Document And Entity Information
Document And Entity Information - shares | 6 Months Ended | |
Jun. 30, 2015 | Aug. 14, 2015 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q2 | |
Entity Registrant Name | First Choice Healthcare Solutions, Inc. | |
Entity Central Index Key | 1,416,876 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Smaller Reporting Company | |
Trading Symbol | FCHS | |
Entity Common Stock, Shares Outstanding | 20,174,821 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) | Jun. 30, 2015 | Dec. 31, 2014 |
Current assets | ||
Cash | $ 1,054,565 | $ 279,087 |
Cash-restricted | 372,822 | 318,259 |
Accounts receivable, net | 4,489,477 | 1,804,636 |
Employee loans | 577,286 | 0 |
Prepaid and other current assets | 228,443 | 153,296 |
Capitalized financing costs, current portion | 70,182 | 68,370 |
Total current assets | 6,792,775 | 2,623,648 |
Property, plant and equipment, net of accumulated depreciation of $4,014,681 and $2,472,111 | 8,103,672 | 8,294,298 |
Other assets | ||
Deferred costs, net of amortization of $53,774 | 3,172,653 | 0 |
Capitalized financing costs, long term portion | 0 | 37,775 |
Patient list, net of accumulated amortization of $65,000 and $55,000 | 235,000 | 245,000 |
Patents, net of amortization of $28,650 and $19,100 | 257,850 | 267,400 |
Investments | 23,026 | 0 |
Deposits | 2,571 | 2,571 |
Total other assets | 3,691,100 | 552,746 |
Total assets | 18,587,547 | 11,470,692 |
Current liabilities | ||
Accounts payable and accrued expenses | 2,502,168 | 1,457,275 |
Stock based payable | 147,500 | 537,750 |
Advances | 353,000 | 224,000 |
Line of credit, short term | 2,474,982 | 1,237,000 |
Convertible note payable, short term portion | 1,415,920 | 2,148,835 |
Notes payable, current portion | 702,950 | 732,791 |
Unearned revenue | 60,876 | 38,763 |
Deferred rent, short term portion | 118,810 | 0 |
Total current liabilities | 7,776,206 | 6,376,414 |
Long term debt: | ||
Deposits held | 67,432 | 72,901 |
Notes payable, long term portion | 8,227,555 | 8,184,560 |
Deferred rent, long term portion | 1,489,636 | 0 |
Total long term debt | 9,784,623 | 8,257,461 |
Total liabilities | 17,560,829 | 14,633,875 |
Stockholders' equity (deficit) | ||
Preferred stock, $0.01 par value; 1,000,000 shares authorized, Nil issued and outstanding | 0 | 0 |
Common stock, $0.001 par value; 100,000,000 shares authorized, 19,468,255 and 17,951,055 shares issued and outstanding as of June 30, 2015 and December 31, 2014, respectively | 19,468 | 17,951 |
Additional paid in capital | 17,465,052 | 12,671,942 |
Accumulated deficit | (16,319,116) | (15,853,076) |
Total stockholders' equity (deficit) attributable to First Choice Healthcare Solutions, Inc. | 1,165,404 | (3,163,183) |
Non-controlling interest (Note 10) | (138,686) | 0 |
Total equity (deficit) | 1,026,718 | (3,163,183) |
Total liabilities and equity | $ 18,733,531 | $ 11,470,692 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS [Parenthetical] - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended |
Jun. 30, 2015 | Jun. 30, 2015 | Dec. 31, 2014 | |
Accumulated depreciation of property plant and equipment (in dollars) | $ 4,014,681 | $ 4,014,681 | $ 2,472,111 |
Amortization of Deferred Charges, Total | 53,774 | 53,774 | 0 |
Accumulated amortization (in dollars) | $ 65,000 | $ 65,000 | $ 55,000 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 | 1,000,000 |
Preferred stock, issued | 0 | 0 | 0 |
Preferred stock, outstanding | 0 | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 | 100,000,000 |
Common stock, shares issued | 19,468,255 | 19,468,255 | 17,951,055 |
Common stock, shares outstanding | 19,468,255 | 19,468,255 | 17,951,055 |
Patents [Member] | |||
Accumulated amortization (in dollars) | $ 28,650 | $ 28,650 | $ 19,100 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Revenues: | ||||
Patient service revenue | $ 3,810,299 | $ 1,885,569 | $ 6,095,587 | $ 3,896,543 |
Provision for bad debts | (6,260) | (37,128) | (51,484) | (75,272) |
Net patient service revenue less provision for bad debts | 3,804,039 | 1,848,441 | 6,044,103 | 3,821,271 |
Rental revenue | 520,276 | 258,723 | 785,379 | 520,646 |
Total revenue | 4,324,314 | 2,107,164 | 6,829,482 | 4,341,917 |
Operating expenses: | ||||
Salaries and benefits | 2,125,481 | 1,090,806 | 3,071,601 | 2,156,327 |
Other operating expenses | 563,422 | 427,056 | 1,014,907 | 856,347 |
General and administrative | 1,649,870 | 669,208 | 2,203,154 | 1,075,120 |
Depreciation and amortization | 144,417 | 126,772 | 284,926 | 261,491 |
Total operating expenses | 4,483,190 | 2,313,842 | 6,574,588 | 4,349,285 |
Net income (loss) from operations | (158,875) | (206,678) | 254,894 | (7,368) |
Other income (expense): | ||||
Miscellaneous income | 40,369 | 750 | 41,119 | 1,500 |
Amortization financing costs | (19,229) | (25,466) | (39,915) | (41,372) |
Interest expense, net | (358,994) | (217,177) | (722,138) | (436,430) |
Total other expense | (337,854) | (241,893) | (720,934) | (476,302) |
Net loss before provision for income taxes | (496,729) | (448,571) | (466,040) | (483,670) |
Income taxes (benefit) | 0 | 0 | 0 | 0 |
Net loss | (496,729) | (448,571) | (466,040) | (483,670) |
Non-controlling interest (Note 10) | 0 | 0 | 0 | 0 |
Net Loss Attributable to First Choice Healthcare Solutions, Inc. | $ (496,729) | $ (448,571) | $ (466,040) | $ (483,670) |
Net loss per common share, basic and diluted | $ (0.03) | $ (0.03) | $ (0.03) | $ (0.03) |
Weighted average number of common shares outstanding, basic and diluted (in shares) | 18,999,475 | 16,988,149 | 18,533,559 | 16,873,038 |
CONDENSED STATEMENT OF STOCKHOL
CONDENSED STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT) - 6 months ended Jun. 30, 2015 - USD ($) | Total | Preferred Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] | Noncontrolling Interest [Member] |
Balance at Dec. 31, 2014 | $ (3,163,183) | $ 0 | $ 17,951 | $ 12,671,942 | $ (15,853,076) | $ 0 |
Balance (in shares) at Dec. 31, 2014 | 0 | 17,951,055 | ||||
Common stock issued for services rendered | 530,000 | $ 0 | $ 506 | 529,494 | 0 | 0 |
Common stock issued for services rendered (in shares) | 0 | 506,000 | ||||
Common stock issued in settlement of note payable and accrued interest | 811,200 | $ 0 | $ 811 | 811,389 | 0 | 0 |
Common stock issued in settlement of note payable and accrued interest (in shares) | 0 | 811,200 | ||||
Common stock issued in connection with loan extension | 227,000 | $ 0 | $ 200 | 226,800 | 0 | 0 |
Common stock issued in connection with loan extension (in shares) | 0 | 200,000 | ||||
Non-controlling interest of variable interest entry | (138,686) | $ 0 | $ 0 | 0 | 0 | (138,686) |
Fair value of options issued to acquire management control of variable interest entity | 3,226,427 | 0 | 0 | 3,226,427 | 0 | 0 |
Net loss | (466,040) | 0 | 0 | 0 | (466,040) | 0 |
Balance at Jun. 30, 2015 | $ 1,026,718 | $ 0 | $ 19,468 | $ 17,465,052 | $ (16,319,116) | $ (138,686) |
Balance (in shares) at Jun. 30, 2015 | 0 | 19,468,255 |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net Income (loss) | $ (466,040) | $ (483,670) |
Adjustments to reconcile net loss to cash provided by operating activities: | ||
Depreciation and amortization | 338,700 | 261,491 |
Amortization of financing costs | 39,915 | 41,372 |
Bad debt expense | 51,484 | 75,272 |
Common stock issued in connection with loan extension | 227,000 | 0 |
Stock based compensation | 139,750 | 96,000 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (556,635) | (858,362) |
Prepaid expenses and other | 237,431 | (85,044) |
Restricted funds | (54,563) | (25,207) |
Employee loans | (103,654) | 0 |
Accounts payable and accrued expenses | 160,359 | 453,192 |
Deposits | (5,469) | 0 |
Deferred rent | 39,603 | 0 |
Unearned income | 22,113 | (24,080) |
Net cash provided by (used in) operating activities | 69,994 | (549,037) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Cash from variable interest entity | 679,673 | 0 |
Purchase of equipment | (40,065) | (87,982) |
Net cash used in investing activities | 639,608 | (87,982) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from advances | 129,000 | 0 |
Proceeds from lines of credit | 355,656 | 350,000 |
Net payments on notes payable | (40,065) | (381,327) |
Net cash provided by (used in) financing activities | 65,876 | (31,327) |
Net increase (decrease) in cash and cash equivalents | 775,478 | (668,346) |
Cash and cash equivalents, beginning of period | 279,087 | 739,158 |
Cash and cash equivalents, end of period | 1,054,565 | 70,812 |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: | ||
Cash paid during the period for interest | 594,211 | 436,528 |
Cash paid during the period for taxes | 0 | 0 |
Supplemental disclosure on non-cash investing and financing activities: | ||
Common stock issued in settlement of line of credit | 0 | 150,000 |
Common stock issued in settlement of convertible note and interest | 811,200 | 208,700 |
Fair value of options issued to acquire management control of variable interest entity | 3,226,427 | 0 |
Line of Credit [Member] | ||
Supplemental disclosure on non-cash investing and financing activities: | ||
Common stock issued in settlement of accrued expenses | $ 15,000 | $ 166,340 |
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES; BASIS OF PRESENTATION | 6 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies [Text Block] | A summary of the significant accounting policies applied in the presentation of the accompanying unaudited condensed consolidated financial statements follows: General The (a) condensed consolidated balance sheet as of December 31, 2014, which has been derived from the audited financial statements of First Choice Healthcare Solutions, Inc. (“FCHS” and including, where appropriate, its consolidated subsidiaries and entities in which we have a controlling financial interest, the “Company”), and (b) the unaudited condensed consolidated interim financial statements as of June 30, 2015 of the Company have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and the instructions to Form 10-Q and Rule 8-03 of Regulation S-X. To determine if we hold a controlling financial interest in an entity, we first evaluate if we are required to apply the variable interest entity ("VIE") model to the entity, otherwise the entity is evaluated under the voting interest model. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three and six months ended June 30, 2015 are not necessarily indicative of results that may be expected for the year ending December 31, 2015. These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto for the year ended December 31, 2014 included in the Company’s Annual Report on Form 10-K, filed with the Securities and Exchange Commission (the “SEC”) on April 15, 2015. Effective April 4, 2012, Medical Billing Assistance, Inc., a Colorado corporation (“Medical Billing”), merged with and into the Company. The effect of the merger was that Medical Billing reincorporated from Colorado to Delaware (the “Reincorporation”). The Company is deemed to be the successor issuer of Medical Billing under Rule 12g-3 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). As a result of the Reincorporation, the Company changed its name to First Choice Healthcare Solutions, Inc. and its shares underwent an effective four-for-one reverse split. Other than the foregoing, the Reincorporation did not result in any change in the business, management, fiscal year, accounting, and location of the principal executive offices, assets or liabilities of the Company. On April 2, 2012, the Company completed its acquisition of First Choice Medical Group of Brevard, LLC (“First Choice Brevard”), pursuant to the Membership Interest Purchase Closing Agreement (the “Purchase Agreement”). The Company has been managing the practice of First Choice Brevard since November 1, 2011, pursuant to a Management Services Agreement. Effective May 1, 2015, the Company, through its recently formed wholly owned subsidiary, TBC Holdings of Melbourne, Inc., entered into an Operating and Control Agreement (the Agreement”) with Brevard Orthopaedic Spine & Pain Clinic, Inc. (“The B.A.C.K. Center”), whereby the Company will have sole and exclusive management and control of The B.A.C.K. Center, including, but not limited to, administrative, financial, facility and business operations, including the requirement to absorb losses or right to receive economic benefits. The initial term of the Agreement expires on December 31, 2016, with an option by the Company to extend the term until December 31, 2023. The agreement allows the Company to hold the current or potential rights that give it the power to direct the activities of the VIE that most significantly impact the VIE's economic performance, combined with a variable interest that gives the Company the right to receive potentially significant benefits or the obligation to absorb potentially significant losses. The Company has a controlling financial interest in the VIE. Rights held by others to remove the party with power over the VIE are not considered unless one party can exercise those rights unilaterally. When changes occur to the structure of the entity, the Company will reconsider whether it is subject to the VIE model. The Company continuously evaluates whether it has a controlling financial interest in the VIE. Non-controlling interests relate to the third party ownership in a consolidated entity in which the Company has a controlling interest. For financial reporting purposes, the entity's assets, liabilities, and operations are consolidated with those of the Company, and the non-controlling interest in the entity is included in the Company's consolidated financial