SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of the Securities Act of 1934

 

Date of Report (Date of earliest event reported): September 13, 2018

 

FONAR CORPORATION

______________________________________________________

(Exact name of registrant as specified in its charter)

 

 

Delaware   0-10248   11-2464137

(State or other jurisdiction

of incorporation)

  (Commission File Number)  

(I.R.S. Employer

Identification No.)

         
    110 Marcus Drive
Melville, New York 11747
(631) 694-2929
   
   

(Address, including zip code, and telephone number

of registrant's principal executive office)

   

 

  

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

[ ] Written communications pursuant to Rule 425 under the Securities Act 17 CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)

 

Item 2.02(a) Results of Operations and Financial Condition.

 

We reported the results of operations and financial condition of the Company for the fiscal year ended June 30, 2018 in a press release dated September 13, 2018.

 

Exhibits

 

99.1 Press Release dated September 13, 2018

  

SIGNATURES

 

Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

  

  FONAR CORPORATION
  (Registrant)
 

 

By: /s/ Timothy R. Damadian

  Timothy R. Damadian
  President and CEO

 

Dated: September 14, 2018

 

 

 

 

     
NEWS   FONAR CORPORATION
For Immediate Release   The Inventor of MR Scanning™
Contact: Daniel Culver   An ISO 9001 Company
Director of Communications   Melville, New York 11747
E-mail: investor@fonar.com   Phone: (631) 694-2929
www.fonar.com   Fax: (631) 390-1772

FONAR Announces Year-End Earnings For Fiscal 2018

·

Cash and cash equivalents increased by 94% to $19.6 million during the fiscal year ended June 30, 2018.
· Total Revenues-Net increased by 4% to $81.5 million for the fiscal year ended June 30, 2018, versus previous fiscal year.
· Income from Operations increased 3% to $19.7 million, for the fiscal year ended June 30, 2018, versus previous fiscal year.
· Net Income increased by 7% to $25.5 million for the year ended June 30, 2018, versus previous fiscal year.  
· Diluted Net Income per common share increased by 6% to $3.10, versus previous fiscal year.
· Working Capital increased by 34% during Fiscal 2018.

 MELVILLE, NEW YORK, September 13, 2018 – FONAR Corporation (NASDAQ-FONR), The Inventor of MR Scanning™, reported today its fiscal 2018 results.

FONAR’s primary source of income and growth is attributable to its wholly-owned diagnostic imaging management subsidiary, Health Management Company of America (HMCA). In 2009 FONAR managed 9 MRI facilities and had completed approximately 29,000 MRI scans. In 2010, Timothy Damadian, the Company’s current President and CEO, re-joined the Company and initiated a business plan aimed at growing HMCA by increasing scan volume at existing HMCA-managed facilities, establishing de novo centers, and making key acquisitions. With FONAR management’s enthusiastic endorsement of his plan, Mr. Damadian assembled an experienced management team that, under his leadership, has since faithfully executed the plan, thereby delivering consistent and unprecedented profitability for FONAR shareholders. Today, HMCA manages 26 diagnostic imaging centers, 19 in New York and 7 in Florida, collectively equipped with 34 MRI scanners. The imaging centers completed 176,000 MRI scans in fiscal 2018, as compared to 164,000 the previous fiscal year.

FONAR sold and installed the world’s first commercial MRI scanner in 1980, making it the first company in the now multi-billion-dollar MRI industry. FONAR’s flagship product is the FONAR UPRIGHT® Multi-Position™ MRI, aka Stand-Up® MRI. It is the only whole-body MRI that performs Position™ Imaging (pMRI™), which allows patients to be scanned in numerous weight-bearing positions, including standing, sitting, in flexion and extension, as well as in the conventional lie-down position.

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FONAR CORPORATION AND SUBSIDIARIES 

 

Financial Discussion:

Net revenues increased by 4% to $81.5 million for the fiscal year ended June 30, 2018, as compared to $78.0 million for the fiscal year ended June 30, 2017.

