0000355019 false 0000355019 2020-07-01 2021-06-30 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

UNITED STATES

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): November 15, 2021

 

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)

 

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

 Title of each class   Trading symbol(s)   Name of each exchange on which registered
Common Stock, $.0001 par value   FONR   Nasdaq Stock Exchange

 

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). [ ]

Emerging growth company [ ]

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  [ ]

 

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 Quarter ended September 30, 2021 in a press release dated November 15, 2021.

 

Exhibits:

  99.1 Press Release dated November 15, 2021.  

 

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: November 16, 2021

NEWS    
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 FIRST FISCAL QUARTER EARNINGS

· Total MRI scan volume at the HMCA-managed sites increased 11.6 % to 48,469 scans for the quarter ending September 30, 2021 versus the same quarter one year earlier. This is highest quarterly total in the Company’s history.
· Diluted Net Income per Common Share increased 53% to $0.55 for the quarter ended September 30, 2021 versus the same quarter one year earlier.
· Total Revenues-Net increased by 13% to $23.7 million for the quarter ended September 30, 2021, versus the same quarter one year earlier.
· Net Income increased 59% to $5.2 million for the quarter ended September 30, 2021, versus the same quarter one year earlier.
· Income from Operations increased 38% to $5.7 million for the quarter ended September 30, 2021, versus the same quarter one year earlier.
· Book Value Per Share increased by 7% to $20.87 per share at September 30, 2021, versus the same quarter one year earlier.
· Cash and cash equivalents and short term investments decreased 2% to $43.4 million at September 30, 2021 versus the fiscal year ended June 30, 2021.

 

MELVILLE, NEW YORK, November 15, 2021 - FONAR Corporation (NASDAQ-FONR), The Inventor of MR Scanning™, reported today financial results for the first fiscal quarter of 2022 which ended September 30, 2021. FONAR’s primary source of income is attributable to its wholly-owned diagnostic imaging management subsidiary, Health Management Company of America (HMCA). In 2009, HMCA managed 9 MRI scanners. Currently, HMCA manages 39 MRI scanners in New York and Florida.

 

Financial Results

 

Total Revenues-Net increased by 13% to $23.7 million for the first fiscal quarter ended September 30, 2021, as compared to $21.0 million for the first fiscal quarter ended September 30, 2020.

 

Total Costs and Expenses for the first fiscal quarter ended September 30, 2021 increased by 7% to $18.0 million, as compared to $16.8 million for the first fiscal quarter ended September 30, 2020.

  Page 1  

 

 FONAR CORPORATION AND SUBSIDIARIES

 

Revenues from the management of the diagnostic imaging center segment, consisting of patient fee revenue net of contractual allowances and discounts, and management and other fees of related and non-related medical practices, increased 23% to $11.7 million for the first fiscal quarter ended September 30, 2021, as compared to $9.5 million for the first fiscal quarter ended September 30, 2020.

 

Revenues from product sales and upgrades and service and repair fees for related and non-related medical parties, for the first fiscal quarter ended September 30, 2021, increased by 5% to $1.23 million, as compared to $1.17 million for the first fiscal quarter ended September 30, 2020.

 

Selling, general and administrative (S,G&A) expenses decreased 17% to $5.1 million for the first fiscal quarter ended September 30, 2021 as compared to $6.2 million for the first fiscal quarter ended September 30, 2020. This decrease in selling, general and administrative expenses was due mainly to less reserves taken on management fees.

 

Income from Operations increased 38% to $5.7 million for the first fiscal quarter ended September 30, 2021, as compared to $4.2 million for the first fiscal quarter ended September 30, 2020.

 

Net Income increased 59% to $5.2 million, for the first fiscal quarter ended September 30, 2021, as compared to $3.3 million for the fiscal quarter ended September 30, 2020.

 

Diluted Net Income per Common Share available to common shareholders increased 53% to $0.55, for the for the first fiscal quarter ended September 30, 2021, as compared to $0.36 for the quarter ended September 30, 2020.

