Investments in Unconsolidated Entities | Note C - Investments in Unconsolidated Entities [1] The Southern California Regional Gamma Knife Center During 2007, the Company, through a noncontrolling interest in joint ventures, managed the formation of the Southern California Regional Gamma Knife Center at San Antonio Regional Hospital in Upland, California (“SARH”). Corona Gamma Knife, LLC (“CGK”) was party to a 14-year agreement with SARH to renovate space in the hospital and install and operate a Leksell PERFEXION gamma knife. CGK leased the gamma knife from NeuroPartners LLC, which holds the gamma knife equipment. The center ceased operations on May 31,2023 and the Company completed the removal of the equipment in February of 2024. USNC is a 20% owner of NeuroPartners LLC and owns 39% of CGK. At December 31, 2023 and 2022, the Company’s recorded loss in investment of NeuroPartners LLC and CGK was $0. During the year ended December 31, 2023, and 2022, the Company’s equity in loss earnings of NeuroPartners LLC and CGK was $89,000 and $133,000, respectively. At December 31, 2023 and 2022, amounts due from these related parties was $0 and $7,000, respectively. The following tables present the aggregation of summarized combined financial information of NeuroPartners LLC and CGK: Neuro Partners LLC and CGK Combined Condensed Income Statement Information Years Ended December 31, 2023 2022 Patient revenue $ 376,000 $ 356,000 Net (loss) income $ 136,000 $ (252,000 ) USNC’s equity in (loss) income of Neuro Partners LLC and CGK $ (89,000 ) $ (133,000 ) Neuro Partners LLC and CGK Combined Condensed Balance Sheet Information December 31, 2023 2022 Current assets $ 294,000 $ 375,000 Noncurrent assets - 42,000 Total assets $ 294,000 $ 417,000 Current liabilities $ 372,000 $ 632,000 Noncurrent liabilities - - Equity (78,000 ) (215,000 ) Total liabilities and equity $ 294,000 $ 417,000 [2] Boca Oncology Partners During the first quarter of 2011, the Company, through the formation of a joint venture, in which it had a noncontrolling interest, 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 BOP operates. BOP occupies 6,000 square feet of the 32,000 square foot building. The Company invested $225,000 initially and had a 22.5% interest in BOP and BOPRE. In February 2014, the Company and other members sold their interests in BOP. 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. During the years ended December 31, 2018 and 2017, several investors relinquished part of their ownership interest in BOPRE, and those interests were distributed among the remaining investors in relationship to their percentages owned. During 2021 an additional member relinquished its ownership to USNC. As a result, the Company now holds a 23.1% ownership interest in BOPRE, which it accounts for under the equity method. The Company’s recorded investment in BOPRE is $189,000 and $157,000 , at December 31, 2023 and 2022, respectively. USNC was 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. In April 2020, the partners of Boca West IMP refinanced the mortgage in order to recover some of the cash that was invested before the building was completely occupied and removed USNC as a guarantor. The following tables present the summarized financial information of BOPRE: BOPRE Condensed Income Statement Information Years Ended December 31, 2023 2022 Net income $ 37,000 $ 60,000 USNC’s equity in income in BOPRE $ 9,000 $ 14,000 BOPRE Condensed Balance Sheet Information December 31, 2023 2022 Current assets $ 27,000 $ 123,000 Noncurrent assets 792,000 757,000 Total assets $ 819,000 $ 880,000 Current liabilities $ 2,000 $ - Noncurrent liabilities - - Equity 817,000 880,000 Total liabilities and equity $ 819,000 $ 880,000 [3] Medical Oncology Partners In April 2015, MOP, was formed in partnership with local physicians and other investors. MOP was established to acquire a 100% equity interest in 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 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 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 it’s 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. During the year ended December 31, 2021, the Company’s equity in loss of MOP was $231,000 but was not recorded due to prior losses. On December 31, 2022 MOP/UOMA sold their assets to One Care Oncology Partners, LLC for $2,060,000. USN Corona netted