statements within the equity section of the consolidated Balance Sheets. The unaudited condensed consolidated financial statements include the accounts of the Company and its direct and indirect wholly owned subsidiaries FCID Holdings, Inc., MTMC of Melbourne, Inc., Marina Towers, LLC, FCID Medical Inc., TBC Holdings of Melbourne, Inc. and First Choice Brevard, along with the VIE, The B.A.C.K. Center. All significant intercompany balances and transactions, including those involving the VIE, have been eliminated in consolidation. The preparation of the financial statements in conformity with GAAP requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results could differ from those estimates. The Company recognizes revenue in accordance with Accounting Standards Codification subtopic 605-10, “ Revenue Recognition ASC 605-10 incorporates Accounting Standards Codification subtopic 605-25, “ Multiple-Element Arrangements The Company recognizes in accordance with Accounting Standards Codification subtopic 954-310, “Health Care Entities” (“ASC 954-310”), significant patient service revenue at the time the services are rendered, even though it does not assess the patient’s ability to pay. Therefore, The Company’s interim and annual periods reports disclose both, its policy for assessing and disclosing the timing and amount of uncollectable patient service revenue recognized as doubtful. Qualitative and quantitative information about significant changes in the allowance for doubtful accounts related to patient accounts receivable are disclosed in the Company’s reports. These estimates are based upon the past history and identified trends for each of our payers. Patient Service Revenue The Company recognizes patient service revenue associated with services provided to patients who have third-party payer coverage on the basis of contractual rates for the services provided. For uninsured or self-pay patients that do not qualify for charity care, the Company recognizes revenue on the basis of its standard rates for services provided (or on the basis of discounted rates, if negotiated or provided by policy). On the basis of historical experience, a portion of the Company’s patient service revenue may be potentially uncollectible due to patients who are unable or unwilling to pay for the services provided or the portion of their bill for which they are responsible. Thus, the Company records a provision for bad debts related to potentially uncollectible patient service revenue in the period the services are provided. Rental Revenue FCID Holdings, Inc. has one real estate holding, Marina Towers, LLC, a 78,000 95 48,698 34,480 The Company considers cash and cash equivalents to consist of cash on hand and investments having an original maturity of 90 days or less that are readily convertible into cash. As of June 30, 2015, the Company had $ 1,054,565 The Company’s financial instruments that are exposed to a concentration of credit risk are cash and accounts receivable. Generally, the Company’s cash and cash equivalents in interest-bearing accounts may exceed FDIC insurance limits. The financial stability of these institutions is periodically reviewed by senior management. Accounts receivables are carried at their estimated collectible amounts net of doubtful accounts. The Company analyzes its past history and identifies trends for each major payer sources of revenue to estimate the appropriate allowance for doubtful accounts and provision for bad debts. Management regularly reviews data about these major payer sources of revenue in evaluating the sufficiency of the allowance for doubtful accounts. ⋅ Rental receivables. Accounts receivables from rental activities are periodically evaluated for collectability in determining the appropriate allowance for doubtful account provision for bad debts and provision of bad debts. ⋅ Patient receivables. Accounts receivables from services provided to patients who have third-party coverage, the Company analyzes contractually due amounts and provides a provision for bad debts, if necessary. The Company records a provision for bad debts in the period of service on the basis of past experience or when indications are the patients are unable or unwilling to pay the portion of their bill for which they are responsible. The difference between the standard rates (or the discounted rates if negotiated) and the amounts actually collected after all reasonable collection efforts have been exhausted, is charged off against the allowance for doubtful accounts. As of June 30, 2015 and December 31, 2014, the Company’s provision for bad debts was $ 1,648,785 1,482,212 Capitalized financing costs represent costs incurred in connection with obtaining the debt financing. These costs are amortized ratably and charged to financing expenses over the term of the related debt. The amortization for the three and six months ended June 30, 2015 was $ 19,229 39,915 25,466 41,372 287,091 231,369 Accounting Standards Codification subtopic “ Segment Reporting Intangible assets with finite lives are amortized over their estimated useful lives. Intangible assets with indefinite lives are not amortized, but are tested for impairment annually. The Company's intangible assets with finite lives are patent costs, which are amortized over their economic or legal life, whichever is shorter. These patent costs were acquired on September 7, 2013 by the issuance of 636,666 286,500 4,775 9,550 0 28,650 19,100 Patient list is comprised of acquired patients in connection with the acquisition of First Choice - Brevard and is amortized ratably over the estimated useful life of 15 5,000 10,000 5,000 10,000 65,000 55,000 respectively. Property and equipment are stated at cost. When retired or otherwise disposed, the related carrying value and accumulated depreciation are removed from the respective accounts and the net difference less any amount realized from disposition, is reflected in earnings. For financial statement purposes, property and equipment are recorded at cost and depreciated using the straight-line method over their estimated useful lives of 5 39 On May 1, 2015, in connection with the operating and control agreement with Brevard Orthopaedic Spine & Pain Clinic, Inc., the Company issued 3,000,000 1.35 December 31, 2023 3,226,427 0 134.09 2.12 8.67 53,774 53,774 The Company accounts for net income (loss) per share in accordance with Accounting Standards Codification subtopic 260-10, Earnings Per Share (“ASC 260-10”), which requires presentation of basic and diluted earnings per share (“EPS”) on the face of the statement of operations for all entities with complex capital structures and requires a reconciliation of the numerator and denominator of the basic EPS computation to the numerator and denominator of the diluted EPS. Basic net income (loss) per share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding during each period. It excludes the dilutive effects of potentially issuable common shares such as those related to our issued convertible debt, warrants and stock options. Diluted net loss per share for three and six months ended June 30, 2015 and June 30, 2014 does not reflect the effects of 2,990,920 5,885,811 Accounting Standards Codification subtopic 825-10, “ Financial Instruments The Company follows Accounting Standards Codification subtopic 820-10, Fair Value Measurements and Disclosures (“ASC 820-10”) and Accounting Standards Codification subtopic 825-10, Financial Instruments (“ASC 825-10”), which permits entities to choose to measure many financial instruments and certain other items at fair value. Neither of these statements had an impact on the Company’s financial position, results of operations nor cash flows. Share-based compensation issued to employees is measured at the grant date, based on the fair value of the award, and is recognized as an expense over the requisite service period. The Company measures the fair value of the share-based compensation issued to non-employees using the stock price observed in the arms-length private placement transaction nearest the measurement date (for stock transactions) or the fair value of the award (for non-stock transactions), which were considered to be more reliably determinable measures of fair value than the value of the services being rendered. The measurement date is the earlier of (1) the date at which commitment for performance by the counterparty to earn the equity instruments is reached, or (2) the date at which the counterparty’s performance is complete. As of June 30, 2015, the Company had 3,000,000 The Company has adopted Accounting Standards Codification subtopic 323-10, Investments-Equity Methods and Joint Ventures (“ASC 323-10) which requires the accounting for investments where the Company can exert significant influence, but not control of a joint venture or equity investment. The Company owned a 0.6660 In April 2015, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) Number 2015-3 entitled “Simplifying the Presentation of Debt Issuance Costs.” The new guidance specifies that debt issuance costs under the new standard are to be netted against the carrying value of the financial liability. Under current guidance, debt issuance costs are recognized as a deferred charge and reported as a separate asset on the balance sheet. The new guidance aligns the treatment of debt issuance costs and debt discounts in that both reduce the carrying value of the liability. It is important to note that neither the recognition nor measurement of debt issuance costs is changed as a result of the ASU. Amortization of debt issuance costs is to be recorded as interest expense on the income statement. The effective date of the new guidance is for fiscal years beginning after December 15, 2015, for public business entities and interim periods within those fiscal years. Early adoption is permitted for financial statements that have not been issued previously. The Company does not believe the effect of the adoption of this standard to have a material impact on the Company’s consolidated financial statements. There are other various updates recently issued, most of which represented technical corrections to the accounting literature or application to specific industries and are not expected to a have a material impact on the Company's financial position, results of operations or cash flows. The Company evaluates events that have occurred after the balance sheet date but before the financial statements are issued. Based upon the evaluation, the Company did not identify any recognized or non-recognized subsequent events that would have required adjustment or disclosure in the condensed consolidated financial statements, except as disclosed. |
LIQUIDITY
LIQUIDITY | 6 Months Ended |
Jun. 30, 2015 | |
Liquidity Disclosures [Abstract] | |
Liquidity Disclosure [Text Block] | NOTE 2 LIQUIDITY The Company incurred various non-recurring expenses in 2014 in connection with the planned development of its medical practice. Management believes the continuing trend of positive growth before interest, taxes, depreciation and amortization into 2015 will support improved liquidity. In the fourth quarter of 2013, the Company paid off or converted to equity a total of $ 1,238,480 On June 13, 2013, the Company’s subsidiary, First Choice Brevard entered into a loan and security agreement with CT Capital, Ltd., d/b/a CT Capital, LP, a Florida limited liability partnership for an accounts receivable line of credit in the maximum aggregate amount of $ 2,000,000 12 6 100,000 1,575,000 The Company’s wholly owned subsidiary, FCID Holdings, Inc. (“FCID Holdings”) operates its real estate interests. Currently, FCID Holdings has one real estate holding, Marina Towers, LLC, a 78,000 95 48,698 34,480 The Company believes that ongoing operations of Marina Towers, LLC and the current positive cash balance along with continued execution of its business development plan will allow the Company to further improve its working capital and currently anticipates that it will have sufficient capital resources to meet projected cash flow requirements through the date that is one year and one day from the filing of this report. However, in order to execute the Company’s business development plan, which there can be no assurance it will do, the Company may need to raise additional funds through public or private equity offerings, debt financings, corporate collaborations or other means and potentially reduce operating expenditures. If the Company is unable to secure additional capital, it may be required to curtail its business development initiatives and take additional measures to reduce costs in order to conserve its cash. |
CASH - RESTRICTED
CASH - RESTRICTED | 6 Months Ended |
Jun. 30, 2015 | |
Cash and Cash Equivalents [Abstract] | |
Restricted Cash and Cash Equivalents Disclosure [Text Block] | NOTE 3 CASH RESTRICTED Cash-restricted is comprised of funds deposited to and held by the mortgage lender for payments of property taxes, insurance, replacements and major repairs of the Company's commercial building. The majority of the restricted funds are reserved for tenant improvements. As of June 30, 2015, the Company had $372,822 in restricted cash as compared to $318,259 at December 31, 2014. |
PROPERTY, PLANT, AND EQUIPMENT
PROPERTY, PLANT, AND EQUIPMENT | 6 Months Ended |
Jun. 30, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment Disclosure [Text Block] | NOTE 4 PROPERTY, PLANT, AND EQUIPMENT June 30, December 31, 2015 2014 Land $ 1,000,000 $ 1,000,000 Building 3,055,168 3,055,168 Building improvements 4,098,910 3,970,603 Automobiles 29,849 29,849 Computer equipment 330,776 327,847 Medical equipment 2,826,835 2,253,219 Office equipment 776,815 129,723 12,118,353 10,766,409 Less: accumulated depreciation (4,014,681) (2,472,111) $ 8,103,672 $ 8,294,298 During the three and six months ended June 30, 2015, depreciation expense charged to operations was $ 134,642 265,376 126,772 261,491 |