 

The weighted average diluted shares outstanding for the first fiscal quarter ended September 30, 2021 increased 2% to 6.7 million versus 6.6 million for the first fiscal quarter ended September 30, 2020.

 

Balance Sheet Items

 

Total Cash and Cash Equivalents and Short Term Investments at September 30, 2021 decreased 2% to $43.4 million as compared to the $44.5 million at June 30, 2021.

 

Total Assets at September 30, 2021 were $188.2 million as compared to $189.5 million at June 30, 2021.

 

Total Liabilities at September 30, 2021 were $48.8 million as compared to $54.1 million at June 30, 2021.

 

The ratio of Total Assets / Total Liabilities increased 10% to 3.9 at September 30, 2021 as compared to 3.5 at June 30, 2021.

 

Total Current Assets at September 30, 2021 were $109.4 million as compared to $108.6 million at June 30, 2021.

 

  Page 2  

 

 FONAR CORPORATION AND SUBSIDIARIES

 

Total Current Liabilities at September 30, 2021 were $16.2 million as compared to $20.0 million at June 30, 2021.

 

Working Capital increased 5% to $93.1 million at September 30, 2021 as compared to $88.5 million at June 30, 2021.

 

Net Book Value per Common Share increased 7% to $20.84 at September 30, 2021 as compared to $19.48 at September 30, 2020, one year ago.

 

Cash Flow Item

 

Operating Cash Flow was $1.2 million for the first fiscal quarter ended September 30, 2021 as compared to $3.8 million for the first fiscal quarter ended September 30, 2020. Operating Cash Flow was used to reduce Other Current liabilities, resulting in a decrease from what was $1.2 million for the first fiscal quarter ended September 30, 2021 as compared to $3.8 million for the first fiscal quarter ended September 30, 2020.

 

Management Discussion

 

Timothy R. Damadian, President and CEO, said, “In the first quarter of Fiscal 2021, we were in the midst of coping with the negative impact that the COVID-19 pandemic was having on both our HMCA-managed and HMCA-owned sites. Our scan volume was 41,556, down by 11.6% in comparison to the scan volume in the corresponding quarter of the previous year. Now, one year later, I’m pleased to report that we completed a record-setting 48,469 scans in the first quarter of Fiscal 2022, a 16.6% increase in comparison to the first quarter of fiscal 2021, and a 3.1% increase in comparison to the pre-pandemic first quarter of fiscal 2020.

 

“We have several projects in progress at either existing or upcoming HMCA-managed locations. We expect to complete three projects by the end of calendar 2021: the installation of a second MRI at the Pembroke Pines, Florida site; the relocation of the 77th Street site in Uptown, Manhattan to Midtown, Manhattan; and the upgrade of one of the two MRI scanners at the White Plains, New York site. Beyond that, the installation of a new MRI facility in the Bronx, New York, is now expected to be completed in the third quarter of fiscal 2022. Finally, we are on track to establish a new facility in central Florida by the end of fiscal 2022.”

 

Mr. Damadian continued, “Once completed, these sites will significantly contribute to HMCA revenue. However, I must point out that the pandemic, as well as governmental responses to it, continue to have the opposite effect on revenue. New York State mandated that as of October 7, 2021, all workers at diagnostic centers be COVID-19-vaccinated. That of, course, applies to all 19 of the New York-based HMCA locations. Workers who refused to be vaccinated resigned, were transferred to a non-medical segment of the company, or were dismissed.

 

  Page 3  

 

 FONAR CORPORATION AND SUBSIDIARIES

 

“The mandate has been very challenging for HMCA. In our effort to replace workers who left the company, we’re searching through what has become a significantly reduced pool of qualified and vaccinated workers looking for jobs. The sites struggling with reduced staffs either cut their business hours and therefore scan fewer patients or, where possible, maintain regular business hours by paying employees who are willing to work extra hours at overtime rates.

