Foundation Healthcare (FDNH) 10-Q 14 Aug 14 2014 Q2 Quarterly report Financial data

Document_and_Entity_Informatio

Document and Entity Information	6 Months Ended
	Jun. 30, 2014	Aug. 13, 2014
Document And Entity Information [Line Items]	'	'
Document Type	'10-Q	'
Amendment Flag	'false	'
Document Period End Date	30-Jun-14	'
Document Fiscal Year Focus	'2014	'
Document Fiscal Period Focus	'Q2	'
Trading Symbol	'FDNH	'
Entity Registrant Name	'FOUNDATION HEALTHCARE, INC.	'
Entity Central Index Key	'0001272597	'
Current Fiscal Year End Date	'--12-31	'
Entity Filer Category	'Smaller Reporting Company	'
Entity Common Stock, Shares Outstanding	'	171,323,381

Condensed_Consolidated_Balance

Condensed Consolidated Balance Sheets (Unaudited) (USD $)	Jun. 30, 2014	Dec. 31, 2013
ASSETS	'	'
Cash and cash equivalents	$1,875,669	$4,212,076
Accounts receivable, net of allowances for doubtful accounts of $2,262,790 and $4,778,915, respectively	13,045,004	12,755,642
Receivables from affiliates	938,538	848,002
Supplies inventories	1,906,963	1,931,142
Prepaid and other current assets	9,038,400	4,302,885
Current assets from discontinued operations	165,030	518,629
Total current assets	26,969,604	24,568,376
Property and equipment, net	10,780,857	12,073,986
Equity method investments in affiliates	5,804,919	5,699,093
Intangible assets, net	10,110,886	11,138,621
Goodwill	973,927	973,927
Other assets	446,274	244,598
Other assets from discontinued operations	450,529	576,228
Total assets	55,536,996	55,274,829
Liabilities:	'	'
Accounts payable	10,288,809	11,648,987
Accrued liabilities	5,829,474	4,114,915
Preferred noncontrolling interests dividends payable	193,069	195,411
Short term debt	630,478	5,664,827
Current portion of long-term debt	3,146,727	7,919,179
Other current liabilities	3,553,701	4,391,587
Current liabilities from discontinued operations	1,249,217	5,620,697
Total current liabilities	24,891,475	39,555,603
Long-term debt, net of current portion	25,511,099	10,031,732
Other liabilities	15,215,544	12,255,809
Other liabilities from discontinued operations	'	9,969
Total liabilities	65,618,118	61,853,113
Preferred noncontrolling interest	8,700,000	8,700,000
Commitments and contingencies (Note 9)	'	'
Foundation Healthcare shareholders’ deficit:	'	'
Preferred stock $0.0001 par value, 10,000,000 authorized; no shares issued and outstanding	'	'
Common stock $0.0001 par value, 500,000,000 shares authorized; 171,323,381 and 163,834,886 issued and outstanding, respectively	17,132	16,383
Paid-in capital	18,939,344	18,241,756
Accumulated deficit	-38,573,934	-35,171,315
Total Foundation Healthcare shareholders’ deficit	-19,617,458	-16,913,176
Noncontrolling interests	836,336	1,634,892
Total deficit	-18,781,122	-15,278,284
Total liabilities, preferred noncontrolling interest and shareholders’ deficit	$55,536,996	$55,274,829

Condensed_Consolidated_Balance1

Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) (USD $)	Jun. 30, 2014	Dec. 31, 2013
Accounts receivable, allowances for doubtful accounts	$2,262,790	$4,778,915
Preferred stock, par value	$0.00	$0.00
Preferred stock, authorized	10,000,000	10,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value	$0.00	$0.00
Common stock, shares authorized	500,000,000	500,000,000
Common stock, issued	171,323,381	163,834,886
Common stock, outstanding	171,323,381	163,834,886

Condensed_Consolidated_Stateme

Condensed Consolidated Statements of Operations (Unaudited) (USD $)	3 Months Ended		6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013
Net Revenues:	'	'	'	'
Patient services	$19,909,721	$18,626,077	$39,423,203	$34,486,737
Provision for doubtful accounts	-875,574	-1,090,563	-1,237,090	-1,727,414
Net patient services revenue	19,034,147	17,535,514	38,186,113	32,759,323
Management fees from affiliates	1,434,769	1,787,621	2,704,072	3,525,849
Other revenue	1,610,651	2,321,984	2,821,173	2,796,873
Revenues	22,079,567	21,645,119	43,711,358	39,082,045
Equity in earnings of affiliates	895,767	1,837,146	1,422,852	3,053,861
Operating Expenses:	'	'	'	'
Salaries and benefits	7,094,381	6,457,281	14,978,240	12,795,378
Supplies	5,693,006	5,833,285	10,634,377	10,334,225
Other operating expenses	8,925,671	8,147,336	18,154,125	15,903,357
Depreciation and amortization	1,423,384	1,229,374	2,884,301	2,346,061
Total operating expenses	23,136,442	21,667,276	46,651,043	41,379,021
Other Income (Expense):	'	'	'	'
Interest expense, net	-503,759	-556,103	-1,005,232	-1,022,772
Other income (expense)	840	-89,849	840	3,158
Net other (expense)	-502,919	-645,952	-1,004,392	-1,019,614
Income (loss) from continuing operations, before taxes	-664,027	1,169,037	-2,521,225	-262,729
Benefit for income taxes	'	'	852,005	'
Income (loss) from continuing operations, net of taxes	-664,027	1,169,037	-1,669,220	-262,729
Loss from discontinued operations, net of tax	-188,716	'	-501,038	'
Net income (loss)	-852,743	1,169,037	-2,170,258	-262,729
Less: Net income attributable to noncontrolling interests	461,301	211,944	846,223	-880,087
Net income (loss) attributable to Foundation Healthcare	-1,314,044	957,093	-3,016,481	617,358
Preferred noncontrolling interests dividends	-193,069	-318,331	-386,138	-599,207
Net income (loss) attributable to Foundation Healthcare common stock	-1,507,113	638,762	-3,402,619	18,151
Earnings per common share (basic and diluted):	'	'	'	'
Net income (loss) attributable to continuing operations attributable to Foundation Healthcare common stock	($0.01)	$0	($0.02)	$0
Loss from discontinued operations, net of tax	$0	$0	$0	$0
Basic and diluted net income (loss) per share	($0.01)	$0	($0.02)	$0
Weighted average number of common and diluted shares outstanding	171,285,897	162,523,276	169,318,636	162,523,276
Pro Forma	'	'	'	'
Other Income (Expense):	'	'	'	'
Benefit for income taxes	'	363,695	'	234,596
Net income (loss) attributable to Foundation Healthcare common stock	'	$593,398	'	($216,445)
Earnings per common share (basic and diluted):	'	'	'	'
Basic and diluted net income (loss) per share	'	$0	'	$0

Condensed_Consolidated_Stateme1

Condensed Consolidated Statements of Cash Flows (Unaudited) (USD $)	6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013
Operating activities:	'	'
Net income (loss)	($2,170,258)	($262,729)
Less: Loss from discontinued operations, net of tax	-501,038	'
Income from continuing operations	-1,669,220	-262,729
Adjustments to reconcile loss from continuing operations to net cash provided by (used in) operating activities:	'	'
Depreciation and amortization	2,884,301	2,346,061
Stock-based compensation, net of cashless vesting	698,337	'
Provision for doubtful accounts	1,237,090	1,727,414
Equity in earnings of affiliates	-1,422,852	-3,053,861
Changes in assets and liabilities -	'	'
Accounts receivable, net of provision for doubtful accounts	-1,526,452	-4,430,322
Receivables from affiliates	-90,536	-763,329
Supplies Inventories	24,179	-39,940
Prepaid and other current assets	-4,735,515	-387,398
Other assets	-201,676	'
Accounts payable	-1,360,178	-67,654
Accrued liabilities	1,714,559	3,435,092
Other current liabilities	-837,886	'
Other liabilities	2,959,735	23,272
Net cash (used in) operating activities from continuing operations	-2,326,114	-1,473,394
Net cash (used in) operating activities from discontinued operations	-330,293	'
Net cash (used in) operating activities	-2,656,407	-1,473,394
Investing activities:	'	'
Purchase of property and equipment	-563,436	-2,897,420
Distributions from affiliates	1,317,026	3,011,245
Net cash provided by (used in) investing activities from continuing operations	753,590	113,825
Net cash provided by investing activities from discontinued operations	'	'
Net cash provided by (used in) investing activities	753,590	113,825
Financing activities:	'	'
Debt proceeds	28,468,812	4,575,738
Debt payments	-22,796,246	-2,976,299
Preferred noncontrolling interests dividend	-388,481	-776,644
Distributions to noncontrolling interests	-1,644,779	-37,446
Distributions to member	'	-747,680
Net cash provided by financing activities from continuing operations	3,639,306	37,669
Net cash (used in) financing activities from discontinued operations	-4,072,896	'
Net cash provided by (used in) financing activities	-433,590	37,669
Net change in cash and cash equivalents	-2,336,407	-1,321,900
Cash and cash equivalents at beginning of period	4,212,076	3,037,067
Cash and cash equivalents at end of period	1,875,669	1,715,167
Cash Paid for Interest and Income Taxes:	'	'
Interest expense	1,162,072	957,230
Interest expense, discontinued operations	168,733	'
Income taxes, continuing operations	$1,950,000	'

Nature_of_Business

Nature of Business	6 Months Ended
	Jun. 30, 2014
Nature of Business	'
	Note 1 – Nature of Business
	Foundation Healthcare, Inc. (the “Company”) is organized under the laws of the state of Oklahoma and owns controlling and noncontrolling interests in surgical hospitals located in Texas. The Company also owns noncontrolling interests in ambulatory surgery centers (“ASCs”) located in Texas, Oklahoma, Pennsylvania, New Jersey, Maryland and Ohio. Additionally, the Company provides sleep testing management services to various rural hospitals in Iowa, Minnesota, Missouri, Nebraska and South Dakota under management contracts with the hospitals. The Company provides management services to a majority of the facilities that it has noncontrolling interests (referred to as “Affiliates”) under the terms of various management agreements.

Basis_of_Presentation

Basis of Presentation	6 Months Ended
	Jun. 30, 2014
Basis of Presentation	'
	Note 2 – Basis of Presentation
	Reverse Acquisition – On July 22, 2013, the Company acquired Foundation Surgery Affiliates, LLC (“FSA”) and FSA’s consolidated variable interest entity, Foundation Surgical Hospital Affiliates, LLC (“FSHA”) (collectively referred to as “Foundation”). For accounting purposes, the acquisition of FSA was accounted for as a reverse acquisition and as a result, the Company’s historical operating results included in the accompanying consolidated financial statements for the periods prior to July 22, 2013 represent those of FSA. The historical financial statements of FSA have been adjusted for the effect of the recapitalization that occurred as a result of the reverse acquisition.
	Going Concern and Management’s Plan – As of June 30, 2014, the Company had an accumulated deficit of $38.6 million, cash and cash equivalents of $1.9 and working capital of $2.1 million. During the six months ended June 30, 2014, the Company generated a net loss attributable to Foundation Healthcare of $3.0 million and used $2.3 million in cash flow from operating activities from continuing operations. On June 30, 2014, the Company completed a refinancing of substantially all of its outstanding indebtedness through the execution of the SNB Credit Facility. The SNB Credit Facility includes a Term Loan in the amount of $27.5 million and a Revolving Loan in the amount of $2.5 million (see Note 7 – Borrowings and Capital Lease Obligations).
	As of June 30, 2014, the Company has $2.5 million available under the Revolving Loan. Management believes that the line of credit along with the Company’s cash on hand and projected cash flow from operations will provide the Company with enough liquidity to meet its cash requirements over the next 12 months. However, if the Company’s cash flows from operations do not meet or exceed management’s projections, the Company may need to raise additional funds through debt or equity financings. These uncertainties raise substantial doubt about the Company’s ability to continue as a going concern. The consolidated financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