LINE OF CREDIT
LINE OF CREDIT | 6 Months Ended |
Jun. 30, 2015 | |
Line Of Credit Facility [Abstract] | |
Line Of Credit Facilities [Text Block] | NOTE 5 LINE OF CREDIT Line of Credit, CT Capital On June 13, 2013, the Company’s subsidiary, First Choice Brevard entered into a loan and security agreement (the “Loan Agreement”) with CT Capital, Ltd., d/b/a CT Capital, LP, a Florida limited liability partnership (the “Lender”). Under the Loan Agreement, the Lender committed to make an accounts receivable line of credit in the maximum aggregate amount of $ 1,500,000 December 31, 2016 On November 8, 2013, in consideration for the issuance of 100,000 12 6 On June 9, 2015, First Choice Brevard and the Lender entered into a Modification Agreement (“Modification”) further amending the Loan Agreement dated June 13, 2013, thereby increasing the Company’s accounts receivable line of credit from $ 1,500,000 2,000,000 The obligations of the Company under the Loan Agreement, as amended, are guaranteed by certain affiliates of the Company, including a personal guarantee issued by the Company’s Chief Executive Officer. As of June 30, 2015 and December 31, 2014, the outstanding balance was $ 1,575,000 1,237,000 Line of Credit, Florida Business Bank On June 27, 2012, The B.A.C.K. Center entered into a Promissory Note (the “Loan Agreement”) with Florida Business Bank, a Florida banking corporation (the “Lender”). Under the Loan Agreement, the Lender committed to make an accounts receivable line of credit in the maximum aggregate amount of $ 1,000,000 interest rate of Prime floating plus 1.0%, as published in The Wall Street Journal, with a floor of 4.50% per annum (the “Loan”). The Loan was modified on April 9, 2013, allowing a temporary increase to $ 1,383,000 995,000 45 1,000,000 interest rate of one month Libor floating plus 2.75%, as published in The Wall Street Journal, with a floor of 2.96% per annum (2.96% at December 31, 2014 and 2013, respectively). Interest shall be due and payable monthly and principal is due on demand. The outstanding principal balance plus all accrued but unpaid interest shall be due on demand (the “Maturity Date”). Upon default, the interest may be adjusted to the highest rate permissible by law. The Loan is secured by all assets of The B.A.C.K. Center now owned or hereafter acquired. The assets constitute the collateral for the repayment of the Loan. The Loan Agreement also includes covenants, representations, warranties, indemnities and events of default that are customary for facilities of this type. The advance rate is defined as: 60% of Medicare and Medicaid receivables less than 90 days old multiplied by a factor of 0.25, plus all other receivables less than 90 days old multiplied by a factor of 0.50. As of June 30, 2015, The B.A.C.K. Center had not violated the loan covenants. The obligations of The B.A.C.K Center under the Loan Agreement are guaranteed by the shareholders of The B.A.C.K. Center. The Loan Agreement is also guaranteed in the amount of $ 950,000 899,982 |
CONVERTIBLE NOTES PAYABLE
CONVERTIBLE NOTES PAYABLE | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Stockholders' Equity Note Disclosure [Text Block] | NOTE 6 - CONVERTIBLE NOTES PAYABLE Hillair Capital Investments, L.P. On November 8, 2013, the Company entered into a securities purchase agreement (the “Securities Purchase Agreement”) with Hillair Capital Investments L.P. ("Hillair") in exchange for the issuance of (i) a $ 2,320,000 8 convertible debenture, which was originally due on December 28, 2013 and subsequently extended on December 28, 2013 through November 1, 2015 2,320,000 1.35 The Debenture and the Warrant may not be converted if such conversion would result in Hillair beneficially owning in excess of 4.99% of the Company’s common stock. Hillair may waive this 4.99% restriction with 61 days’ notice to the Company. The Company issued to Hillair the Debenture with the Warrant for the net purchase price of $ 2,000,000 320,000 1.00 In connection with the issuance of the Debenture, the Company issued the Warrant, granting the holder the right to acquire an aggregate of 2,320,000 1.35 1,871,117 3.6 1.42 0 147.94 1,871,117 On January 30, 2015, the Company and Hillair entered into an Extension Agreement (“Extension”) amending the 8 580,000 In consideration of the Extension, the Company issued to Hillair 100,000 99,000 30,000 20,000 On March 15, 2015, the Company provided written notice and remitted $ 20,000 On April 9, 2015, the redemption terms of the Debenture were further modified as follows: Hillair agreed to convert $ 580,000 580,000 100,000 1.00 0.50 580,000 May 1, 2015 August 1, 2015 As a result of the modification, Hillair converted $100,000 principal amount of the Debenture, at $.50 per share, into 200,000 580,000 1.00 580,000 680,000 780,000 100,000 128,000 As of June 30, 2015, the outstanding principal amount and interest of the Debenture was $ 1,415,920 On August 3, 2015, the remaining outstanding principal balance, and accrued interest, in the aggregate amount of $ 1,161,641 the |
NOTES PAYABLE
NOTES PAYABLE | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Long-term Debt [Text Block] | NOTE 7 NOTES PAYABLE June 30, December 31, Mortgage Payable $ 7,205,024 $ 7,256,416 Note Payable, GE Capital (construction), MRI 30,869 121,204 Note Payable, GE Capital (construction), 2 15,249 44,911 Note Payable, GE Capital (MRI) 1,035,065 1,218,625 Note Payable, GE Capital (X-ray) 120,241 142,349 Note Payable, GE Arm 79,923 91,925 Note Payable, Auto 13,331 16,383 Note payable, Florida Business Bank 393,130 - Capital Lease Equipment 37,673 25,538 8,930,505 8,917,351 Less current portion (702,950) (732,791) $ 8,227,555 $ 8,184,560 Mortgage Payable On August 12, 2011, the Company refinanced its existing mortgage note payable as described below providing additional working capital funds. The aggregate amount of the note of $ 7,550,000 6.10 45,753 30 September 16, 2016 In connection with the refinancing of the mortgage note payable, the Company incurred financing costs of $ 286,723 Note Payable Equipment Financing On May 21, 2012, the Company entered into a note payable with GE Healthcare Financial Services (“GE Capital”) in the amount of approximately $ 2.4 The Company also currently has two construction loans outstanding. As of December 2012, the construction loans are payable in 35 7.38 450,000 150,000 The Company entered into equipment finance leases for a total aggregate amount of $ 2,288,679 On September 27, 2012, the Company accepted the delivery of MRI equipment under the equipment finance lease. As such, the component piece accepted of $ 1,771,390 60 0 38,152 7.9375 11,779 38,152 On August 22, 2012, the Company accepted the delivery of X-ray equipment under the equipment finance lease. As such, the component piece accepted of $ 212,389 60 0 4,300 7.9375 1,384 4,575 On February 25, 2013, the Company accepted the delivery of C-arm equipment under the equipment finance lease. As such, the component piece accepted of $ 124,797 63 0 2,388 7.39 Note Payable Auto On May 21, 2012, the Company issued a note payable, in the amount of $ 29,850 593 6.99 Note Payable Florida Business Bank On June 27, 2012, The B.A.C.K. Center issued a promissory note in the aggregate amount of $ 900,931 5.50 14,753 The note was modified on April 9, 2013 requiring a principal and interest payment of $ 11,434 3.89 634,000 Capital Leases Equipment On June 11, 2013, the Company entered into a lease agreement to acquire equipment with 48 956 June 1, 2017 14.002 On October 25, 2011, The B.A.C.K. Center entered into a lease agreement to acquire equipment with 60 monthly payments of $ 1,036 Amount Six months ended December 31, 2015 $ 404,326 Year ended December 31, 2016 7,779,410 Year ended December 31, 2017 654,891 Year ended December 31, 2018 and thereafter 91,878 Total $ 8,930,505 |
CAPITAL STOCK
CAPITAL STOCK | 6 Months Ended |
Jun. 30, 2015 | |
Stockholders' Equity Note [Abstract] | |
Capital Stock [Text Block] | NOTE 8 CAPITAL STOCK During the six months ended June 30, 2015, the Company issued an aggregate of 200,000 During the six months ended June 30, 2015, the Company issued an aggregate of 811,200 780,000 31,200 During the six months ended June 30, 2015, the Company issued an aggregate of 506,000 530,000 221,000 Stock-Based Payable The Company is obligated to issue an aggregate of 147,500 147,500 1.00 537,750 1.32 |
STOCK OPTIONS AND WARRANTS
STOCK OPTIONS AND WARRANTS | 6 Months Ended |
Jun. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock Options and Warrants Disclosure [Text Block] | NOTE 9 STOCK OPTIONS AND WARRANTS Warrants Warrants Outstanding Warrants Exercisable Price Outstanding Expiration Date Weighted Exercisable Weighted $ 1.35 2,320,000 November 8, 2018 $ 1.35 2,320,000 $ 1.35 $ 3.60 1,875,000 December 31, 2016 $ 3.60 1,875,000 $ 3.60 4,195,000 $ 2.36 4,195,000 $ 2.36 The warrant to purchase up to 2,320,000 1,875,000 Number of Weighted Outstanding at December 31, 2013: 4,195,000 $ 2.36 Granted - - Exercised - - Expired - - Outstanding at December 31, 2014: 4,195,000 $ 2.36 Granted - - Exercised - - Expired - - Outstanding at June 30,2015 4,195,000 $ 2.36 Options Shares Weighted- Weighted- Aggregate Outstanding at January 1, 2015 - $ - - $ - Granted 3,000,000 1.35 8.67 - Canceled/expired - - - - Outstanding at June 30, 2015 3,000,000 $ 1.35 8.50 $ - Exercisable at June 30, 2015 - $ - - $ - Options Outstanding Weighted Average Exercisable Exercise Number of Remaining Life Number of Price Options In Years Options $1.35 3,000,000 8.50 - On May 1, 2015, in connection with the Operating and Control Agreement with Brevard Orthopaedic Spine & Pain Clinic, Inc., the Company issued 3,000,000 1.35 contingent on the variable interest entity (VIE), The B.A.C.K. Center, being acquired by the Company and The B.A.C.K. Center employees executing employment contracts with TBC Holdings. 3,226,427 0 134.09 2.12 8.67 life; and is recorded as deferred costs and amortized over the contract term of the Operating and Control Agreement of the VIE |
VARIABLE INTEREST ENTITY
VARIABLE INTEREST ENTITY | 6 Months Ended |
Jun. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Variable Interest Entity Disclosure [Text Block] | NOTE 10 VARIABLE INTEREST ENTITY Effective May 1, 2015, the Company, through its recently formed wholly owned subsidiary, TBC Holdings of Melbourne, Inc. entered into an Operating and Control Agreement (the Agreement”) with Brevard Orthopaedic Spine & Pain Clinic, Inc. (“The B.A.C.K. Center”), whereby the Company will have sole and exclusive management and control of The B.A.C.K. Center, including, but not limited to, administrative, financial, facility and business operations including the requirement to absorb losses or right to receive economic benefits The initial term of the Agreement expires on December 31, 2016, with an option by the Company to extend the term until December 31, 2023. The Company issued 3,000,000 vesting contingent on The B.A.C.K. Center employees signing employment contracts with TBD Holdings and the variable interest entity, The B.A.C.K. Center, being acquired by the Company 1.35 The Company has determined that The B.A.C.K. Center is a Variable Interest Entity ("VIE") in accordance with Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") Topic 810, "Consolidation". In determining whether the Company has the right to receive benefits or the obligation to absorb losses that could potentially be significant to the VIE, the Company evaluates all of its economic interests in the entity, regardless of form (debt, equity, management and servicing fees, and other contractual arrangements). This evaluation considers all relevant factors of the entity's structure, including: the entity's capital structure, contractual rights to earnings (losses), subordination of our interests relative to those of other investors, contingent payments, as well as other contractual arrangements that have potential to be economically significant. The evaluation of each of these factors in reaching a conclusion about the potential significance of the Company's economic interests is a matter that requires the exercise of professional judgment. Current assets: Cash $ 999,128 Accounts receivable 2,038,218 Due from First Choice Healthcare Solutions 25,368 Other current assets 632,853 Total current assets 3,695,567 Property and equipment, net 31,463 Other assets 23,026 Total assets $ 3,750,056 Current liabilities: Accounts payable and accrued liabilities $ 970,626 Other current liabilities 1,086,469 Total current liabilities 2,057,095 Long term debt 1,831,647 Total liabilities 3,888,742 Deficit (138,686) Total liabilities and deficit $ 3,750,056 Total revenues from The B.A.C.K. Center were $ 2,206,102 1,250,618 969,706 3,223 7,923 |
SEGMENT REPORTING
SEGMENT REPORTING | 6 Months Ended |
Jun. 30, 2015 | |
Segment Reporting [Abstract] | |