approximately $1.3 million from the proceeds for management fees to date. Because the 31st occurred on a Saturday, the funds were not received until 1/3/2023. Some funds were held in escrow until post-closing adjustments were made. During the year ended December 31, 2023, the Company paid additional expenses totaling $47,000 related to the sale of MOP/UOMA. These expenses were recorded as an advance to MOP and fully impaired. The following table presents the summarized financial information of MOP: MOP Condensed Consolidated Income Statement Information Years Ended December 31, 2023 2022 Patient revenue $ - $ - Net income $ - $ 1,547,000 USNC’s equity in loss in MOP $ - $ - MOP Condensed Consolidated Balance Sheet Information December 31, 2023 2022 Current assets $ - $ - Noncurrent assets - - Total assets $ - $ - Current liabilities $ - $ 1,075,000 Noncurrent liabilities - - Deficit - (1,075,000 ) Total liabilities and deficit $ - $ - [4] CB Oncology Partners CBOP was organized September 1, 2017, to acquire the rights of a new center in Cutler Bay, FL from Florida Oncology Partners, LLC (“FOP”) . USNC originally had a 24% equity interest in CBOP. Beginning in October of 2017, CBOP began paying the remainder of the costs associated with opening the center. CBOP had no assets at the end of 2017. The medical center opened and treated its first patient in January of 2018. In 2010, the Company formed FOP in partnership with local physicians and other investors. USNC owned a 24% interest in FOP. FOP is no longer operational and is fully dissolved. Effective November 15, 2019, FOP transferred to, and CBOP assumed, a loan with BB&T bank, that it had entered into in order to finance the purchase of equipment and build out of the new center, as well as the associated property and equipment. In addition, CBOP and BB&T agreed to a reduction in the monthly loan repayments for the next nine months, and to an extension of the term of the loan from November 2024 to July 2025. In July 2020 CBOP and BB&T agreed to a further reduction in the monthly payments for the life of the loan and an extension in the term of the loan to July of 2027. In June 2020, CBOP made a $500,000 capital call to its members. UNSC converted previously-made advances totaling $121,000 into equity in CBOP to meet its capital requirement, and other members contributed $212,000 in cash. The remaining capital contributions were not met and, as a result, the Company’s equity interest in CBOP was increased to 28.58% in June 2020. During the year ended December 31, 2023, the Company advanced $535,000, less $21,000 which was repaid by CBOP for a net receivable of $519,000. In addition, CBOP made a $200,000 capital call to its members resulting in an equity contribution from the Company of $57,000. This equity investment was fully impaired due to Equity Method accounting. During the second quarter of 2022 the Company wrote off all amounts due and accrued interest thereon, from CBOP resulting in a $919,000 loss. During the remainder of the year ended December 31, 2022, the Company advanced an additional $163,000, less $156,000 of allowances, for a net receivable of $6,000. These allowances and write-offs were recorded as losses from investments in unconsolidated entities. For the years ended December 31, 2023 and 2022, the Company’s equity in loss of CBOP was $444,000 and $ 191,000 Due to loans made to CBOP, CBOP is considered to be a variable interest entity of the Company. However, as the Company is not deemed to be the primary beneficiary of CBOP, since it does not have the power to direct the operating activities that most significantly affect CBOP’s economic performance, the entity is not consolidated, but certain disclosures are provided herein. The following table presents the summarized financial information of CBOP: CBOP Condensed Income Statement Information Years Ended December 31, 2023 2022 Patient revenue $ 1,133,000 $ 1,929,000 Net loss $ (1,471,000 ) $ (667,000 ) USNC’s equity in loss of CBOP $ (444,000 ) $ (191,000 ) CBOP Condensed Balance Sheet Information December 31, 2023 2022 Current assets $ 116,000 $ 405,000 Noncurrent assets 2,381,000 3,056,000 Total assets $ 2,497,000 $ 3,461,000 Current liabilities $ 4,150,000 $ 975,000 Noncurrent liabilities 2,882,000 5,680,000 Deficit (4,535,000 ) (3,194,000 ) Total liabilities and deficit $ 2,497,000 $ 3,461,000 |