Summary_of_Significant_Account

Summary of Significant Accounting Policies	6 Months Ended
	Jun. 30, 2014
Summary of Significant Accounting Policies	'
	Note 3 – Summary of Significant Accounting Policies
	For a complete list of the Company’s significant accounting policies, please see the Company’s Annual Report on Form 10-K for the year ending December 31, 2013.
	Interim Financial Information – The condensed consolidated financial statements included herein are unaudited and have been prepared in accordance with generally accepted accounting principles for interim financial statements and in accordance with Regulation S-X. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America (“GAAP”) for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included. Operating results for the three months and six months ended June 30, 2014 are not necessarily indicative of results that may be expected for the year ended December 31, 2014. The consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Form 10-K for the year ended December 31, 2013. The December 31, 2013 consolidated balance sheet was derived from audited financial statements.
	Pro forma income information – Prior to July 22, 2013, FSA’s and FSHA’s member had elected to have FSA’s and FSHA’s income taxed as an S Corporation under provisions of the Internal Revenue Code and a similar section of the state income tax law. Therefore, taxable income or loss is reported to the individual member for inclusion in its tax returns and no provision for income taxes is included in the Company’s consolidated financial statements for periods prior to July 22, 2013. The pro forma income information provides an adjustment for income tax expense as if FSA and FSHA had been a C Corporation prior to July 22, 2013 at an assumed combined federal and state effective tax rate of 38%, which approximates the calculated statutory tax rates for the periods.
	Consolidation – The accompanying consolidated financial statements include the accounts of the Company and its wholly owned, majority owned and controlled subsidiaries. All significant inter-company accounts and transactions have been eliminated in consolidation.
	The Company accounts for its investments in Affiliates in which the Company exhibits significant influence, but not control, in accordance with the equity method of accounting. The Company does not consolidate its equity method investments, but rather measures them at their initial costs and then subsequently adjusts their carrying values through income for their respective shares of the earnings or losses during the period. The Company monitors its investments for other-than-temporary impairment by considering factors such as current economic and market conditions and the operating performance of the companies and records reductions in carrying values when necessary.
	Use of estimates – The preparation of financial statements in conformity with generally accepted accounting principles requires management of the Company to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates.
	Revenue recognition and accounts receivable – The Company recognizes revenues in the period in which services are performed. Accounts receivable primarily consist of amounts due from third-party payors and patients. The Company’s ability to collect outstanding receivables is critical to its results of operations and cash flows. Amounts the Company receives for treatment of patients covered by governmental programs such as Medicare and Medicaid and other third-party payors such as health maintenance organizations, preferred provider organizations and other private insurers are generally less than the Company’s established billing rates. Additionally, to provide for accounts receivable that could become uncollectible in the future, the Company establishes an allowance for doubtful accounts to reduce the carrying value of such receivables to their estimated net realizable value. Accordingly, the revenues and accounts receivable reported in the Company’s consolidated financial statements are recorded at the net amount expected to be received.
	Contractual Discounts and Cost Report Settlements – The Company derives a significant portion of its revenues from Medicare, Medicaid and other payors that receive discounts from its established billing rates. The Company must estimate the total amount of these discounts to prepare its consolidated financial statements. The Medicare and Medicaid regulations and various managed care contracts under which these discounts must be calculated are complex and are subject to interpretation and adjustment. The Company estimates the allowance for contractual discounts on a payor-specific basis given its interpretation of the applicable regulations or contract terms. These interpretations sometimes result in payments that differ from the Company’s estimates. Additionally, updated regulations and contract renegotiations occur frequently, necessitating regular review and assessment of the estimation process by management. Changes in estimates related to the allowance for contractual discounts affect revenues reported in the Company’s accompanying consolidated statements of operations.
	Cost report settlements under reimbursement agreements with Medicare, Medicaid and Tricare are estimated and recorded in the period the related services are rendered and are adjusted in future periods as final settlements are determined. There is a reasonable possibility that recorded estimates will change by a material amount in the near term. The estimated net cost report settlements due to the Company were $521,555 and $235,000 as of June 30, 2014 and December 31, 2013 respectively, and are included in prepaid and other current assets in the accompanying consolidated balance sheets. We adjusted our cost report estimate by $286,555 during the six months ended June 30, 2014 based on our final filed cost report for 2013 and an estimate of the 2014 cost report.  The Company’s management believes that adequate provisions have been made for adjustments that may result from final determination of amounts earned under these programs.
	Laws and regulations governing Medicare and Medicaid programs are complex and subject to interpretation. The Company believes that it is in compliance with all applicable laws and regulations and is not aware of any pending or threatened investigations involving allegations of potential wrongdoing that would have a material effect on the Company’s financial statements. Compliance with such laws and regulations can be subject to future government review and interpretation as well as significant regulatory action including fines, penalties and exclusion from the Medicare and Medicaid programs.
	Provision and Allowance for Doubtful Accounts – To provide for accounts receivable that could become uncollectible in the future, the Company establishes an allowance for doubtful accounts to reduce the carrying value of such receivables to their estimated net realizable value. The primary uncertainty lies with uninsured patient receivables and deductibles, co-payments or other amounts due from individual patients.
	The Company has an established process to determine the adequacy of the allowance for doubtful accounts that relies on a number of analytical tools and benchmarks to arrive at a reasonable allowance. No single statistic or measurement determines the adequacy of the allowance for doubtful accounts. Some of the analytical tools that the Company utilizes include, but are not limited to, the aging of accounts receivable, historical cash collection experience, revenue trends by payor classification, revenue days in accounts receivable, the status of claims submitted to third party payors, reason codes for declined claims and an assessment of the Company’s ability to address the issue and resubmit the claim and whether a patient is on a payment plan and making payments consistent with that plan. Accounts receivable are written off after collection efforts have been followed in accordance with the Company’s policies. During the Company’s normal quarterly review process at March 31, 2014, management determined that a portion of the accounts receivable related to personal injury cases at our FSH SA location had grown to a level requiring it to be analyzed as a distinct payor category. Based on the historical cash collection experience and other analytical measures as noted above, the allowance for doubtful accounts related to the personal injury cases was lowered by $1.0 million.
	Due to the nature of the healthcare industry and the reimbursement environment in which the Company operates, certain estimates are required to record net revenues and accounts receivable at their net realizable values at the time products or services are provided. Inherent in these estimates is the risk that they will have to be revised or updated as additional information becomes available, which could have a material impact on the Company’s operating results and cash flows in subsequent periods. Specifically, the complexity of many third-party billing arrangements and the uncertainty of reimbursement amounts for certain services from certain payors may result in adjustments to amounts originally recorded.
	The patient and their third party insurance provider typically share in the payment for the Company’s products and services. The amount patients are responsible for includes co-payments, deductibles, and amounts not covered due to the provider being out-of-network. Due to uncertainties surrounding deductible levels and the number of out-of-network patients, the Company is not certain of the full amount of patient responsibility at the time of service. The Company estimates amounts due from patients prior to service and generally collects those amounts prior to service. Remaining amounts due from patients are then billed following completion of service.
	The activity in the allowance for doubtful accounts for the six months ending June 30, 2014 follows:
		2014
	Balance at beginning of period	$	4,778,915
	Provisions recognized as reduction in revenues		1,237,090
	Write-offs, net of recoveries		(3,753,215	)
	Balance at end of period	$	2,262,790
	Cash and cash equivalents – The Company considers all highly liquid temporary cash investments with an original maturity of three months or less to be cash equivalents. Certificates of deposit with original maturities of more than three months are also considered cash equivalents if there are no restrictions on withdrawing funds from the account.
	Restricted Cash – As of June 30, 2014 and December 31, 2013, the Company had restricted cash of approximately $3.4 million and $0.7 million respectively, included in prepaid and other current assets in the accompanying consolidated balance sheets.  The restricted cash at June 30, 2014 is related to the SNB Credit Facility (see Note 7 – Borrowings and Capital Lease Obligations) and represents the proceeds from the Term Loan that were not utilized as of June 30, 2014 to retire existing debt (“SNB Restricted Cash”).  The SNB Restricted Cash can be utilized to complete the payoff of the remaining indebtedness of the Company and to pay federal and state income taxes.  Use of the SNB Restricted Cash must be approved by Bank SNB.  The restricted cash at December 31, 2013 was pledged as collateral against debt that was paid-off from the proceeds of the SNB Credit Facility.
	Goodwill and Intangible Assets – The Company evaluates goodwill for impairment at least on an annual basis and more frequently if certain indicators are encountered. Goodwill is to be tested at the reporting unit level, defined as an ASC or hospital (referred to as a component), with the fair value of the reporting unit being compared to its carrying amount, including goodwill. If the fair value of a reporting unit exceeds its carrying amount, goodwill of the reporting unit is not considered to be impaired. The Company will complete its annual impairment test in December 2014.
	Intangible assets other than goodwill which include physician membership interests, service contracts and covenants not to compete are amortized over their estimated useful lives using the straight line method. The remaining lives range from five to ten years. The Company evaluates the recoverability of identifiable intangible asset whenever events or changes in circumstances indicate that an intangible asset’s carrying amount may not be recoverable.
	Net income (loss) per share – Basic net income (loss) per share is computed by dividing net income (loss) by the weighted average number of common shares outstanding for the period. Diluted loss per share reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted during the period. Dilutive securities having an anti-dilutive effect on diluted loss per share are excluded from the calculation.
	Recently Adopted and Recently Issued Accounting Guidance
	Adopted Guidance
	In February 2013, the FASB issued changes to the accounting for obligations resulting from joint and several liability arrangements. These changes require an entity to measure such obligations for which the total amount of the obligation is fixed at the reporting date as the sum of (i) the amount the reporting entity agreed to pay on the basis of its arrangement among its co-obligors, and (ii) any additional amount the reporting entity expects to pay on behalf of its co-obligors. An entity will also be required to disclose the nature and amount of the obligation as well as other information about those obligations. Examples of obligations subject to these requirements are debt arrangements and settled litigation and judicial rulings. These changes become effective for the Company on January 1, 2014. Management has determined that the adoption of these changes did not have an impact on the Company’s consolidated financial statements, as the Company does not currently have any such arrangements.
	In July 2013, the FASB issued changes to the presentation of an unrecognized tax benefit when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists. These changes require an entity to present an unrecognized tax benefit as a liability in the financial statements if (i) a net operating loss carryforward, a similar tax loss, or a tax credit carryforward is not available at the reporting date under the tax law of the applicable jurisdiction to settle any additional income taxes that would result from the disallowance of a tax position, or (ii) the tax law of the applicable jurisdiction does not require the entity to use, and the entity does not intend to use, the deferred tax asset to settle any additional income taxes that would result from the disallowance of a tax position. Otherwise, an unrecognized tax benefit is required to be presented in the financial statements as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryforward. Previously, there was diversity in practice as no explicit guidance existed. These changes become effective for the Company on January 1, 2014. Management has determined that the adoption of these changes did not have a significant impact on the Company’s consolidated financial statements.
	Issued Guidance
	In April 2014, the FASB issued changes to the reporting of discontinued operations and disclosures of disposals of components of an entity. The amendments change the criteria for reporting discontinued operations while enhancing disclosures in this area. Under the new guidance, only disposals representing a strategic shift in operations should be presented as discontinued operations. Additionally, the new guidance requires expanded disclosures about discontinued operations that will provide financial statement users with more information about the assets, liabilities, income and expenses of discontinued operations. The amendments are effective prospectively for all disposals (or classifications as held for sale) of components of an entity, and for all businesses that, on acquisition, are classified as held for sale that occur within annual periods beginning on or after December 15, 2014, and interim periods within those years. The Company is currently evaluating the new guidance to determine the impact it may have to its consolidated financial statements.
	In May 2014, the FASB issued changes to the recognition of revenue from contracts with customers. These changes created a comprehensive framework for all entities in all industries to apply in the determination of when to recognize revenue, and, therefore, supersede virtually all existing revenue recognition requirements and guidance. This framework is expected to result in less complex guidance in application while providing a consistent and comparable methodology for revenue recognition. The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To achieve this principle, an entity should apply the following steps: (i) identify the contract(s) with a customer, (ii) identify the performance obligations in the contract(s), (iii) determine the transaction price, (iv) allocate the transaction price to the performance obligations in the contract(s), and (v) recognize revenue when, or as, the entity satisfies a performance obligation. These changes become effective for the Company on January 1, 2017. Management is currently evaluating the potential impact of these changes on the Company’s consolidated financial statements.

