer advances | 4,763 | 3,881 | ||||||
| Income tax payable | - | 100 | ||||||
| Total Current Liabilities | 24,308 | 21,080 | ||||||
| Long-Term Liabilities: | ||||||||
| Accounts payable, non current | - | 47 | ||||||
| Due to related medical practices | 231 | 229 | ||||||
| Long-term debt and capital leases, less current portion | 13,404 | 777 | ||||||
| Other liabilities | 362 | 401 | ||||||
| Total Long-Term Liabilities | 13,997 | 1,454 | ||||||
| Total Liabilities | 38,305 | 22,534 | ||||||
| FONAR CORPORATION AND SUBSIDIARIES | ||||||||
| CONDENSED CONSOLIDATED BALANCE SHEETS | ||||||||
| (000's OMITTED, except shares and per share data) | ||||||||
| (UNAUDITED) | ||||||||
| LIABILITIES AND STOCKHOLDERS' EQUITY (Continued) | ||||||||
| LIABILITIES AND STOCKHOLDERS' EQUITY (continued) STOCKHOLDERS' EQUITY: | March 31, 2013 | June 30, 2012 | ||||||
| Class A non-voting preferred stock $.0001 par value; 453,000 shares authorized at March 31, 2013 and June 30, 2012, 313,438 issued and outstanding at March 31, 2013 and June 30, 2012 | - | - | ||||||
| Preferred stock $.001 par value; 567,000 shares authorized at March 31, 2013 and June 30, 2012, issued and outstanding - none | - | - | ||||||
| Common Stock $.0001 par value; 8,500,000 shares authorized at March 31, 2013 and June 30, 2012, 5,977,905 and 5,912,905 issued at March 31, 2013 and June 30, 2012, respectively; 5,966,262 and 5,901,262 outstanding at March 31, 2013 and June 30, 2012, respectively | 1 | 1 | ||||||
| Class B Common Stock (10 votes per share) $.0001 par value; 227,000 shares authorized at March 31, 2013 and June 30, 2012, 158 issued and outstanding at March 31, 2013 and June 30, 2012 | - | - | ||||||
| Class C Common Stock (25 votes per share) $.0001 par value; 567,000 shares authorized at March 31, 2013 and June 30, 2012, 382,513 issued and outstanding at March 31, 2013 and June 30, 2012 | - | - | ||||||
| Paid-in capital in excess of par value | 174,478 | 174,084 | ||||||
| Accumulated other comprehensive loss | (15 | ) | (20 | ) | ||||
| Accumulated deficit | (164,457 | ) | (168,334 | ) | ||||
| Notes receivable from employee stockholders | (57 | ) | (71 | ) | ||||
| Treasury stock, at cost - 11,643 shares of common stock at March 31, 2013 and June 30, 2012 | (675 | ) | (675 | ) | ||||
| Non controlling interests | 25,701 | 6,096 | ||||||
| Total Stockholders' Equity | 34,976 | 11,081 | ||||||
| Total Liabilities and Stockholders' Equity | $ | 73,281 | $ | 33,615 | ||||
| FONAR CORPORATION AND SUBSIDIARIES | ||||||||||
| CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) | ||||||||||
| (000's OMITTED, except shares and per share data) | ||||||||||
| REVENUES | FOR THE THREE MONTHS ENDED MARCH 31, | |||||||||
| 2013 | 2012 | |||||||||
| Product sales - net | $ | 416 | $ | 1,309 | ||||||
| Service and repair fees - net | 2,867 | 3,008 | ||||||||
| Service and repair fees - related parties - net | 27 | 27 | ||||||||
| Patient revenue - net | 965 | - | ||||||||
| Management and other fees - net | 5,402 | 3,601 | ||||||||
| Management and other fees - related medical practices - net | 1,965 | 1,571 | ||||||||
| Total Revenues - Net | 11,642 | 9,516 | ||||||||
| COSTS AND EXPENSES | ||||||||||
| Costs related to product sales | 498 | 962 | ||||||||
| Costs related to service and repair fees | 819 | 891 | ||||||||
| Costs related to service and repair fees - related parties | 8 | 8 | ||||||||
| Costs related to patient revenue | 791 | - | ||||||||
| Costs related to management and other fees | 2,606 | 2,390 | ||||||||
| Costs related to management and other fees - related medical practices | 900 | 953 | ||||||||
| Research and development | 381 | 315 | ||||||||
| Selling, general and administrative | 3,774 | 2,224 | ||||||||
| Provision for bad debts | 235 | 170 | ||||||||
| Total Costs and Expenses | 10,012 | 7,913 | ||||||||
| Income From Operations | 1,630 | 1,603 | ||||||||
| Interest Expense | (79 | ) | (103 | ) | ||||||
| Investment Income | 55 | 53 | ||||||||
