Investment in Unconsolidated Entities | Note C - Investment in Unconsolidated Entities [1] The Southern California Regional Gamma Knife Center During 2007, the Company managed the formation of the Southern California Regional Gamma Knife Center at San Antonio Regional Hospital (“SARH”) in Upland, California. The Company participates in the ownership and operation of the center through USNC. Corona Gamma Knife, LLC (“CGK”) is party to a 14-year agreement with SARH to renovate space in the hospital and install and operate a Leksell PERFEXION gamma knife. CGK leases the gamma knife from NeuroPartners LLC, which holds the gamma knife equipment. In addition to returns on its ownership interests, USNC expects to receive fees for management services relating to the facility. USNC is a 20% owner of NeuroPartners LLC and owns 39% of CGK. USNC was a 20% guarantor on NeuroPartners LLC’s seven-year lease with respect to the gamma knife equipment and certain leasehold improvements at SARH. In February 2016, NeuroPartners LLC negotiated a new five- year lease to fund the reloading of cobalt and related construction services. The new lease of $1,663,000 includes a balance of $668,000 from the prior lease obligations. This new lease will be paid over 60 months. The first payment of $31,000 was paid on April 1, 2016 and the final payment will be due on March 1, 2021. The Company continues to be a 20% guarantor on the new lease and expects any potential obligations from this guarantee would be reduced by the recovery of the related collateral, and thus expects any exposure from this guarantee to be remote. Construction of the SARH gamma knife center was completed in December 2008 and the first patient was treated in January 2009. The project has been funded principally by outside investors. While the Company has led the effort in organizing the business and overseeing the development and operation of the SARH center, its investment to date in the SARH center has been minimal. The Company’s share of cumulative losses associated with its investment in NeuroPartners LLC and CGK has exceeded its investment. Due to the outstanding loans made to NeuroPartners LLC and CGK, NeuroPartners LLC and CGK are considered to be variable interest entities of the Company. However, as the Company is not deemed to be the primary beneficiary of NeuroPartners LLC and CGK, since it does not have the power to direct the operating activities that most significantly affect NeuroPartners LLC’s and CGK’s economic performance, these entities are not consolidated, but certain disclosures are provided herein. During the year ended December 31, 2016, the Company received $71,000 in repayments of amounts previously advanced to NeuroPartners LLC and CGK. Those repayments reduced the amount of losses incurred on prior advances to NeuroPartners LLC and CGK and are included as additional income from investments in unconsolidated entities for the year ended December 31, 2016. There were no corresponding repayments during the year ended December 31, 2015. At December 31, 2016, the Company has $68,000 of remaining advances recorded to NeuroPartners LLC and CGK. For the year ended December 31, 2016, the Company’s equity in earnings of NeuroPartners LLC and CGK was $93,000, but was not recorded due to prior losses. The following tables present the aggregation of summarized financial information of NeuroPartners LLC and CGK: Neuro Partners LLC and CGK Combined Condensed Income Statement Information Year Ended 2016 2015 Patient revenue $ 982,000 $ 912,000 Net income (loss) $ 298,000 $ (184,000 ) USNC's equity in income (loss) of Neuro Partners LLC and CGK $ 93,000 $ (84,000 ) Neuro Partners LLC and CGK Combined Condensed Balance Sheet Information December 31, 2016 2015 Current assets $ 93,000 $ 66,000 Noncurrent assets 876,000 394,000 Total assets $ 969,000 $ 460,000 Current liabilities $ 449,000 $ 1,359,000 Noncurrent liabilities 1,121,000 - Deficit (601,000 ) (899,000 ) Total liabilities and deficit $ 969,000 $ 460,000 [2] Florida Oncology Partners During the quarter ended September 30, 2010, the Company participated in the formation of Florida Oncology Partners, LLC (“FOP”) and Florida Oncology Partners RE, LLC (“FOPRE”), which operates a cancer center located in West Kendall (Miami), Florida. The center diagnoses and