Document And Entity Information
Document And Entity Information - shares | 6 Months Ended | |
Jun. 30, 2015 | Aug. 14, 2015 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | American CareSource Holdings, Inc. | |
Trading Symbol | anci | |
Document Type | 10-Q | |
Current Fiscal Year End Date | --12-31 | |
Entity Common Stock, Shares Outstanding | 6,743,853 | |
Amendment Flag | false | |
Entity Central Index Key | 1,316,645 | |
Entity Current Reporting Status | Yes | |
Entity Voluntary Filers | No | |
Entity Filer Category | Smaller Reporting Company | |
Entity Well-known Seasoned Issuer | No | |
Document Period End Date | Jun. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q2 |
Consolidated Balance Sheets (Cu
Consolidated Balance Sheets (Current Period Unaudited) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 491 | $ 1,020 |
Accounts receivable | 3,470 | 4,135 |
Prepaid expenses and other current assets | 667 | 612 |
Deferred income taxes | 6 | 6 |
Total current assets | 4,634 | 5,773 |
Property and equipment, net | 4,089 | 4,322 |
Other assets: | ||
Deferred income taxes | 12 | 12 |
Deferred loan fees, net | 1,725 | 2,666 |
Deferred offering costs | 254 | 225 |
Other non-current assets | 117 | 488 |
Intangible assets, net | 756 | 1,437 |
Goodwill | 6,182 | 6,182 |
Total other assets | 9,046 | 11,010 |
Total assets | 17,769 | 21,105 |
Current liabilities: | ||
Lines of credit | 5,000 | |
Due to ancillary network | 2,045 | 2,308 |
Accounts payable | 932 | 762 |
Accrued liabilities | 2,411 | 1,875 |
Current portion of long-term debt | 576 | 989 |
Capital lease obligations, current portion | 126 | 117 |
Total current liabilities | 11,835 | 6,954 |
Long-term liabilities: | ||
Lines of credit | 4,500 | 4,716 |
Promissory notes and notes payable | 171 | 312 |
Capital lease obligations | 1,698 | 1,764 |
Warrant derivative liability | 1,871 | 3,200 |
Other long-term liabilities | 341 | 222 |
Total long-term liabilities | 8,581 | 10,214 |
Total liabilities | 20,416 | 17,168 |
Commitments and contingencies | 0 | 0 |
Stockholders' equity: | ||
Preferred stock, $0.01 par value; 10,000 shares authorized, none issued | 0 | 0 |
Common stock, $0.01 par value; 40,000 shares authorized; 6,902 and 6,713 shares issued and outstanding in 2015 and 2014, respectively | 69 | 67 |
Additional paid-in capital | 26,165 | 25,731 |
Accumulated deficit | (28,881) | (21,861) |
Total stockholders' equity | (2,647) | 3,937 |
Total liabilities and stockholders' equity | 17,769 | 21,105 |
Due to Healthsmart [Member] | ||
Current liabilities: | ||
Due to ancillary network | $ 745 | $ 903 |
Consolidated Balance Sheets (C3
Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - $ / shares shares in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Preferred stock par value (in Dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 10,000 | 10,000 |
Preferred stock, shares issued | 0 | 0 |
Common stock par value (in Dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 40,000 | 40,000 |
Common stock, shares issued | 6,902 | 6,713 |
Common stock, shares outstanding | 6,902 | 6,713 |
Consolidated Statements of Oper
Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Net revenues: | ||||
Ancillary network | $ 5,604 | $ 5,497 | $ 11,347 | $ 10,505 |
Urgent and primary care | 2,354 | 474 | 5,026 | 474 |
Total net revenues | 7,958 | 5,971 | 16,373 | 10,979 |
Operating expenses: | ||||
Ancillary network provider payments | 4,137 | 3,880 | 8,468 | 7,633 |
Ancillary network administrative fees | 194 | 307 | 524 | 527 |
Ancillary network other operating costs | 933 | 1,905 | ||
Ancillary network prepaid write-off | 487 | 487 | ||
Salaries, wages, benefits and taxes | 2,968 | 1,695 | 5,776 | 3,082 |
Other operating expenses | 2,430 | 1,199 | 5,332 | 2,111 |
Intangible asset impairment | 520 | 520 | ||
Depreciation and amortization | 292 | 215 | 583 | 393 |
Total operating expenses | 11,961 | 7,296 | 23,595 | 13,746 |
Operating (loss) | (4,003) | (1,325) | (7,222) | (2,767) |
Interest expense: | ||||
Interest expense | 93 | 13 | 176 | 9 |
Gain on warrant liability, net of deferred loan fees amortization | (757) | (388) | (4) | |
Total interest expense | (664) | 13 | (212) | 9 |
Loss before income taxes | (3,339) | (1,338) | (7,010) | (2,776) |
Income tax expense | 4 | 4 | 10 | 1 |
Net (loss) | $ (3,343) | $ (1,342) | $ (7,020) | $ (2,777) |
Basic net loss per share (in Dollars per share) | $ (0.49) | $ (0.21) | $ (1.03) | $ (0.46) |
Diluted net loss per share (in Dollars per share) | $ (0.49) | $ (0.21) | $ (1.14) | $ (0.46) |
Basic weighted-average shares outstanding (in Shares) | 6,849 | 6,395 | 6,811 | 6,062 |
Diluted weighted-average shares outstanding (in Shares) | 6,849 | 6,395 | 6,851 | 6,062 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity (Unaudited) - 6 months ended Jun. 30, 2015 - USD ($) shares in Thousands, $ in Thousands | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total |
Balance at Dec. 31, 2014 | $ 67 | $ 25,731 | $ (21,861) | $ 3,937 |
Balance (in Shares) at Dec. 31, 2014 | 6,713 | 6,713 | ||
Net loss | (7,020) | $ (7,020) | ||
Stock-based compensation expense | 403 | 403 | ||
Issuance of common stock upon exercise of equity incentive awards | 33 | 33 | ||
Issuance of common stock upon exercise of equity incentive awards (in Shares) | 34 | |||
Issuance of common stock upon conversion of restricted stock units | $ 2 | (2) | ||
Issuance of common stock upon conversion of restricted stock units (in Shares) | 155 | |||
Balance at Jun. 30, 2015 | $ 69 | $ 26,165 | $ (28,881) | $ (2,647) |
Balance (in Shares) at Jun. 30, 2015 | 6,902 | 6,902 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Cash flows from operating activities: | ||
Net loss | $ (7,020) | $ (2,777) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Non-cash stock-based compensation expense | 403 | 197 |
Intangible asset impairment | 520 | |
Depreciation and amortization | 583 | 393 |
Gain on warrant liability, net of deferred loan fees amortization | (388) | |
Change in deferred rent | 119 | |
Changes in operating assets and liabilities, net of effects of acquisitions: | ||
Accounts receivable | 665 | (111) |
Prepaid expenses and other assets | 265 | (192) |
Due to ancillary network | (263) | (145) |
Accounts payable | 163 | (51) |
Accrued liabilities | 536 | 456 |
Net cash used in operating activities | (4,575) | (2,230) |
Cash flows from investing activities: | ||
Cost of acquisition | (2,180) | |
Additions to property and equipment | (138) | (196) |
Net cash used in investing activities | (138) | (2,376) |
Cash flows from financing activities: | ||
Proceeds from issuance of common stock and option exercises | 33 | 2,000 |
Proceeds from borrowings under line of credit | 4,784 | |
Principal payments on capital lease obligations | (57) | (1) |
Principal payments on long-term debt | (554) | (6) |
Offering costs, paid and deferred | (22) | |
Net cash provided by financing activities | 4,184 | 1,993 |
Net decrease in cash and cash equivalents | (529) | (2,613) |
Cash and cash equivalents at beginning of period | 1,020 | 6,207 |
Cash and cash equivalents at end of period | 491 | 3,594 |
Supplemental cash flow information: | ||
Cash paid for taxes, net of refunds | $ 25 | |
Cash paid for interest | 117 | |
Supplemental non-cash operating and financing activity: | ||
Offering costs, unpaid and deferred | 7 | |
Reclassified property and equipment from prepaid expenses | 51 | |
Due to Healthsmart [Member] | ||
Changes in operating assets and liabilities, net of effects of acquisitions: | ||
Due to ancillary network | $ (158) |
Note 1 - General
Note 1 - General | 6 Months Ended |
Jun. 30, 2015 | |
Disclosure Text Block [Abstract] | |
Basis of Presentation and Significant Accounting Policies [Text Block] | 1. General Basis of Presentation The accompanying unaudited consolidated financial statements of American CareSource Holdings, Inc. and its subsidiaries have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information, with the instructions to Form 10-Q and Rule 8-03 of Regulation S-X of the rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, they do not include all of the information and notes required by accounting principles generally accepted in the United States for complete financial statements. In the opinion of management, these statements include all adjustments necessary to present a fair statement of our consolidated results of operations, financial position and cash flows. Operating results for any interim period are not necessarily indicative of the results that may be expected for the full year. Preparation of the Company’s financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts in the financial statements and notes. Actual results could differ from those estimates. This Quarterly Report on Form 10-Q should be read in conjunction with the Company’s consolidated financial statements and notes included in its Annual Report on Form 10-K for the fiscal year ended December 31, 2014. References herein to the "Company," "we," "us," or "our" refer to American CareSource Holdings, Inc. and its subsidiaries. Recent Accounting Pronouncements In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) In August 2014, the FASB issued ASU 2014-15, Presentation of Financial Statements – Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern. In April 2015, the FASB issued ASU 2015-03, Interest – Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs. |
Note 2 - Description of Busines
Note 2 - Description of Business | 6 Months Ended |
Jun. 30, 2015 | |
Disclosure Text Block [Abstract] | |