Segment Reporting Disclosure [Text Block] | NOTE 11 SEGMENT REPORTING The Company reports segment information based on the “management” approach. The management approach designates the internal reporting used by management for making decisions and assessing performance as the source of the Company's reportable segments. The Company has three reportable segments: Marina Towers, LLC, FCID Medical, Inc. and The B.A.C.K Center. The Marina Towers, LLC segment derives revenue from the operating leases of its owned building, FCID Medical segment derives revenue for medical services provided to patients, and The B.A.C.K Center derives revenue for subleasing space within its building and medical services provided to patients. Information concerning the operations of the Company's reportable segments is as follows: Marina FCID Brevard Intercompany Towers Medical Orthopedic Corporate Eliminations Total Revenue: Net Patient Service Revenue $ - $ 1,873,219 $ 1,930,820 $ - $ - $ 3,804,039 Rental revenue 375,512 - 256,132 - (111,368) 520,276 Total Revenue 375,512 1,873,219 2,186,952 - (111,368) 4,324,315 Operating expenses: Salaries & benefits 3,000 781,064 1,250,618 90,799 - 2,125,481 Other operating expenses 109,943 564,847 - - (111,368) 563,422 General and administrative 24,148 319,237 917,456 389,029 - 1,649,870 Depreciation and amortization 69,674 66,745 3,223 4,775 - 144,417 Total operating expenses 206,765 1,731,893 2,171,297 484,603 (111,368) 4,483,190 Net income (loss) from operations: 168,747 141,326 15,655 (484,603) - (158,875) Interest expense (109,300) (68,798) (7,264) (173,632) - (358,994) Amortization of financing costs (14,337) (4,233) (659) - - (19,229) Other income (expense) 21,219 - 19,150 - - 40,369 Net Income (loss): 66,329 68,295 26,882 (658,235) - (496,729) Income taxes - - - - - - Net income (loss) $ 66,329 $ 68,295 $ 26,882 $ (658,235) $ - $ (496,729) Summary Statement of Operations for the three months ended June 30, 2014: Marina FCID Brevard Intercompany Towers Medical Orthopedic Corporate Eliminations Total Revenue: Net Patient Service Revenue $ - $ 1,848,441 $ - $ - $ - $ 1,848,441 Rental revenue 367,460 - - - (108,737) 258,723 Total Revenue 367,460 1,848,441 - - (108,737) 2,107,164 Operating expenses: Salaries & benefits 3,000 996,555 - 91,251 - 1,090,806 Other operating expenses 109,989 425,804 - - (108,737) 427,056 General and administrative 21,903 328,909 - 318,396 - 669,208 Depreciation and amortization 69,219 57,553 - - - 126,772 Total operating expenses 204,111 1,808,821 - 409,647 (108,737) 2,313,842 Net income (loss) from operations: 163,349 39,620 - (409,647) - (206,678) Interest expense (114,067) (55,951) - (47,159) - (217,177) Amortization of financing costs (14,337) (11,129) - - - (25,466) Other income (expense) 750 - - - - 750 Net Income (loss): 35,695 (27,460) - (456,806) - (448,571) Income taxes - - - - - - Net income (loss) $ 35,695 $ (27,460) $ - $ (456,806) $ - $ (448,571) Summary Statement of Operations for the six months ended June 30, 2015: Marina FCID Brevard Intercompany Towers Medical Orthopedic Corporate Eliminations Total Revenue: Net Patient Service Revenue $ - $ 4,113,283 $ 1,930,820 $ - $ - $ 6,044,103 Rental revenue 750,833 - 256,132 - (221,586) 785,379 Total Revenue 750,833 4,113,283 2,186,952 - (221,586) 6,829,482 Operating expenses: Salaries & benefits 6,000 1,618,051 1,250,618 196,932 - 3,071,601 Other operating expenses 213,274 1,023,219 - - (221,586) 1,014,907 General and administrative 46,790 610,396 917,456 628,512 - 2,203,154 Depreciation and amortization 138,893 133,260 3,223 9,550 - 284,926 Total operating expenses 404,957 3,384,926 2,171,297 834,994 (221,586) 6,574,588 Net income (loss) from operations: 345,876 728,357 15,655 (834,994) - 254,894 Interest expense (219,796) (120,582) (7,264) (374,496) - (722,138) Amortization of financing costs (28,674) (10,582) (659) - - (39,915) Other income (expense) 21,969 - 19,150 - - 41,119 Net Income (loss): 119,375 597,193 26,882 (1,209,490) - (466,040) Income taxes - - - - - Net income (loss) $ 119,375 $ 597,193 $ 26,882 $ (1,209,490) $ - $ (466,040) Summary Statement of Operations for the six months ended June 30, 2014: Marina FCID Brevard Intercompany Towers Medical Orthopaedic Corporate Eliminations Total Revenue: Net Patient Service Revenue $ - $ 3,821,271 $ - $ - $ - $ 3,821,271 Rental revenue 736,971 - - - (216,325) 520,646 Total Revenue 736,971 3,821,271 - - (216,325) 4,341,917 Operating expenses: Salaries & benefits 6,000 1,976,438 - 173,889 - 2,156,327 Other operating expenses 213,601 859,071 - - (216,325) 856,347 General and administrative 43,722 565,161 - 466,237 - 1,075,120 Depreciation and amortization 138,228 123,263 - - - 261,491 Total operating expenses 401,551 3,523,933 - 640,126 (216,325) 4,349,285 Net income (loss) from operations: 335,420 297,338 - (640,126) - (7,368) Interest expense (226,091) (115,288) - (95,051) - (436,430) Amortization of financing costs (28,674) (12,698) - - - (41,372) Other income (expense) 1,500 - - - - 1,500 Net Income (loss): 82,155 169,352 - (735,177) - (483,670) Income taxes - - - - - - Net income (loss) $ 82,155 $ 169,352 $ - $ (735,177) $ - $ (483,670) Marina FCID Brevard Intercompany Towers Medical Orthopaedic Corporate Eliminations Total Assets: At June 30, 2015: $ 6,508,932 $ 4,873,844 $ 3,724,688 $ 3,480,083 $ - $ 18,587,547 At December 31, 2014: $ 6,726,759 $ 4,407,749 $ - $ 336,184 $ - $ 11,470,692 Assets acquired Three month ended June 30, 2015: $ 29,781 $ 1,999 $ - $ - $ - $ 31,780 Three months ended June 30, 2014: $ 6,319 $ 70,665 $ - $ - $ - $ 76,984 Six months ended June 30, 2015: $ 36,409 $ 3,656 $ - $ - $ - $ 40,065 Six months ended June 30, 2014: $ 16,758 $ 71,224 $ - $ - $ - $ 87,982 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 6 Months Ended |
Jun. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies Disclosure [Text Block] | NOTE 12 - COMMITMENTS AND CONTINGENCIES Litigation On or about July 25, 2014, MedTRX Health Care Solutions, LLC and MedTRX Collection Services, LLC (“MedTRX”) filed a demand for arbitration with the American Arbitration Association (“AAA”) against FCID Medical, Inc. and First Choice Medical Group of Brevard, LLC (collectively, “First Choice”). MedTRX claims that First Choice breached an exclusive five-year billing and collection agreement, dated December 9, 2011, (“Billing Agreement”) by engaging another billing service on or about June 1, 2014. MedTRX also claims that First Choice failed to pay for services that MedTRX had performed prior to June 1, 2014, leaving a balance due of $93,280.84. MedTRX claims total damages of “not less than $ 3 The B.A.C.K. Center has a claim filed in Brevard County, Florida Circuit Court against Health First Management, Inc. due to a contract dispute. A counterclaim was filed against the Company. The case has been litigated for a substantial amount of time and a trial is anticipated to take place within the next twelve months. The Company has vigorously defended against the counterclaim. The Company has accrued a possible loss contingency of approximately $ 118,000 From time to time, we may become involved in various lawsuits and legal proceedings which arise in the ordinary course of business. However, litigation is subject to inherent uncertainties, and an adverse result in these or other matters may arise from time to time that may harm our business. Operating Leases The B.A.C.K. Center leases office space under various non-cancelable operating leases that expire at various dates through June 2026. Terms of the lease agreements provide for rental payments ranging from approximately $ 4,200 200,000 260,234 Six months ended December 31 2015: $ 1,732,268 Year ended December 31, 2016 3,494,547 Year ended December 31, 2017 3,444,197 Year ended December 31, 2018 3,444,209 Year ended December 31, 2019 3,444,221 $ 15,559,442 Guarantees Two of The B.A.C.K. Center’s shareholders and a related party have guaranteed the full and prompt payment of the base rent, the additional rent and any all other sums and charges payable by a tenant, its successors and assigns under the lease, and the full performance and observance of all the covenants, terms, conditions and agreements for one of the above mentioned operating leases. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 6 Months Ended |
Jun. 30, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | NOTE 13 SUBSEQUENT EVENTS Hillair Capital Investments, L.P. On August 3, 2015, the remaining outstanding principal balance and accrued interest in the aggregate amount of $ 1,161,641 8 November 1, 2015 L.P. was 1.00 1,161,641 |
SIGNIFICANT ACCOUNTING POLICI20
SIGNIFICANT ACCOUNTING POLICIES; BASIS OF PRESENTATION (Policies) | 6 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
Basis of Accounting, Policy [Policy Text Block] | Basis of Presentation Effective April 4, 2012, Medical Billing Assistance, Inc., a Colorado corporation (“Medical Billing”), merged with and into the Company. The effect of the merger was that Medical Billing reincorporated from Colorado to Delaware (the “Reincorporation”). The Company is deemed to be the successor issuer of Medical Billing under Rule 12g-3 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). As a result of the Reincorporation, the Company changed its name to First Choice Healthcare Solutions, Inc. and its shares underwent an effective four-for-one reverse split. Other than the foregoing, the Reincorporation did not result in any change in the business, management, fiscal year, accounting, and location of the principal executive offices, assets or liabilities of the Company. On April 2, 2012, the Company completed its acquisition of First Choice Medical Group of Brevard, LLC (“First Choice Brevard”), pursuant to the Membership Interest Purchase Closing Agreement (the “Purchase Agreement”). The Company has been managing the practice of First Choice Brevard since November 1, 2011, pursuant to a Management Services Agreement. Effective May 1, 2015, the Company, through its recently formed wholly owned subsidiary, TBC Holdings of Melbourne, Inc., entered into an Operating and Control Agreement (the Agreement”) with Brevard Orthopaedic Spine & Pain Clinic, Inc. (“The B.A.C.K. Center”), whereby the Company will have sole and exclusive management and control of The B.A.C.K. Center, including, but not limited to, administrative, financial, facility and business operations, including the requirement to absorb losses or right to receive economic benefits. The initial term of the Agreement expires on December 31, 2016, with an option by the Company to extend the term until December 31, 2023. The agreement allows the Company to hold the current or potential rights that give it the power to direct the activities of the VIE that most significantly impact the VIE's economic performance, combined with a variable interest that gives the Company the right to receive potentially significant benefits or the obligation to absorb potentially significant losses. The Company has a controlling financial interest in the VIE. Rights held by others to remove the party with power over the VIE are not considered unless one party can exercise those rights unilaterally. When changes occur to the structure of the entity, the Company will reconsider whether it is subject to the VIE model. The Company continuously evaluates whether it has a controlling financial interest in the VIE. Non-controlling interests relate to the third party ownership in a consolidated entity in which the Company has a controlling interest. For financial reporting purposes, the entity's assets, liabilities, and operations are consolidated with those of the Company, and the non-controlling interest in the entity is included in the Company's consolidated financial statements within the equity section of the consolidated Balance Sheets. The unaudited condensed consolidated financial statements include the accounts of the Company and its direct and indirect wholly owned subsidiaries FCID Holdings, Inc., MTMC of Melbourne, Inc., Marina Towers, LLC, FCID Medical Inc., TBC Holdings of Melbourne, Inc. and First Choice Brevard, along with the VIE, The B.A.C.K. Center. All significant intercompany balances and transactions, including those involving the VIE, have been eliminated in consolidation. |
Use of Estimates, Policy [Policy Text Block] | Use of Estimates The preparation of the financial statements in conformity with GAAP requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results could differ from those estimates. |
Revenue Recognition, Policy [Policy Text Block] | Revenue Recognition The Company recognizes revenue in accordance with Accounting Standards Codification subtopic 605-10, “ Revenue Recognition ASC 605-10 incorporates Accounting Standards Codification subtopic 605-25, “ Multiple-Element Arrangements The Company recognizes in accordance with Accounting Standards Codification subtopic 954-310, “Health Care Entities” (“ASC 954-310”), significant patient service revenue at the time the services are rendered, even though it does not assess the patient’s ability to pay. Therefore, The Company’s interim and annual periods reports disclose both, its policy for assessing and disclosing the timing and amount of uncollectable patient service revenue recognized as doubtful. Qualitative and quantitative information about significant changes in the allowance for doubtful accounts related to patient accounts receivable are disclosed in the Company’s reports. These estimates are based upon the past history and identified trends for each of our payers. Patient Service Revenue The Company recognizes patient service revenue associated with services provided to patients who have third-party payer coverage on the basis of contractual rates for the services provided. For uninsured or self-pay patients that do not qualify for charity care, the Company recognizes revenue on the basis of its standard rates for services provided (or on the basis of discounted rates, if negotiated or provided by policy). On the basis of historical experience, a portion of the Company’s patient service revenue may be potentially uncollectible due to patients who are unable or unwilling to pay for the services provided or the portion of their bill for which they are responsible. Thus, the Company records a provision for bad debts related to potentially uncollectible patient service revenue in the period the services are provided. Rental Revenue FCID Holdings, Inc. has one real estate holding, Marina Towers, LLC, a 78,000 95 48,698 34,480 |