Reverse_Acquisition

Reverse Acquisition	6 Months Ended
	Jun. 30, 2014
Reverse Acquisition	'
	Note 4 – Reverse Acquisition
	On July 22, 2013, the Company acquired FSA and FSA’s consolidated variable interest entity, FSHA, from Foundation Healthcare Affiliates, LLC (“FHA”) pursuant to an Amended and Restated Membership Purchase Agreement (the “Purchase Agreement”). Pursuant to the Purchase Agreement, the Company (i) issued to FHA 114,500,000 shares of its common stock, (ii) issued to FHA a demand promissory note in the principal amount of $2.0 million, and (iii) assumed certain liabilities and obligations of FHA totaling approximately $2.0 million.
	For accounting purposes, the acquisition of FSA was accounted for as a reverse acquisition and as a result, the Company’s historical operating results included in the accompanying condensed consolidated financial statements for the periods prior to July 22, 2013 represent those of FSA. The historical financial statements of FSA have been adjusted for the effect of the recapitalization that occurred as a result of the reverse acquisition.
	The acquisition of Foundation was based on management’s belief that Foundation’s acquisition and development strategy and operating model will enable the Company to grow by taking advantage of highly-fragmented markets, an increasing demand for short stay surgery and a need by physicians to forge strategic alliances to meet the needs of the evolving healthcare landscape while also shaping the clinical environments in which they practice.
	Simultaneous with and subject to the reverse acquisition, the Company issued 13,333,333 shares of common stock to purchase a $6.0 million participation in the credit facility owed by the Company to Arvest Bank (see Note 5 – Discontinued Operations for more information) and 17,970,295 shares of common stock to Mr. Roy T. Oliver, one of our greater than 5% shareholders and affiliates, for full satisfaction of debt owed to Mr. Oliver totaling $8,136,390. Since the completion of the reverse acquisition was subject to these transactions, they have been recorded as part of the reverse acquisition.
	Since FSA is deemed to be the accounting acquirer, the reverse acquisition was recorded by allocating the purchase price of the acquisition to the assets acquired, including intangible assets and liabilities assumed, from the legacy business of Graymark Healthcare, Inc. (“Graymark”), based on their estimated fair values at the acquisition date. The excess of the cost of the acquisitions over the net amounts assigned to the estimated fair value of the assets acquired, net of liabilities assumed, was recorded as goodwill, none of which is anticipated to be tax deductible.
	The fair value of the total consideration issued in the reverse acquisition amounted to $17.4 million and included $13.4 million for the issuance of the Company’s common stock to FHA, Arvest Bank and Mr. Oliver, $2.0 million for the promissory note issued to FHA and $2.0 million for the debt obligations and liabilities assumed from FHA.
	The final purchase allocation for the reverse acquisition is presented in the table below:
		Graymark
	Assets acquired
	Cash and cash equivalents	$	68,170
	Accounts receivable		249,333
	Current assets from discontinued operations		1,360,143
	Other current assets		198,976
	Total current assets		1,876,622
	Property and equipment		1,389,169
	Intangible assets		2,733,000
	Goodwill		21,864,781
	Other assets		252,528
	Other assets from discontinued operations		1,224,140
	Total assets acquired	$	29,340,240
	Liabilities assumed
	Accounts payable and accrued liabilities	$	2,899,823
	Short term debt		2,000,000
	Current portion of long term debt		714,711
	Current liabilities from discontinued operations		7,375,521
	Total current liabilities		12,990,055
	Long term debt		742,385
	Other liabilities		305,969
	Other liabilities from discontinued operations		1,362,957
	Total liabilities assumed		15,401,366
	Net assets acquired	$	13,938,874
	During the six months ended June 30, 2013, the Company incurred $138,542 in expenses related to the reverse acquisition. The expenses incurred related primarily to legal fees related to the Purchase Agreement and structure of the transaction and professional fees related to the audits of the 2012 and 2011 consolidated financial statements of FSA.
	The amounts of acquisition revenues and earnings included in the Company’s consolidated statements of operations for the six months ended June 30, 2014, and the revenue and earnings of the combined entity had the reverse acquisition date for Graymark been January 1, 2013 are as follows:
										Attributable to Foundation
		Revenue		Loss From			Net Loss			Net Loss			Net Loss
				Continuing									Per Share
				Operations
	Actual:
	From 1/1/2014 to 6/30/2014	$	1,036,089	$	(2,633,975	)	$	(2,909,171	)	$	(2,909,171	)	$	(0.02	)
	Supplemental Pro Forma:
	From 1/1/2013 to 6/30/2013	$	44,993,767	$	(5,959,633	)	$	(4,606,396	)	$	(3,594,748	)	$	(0.21	)
	The pro forma information is presented for informational purposes only and is not necessarily indicative of the results of operations that actually would have been achieved had the acquisition been consummated as of that time, nor is it intended to be a projection of future results.

Discontinued_Operations

Discontinued Operations	6 Months Ended
	Jun. 30, 2014
Discontinued Operations	'
	Note 5 – Discontinued Operations
	Prior to the reverse acquisition, Graymark committed to a plan to divest of or close certain sleep diagnostic and sleep therapy locations. The decision was based on a combination of the financial performance of the facilities and the shift in focus to the business model of Foundation. As a result of the pending closure or sale of these locations, the related assets, liabilities, results of operations and cash flows were classified as discontinued operations which were acquired by the Company in the reverse acquisition.
	Under the plan, from July 2013 to October 2013, the Company closed or sold 24 sleep diagnostic locations including both IDTF and contracted locations in Georgia, Iowa, Kansas, Missouri, Nevada, Oklahoma and Texas and 5 sleep therapy locations in Iowa, Kansas, Nevada, Oklahoma and Texas.
	As part of the reverse acquisition, the Company acquired the special charge liability of $475,570 related to the estimated closing costs resulting from the plan to sell or close the sleep diagnostic and therapy locations. For the six month period ended June 30, 2014, the activity in the acquired accruals for restructuring charges established for lease termination costs were as follows:
			Lease Termination Cost
	Balance at December 31, 2013		$	78,235
	Adjustments			139,940
	Cash Payments			(20,575	)
	Balance at June 30, 2014		$	197,600
	Adjustments to the special charge liability include changes to estimated settlements or other changes to the liabilities. Additional charges or adjustments may be recorded in future periods dependent upon the Company’s ability to sub-lease or otherwise mitigate future lease costs at closed facilities.
	The operating results of the discontinued sleep diagnostic and therapy locations and the Company’s other discontinued operations for the six month period ended June 30, 2014 are summarized below:
			2014
	Revenue		$	123,728
	Net loss before taxes			(692,462	)
	Income tax benefit			191,424
	Net loss from discontinued operations, net of tax		$	(501,038	)
	The balance sheet items for discontinued operations are summarized below:
		June 30,				December 31,
		2014				2013
	Cash and cash equivalents	$	—			$	49,252
	Accounts receivable, net of allowances		—				222,943
	Inventories		—				1,893
	Other current assets		165,030				244,541
	Total current assets		165,030				518,629
	Fixed assets, net		300,529				426,228
	Other assets		150,000				150,000
	Total non-current assets		450,529				576,228
	Total assets	$	615,559			$	1,094,857
	Payables and accrued liabilities	$	1,249,217			$	1,557,771
	Short-term debt		—				3,994,932
	Current portion of long-term debt		—				67,994
	Total current liabilities		1,249,217				5,620,697
	Long-term debt, net of current portion		—				9,969
	Total liabilities	$	1,249,217			$	5,630,666
	The Company’s borrowings and capital lease obligations included in discontinued operations are as follows:
		June 30,				December 31,
		2014				2013
	Short-term Debt
	Arvest bank	$	—			$	3,994,932
	Long-term Debt
	Sleep center notes payable		—				28,723
	Equipment capital leases		—				49,389
	Total		—				78,112
	Less: Current portion of long term debt		—				(68,143	)
	Long-term debt	$	—			$	9,969
	On June 30, 2014, the Company completed a refinancing of substantially all its outstanding indebtedness through the execution of the SNB Credit Facility.  The SNB Credit Facility includes a Term Loan in the amount of $27.5 million and a Revolving Loan in the amount of $2.5 million (see Note 7 – Borrowings and Capital Lease Obligations).  A portion of the proceeds from the Term Loan were used to refinance the full amount of the Company’s indebtedness previously included in discontinued operations.

Goodwill_and_Other_Intangibles

Goodwill and Other Intangibles	6 Months Ended
	Jun. 30, 2014
Goodwill and Other Intangibles	'
	Note 6 – Goodwill and Other Intangibles
	Changes in the carrying amount of goodwill are as follows:
		Gross				Accumulated				Net
		Amount				Impairment				Carrying
						Loss				Value
	31-Dec-13	$	23,019,309			$	(22,045,382	)		$	973,927
	30-Jun-14	$	23,019,309			$	(22,045,382	)		$	973,927
	Goodwill and intangible assets with indefinite lives must be tested for impairment at least once a year. Carrying values are compared with fair values, and when the carrying value exceeds the fair value, the carrying value of the impaired asset is reduced to its fair value. The Company tests goodwill for impairment on an annual basis in the fourth quarter or more frequently if management believes indicators of impairment exist. The performance of the test involves a two-step process. The first step of the impairment test involves comparing the fair values of the applicable reporting units with their aggregate carrying values, including goodwill. The Company generally determines the fair value of its reporting units using the income approach methodology of valuation that includes the discounted cash flow method as well as other generally accepted valuation methodologies. If the carrying amount of a reporting unit exceeds the reporting unit’s fair value, the Company performs the second step of the goodwill impairment test to determine the amount of impairment loss. The second step of the goodwill impairment test involves comparing the implied fair value of the affected reporting unit’s goodwill with the carrying value of that goodwill.
	The goodwill associated with the reverse acquisition was $21.9 million. The Company then determined the projected cash flows from the continuing operations of the legacy Graymark business were not sufficient to support the recorded goodwill. The Company evaluated the fair value of the goodwill subsequent to the reverse acquisition and determined the acquired goodwill was fully-impaired.
	Changes in the carrying amount of intangible assets during the six months ended June 30, 2014 were as follows:
		Carrying				Accumulated
		Amount				Amortization				Net
	31-Dec-13	$	14,524,500			$	(3,385,879	)		$	11,138,621
	Amortization		—				(1,027,735	)			(1,027,735	)
	30-Jun-14	$	14,524,500			$	(4,413,614	)		$	10,110,886
	Intangible assets as of June 30, 2014 and December 31, 2013 include the following:
				30-Jun-14										December 31,
		Useful		Carrying				Accumulated						2013
		Life (Years)		Value				Amortization				Net		Net
	Management fee contracts	8-Jun		$	3,498,500			$	(1,952,472	)		$	1,546,028	$	1,763,463
	Non-compete	5			2,027,000				(646,444	)			1,380,556		1,583,256
	Physician memberships	7			6,468,000				(1,540,000	)			4,928,000		5,390,000
	Trade Name	5			381,000				(71,882	)			309,118		347,218
	Service Contracts	10			2,150,000				(202,816	)			1,947,184		2,054,684
				$	14,524,500			$	(4,413,614	)		$	10,110,886	$	11,138,621
	Amortization expense for the three months ended June 30, 2014 and 2013 was $513,868 and $446,218 respectively. Amortization expense for the six months ended June 30, 2014 and 2013 was $1,027,735 and $896,960 respectively. Amortization expense for the next five years related to these intangible assets is expected to be as follows:
	Twelve months ended June 30,
	2015	$	2,055,474
	2016		2,055,474
	2017		2,055,474
	2018		1,618,673
	2019		1,145,607
	Thereafter		1,180,184