Business Description and Basis of Presentation [Text Block] | 2. Description of Business The Company engages in two lines of business: our urgent and primary care business and our ancillary network business. These lines of business are supported through a shared services function. Urgent and Primary Care Business In May 2014, we announced our entry into the urgent and primary care market. During the remainder of 2014, we, through our wholly-owned subsidiaries, acquired ten urgent and primary care centers located in Georgia (three), Florida (two), Alabama (three) and Virginia (two). These centers offer a wide array of services for non-life-threatening medical conditions. We strive to improve access to quality medical care by offering extended hours and weekend service and also by accepting patients primarily on a walk-in basis. Ancillary Network Business Our ancillary network business offers cost containment strategies, primarily through the utilization of a comprehensive national network of ancillary healthcare service providers. Our services are marketed to a number of healthcare companies including third-party administrators, insurance companies, large self-funded organizations, various employer groups, and preferred provider organizations. We offer payors this solution by: · lowering our payors' ancillary care costs throughout network of high quality, cost effective providers that we have under contract at more favorable terms than they could generally obtain on their own; · providing payors with a comprehensive network of ancillary healthcare service providers that is tailored to each payor's needs and is available to each payor's members for covered services; · providing payors with claims management, reporting, processing and payment services; · performing network/needs analysis to assess the benefits to payors of adding additional/different service providers to the payor-specific provider networks; and · credentialing network service providers for inclusion in the payor-specific provider networks. On October 1, 2014, we entered into a management services agreement with HealthSmart Preferred Care II, L.P. ("HealthSmart"). Under the management services agreement, HealthSmart manages our ancillary network business, subject to the supervision of a five-person oversight committee comprised of three members selected by us and two members selected by HealthSmart. As part of the management arrangement, HealthSmart hired substantially all of our ancillary network business employees, purchased substantially all of our furniture, fixtures and equipment located in our Dallas, Texas office and assumed our lease for that office. As a result of this arrangement, we no longer employ the workforce of our ancillary network business. Under the management services agreement, HealthSmart manages and operates our ancillary network business for a monthly fee equal to the sum of (a) 35% of the net profit derived from the operation of our ancillary network business plus (b) 120% of all direct and documented operating expenses and liabilities actually paid during such calendar month by HealthSmart in connection with providing its management services. For purposes of the fee calculation, the term "net profit" means gross ancillary network business revenue, less the sum of (x) the provider payments and administrative fees and (y) 120% of all direct and documented operating expenses and liabilities actually paid during such calendar month by HealthSmart in connection with providing its management services. Any remaining net profit accrues to us. During the term of the agreement, HealthSmart is responsible for the payment of all expenses incurred in providing the management services with respect to our ancillary network business, including personnel salaries and benefits, the cost of supplies and equipment, and rent. The initial term of the management services agreement is three years, and it renews annually thereafter for one-year terms unless either party gives notice of termination at least 90 days prior to the end of the then-current term. Our management agreement with HealthSmart provides that at any time between October 1, 2016 and the expiration date of the management services agreement, HealthSmart may purchase, or we may require that HealthSmart purchase, our ancillary network business for a price equal to $6,500,000 less the aggregate sum of net profit received by us since the beginning of the management arrangement, which as of June 30, 2015 was approximately $1.1 million. The purchase price is to be payable by HealthSmart solely out of the net profit it derives from the operation of the ancillary network business after consummation of the transaction. Consummation of the transaction will be subject to the satisfaction of certain material conditions, currently including stockholder approval of the sale. If, the sale of our ancillary network business to HealthSmart is not consummated during or at the end of the term of the management services agreement, we expect to then either reassume management of that line of business, or seek to sell that business on the most favorable terms we are able to obtain. |
Note 3 - Liquidity and Earnings
Note 3 - Liquidity and Earnings (Loss) Per Share | 6 Months Ended |
Jun. 30, 2015 | |
Liquidity And Earnings Loss Per Share [Abstract] | |
Liquidity And Earnings Loss Per Share [Text Block] | 3. Liquidity and Earnings (Loss) Per Share Liquidity We incurred losses from our investment in shared services to support planned growth in our urgent and primary care business segment and oversight of the network and ancillary business, the write-off of intangible assets, the payment and accrual of one-time severance charges, costs incurred to integrate our acquired urgent and primary care facilities, operating losses incurred by our urgent and primary care business segment as we implement changes to improve performance, and operating losses incurred in our network and ancillary network business. As a result of our recurring and nonrecurring losses, we used cash in our operations of $4.6 million and $2.2 million during the six months ended June 30, 2015 and 2014, respectively. We anticipate we will continue to experience negative cash flow relating to our losses, during the next 12 months as we improve the operating performance of our existing urgent and primary care centers, expand our urgent and primary care segment and operate our ancillary network business. Until we generate positive cash flows from operations, we will be dependent on our existing lines of credit and outside capital to fund our operations, fund planned and future acquisitions, and repay debt. At August 14, 2015, we have funds of $1,961,000 available for these needs. We plan to raise additional capital as follows: · Increase our existing lines of credits. We have two existing lines of credit under credit agreements with Wells Fargo, National Association, or Wells Fargo. One of our lines was entered into in July 2014 for $5.0 million of financing and the other was entered into in December 2014 for $6.0 million of financing. Both credit agreements were originally scheduled to mature on June 1, 2016. On August 12, 2015, the maturity of the · A public offering of shares of our common stock. On February 6, 2015, we filed a Form S-1 Registration Statement with the SEC to sell additional shares of our common stock. If the public offering is fully subscribed, we will raise an additional $13,000,000 (less offering expenses), plus any proceeds we receive on account of the 15% over-allotment option we have granted to underwriters. We also expect to raise additional capital later this year or in early 2016 to fund our operations, to repay indebtedness and to facilitate the expansion of our urgent and primary care business. We may raise such capital through one or more public or private equity offerings, debt financings, borrowings or a combination thereof. There are no assurances that we will be successful in further extending the maturity dates under our lines of credit, that our guarantors will agree to continue their obligations under their guarantees, or that we will be able to obtain additional capital at terms acceptable to us or at all. Earnings (Loss) Per Share Basic (loss) per share is computed by dividing net (loss) available to common stockholders by the weighted-average number of common shares outstanding during the period of computation. Diluted (loss) per share is computed similar to basic earnings per share except that the numerator is adjusted for the change in fair value of the warrant liability (only if dilutive), and the denominator is increased to include the number of dilutive potential common shares outstanding during the period using the treasury stock method. Basic net (loss) and diluted net (loss) per share data were computed as follows: Three months ended Six months ended Numerator: Net (loss) for basic earnings per share (3,343 ) (7,020 ) Less gain on change in fair value of warrant liability - 791 Net (loss) for diluted earnings per share (3,343 ) (7,811 ) Denominator: Weighted-average basic common shares outstanding 6,849 6,811 Assumed conversion of dilutive securities: Common stock purchase warrants - 40 Denominator for dilutive earnings per share - adjusted weighted-average shares 6,849 6,851 Basic net (loss) per share $ (0.49 ) $ (1.03 ) Diluted net (loss) per share $ (0.49 ) $ (1.14 ) The following table summarizes potentially dilutive shares outstanding as of June 30, 2015, which were excluded from the calculation due to being anti-dilutive: 2015 Common stock purchase warrants 1,782 Stock options 748 Restricted shares of common stock - |
Note 4 - Acquisitions
Note 4 - Acquisitions | 6 Months Ended |
Jun. 30, 2015 | |
Business Combinations [Abstract] | |
Business Combination Disclosure [Text Block] | 4. Acquisitions During the year ended December 31, 2014, we closed five transactions supporting our entry into the urgent and primary care market. A summary of the acquisitions is as follows: Business Acquired State Sites Date of CorrectMed Georgia 2 May 8, 2014 Bay Walk-In Clinic Florida 2 August 29, 2014 Mid-South Urgent Care Alabama 3 September 12, 2014 MedHelp Georgia 1 October 31, 2014 Stat Medical Care Virginia 2 December 31, 2014 6 months ended June 30, 2015 2014 Net revenue Ancillary network $ 11,347 $ 10,505 Urgent and primary care 5,026 1,598 Total net revenue 16,373 12,103 Net loss $ (7,020 ) $ (3,102 ) Basic net (loss) per common share $ (1.03 ) $ (0.51 ) Diluted net (loss) per common share $ (1.14 ) $ (0.51 ) |
Note 5 - Revenue Recognition, A
Note 5 - Revenue Recognition, Accounts Receivable, and Concentration of Credit Risk | 6 Months Ended |
Jun. 30, 2015 | |
Revenue Recognition Accounts Receivable And Concentration Of Credit Risk [Abstract] | |