treats patients utilizing a Varian Rapid Arc linear accelerator and a GE CT scanner. USNC originally invested $200,000 for 20% ownership interest in FOP and FOPRE. The remaining 80% was owned by other outside investors. In January of 2015, one of the investors relinquished its ownership interest in both FOP and FOPRE, and that interest was distributed among the remaining members in relationship to their percentages owned. This distribution resulted in an increase of ownership interest for the Company of 4% in each of FOP and FOPRE. As of January 1, 2015, the Company holds a 24% ownership in both FOP and FOPRE. The center opened and treated its first patient in May 2011. During 2012 and 2013, FOP made several distributions that reduced the Company’s investment significantly. The Company’s recorded investment in FOP and FOPRE is $303,000 and $225,000 at December 31, 2016 and 2015, respectively. Amounts due from FOP and FOPRE included in due from related parties total $4,000 and $21,000 at December 31, 2016 and 2015 respectively. During 2011, Florida Oncology Partners, LLC entered into a seven year capital lease with Key Bank for approximately $5,800,000. Under the terms of the capital lease, USN agreed to guarantee a maximum of $1,433,000, approximately 25% of the original lease obligation in the event of default. USN is a guarantor jointly with most of the other members of FOP (except USNC, which is not a named guarantor). The outstanding balance on the lease obligation was $1,528,000 at December 31, 2016. The Company expects any potential liability from this guarantee to be reduced by the recoveries of the respective collateral, but has recorded a liability of $11,000 associated with this guarantee at December 31, 2016. In June 2012, FOPRE financed the purchase of the building that is occupied by FOP. The amount of the loan was $1,534,000 and was to be paid at a monthly rate of approximately $8,500 for 120 months with the final payment due on June 15, 2022. In December 2015, FOPRE sold the building, for a gain on sale of $577,000. The Company’s share of the gain was $139,000. The related mortgage was repaid upon closing of the sale. In December 2015, FOP entered into an agreement with 21 st st st The following tables present the aggregation of summarized financial information of FOP and FOPRE: FOP and FOPRE Condensed Combined Income Statement Information Year Ended 2016 2015 Patient revenue $ - $ 3,157,000 Rental Income $ 4,053,000 $ - Net income $ 2,355,000 $ 1,344,000 USNC's equity in income of FOP and FOPRE $ 571,000 $ 323,000 FOP and FOPRE Condensed Combined Balance Sheet Information December 31, 2016 2015 Current assets $ 630,000 $ 1,024,000 Noncurrent assets 1,798,000 3,066,000 Total assets $ 2,428,000 $ 4,090,000 Current liabilities $ 1,411,000 $ 1,848,000 Noncurrent liabilities 469,000 1,529,000 Equity 548,000 713,000 Total liabilities and equity $ 2,428,000 $ 4,090,000 [3] Boca Oncology Partners During the quarter ended June 30, 2011, the Company participated in the formation of Boca Oncology Partners, LLC (“BOP”), for the purpose of owning and operating a cancer center in Boca Raton, Florida. In June 2011, Boca Oncology Partners RE, LLC (“BOPRE”), an affiliated entity, purchased a 20% interest in Boca West IMP, LLC (“Boca West IMP”), owner of a medical office building in West Boca, Florida in which In January 2012, an additional investor purchased 50% of the partnership reducing the Company’s ownership to 11.25%. The Company loaned the proceeds of $56,250 back to BOP as a 5 year note at 7% interest. The remaining 88.75% was owned by other outside investors. In June 2012, BOPRE purchased an additional 3.75% of Boca West IMP from another investor bringing its total interest to 23.75%. BOPRE accounts for this investment under the cost method since it does not exercise significant influence over Boca West, IMP. Then the members of BOPRE sold 31.5% of their interests in BOPRE to a new investor. The proceeds of $28,000 were loaned to BOP and USNC’s investment in BOPRE was reduced to 15.4%. During the year ended December 31, 2016, several investors have relinquished part of their ownership interest in BOPRE, and those interests were distributed among the remaining investors in relationship to their percentages owned. As a result, the Company holds a 