 

“On November 5, OSHA and the Centers for Medicare and Medicaid issued their own mandates, ones that apply to both New York and Florida employees. Some states are already challenging them in court, so at this point it’s too soon to predict how much their added restrictions might further burden our business. However, in recognizing the competence and loyalty that our managers and employees displayed during the company’s return to pre-COVID-19 scan volumes, I’m confident they will meet these challenges as well,” concluded Mr. Damadian.

 

Chairman of the Board, Raymond V. Damadian, M.D., said, “It is delightful that the Company continues to prosper. Due to its present management, it has become very stable. We will continue to add more imaging centers under management as time goes on. Besides the management, another reason for this success is the superior technology of FONAR’s UPRIGHT® Multi-Position™ MRI which produces one of a kind MRI images in the weight-loaded position. These numerous weight-bearing positions include sitting, standing, as well as bending in flexion or extension. Furthermore, most patients relax throughout the scan and watch a large TV.

 

Dr. Damadian continued, “FONAR has the only MRI that has the ability to make cines (movies) of the cerebrospinal fluid (CSF) as it flows up and down the neck and around the brain in the upright, weight-loaded position. It is thanks to the UPRIGHT® MRI’s ability to scan patients in weight-bearing positions, as well as in the recumbent, non-weight-bearing position, that we are finding significant postural differences in CSF flow. These differences may provide clues that enable physicians to find solutions to their patients’ medical problems.

 

“Currently, our research is focused on quantifying CSF flow and the velocity at which it navigates through the neck and head. We’ve been able to use this quantitative CSF data collected from asymptomatic patients to identify CSF flow abnormalities in patients with symptoms. We think that further understandings of CSF flow may lead to new understanding of the role of CSF on the neurodegenerative diseases such as Multiple Sclerosis, Alzheimer's, ALS, Parkinson's, Autism, Cerebral Palsy, Huntington's and Epilepsy.”

  Page 4  

 

 FONAR CORPORATION AND SUBSIDIARIES

 

About FONAR

 

FONAR, the Inventor of MR Scanning™, located in Melville, NY, was incorporated in 1978, and is the first, oldest and most experienced MRI company in the industry. FONAR introduced the world’s first commercial MRI in 1980, and went public in 1981. FONAR’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™) and scans patients in numerous weight-bearing positions, i.e. standing, sitting, in flexion and extension, as well as 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 primary source of income and growth is attributable to its wholly-owned diagnostic imaging management subsidiary, Health Management Company of America (HMCA) www.hmca.com.

 

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 cerebro-spinal fluid (CSF) 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. The Inventor of MR Scanning™CSP™,  Multi-Position™UPRIGHT RADIOLOGY™The Proof is in the Picture™pMRI™CSF Videography™,  and Dynamic™ 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.

  Page 5  

 

 FONAR CORPORATION AND SUBSIDIARIES

 

CONDENSED CONSOLIDATED BALANCE SHEETS

(Amounts and shares in thousands, except per share amounts)

(UNAUDITED)

 

ASSETS

 

 

    September 30,
2021
  June 30,
2021
Current Assets:                
 Cash and cash equivalents   $ 43,405     $ 44,460  
 Short term investments     32       32  
 Accounts receivable – net     4,548       4,526  
 Accounts receivable - related party     102       12  
 Medical receivable – net     18,356       17,901  
 Management and other fees receivable - net     31,695       30,948  
Management and other fees receivable – related medical practices – net     7,998       7,814  
 Inventories     1,835       1,663  
 Prepaid expenses and other current assets     1,416       1,227  
 Total Current Assets     109,387       108,583  
                 
 Accounts receivable – long term     2,609       2,880  
 Deferred income tax asset     14,764       15,959  
 Property and equipment – net     21,971       21,850  
 Right-of-use Asset – operating lease     29,535       30,133  
 Right-of-use Asset – financing lease     1,077       1,127  
 Goodwill     4,269       4,269  
 Other intangible assets – net     3,957       4,038  
 Other assets     660       667  
  Total Assets   $ 188,229     $ 189,506  