Revenue Recognition Accounts Receivable And Concentration Of Credit Risk [Text Block] | 5. Revenue Recognition, Accounts Receivable, and Concentration of Credit Risk Our Urgent and Primary Care Business We have agreements with governmental and other third-party payors that provide for payments to us based on contractual adjustments to our established rates. Net revenue is reported at the time service is rendered at the estimated net realizable amounts, after giving effect to estimated contractual amounts from patients, third-party payors and others, and an estimate for bad debts. Contractual adjustments are accrued on an estimated basis in the period the related services are rendered, and adjusted in future periods as final settlements are determined. We grant credit without collateral to our patients, who consist primarily of local residents insured by third-party payors. A summary of the basis of reimbursement with major third-party payors is as follows: Commercial and HMO Medicare In establishing allowance for bad debts, we consider historical collection experience, the aging of the account, payor classification and patient payment patterns. We adjust this allowance prospectively. Collection of payment for services provided to patients without insurance coverage is done at time of service. Below is a summary of accounts receivable as of June 30, 2015, and revenues for the six months ending June 30, 2015, for our urgent and primary care business. We entered the urgent and primary care business in May 2014. June 30, 2015 Accounts receivable $ 2,616 Less: Estimated allowance for uncollectible amounts (1,538 ) Accounts receivable, net $ 1,078 June 30, 2015 Gross revenue $ 10,119 Less: Provision for contractual adjustments and estimated uncollectible amounts (5,093 ) Net revenue $ 5,026 Our Ancillary Network Business We recognize revenue on the services that we provide, which includes (i) providing payor clients with a comprehensive network of ancillary healthcare providers; (ii) providing claims management, reporting, processing and payment services; (iii) providing network/need analysis to assess the benefits to payor clients of adding additional/different service providers to the client-specific provider networks; and (iv) providing credentialing of network service providers for inclusion in the client payor-specific provider networks. Revenue is recognized when services are delivered, which occurs after processed claims are billed to the payor clients and collections are reasonably assured. We estimate revenues and costs of revenues using average historical collection rates and average historical margins earned on claims. Periodically, revenues are adjusted to reflect actual cash collections so that revenues recognized accurately reflect cash collected. We record a provision for refunds based on an estimate of historical refund amounts. Refunds are paid to payors for overpayment on claims, claims paid in error, and claims paid for non-covered services. In some instances, we will recoup payments made to the ancillary service provider if the claim has been fully resolved. The evaluation is performed periodically and is based on historical data. We present revenue net of the provision for refunds on the consolidated statement of operations. After careful evaluation of the key gross and net revenue recognition indicators, we have concluded that our circumstances are most consistent with those key indicators that support gross revenue reporting, since we are fulfilling the services of a principal versus an agent. Following are the key indicators that support our conclusion that we act as a principal when settling claims for service providers through our contracted service provider network: ● The Company is the primary obligor in the arrangement ● The Company has latitude in establishing pricing ● The Company changes the product or performs part of the services ● The Company has complete discretion in supplier selection ● The Company is involved in the determination of product or service specifications ● The supplier (and not the Company) has credit risk ● The amount that the Company earns is not fixed We have evaluated the other indicators of gross and net revenue recognition, including whether or not we have general inventory risk. We do not have any general inventory risk, as our business is not related to the manufacture, purchase or delivery of goods and we do not purchase in advance any of the services to be provided by the ancillary healthcare service providers. While the absence of this risk would be one indicator in support of net revenue reporting, as described in detail above, we have carefully evaluated all of the key gross and net revenue recognition indicators and have concluded that our circumstances are more consistent with those key indicators that support gross revenue reporting. If, however, we were to report our ancillary network revenues, net of provider payments rather than on a gross reporting basis, for the three and six months ended June 30, 2015, our net ancillary network revenues would have been $1.5 million and $2.9 million, respectively. For the three and six months ended June 30, 2014, our net ancillary network revenues would have been approximately $1.6 million and $2.9 million, respectively. For our ancillary network business, HealthSmart comprised a significant portion of our net revenue during the period ended June 30, 2015 and 2014. The following is a summary of the approximate amounts of our net revenue and accounts receivable attributable to HealthSmart as of the dates and for the periods presented: Period ended June 30, 2015 Period ended June 30, 2014 As of June 30, 2015 Three months Six months As of June 30, 2014 Three months Six months Accounts Receivable Revenue % of Total Revenue Revenue % of Total Revenue Accounts Receivable Revenue % of Total Revenue Revenue % of Total Revenue HealthSmart Preferred Care II, L.P. $ 557 $ 2,056 25 % $ 3,873 23 % $ 1,029 $ 2,312 39 % $ 3,544 32 % We maintain an allowance for uncollectible receivables which primarily relates to payor refunds. Refunds are paid to payors for overpayments on claims, claims paid in error, and claims paid for non-covered services. In some instances, we will recoup payment made to the ancillary service provider if the claim has been fully resolved. Co-payments, deductibles and co-insurance payments can also impact the collectability of claims. While we are able to process a claim and estimate the cash we will receive from the payor for that claim, the presence of co-pays, deductibles and co-insurance payments can affect the ultimate collectability of the claim. We record an allowance against revenue to better estimate collectability. Provisions for refunds recorded were approximately $(174,000) and $53,000 for the three-month periods ended June 30, 2015 and 2014, respectively. The allowance was approximately $125,000 and $341,000 at June 30, 2015 and 2014, respectively. |
Note 6 - Capital and Operating
Note 6 - Capital and Operating Lease Obligations | 6 Months Ended |
Jun. 30, 2015 | |
Leases [Abstract] | |
Leases of Lessee Disclosure [Text Block] | 6. Capital and Operating Lease Obligations The following is a schedule of the future required payments under our lease agreements in effect at June 30, 2015: Capital Leases Operating Total 2015 (remaining 6 months) $ 145 $ 440 $ 585 2016 299 879 1,178 2017 287 766 1,053 2018 276 651 927 2019 273 585 858 Thereafter 2,898 827 3,725 Total minimum lease payments 4,178 $ 4,148 $ 8,326 Less amount representing interest (2,354 ) Present value of net minimum obligations 1,824 Less current obligation under capital lease 126 Long-term obligation under capital lease $ 1,698 |
Note 7 - Lines of Credit, Promi
Note 7 - Lines of Credit, Promissory Notes, and Notes Payable | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Debt Disclosure [Text Block] | 7. Lines of Credit, Promissory Notes, and Notes Payable Below is a summary of our short-term and long-term debt obligations. Lines of Credit On July 30, 2014, we entered into a credit agreement with Wells Fargo providing for a $5,000,000 revolving line of credit. On December 4, 2014, we entered into a second credit agreement with Wells Fargo Bank, providing for a $6,000,000 revolving line of credit. We refer to these two agreements as our credit agreements. Our obligation to repay advances under the credit agreements are evidenced by revolving line of credit notes, each with a fluctuating interest rate per annum of 1.75% above daily one month LIBOR, as in effect from time to time. The July 30, 2014 credit agreement matures on June 1, 2016, and all borrowings under this credit agreement are due and payable on that date. On August 12, 2015, we increased the line of credit under the December 4, 2014 credit agreement from $6,000,000 to $7,000,000 and extended the maturity date to October 1, 2016, and all borrowings under the December 2014 credit agreement are due and payable on that date. The obligations under the credit agreements are secured by all the assets of the Company and its subsidiaries. The credit agreements include ordinary and customary covenants related to, among other things, additional debt, further encumbrances, sales of assets, and investments and lending. Borrowings under the credit agreements are also secured by guarantees provided by certain officers and directors of the Company, among others. On July 30, 2014, we issued to the guarantors of the July 2014 obligations warrants to purchase an aggregate of 800,000 shares of our common stock at $3.15 per share in consideration of their guaranteeing such indebtedness. The July 2014 warrants vested immediately and are exercisable any time prior to their expiration on October 30, 2019. In addition, on December 4, 2014, we issued to the guarantors of the December 2014 obligations warrants to purchase an aggregate of 960,000 shares of our common stock at $2.71 per share in consideration of their guaranteeing such indebtedness. The December 2014 warrants vested immediately and are exercisable any time prior to their expiration on December 4, 2019. In connection with the $1,000,000 increase in the line of credit under the December 2014 credit agreement, we issued warrants to the guarantors to purchase an additional 300,000 shares of our common stock at $1.70 per share, subject to certain adjustments under certain circumstances, in consideration of their guaranteeing such indebtedness. The warrants vested immediately and are exercisable at any time prior to their expiration on August 12, 2020. As of June 30, 2015, we had outstanding borrowings of $5,000,000 under our July 2014 credit agreement and $4,500,000 under our December 2014 credit agreement. The amount outstanding under our July 2014 credit agreement was recorded as a current liability on our consolidated balance sheet as of June 30, 2015. Based on the extension of the December 2014 credit agreement to October 2016 subsequent to quarter end, the $4.5 million outstanding balance has been reclassified to long-term on our consolidated balance sheet. Substantially all of the borrowings under the credit agreements were used to finance acquisition activity, fund losses, and $200,000 was used to secure a bond required by a state license for the network business. The weighted-average interest rate on these borrowings was 1.94% as of June 30, 2015. Promissory Notes and Notes Payable The following is a summary of all Company debt as of June 30, 2015: Revolving line of credit $ 9,500 Promissory notes, related to acquisitions 747 Total debt 10,247 Less current maturities 5,576 Long-term debt $ 4,671 Outstanding debt balances as of June 30, 2015 mature, adjusted for subsequent extension, as follows: 2015 (remaining 6 months) - $466,000; 2016 - $9,762,000; 2017 - $19,000. |
Note 8 - Intangible Assets
Note 8 - Intangible Assets | 6 Months Ended |