For the year ended June 30, 2018, the revenues from the management of the diagnostic imaging center segment, consisting of patient and management and other fee revenue, and less the provision for bad debt for patient revenue, increased by 7% to $71.7 million as compared to $66.8 million one year earlier.

Income from operations increased by 3% to $19.7 million for the fiscal year ended June 30, 2018, as compared to $19.1 million for the fiscal year ended June 30, 2017.

Net Income increased by 7% to $25.5 million, for the fiscal year ended June 30, 2018, as compared to $23.7 million for the fiscal year ended June 30, 2017. Net income for the year ended June 30, 2018, reflects income tax benefits associated with changes to the net deferred income tax assets of $4.9 million and also the benefits associated with an AMT Carryforward Tax Credit of $1.2 million, available as a cash refund. These income tax benefits were precipitated in combination by both the Tax Cuts and Jobs Act enacted in December 2017, which decreased the corporate income tax rate from 35% to 21%, effective January 1, 2018, and the continued strength of the business.

Basic net income per common share available to common shareholders increased by 6% to $3.16 for the fiscal year ended June 30, 2018, as compared to $2.98 for the fiscal year ended June 30, 2017.

Diluted net income per common share available to common shareholders increased by 6% to $3.10, compared to $2.92 for the fiscal year ended June 30, 2017.

Total Costs and Expenses for the fiscal year ending June 30, 2018 increased by 5% to $61.8 million, as compared to $58.9 million for the fiscal year ended June 30, 2017.

At June 30, 2018, total assets increased by 20% to $118.3 million, as compared to $98.8 million at June 30, 2017.

At June 30, 2018, total current assets increased by 26% to $67.1 million, as compared to $53.4 million at June 30, 2017.

At June 30, 2018, total liabilities increased by 1% to $16.1 million, as compared to $15.9 million at June 30, 2017.

At June 30, 2018, total current liabilities decreased by 2% to $14.6 million, as compared to $14.2 million at June 30, 2017.

At June 30, 2018, total cash and cash equivalents increased by 94% to $19.6 million, as compared to $10.1 million at June 30, 2017.

At June 30, 2018, working capital increased by 34% to $52.5 million, as compared to $39.2 million at June 30, 2017.

At June 30, 2018, FONAR Stockholder’s Equity increased by 27% to $98.7 million, as compared to $77.4 million at June 30, 2017.

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FONAR CORPORATION AND SUBSIDIARIES 

Significant Events

On September 3, 2018, Dr. Damadian’s presentation of ‘The First MRI Scan’ was featured on the BBC (British Broadcasting Corporation) radio program, Witness. During the nine-minute broadcast to a BBC World Service radio network audience of more than 300 million listeners world-wide, Dr. Damadian relived the excitement of the moment when he conducted the world’s first MRI scan. “Well, we put Larry (Minkoff) in, we got a signal immediately from his heart, and I said, “Holy smokes. It’s actually going to work!’” The BBC broadcast of this pioneering episode in MRI can be heard online at: https://www.bbc.co.uk/programmes/w3cswsj4

First quarter Fiscal 2018 was the first complete quarter in which FONAR stock was included in the Russell 3000® Index, having joined the index effective June 26, 2017. The Company has since seen an increase in related index funds and ETFs (Exchange Traded Funds), mutual funds, and institutional owners. Currently, institutional ownership of outstanding FONAR Common Stock is over 50%.

In October, 2017, HMCA added a second Stand-Up® MRI in the Bronx, NY, in order to meet the demands of patients and referring physicians for FONAR technology.

Also, in December, 2017, the Tax Cuts and Jobs Act was signed into law, making numerous changes to the Internal Revenue Code. Among them is the reduction of the U.S. corporate income tax rate to 21%, effective January 1, 2018. Because the Act took effect midway through the Company’s tax year, the Company will have a U.S. statutory income tax rate of 27.7% for fiscal 2018 and a statutory income tax rate of 21% for all subsequent fiscal years.