 

 

  Page 6  

 

 FONAR CORPORATION AND SUBSIDIARIES

 

CONDENSED CONSOLIDATED BALANCE SHEETS

(Amounts and shares in thousands, except per share amounts)

(UNAUDITED)

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

    September 30,
2021
  June 30, 
2021
Current Liabilities:                
Current portion of long-term debt and capital leases   $ 35     $ 173  
Accounts payable     1,133       1,866  
Other current liabilities     5,990       9,162  
Unearned revenue on service contracts     4,328       4,366  
Unearned revenue on service contracts – related party     83       —    
Contract liabilities     15       15  
Operating lease liability – current portion     3,669       3,533  
Financing lease liability – current portion     205       203  
Customer deposits     789       731  
Total Current Liabilities     16,247       20,049  
                 
Long-Term Liabilities:                
Unearned revenue on service contracts     2,545       2,801  
Deferred income tax liability     238       238  
Due to related medical practices     93       93  
Operating lease liability – net of current portion     28,292       28,975  
Financing lease liability – net of current portion     997       1,049  
Long-term debt and capital leases, less current portion     190       760  
Other liabilities     155       171  
Total Long-Term Liabilities     32,510       34,087  
Total Liabilities     48,757       54,136  

 

 

  Page 7  

 

 FONAR CORPORATION AND SUBSIDIARIES

 

CONDENSED CONSOLIDATED BALANCE SHEETS

(Amounts and shares in thousands, except per share amounts)

(UNAUDITED)

 

LIABILITIES AND STOCKHOLDERS’ EQUITY (Continued)

 

    September 30, 2021   June 30,
2021
Class A non-voting preferred stock $.0001 par value; 453 shares authorized at September 30, 2021 and June 30, 2021, 313 issued and outstanding at September 30, 2021 and June 30, 2021   $ —       $ —    
Preferred stock $.001 par value; 567 shares authorized at September 30, 2021 and June 30, 2021, issued and outstanding – none     —         —    
Common Stock $.0001 par value; 8,500 shares authorized at September 30, 2021 and June 30, 2021, 6,566 issued at September 30, 2021 and June 30, 2021, 6,554 outstanding at September 30, 2021 and June 30, 2021     1       1  
Class B Common Stock (10 votes per share) $.0001 par value; 227 shares authorized at September 30, 2021 and June 30, 2021; .146 issued and outstanding at September 30, 2021 and June 30, 2021     —         —    
Class C Common Stock (25 votes per share) $.0001 par value; 567 shares authorized at September 30, 2021 and June 30, 2021, 383 issued and outstanding at September 30, 2021 and June 30, 2021     —         —    
Paid-in capital in excess of par value     185,101       185,101  
Accumulated deficit     (42,121 )     (46,008 )
Treasury stock, at cost - 12 shares of common stock at September 30, 2021 and June 30, 2021     (675 )     (675 )
Total Fonar Corporation’s Stockholders’ Equity     142,306       138,419  
Noncontrolling interests     (2,834 )     (3,049 )
Total Stockholders' Equity     139,472       135,370  
Total Liabilities and Stockholders' Equity   $ 188,229     $ 189,506  

 

 

  Page 8  

 

 FONAR CORPORATION AND SUBSIDIARIES

 CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(Amounts and shares in thousands, except per share amounts)

(UNAUDITED)