| Income Before Provision for Income Taxes | 1,606 | 1,553 | ||||||||
| Provision for Income Taxes | 25 | - | ||||||||
| Net Income | 1,581 | 1,553 | ||||||||
| Net Income - Non Controlling Interests | 505 | 261 | ||||||||
| Net Income - Controlling Interests | $ | 1,076 | $ | 1,292 | ||||||
| Net Income Available to Common Stockholders | $ | 1,005 | $ | 1,206 | ||||||
| Net Income Available to Class A Non-Voting Preferred Stockholders | $ | 53 | $ | 64 | ||||||
| Net Income Available to Class C Common Stockholders | $ | 18 | $ | 22 | ||||||
| Basic Net Income Per Common Share Available to Common Stockholders | $ | 0.17 | $ | 0.21 | ||||||
| Diluted Net Income Per Common Share Available to Common Stockholders | $ | 0.17 | $ | 0.20 | ||||||
| Basic and Diluted Income Per Share-Common C | $ | 0.05 | $ | 0.06 | ||||||
| Weighted Average Basis Shares Outstanding | 5,937,096 | 5,836,229 | ||||||||
| Weighted Average Diluted Shares Outstanding | 6,064,600 | 5,963,733 | ||||||||
| Weighted Average Basic Shares Outstanding - Class C Common | 382,513 | 382,513 | ||||||||
| Weighted Average Diluted Shares Outstanding - Class C Common | 382,513 | 382,513 | ||||||||
| FONAR CORPORATION AND SUBSIDIARIES | |||||||||
| CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) | |||||||||
| (000's OMITTED, except shares and per share data) | |||||||||
| REVENUES | FOR THE NINE MONTHS ENDED MARCH 31, | ||||||||
| 2013 | 2012 | ||||||||
| Product sales - net | $ | 2,536 | $ | 4,699 | |||||
| Service and repair fees - net | 8,341 | 8,720 | |||||||
| Service and repair fees - related parties - net | 83 | 83 | |||||||
| Patient revenue - net | 965 | - | |||||||
| Management and other fees - net | 12,946 | 10,238 | |||||||
| Management and other fees - related medical practices - net | 5,895 | 4,712 | |||||||
| Total Revenues - Net | 30,766 | 28,452 | |||||||
| COSTS AND EXPENSES | |||||||||
| Costs related to product sales | 2,457 | 3,608 | |||||||
| Costs related to service and repair fees | 2,579 | 2,572 | |||||||
| Costs related to service and repair fees - related parties | 26 | 24 | |||||||
| Costs related to patient revenue | 791 | - | |||||||
| Costs related to management and other fees | 7,013 | 6,462 | |||||||
| Costs related to management and other fees - related medical practices | 2,568 | 2,673 | |||||||
| Research and development | 1,031 | 938 | |||||||
| Selling, general and administrative | 8,338 | 6,261 | |||||||
| Provision for bad debts | 735 | 655 | |||||||
| Total Costs and Expenses | 25,538 | 23,193 | |||||||
| Income From Operations | 5,228 | 5,259 | |||||||
| Interest Expense | (258 | ) | (333 | ) | |||||
| Investment Income | 174 | 178 | |||||||
| Other (Expense) Income | (13 | ) | 55 | ||||||
| Income Before Provision for Income Taxes | 5,131 | 5,159 | |||||||
| Provision for Income Taxes | 152 | 21 | |||||||
| Net Income | 4,979 | 5,138 | |||||||
| Net Income - Non Controlling Interests | 1,103 | 796 | |||||||
| Net Income - Controlling Interests | $ | 3,876 | $ | 4,342 | |||||
| Net Income Available to Common Stockholders | $ | 3,621 | $ | 4,051 | |||||
| Net Income Available to Class A Non-voting Preferred Stockholders | $ | 190 | $ | 217 | |||||
| Net Income Available to Class C Common Stockholders | $ | 65 | $ | 74 | |||||
| Basic Net Income Per Common Share Available to Common Stockholders | $ | 0.61 | $ | 0.71 | |||||
| Diluted Net Income Per Common Share Available to Common Stockholders | $ | 0.60 | $ | 0.69 | |||||
| Basic and Diluted Income Per Share-Common C | $ | 0.17 | $ | 0.19 | |||||
| Weighted Average Basic Shares Outstanding | 5,921,540 | 5,744,506 | |||||||
| Weighted Average Diluted Shares Outstanding | 6,049,044 | 5,872,010 | |||||||
| Weighted Average Basic Shares Outstanding - Class C Common | 382,513 | 382,513 | |||||||
| Weighted Average Diluted Shares Outstanding - Class C Common | 382,513 | 382,513 | |||||||
Contact: Daniel Culver Director of Communications FONAR Corporation Tel: 631-694-2929 Fax: 631-390-1709 http://www.fonar.com Email Contact