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and Cash Equivalents The Company considers cash and cash equivalents to consist of cash on hand and investments having an original maturity of 90 days or less that are readily convertible into cash. As of June 30, 2015, the Company had $ 1,054,565 |
Concentration Risk, Credit Risk, Policy [Policy Text Block] | Concentrations of Credit Risk The Company’s financial instruments that are exposed to a concentration of credit risk are cash and accounts receivable. Generally, the Company’s cash and cash equivalents in interest-bearing accounts may exceed FDIC insurance limits. The financial stability of these institutions is periodically reviewed by senior management. |
Trade and Other Accounts Receivable, Policy [Policy Text Block] | Accounts Receivable Accounts receivables are carried at their estimated collectible amounts net of doubtful accounts. The Company analyzes its past history and identifies trends for each major payer sources of revenue to estimate the appropriate allowance for doubtful accounts and provision for bad debts. Management regularly reviews data about these major payer sources of revenue in evaluating the sufficiency of the allowance for doubtful accounts. ⋅ Rental receivables. Accounts receivables from rental activities are periodically evaluated for collectability in determining the appropriate allowance for doubtful account provision for bad debts and provision of bad debts. ⋅ Patient receivables. Accounts receivables from services provided to patients who have third-party coverage, the Company analyzes contractually due amounts and provides a provision for bad debts, if necessary. The Company records a provision for bad debts in the period of service on the basis of past experience or when indications are the patients are unable or unwilling to pay the portion of their bill for which they are responsible. The difference between the standard rates (or the discounted rates if negotiated) and the amounts actually collected after all reasonable collection efforts have been exhausted, is charged off against the allowance for doubtful accounts. As of June 30, 2015 and December 31, 2014, the Company’s provision for bad debts was $ 1,648,785 1,482,212 |
Capitalized Financing Cost [Policy Text Block] | Capitalized Financing Costs Capitalized financing costs represent costs incurred in connection with obtaining the debt financing. These costs are amortized ratably and charged to financing expenses over the term of the related debt. The amortization for the three and six months ended June 30, 2015 was $ 19,229 39,915 25,466 41,372 287,091 231,369 |
Segment Reporting, Policy [Policy Text Block] | Segment Information Accounting Standards Codification subtopic “ Segment Reporting |
Patents [Policy Text Block] | Patents Intangible assets with finite lives are amortized over their estimated useful lives. Intangible assets with indefinite lives are not amortized, but are tested for impairment annually. The Company's intangible assets with finite lives are patent costs, which are amortized over their economic or legal life, whichever is shorter. These patent costs were acquired on September 7, 2013 by the issuance of 636,666 286,500 4,775 9,550 0 28,650 19,100 |
Goodwill and Intangible Assets, Intangible Assets, Policy [Policy Text Block] | Patient list is comprised of acquired patients in connection with the acquisition of First Choice - Brevard and is amortized ratably over the estimated useful life of 15 5,000 10,000 5,000 10,000 65,000 55,000 respectively. |
Property, Plant and Equipment, Policy [Policy Text Block] | Property and Equipment Property and equipment are stated at cost. When retired or otherwise disposed, the related carrying value and accumulated depreciation are removed from the respective accounts and the net difference less any amount realized from disposition, is reflected in earnings. For financial statement purposes, property and equipment are recorded at cost and depreciated using the straight-line method over their estimated useful lives of 5 39 |
Deferred Costss, Policy [Policy Text Block] | Deferred costs On May 1, 2015, in connection with the operating and control agreement with Brevard Orthopaedic Spine & Pain Clinic, Inc., the Company issued 3,000,000 1.35 December 31, 2023 3,226,427 0 134.09 2.12 8.67 53,774 53,774 |
Earnings Per Share, Policy [Policy Text Block] | Net Income (Loss) Per Share The Company accounts for net income (loss) per share in accordance with Accounting Standards Codification subtopic 260-10, Earnings Per Share (“ASC 260-10”), which requires presentation of basic and diluted earnings per share (“EPS”) on the face of the statement of operations for all entities with complex capital structures and requires a reconciliation of the numerator and denominator of the basic EPS computation to the numerator and denominator of the diluted EPS. Basic net income (loss) per share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding during each period. It excludes the dilutive effects of potentially issuable common shares such as those related to our issued convertible debt, warrants and stock options. Diluted net loss per share for three and six months ended June 30, 2015 and June 30, 2014 does not reflect the effects of 2,990,920 5,885,811 |
Fair Value of Financial Instruments, Policy [Policy Text Block] | Fair Value Accounting Standards Codification subtopic 825-10, “ Financial Instruments The Company follows Accounting Standards Codification subtopic 820-10, Fair Value Measurements and Disclosures (“ASC 820-10”) and Accounting Standards Codification subtopic 825-10, Financial Instruments (“ASC 825-10”), which permits entities to choose to measure many financial instruments and certain other items at fair value. Neither of these statements had an impact on the Company’s financial position, results of operations nor cash flows. |
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block] | Stock-Based Compensation Share-based compensation issued to employees is measured at the grant date, based on the fair value of the award, and is recognized as an expense over the requisite service period. The Company measures the fair value of the share-based compensation issued to non-employees using the stock price observed in the arms-length private placement transaction nearest the measurement date (for stock transactions) or the fair value of the award (for non-stock transactions), which were considered to be more reliably determinable measures of fair value than the value of the services being rendered. The measurement date is the earlier of (1) the date at which commitment for performance by the counterparty to earn the equity instruments is reached, or (2) the date at which the counterparty’s performance is complete. As of June 30, 2015, the Company had 3,000,000 |
Inventory, Policy [Policy Text Block] | Investments The Company has adopted Accounting Standards Codification subtopic 323-10, Investments-Equity Methods and Joint Ventures (“ASC 323-10) which requires the accounting for investments where the Company can exert significant influence, but not control of a joint venture or equity investment. The Company owned a 0.6660 |
New Accounting Pronouncements, Policy [Policy Text Block] | Recent Accounting Pronouncements In April 2015, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) Number 2015-3 entitled “Simplifying the Presentation of Debt Issuance Costs.” The new guidance specifies that debt issuance costs under the new standard are to be netted against the carrying value of the financial liability. Under current guidance, debt issuance costs are recognized as a deferred charge and reported as a separate asset on the balance sheet. The new guidance aligns the treatment of debt issuance costs and debt discounts in that both reduce the carrying value of the liability. It is important to note that neither the recognition nor measurement of debt issuance costs is changed as a result of the ASU. Amortization of debt issuance costs is to be recorded as interest expense on the income statement. The effective date of the new guidance is for fiscal years beginning after December 15, 2015, for public business entities and interim periods within those fiscal years. Early adoption is permitted for financial statements that have not been issued previously. The Company does not believe the effect of the adoption of this standard to have a material impact on the Company’s consolidated financial statements. There are other various updates recently issued, most of which represented technical corrections to the accounting literature or application to specific industries and are not expected to a have a material impact on the Company's financial position, results of operations or cash flows. |
Subsequent Events, Policy [Policy Text Block] | Subsequent Events The Company evaluates events that have occurred after the balance sheet date but before the financial statements are issued. Based upon the evaluation, the Company did not identify any recognized or non-recognized subsequent events that would have required adjustment or disclosure in the condensed consolidated financial statements, except as disclosed. |
PROPERTY, PLANT, AND EQUIPMENT
PROPERTY, PLANT, AND EQUIPMENT (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment [Table Text Block] | Property, plant and equipment at June 30, 2015 and December 31, 2014 are as follows: June 30, December 31, 2015 2014 Land $ 1,000,000 $ 1,000,000 Building 3,055,168 3,055,168 Building improvements 4,098,910 3,970,603 Automobiles 29,849 29,849 Computer equipment 330,776 327,847 Medical equipment 2,826,835 2,253,219 Office equipment 776,815 129,723 12,118,353 10,766,409 Less: accumulated depreciation (4,014,681) (2,472,111) $ 8,103,672 $ 8,294,298 |
NOTES PAYABLE (Tables)
NOTES PAYABLE (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments [Table Text Block] | Notes payable as of June 30, 2015 and December 31, 2014 are comprised of the following: June 30, December 31, Mortgage Payable $ 7,205,024 $ 7,256,416 Note Payable, GE Capital (construction), MRI 30,869 121,204 Note Payable, GE Capital (construction), 2 15,249 44,911 Note Payable, GE Capital (MRI) 1,035,065 1,218,625 Note Payable, GE Capital (X-ray) 120,241 142,349 Note Payable, GE Arm 79,923 91,925 Note Payable, Auto 13,331 16,383 Note payable, Florida Business Bank 393,130 - Capital Lease Equipment 37,673 25,538 8,930,505 8,917,351 Less current portion (702,950) (732,791) $ 8,227,555 $ 8,184,560 |
Schedule of Maturities of Long-term Debt [Table Text Block] | Aggregate Principal Maturities of Long-Term Debt as of June 30, 2015 Amount Six months ended December 31, 2015 $ 404,326 Year ended December 31, 2016 7,779,410 Year ended December 31, 2017 654,891 Year ended December 31, 2018 and thereafter 91,878 Total $ 8,930,505 |
STOCK OPTIONS AND WARRANTS (Tab
STOCK OPTIONS AND WARRANTS (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Warrants Outstanding And Related Exercise Prices [Table Text Block] | The following table summarizes the warrants outstanding and the related exercise prices for the underlying shares of the Company's common stock as of June 30, 2015: Warrants Outstanding Warrants Exercisable Price Outstanding Expiration Date Weighted Exercisable Weighted $ 1.35 2,320,000 November 8, 2018 $ 1.35 2,320,000 $ 1.35 $ 3.60 1,875,000 December 31, 2016 $ 3.60 1,875,000 $ 3.60 4,195,000 $ 2.36 4,195,000 $ 2.36 |
Schedule of Transactions Involving Stock Warrants Issued To Non-employees [Table Text Block] | Transactions involving stock warrants issued to non-employees are summarized as follows: Number of Weighted Outstanding at December 31, 2013: 4,195,000 $ 2.36 Granted - - Exercised - - Expired - - Outstanding at December 31, 2014: 4,195,000 $ 2.36 Granted - - Exercised - - Expired - - Outstanding at June 30,2015 4,195,000 $ 2.36 |
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | The following table summarizes the stock option activity for the six months ended June 30, 2015: Shares Weighted- Weighted- Aggregate Outstanding at January 1, 2015 - $ - - $ - Granted 3,000,000 1.35 8.67 - Canceled/expired - - - - Outstanding at June 30, 2015 3,000,000 $ 1.35 8.50 $ - Exercisable at June 30, 2015 - $ - - $ - |
Schedule of Stock Options Information [Table Text Block] | The following table presents information related to stock options at June 30, 2015: Options Outstanding Weighted Average Exercisable Exercise Number of Remaining Life Number of Price Options In Years Options $1.35 3,000,000 8.50 - |
VARIABLE INTEREST ENTITY (Table
VARIABLE INTEREST ENTITY (Table) | 6 Months Ended |
Jun. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Variable Interest Entities [Table Text Block] | The table below summarizes the assets and liabilities associated with The B.A.C.K. Center as of June 30, 2015: Current assets: Cash $ 999,128 Accounts receivable 2,038,218 Due from First Choice Healthcare Solutions 25,368 Other current assets 632,853 Total current assets 3,695,567 Property and equipment, net 31,463 Other assets 23,026 Total assets $ 3,750,056 Current liabilities: Accounts payable and accrued liabilities $ 970,626 Other current liabilities 1,086,469 Total current liabilities 2,057,095 Long term debt 1,831,647 Total liabilities 3,888,742 Deficit (138,686) Total liabilities and deficit $ 3,750,056 |