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FONAR CORPORATION AND SUBSIDIARIES 

 

Management Discussion

President and CEO, Timothy R. Damadian, said, “As of June 30, our cash and cash equivalents figure stood at $19.6 million, nearly double what is was a year earlier. Together with a 34% increase in working capital and consistent revenue growth, we are well positioned to pursue new business opportunities consistent with our growth strategy – opportunities that will enable us to maintain our positive earnings trajectory into fiscal 2019.

“Of course, I am pleased with our Income from Operations and Net Income. We remain committed to controlling costs. The Company’s Selling, General, and Administrative (SG&A) costs decreased by $1.3 million, or 7%, year-over-year.”

Mr. Damadian concluded, “Thanks to the enormous appeal of the UPRIGHT® MRI (also known as the Stand-Up® MRI) among both patients and physicians, and thanks to our experienced and highly competent management team, we continue to thrive.”

Chairman of the Board, Raymond V. Damadian, M.D., said, “We continue to explore the impact of our new works-in-progress technology for visualizing and quantifying the flow of cerebrospinal fluid (CSF) circulating throughout the brain and vertebral column while the patient is scanned in the Upright position.”

Dr. Damadian added, “The Company was recently issued a patent covering the use of the FONAR UPRIGHT® Multi-Position™ MRI to diagnose patients with Multiple Sclerosis (MS). The patent is based on a discovery FONAR had announced on November 2, 2011. We are hopeful that this research will help to lead to a new understanding of the role of CSF on brain diseases, like MS.”

Dr. Damadian concluded, “It has been 47 years since we announced the discovery that birthed the MRI industry.* We’ve had the privilege and joy of witnessing its marvelous growth from infancy. Today there are tens of millions of MRI scans performed each year worldwide in what has become a multi-billion-dollar industry. After all these years, FONAR is finally reaping the rewards, and we’re certainly very thankful for it.”

* In 1971, Dr. Damadian’s paper in Science contained the two key discoveries that remain fundamental to the operation of every MRI scanner ever made: 1) his discovery that the relaxation times of cancerous tissues, are markedly prolonged relative to those of healthy tissues and 2) his discovery that there are also marked differences in relaxation times across the full spectrum of healthy tissue types.

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FONAR CORPORATION AND SUBSIDIARIES

About FONAR

FONAR, the Inventor of MR Scanning ™ is the first, oldest and most experienced MRI company in the industry. Incorporated in 1978, FONAR, which is located in Melville, New York, introduced the world’s first commercial MRI in 1980, and went public in 1981. The company’s signature product is the FONAR UPRIGHT® Multi-Position™ MRI (also known as the Stand-Up® MRI), the only whole-body MRI that performs Position™ Imaging (pMRI™), allowing it to scan patients in numerous weight-bearing positions, i.e. standing, sitting, in flexion and extension, as well as in the conventional lie-down position.

The FONAR UPRIGHT® MRI often detects patient problems that other MRI scanners cannot because they are lie-down, ”weightless-only” scanners. The patient-friendly UPRIGHT® MRI has a near-zero patient claustrophobic rejection rate. As a FONAR customer states, “If the patient is claustrophobic in this scanner, they’ll be claustrophobic in my parking lot.” Approximately 85% of patients are scanned sitting while watching TV.

FONAR has new works-in-progress technology for visualizing and quantifying the cerebral hydraulics of the central nervous system, the flow of cerebrospinal fluid (CSF), which circulates throughout the brain and vertebral column at the rate of 32 quarts per day. This imaging and quantifying of the dynamics of this vital life-sustaining physiology of the body’s neurologic system has been made possible first by FONAR’s introduction of the MRI and now by this latest works-in-progress method for quantifying CSF in all the normal positions of the body, particularly in its upright flow against gravity. Patients with whiplash or other neck injuries are among those who will benefit from this new understanding.