Jun. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets Disclosure [Text Block] | 8. Intangible Assets Intangible assets and related accumulated amortization consists of the following as of the dates presented: June 30, 2015 December 31, 2014 Gross carrying amount of urgent and primary care intangibles: Patient relationships and contracts $ 972 $ 972 Accumulated amortization (144 ) (47 ) Intangible asset impairment* (520 ) - Urgent and primary care intangibles, net 308 925 Gross carrying amount of ancillary intangibles: Ancillary provider network 1,921 1,921 Software 428 428 2,349 2,349 Accumulated amortization (1,901 ) (1,837 ) Ancillary intangibles, net 448 512 Total intangibles, net $ 756 $ 1,437 * At the time we purchased one of our urgent and primary care centers, we allocated $600,000 of the purchase price to a contract held by the acquired center that related to non-urgent care services. During the quarter ended June 30, 2015 we suspended our provision of services under that contract and have recorded a one-time impairment charge of $520,000 relating to the unamortized balance of that intangible asset. Total amortization expense related to intangibles was approximately $80,000 and $37,000 during the three-month periods ended June 30, 2015 and 2014, respectively. The patient relationships and contracts are being amortized using the straight-line method over their estimate useful lives of five (5) years. The ancillary provider network is being amortized using the straight-line method over its expected useful life of 15 years. Experience-to-date is that approximately 2% - 8% annual turnover or attrition of provider contracts occurs each year. The ancillary provider network is being accounted for on a pooled basis and the actual cancellation rates of provider contracts that were acquired are monitored for potential impairment or amortization adjustment, if warranted. Estimated annual amortization expense relating to intangibles is as follows: Years ending December 31, Urgent and Primary Care Ancillary Care Services Total 2015 (remaining 6 months) $ 38 $ 64 $ 102 2016 74 128 202 2017 74 128 202 2018 74 128 202 2019 48 - 48 Total $ 308 $ 448 $ 756 |
Note 9 - Warrants
Note 9 - Warrants | 6 Months Ended |
Jun. 30, 2015 | |
Warrants [Abstract] | |
Warrants [Text Block] | 9. Warrants The Company had 1,782,222 and 22,222 outstanding warrants to purchase common stock as of June 30, 2015 and June 30, 2014, respectively. 1,760,000 of those warrants, at June 30, 2015, are considered derivative warrants because they contain exercise-price adjustment features. The remaining 22,222 warrants that were outstanding as of June 30, 2015 and 2014 were non-derivative warrants, which expire on February 1, 2017 and have an exercise price of $1.50 per share of common stock. July 30, 2014 Warrants On July 30, 2014, we issued warrants to individuals who provided guarantees in connection with a $5,000,000 line of credit that was obtained by us on that same date. The warrants allow the warrant holders to purchase a total of 800,000 shares of our common stock for $3.15 per share, which was $0.01 per share higher than the closing market price of our common stock on July 30, 2014. The warrants vested immediately and are exercisable any time prior to their expiration on October 30, 2019. These warrants have anti-dilution provisions that could require some of the warrants' terms to change upon the occurrence of certain future events. The anti-dilution provisions could result in changes to the warrants' strike price and the number of shares that can be purchased by the warrant holders. Because the strike price is not fixed, the warrants are reported as liabilities on our balance sheet. On the date the warrants were issued, we recognized a warrant liability that was equal to the warrants' fair value of $1,420,000. A corresponding entry was made to deferred loan fees. Deferred loan fees, an asset on our balance sheet, are being amortized over the life of the line of credit agreement, which expires on June 1, 2016. During the three months and six months ended June 30, 2015, we recognized $195,000 and $388,000, of amortization expense, respectively, on this asset. The warrant liability is adjusted to the warrants' fair value at the end of each reporting period. Increases (decreases) in the warrant liability are reported as interest expense on the Company's statement of operations. On December 31, 2014 and June 30, 2015, the warrants were adjusted to their estimated fair value of $1,410,000 and $872,000, respectively. The Company's statement of operations for the three months and six months ended June 30, 2015 include unrealized gains included in interest expense of $578,000 and $538,000, respectively. The unrealized gains correspond with the decrease in the warrant liability since March 31, 2015 and December 31, 2014, respectively. The warrants' fair value was calculated using the binomial options-pricing model. Pursuant to the terms of the relevant warrant agreements, the anti-dilution provisions are only applicable if a private offering is closed at a price below the warrant exercise price ($3.15) before a public offering is closed for at least $10,000,000. In the June 30, 2015 calculation, we assumed that there was a 25% probability that the Company would close a private stock offering in the remainder of 2015 that is not preceded by a material public offering. If the market price of the Company's stock was less than the warrants' exercise price on the date of a private stock offering, we assumed that the warrants' exercise price would be reduced, and the number of shares purchasable by warrant holders would increase, in accordance with the terms of the warrant agreements. Additional assumptions we used in our valuation calculations were as follows: June 30, 2015 December 31, 2014 Stock price $ 1.72 $ 2.90 Volatility 80.0 % 72.5 % Risk-free interest rate 1.32 % 1.65 % Exercise price $ 3.15 $ 3.15 Expected life (years) 4.33 4.83 Dividend yield 0 % 0 % Private stock offering % 25 % 15 % Public stock offering % 70 % 80 % Equity raise time period 3rd Quarter 2015 4th Quarter 2015 December 4, 2014 Warrants On December 4, 2014, we issued warrants to individuals who provided guarantees in connection with a $6,000,000 line of credit that was obtained by us on that same date. The warrants allow the warrant holders to purchase a total of 960,000 shares of the common stock for $2.71 per share, which was equal to the closing market price of our common stock on December 4, 2014. The warrants vested immediately and are exercisable any time prior to their expiration on December 4, 2019. These warrants have anti-dilution provisions, under which the warrants' strike price could change if certain future events occur. The anti-dilution provisions could result in changes to the warrants' strike price and the number of shares that can be purchased by the warrant holders. Because the strike price is not fixed, the warrants are reported as liabilities on our balance sheet. On the date the warrants were issued, we recognized a warrant liability that was equal to the warrants' fair value of $1,660,000. A corresponding entry was made to deferred loan fees. Deferred loan fees, an asset on our balance sheet, is being amortized over the life of the line of credit agreement, which expires on June 1, 2016. During the three months and six months ended June 30, 2015, we recognized $277,000 and $553,000 of amortization expense, respectively, on this asset. The warrant liability is adjusted to the warrants' fair value at the end of each reporting period. Increases (decreases) in the warrant liability are reported as interest expense on our statement of operations. On December 31, 2014 and June 30, 2015, the warrants were adjusted to their estimated fair value of $1,790,000 and $999,000, respectively. The Company's statement of operations for the three months and six months ended June 30, 2015 include unrealized gains included in interest expense of $651,000 and $791,000, respectively. The unrealized gains correspond with the decrease in the warrant liability since March 31, 2015 and December 31, 2014, respectively. The warrants' fair value was calculated using the binomial options-pricing model. Pursuant to the terms of the relevant warrant agreements, the anti-dilution provisions are applicable if either a public or private offering is closed at a price below the warrant exercise price ($2.71). In the June 30, 2015 calculation, we assumed that there was a 100% probability that the Company would close a public or private stock offering in the remainder of 2015. If the market price of the Company's stock was less than the warrants' exercise price on the date of a stock offering, we assumed that the warrants' exercise price would be reduced, in accordance with the terms of the warrant agreements. Additional assumptions we used in our valuation calculations were as follows: June 30, 2015 December 31, 2014 Stock price $ 1.72 $ 2.90 Volatility 80.0 % 72.5 % Risk-free interest rate 1.32 % 1.65 % Exercise price $ 2.71 $ 2.71 Expected life (years) 4.43 4.93 Dividend yield 0 % 0 % The following table summarizes the derivative warrant activity since December 31, 2014: Weighted- Warrants Warrants Warrants Warrants issued July 30, 2014 $ 3.15 800 - 800 Warrants issued December 4, 2014 $ 2.71 960 - 960 Total $ 2.91 1,760 - 1,760 The following table summarizes the changes in the derivative warrants' fair values since December 31, 2014: Warrants Warrants Total Fair value of outstanding warrants as of December 31, 2014 $ 1,410 $ 1,790 $ 3,200 Change in fair value of warrants through 2nd Quarter 2015 (538 ) (791 ) (1,329 ) Fair value of outstanding warrants as of June 30, 2015 $ 872 $ 999 $ 1,871 |
Note 10 - Segment Reporting
Note 10 - Segment Reporting | 6 Months Ended |
Jun. 30, 2015 | |
Segment Reporting [Abstract] | |
Segment Reporting Disclosure [Text Block] | 10. Segment Reporting We operate in two segments, urgent and primary care and ancillary network. We evaluate performance based on several factors, of which the primary financial measure for each segment is operating income. We define segment income for our business segments as income before interest expense, gain or loss on disposal of assets, income taxes, depreciation expense, non-cash amortization of intangible assets, intangible asset impairment, non-cash stock-based compensation expense, shared service expenses, severance charges and any non-recurring costs. Shared services primarily consist of compensation costs for the executive management team, facilities' costs for our corporate headquarters, support services such as finance and accounting, human resources, legal, marketing and information technology and general administration. Shared services also include transactional costs. The following tables set forth a comparison of operations for the following periods presented for our two lines of business and shared services (certain prior year amounts have been reclassified for comparability purposes). Consolidated statements of operations by segment for the respective periods are as follows: Three months ended June 30, 2015 2014 Urgent and Primary Care Ancillary Network Shared Services Total Urgent and Primary Care Ancillary Network Shared Services Total Net revenues $ 2,354 $ 5,604 $ - $ 7,958 $ 474 $ 5,497 $ - $ 5,971 Total segment income (loss) (795 ) 340 (1,610 ) (2,065 ) 71 242 (1,300 ) (987 ) Additional Segment Disclosures: Interest expense 70 - 23 93 13 - - 13 Gain on warrant liability, net of deferred loan fees amortization (568 ) - (189 ) (757 ) - - - - Depreciation and amortization expense 151 141 - 292 41 174 - 215 Income tax expense - - - - - 4 - 4 Total asset expenditures 19 - 29 48 - 85 - 85 Six months ended June 