SEGMENT REPORTING (Tables)
SEGMENT REPORTING (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | Summary Statement of Operations for the three months ended June 30, 2015: Marina FCID Brevard Intercompany Towers Medical Orthopedic Corporate Eliminations Total Revenue: Net Patient Service Revenue $ - $ 1,873,219 $ 1,930,820 $ - $ - $ 3,804,039 Rental revenue 375,512 - 256,132 - (111,368) 520,276 Total Revenue 375,512 1,873,219 2,186,952 - (111,368) 4,324,315 Operating expenses: Salaries & benefits 3,000 781,064 1,250,618 90,799 - 2,125,481 Other operating expenses 109,943 564,847 - - (111,368) 563,422 General and administrative 24,148 319,237 917,456 389,029 - 1,649,870 Depreciation and amortization 69,674 66,745 3,223 4,775 - 144,417 Total operating expenses 206,765 1,731,893 2,171,297 484,603 (111,368) 4,483,190 Net income (loss) from operations: 168,747 141,326 15,655 (484,603) - (158,875) Interest expense (109,300) (68,798) (7,264) (173,632) - (358,994) Amortization of financing costs (14,337) (4,233) (659) - - (19,229) Other income (expense) 21,219 - 19,150 - - 40,369 Net Income (loss): 66,329 68,295 26,882 (658,235) - (496,729) Income taxes - - - - - - Net income (loss) $ 66,329 $ 68,295 $ 26,882 $ (658,235) $ - $ (496,729) Summary Statement of Operations for the three months ended June 30, 2014: Marina FCID Brevard Intercompany Towers Medical Orthopedic Corporate Eliminations Total Revenue: Net Patient Service Revenue $ - $ 1,848,441 $ - $ - $ - $ 1,848,441 Rental revenue 367,460 - - - (108,737) 258,723 Total Revenue 367,460 1,848,441 - - (108,737) 2,107,164 Operating expenses: Salaries & benefits 3,000 996,555 - 91,251 - 1,090,806 Other operating expenses 109,989 425,804 - - (108,737) 427,056 General and administrative 21,903 328,909 - 318,396 - 669,208 Depreciation and amortization 69,219 57,553 - - - 126,772 Total operating expenses 204,111 1,808,821 - 409,647 (108,737) 2,313,842 Net income (loss) from operations: 163,349 39,620 - (409,647) - (206,678) Interest expense (114,067) (55,951) - (47,159) - (217,177) Amortization of financing costs (14,337) (11,129) - - - (25,466) Other income (expense) 750 - - - - 750 Net Income (loss): 35,695 (27,460) - (456,806) - (448,571) Income taxes - - - - - - Net income (loss) $ 35,695 $ (27,460) $ - $ (456,806) $ - $ (448,571) Summary Statement of Operations for the six months ended June 30, 2015: Marina FCID Brevard Intercompany Towers Medical Orthopedic Corporate Eliminations Total Revenue: Net Patient Service Revenue $ - $ 4,113,283 $ 1,930,820 $ - $ - $ 6,044,103 Rental revenue 750,833 - 256,132 - (221,586) 785,379 Total Revenue 750,833 4,113,283 2,186,952 - (221,586) 6,829,482 Operating expenses: Salaries & benefits 6,000 1,618,051 1,250,618 196,932 - 3,071,601 Other operating expenses 213,274 1,023,219 - - (221,586) 1,014,907 General and administrative 46,790 610,396 917,456 628,512 - 2,203,154 Depreciation and amortization 138,893 133,260 3,223 9,550 - 284,926 Total operating expenses 404,957 3,384,926 2,171,297 834,994 (221,586) 6,574,588 Net income (loss) from operations: 345,876 728,357 15,655 (834,994) - 254,894 Interest expense (219,796) (120,582) (7,264) (374,496) - (722,138) Amortization of financing costs (28,674) (10,582) (659) - - (39,915) Other income (expense) 21,969 - 19,150 - - 41,119 Net Income (loss): 119,375 597,193 26,882 (1,209,490) - (466,040) Income taxes - - - - - Net income (loss) $ 119,375 $ 597,193 $ 26,882 $ (1,209,490) $ - $ (466,040) Summary Statement of Operations for the six months ended June 30, 2014: Marina FCID Brevard Intercompany Towers Medical Orthopaedic Corporate Eliminations Total Revenue: Net Patient Service Revenue $ - $ 3,821,271 $ - $ - $ - $ 3,821,271 Rental revenue 736,971 - - - (216,325) 520,646 Total Revenue 736,971 3,821,271 - - (216,325) 4,341,917 Operating expenses: Salaries & benefits 6,000 1,976,438 - 173,889 - 2,156,327 Other operating expenses 213,601 859,071 - - (216,325) 856,347 General and administrative 43,722 565,161 - 466,237 - 1,075,120 Depreciation and amortization 138,228 123,263 - - - 261,491 Total operating expenses 401,551 3,523,933 - 640,126 (216,325) 4,349,285 Net income (loss) from operations: 335,420 297,338 - (640,126) - (7,368) Interest expense (226,091) (115,288) - (95,051) - (436,430) Amortization of financing costs (28,674) (12,698) - - - (41,372) Other income (expense) 1,500 - - - - 1,500 Net Income (loss): 82,155 169,352 - (735,177) - (483,670) Income taxes - - - - - - Net income (loss) $ 82,155 $ 169,352 $ - $ (735,177) $ - $ (483,670) Marina FCID Brevard Intercompany Towers Medical Orthopaedic Corporate Eliminations Total Assets: At June 30, 2015: $ 6,508,932 $ 4,873,844 $ 3,724,688 $ 3,480,083 $ - $ 18,587,547 At December 31, 2014: $ 6,726,759 $ 4,407,749 $ - $ 336,184 $ - $ 11,470,692 Assets acquired Three month ended June 30, 2015: $ 29,781 $ 1,999 $ - $ - $ - $ 31,780 Three months ended June 30, 2014: $ 6,319 $ 70,665 $ - $ - $ - $ 76,984 Six months ended June 30, 2015: $ 36,409 $ 3,656 $ - $ - $ - $ 40,065 Six months ended June 30, 2014: $ 16,758 $ 71,224 $ - $ - $ - $ 87,982 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block] | The following is a schedule of future minimum lease payments for all non-cancelable operating leases for each of the next five years ending December 31 and thereafter: Six months ended December 31 2015: $ 1,732,268 Year ended December 31, 2016 3,494,547 Year ended December 31, 2017 3,444,197 Year ended December 31, 2018 3,444,209 Year ended December 31, 2019 3,444,221 $ 15,559,442 |
SIGNIFICANT ACCOUNTING POLICI27
SIGNIFICANT ACCOUNTING POLICIES; BASIS OF PRESENTATION (Details Textual) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
May. 31, 2015USD ($)ft²$ / sharesshares | Jun. 30, 2015USD ($)ft²a | Jun. 30, 2014USD ($) | Jun. 30, 2015USD ($)ft²ashares | Jun. 30, 2014USD ($)shares | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($)shares | |
Summary of Significant Accounting Policies [Line Items] | |||||||
Amortization Financing Costs | $ 19,229 | $ 25,466 | $ 39,915 | $ 41,372 | |||
Investment Maturity Term | 90 days or less | ||||||
Accumulated Amortization, Deferred Finance Costs | 287,091 | $ 287,091 | $ 231,369 | ||||
Allowance for Doubtful Accounts Receivable | 1,648,785 | $ 1,648,785 | 1,482,212 | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share, Amount | shares | 2,990,920 | 5,885,811 | |||||
Cash and Cash Equivalents, at Carrying Value, Total | 1,054,565 | 70,812 | $ 1,054,565 | $ 70,812 | 279,087 | $ 739,158 | |
Finite-Lived Intangible Assets, Accumulated Amortization | 65,000 | $ 65,000 | 55,000 | ||||
Finite-Lived Intangible Asset, Useful Life | 15 years | ||||||
Adjustments to Additional Paid in Capital, Fair Value | $ 3,226,427 | 0 | |||||
Amortization of Deferred Charges, Total | 53,774 | 53,774 | 0 | ||||
Accumulated Amortization of Other Deferred Costs | $ 53,774 | $ 53,774 | |||||
Third Party Tenants [Member] | |||||||
Summary of Significant Accounting Policies [Line Items] | |||||||
Land Subject to Ground Leases | a | 48,698 | 48,698 | |||||
Doctor’s Surgical Partnership, LTD [Member] | |||||||
Summary of Significant Accounting Policies [Line Items] | |||||||
Equity Method Investment, Ownership Percentage | 0.666% | 0.666% | |||||
TBC Holdings of Melbourne, Inc [Member] | |||||||
Summary of Significant Accounting Policies [Line Items] | |||||||
Area of Land | ft² | 34,480 | ||||||
Brevard Orthopaedic Spine Pain Clinic, Inc. [Member] | |||||||
Summary of Significant Accounting Policies [Line Items] | |||||||
Stock Issued During Period, Shares, New Issues | shares | 3,000,000 | ||||||
Share Price | $ / shares | $ 1.35 | ||||||
Adjustments to Additional Paid in Capital, Fair Value | $ 3,226,427 | ||||||
Fair Value Assumptions, Expected Dividend Rate | 0.00% | ||||||
Fair Value Assumptions, Expected Volatility Rate | 134.09% | ||||||
Fair Value Assumptions, Risk Free Interest Rate | 2.12% | ||||||
Fair Value Assumptions, Expected Term | 8 years 8 months 1 day | ||||||
Options Expiration Date | Dec. 31, 2023 | ||||||
Marina Towers LLC [Member] | |||||||
Summary of Significant Accounting Policies [Line Items] | |||||||
Amortization Financing Costs | $ 14,337 | 14,337 | $ 28,674 | 28,674 | |||
Area of Land, Percentage of Occupancy | 95.00% | ||||||
Area of Land | ft² | 78,000 | 78,000 | |||||
Common Stock [Member] | |||||||
Summary of Significant Accounting Policies [Line Items] | |||||||
Stock Issued During Period, Shares, Purchase of Assets | shares | 636,666 | ||||||
Stock Issued During Period, Value, Purchase of Assets | $ 286,500 | ||||||
Adjustments to Additional Paid in Capital, Fair Value | $ 0 | ||||||
Patient Lists [Member] | |||||||
Summary of Significant Accounting Policies [Line Items] | |||||||
Amortization of Intangible Assets | $ 5,000 | 5,000 | 10,000 | 10,000 | |||
Finite-Lived Intangible Assets, Accumulated Amortization | 65,000 | 65,000 | 55,000 | ||||
Patents [Member] | |||||||
Summary of Significant Accounting Policies [Line Items] | |||||||
Amortization of Intangible Assets | 4,775 | $ 0 | 9,550 | $ 0 | |||
Finite-Lived Intangible Assets, Accumulated Amortization | $ 28,650 | $ 28,650 | $ 19,100 | ||||
Maximum [Member] | |||||||
Summary of Significant Accounting Policies [Line Items] | |||||||
Property, Plant and Equipment, Useful Life | 39 years | ||||||
Minimum [Member] | |||||||
Summary of Significant Accounting Policies [Line Items] | |||||||
Property, Plant and Equipment, Useful Life | 5 years |
LIQUIDITY (Details Textual)
LIQUIDITY (Details Textual) | Nov. 08, 2013shares | Jun. 13, 2013USD ($)shares | Dec. 31, 2013USD ($) | Jun. 30, 2015USD ($)ft²a | Jun. 09, 2015USD ($) | May. 31, 2015ft² | Dec. 31, 2014USD ($) |
Liquidity Disclosures [Line Items] | |||||||
Long-term Line of Credit | $ 2,000,000 | $ 1,575,000 | $ 1,237,000 | ||||
Line of Credit, Current | 2,474,982 | $ 1,237,000 | |||||
Debt Conversion, Converted Instrument, Amount | $ 1,238,480 | $ 811,200 | |||||
Accounts Receivable [Member] | Minimum [Member] | |||||||
Liquidity Disclosures [Line Items] | |||||||
Long-term Line of Credit | $ 1,500,000 | ||||||
Accounts Receivable [Member] | Maximum [Member] | |||||||
Liquidity Disclosures [Line Items] | |||||||
Long-term Line of Credit | $ 2,000,000 | ||||||
Marina Towers LLC [Member] | |||||||
Liquidity Disclosures [Line Items] | |||||||
Area of Land, Percentage of Occupancy | 95.00% | ||||||
Area of Land | ft² | 78,000 | ||||||
CT Capital LTD [Member] | |||||||
Liquidity Disclosures [Line Items] | |||||||
Debt Instrument, Interest Rate During Period | 12.00% | 12.00% | |||||
Debt Instrument, Interest Rate, Effective Percentage | 6.00% | 6.00% | |||||
Stock Issued During Period, Shares, Restricted Stock Award, Net of Forfeitures, Total | shares | 100,000 | 100,000 | |||||
Line of Credit, Current | $ 1,575,000 | ||||||
Third Party Tenants [Member] | |||||||
Liquidity Disclosures [Line Items] | |||||||
Land Subject to Ground Leases | a | 48,698 | ||||||
TBC Holdings of Melbourne, Inc [Member] | |||||||
Liquidity Disclosures [Line Items] | |||||||
Area of Land | ft² | 34,480 |
CASH - RESTRICTED (Details Text
CASH - RESTRICTED (Details Textual) - USD ($) | Jun. 30, 2015 | Dec. 31, 2014 |
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted Cash and Cash Equivalents | $ 372,822 | $ 318,259 |
PROPERTY, PLANT, AND EQUIPMEN30
PROPERTY, PLANT, AND EQUIPMENT (Details) - USD ($) | Jun. 30, 2015 | Dec. 31, 2014 |
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 12,118,353 | $ 10,766,409 |
Less: accumulated depreciation | (4,014,681) | (2,472,111) |
Property, plant and equipment, net | 8,103,672 | 8,294,298 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 1,000,000 | 1,000,000 |
Building [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 3,055,168 | 3,055,168 |
Building Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 4,098,910 | 3,970,603 |
Automobiles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 29,849 | 29,849 |
Computer Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 330,776 | 327,847 |
Medical Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 2,826,835 | 2,253,219 |
Office Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 776,815 | $ 129,723 |
PROPERTY, PLANT, AND EQUIPMEN31
PROPERTY, PLANT, AND EQUIPMENT (Details Textual) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Property, Plant and Equipment [Line Items] | ||||
Depreciation | $ 134,642 | $ 126,772 | $ 265,376 | $ 261,491 |
LINE OF CREDIT (Details Textual
LINE OF CREDIT (Details Textual) - Range [Domain] - USD ($) | Nov. 08, 2013 | Jun. 13, 2013 | Jun. 27, 2012 | Jun. 30, 2015 | Dec. 31, 2014 |
Line of Credit Facility [Line Items] | |||||
Line Of Credit Facility, Expiration Date | Dec. 31, 2016 | ||||
Line Of Credit Facility, Amount Outstanding | $ 2,000,000 | $ 1,575,000 | $ 1,237,000 | ||
Line of Credit, Florida Business Bank [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Line of Credit Facility, Covenant Terms | The advance rate is defined as: 60% of Medicare and Medicaid receivables less than 90 days old multiplied by a factor of 0.25, plus all other receivables less than 90 days old multiplied by a factor of 0.50. As of June 30, 2015, The B.A.C.K. Center had not violated the loan covenants. | ||||
Line Of Credit Guaranteed Amount | 950,000 | ||||
Line of Credit Facility, Average Outstanding Amount | $ 899,982 | ||||
TBC Equipment Leasing, LLC member [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Line of Credit Facility, Interest Rate Description | interest rate of one month Libor floating plus 2.75%, as published in The Wall Street Journal, with a floor of 2.96% per annum (2.96% at December 31, 2014 and 2013, respectively). | ||||