20.23% ownership interest in BOPRE at December 31, 2016. Due to the outstanding loans made to BOP, BOP was considered to be a variable interest entity of the Company. However, as the Company was not deemed to be the primary beneficiary of BOP, since it did not have the power to direct the operating activities that most significantly affect BOP’s economic performance; certain disclosures are required rather than consolidation. The center opened in August 2012. In February 2014, the Company and other members sold their interests in BOP. The Company’s recorded investment in BOPRE is $144,000 and $139,000 at December 31, 2016 and 2015. USNC is a 10% guarantor of 50% of the outstanding balance of Boca West IMP’s ten-year mortgage. This mortgage had an original balance of $3,000,000 and is secured by the medical office building in which BOP operates. The outstanding balance on the mortgage is $2,527,000 at December 31, 2016. Any liability from this guarantee would be mitigated by the recovery from the underlying real estate, and the Company expects its potential exposure from this guarantee to be remote. The following tables present the summarized financial information of BOPRE: BOPRE Condensed Income Statement Information Years Ended December 31, 2016 2015 Rental Income $ - $ 3,000 Net (loss) income $ (3,000 ) $ 3,000 USNC's equity in loss in BOPRE $ (1,000 ) $ - BOPRE Condensed Balance Sheet Information December 31, 2016 2015 Current assets $ 10,000 $ 40,000 Noncurrent assets 872,000 837,000 Total assets $ 882,000 $ 877,000 Current liabilities $ - $ - Noncurrent liabilities - - Equity 882,000 877,000 Total liabilities and equity $ 882,000 $ 877,000 [4] Medical Oncology Partners In April 2015 Medical Oncology Partners, LLC (“MOP”), was formed in partnership with local physicians and other investors. MOP was established to acquire a 100% equity interest in United Oncology Medical Associates of FL, LLC (“UOMA”). USNC was not a member of MOP at the time of formation as it was not able to participate due to the fact that USNC was not a physician. Nevertheless, USNC wished to eventually obtain an equity interest in MOP and loaned Dr. Jaime Lozano, the principal investor in MOP and a co-investor in FOP, $173,000. Dr. Lozano used these funds, along with an equal amount of his own funds (a total of $345,000), to purchase a 76.67% interest in MOP. Other investors paid a further $105,000 for the remaining equity in MOP. MOP used the $450,000 of financing to acquire a 100% equity of interest in UOMA. An application was filed for a waiver to allow USNC to hold an equity interest notwithstanding the physician requirement and on December 22, 2016, USNC was cleared to become a part owner of MOP. Dr. Lozano agreed to exchange half of his membership interest to USNC in settlement of the note to USNC. USNC and Dr. Lozano also agreed to share equally in providing a 5% equity interest in MOP to an additional investor as a consulting fee for services rendered in the administration of MOP and UOMA. At December 22, 2016 USNC owned 35.83% of MOP with an initial carrying value of $161,000. The Company has recorded its share of losses of $12,000 for the period from December 22, 2016 to December 31, 2016, against its investment which resulted in a reduction of its equity investment to $149,000. Due to increasing costs, continued net losses since April 2015, and reliance on related party and other debt for operating cash flows, the fair value of UOMA is less than its carrying amount. The Company tested its investment for impairment at December 31, 2016 and determined that the investment was impaired and an impairment loss was recorded against the entire equity balance in MOP, as well as loans from USN and USNC to MOP and UOMA The Company’s has recorded an impairment loss of $218,000. The following table present the summarized financial information of MOP: MOP Condensed Consolidated Income Statement Information Period from December 22. 2016 to December 31, 2016 Patient revenue $ 6,000 Net loss $ (34,000 ) USNC's equity in loss in MOP $ (12,000 ) MOP Condensed Consolidated Balance Sheet Information December 31, 2016 Current assets $ 15,000 Noncurrent assets 52,000 Total assets $ 67,000 Current liabilities $ 305,000 Noncurrent liabilities - Deficit (238,000 ) Total liabilities and deficit $ 67,000 |