30, 2015 2014 Urgent and Primary Care Ancillary Network Shared Services Total Urgent and Primary Care Ancillary Network Shared Services Total Net revenues $ 5,026 $ 11,347 $ - $ 16,373 $ 474 $ 10,505 $ - $ 10,979 Total segment income (loss) (1,245 ) 450 (3,638 ) (4,433 ) 71 75 (2,215 ) (2,069 ) Additional Segment Disclosures: Interest expense 132 - 44 176 13 - - 13 Gain on warrant liability, net of deferred loan fees amortization (291 ) - (97 ) (388 ) (4 ) - - (4 ) Depreciation and amortization expense 300 283 - 583 41 352 - 393 Income tax expense - 6 - 6 - 1 - 1 Total asset expenditures 19 - 119 138 - 196 - 196 The following provides a reconciliation of reportable segment operating income (loss) to the Company’s consolidated totals: Three months ended June 30, Six months ended June 30, 2015 2014 2015 2014 Total segment loss $ (2,065 ) $ (987 ) $ (4,433 ) $ (2,069 ) Less: Severance charges 346 - 346 108 Ancillary network prepaid write-off 487 - 487 - Depreciation and amortization expense 292 215 583 393 Non-cash stock-based compensation expense 256 123 403 197 Intangible asset impairment 520 - 520 - Non-recurring professional fees 37 - 450 - Operating loss (4,003 ) (1,325 ) (7,222 ) (2,767 ) Bank interest expense 93 13 176 13 Gain on warrant liability, net of deferred loan fees amortization (757 ) - (388 ) (4 ) Loss before income taxes $ (3,339 ) $ (1,338 ) $ (7,010 ) $ (2,776 ) Segment assets include accounts receivable, prepaid expenses and other current assets, property and equipment, and intangibles. Shared services assets consist of cash and cash equivalents, prepaid insurance, deferred income taxes and property and equipment primarily related to information technology assets. Consolidated assets, by segment and shared services, as of the periods presented are as follows: Urgent and Primary Care Ancillary Network Shared Services Consolidated June 30, 2015 $ 12,137 $ 4,515 $ 1,117 $ 17,769 December 31, 2014 11,958 5,202 3,945 21,105 |
Note 11 - Subsequent Event
Note 11 - Subsequent Event | 6 Months Ended |
Jun. 30, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | 11. Subsequent Events On July 31, 2015, we entered into an asset purchase agreement with Medac Health Services, P.A., or Medac, and its shareholders to purchase certain assets used by Medac in the operation of its four urgent care centers in the greater Wilmington, North Carolina area. In connection with the purchase of the Medac assets, we will assume or enter into new leases for the four centers and then sublease them to Medac. The purchase price for the assets is $5,600,000, with $5,040,000 payable in cash at closing and the balance of $560,000 payable in the form of a promissory note with interest at 5% per annum and maturing 18 months after the closing. The asset purchase agreement provides that consummation of the transaction is subject to the satisfaction or waiver of certain conditions, including our receipt of financing in an amount no less than $5,600,000. In order to close this acquisition, we will require additional capital which we expect to raise through the offering discussed in Note 3. On August 12, 2015 we amended the December 2014 credit agreement (a) to provide for $1,000,000 of additional borrowing capacity, and (b) to extend the maturity date to October 1, 2016. In connection with the $1,000,000 increase in the line of credit under the December 2014 credit agreement, we issued warrants to the guarantors to purchase an additional 300,000 shares of our common stock at $1.70 per share, subject to certain adjustments under certain circumstances, in consideration of their guaranteeing such indebtedness. The warrants vested immediately and are exercisable at any time prior to their expiration on August 12, 2020. |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 6 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
Basis of Accounting, Policy [Policy Text Block] | Basis of Presentation The accompanying unaudited consolidated financial statements of American CareSource Holdings, Inc. and its subsidiaries have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information, with the instructions to Form 10-Q and Rule 8-03 of Regulation S-X of the rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, they do not include all of the information and notes required by accounting principles generally accepted in the United States for complete financial statements. In the opinion of management, these statements include all adjustments necessary to present a fair statement of our consolidated results of operations, financial position and cash flows. Operating results for any interim period are not necessarily indicative of the results that may be expected for the full year. Preparation of the Company’s financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts in the financial statements and notes. Actual results could differ from those estimates. This Quarterly Report on Form 10-Q should be read in conjunction with the Company’s consolidated financial statements and notes included in its Annual Report on Form 10-K for the fiscal year ended December 31, 2014. References herein to the "Company," "we," "us," or "our" refer to American CareSource Holdings, Inc. and its subsidiaries. |
New Accounting Pronouncements, Policy [Policy Text Block] | Recent Accounting Pronouncements In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) In August 2014, the FASB issued ASU 2014-15, Presentation of Financial Statements – Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern. In April 2015, the FASB issued ASU 2015-03, Interest – Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs. |
Note 3 - Liquidity and Earnin19
Note 3 - Liquidity and Earnings (Loss) Per Share (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Liquidity And Earnings Loss Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | Three months ended Six months ended Numerator: Net (loss) for basic earnings per share (3,343 ) (7,020 ) Less gain on change in fair value of warrant liability - 791 Net (loss) for diluted earnings per share (3,343 ) (7,811 ) Denominator: Weighted-average basic common shares outstanding 6,849 6,811 Assumed conversion of dilutive securities: Common stock purchase warrants - 40 Denominator for dilutive earnings per share - adjusted weighted-average shares 6,849 6,851 Basic net (loss) per share $ (0.49 ) $ (1.03 ) Diluted net (loss) per share $ (0.49 ) $ (1.14 ) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block] | 2015 Common stock purchase warrants 1,782 Stock options 748 Restricted shares of common stock - |
Note 4 - Acquisitions (Tables)
Note 4 - Acquisitions (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Business Combinations [Abstract] | |
Schedule of Business Acquisitions, by Acquisition [Table Text Block] | Business Acquired State Sites Date of CorrectMed Georgia 2 May 8, 2014 Bay Walk-In Clinic Florida 2 August 29, 2014 Mid-South Urgent Care Alabama 3 September 12, 2014 MedHelp Georgia 1 October 31, 2014 Stat Medical Care Virginia 2 December 31, 2014 |
Business Acquisition, Pro Forma Information [Table Text Block] | 6 months ended June 30, 2015 2014 Net revenue Ancillary network $ 11,347 $ 10,505 Urgent and primary care 5,026 1,598 Total net revenue 16,373 12,103 Net loss $ (7,020 ) $ (3,102 ) Basic net (loss) per common share $ (1.03 ) $ (0.51 ) Diluted net (loss) per common share $ (1.14 ) $ (0.51 ) |
Note 5 - Revenue Recognition,21
Note 5 - Revenue Recognition, Accounts Receivable, and Concentration of Credit Risk (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Revenue Recognition Accounts Receivable And Concentration Of Credit Risk [Abstract] | |
Schedule of Accounts, Notes, Loans and Financing Receivable [Table Text Block] | June 30, 2015 Accounts receivable $ 2,616 Less: Estimated allowance for uncollectible amounts (1,538 ) Accounts receivable, net $ 1,078 |
Schedule of Revenue Sources, Health Care Organization [Table Text Block] | June 30, 2015 Gross revenue $ 10,119 Less: Provision for contractual adjustments and estimated uncollectible amounts (5,093 ) Net revenue $ 5,026 |
Schedules of Concentration of Risk, by Risk Factor [Table Text Block] | Period ended June 30, 2015 Period ended June 30, 2014 As of June 30, 2015 Three months Six months As of June 30, 2014 Three months Six months Accounts Receivable Revenue % of Total Revenue Revenue % of Total Revenue Accounts Receivable Revenue % of Total Revenue Revenue % of Total Revenue HealthSmart Preferred Care II, L.P. $ 557 $ 2,056 25 % $ 3,873 23 % $ 1,029 $ 2,312 39 % $ 3,544 32 % |
Note 6 - Capital and Operatin22
Note 6 - Capital and Operating Lease Obligations (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Leases [Abstract] | |
Schedule of Future Minimum Lease Payments for Capital Leases [Table Text Block] | Capital Leases Operating Total 2015 (remaining 6 months) $ 145 $ 440 $ 585 2016 299 879 1,178 2017 287 766 1,053 2018 276 651 927 2019 273 585 858 Thereafter 2,898 827 3,725 Total minimum lease payments 4,178 $ 4,148 $ 8,326 Less amount representing interest (2,354 ) Present value of net minimum obligations 1,824 Less current obligation under capital lease 126 Long-term obligation under capital lease $ 1,698 |
Note 7 - Lines of Credit, Pro23
Note 7 - Lines of Credit, Promissory Notes, and Notes Payable (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Schedule of Debt [Table Text Block] | Revolving line of credit $ 9,500 Promissory notes, related to acquisitions 747 Total debt 10,247 Less current maturities 5,576 Long-term debt $ 4,671 |
Note 8 - Intangible Assets (Tab
Note 8 - Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Finite-Lived Intangible Assets [Table Text Block] | June 30, 2015 December 31, 2014 Gross carrying amount of urgent and primary care intangibles: Patient relationships and contracts $ 972 $ 972 Accumulated amortization (144 ) (47 ) Intangible asset impairment* (520 ) - Urgent and primary care intangibles, net 308 925 Gross carrying amount of ancillary intangibles: Ancillary provider network 1,921 1,921 Software 428 428 2,349 2,349 Accumulated amortization (1,901 ) (1,837 ) Ancillary intangibles, net 448 512 Total intangibles, net $ 756 $ 1,437 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | Years ending December 31, Urgent and Primary Care Ancillary Care Services Total 2015 (remaining 6 months) $ 38 $ 64 $ 102 2016 74 128 202 2017 74 128 202 2018 74 128 202 2019 48 - 48 Total $ 308 $ 448 $ 756 |
Note 9 - Warrants (Tables)
Note 9 - Warrants (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Warrants [Abstract] | |
Fair Value Inputs, Liabilities, Quantitative Information [Table Text Block] | June 30, 2015 December 31, 2014 Stock price $ 1.72 $ 2.90 Volatility 80.0 % 72.5 % Risk-free interest rate 1.32 % 1.65 % Exercise price $ 3.15 $ 3.15 Expected life (years) 4.33 4.83 Dividend yield 0 % 0 % Private stock offering % 25 % 15 % Public stock offering % 70 % 80 % Equity raise time period 3rd Quarter 2015 4th Quarter 2015 June 30, 2015 December 31, 2014 Stock price $ 1.72 $ 2.90 Volatility 80.0 % 72.5 % Risk-free interest rate 1.32 % 1.65 % Exercise price $ 2.71 $ 2.71 Expected life (years) 4.43 4.93 Dividend yield 0 % 0 % |