Line of Credit Facility, Increase (Decrease), Net, Total | $ 1,383,000 | ||||
Line of Credit Facility, Increase (Decrease), Other, Net | $ 995,000 | ||||
Debt Instrument, Term | 45 days | ||||
Line of Credit Facility, Capacity Available for Specific Purpose Other than for Trade Purchases | $ 1,000,000 | ||||
Accounts Receivable [Member] | Line of Credit, Florida Business Bank [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 1,000,000 | ||||
Line of Credit Facility, Interest Rate Description | interest rate of Prime floating plus 1.0%, as published in The Wall Street Journal, with a floor of 4.50% per annum (the Loan). | ||||
Line of Credit, CT Capital [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Short-term Debt, Maximum Amount Outstanding During Period | $ 1,500,000 | ||||
Line of Credit Facility, Collateral | The advance rate is defined as: 80% of all receivables to be 120 days or less at the net collection rate of approximately 27% of total billings, excluding patient billings and collections. Additionally, allowable accounts receivable will also include 50% of all accounts receivable protected by legal letters of protection. | ||||
Debt Instrument, Convertible, Terms of Conversion Feature | At any time, the Lender may convert all or any portion of the outstanding principal amount or interest on the Loan into common stock of the Company at a conversion price of $0.75 per share. | ||||
Stock Issued During Period, Shares, Restricted Stock Award, Net of Forfeitures, Total | 100,000 | 100,000 | |||
Debt Instrument, Interest Rate During Period | 12.00% | 12.00% | |||
Debt Instrument, Interest Rate, Effective Percentage | 6.00% | 6.00% |
CONVERTIBLE NOTES PAYABLE (Deta
CONVERTIBLE NOTES PAYABLE (Details Textual) - USD ($) | Apr. 09, 2015 | Nov. 08, 2013 | Jan. 30, 2015 | Dec. 31, 2013 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2013 | Aug. 03, 2015 | Mar. 15, 2015 |
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Periodic Payment, Principal | $ 580,000 | ||||||||
Debt Instrument, Maturity Date, Description | convertible debenture, which was originally due on December 28, 2013 and subsequently extended on December 28, 2013 through November 1, 2015 | ||||||||
Debt Conversion, Description | The Debenture and the Warrant may not be converted if such conversion would result in Hillair beneficially owning in excess of 4.99% of the Companys common stock. Hillair may waive this 4.99% restriction with 61 days notice to the Company. | ||||||||
Debt Conversion, Original Debt, Amount | $ 811,200 | $ 208,700 | |||||||
Amortization of Debt Discount (Premium) | $ 1,871,117 | ||||||||
Debt Conversion, Converted Instrument, Amount | $ 1,238,480 | $ 811,200 | |||||||
Common Stock [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Conversion, Converted Instrument, Shares Issued | 811,200 | ||||||||
Debt Conversion, Converted Instrument, Amount | $ 811 | ||||||||
Hillair Extension Agreement [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Convertible, Conversion Price | $ 1 | ||||||||
Debt Instrument, Periodic Payment, Principal | $ 580,000 | ||||||||
Interest Expense, Debt | $ 128,000 | ||||||||
Debt Conversion, Converted Instrument, Shares Issued | 580,000 | ||||||||
Repayments of Convertible Debt | $ 30,000 | ||||||||
Stock Issued During Period, Shares, New Issues | 100,000 | 100,000 | |||||||
Stock Issued During Period, Value, New Issues | $ 99,000 | ||||||||
Debt Issuance Cost | $ 20,000 | ||||||||
Debt Instrument, Maturity Date | Aug. 1, 2015 | ||||||||
Hillair Extension Agreement [Member] | Common Stock [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Stock Issued During Period, Shares, New Issues | 200,000 | ||||||||
Hillair Capital Investments L P [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Interest Rate, Stated Percentage | 8.00% | 8.00% | |||||||
Debt Instrument, Face Amount | $ 580,000 | $ 2,320,000 | $ 20,000 | ||||||
Proceeds From Convertible Debt | $ 2,000,000 | ||||||||
Fair Value Assumptions, Expected Dividend Rate | 0.00% | ||||||||
Fair Value Assumptions, Risk Free Interest Rate | 1.42% | ||||||||
Fair Value Assumptions, Expected Volatility Rate | 147.94% | ||||||||
Fair Value Assumptions, Expected Term | 3 years 7 months 6 days | ||||||||
Warrants Issued, Number of Warrants | 2,320,000 | ||||||||
Warrants Issued, Exercise Price | $ 1.35 | ||||||||
Debt Instrument, Convertible, Conversion Price | $ 1 | $ 1 | |||||||
Debt Instrument, Unamortized Discount | $ 320,000 | $ 320,000 | |||||||
Adjustments to Additional Paid in Capital, Convertible Debt with Conversion Feature | $ 1,871,117 | ||||||||
Debt Conversion, Original Debt, Amount | $ 100,000 | ||||||||
Debt Conversion, Converted Instrument, Shares Issued | 580,000 | ||||||||
Debt Conversion, Converted Instrument, Amount | $ 580,000 | ||||||||
Debt Instrument, Maturity Date | May 1, 2015 | ||||||||
Hillair Capital Investments L P [Member] | Subsequent Event [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Convertible Debt, Current | $ 1,161,641 | ||||||||
Maximum [Member] | Hillair Capital Investments L P [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Convertible, Conversion Price | $ 1 | ||||||||
Minimum [Member] | Hillair Capital Investments L P [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Convertible, Conversion Price | 0.50 | ||||||||
Debenture [Member] | Hillair Extension Agreement [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Convertible, Conversion Price | $ 0.50 | ||||||||
Debt Conversion, Original Debt, Amount | $ 680,000 | ||||||||
Debt Conversion, Converted Instrument, Shares Issued | 780,000 | ||||||||
Debenture [Member] | Hillair Capital Investments L P [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Warrants Issued, Number of Warrants | 2,320,000 | ||||||||
Warrants Issued, Exercise Price | $ 1.35 | ||||||||
Interest Expense, Debt | $ 1,415,920 |
NOTES PAYABLE (Details)
NOTES PAYABLE (Details) - USD ($) | Jun. 30, 2015 | Dec. 31, 2014 |
Debt Instrument [Line Items] | ||
Notes Payable | $ 8,930,505 | $ 8,917,351 |
Less: current portion | (702,950) | (732,791) |
Notes payable, long term portion | 8,227,555 | 8,184,560 |
Mortgage payable [Member] | ||
Debt Instrument [Line Items] | ||
Notes Payable | 7,205,024 | 7,256,416 |
Note Payable, GE Capital (construction), MRI [Member] | ||
Debt Instrument [Line Items] | ||
Notes Payable | 30,869 | 121,204 |
Note Payable, GE Capital (construction), 2 [Member] | ||
Debt Instrument [Line Items] | ||
Notes Payable | 15,249 | 44,911 |
Note Payable, GE Capital (MRI) [Member] | ||
Debt Instrument [Line Items] | ||
Notes Payable | 1,035,065 | 1,218,625 |
Note Payable GE Capital (X-Ray) [Member] | ||
Debt Instrument [Line Items] | ||
Notes Payable | 120,241 | 142,349 |
Note Payable GE Arm [Member] | ||
Debt Instrument [Line Items] | ||
Notes Payable | 79,923 | 91,925 |
Note Payable Auto [Member] | ||
Debt Instrument [Line Items] | ||
Notes Payable | 13,331 | 16,383 |
Note payable, Florida Business Bank [Member] | ||
Debt Instrument [Line Items] | ||
Notes Payable | 393,130 | 0 |
Capital Lease Equipment [Member] | ||
Debt Instrument [Line Items] | ||
Notes Payable | $ 37,673 | $ 25,538 |
NOTES PAYABLE (Details 1)
NOTES PAYABLE (Details 1) | Jun. 30, 2015USD ($) |
Aggregate maturities of long-term debt: | |
Six months ended December 31, 2015 | $ 404,326 |
Year ended December 31, 2016 | 7,779,410 |
Year ended December 31, 2017 | 654,891 |
Year ended December 31, 2018 and thereafter | 91,878 |
Total | $ 8,930,505 |
NOTES PAYABLE (Details Textual)
NOTES PAYABLE (Details Textual) - USD ($) | Jun. 11, 2013 | Aug. 12, 2011 | Jan. 30, 2015 | Feb. 25, 2013 | Sep. 27, 2012 | Aug. 22, 2012 | Jun. 27, 2012 | May. 21, 2012 | Dec. 31, 2012 | Dec. 31, 2011 | Jun. 30, 2015 | Dec. 31, 2014 | Apr. 09, 2013 | Mar. 08, 2013 | Sep. 24, 2012 | May. 29, 2012 | Oct. 25, 2011 |
Debt Instrument [Line Items] | |||||||||||||||||
Notes Payable | $ 8,930,505 | $ 8,917,351 | |||||||||||||||
Debt Instrument, Periodic Payment, Principal | $ 580,000 | ||||||||||||||||
X Ray Equipment [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Capital Lease Obligations | $ 212,389 | ||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 7.9375% | ||||||||||||||||
Capital Lease Obligations Due In First 3 Months | $ 0 | $ 1,384 | |||||||||||||||
Capital Lease Obligations Due For Remaining Months | $ 4,300 | 4,575 | |||||||||||||||
Debt Instrument, Term | 60 months | ||||||||||||||||
MRI Equipment [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Capital Lease Obligations | $ 1,771,390 | ||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 7.9375% | ||||||||||||||||
Capital Lease Obligations Due In First 3 Months | $ 0 | 11,779 | |||||||||||||||
Capital Lease Obligations Due For Remaining Months | $ 38,152 | $ 38,152 | |||||||||||||||
Debt Instrument, Term | 60 months | ||||||||||||||||
C-Arm Equipment [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Capital Lease Obligations | $ 124,797 | ||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 7.39% | ||||||||||||||||
Capital Lease Obligations Due In First 3 Months | $ 0 | ||||||||||||||||
Capital Lease Obligations Due For Remaining Months | $ 2,388 | ||||||||||||||||
Debt Instrument, Term | 63 months | ||||||||||||||||
Equipment Capital Lease [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt Instrument, Periodic Payment | $ 956 | ||||||||||||||||
Debt Instrument, Maturity Date | Jun. 1, 2017 | ||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 14.002% | ||||||||||||||||
Capital Lease Equipment, Lease Term | 48 months | ||||||||||||||||
Mortgage payable [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Notes Payable | 7,205,024 | 7,256,416 | |||||||||||||||
Debt Instrument, Interest Rate During Period | 6.10% | ||||||||||||||||
Debt Instrument, Periodic Payment | $ 45,753 | ||||||||||||||||
Debt Instrument, Maturity Date | Sep. 16, 2016 | ||||||||||||||||
Interest and Debt Expense | $ 286,723 | ||||||||||||||||
Debt Instrument, Term | 30 years | ||||||||||||||||
Debt Instrument, Face Amount | $ 7,550,000 | ||||||||||||||||
Note Payable GE Capital [Member] | Equipment Finance Lease [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Capital Lease Obligations | 2,288,679 | ||||||||||||||||
Note Payable GE Capital Construction MRI [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Notes Payable | 30,869 | 121,204 | |||||||||||||||
Construction Loan | $ 450,000 | ||||||||||||||||
Note Payable GE Capital Construction 2 [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Notes Payable | 15,249 | 44,911 | |||||||||||||||
Construction Loan | $ 150,000 | ||||||||||||||||
Note Payable Auto [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Notes Payable | $ 13,331 | $ 16,383 | |||||||||||||||
Debt Instrument, Interest Rate During Period | 6.99% | ||||||||||||||||
Debt Instrument, Maturity Date | Jun. 30, 2017 | ||||||||||||||||
Debt Instrument, Periodic Payment, Principal | $ 593 | ||||||||||||||||
Debt Instrument, Face Amount | 29,850 | ||||||||||||||||
GE Healthcare Financial Services [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt Instrument, Interest Rate During Period | 7.38% | ||||||||||||||||
Debt Instrument, Term | 35 months | ||||||||||||||||
Debt Instrument, Face Amount | $ 2,400,000 | ||||||||||||||||
Florida Business Bank [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt Instrument, Periodic Payment | $ 14,753 | ||||||||||||||||
Debt Instrument, Periodic Payment, Principal | $ 11,434 | ||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 5.50% | 3.89% | |||||||||||||||
Proceeds from Notes Payable | $ 900,931 | ||||||||||||||||
Bank Owned Life Insurance | $ 634,000 | ||||||||||||||||
Lease To Acquire Equipment | $ 1,036 |
CAPITAL STOCK (Details Textual)
CAPITAL STOCK (Details Textual) - USD ($) | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Class of Stock [Line Items] | |||
Stock Issued During Period, Shares, Conversion of Convertible Securities | 811,200 | ||
Deferred Compensation Share-based Arrangements, Liability, Current | $ 147,500 | $ 537,750 | |
Stock Issued During Period, Value, Issued for Services | 530,000 | ||
Accrued Liabilities | 31,200 | ||
Convertible Notes Payable | 780,000 | ||
Officers, Employees And Service Providers [Member] | |||
Class of Stock [Line Items] | |||
Stock Issued During Period, Value, Issued for Services | $ 530,000 | $ 221,000 | |
Common Stock [Member] | |||
Class of Stock [Line Items] | |||
Stock Issued During Period, Shares, Conversion of Convertible Securities | 200,000 | ||
Stock Issued During Period, Shares, Issued for Services | 506,000 | ||
Stock Issued During Period, Value, Issued for Services | $ 506 | ||
Common Stock [Member] | Employee Stock Option [Member] | |||
Class of Stock [Line Items] | |||
Deferred Compensation Arrangement with Individual, Shares Issued | 147,500 | ||
Deferred Compensation Share-based Arrangements, Liability, Current | $ 147,500 | $ 537,750 | |
Deferred Compensation Arrangement with Individual, Exercise Price | $ 1 | $ 1.32 |
STOCK OPTIONS AND WARRANTS (Det
STOCK OPTIONS AND WARRANTS (Details) - Warrant [Member] - $ / shares | 6 Months Ended | ||
Jun. 30, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Warrants Outstanding | 4,195,000 | 4,195,000 | 4,195,000 |
Warrants Outstanding, Weighted Price (in dollars per share) | $ 2.36 | $ 2.36 | $ 2.36 |
Warrants Exercisable | 4,195,000 | ||
Warrants Exercisable, Weighted Price (in dollars per share) | $ 2.36 | ||
Exercise Price Range One [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Warrants Outstanding, Prices (in dollars per share) | $ 1.35 | ||
Warrants Outstanding | 2,320,000 | ||