FONAR’s substantial list of patents includes recent patents for its technology enabling full weight-bearing MRI imaging of all the gravity sensitive regions of the human anatomy, especially the brain, extremities and spine. It includes its newest technology for measuring the Upright cerebral hydraulics of the central nervous system. FONAR’s UPRIGHT® Multi-Position™ MRI is the only scanner licensed under these patents.

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.

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FONAR CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

 

ASSETS

 

 

    June 30,
    2018   2017
Current Assets:                
Cash and cash equivalents   $ 19,663,742     $ 10,139,621  
Accounts receivable – net of allowances for doubtful accounts of $190,244 at June 30, 2018 and 2017     3,813,756       4,321,760  
Medical receivables – net of allowances for doubtful accounts of $22,727,698 and $19,853,318 at June 30, 2018 and 2017, respectively     13,350,772       11,744,704  
Management and other fees receivable – net of allowances for doubtful accounts of $10,983,022 and $12,859,750 at June 30, 2018 and 2017, respectively     21,863,431       18,593,894  
Management and other fees receivable – related party medical practices – net of allowances for doubtful accounts of $1,711,385 and $582,001 at June 30, 2018 and 2017, respectively     5,535,096       4,959,598  
Costs and estimated earnings in excess of billings on uncompleted contracts     86,638       736,061  
Inventories     1,431,380       1,624,262  
Prepaid expenses and other current assets     1,349,907       1,293,806  
                 
Total Current Assets     67,064,542       53,413,706  
Income taxes receivable     1,200,000       —    
Deferred income tax asset     22,689,011       17,861,777  
Property and Equipment – Net     16,492,278       16,462,504  
Goodwill     3,985,397       3,927,123  
Other Intangible Assets – Net     5,601,656       6,644,504  
Other Assets     1,278,061       452,952  
Total Assets   $ 118,310,945     $ 98,762,566  

 

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FONAR CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

 

LIABILITIES

 

 

    June 30,
    2018   2017
Current Liabilities:                
Current portion of long-term debt and capital leases   $ 38,332     $ 180,090  
Accounts payable     1,300,250       1,423,217  
Other current liabilities     8,177,995       7,203,278  
Unearned revenue on service contracts     4,191,930       4,641,534  
Customer deposits     858,195       787,884  
Total Current Liabilities     14,566,702       14,236,003  
Long-Term Liabilities:                
Deferred income tax liability     239,011       331,527  
Due to related party medical practices     227,543       227,543  
Long-term debt and capital leases, less current portion     306,035       336,761  
Other liabilities     737,183       720,779  
Total Long-Term Liabilities     1,509,772       1,616,610  
Total Liabilities     16,076,474       15,852,613  

 

 

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FONAR CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

 

STOCKHOLDERS EQUITY

 

 

    June 30,
    2018   2017
Stockholders' Equity:                
Class A non-voting preferred stock $.0001 par value; 453,000 shares authorized at June 30, 2018 and 2017, 313,438 issued and outstanding at June 30, 2018 and 2017   $ 31     $ 31  
Preferred stock $.001 par value; 567,000 shares authorized at June 30, 2018 and 2017, issued and outstanding – none     —         —    
Common stock $.0001 par value; 8,500,000 shares authorized at June 30, 2018 and 2017, 6,299,154  issued at June 30, 2018 and 2017, 6,287,511 outstanding at June 30, 2018 and 2017     630       630  
Class B convertible common stock (10 votes per share) $.0001 par value; 227,000 shares authorized  at June 30, 2018 and 2017, 146 issued and outstanding at June 30, 2018 and 2017     —         —    
Class C common stock (25 votes per share) $.0001 par value; 567,000 shares authorized at June 30, 2018 and 2017, 382,513 issued and outstanding at June 30, 2018 and 2017     38       38  
Paid-in capital in excess of par value     179,131,780       179,131,780  
Accumulated deficit     (79,772,587 )     (101,003,389 )
Notes receivable from employee stockholders     (9,213 )     (16,546 )
Treasury stock, at cost – 11,643 shares of common stock at  June 30, 2018 and 2017     (675,390 )     (675,390 )
Total Fonar Corporation’s Stockholders’ Equity     98,675,289       77,437,154  
Noncontrolling interests     3,559,182       5,472,799  
Total Stockholders' Equity     102,234,471       82,909,953  
Total Liabilities and Stockholders' Equity   $ 118,310,945     $ 98,762,566  
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FONAR CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME

    For the Years Ended June 30,
    2018   2017   2016
Revenues            
Product sales – net   $ 602,541     $ 1,572,148     $ 1,276,882  
Service and repair fees – net     9,124,728       9,537,040       9,396,736  
Service and repair fees – related parties – net     110,000       110,000       110,000  
Patient fee revenue, net of contractual allowances and discounts     39,165,413       36,400,600       32,985,809  
Provision for bad debts for patient fee     (17,896,528 )     (16,171,434 )     (14,539,786 )
Management and other fees – net     41,422,958       38,361,514       36,633,230  
Management and other fees – related party medical practices – net     8,986,882       8,226,718       7,505,339  
Total Revenues – Net     81,515,994       78,036,586       73,368,210  
Costs and Expenses                        
Costs related to product sales     751,221       931,501       1,254,328  
Costs related to service and repair fees     3,212,527       2,996,736       2,148,143  
Costs related to service and repair fees – related parties     38,728       34,564       25,147  
Costs related to patient fee revenue     10,256,951       8,987,673       9,418,935  
Costs related to management and other fees     22,778,202       20,828,581       21,949,583  
Costs related to management and other fees – related party medical practices     4,913,141       4,273,370       4,074,762  
Research and development     1,755,747       1,480,670       1,631,846  
Selling, general and administrative, inclusive of compensatory element of stock issuances of $0, $2,397,276 and $2,006 for the years ended June 30, 2018, 2017 and 2016, respectively     18,125,266       19,407,411       18,509,850  
Total Costs and Expenses     61,831,783       58,940,506       59,012,594  
Income from Operations     19,684,211       19,096,080       14,355,616  
Other Income and (Expenses):                        
Interest expense     (160,074 )     28,299       (262,193 )
Investment income     262,569       193,141       224,263  
Other (expense) income – net     (4,271 )     (1,156 )     190,560  
Income before benefit for income taxes and noncontrolling interests     19,782,435       19,316,364       14,508,246  
Benefit for Income Taxes     5,669,750       4,362,434       4,287,271  
Net Income   $ 25,452,185     $ 23,678,798     $ 18,795,517  
Net Income – Noncontrolling Interests     (4,221,383 )     (4,058,177 )     (3,070,892 )
Net Income – Attributable to FONAR   $ 21,230,802     $ 19,620,621     $ 15,724,625  
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FONAR CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME (Continued)

 

    For the Years Ended June 30,
    2018   2017   2016
Net Income Available to Common Stockholders   $ 19,899,823     $ 18,390,586     $ 14,702,834  
Net Income Available to Class A Non-Voting Preferred Stockholders   $ 992,005     $ 916,769     $ 761,561  
Net Income Available to Class C Common   Stockholders   $ 338,974     $ 313,266     $ 260,230  
Basic Net Income Per Common Share Available to Common Stockholders   $ 3.16     $ 2.98     $ 2.43  
Diluted Net Income Per Common Share Available to Common Stockholders   $ 3.10     $ 2.92     $ 2.38  
Basic and Diluted Income Per Share – Class C Common   $ 0.89     $ 0.82     $ 0.68  
Weighted Average Basic Shares Outstanding – Common Stockholders     6,287,510       6,161,599       6,050,893  
Weighted Average Diluted Shares Outstanding – Common Stockholders     6,415,014       6,289,103       6,178,397  
Weighted Average Basic and Diluted Shares Outstanding – Class C Common     382,513       382,513       382,513  

 

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