Borrowings_and_Capital_Lease_O

Borrowings and Capital Lease Obligations	6 Months Ended
	Jun. 30, 2014
Borrowings and Capital Lease Obligations	'
	Note 7 – Borrowings and Capital Lease Obligations
	The Company’s short-term debt obligations are as follows:
		Rate (1)			June 30,			December 31,
					2014			2013
	Note payable - Legacy				$	—		$	2,814,027
	Note payable - S&H leasing					—			1,865,600
	Note payable - working capital					—			800,000
	Insurance premium financings	3.9 - 4.8%				583,663			101,135
	Note payable - Medicare cost report		10.10%			46,815			84,065
	Short-term debt				$	630,478		$	5,664,827
	-1	Effective rate as of June 30, 2014
	The Company’s long-term debt and capital lease obligations are as follows:
		Rate (1)				Maturity	June 30,			December 31,
						Date	2014			2013
	Senior Lender:
	Note payable			4.40%		Jul. 2021	$	27,500,000		$	—
	Other Lenders:
	Line of credit							—			896,000
	Notes payable - working capital							—			3,715,088
	Note payable - equity investments							—			3,270,427
	Note payable - management agreements							—			640,466
	Note payable - assumption							—			146,857
	Note payable - preferred interest redemption							—			5,100,000
	Note payable - settlements		5.25 - 5.75%			Apr. 2016 -		232,787			1,189,725
						Jan. 2018
	Note payable - THE		4.6 - 8.0%			Jan. 2015 -		233,252			311,149
						Feb. 2016
	Notes payable - physician partners							—			103,604
	Notes payable - acquisition			6.00%		Dec. 2014 -		78,355			99,610
						Oct. 2015
	Capital Lease Obligations			5.5 - 9.1%				613,432			2,477,985
	Total							28,657,826			17,950,911
	Less: Current portion of long-term debt							(3,146,727	)		(7,919,179	)
	Long-term debt						$	25,511,099		$	10,031,732
	-1	Effective rate as of June 30, 2014
	SNB Credit Facility
	Effective June 30, 2014, we entered into a Loan Agreement with Bank SNB, National Association, and Texas Capital Bank, together referred to as Lenders and collectively the agreement is referred to as the SNB Credit Facility.  The SNB Credit Facility was used to consolidate substantially all of our and our subsidiaries’ debt in the principal amount of $27.5 million, which we refer to as the Term Loan, and provides for an additional revolving loan in the amount of $2.5 million, which we refer to as the Revolving Loan. As of June 30, 2014 we have not drawn funds from the Revolving Loan.  We have also entered into a number of ancillary agreements in connection with the SNB Credit Facility, including deposit account control agreements, subsidiary guarantees, security agreements and promissory notes.
	Maturity Dates.  The Term Loan matures on June 30, 2021 and the Revolving Loan matures on June 30, 2016.
	Interest Rates.  The interest rate for the Term Loan and Revolving Loan is 30-day LIBOR plus the Applicable Margins based on our Senior Debt Ratio, as defined.  The Applicable Margins are as follows:
		Applicable Margin
	Senior Debt Ratio	Revolving Loan	Term Loan
	≥ 2.5x	3.75%	4.25%
	< 2.5x, but ≥ 2.0x	3.25%	3.75%
	< 2.0 x	2.75%	3.25%
	The Applicable Margins are established at 3.75% for the Revolving Loan and 4.25% for the Term Loan through December 31, 2014.  Subsequent to December 31, 2014, the Applicable Margins will be adjusted on a quarterly basis based on our senior debt ratio.
	The Senior Debt Ratio is calculated by dividing all of our indebtedness, including capital leases, which is secured by a lien or security interest in any of our assets by our EBITDA for the preceding four fiscal quarters.  EBITDA is defined in the SNB Credit Facility as our net income calculated before interest expense, provision for income taxes, depreciation and amortization expenses, stock compensation, gains arising from the write-up of assets, extraordinary gains and any one-time expenses approved by Bank SNB.
	Interest and Principal Payments.  We are required to make quarterly payments of principal and interest on the Term Loan.  The first four quarterly payments on the Term Loan will be $875,000 plus all accrued and unpaid interest.  Each subsequent quarterly payment will be $1,000,000 plus all accrued and unpaid interest.  We are required to make quarterly payments on the Revolving Loan equal to the accrued and unpaid interest.  All unpaid principal and interest on the Term Loan and Revolving Loan must be paid on the respective maturity dates of June 30, 2021 and June 30, 2016.
	Permitted Acquisitions.  We must obtain the Lenders approval for any acquisition, merger or consolidation in which the consideration paid for the acquisition, merger or consolidation is in excess of $1 million or for any acquisition, merger or consolidation in which the target entity’s operating income for the preceding 12 month period is less than zero.
	Mandatory Prepayments.  If we sell any assets in excess of $100,000 or collectively sell any assets in a 12 month period in excess of $100,000, we must make a prepayment equal to the net proceeds of the asset sale(s).  If we receive proceeds from a debt or equity offering that is not used for a permitted acquisition over a 12 month period following the offering or for repayment of our preferred noncontrolling interests, we must make a prepayment equal to the net proceeds of the debt or equity offering.  Subsequent to the completion of our annual audited financial statements, we must make a prepayment equal to 30% of our Excess Cash Flow which is defined as the amount of EBITDA (as defined in the SNB Credit Facility) for the fiscal year that exceeds the sum of debt service payments plus capital expenditures plus cash payments for federal, state and local income taxes, plus distributions made by our Equity Owned Hospitals to persons other than us.
	Voluntary Prepayments.  We may prepay amounts under the Term Loan at any time provided that we are required to pay a prepayment penalty of 2% of the amount prepaid if payment is made prior to the first anniversary, 1.5% if the prepayment is made after the first anniversary but prior to the second anniversary and 1% if the prepayment is made after the second anniversary but prior to the maturity date.  We may prepay amounts under the Revolving Loan at any time without penalty.
	Guaranties.  Each of our direct or indirect wholly-owned subsidiaries jointly and severally and unconditionally guaranty payment of our obligations owed to Lenders.
	Financial Covenants:
	Senior Debt Ratio.  We must maintain a Senior Debt Ratio not in excess of 3.00 to 1.00 as of the end of each fiscal quarter beginning with the quarter ending September 30, 2014.
	Senior Debt Service Coverage Ratio.  We must maintain a Senior Debt Service Coverage Ratio of not less than 1.30 to 1.00 as of the end of each fiscal quarter beginning with the quarter ending September 30, 2014. The Senior Debt Service Coverage ratio is the ratio of EBITDA (as defined in the SNB Credit Facility) for the preceding four fiscal quarters minus cash payments for federal, state and local taxes, minus capital expenditures to our debt service payments for the same period.
	Adjusted Senior Debt Service Coverage Ratio.  We must maintain an Adjusted Senior Debt Service Coverage Ratio of not less than 1.05 to 1.00 as of the end of each fiscal quarter beginning with the quarter ending September 30, 2014. The Adjusted Senior Debt Service Coverage Ratio is the ratio of EBITDA (as defined in the SNB Credit Facility) for the preceding four fiscal quarters minus cash payments for federal, state and local taxes, minus capital expenditures, plus distributions made to our preferred noncontrolling interest holders, plus distributions made by our Equity Owned Hospitals to persons other than us to our debt service payments for the same period.
	Minimum EBITDA.  We must have EBITDA of not less than $2 million for the fiscal quarter ended on June 30, 2014. The Company’s EBITDA adjusted for certain onetime expenses, which were approved by Bank SNB, was in excess of $2 million.
	Annualized EBITDA.  Until June 30, 2015 and for purposes of calculating compliance with the financial covenants in SNB Credit Facility, EBITDA shall be determined by annualizing EBITDA for the fiscal quarter ending on September 30, 2014 and each quarter that has elapsed thereafter.
	Restrictions on Indebtedness.  We and our Equity Owned Hospitals are not allowed to create any indebtedness other than indebtedness for the purchase of fixed assets not exceeding $500,000 in any fiscal year, trade payables incurred in the ordinary course of business and not past due, contingent obligations and unsecured indebtedness not exceeding $100,000 in the aggregate at any time outstanding.
	Use of Proceeds.  All proceeds of the Term Loan were used solely for the refinancing of existing indebtedness.  The proceeds of the Revolving Loan will be used for working capital.
	Collateral.  Payment and performance of our obligations under the SNB Credit Facility are secured in general by all of our assets.
	Defaults and Remedies.  In addition to the general defaults of failure to perform our obligations under the Loan Agreement, events of default also include the occurrence of a change in control, as defined, and the loss of our Medicare or Medicaid certification, collateral casualties, entry of a judgment of $150,000 or more, failure of first liens on collateral and the termination of any of our management agreements that represent more than 10% of our management fees for the preceding 18 month period.  In the event of a monetary default, all of our obligations due under the SNB Credit Facility shall become immediately due and payable.  In the event of a non-monetary default, we have 10 days or in some cases three days to cure before Bank SNB has the right to declare our obligations due under the SNB Credit Facility immediately due and payable.
	At June 30, 2014, future maturities of long-term debt were as follows:
	Twelve months ended June 30:
2015	$	3,146,727
2016		4,226,915
2017		4,209,171
2018		4,052,562
2019		4,022,451
Thereafter		9,000,000

Preferred_Noncontrolling_Inter

Preferred Noncontrolling Interests	6 Months Ended
	Jun. 30, 2014
Preferred Stock [Text Block]	'
	Note 8 – Preferred Noncontrolling Interests
	During 2013, the Company’s wholly-owned subsidiary, Foundation Health Enterprises, LLC (“FHE”) completed a private placement offering of $9,135,000. The offering was comprised of 87 units (“FHE Unit” or “preferred noncontrolling interest”). Each FHE Unit was offered at $105,000 and entitled the purchaser to one (1) Class B membership interest in FHE, valued at $100,000, and 10,000 shares of the Company’s common stock, valued at $5,000. The total consideration of $9,135,000 was comprised of $8,700,000 attributable to the preferred noncontrolling interest and $435,000 attributable to the 870,000 shares of the Company’s common stock.
	The FHE Units provide for a cumulative preferred annual return of 9% on the amount allocated to the Class B membership interests. The FHE Units will be redeemed by FHE in four annual installments beginning in July 2014. The first three installments shall be in the amount of $10,000 per FHE Unit and the fourth installment will be in the amount of the unreturned capital contribution and any undistributed preferred distributions. The FHE Units are convertible at the election of the holder at any time prior to the complete redemption into restricted common shares of the Company at a conversion price of $2.00 per share. Since the FHE Units have a redemption feature and a conversion feature which the Company determined to be substantive, the preferred noncontrolling interests has been recorded at the mezzanine level in the accompanying consolidated balance sheets and the corresponding dividends are recorded as a reduction of accumulated deficit.

Commitments_and_Contingencies

Commitments and Contingencies	6 Months Ended
	Jun. 30, 2014
Commitments and Contingencies	'
	Note 9 – Commitments and Contingencies
	Legal claims – The Company is exposed to asserted and unasserted legal claims encountered in the normal course of business, including claims for damages for personal injuries, medical malpractice, breach of contracts, wrongful restriction of or interference with physicians’ staff privileges and employment related claims. In certain of these actions, plaintiffs request payment for damages, including punitive damages that may not be covered by insurance. Management believes that the ultimate resolution of these matters will not have a material adverse effect on the operating results or the financial position of the Company. There were no settlement expenses during the six months ended June 30, 2014 and 2013 related to the Company’s ongoing unasserted legal claims.
	Self-insurance – Effective January 1, 2014, the Company began using a combination of insurance and self-insurance for employee-related healthcare benefits. The self-insurance liability is determined actuarially, based on the actual claims filed and an estimate of incurred but not reported claims. Self-insurance reserves as of June 30, 2014 were $484,764 and are included in accrued liabilities in the accompanying consolidated balance sheets.

Fair_Value_Measurements

Fair Value Measurements	6 Months Ended
	Jun. 30, 2014
Fair Value Measurements	'
	Note 10 – Fair Value Measurements
	Fair value is the price that would be received from the sale of an asset or paid to transfer a liability (i.e., an exit price) in the principal or most advantageous market in an orderly transaction between market participants. In determining fair value, the accounting standards established a three-level hierarchy that distinguishes between (i) market data obtained or developed from independent sources (i.e., observable data inputs) and (ii) a reporting entity’s own data and assumptions that market participants would use in pricing an asset or liability (i.e., unobservable data inputs). Financial assets and financial liabilities measured and reported at fair value are classified in one of the following categories, in order of priority of observability and objectivity of pricing inputs:
	·	Level 1 – Fair value based on quoted prices in active markets for identical assets or liabilities.
	·	Level 2 – Fair value based on significant directly observable data (other than Level 1 quoted prices) or significant indirectly observable data through corroboration with observable market data. Inputs would normally be (i) quoted prices in active markets for similar assets or liabilities, (ii) quoted prices in inactive markets for identical or similar assets or liabilities or (iii) information derived from or corroborated by observable market data.
	·	Level 3 – Fair value based on prices or valuation techniques that require significant unobservable data inputs. Inputs would normally be a reporting entity’s own data and judgments about assumptions that market participants would use in pricing the asset or liability.
	The fair value measurement level for an asset or liability is based on the lowest level of any input that is significant to the fair value measurement. Valuation techniques should maximize the use of observable inputs and minimize the use of unobservable inputs.
	Recurring Fair Value Measurements: The carrying value of the Company’s financial assets and financial liabilities is their cost, which may differ from fair value. The carrying value of cash held as demand deposits, money market and certificates of deposit, accounts receivable, short-term borrowings, accounts payable and accrued liabilities approximated their fair value. At June 30, 2014, the fair value of the Company’s long-term debt, including the current portion was determined to be approximately equal to its carrying value.
	Nonrecurring Fair Value Measurements: During the six months ended June 30, 2014, the Company did not have any assets or liabilities recorded using nonrecurring fair value measurements.

Real_Estate_Transaction

Real Estate Transaction	6 Months Ended
	Jun. 30, 2014
Real Estate Transaction	'
	Note 11 – Real Estate Transaction
	On March 1, 2014, the Company executed a 15 year master lease on the building occupied by the Company’s hospital subsidiary in San Antonio, Texas for an annual rent of $2.3 million with annual escalations of 3%. The current lease income on the underlying sub-lease is approximately $2.1 million per year which includes the rent paid by FBH SA. The master lease is an operating lease. In conjunction with the master lease and certain other agreements with the landlord, the Company received $4.1 million at the time of the lease. Given the disparity between the annual rent expense under the master lease and the rental income of the underlying sub-lease, the cash received at the execution of the lease was deferred and will be recorded on a straight-line basis as a reduction in the rent expense under the master lease.

Related_Party_Transactions

Related Party Transactions	6 Months Ended
	Jun. 30, 2014
Related Party Transactions	'
	Note 12 – Related Party Transactions
	Effective June 1, 2014, the Company’s hospital subsidiary located in El Paso, Texas entered into a sublease agreement with The New Sleep Lab International, Ltd., referred to as New Sleep. New Sleep is controlled by Dr. Robert Moreno, one of our Directors. The sublease with New Sleep calls for monthly rent payments of $8,767 and the sublease expires on November 30, 2018. The space subleased from New Sleep will be sublet to physician partners and casual uses of our hospital and is located in a building that also houses one of our imaging facilities. During the six months ended June 30, 2014, the Company incurred approximately $8,767 in lease expense under the terms of the lease.
	As of June 30, 2014, the Company had $0.9 million on deposit at Valliance Bank. Valliance Bank is controlled by Mr. Roy T. Oliver, one of our greater than 5% shareholders and affiliates. In addition, the Company was obligated to Valliance Bank under certain notes payable totaling $5.9 million at December 31, 2013. On June 30, 2014, the notes were paid in full from the proceeds of the SNB Credit facility.  The interest rates on the notes ranged from 5% to 10%. A non-controlling interest in Valliance Bank is held by Mr. Joseph Harroz, Jr., a director of the Company. Mr. Stanton Nelson, the Company’s Chief Executive Officer and Mr. Harroz also serve as directors of Valliance Bank.
	In October 2013, the Company completed a private placement offering $9,135,000 (see Note 8 – Preferred Noncontrolling Interests for additional information). The offering was comprised of 87 FHE Units. Each FHE Unit was offered at $105,000 and entitled the purchaser to one (1) Class B membership interest in FHE, valued at $100,000, and 10,000 shares of the Company’s common stock, valued at $5,000. Mr. Stanton Nelson, the Company’s chief executive officer, purchased 5 FHE units for $525,000.
	The Company occupies office space subject to a lease agreement with City Place, LLC (“City Place”). Under the lease agreement, the Company pays monthly rent of $17,970 until June 30, 2014; $0.00 from July 1, 2014 to January 31, 2015 and $17,970 from February 1, 2015 to March 31, 2017 plus additional payments for allocable basic expenses of City Place; the lease expires on March 31, 2017. A non-controlling interest in City Place is held by Roy T. Oliver, one of the Company’s greater than 5% shareholders and affiliates. During the six months ended June 30, 2014, the Company incurred approximately $47,000 in lease expense under the terms of the lease.
	As of June 30, 2014 and December 31, 2013, the Company has obligations of $1.4 million that are owed to FHA and certain real estate subsidiaries and affiliates of FHA related to transactions that occurred prior to the Foundation acquisition in July 2013. The amounts owed to FHA and FHA affiliates are included in other liabilities on the accompanying consolidated balance sheets.
	The Company has entered into agreements with certain of its Affiliate ASCs and hospitals to provide management services. As compensation for these services, the surgery centers and hospitals are charged management fees which are either fixed or are based on a percentage of the Affiliates cash collected or the Affiliates net revenue. The percentages range from 2.25% to 6.0%.