Schedule of Stockholders' Equity Note, Warrants or Rights [Table Text Block] | Weighted- Warrants Warrants Warrants Warrants issued July 30, 2014 $ 3.15 800 - 800 Warrants issued December 4, 2014 $ 2.71 960 - 960 Total $ 2.91 1,760 - 1,760 |
Change in Warrant Fair Value [Table Text Block] | Warrants Warrants Total Fair value of outstanding warrants as of December 31, 2014 $ 1,410 $ 1,790 $ 3,200 Change in fair value of warrants through 2nd Quarter 2015 (538 ) (791 ) (1,329 ) Fair value of outstanding warrants as of June 30, 2015 $ 872 $ 999 $ 1,871 |
Note 10 - Segment Reporting (Ta
Note 10 - Segment Reporting (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | Three months ended June 30, 2015 2014 Urgent and Primary Care Ancillary Network Shared Services Total Urgent and Primary Care Ancillary Network Shared Services Total Net revenues $ 2,354 $ 5,604 $ - $ 7,958 $ 474 $ 5,497 $ - $ 5,971 Total segment income (loss) (795 ) 340 (1,610 ) (2,065 ) 71 242 (1,300 ) (987 ) Additional Segment Disclosures: Interest expense 70 - 23 93 13 - - 13 Gain on warrant liability, net of deferred loan fees amortization (568 ) - (189 ) (757 ) - - - - Depreciation and amortization expense 151 141 - 292 41 174 - 215 Income tax expense - - - - - 4 - 4 Total asset expenditures 19 - 29 48 - 85 - 85 Six months ended June 30, 2015 2014 Urgent and Primary Care Ancillary Network Shared Services Total Urgent and Primary Care Ancillary Network Shared Services Total Net revenues $ 5,026 $ 11,347 $ - $ 16,373 $ 474 $ 10,505 $ - $ 10,979 Total segment income (loss) (1,245 ) 450 (3,638 ) (4,433 ) 71 75 (2,215 ) (2,069 ) Additional Segment Disclosures: Interest expense 132 - 44 176 13 - - 13 Gain on warrant liability, net of deferred loan fees amortization (291 ) - (97 ) (388 ) (4 ) - - (4 ) Depreciation and amortization expense 300 283 - 583 41 352 - 393 Income tax expense - 6 - 6 - 1 - 1 Total asset expenditures 19 - 119 138 - 196 - 196 |
Reconciliation of Revenue from Segments to Consolidated [Table Text Block] | Three months ended June 30, Six months ended June 30, 2015 2014 2015 2014 Total segment loss $ (2,065 ) $ (987 ) $ (4,433 ) $ (2,069 ) Less: Severance charges 346 - 346 108 Ancillary network prepaid write-off 487 - 487 - Depreciation and amortization expense 292 215 583 393 Non-cash stock-based compensation expense 256 123 403 197 Intangible asset impairment 520 - 520 - Non-recurring professional fees 37 - 450 - Operating loss (4,003 ) (1,325 ) (7,222 ) (2,767 ) Bank interest expense 93 13 176 13 Gain on warrant liability, net of deferred loan fees amortization (757 ) - (388 ) (4 ) Loss before income taxes $ (3,339 ) $ (1,338 ) $ (7,010 ) $ (2,776 ) |
Reconciliation of Assets from Segment to Consolidated [Table Text Block] | Urgent and Primary Care Ancillary Network Shared Services Consolidated June 30, 2015 $ 12,137 $ 4,515 $ 1,117 $ 17,769 December 31, 2014 11,958 5,202 3,945 21,105 |
Note 2 - Description of Busin27
Note 2 - Description of Business (Details) | 6 Months Ended | 8 Months Ended |
Jun. 30, 2015USD ($) | Dec. 31, 2014 | |
Note 2 - Description of Business (Details) [Line Items] | ||
Number of Operating Segments | 2 | |
Number of Businesses Acquired | 10 | |
Percentage of Joint Venture Owned by Minority | 35.00% | |
Management Services, Management Fee Percentage | 120.00% | |
Management Service Agreement Term | 3 years | |
Amount Less the Aggregate Sum of Net Profit Recieved from Agreement for Purchase of Network (in Dollars) | $ 6,500,000 | |
Sum of Net Profit Received Since Beginning of Management Arrangement (in Dollars) | $ 1,100,000 | |
Georgia [Member] | ||
Note 2 - Description of Business (Details) [Line Items] | ||
Number of Businesses Acquired | 3 | |
Florida [Member] | ||
Note 2 - Description of Business (Details) [Line Items] | ||
Number of Businesses Acquired | 2 | |
Alabama [Member] | ||
Note 2 - Description of Business (Details) [Line Items] | ||
Number of Businesses Acquired | 3 | |
Virginia [Member] | ||
Note 2 - Description of Business (Details) [Line Items] | ||
Number of Businesses Acquired | 2 |
Note 3 - Liquidity and Earnin28
Note 3 - Liquidity and Earnings (Loss) Per Share (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||||||
Jun. 30, 2015 | Jun. 30, 2015 | Jun. 30, 2014 | Aug. 14, 2015 | Aug. 12, 2015 | Aug. 11, 2015 | Dec. 31, 2014 | Dec. 04, 2014 | Jul. 30, 2014 | |
Note 3 - Liquidity and Earnings (Loss) Per Share (Details) [Line Items] | |||||||||
Net Cash Provided by (Used in) Operating Activities | $ (4,600,000) | $ (2,200,000) | |||||||
Long-term Line of Credit, Noncurrent | $ 4,500,000 | 4,500,000 | $ 4,716,000 | ||||||
Scenario, Forecast [Member] | |||||||||
Note 3 - Liquidity and Earnings (Loss) Per Share (Details) [Line Items] | |||||||||
Proceeds from Issuance of Common Stock | $ 13,000,000 | ||||||||
Additional Proceeds from the Exercise of Stock Options, As a Percentage of Public Offering | 15.00% | ||||||||
Revolving Credit Facility [Member] | Subsequent Event [Member] | |||||||||
Note 3 - Liquidity and Earnings (Loss) Per Share (Details) [Line Items] | |||||||||
Line of Credit Facility, Remaining Borrowing Capacity | $ 1,961,000 | ||||||||
Revolving Credit Facility [Member] | Wells Fargo [Member] | |||||||||
Note 3 - Liquidity and Earnings (Loss) Per Share (Details) [Line Items] | |||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 6,000,000 | $ 5,000,000 | |||||||
Revolving Credit Facility [Member] | Wells Fargo [Member] | Subsequent Event [Member] | |||||||||
Note 3 - Liquidity and Earnings (Loss) Per Share (Details) [Line Items] | |||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 12,000,000 | ||||||||
Long-term Line of Credit | 11,000,000 | ||||||||
July 30, 2014 Agreement [Member] | Revolving Credit Facility [Member] | Wells Fargo [Member] | |||||||||
Note 3 - Liquidity and Earnings (Loss) Per Share (Details) [Line Items] | |||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 5,000,000 | 5,000,000 | $ 5,000,000 | ||||||
Long-term Line of Credit | 4,500,000 | 4,500,000 | |||||||
December 4, 2014 Agreement [Member] | Revolving Credit Facility [Member] | Wells Fargo [Member] | |||||||||
Note 3 - Liquidity and Earnings (Loss) Per Share (Details) [Line Items] | |||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 6,000,000 | 6,000,000 | $ 6,000,000 | ||||||
Long-term Line of Credit | $ 5,000,000 | $ 5,000,000 | |||||||
December 4, 2014 Agreement [Member] | Revolving Credit Facility [Member] | Wells Fargo [Member] | Subsequent Event [Member] | |||||||||
Note 3 - Liquidity and Earnings (Loss) Per Share (Details) [Line Items] | |||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 7,000,000 | $ 6,000,000 | |||||||
Long-term Line of Credit, Noncurrent | $ 4,500,000 |
Note 3 - Liquidity and Earnin29
Note 3 - Liquidity and Earnings (Loss) Per Share (Details) - Basic Net Loss and Diluted Net Loss Per Share - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Numerator: | ||||
Net (loss) for basic earnings per share | $ (3,343) | $ (7,020) | ||
Less gain on change in fair value of warrant liability | 791 | |||
Net (loss) for diluted earnings per share | $ (3,343) | $ (7,811) | ||
Denominator: | ||||
Weighted-average basic common shares outstanding | 6,849 | 6,395 | 6,811 | 6,062 |
Assumed conversion of dilutive securities: | ||||
Common stock purchase warrants | 40 | |||
Denominator for dilutive earnings per share - adjusted weighted-average shares | 6,849 | 6,395 | 6,851 | 6,062 |
Basic net (loss) per share | $ (0.49) | $ (0.21) | $ (1.03) | $ (0.46) |
Diluted net (loss) per share | $ (0.49) | $ (0.21) | $ (1.14) | $ (0.46) |
Note 3 - Liquidity and Earnin30
Note 3 - Liquidity and Earnings (Loss) Per Share (Details) - Potentially Dilutive Adjustments to Weighted Average Number of Common Shares shares in Thousands | 3 Months Ended |
Jun. 30, 2015shares | |
Warrant [Member] | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Antidilutive securities | 1,782 |
Equity Option [Member] | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Antidilutive securities | 748 |
Note 4 - Acquisitions (Details)
Note 4 - Acquisitions (Details) - Businesses Acquired | Dec. 31, 2014 | Oct. 31, 2014 | Sep. 12, 2014 | Aug. 29, 2014 | May. 08, 2014 | Dec. 31, 2014 |
Business Acquisition [Line Items] | ||||||
Business Acquired | 10 | |||||
CorrectMed [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Business Acquired | 2 | |||||
Bay Walk-In Clinic, Inc [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Business Acquired | 2 | |||||
Mid-South Urgent Care, Inc [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Business Acquired | 3 | |||||
MedHelp [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Business Acquired | 1 | |||||
Stat Medical Care [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Business Acquired | 2 |
Note 4 - Acquisitions (Detail32
Note 4 - Acquisitions (Details) - Pro Forma Financial Information for the Company - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Net revenue | ||||
Basic net (loss) per common share (in Dollars per share) | $ (0.49) | $ (0.21) | $ (1.03) | $ (0.46) |
Diluted net (loss) per common share (in Dollars per share) | $ (0.49) | $ (0.21) | $ (1.14) | $ (0.46) |
CorrectMed [Member] | ||||
Net revenue | ||||
Net revenues | $ 16,373 | $ 12,103 | ||
Net loss | $ (7,020) | $ (3,102) | ||
Basic net (loss) per common share (in Dollars per share) | $ (1.03) | $ (0.51) | ||
Diluted net (loss) per common share (in Dollars per share) | $ (1.14) | $ (0.51) | ||
CorrectMed [Member] | Ancillary Network [Member] | ||||
Net revenue | ||||
Net revenues | $ 11,347 | $ 10,505 | ||
CorrectMed [Member] | Urgent and Primary Care [Member] | ||||
Net revenue | ||||
Net revenues | $ 5,026 | $ 1,598 |
Note 5 - Revenue Recognition,33
Note 5 - Revenue Recognition, Accounts Receivable, and Concentration of Credit Risk (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Note 5 - Revenue Recognition, Accounts Receivable, and Concentration of Credit Risk (Details) [Line Items] | ||||
Sales Allowances, Services | $ (174,000) | $ 53,000 | ||
Allowance for Doubtful Accounts Receivable | 125,000 | 341,000 | $ 125,000 | $ 341,000 |
Ancillary Network [Member] | ||||
Note 5 - Revenue Recognition, Accounts Receivable, and Concentration of Credit Risk (Details) [Line Items] | ||||
Revenues, Net of Provider Payments | $ 1,500,000 | $ 1,600,000 | $ 2,900,000 | $ 2,900,000 |
Note 5 - Revenue Recognition,34
Note 5 - Revenue Recognition, Accounts Receivable, and Concentration of Credit Risk (Details) - Accounts Receivable from Urgent and Primary Care - USD ($) | Jun. 30, 2015 | Jun. 30, 2014 |
Less: | ||
Estimated allowance for uncollectible amounts | $ (125,000) | $ (341,000) |
Urgent and Primary Care [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable | 2,616,000 | |
Less: | ||
Estimated allowance for uncollectible amounts | (1,538,000) | |