    FOR THE THREE MONTHS
ENDED SEPTEMBER 30,
REVENUES   2021   2020
Patient fee revenue – net of contractual allowances and discounts   $ 6,851     $ 5,091  
Product sales – net     148       28  
Service and repair fees – net     1,936       1,925  
Service and repair fees - related parties – net     28       28  
Management and other fees – net     11,972       11,214  
Management and other fees - related medical practices – net     2,795       2,693  
Total Revenues – Net     23,730       20,979  
COSTS AND EXPENSES                
Costs related to patient fee revenue     3,156       2,521  
Costs related to product sales     109       132  
Costs related to service and repair fees     724       626  
Costs related to service and repair fees - related parties     10       9  
Costs related to management and other fees     6,877       5,550  
Costs related to management and other fees – related medical practices     1,637       1,428  
Research and development     386       400  
Selling, general and administrative     5,090       6,163  
Total Costs and Expenses     17,989       16,829  
Income From Operations     5,741       4,150  
Other Income (Expenses)     811       (140 )
Interest Expense     (17 )     (22 )
Investment Income     63       112  
Income Before Provision for Income Taxes and Noncontrolling Interests     6,598       4,100  
Provision for Income Taxes     (1,416 )     (849 )
Net Income     5,182       3,251  
Net Income - Noncontrolling Interests     (1,295 )     (743 )
Net Income – Attributable to FONAR   $ 3,887     $ 2,508  
Net Income Available to Common Stockholders   $ 3,652     $ 2,355  
Net Income Available to Class A Non-Voting Preferred Stockholders   $ 175     $ 114  
Net Income Available to Class C Common Stockholders   $ 60     $ 39  
Basic Net Income Per Common Share Available to Common Stockholders   $ 0.56     $ 0.37  
Diluted Net Income Per Common Share Available to Common Stockholders   $ 0.55     $ 0.36  
Basic and Diluted Income Per Share – Class C Common   $ 0.16     $ 0.10  
Weighted Average Basic Shares Outstanding – Common Stockholders     6,554       6,447  
Weighted Average Diluted Shares Outstanding - Common Stockholders     6,682       6,575  
Weighted Average Basic and Diluted Shares Outstanding – Class C Common     383       383  

 

  Page 9  

 

 FONAR CORPORATION AND SUBSIDIARIES

 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Amounts and shares in thousands, except per share amounts)

(UNAUDITED)

    FOR THE THREE MONTHS
ENDED SEPTEMBER 30,
    2021   2020
Cash Flows from Operating Activities:                
Net income   $ 5,182     $ 3,251  
Adjustments to reconcile net income to net cash provided by operating activities:                
Depreciation and amortization     1,169       968  
Amortization on right-of-use assets     648       953  
Provision (Recovery) for bad debts     502       2,227  
Deferred income tax – net     1,195       849  
Abandoned patents     —         1  
Gain on forgiveness of PPP loan     (701 )     —    
(Increase) decrease in operating assets, net:                
Accounts, medical and management fee receivable(s)     (1,730 )     (4,109 )
Notes receivable     11       14  
Inventories     (172 )     (49 )
Income tax receivable     —         671  
Prepaid expenses and other current assets     (188 )     (125 )
Other assets     (4 )     —    
Increase (decrease) in operating liabilities, net:                
Accounts payable     (733 )     (117 )
Other current liabilities     (3,383 )     (36 )
Operating lease liabilities     (547 )     (796 )
Financing lease liability     (50 )     12  
Customer advances     58       58  
Other liabilities     (16 )     10  
Net cash provided by operating activities     1,241       3,782  
Cash Flows from Investing Activities:                
Purchases of property and equipment     (1,180 )     (415 )
Cost of patents     (29 )     (20 )
Net cash used in investing activities     (1,209 )     (435 )
Cash Flows from Financing Activities:                
Repayment of borrowings and capital lease obligations     (7 )     (9 )
Proceeds from debt     —         63  
 Distributions to noncontrolling interests     (1,080 )     (1,440 )
Net cash used in financing activities     (1,087 )     (1,386 )
 Net (Decrease) Increase in Cash and Cash Equivalents     (1,055 )     1,961  
Cash and Cash Equivalents - Beginning of Period     44,460       36,802  
Cash and Cash Equivalents - End of Period   $ 43,405     $ 38,763  

 

  Page 10