Subsequent_Events

Subsequent Events	6 Months Ended
	Jun. 30, 2014
Subsequent Events	'
	Note 13 – Subsequent Events
	Management evaluated all activity of the Company and concluded that no material subsequent events have occurred that would require recognition in the consolidated financial statements or disclosure in the notes to the consolidated financial statements, except as noted below:
	During July 2014, the Company utilized approximately $0.5 million of the SNB Restricted Cash to complete the payoff of certain indebtedness that was outstanding at June 30, 2014.

Summary_of_Significant_Account1

Summary of Significant Accounting Policies (Policies)	6 Months Ended
	Jun. 30, 2014
Interim Financial Information	'
	Interim Financial Information – The condensed consolidated financial statements included herein are unaudited and have been prepared in accordance with generally accepted accounting principles for interim financial statements and in accordance with Regulation S-X. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America (“GAAP”) for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included. Operating results for the three months and six months ended June 30, 2014 are not necessarily indicative of results that may be expected for the year ended December 31, 2014. The consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Form 10-K for the year ended December 31, 2013. The December 31, 2013 consolidated balance sheet was derived from audited financial statements.
Pro forma income information	'
	Pro forma income information – Prior to July 22, 2013, FSA’s and FSHA’s member had elected to have FSA’s and FSHA’s income taxed as an S Corporation under provisions of the Internal Revenue Code and a similar section of the state income tax law. Therefore, taxable income or loss is reported to the individual member for inclusion in its tax returns and no provision for income taxes is included in the Company’s consolidated financial statements for periods prior to July 22, 2013. The pro forma income information provides an adjustment for income tax expense as if FSA and FSHA had been a C Corporation prior to July 22, 2013 at an assumed combined federal and state effective tax rate of 38%, which approximates the calculated statutory tax rates for the periods.
Consolidation	'
	Consolidation – The accompanying consolidated financial statements include the accounts of the Company and its wholly owned, majority owned and controlled subsidiaries. All significant inter-company accounts and transactions have been eliminated in consolidation.
	The Company accounts for its investments in Affiliates in which the Company exhibits significant influence, but not control, in accordance with the equity method of accounting. The Company does not consolidate its equity method investments, but rather measures them at their initial costs and then subsequently adjusts their carrying values through income for their respective shares of the earnings or losses during the period. The Company monitors its investments for other-than-temporary impairment by considering factors such as current economic and market conditions and the operating performance of the companies and records reductions in carrying values when necessary.
Use of estimates	'
	Use of estimates – The preparation of financial statements in conformity with generally accepted accounting principles requires management of the Company to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates.
Revenue recognition and accounts receivable	'
	Revenue recognition and accounts receivable – The Company recognizes revenues in the period in which services are performed. Accounts receivable primarily consist of amounts due from third-party payors and patients. The Company’s ability to collect outstanding receivables is critical to its results of operations and cash flows. Amounts the Company receives for treatment of patients covered by governmental programs such as Medicare and Medicaid and other third-party payors such as health maintenance organizations, preferred provider organizations and other private insurers are generally less than the Company’s established billing rates. Additionally, to provide for accounts receivable that could become uncollectible in the future, the Company establishes an allowance for doubtful accounts to reduce the carrying value of such receivables to their estimated net realizable value. Accordingly, the revenues and accounts receivable reported in the Company’s consolidated financial statements are recorded at the net amount expected to be received.
Contractual Discounts and Cost Report Settlements	'
	Contractual Discounts and Cost Report Settlements – The Company derives a significant portion of its revenues from Medicare, Medicaid and other payors that receive discounts from its established billing rates. The Company must estimate the total amount of these discounts to prepare its consolidated financial statements. The Medicare and Medicaid regulations and various managed care contracts under which these discounts must be calculated are complex and are subject to interpretation and adjustment. The Company estimates the allowance for contractual discounts on a payor-specific basis given its interpretation of the applicable regulations or contract terms. These interpretations sometimes result in payments that differ from the Company’s estimates. Additionally, updated regulations and contract renegotiations occur frequently, necessitating regular review and assessment of the estimation process by management. Changes in estimates related to the allowance for contractual discounts affect revenues reported in the Company’s accompanying consolidated statements of operations.
	Cost report settlements under reimbursement agreements with Medicare, Medicaid and Tricare are estimated and recorded in the period the related services are rendered and are adjusted in future periods as final settlements are determined. There is a reasonable possibility that recorded estimates will change by a material amount in the near term. The estimated net cost report settlements due to the Company were $521,555 and $235,000 as of June 30, 2014 and December 31, 2013 respectively, and are included in prepaid and other current assets in the accompanying consolidated balance sheets. We adjusted our cost report estimate by $286,555 during the six months ended June 30, 2014 based on our final filed cost report for 2013 and an estimate of the 2014 cost report.  The Company’s management believes that adequate provisions have been made for adjustments that may result from final determination of amounts earned under these programs.
	Laws and regulations governing Medicare and Medicaid programs are complex and subject to interpretation. The Company believes that it is in compliance with all applicable laws and regulations and is not aware of any pending or threatened investigations involving allegations of potential wrongdoing that would have a material effect on the Company’s financial statements. Compliance with such laws and regulations can be subject to future government review and interpretation as well as significant regulatory action including fines, penalties and exclusion from the Medicare and Medicaid programs.
Provision and Allowance for Doubtful Accounts	'
	Provision and Allowance for Doubtful Accounts – To provide for accounts receivable that could become uncollectible in the future, the Company establishes an allowance for doubtful accounts to reduce the carrying value of such receivables to their estimated net realizable value. The primary uncertainty lies with uninsured patient receivables and deductibles, co-payments or other amounts due from individual patients.
	The Company has an established process to determine the adequacy of the allowance for doubtful accounts that relies on a number of analytical tools and benchmarks to arrive at a reasonable allowance. No single statistic or measurement determines the adequacy of the allowance for doubtful accounts. Some of the analytical tools that the Company utilizes include, but are not limited to, the aging of accounts receivable, historical cash collection experience, revenue trends by payor classification, revenue days in accounts receivable, the status of claims submitted to third party payors, reason codes for declined claims and an assessment of the Company’s ability to address the issue and resubmit the claim and whether a patient is on a payment plan and making payments consistent with that plan. Accounts receivable are written off after collection efforts have been followed in accordance with the Company’s policies. During the Company’s normal quarterly review process at March 31, 2014, management determined that a portion of the accounts receivable related to personal injury cases at our FSH SA location had grown to a level requiring it to be analyzed as a distinct payor category. Based on the historical cash collection experience and other analytical measures as noted above, the allowance for doubtful accounts related to the personal injury cases was lowered by $1.0 million.
	Due to the nature of the healthcare industry and the reimbursement environment in which the Company operates, certain estimates are required to record net revenues and accounts receivable at their net realizable values at the time products or services are provided. Inherent in these estimates is the risk that they will have to be revised or updated as additional information becomes available, which could have a material impact on the Company’s operating results and cash flows in subsequent periods. Specifically, the complexity of many third-party billing arrangements and the uncertainty of reimbursement amounts for certain services from certain payors may result in adjustments to amounts originally recorded.
	The patient and their third party insurance provider typically share in the payment for the Company’s products and services. The amount patients are responsible for includes co-payments, deductibles, and amounts not covered due to the provider being out-of-network. Due to uncertainties surrounding deductible levels and the number of out-of-network patients, the Company is not certain of the full amount of patient responsibility at the time of service. The Company estimates amounts due from patients prior to service and generally collects those amounts prior to service. Remaining amounts due from patients are then billed following completion of service.
	The activity in the allowance for doubtful accounts for the six months ending June 30, 2014 follows:
		2014
	Balance at beginning of period	$	4,778,915
	Provisions recognized as reduction in revenues		1,237,090
	Write-offs, net of recoveries		(3,753,215	)
	Balance at end of period	$	2,262,790
Cash and cash equivalents	'
	Cash and cash equivalents – The Company considers all highly liquid temporary cash investments with an original maturity of three months or less to be cash equivalents. Certificates of deposit with original maturities of more than three months are also considered cash equivalents if there are no restrictions on withdrawing funds from the account.
Restricted Cash	'
	Restricted Cash – As of June 30, 2014 and December 31, 2013, the Company had restricted cash of approximately $3.4 million and $0.7 million respectively, included in prepaid and other current assets in the accompanying consolidated balance sheets.  The restricted cash at June 30, 2014 is related to the SNB Credit Facility (see Note 7 – Borrowings and Capital Lease Obligations) and represents the proceeds from the Term Loan that were not utilized as of June 30, 2014 to retire existing debt (“SNB Restricted Cash”).  The SNB Restricted Cash can be utilized to complete the payoff of the remaining indebtedness of the Company and to pay federal and state income taxes.  Use of the SNB Restricted Cash must be approved by Bank SNB.  The restricted cash at December 31, 2013 was pledged as collateral against debt that was paid-off from the proceeds of the SNB Credit Facility.
Goodwill and Intangible Assets	'
	Goodwill and Intangible Assets – The Company evaluates goodwill for impairment at least on an annual basis and more frequently if certain indicators are encountered. Goodwill is to be tested at the reporting unit level, defined as an ASC or hospital (referred to as a component), with the fair value of the reporting unit being compared to its carrying amount, including goodwill. If the fair value of a reporting unit exceeds its carrying amount, goodwill of the reporting unit is not considered to be impaired. The Company will complete its annual impairment test in December 2014.
	Intangible assets other than goodwill which include physician membership interests, service contracts and covenants not to compete are amortized over their estimated useful lives using the straight line method. The remaining lives range from five to ten years. The Company evaluates the recoverability of identifiable intangible asset whenever events or changes in circumstances indicate that an intangible asset’s carrying amount may not be recoverable.
Net income (loss) per share	'
	Net income (loss) per share – Basic net income (loss) per share is computed by dividing net income (loss) by the weighted average number of common shares outstanding for the period. Diluted loss per share reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted during the period. Dilutive securities having an anti-dilutive effect on diluted loss per share are excluded from the calculation.
Recently Adopted and Recently Issued Accounting Guidance	'
	Recently Adopted and Recently Issued Accounting Guidance
	Adopted Guidance
	In February 2013, the FASB issued changes to the accounting for obligations resulting from joint and several liability arrangements. These changes require an entity to measure such obligations for which the total amount of the obligation is fixed at the reporting date as the sum of (i) the amount the reporting entity agreed to pay on the basis of its arrangement among its co-obligors, and (ii) any additional amount the reporting entity expects to pay on behalf of its co-obligors. An entity will also be required to disclose the nature and amount of the obligation as well as other information about those obligations. Examples of obligations subject to these requirements are debt arrangements and settled litigation and judicial rulings. These changes become effective for the Company on January 1, 2014. Management has determined that the adoption of these changes did not have an impact on the Company’s consolidated financial statements, as the Company does not currently have any such arrangements.
	In July 2013, the FASB issued changes to the presentation of an unrecognized tax benefit when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists. These changes require an entity to present an unrecognized tax benefit as a liability in the financial statements if (i) a net operating loss carryforward, a similar tax loss, or a tax credit carryforward is not available at the reporting date under the tax law of the applicable jurisdiction to settle any additional income taxes that would result from the disallowance of a tax position, or (ii) the tax law of the applicable jurisdiction does not require the entity to use, and the entity does not intend to use, the deferred tax asset to settle any additional income taxes that would result from the disallowance of a tax position. Otherwise, an unrecognized tax benefit is required to be presented in the financial statements as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryforward. Previously, there was diversity in practice as no explicit guidance existed. These changes become effective for the Company on January 1, 2014. Management has determined that the adoption of these changes did not have a significant impact on the Company’s consolidated financial statements.
	Issued Guidance
	In April 2014, the FASB issued changes to the reporting of discontinued operations and disclosures of disposals of components of an entity. The amendments change the criteria for reporting discontinued operations while enhancing disclosures in this area. Under the new guidance, only disposals representing a strategic shift in operations should be presented as discontinued operations. Additionally, the new guidance requires expanded disclosures about discontinued operations that will provide financial statement users with more information about the assets, liabilities, income and expenses of discontinued operations. The amendments are effective prospectively for all disposals (or classifications as held for sale) of components of an entity, and for all businesses that, on acquisition, are classified as held for sale that occur within annual periods beginning on or after December 15, 2014, and interim periods within those years. The Company is currently evaluating the new guidance to determine the impact it may have to its consolidated financial statements.
	In May 2014, the FASB issued changes to the recognition of revenue from contracts with customers. These changes created a comprehensive framework for all entities in all industries to apply in the determination of when to recognize revenue, and, therefore, supersede virtually all existing revenue recognition requirements and guidance. This framework is expected to result in less complex guidance in application while providing a consistent and comparable methodology for revenue recognition. The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To achieve this principle, an entity should apply the following steps: (i) identify the contract(s) with a customer, (ii) identify the performance obligations in the contract(s), (iii) determine the transaction price, (iv) allocate the transaction price to the performance obligations in the contract(s), and (v) recognize revenue when, or as, the entity satisfies a performance obligation. These changes become effective for the Company on January 1, 2017. Management is currently evaluating the potential impact of these changes on the Company’s consolidated financial statements.