Accounts receivable, net | $ 1,078,000 |
Note 5 - Revenue Recognition,35
Note 5 - Revenue Recognition, Accounts Receivable, and Concentration of Credit Risk (Details) - Revenue from Urgent and Primary Care - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Less: | ||||
Net revenue | $ 7,958 | $ 5,971 | $ 16,373 | $ 10,979 |
Urgent and Primary Care [Member] | ||||
Health Care Organization, Receivable and Revenue Disclosures [Line Items] | ||||
Gross revenue | 10,119 | |||
Less: | ||||
Provision for contractual adjustments and estimated uncollectible amounts | (5,093) | |||
Net revenue | $ 2,354 | $ 474 | $ 5,026 | $ 474 |
Note 5 - Revenue Recognition,36
Note 5 - Revenue Recognition, Accounts Receivable, and Concentration of Credit Risk (Details) - Revenue and Receivables from Significant Clients - HealthSmart Preferred Care II, L.P. [Member] - Customer Concentration Risk [Member] - Ancillary Network [Member] - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Accounts Receivable [Member] | ||||
Concentration Risk [Line Items] | ||||
HealthSmart Preferred Care II, L.P. | $ 557 | $ 1,029 | $ 557 | $ 1,029 |
Sales Revenue [Member] | ||||
Concentration Risk [Line Items] | ||||
HealthSmart Preferred Care II, L.P. | $ 2,056 | $ 2,312 | $ 3,873 | $ 3,544 |
HealthSmart Preferred Care II, L.P. | 25.00% | 39.00% | 23.00% | 32.00% |
Note 6 - Capital and Operatin37
Note 6 - Capital and Operating Lease Obligations (Details) - Future Required Payments under Lease Agreements - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Note 6 - Capital and Operating Lease Obligations (Details) - Future Required Payments under Lease Agreements [Line Items] | ||
2015 (remaining 6 months) | $ 585 | |
2,016 | 1,178 | |
2,017 | 1,053 | |
2,018 | 927 | |
2,019 | 858 | |
Thereafter | 3,725 | |
Total minimum lease payments | 8,326 | |
Less current obligation under capital lease | 126 | $ 117 |
Long-term obligation under capital lease | 1,698 | $ 1,764 |
Equipment [Member] | ||
Note 6 - Capital and Operating Lease Obligations (Details) - Future Required Payments under Lease Agreements [Line Items] | ||
2015 (remaining 6 months) | 145 | |
2,016 | 299 | |
2,017 | 287 | |
2,018 | 276 | |
2,019 | 273 | |
Thereafter | 2,898 | |
Total minimum lease payments | 4,178 | |
Less amount representing interest | (2,354) | |
Present value of net minimum obligations | 1,824 | |
Less current obligation under capital lease | 126 | |
Long-term obligation under capital lease | 1,698 | |
Building [Member] | ||
Note 6 - Capital and Operating Lease Obligations (Details) - Future Required Payments under Lease Agreements [Line Items] | ||
2015 (remaining 6 months) | 440 | |
2,016 | 879 | |
2,017 | 766 | |
2,018 | 651 | |
2,019 | 585 | |
Thereafter | 827 | |
Total minimum lease payments | $ 4,148 |
Note 7 - Lines of Credit, Pro38
Note 7 - Lines of Credit, Promissory Notes, and Notes Payable (Details) - USD ($) | Aug. 12, 2015 | Dec. 04, 2014 | Jul. 30, 2014 | Jun. 30, 2015 | Aug. 11, 2015 | Dec. 31, 2014 |
Note 7 - Lines of Credit, Promissory Notes, and Notes Payable (Details) [Line Items] | ||||||
Long-term Line of Credit, Noncurrent | $ 4,500,000 | $ 4,716,000 | ||||
Proceeds from Line of Credit Used to Secure Bond | 200,000 | |||||
Long-term Debt, Maturities, Repayments of Principal, Remainder of Fiscal Year | 466,000 | |||||
Long-term Debt, Maturities, Repayments of Principal in Year Two | 9,762,000 | |||||
Long-term Debt, Maturities, Repayments of Principal in Year Three | $ 19,000 | |||||
Subsequent Event [Member] | ||||||
Note 7 - Lines of Credit, Promissory Notes, and Notes Payable (Details) [Line Items] | ||||||
Class of Warrant or Right, Issued During Period (in Shares) | 300,000 | |||||
Class of Warrant or Right, Issued During Period, Exercise Price (in Shares) | 1.70 | |||||
Wells Fargo [Member] | Revolving Credit Facility [Member] | ||||||
Note 7 - Lines of Credit, Promissory Notes, and Notes Payable (Details) [Line Items] | ||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 6,000,000 | $ 5,000,000 | ||||
Debt, Weighted Average Interest Rate | 1.94% | |||||
Wells Fargo [Member] | Revolving Credit Facility [Member] | Subsequent Event [Member] | ||||||
Note 7 - Lines of Credit, Promissory Notes, and Notes Payable (Details) [Line Items] | ||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 12,000,000 | |||||
Long-term Line of Credit | 11,000,000 | |||||
Wells Fargo [Member] | London Interbank Offered Rate (LIBOR) [Member] | Revolving Credit Facility [Member] | ||||||
Note 7 - Lines of Credit, Promissory Notes, and Notes Payable (Details) [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 1.75% | |||||
July 30, 2014 Warrants [Member] | ||||||
Note 7 - Lines of Credit, Promissory Notes, and Notes Payable (Details) [Line Items] | ||||||
Class of Warrant or Right, Issued During Period (in Shares) | 800,000 | |||||
Class of Warrant or Right, Issued During Period, Exercise Price (in Shares) | 3.15 | |||||
December 4, 2014 Warrants [Member] | ||||||
Note 7 - Lines of Credit, Promissory Notes, and Notes Payable (Details) [Line Items] | ||||||
Class of Warrant or Right, Issued During Period (in Shares) | 960,000 | |||||
Class of Warrant or Right, Issued During Period, Exercise Price (in Shares) | 2.71 | |||||
July 30, 2014 Agreement [Member] | Wells Fargo [Member] | Revolving Credit Facility [Member] | ||||||
Note 7 - Lines of Credit, Promissory Notes, and Notes Payable (Details) [Line Items] | ||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 5,000,000 | $ 5,000,000 | ||||
Long-term Line of Credit | 4,500,000 | |||||
December 4, 2014 Agreement [Member] | Wells Fargo [Member] | Revolving Credit Facility [Member] | ||||||
Note 7 - Lines of Credit, Promissory Notes, and Notes Payable (Details) [Line Items] | ||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 6,000,000 | 6,000,000 | ||||
Long-term Line of Credit | $ 5,000,000 | |||||
December 4, 2014 Agreement [Member] | Wells Fargo [Member] | Revolving Credit Facility [Member] | Subsequent Event [Member] | ||||||
Note 7 - Lines of Credit, Promissory Notes, and Notes Payable (Details) [Line Items] | ||||||
Line of Credit Facility, Maximum Borrowing Capacity | 7,000,000 | $ 6,000,000 | ||||
Line of Credit Facility, Maximum Borrowing Capacity, Increase (Decrease) | 1,000,000 | |||||
Long-term Line of Credit, Noncurrent | $ 4,500,000 |
Note 7 - Lines of Credit, Pro39
Note 7 - Lines of Credit, Promissory Notes, and Notes Payable (Details) - Summary of All Debt $ in Thousands | Jun. 30, 2015USD ($) |
Note 7 - Lines of Credit, Promissory Notes, and Notes Payable (Details) - Summary of All Debt [Line Items] | |
Short-term and long-term debt | $ 10,247 |
Less current maturities | 5,576 |
Long-term debt | 4,671 |
Revolving Line of Credit [Member] | |
Note 7 - Lines of Credit, Promissory Notes, and Notes Payable (Details) - Summary of All Debt [Line Items] | |
Short-term and long-term debt | 9,500 |
Promissory Notes, Related to Acquistion [Member] | |
Note 7 - Lines of Credit, Promissory Notes, and Notes Payable (Details) - Summary of All Debt [Line Items] | |
Short-term and long-term debt | $ 747 |
Note 8 - Intangible Assets (Det
Note 8 - Intangible Assets (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | |
Note 8 - Intangible Assets (Details) [Line Items] | |||
Impairment of Intangible Assets, Finite-lived | $ 520,000 | $ 520,000 | |
Amortization of Intangible Assets | $ 80,000 | $ 37,000 | |
Minimum [Member] | |||
Note 8 - Intangible Assets (Details) [Line Items] | |||
Finite Lived Intangible Assets, Rate of Attrition | 2.00% | ||
Maximum [Member] | |||
Note 8 - Intangible Assets (Details) [Line Items] | |||
Finite Lived Intangible Assets, Rate of Attrition | 8.00% | ||
Contract-Based Intangible Assets [Member] | |||
Note 8 - Intangible Assets (Details) [Line Items] | |||
Finite-lived Intangible Assets Acquired | 600,000 | ||
Impairment of Intangible Assets, Finite-lived | $ 520,000 | ||
Patient Base [Member] | |||
Note 8 - Intangible Assets (Details) [Line Items] | |||
Finite-Lived Intangible Asset, Useful Life | 5 years | ||
Ancillary Provider Network [Member] | |||
Note 8 - Intangible Assets (Details) [Line Items] | |||
Finite-Lived Intangible Asset, Useful Life | 15 years |
Note 8 - Intangible Assets (D41
Note 8 - Intangible Assets (Details) - Other Intangible Assets and Related Accumulated Amortization - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2015 | Dec. 31, 2014 | ||
Gross carrying amount of urgent and primary care intangibles: | ||||
Intangible asset impairment* | $ (520) | $ (520) | ||
Intangible assets, net | 756 | 756 | $ 1,437 | |
Urgent and Primary Care [Member] | ||||
Gross carrying amount of urgent and primary care intangibles: | ||||
Accumulated amortization | (144) | (144) | $ (47) | |
Intangible asset impairment* | [1] | (520) | ||
Intangible assets, net | 308 | 308 | $ 925 | |
Ancillary Network [Member] | ||||
Gross carrying amount of urgent and primary care intangibles: | ||||
Accumulated amortization | (1,901) | (1,901) | (1,837) | |
Intangible assets, net | 448 | 448 | 512 | |
Patient Relationships and Contracts [Member] | Urgent and Primary Care [Member] | ||||
Gross carrying amount of urgent and primary care intangibles: | ||||
Gross carrying amount | 972 | 972 | 972 | |
Ancillary Provider Network [Member] | Ancillary Network [Member] | ||||
Gross carrying amount of urgent and primary care intangibles: | ||||
Gross carrying amount | 1,921 | 1,921 | 1,921 | |
Software Internally Developed [Member] | Ancillary Network [Member] | ||||
Gross carrying amount of urgent and primary care intangibles: | ||||
Gross carrying amount | 428 | 428 | 428 | |
Computer Software, Intangible Asset [Member] | Ancillary Network [Member] | ||||
Gross carrying amount of urgent and primary care intangibles: | ||||
Gross carrying amount | $ 2,349 | $ 2,349 | $ 2,349 | |
[1] | At the time we purchased one of our urgent and primary care centers, we allocated $600,000 of the purchase price to a contract held by the acquired center that related to non-urgent care services. During the quarter ended June 30, 2015 we suspended our provision of services under that contract and have recorded a one-time impairment charge of $520,000 relating to the unamortized balance of that intangible asset. |
Note 8 - Intangible Assets (D42
Note 8 - Intangible Assets (Details) - Finite-lived Intangible Assets Future Amortization Expense - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Note 8 - Intangible Assets (Details) - Finite-lived Intangible Assets Future Amortization Expense [Line Items] | ||
2015 (remaining 6 months) | $ 102 | |
2,016 | 202 | |
2,017 | 202 | |
2,018 | 202 | |
2,019 | 48 | |
Total | 756 | $ 1,437 |
Urgent and Primary Care [Member] | ||
Note 8 - Intangible Assets (Details) - Finite-lived Intangible Assets Future Amortization Expense [Line Items] | ||
2015 (remaining 6 months) | 38 | |
2,016 | 74 | |
2,017 | 74 | |
2,018 | 74 | |
2,019 | 48 | |
Total | 308 | $ 925 |
Ancillary Care Services [Member] | ||
Note 8 - Intangible Assets (Details) - Finite-lived Intangible Assets Future Amortization Expense [Line Items] | ||
2015 (remaining 6 months) | 64 | |
2,016 | 128 | |
2,017 | 128 | |
2,018 | 128 | |
Total | $ 448 |
Note 9 - Warrants (Details)
Note 9 - Warrants (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2015 | Jun. 30, 2015 | Dec. 31, 2014 | Dec. 04, 2014 | Jul. 30, 2014 | Jun. 30, 2014 | |
Note 9 - Warrants (Details) [Line Items] | ||||||
Class of Warrant or Right, Outstanding (in Shares) | 1,782,222 | 1,782,222 | 22,222 | |||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in Shares) | 1,760,000 | 1,760,000 | 1,760,000 | |||
Warrants and Rights Outstanding | $ 1,871,000 | $ 1,871,000 | $ 3,200,000 | |||
Fair Value Adjustment of Warrants | $ (1,329,000) | |||||
Warrant [Member] | ||||||
Note 9 - Warrants (Details) [Line Items] | ||||||
Class of Warrant or Right, Outstanding (in Shares) | 22,222 | 22,222 | 22,222 | |||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $ 1.50 | $ 1.50 | $ 1.50 | |||
Revolving Credit Facility [Member] | Wells Fargo [Member] | ||||||
Note 9 - Warrants (Details) [Line Items] | ||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 6,000,000 | $ 5,000,000 | ||||
Warrant [Member] | ||||||
Note 9 - Warrants (Details) [Line Items] | ||||||
Class of Warrant or Right, Outstanding (in Shares) | 1,760,000 | 1,760,000 | ||||
July 30, 2014 Warrants [Member] | ||||||
Note 9 - Warrants (Details) [Line Items] | ||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $ 3.15 | $ 3.15 | $ 3.15 | $ 3.15 | ||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in Shares) | 800,000 | 800,000 | 800,000 | 800,000 | ||
Difference In Warrant Exercise Price And Market Price Per Share (in Dollars per share) | $ 0.01 | |||||
Warrant Liability Based on Warrants' Fair Value | $ 1,420,000 | |||||
Amortization of Financing Costs | $ 195,000 | $ 388,000 | ||||
Warrants and Rights Outstanding | 872,000 | 872,000 | $ 1,410,000 | |||
Fair Value Adjustment of Warrants | $ (578,000) | (538,000) | ||||
Minimum Public Offering for Warrant Provision | $ 10,000,000 | |||||
Probability of Future Private Stock Offering | 25.00% | |||||
December 4, 2014 Warrants [Member] | ||||||
Note 9 - Warrants (Details) [Line Items] | ||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $ 2.71 | $ 2.71 | $ 2.71 | $ 2.71 | ||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in Shares) | 960,000 | 960,000 | 960,000 | 960,000 | ||
Warrant Liability Based on Warrants' Fair Value | $ 1,660,000 | |||||
Amortization of Financing Costs | $ 277,000 | $ 553,000 | ||||
Warrants and Rights Outstanding | 999,000 | 999,000 | $ 1,790,000 | |||
Fair Value Adjustment of Warrants | $ (651,000) | $ (791,000) | ||||
Probability of Future Private Stock Offering | 100.00% |
Note 9 - Warrants (Details) - A
Note 9 - Warrants (Details) - Assumptions Used for Warrants Issued - $ / shares | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2015 | Dec. 31, 2014 | Dec. 04, 2014 | Jul. 30, 2014 | |
July 30, 2014 Warrants [Member] | ||||
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ||||
Stock price (in Dollars per share) | $ 1.72 | $ 2.90 | ||
Volatility | 80.00% | 72.50% | ||
Risk-free interest rate | 1.32% | 1.65% | ||
Exercise price (in Dollars per share) | $ 3.15 | $ 3.15 | $ 3.15 | |
Expected life (years) | 4 years 120 days | 4 years 302 days | ||
Dividend yield | 0.00% | 0.00% | ||
Private stock offering % | 25.00% | 15.00% | ||
Public stock offering % | 70.00% | 80.00% | ||
Equity raise time period | ||||
December 4, 2014 Warrants [Member] | ||||
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ||||
Stock price (in Dollars per share) | $ 1.72 | $ 2.90 | ||
Volatility | 80.00% | 72.50% | ||
Risk-free interest rate | 1.32% | 1.65% | ||
Exercise price (in Dollars per share) | $ 2.71 | $ 2.71 | $ 2.71 | |
Expected life (years) | 4 years 156 days | 4 years 339 days | ||
Dividend yield | 0.00% | 0.00% | ||
Equity raise time period |
Note 9 - Warrants (Details) - T
Note 9 - Warrants (Details) - The Company Warrants' Anti-dilution - $ / shares | Jun. 30, 2015 | Dec. 31, 2014 | Dec. 04, 2014 | Jul. 30, 2014 |
Class of Warrant or Right [Line Items] | ||||
Exercise Price (in Dollars per share) | $ 2.91 | |||
Warrants Outstanding | 1,760,000 | 1,760,000 | ||
July 30, 2014 Warrants [Member] | ||||
Class of Warrant or Right [Line Items] | ||||
Exercise Price (in Dollars per share) | $ 3.15 | |||
Warrants Outstanding | 800,000 | 800,000 | 800,000 | |
December 4, 2014 Warrants [Member] | ||||
Class of Warrant or Right [Line Items] | ||||
Exercise Price (in Dollars per share) | $ 2.71 | |||
Warrants Outstanding | 960,000 | 960,000 | 960,000 |
Note 9 - Warrants (Details) -46
Note 9 - Warrants (Details) - The Changes in the Warrants' Fair Values - Jun. 30, 2015 - USD ($) | Total | Total |
Note 9 - Warrants (Details) - The Changes in the Warrants' Fair Values [Line Items] | ||
Fair value of outstanding warrants | $ 3,200,000 | |
Change in fair value of warrants through 2nd Quarter 2015 | (1,329,000) | |
Fair value of outstanding warrants | $ 1,871,000 | 1,871,000 |
July 30, 2014 Warrants [Member] | ||
Note 9 - Warrants (Details) - The Changes in the Warrants' Fair Values [Line Items] | ||
Fair value of outstanding warrants | 1,410,000 | |
Change in fair value of warrants through 2nd Quarter 2015 | (578,000) | (538,000) |
Fair value of outstanding warrants | 872,000 | 872,000 |
December 4, 2014 Warrants [Member] | ||
Note 9 - Warrants (Details) - The Changes in the Warrants' Fair Values [Line Items] | ||
Fair value of outstanding warrants | 1,790,000 | |
Change in fair value of warrants through 2nd Quarter 2015 | (651,000) | (791,000) |
Fair value of outstanding warrants | $ 999,000 | $ 999,000 |
Note 10 - Segment Reporting (De
Note 10 - Segment Reporting (Details) | 6 Months Ended |
Jun. 30, 2015 | |
Segment Reporting [Abstract] | |
Number of Operating Segments | 2 |
Note 10 - Segment Reporting (48
Note 10 - Segment Reporting (Details) - Consolidating Statements of Operations by Industry - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Segment Reporting Information [Line Items] | ||||
Net revenues | $ 7,958 | $ 5,971 | $ 16,373 | $ 10,979 |
Total segment income (loss) | (4,003) | (1,325) | (7,222) | (2,767) |
Additional Segment Disclosures: | ||||
Interest expense | 93 | 13 | 176 | 9 |
Gain on warrant liability, net of deferred loan fees amortization | (757) | (388) | (4) | |
Depreciation and amortization expense | 292 | 215 | 583 | 393 |
Income tax expense | 4 | 4 | 10 | 1 |
Total asset expenditures | 48 | 85 | 138 | 196 |
Operating Segments [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total segment income (loss) | (2,065) | (987) | (4,433) | (2,069) |
Urgent and Primary Care [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net revenues | 2,354 | 474 | 5,026 | 474 |
Additional Segment Disclosures: | ||||
Interest expense | 70 | 13 | 132 | 13 |
Gain on warrant liability, net of deferred loan fees amortization | (568) | (291) | (4) | |
Depreciation and amortization expense | 151 | 41 | 300 | 41 |
Total asset expenditures | 19 | 19 | ||
Urgent and Primary Care [Member] | Operating Segments [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total segment income (loss) | (795) | 71 | (1,245) | 71 |
Ancillary Network [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net revenues | 5,604 | 5,497 | 11,347 | 10,505 |
Additional Segment Disclosures: | ||||
Depreciation and amortization expense | 141 | 174 | 283 | 352 |
Income tax expense | 4 | 6 | 1 | |
Total asset expenditures | 85 | 196 | ||
Ancillary Network [Member] | Operating Segments [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total segment income (loss) | 340 | 242 | 450 | 75 |
Shared Services [Member] | ||||
Additional Segment Disclosures: | ||||
Interest expense | 23 | 44 | ||
Gain on warrant liability, net of deferred loan fees amortization | (189) | (97) | ||
Total asset expenditures | 29 | 119 | ||
Shared Services [Member] | Operating Segments [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total segment income (loss) | $ (1,610) | $ (1,300) | $ (3,638) | $ (2,215) |
Note 10 - Segment Reporting (49
Note 10 - Segment Reporting (Details) - Reconciliation of Reportable Segment Operating Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Operating loss | $ (4,003) | $ (1,325) | $ (7,222) | $ (2,767) |
Bank interest expense | 93 | 13 | 176 | 9 |
Gain on warrant liability, net of deferred loan fees amortization | (757) | (388) | (4) | |
Loss before income taxes | (3,339) | (1,338) | (7,010) | (2,776) |
Less: | ||||
Severance charges | 346 | 346 | 108 | |
Ancillary network prepaid write-off | 487 | 487 | ||
Depreciation and amortization expense | 292 | 215 | 583 | 393 |
Non-cash stock-based compensation expense | 256 | 123 | 403 | 197 |
Intangible asset impairment | 520 | 520 | ||
Non-recurring professional fees | 37 | 450 | ||
Operating Segments [Member] | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Operating loss | $ (2,065) | $ (987) | $ (4,433) | $ (2,069) |
Note 10 - Segment Reporting (50
Note 10 - Segment Reporting (Details) - Consolidating Assets, by Segment - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Assets | $ 17,769 | $ 21,105 |
Urgent and Primary Care [Member] | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Assets | 12,137 | 11,958 |
Ancillary Network [Member] | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Assets | 4,515 | 5,202 |
Shared Services [Member] | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Assets | $ 1,117 | $ 3,945 |
Note 11 - Subsequent Event (Det
Note 11 - Subsequent Event (Details) - USD ($) | Aug. 14, 2015 | Aug. 12, 2015 | Jun. 30, 2014 |
Note 11 - Subsequent Event (Details) [Line Items] | |||
Payments to Acquire Businesses, Gross | $ 2,180,000 | ||
Subsequent Event [Member] | |||
Note 11 - Subsequent Event (Details) [Line Items] | |||
Class of Warrant or Right, Issued During Period (in Shares) | 300,000 | ||
Class of Warrant or Right, Issued During Period, Exercise Price (in Shares) | 1.70 | ||
Medac Health Services, P.A. [Member] | Subsequent Event [Member] | Scenario, Forecast [Member] | |||
Note 11 - Subsequent Event (Details) [Line Items] | |||
Business Combination, Consideration Transferred | $ 5,600,000 | ||
Payments to Acquire Businesses, Gross | 5,040,000 | ||
Financing Required to Close on Asset Purchase Agreement | 5,600,000 | ||
Promissory Notes, Related to Acquistion [Member] | Medac Health Services, P.A. [Member] | Subsequent Event [Member] | Scenario, Forecast [Member] | |||
Note 11 - Subsequent Event (Details) [Line Items] | |||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 560,000 | ||
Debt Instrument, Interest Rate, Stated Percentage | 5.00% | ||
Debt Instrument, Term | 18 months | ||
December 4, 2014 Agreement [Member] | Wells Fargo [Member] | Revolving Credit Facility [Member] | Subsequent Event [Member] | |||
Note 11 - Subsequent Event (Details) [Line Items] | |||
Line of Credit Facility, Maximum Borrowing Capacity, Increase (Decrease) | $ 1,000,000 |