Summary_of_Significant_Account2

Summary of Significant Accounting Policies (Tables)	6 Months Ended
	Jun. 30, 2014
Allowance for Doubtful Accounts	'
	The activity in the allowance for doubtful accounts for the six months ending June 30, 2014 follows:
		2014
	Balance at beginning of period	$	4,778,915
	Provisions recognized as reduction in revenues		1,237,090
	Write-offs, net of recoveries		(3,753,215	)
	Balance at end of period	$	2,262,790

Reverse_Acquisition_Tables

Reverse Acquisition (Tables)	6 Months Ended
	Jun. 30, 2014
Final Purchase Allocation for Reverse Acquisition	'
	The final purchase allocation for the reverse acquisition is presented in the table below:
		Graymark
	Assets acquired
	Cash and cash equivalents	$	68,170
	Accounts receivable		249,333
	Current assets from discontinued operations		1,360,143
	Other current assets		198,976
	Total current assets		1,876,622
	Property and equipment		1,389,169
	Intangible assets		2,733,000
	Goodwill		21,864,781
	Other assets		252,528
	Other assets from discontinued operations		1,224,140
	Total assets acquired	$	29,340,240
	Liabilities assumed
	Accounts payable and accrued liabilities	$	2,899,823
	Short term debt		2,000,000
	Current portion of long term debt		714,711
	Current liabilities from discontinued operations		7,375,521
	Total current liabilities		12,990,055
	Long term debt		742,385
	Other liabilities		305,969
	Other liabilities from discontinued operations		1,362,957
	Total liabilities assumed		15,401,366
	Net assets acquired	$	13,938,874
Acquisition Revenue and Earnings of Combined Entity Reverse Acquisition	'
	The amounts of acquisition revenues and earnings included in the Company’s consolidated statements of operations for the six months ended June 30, 2014, and the revenue and earnings of the combined entity had the reverse acquisition date for Graymark been January 1, 2013 are as follows:
										Attributable to Foundation
		Revenue		Loss From			Net Loss			Net Loss			Net Loss
				Continuing									Per Share
				Operations
	Actual:
	From 1/1/2014 to 6/30/2014	$	1,036,089	$	(2,633,975	)	$	(2,909,171	)	$	(2,909,171	)	$	(0.02	)
	Supplemental Pro Forma:
	From 1/1/2013 to 6/30/2013	$	44,993,767	$	(5,959,633	)	$	(4,606,396	)	$	(3,594,748	)	$	(0.21	)

Discontinued_Operations_Tables

Discontinued Operations (Tables)	6 Months Ended
	Jun. 30, 2014
Activity in Acquired Accruals for Restructuring Charges Established for Lease Termination Costs	'
	For the six month period ended June 30, 2014, the activity in the acquired accruals for restructuring charges established for lease termination costs were as follows:
			Lease Termination Cost
	Balance at December 31, 2013		$	78,235
	Adjustments			139,940
	Cash Payments			(20,575	)
	Balance at June 30, 2014		$	197,600
Operating Results and Balance Sheet Items of Discontinued Operations	'
	The operating results of the discontinued sleep diagnostic and therapy locations and the Company’s other discontinued operations for the six month period ended June 30, 2014 are summarized below:
			2014
	Revenue		$	123,728
	Net loss before taxes			(692,462	)
	Income tax benefit			191,424
	Net loss from discontinued operations, net of tax		$	(501,038	)
	The balance sheet items for discontinued operations are summarized below:
		June 30,				December 31,
		2014				2013
	Cash and cash equivalents	$	—			$	49,252
	Accounts receivable, net of allowances		—				222,943
	Inventories		—				1,893
	Other current assets		165,030				244,541
	Total current assets		165,030				518,629
	Fixed assets, net		300,529				426,228
	Other assets		150,000				150,000
	Total non-current assets		450,529				576,228
	Total assets	$	615,559			$	1,094,857
	Payables and accrued liabilities	$	1,249,217			$	1,557,771
	Short-term debt		—				3,994,932
	Current portion of long-term debt		—				67,994
	Total current liabilities		1,249,217				5,620,697
	Long-term debt, net of current portion		—				9,969
	Total liabilities	$	1,249,217			$	5,630,666
Schedule of Borrowings and Capital Lease Obligations	'
	The Company’s borrowings and capital lease obligations included in discontinued operations are as follows:
		June 30,				December 31,
		2014				2013
	Short-term Debt
	Arvest bank	$	—			$	3,994,932
	Long-term Debt
	Sleep center notes payable		—				28,723
	Equipment capital leases		—				49,389
	Total		—				78,112
	Less: Current portion of long term debt		—				(68,143	)
	Long-term debt	$	—			$	9,969

Goodwill_and_Other_Intangibles1

Goodwill and Other Intangibles (Tables)	6 Months Ended
	Jun. 30, 2014
Changes in Carrying Amount of Goodwill	'
	Changes in the carrying amount of goodwill are as follows:
		Gross				Accumulated				Net
		Amount				Impairment				Carrying
						Loss				Value
	31-Dec-13	$	23,019,309			$	(22,045,382	)		$	973,927
	30-Jun-14	$	23,019,309			$	(22,045,382	)		$	973,927
Changes in Carrying Amount of Intangible Assets	'
	Changes in the carrying amount of intangible assets during the six months ended June 30, 2014 were as follows:
		Carrying				Accumulated
		Amount				Amortization				Net
	31-Dec-13	$	14,524,500			$	(3,385,879	)		$	11,138,621
	Amortization		—				(1,027,735	)			(1,027,735	)
	30-Jun-14	$	14,524,500			$	(4,413,614	)		$	10,110,886
Intangible Assets	'
	Intangible assets as of June 30, 2014 and December 31, 2013 include the following:
				30-Jun-14										December 31,
		Useful		Carrying				Accumulated						2013
		Life (Years)		Value				Amortization				Net		Net
	Management fee contracts	8-Jun		$	3,498,500			$	(1,952,472	)		$	1,546,028	$	1,763,463
	Non-compete	5			2,027,000				(646,444	)			1,380,556		1,583,256
	Physician memberships	7			6,468,000				(1,540,000	)			4,928,000		5,390,000
	Trade Name	5			381,000				(71,882	)			309,118		347,218
	Service Contracts	10			2,150,000				(202,816	)			1,947,184		2,054,684
				$	14,524,500			$	(4,413,614	)		$	10,110,886	$	11,138,621
Amortization Expense for Next Five Years Related to Intangible Assets	'
	Amortization expense for the next five years related to these intangible assets is expected to be as follows:
	Twelve months ended June 30,
	2015	$	2,055,474
	2016		2,055,474
	2017		2,055,474
	2018		1,618,673
	2019		1,145,607
	Thereafter		1,180,184

Borrowings_and_Capital_Lease_O1

Borrowings and Capital Lease Obligations (Tables)	6 Months Ended
	Jun. 30, 2014
Schedule of Short-Term Debt Obligations	'
	The Company’s short-term debt obligations are as follows:
		Rate (1)			June 30,				December 31,
					2014				2013
	Note payable - Legacy				$	—			$	2,814,027
	Note payable - S&H leasing					—				1,865,600
	Note payable - working capital					—				800,000
	Insurance premium financings	3.9 - 4.8%				583,663				101,135
	Note payable - Medicare cost report		10.10%			46,815				84,065
	Short-term debt				$	630,478			$	5,664,827
	-1	Effective rate as of June 30, 2014
Schedule of Borrowings and Capital Lease Obligations	'
	The Company’s borrowings and capital lease obligations included in discontinued operations are as follows:
		June 30,			December 31,
		2014			2013
	Short-term Debt
	Arvest bank	$	—		$	3,994,932
	Long-term Debt
	Sleep center notes payable		—			28,723
	Equipment capital leases		—			49,389
	Total		—			78,112
	Less: Current portion of long term debt		—			(68,143	)
	Long-term debt	$	—		$	9,969
Schedule of Applicable Margins Rate	'
	The Applicable Margins are as follows:
		Applicable Margin
	Senior Debt Ratio	Revolving Loan	Term Loan
	≥ 2.5x	3.75%	4.25%
	< 2.5x, but ≥ 2.0x	3.25%	3.75%
	< 2.0 x	2.75%	3.25%
Schedule of Future Maturities of Long-Term Debt	'
	At June 30, 2014, future maturities of long-term debt were as follows:
	Twelve months ended June 30:
	2015	$	3,146,727
	2016		4,226,915
	2017		4,209,171
	2018		4,052,562
	2019		4,022,451
	Thereafter		9,000,000
Continuing Operations	'
Schedule of Borrowings and Capital Lease Obligations	'
	The Company’s long-term debt and capital lease obligations are as follows:
		Rate (1)				Maturity		June 30,			December 31,
						Date		2014			2013
	Senior Lender:
	Note payable			4.40%		Jul. 2021		$	27,500,000		$	—
	Other Lenders:
	Line of credit								—			896,000
	Notes payable - working capital								—			3,715,088
	Note payable - equity investments								—			3,270,427
	Note payable - management agreements								—			640,466
	Note payable - assumption								—			146,857
	Note payable - preferred interest redemption								—			5,100,000
	Note payable - settlements		5.25 - 5.75%			Apr. 2016 -			232,787			1,189,725
						Jan. 2018
	Note payable - THE		4.6 - 8.0%			Jan. 2015 -			233,252			311,149
						Feb. 2016
	Notes payable - physician partners								—			103,604
	Notes payable - acquisition			6.00%		Dec. 2014 -			78,355			99,610
						Oct. 2015
	Capital Lease Obligations			5.5 - 9.1%					613,432			2,477,985
	Total								28,657,826			17,950,911
	Less: Current portion of long-term debt								(3,146,727	)		(7,919,179	)
	Long-term debt							$	25,511,099		$	10,031,732
	-1	Effective rate as of June 30, 2014

Basis_of_Presentation_Addition

Basis of Presentation - Additional Information (Detail) (USD $)	3 Months Ended		6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013	Dec. 31, 2013	Dec. 31, 2012
Basis Of Presentation [Line Items]	'	'	'	'	'	'
Accumulated deficit	($38,573,934)	'	($38,573,934)	'	($35,171,315)	'
Cash and cash equivalents	1,875,669	1,715,167	1,875,669	1,715,167	4,212,076	3,037,067
Working capital	2,100,000	'	2,100,000	'	'	'
Net income (loss) attributable to Foundation Healthcare	-1,314,044	957,093	-3,016,481	617,358	'	'
Cash flow from operating activities from continuing operations	'	'	-2,326,114	-1,473,394	'	'
Long term debt	28,657,826	'	28,657,826	'	17,950,911	'
Term Loan	'	'	'	'	'	'
Basis Of Presentation [Line Items]	'	'	'	'	'	'
Long term debt	27,500,000	'	27,500,000	'	'	'
Revolving Loan	'	'	'	'	'	'
Basis Of Presentation [Line Items]	'	'	'	'	'	'
Revolving loan	$2,500,000	'	$2,500,000	'	'	'

Summary_of_Significant_Account3

Summary of Significant Accounting Policies - Additional Information (Detail) (USD $)	0 Months Ended	3 Months Ended	6 Months Ended
	Jul. 22, 2013	Mar. 31, 2014	Jun. 30, 2014	Jun. 30, 2014	Jun. 30, 2014	Jun. 30, 2014	Dec. 31, 2013	Jun. 30, 2014
				Minimum	Maximum	Prepaid and Other Current Assets	Prepaid and Other Current Assets	Prepaid and Other Current Assets
								SNB Credit Facility
Summary Of Significant Accounting Policies [Line Items]	'	'	'	'	'	'	'	'
Federal and state effective tax rate	38.00%	'	'	'	'	'	'	'
Adjustments for cost report settlements	'	'	$286,555	'	'	'	'	'
Cost settlements adjustment amount	'	'	'	'	'	521,555	235,000	'
Decrease in allowance for doubtful accounts related to personal injury cases	'	1,000,000	'	'	'	'	'	'
Restricted Cash	'	'	'	'	'	'	$700,000	$3,400,000
Estimated useful lives	'	'	'	'5 years	'10 years	'	'	'

Allowance_for_Doubtful_Account

Allowance for Doubtful Accounts (Detail) (USD $)	6 Months Ended
	Jun. 30, 2014
Allowance for Doubtful Accounts Receivable [Roll Forward]	'
Balance at beginning of period	$4,778,915
Provisions recognized as reduction in revenues	1,237,090
Write-offs, net of recoveries	-3,753,215
Balance at end of period	$2,262,790

Reverse_Acquisition_Additional

Reverse Acquisition - Additional Information (Detail) (USD $)	0 Months Ended
	Jul. 22, 2013	Jun. 30, 2014	Dec. 31, 2013	Jun. 30, 2013
Business Acquisition [Line Items]	'	'	'	'
Promissory note	$2,000,000	'	'	'
Assumed certain liabilities and obligations	2,000,000	'	'	'
Common stock issued, shares	'	171,323,381	163,834,886	'
Common stock issued, amount	'	17,132	16,383	'
Incurred expenses	'	'	'	138,542
Arvest Loan Participation	'	'	'	'
Business Acquisition [Line Items]	'	'	'	'
Common stock issued, shares	13,333,333	'	'	'
Common stock issued, amount	6,000,000	'	'	'
Roy T. Oliver	'	'	'	'
Business Acquisition [Line Items]	'	'	'	'
Common stock issued, shares	17,970,295	'	'	'
Common stock issued, amount	8,136,390	'	'	'
Percentage of ownership in shareholders and affiliates	5.00%	'	'	'
Foundation	'	'	'	'
Business Acquisition [Line Items]	'	'	'	'
Number of shares issued in connection with acquisition	114,500,000	'	'	'
Promissory note	2,000,000	'	'	'
Assumed certain liabilities and obligations	2,000,000	'	'	'
Foundation Health Care Affiliates, LLC	'	'	'	'
Business Acquisition [Line Items]	'	'	'	'
Fair value of consideration issued in reverse acquisition	17,400,000	'	'	'
Foundation Arvest Bank And Roy Oliver	'	'	'	'
Business Acquisition [Line Items]	'	'	'	'
Net assets acquired	$13,400,000	'	'	'

Final_Purchase_Allocation_for_

Final Purchase Allocation for Reverse Acquisition (Detail) (USD $)	Jun. 30, 2014	Dec. 31, 2013	Jul. 22, 2013
Assets acquired	'	'	'
Goodwill	$973,927	$973,927	'
Liabilities assumed	'	'	'
Total liabilities assumed	'	'	2,000,000
Graymark | Foundation Health Care Affiliates, LLC	'	'	'
Assets acquired	'	'	'
Cash and cash equivalents	68,170	'	'
Accounts receivable	249,333	'	'
Current assets from discontinued operations	1,360,143	'	'
Other current assets	198,976	'	'
Total current assets	1,876,622	'	'
Property and equipment	1,389,169	'	'
Intangible assets	2,733,000	'	'
Goodwill	21,864,781	'	'
Other assets	252,528	'	'
Other assets from discontinued operations	1,224,140	'	'
Total assets acquired	29,340,240	'	'
Liabilities assumed	'	'	'
Accounts payable and accrued liabilities	2,899,823	'	'
Short term debt	2,000,000	'	'
Current portion of long term debt	714,711	'	'
Current liabilities from discontinued operations	7,375,521	'	'
Total current liabilities	12,990,055	'	'
Long term debt	742,385	'	'
Other liabilities	305,969	'	'
Other liabilities from discontinued operations	1,362,957	'	'
Total liabilities assumed	15,401,366	'	'
Net assets acquired	$13,938,874	'	'

Acquisition_Revenue_and_Earnin

Acquisition Revenue and Earnings of Combined Entity Reverse Acquisition (Detail) (USD $)	3 Months Ended		6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013
Business Acquisition [Line Items]	'	'	'	'
Revenue	$22,079,567	$21,645,119	$43,711,358	$39,082,045
Loss from Continuing Operations	-664,027	1,169,037	-1,669,220	-262,729
Net Loss	-852,743	1,169,037	-2,170,258	-262,729
Net Loss Attributable to Foundation	-1,314,044	957,093	-3,016,481	617,358
Net Loss Per Share Attributable to Foundation	($0.01)	$0	($0.02)	$0
Graymark	'	'	'	'
Business Acquisition [Line Items]	'	'	'	'
Revenue	'	'	1,036,089	'
Loss from Continuing Operations	'	'	-2,633,975	'
Net Loss	'	'	-2,909,171	'
Net Loss Attributable to Foundation	'	'	-2,909,171	'
Net Loss Per Share Attributable to Foundation	'	'	($0.02)	'
Supplemental Pro Forma, Revenues	'	'	'	44,993,767
Supplemental Pro Forma, Loss from Continuing Operations	'	'	'	-5,959,633
Supplemental Pro Forma, Net Loss	'	'	'	-4,606,396
Supplemental Pro Forma, Net Loss Attributable to Foundation	'	'	'	($3,594,748)
Supplemental Pro Forma, Net Loss Per Share Attributable to Foundation	'	'	'	($0.21)

Discontinued_Operations_Additi

Discontinued Operations - Additional Information (Detail) (USD $)	Jun. 30, 2014	Dec. 31, 2013	Jun. 30, 2014	Jun. 30, 2014	Oct. 31, 2013	Oct. 31, 2013
			Term Loan	Revolving Loan	Sleep diagnostic locations	Sleep Therapy Business
					Location	Location
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items]	'	'	'	'	'	'
Number of locations closed or sold	'	'	'	'	24	5
Amount of special charge liability acquired as part of reverse acquisition	$475,570	'	'	'	'	'
Outstanding debt under SNB credit facility	28,657,826	17,950,911	27,500,000	'	'	'
Outstanding debt under SNB credit facility	'	'	'	$2,500,000	'	'

Activity_in_Acquired_Accruals_

Activity in Acquired Accruals for Restructuring Charges Established for Lease Termination Costs (Detail) (USD $)	6 Months Ended
	Jun. 30, 2014
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items]	'
Ending Balance	$475,570
Lease Termination Costs	'
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items]	'
Beginning Balance	78,235
Adjustments	139,940
Cash Payments	-20,575
Ending Balance	$197,600

Operating_Results_and_Balance_

Operating Results and Balance Sheet Items of Discontinued Operations (Detail) (USD $)	6 Months Ended
	Jun. 30, 2014	Dec. 31, 2013
Discontinued Operations And Disposal Groups [Abstract]	'	'
Revenue	$123,728	'
Net loss before taxes	-692,462	'
Income tax benefit	191,424	'
Net loss from discontinued operations, net of tax	-501,038	'
Cash and cash equivalents	'	49,252
Accounts receivable, net of allowances	'	222,943
Inventories	'	1,893
Other current assets	165,030	244,541
Total current assets	165,030	518,629
Fixed assets, net	300,529	426,228
Other assets	150,000	150,000
Total non-current assets	450,529	576,228
Total assets	615,559	1,094,857
Payables and accrued liabilities	1,249,217	1,557,771
Short-term debt	'	3,994,932
Current portion of long-term debt	'	67,994
Total current liabilities	1,249,217	5,620,697
Long-term debt, net of current portion	'	9,969
Total liabilities	$1,249,217	$5,630,666

Schedule_of_Borrowings_and_Cap

Schedule of Borrowings and Capital Lease Obligations (Detail) (USD $)	Jun. 30, 2014	Dec. 31, 2013
Debt Instrument [Line Items]	'	'
Short-term Debt	$630,478	$5,664,827
Long term debt	28,657,826	17,950,911
Less: Current portion of long term debt	-3,146,727	-7,919,179
Long-term debt	25,511,099	10,031,732
Discontinued Operations	'	'
Debt Instrument [Line Items]	'	'
Long term debt	'	78,112
Less: Current portion of long term debt	'	-68,143
Long-term debt	'	9,969
Discontinued Operations | Arvest bank	'	'
Debt Instrument [Line Items]	'	'
Short-term Debt	'	3,994,932
Discontinued Operations | Sleep center notes payable	'	'
Debt Instrument [Line Items]	'	'
Long term debt	'	28,723
Discontinued Operations | Equipment capital leases	'	'
Debt Instrument [Line Items]	'	'
Long term debt	'	$49,389

Changes_in_Carrying_Amount_of_

Changes in Carrying Amount of Goodwill (Detail) (USD $)	Jun. 30, 2014	Dec. 31, 2013
Goodwill [Line Items]	'	'
Goodwill Gross Amount	$23,019,309	$23,019,309
Goodwill Accumulated Impairment Loss	-22,045,382	-22,045,382
Goodwill	$973,927	$973,927

Goodwill_and_Other_Intangibles2

Goodwill and Other Intangibles - Additional Information (Detail) (USD $)	3 Months Ended		6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013
Goodwill [Line Items]	'	'	'	'
Reverse acquisition	'	'	$21,900,000	'
Amortization expense	$513,868	$446,218	$1,027,735	$896,960

Changes_in_Carrying_Amount_of_1

Changes in Carrying Amount of Intangible Assets (Detail) (USD $)	3 Months Ended		6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013	Dec. 31, 2013
Goodwill [Line Items]	'	'	'	'	'
Intangible asset carrying amount, beginning balance	$14,524,500	'	$14,524,500	'	$14,524,500
Intangible asset carrying amount, Amortization	513,868	446,218	1,027,735	896,960	'
Intangible asset carrying amount, ending balance	14,524,500	'	14,524,500	'	14,524,500
Intangible asset accumulated amortization, beginning balance	'	'	-3,385,879	'	'
Intangible asset, accumulated amortization	'	'	-1,027,735	'	'
Intangible asset accumulated amortization, ending balance	-4,413,614	'	-4,413,614	'	'
Intangible asset beginning balance, net	'	'	11,138,621	'	'
Intangible asset amortization, net	-513,868	-446,218	-1,027,735	-896,960	'
Intangible asset ending balance, net	$10,110,886	'	$10,110,886	'	'

Intangible_Assets_Detail

Intangible Assets (Detail) (USD $)	6 Months Ended
	Jun. 30, 2014	Dec. 31, 2013
Finite Lived Intangible Assets [Line Items]	'	'
Carrying Value	$14,524,500	$14,524,500
Accumulated Amortization	-4,413,614	-3,385,879
Intangible assets, net	10,110,886	11,138,621
Minimum	'	'
Finite Lived Intangible Assets [Line Items]	'	'
Useful Life	'5 years	'
Maximum	'	'
Finite Lived Intangible Assets [Line Items]	'	'
Useful Life	'10 years	'
Management fee contracts	'	'
Finite Lived Intangible Assets [Line Items]	'	'
Carrying Value	3,498,500	'
Accumulated Amortization	-1,952,472	'
Intangible assets, net	1,546,028	1,763,463
Management fee contracts | Minimum	'	'
Finite Lived Intangible Assets [Line Items]	'	'
Useful Life	'6 years	'
Management fee contracts | Maximum	'	'
Finite Lived Intangible Assets [Line Items]	'	'
Useful Life	'8 years	'
Non-compete	'	'
Finite Lived Intangible Assets [Line Items]	'	'
Useful Life	'5 years	'
Carrying Value	2,027,000	'
Accumulated Amortization	-646,444	'
Intangible assets, net	1,380,556	1,583,256
Physician memberships	'	'
Finite Lived Intangible Assets [Line Items]	'	'
Useful Life	'7 years	'
Carrying Value	6,468,000	'
Accumulated Amortization	-1,540,000	'
Intangible assets, net	4,928,000	5,390,000
Trade Name	'	'
Finite Lived Intangible Assets [Line Items]	'	'
Useful Life	'5 years	'
Carrying Value	381,000	'
Accumulated Amortization	-71,882	'
Intangible assets, net	309,118	347,218
Service Contracts	'	'
Finite Lived Intangible Assets [Line Items]	'	'
Useful Life	'10 years	'
Carrying Value	2,150,000	'
Accumulated Amortization	-202,816	'
Intangible assets, net	$1,947,184	$2,054,684

Amortization_Expense_for_Next_

Amortization Expense for Next Five Years Related to Intangible Assets (Detail) (USD $)	Jun. 30, 2014
Finite Lived Intangible Assets [Line Items]	'
2015	$2,055,474
2016	2,055,474
2017	2,055,474
2018	1,618,673
2019	1,145,607
Thereafter	$1,180,184

Schedule_of_ShortTerm_Debt_Obl

Schedule of Short-Term Debt Obligations (Detail) (USD $)	6 Months Ended
	Jun. 30, 2014		Dec. 31, 2013
Short Term Debt [Line Items]	'		'
Short term debt	$630,478		$5,664,827
Insurance premium financings	'		'
Short Term Debt [Line Items]	'		'
Debt instrument, effective interest rate	3.90%	[1]	'
Debt instrument, effective interest rate, minimum	4.80%	[1]	'
Short term debt	583,663		101,135
Note Payable Medicare Cost Report	'		'
Short Term Debt [Line Items]	'		'
Debt instrument, effective interest rate, maximum	10.10%	[1]	'
Short term debt	46,815		84,065
Note payable - Legacy	'		'
Short Term Debt [Line Items]	'		'
Short term debt	'		2,814,027
Note payable - S&H leasing	'		'
Short Term Debt [Line Items]	'		'
Short term debt	'		1,865,600
Note payable - working capital	'		'
Short Term Debt [Line Items]	'		'
Short term debt	'		$800,000
[1]	Effective rate as of June 30, 2014

Schedule_of_LongTerm_Debt_and_

Schedule of Long-Term Debt and Capital Lease Obligations (Detail) (USD $)	6 Months Ended
	Jun. 30, 2014		Dec. 31, 2013
Long Term Debt [Line Items]	'		'
Long-term debt	$28,657,826		$17,950,911
Current portion of long-term debt	3,146,727		7,919,179
Long-term debt	25,511,099		10,031,732
Capital lease obligations	'		'
Long Term Debt [Line Items]	'		'
Debt instrument, effective interest rate, minimum	5.50%	[1]	'
Debt instrument, effective interest rate, maximum	9.10%	[1]	'
Long-term debt	613,432		2,477,985
Senior Lenders | Note Payable	'		'
Long Term Debt [Line Items]	'		'
Debt instrument, effective interest rate	4.40%	[1]	'
Debt instrument maturity date	'2021-07		'
Long-term debt	27,500,000		'
Other Lenders | Notes payable - settlements	'		'
Long Term Debt [Line Items]	'		'
Debt instrument, effective interest rate, minimum	5.25%	[1]	'
Debt instrument, effective interest rate, maximum	5.75%	[1]	'
Long-term debt	232,787		1,189,725
Other Lenders | Notes payable - settlements | Minimum	'		'
Long Term Debt [Line Items]	'		'
Debt instrument maturity date	'2016-04		'
Other Lenders | Notes payable - settlements | Maximum	'		'
Long Term Debt [Line Items]	'		'
Debt instrument maturity date	'2018-01		'
Other Lenders | Notes payable - THE	'		'
Long Term Debt [Line Items]	'		'
Debt instrument, effective interest rate, minimum	4.60%	[1]	'
Debt instrument, effective interest rate, maximum	8.00%	[1]	'
Long-term debt	233,252		311,149
Other Lenders | Notes payable - THE | Minimum	'		'
Long Term Debt [Line Items]	'		'
Debt instrument maturity date	'2015-01		'
Other Lenders | Notes payable - THE | Maximum	'		'
Long Term Debt [Line Items]	'		'
Debt instrument maturity date	'2016-02		'
Other Lenders | Notes payable - acquisition	'		'
Long Term Debt [Line Items]	'		'
Debt instrument, effective interest rate	6.00%	[1]	'
Long-term debt	78,355		99,610
Other Lenders | Notes payable - acquisition | Minimum	'		'
Long Term Debt [Line Items]	'		'
Debt instrument maturity date	'2014-12		'
Other Lenders | Notes payable - acquisition | Maximum	'		'
Long Term Debt [Line Items]	'		'
Debt instrument maturity date	'2015-10		'
Other Lenders | Line of credit	'		'
Long Term Debt [Line Items]	'		'
Long-term debt	'		896,000
Other Lenders | Note payable - working capital	'		'
Long Term Debt [Line Items]	'		'
Long-term debt	'		3,715,088
Other Lenders | Note payable - equity investments	'		'
Long Term Debt [Line Items]	'		'
Long-term debt	'		3,270,427
Other Lenders | Note payable - management agreements	'		'
Long Term Debt [Line Items]	'		'
Long-term debt	'		640,466
Other Lenders | Note payable - assumption	'		'
Long Term Debt [Line Items]	'		'
Long-term debt	'		146,857
Other Lenders | Note Payable Preferred Interest Redemption	'		'
Long Term Debt [Line Items]	'		'
Long-term debt	'		5,100,000
Other Lenders | Notes payable - physician partners	'		'
Long Term Debt [Line Items]	'		'
Long-term debt	'		$103,604
[1]	Effective rate as of June 30, 2014

Borrowings_and_Capital_Lease_O2

Borrowings and Capital Lease Obligations - Additional Information (Detail) (USD $)	6 Months Ended
	Jun. 30, 2014	Dec. 31, 2013
Debt Instrument [Line Items]	'	'
Long term debt	$28,657,826	$17,950,911
Permitted merger or acquisition consideration amount	1,000,000	'
Sale of assets, maximum limit	100,000	'
Percentage of prepayment on excess cash flow	30.00%	'
Prepayment penalty percentage on term loan prior to first Anniversary	2.00%	'
Prepayment penalty percentage on term loan after first anniversary	1.50%	'
Prepayment penalty percentage on term loan after second anniversary	1.00%	'
Senior debt ratio	3	'
Senior debt service coverage ratio	1.3	'
Adjusted senior debt service coverage ratio	1.05	'
Minimum EBITDA	2,000,000	'
Restriction on indebtedness in trade payable, maximum	500,000	'
Restriction on indebtedness in unsecured debt, maximum	100,000	'
Amount of judgment triggering default	150,000	'
Debt default, description	'In addition to the general defaults of failure to perform our obligations under the Loan Agreement, events of default also include the occurrence of a change in control, as defined, and the loss of our Medicare or Medicaid certification, collateral casualties, entry of a judgment of $150,000 or more, failure of first liens on collateral and the termination of any of our management agreements that represent more than 10% of our management fees for the preceding 18 month period. In the event of a monetary default, all of our obligations due under the SNB Credit Facility shall become immediately due and payable. In the event of a non-monetary default, we have 10 days or in some cases three days to cure before Bank SNB has the right to declare our obligations due under the SNB Credit Facility immediately due and payable.	'
Term Loan	'	'
Debt Instrument [Line Items]	'	'
Long term debt	27,500,000	'
Debt instrument maturity date	30-Jun-21	'
Debt instrument applicable margin	4.25%	'
Term Loan | First Four Quarterly Payments	'	'
Debt Instrument [Line Items]	'	'
Quarterly principal payment	875,000	'
Term Loan | Subsequent Quarterly Payments	'	'
Debt Instrument [Line Items]	'	'
Quarterly principal payment	1,000,000	'
Revolving Loan	'	'
Debt Instrument [Line Items]	'	'
Revolving loan	$2,500,000	'
Debt instrument maturity date	30-Jun-16	'
Debt instrument applicable margin	3.75%	'

Schedule_of_Applicable_Margins

Schedule of Applicable Margins Rate (Detail)	6 Months Ended
	Jun. 30, 2014
Revolving Loan	'
Debt Instrument [Line Items]	'
Debt instrument applicable margin	3.75%
Term Loan	'
Debt Instrument [Line Items]	'
Debt instrument applicable margin	4.25%
Senior Debt Ratio, b % 2.5x | Revolving Loan	'
Debt Instrument [Line Items]	'
Debt instrument applicable margin	3.75%
Senior Debt Ratio, b % 2.5x | Term Loan	'
Debt Instrument [Line Items]	'
Debt instrument applicable margin	4.25%
Senior Debt Ratio, 2.5x, but b % 2.0x | Revolving Loan	'
Debt Instrument [Line Items]	'
Debt instrument applicable margin	3.25%
Senior Debt Ratio, 2.5x, but b % 2.0x | Term Loan	'
Debt Instrument [Line Items]	'
Debt instrument applicable margin	3.75%
Senior Debt Ratio, 2.0 x | Revolving Loan	'
Debt Instrument [Line Items]	'
Debt instrument applicable margin	2.75%
Senior Debt Ratio, 2.0 x | Term Loan	'
Debt Instrument [Line Items]	'
Debt instrument applicable margin	3.25%

Future_Maturities_LongTerm_Deb

Future Maturities Long-Term Debt (Detail) (USD $)	Jun. 30, 2014
Maturities of Long-term Debt [Abstract]	'
2015	$3,146,727
2016	4,226,915
2017	4,209,171
2018	4,052,562
2019	4,022,451
Thereafter	$9,000,000

Preferred_Noncontrolling_Inter1

Preferred Noncontrolling Interests - Additional Information (Detail) (USD $)	1 Months Ended	6 Months Ended	12 Months Ended
	Oct. 31, 2013	Jun. 30, 2014	Dec. 31, 2013
Minority Interest [Line Items]	'	'	'
Common stock value	'	$17,132	$16,383
Total consideration	'	'	9,135,000
Amount of unreturned capital contribution and undistributed preferred distributions	'	10,000	'
Conversion price per share	'	$2	'
Common Stock	'	'	'
Minority Interest [Line Items]	'	'	'
Total consideration	'	'	435,000
Number of shares sold	'	'	870,000
Foundation Health Enterprises Llc	'	'	'
Minority Interest [Line Items]	'	'	'
Offering cost	100,000	'	100,000
Common stock issued	10,000	'	10,000
Common stock value	5,000	'	5,000
Total consideration	'	'	8,700,000
Cumulative preferred annual return	'	9.00%	'
Foundation Health Enterprises Llc | Class B member interests	'	'	'
Minority Interest [Line Items]	'	'	'
Offering cost	105,000	'	105,000
Number offering units	'	'	87
Foundation Health Enterprises Llc | Private placement	'	'	'
Minority Interest [Line Items]	'	'	'
Offering cost	$9,135,000	'	$9,135,000

Commitments_and_Contingencies_

Commitments and Contingencies - Additional Information (Detail) (USD $)	6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013
Commitments And Contingencies Disclosure [Line Items]	'	'
Legal claims settlement expenses	$0	$0
Self Insurance Reserves	$484,764	'

Real_Estate_Transaction_Additi

Real Estate Transaction - Additional Information (Detail) (San Antonio Texas, USD $)	0 Months Ended
	Mar. 01, 2014
San Antonio Texas	'
Real Estate Properties [Line Items]	'
Operating Leases, Term of Contract	'15 years
Annual rental payments	$2,300,000
Percentage of annual lease escalations	3.00%
Income on underlying sub-lease	2,100,000
Cash received	$4,100,000

Related_Party_Transactions_Add

Related Party Transactions - Additional Information (Detail) (USD $)

Jun. 30, 2014

Dec. 31, 2013

Jun. 30, 2014

Jun. 30, 2014

Jun. 01, 2014

Jun. 30, 2014

Dec. 31, 2013

Jun. 30, 2014

Jun. 30, 2014

Jun. 30, 2014

Oct. 31, 2013

Dec. 31, 2013

Oct. 31, 2013

Dec. 31, 2013

Dec. 31, 2013

Oct. 31, 2013

Minimum

Maximum

New Sleep Lab International, Ltd.

New Sleep Lab International, Ltd.

Notes Payable to Banks

Shareholders And Affiliates

Shareholders And Affiliates

City Place

Foundation Health Enterprises Llc

Foundation Health Enterprises Llc

Foundation Health Enterprises Llc

Foundation Health Enterprises Llc

Foundation Health Enterprises Llc

Foundation Health Enterprises Llc

Minimum

Maximum

Class B member interests

Class B member interests

Private placement

Private placement

Related Party Transaction [Line Items]

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Income on underlying sub-lease

'

'

'

'

$8,767

'

'

'

'

'

'

'

'

'

'

'

Sublease expiration date

'

'

'

'

30-Nov-18

'

'

'

'

'

'

'

'

'

'

'

Lease expense

'

'

'

'

'

8,767

'

'

'

47,000

'

'

'

'

'

'

Related party deposit

900,000

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Notes payable

'

'

'

'

'

'

5,900,000

'

'

'

'

'

'

'

'

'

Interest rates on the notes

'

'

'

'

'

'

'

5.00%

10.00%

'

'

'

'

'

'

'

Offering cost

'

'

'

'

'

'

'

'

'

'

100,000

100,000

105,000

105,000

9,135,000

9,135,000

Number offering units

'

'

'

'

'

'

'

'

'

'

5

'

87

'

'

'

Common stock issued

'

'

'

'

'

'

'

'

'

'

10,000

10,000

'

'

'

'

Common stock value

17,132

16,383

'

'

'

'

'

'

'

'

5,000

5,000

'

'

'

'

Amount of Purchase by CEO

'

'

'

'

'

'

'

'

'

'

525,000

'

'

'

'

'

Lease agreement monthly rent description

'

'

'

'

'

'

'

'

'

'The Company occupies office space subject to a lease agreement with City Place, LLC (bCity Placeb). Under the lease agreement, the Company pays monthly rent of $17,970 until June 30, 2014; $0.00 from July 1, 2014 to January 31, 2015 and $17,970 from February 1, 2015 to March 31, 2017 plus additional payments for allocable basic expenses of City Place

'

'

'

'

'

'

Lease expiration date

'

'

'

'

'

'

'

'

'

31-Mar-17

'

'

'

'

'

'

Obligations owed to FHA and other affiliates

$1,400,000

$1,400,000

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Management fee Percentages range

'

'

2.25%

6.00%

'

'

'

'

'

'

'

'

'

'

'

'

Subsequent_Events_Additional_I

Subsequent Events - Additional Information (Detail) (Subsequent event, USD $)	1 Months Ended
In Millions, unless otherwise specified	Jul. 31, 2014
Subsequent event	'
Subsequent Event [Line Items]	'
SNB restricted cash utilized to payoff of certain indebtedness	$0.50