Warrants Outstanding, Expiration Date | Nov. 8, 2018 | ||
Warrants Outstanding, Weighted Price (in dollars per share) | $ 1.35 | ||
Warrants Exercisable | 2,320,000 | ||
Warrants Exercisable, Weighted Price (in dollars per share) | $ 1.35 | ||
Exercise Price Range Two [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Warrants Outstanding, Prices (in dollars per share) | $ 3.60 | ||
Warrants Outstanding | 1,875,000 | ||
Warrants Outstanding, Expiration Date | Dec. 31, 2016 | ||
Warrants Outstanding, Weighted Price (in dollars per share) | $ 3.60 | ||
Warrants Exercisable | 1,875,000 | ||
Warrants Exercisable, Weighted Price (in dollars per share) | $ 3.60 |
STOCK OPTIONS AND WARRANTS (D39
STOCK OPTIONS AND WARRANTS (Details 1) - $ / shares | 6 Months Ended | 12 Months Ended |
Jun. 30, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Weighted Average Price Per Share, Granted (in dollars per share) | $ 1.35 | |
Weighted Average Price Per Share, Expired (in dollars per share) | 0 | |
Warrant [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Weighted Average Price Per Share, Granted (in dollars per share) | 0 | $ 0 |
Weighted Average Price Per Share, Exercised (in dollars per share) | 0 | 0 |
Weighted Average Price Per Share, Expired (in dollars per share) | $ 0 | $ 0 |
Number of Shares, Outstanding, Beginning balance | 4,195,000 | 4,195,000 |
Number of Shares, Granted | 0 | 0 |
Number of Shares, Exercised | 0 | 0 |
Number of Shares, Expired | 0 | 0 |
Number of Shares, Outstanding, Ending balance | 4,195,000 | 4,195,000 |
Weighted Average Price Per Share, Outstanding, Beginning balance (in dollars per share) | $ 2.36 | $ 2.36 |
Weighted Average Price Per Share, Ending balance (in dollars per share) | $ 2.36 | $ 2.36 |
STOCK OPTIONS AND WARRANTS (D40
STOCK OPTIONS AND WARRANTS (Details 2) - USD ($) | 6 Months Ended |
Jun. 30, 2015 | |
Number of Shares, Outstanding, Beginning balance | 0 |
Number of Shares, Granted | 3,000,000 |
Number of Shares, Canceled/expired | 0 |
Number of Shares, Outstanding, Ending balance | 3,000,000 |
Number of Shares, Exercisable | 0 |
Weighted Average Price Per Share, Outstanding, Beginning balance (in dollars per share) | $ 0 |
Weighted Average Exercise Granted (in dollars per share) | 1.35 |
Weighted Average Exercise Canceled/expired (in dollars per share) | 0 |
Weighted Average Price Per Share, Ending balance (in dollars per share) | 1.35 |
Weighted Average Price Per Share, Execisable | $ 0 |
Weighted Average Remaining Contractual Term Granted | 8 years 8 months 1 day |
Weighted Average Remaining Contractual Term Outstanding | 8 years 6 months |
Weighted Average Remaining Contractual Term Exercisable | |
Aggregate Intrinsic Value Outstanding-Beginning | $ 0 |
Aggregate Intrinsic Value Outstanding-Granted | 0 |
Aggregate Intrinsic Value Canceled/expired | 0 |
Aggregate Intrinsic Value Outstanding-Ending | 0 |
Aggregate Intrinsic Value Exercisable | $ 0 |
STOCK OPTIONS AND WARRANTS (D41
STOCK OPTIONS AND WARRANTS (Details 3) - $ / shares | 6 Months Ended | |
Jun. 30, 2015 | Dec. 31, 2014 | |
Options Outstanding Exercise Price | $ 1.35 | $ 0 |
Options Outstanding Number of Options | 3,000,000 | 0 |
Options Outstanding Weighted Average Remaining Life in Years | 8 years 6 months | |
Options Exercisable | 0 |
STOCK OPTIONS AND WARRANTS (D42
STOCK OPTIONS AND WARRANTS (Details Textual) - USD ($) | 6 Months Ended | |
Jun. 30, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 3,000,000 | 0 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price, Beginning Balance | $ 1.35 | $ 0 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested in Period, Fair Value | $ 3,226,427 | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 0.00% | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate | 134.09% | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate | 2.12% | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term | 8 years 8 months 1 day | |
Warrants Not Settleable in Cash [Member] | ||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 1,875,000 | |
Warrants Settleable in Cash [Member] | ||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 2,320,000 |
VARIABLE INTEREST ENTITY (Detai
VARIABLE INTEREST ENTITY (Details) - USD ($) | Jun. 30, 2015 | Dec. 31, 2014 | Jun. 30, 2014 | Dec. 31, 2013 |
Current assets: | ||||
Cash | $ 1,054,565 | $ 279,087 | $ 70,812 | $ 739,158 |
Accounts receivable | 4,489,477 | 1,804,636 | ||
Total current assets | 6,792,775 | 2,623,648 | ||
Property and equipment, net | 8,103,672 | 8,294,298 | ||
Total assets | 18,587,547 | 11,470,692 | ||
Current liabilities: | ||||
Accounts payable and accrued liabilities | 2,502,168 | 1,457,275 | ||
Total current liabilities | 7,776,206 | 6,376,414 | ||
Long term debt | 8,930,505 | |||
Total liabilities | 17,560,829 | 14,633,875 | ||
Deficit | 1,026,718 | (3,163,183) | ||
Total liabilities and stockholders' equity | 18,733,531 | $ 11,470,692 | ||
Variable Interest Entity, Primary Beneficiary [Member] | ||||
Current assets: | ||||
Cash | 999,128 | |||
Accounts receivable | 2,038,218 | |||
Due from First Choice Healthcare Solutions | 25,368 | |||
Other current assets | 632,853 | |||
Total current assets | 3,695,567 | |||
Property and equipment, net | 31,463 | |||
Other Assets | 23,026 | |||
Total assets | 3,750,056 | |||
Current liabilities: | ||||
Accounts payable and accrued liabilities | 970,626 | |||
Other current liabilities | 1,086,469 | |||
Total current liabilities | 2,057,095 | |||
Long term debt | 1,831,647 | |||
Total liabilities | 3,888,742 | |||
Deficit | (138,686) | |||
Total liabilities and stockholders' equity | $ 3,750,056 |
VARIABLE INTEREST ENTITY (Det44
VARIABLE INTEREST ENTITY (Details Textual) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price, Beginning Balance | $ 1.35 | $ 1.35 | $ 0 | ||
Health Care Organization, Revenue Net of Patient Service Revenue Provisions | $ 4,324,314 | $ 2,107,164 | $ 6,829,482 | $ 4,341,917 | |
Labor and Related Expense | 2,125,481 | 1,090,806 | 3,071,601 | 2,156,327 | |
Depreciation, Depletion and Amortization, Nonproduction, Total | 144,417 | 126,772 | 284,926 | 261,491 | |
Interest Income (Expense), Nonoperating, Net | $ (358,994) | $ (217,177) | $ (722,138) | $ (436,430) | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 3,000,000 | 3,000,000 | 0 | ||
Variable Interest Entity, Primary Beneficiary [Member] | |||||
Health Care Organization, Revenue Net of Patient Service Revenue Provisions | $ 2,206,102 | ||||
Labor and Related Expense | 1,250,618 | ||||
Selling, General and Administrative Expense, Total | 969,706 | ||||
Depreciation, Depletion and Amortization, Nonproduction, Total | 3,223 | ||||
Interest Income (Expense), Nonoperating, Net | $ 7,923 |
SEGMENT REPORTING (Details)
SEGMENT REPORTING (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Revenue: | |||||
Net patient service revenue | $ 3,804,039 | $ 1,848,441 | $ 6,044,103 | $ 3,821,271 | |
Rental revenue | 520,276 | 258,723 | 785,379 | 520,646 | |
Total revenue | 4,324,314 | 2,107,164 | 6,829,482 | 4,341,917 | |
Operating expenses: | |||||
Salaries & benefits | 2,125,481 | 1,090,806 | 3,071,601 | 2,156,327 | |
Other operating expenses | 563,422 | 427,056 | 1,014,907 | 856,347 | |
General and administrative | 1,649,870 | 669,208 | 2,203,154 | 1,075,120 | |
Depreciation and amortization | 144,417 | 126,772 | 284,926 | 261,491 | |
Total operating expenses | 4,483,190 | 2,313,842 | 6,574,588 | 4,349,285 | |
Net income (loss) from operations | (158,875) | (206,678) | 254,894 | (7,368) | |
Interest expense | (358,994) | (217,177) | (722,138) | (436,430) | |
Amortization of financing costs | (19,229) | (25,466) | (39,915) | (41,372) | |
Other income (expense) | 40,369 | 750 | 41,119 | 1,500 | |
Net loss before provision for income taxes | (496,729) | (448,571) | (466,040) | (483,670) | |
Income taxes | 0 | 0 | 0 | 0 | |
Net loss | (496,729) | (448,571) | (466,040) | (483,670) | |
Assets acquired | |||||
Assets, Total | 18,587,547 | 18,587,547 | $ 11,470,692 | ||
Assets acquired | 31,780 | 76,984 | 40,065 | 87,982 | |
Marina Towers [Member] | |||||
Revenue: | |||||
Net patient service revenue | 0 | 0 | 0 | 0 | |
Rental revenue | 375,512 | 367,460 | 750,833 | 736,971 | |
Total revenue | 375,512 | 367,460 | 750,833 | 736,971 | |
Operating expenses: | |||||
Salaries & benefits | 3,000 | 3,000 | 6,000 | 6,000 | |
Other operating expenses | 109,943 | 109,989 | 213,274 | 213,601 | |
General and administrative | 24,148 | 21,903 | 46,790 | 43,722 | |
Depreciation and amortization | 69,674 | 69,219 | 138,893 | 138,228 | |
Total operating expenses | 206,765 | 204,111 | 404,957 | 401,551 | |
Net income (loss) from operations | 168,747 | 163,349 | 345,876 | 335,420 | |
Interest expense | (109,300) | (114,067) | (219,796) | (226,091) | |
Amortization of financing costs | (14,337) | (14,337) | (28,674) | (28,674) | |
Other income (expense) | 21,219 | 750 | 21,969 | 1,500 | |
Net loss before provision for income taxes | 66,329 | 35,695 | 119,375 | 82,155 | |
Income taxes | 0 | 0 | 0 | 0 | |
Net loss | 66,329 | 35,695 | 119,375 | 82,155 | |
Assets acquired | |||||
Assets, Total | 6,508,932 | 6,508,932 | 6,726,759 | ||
Assets acquired | 29,781 | 6,319 | 36,409 | 16,758 | |
FCID Medical [Member] | |||||
Revenue: | |||||
Net patient service revenue | 1,873,219 | 1,848,441 | 4,113,283 | 3,821,271 | |
Rental revenue | 0 | 0 | 0 | 0 | |
Total revenue | 1,873,219 | 1,848,441 | 4,113,283 | 3,821,271 | |
Operating expenses: | |||||
Salaries & benefits | 781,064 | 996,555 | 1,618,051 | 1,976,438 | |
Other operating expenses | 564,847 | 425,804 | 1,023,219 | 859,071 | |
General and administrative | 319,237 | 328,909 | 610,396 | 565,161 | |
Depreciation and amortization | 66,745 | 57,553 | 133,260 | 123,263 | |
Total operating expenses | 1,731,893 | 1,808,821 | 3,384,926 | 3,523,933 | |
Net income (loss) from operations | 141,326 | 39,620 | 728,357 | 297,338 | |
Interest expense | (68,798) | (55,951) | (120,582) | (115,288) | |
Amortization of financing costs | (4,233) | (11,129) | (10,582) | (12,698) | |
Other income (expense) | 0 | 0 | 0 | 0 | |
Net loss before provision for income taxes | 68,295 | (27,460) | 597,193 | 169,352 | |
Income taxes | 0 | 0 | 0 | 0 | |
Net loss | 68,295 | (27,460) | 597,193 | 169,352 | |
Assets acquired | |||||
Assets, Total | 4,873,844 | 4,873,844 | 4,407,749 | ||
Assets acquired | 1,999 | 70,665 | 3,656 | 71,224 | |
Corporate [Member] | |||||
Revenue: | |||||
Net patient service revenue | 0 | 0 | 0 | 0 | |
Rental revenue | 0 | 0 | 0 | 0 | |
Total revenue | 0 | 0 | 0 | 0 | |
Operating expenses: | |||||
Salaries & benefits | 90,799 | 91,251 | 196,932 | 173,889 | |
Other operating expenses | 0 | 0 | 0 | 0 | |
General and administrative | 389,029 | 318,396 | 628,512 | 466,237 | |
Depreciation and amortization | 4,775 | 0 | 9,550 | 0 | |
Total operating expenses | 484,603 | 409,647 | 834,994 | 640,126 | |
Net income (loss) from operations | (484,603) | (409,647) | (834,994) | (640,126) | |
Interest expense | (173,632) | (47,159) | (374,496) | (95,051) | |
Amortization of financing costs | 0 | 0 | 0 | 0 | |
Other income (expense) | 0 | 0 | 0 | 0 | |
Net loss before provision for income taxes | (658,235) | (456,806) | (1,209,490) | (735,177) | |
Income taxes | 0 | 0 | 0 | 0 | |
Net loss | (658,235) | (456,806) | (1,209,490) | (735,177) | |
Assets acquired | |||||
Assets, Total | 3,480,083 | 3,480,083 | 336,184 | ||
Assets acquired | 0 | 0 | 0 | 0 | |
Intercompany Eliminations [Member] | |||||
Revenue: | |||||
Net patient service revenue | 0 | 0 | 0 | 0 | |
Rental revenue | (111,368) | (108,737) | (221,586) | (216,325) | |
Total revenue | (111,368) | (108,737) | (221,586) | (216,325) | |
Operating expenses: | |||||
Salaries & benefits | 0 | 0 | 0 | 0 | |
Other operating expenses | (111,368) | (108,737) | (221,586) | (216,325) | |
General and administrative | 0 | 0 | 0 | 0 | |
Depreciation and amortization | 0 | 0 | 0 | 0 | |
Total operating expenses | (111,368) | (108,737) | (221,586) | (216,325) | |
Net income (loss) from operations | 0 | 0 | 0 | 0 | |
Interest expense | 0 | 0 | 0 | 0 | |
Amortization of financing costs | 0 | 0 | 0 | 0 | |
Other income (expense) | 0 | 0 | 0 | 0 | |
Net loss before provision for income taxes | 0 | 0 | 0 | 0 | |
Income taxes | 0 | 0 | 0 | 0 | |
Net loss | 0 | 0 | 0 | 0 | |
Assets acquired | |||||
Assets, Total | 0 | 0 | 0 | ||
Assets acquired | 0 | 0 | 0 | 0 | |
Brevard Orthopaedic [Member] | |||||
Revenue: | |||||
Net patient service revenue | 1,930,820 | 0 | 1,930,820 | 0 | |
Rental revenue | 256,132 | 0 | 256,132 | 0 | |
Total revenue | 2,186,952 | 0 | 2,186,952 | 0 | |
Operating expenses: | |||||
Salaries & benefits | 1,250,618 | 0 | 1,250,618 | 0 | |
Other operating expenses | 0 | 0 | 0 | 0 | |
General and administrative | 917,456 | 0 | 917,456 | 0 | |
Depreciation and amortization | 3,223 | 0 | 3,223 | 0 | |
Total operating expenses | 2,171,297 | 0 | 2,171,297 | 0 | |
Net income (loss) from operations | 15,655 | 0 | 15,655 | 0 | |
Interest expense | (7,264) | 0 | (7,264) | 0 | |
Amortization of financing costs | (659) | 0 | (659) | 0 | |
Other income (expense) | 19,150 | 0 | 19,150 | 0 | |
Net loss before provision for income taxes | 26,882 | 0 | 26,882 | 0 | |
Income taxes | 0 | 0 | 0 | ||
Net loss | 26,882 | 0 | 26,882 | 0 | |
Assets acquired | |||||
Assets, Total | 3,724,688 | 3,724,688 | $ 0 | ||
Assets acquired | $ 0 | $ 0 | $ 0 | $ 0 |
COMMITMENTS AND CONTINGENCIES46
COMMITMENTS AND CONTINGENCIES (Details) | Jun. 30, 2015USD ($) |
Operating Leases, Future Minimum Payments Due, Rolling Maturity [Abstract] | |
Six months ended December 31 2015: | $ 1,732,268 |
Year ended December 31, 2016 | 3,494,547 |
Year ended December 31, 2017 | 3,444,197 |
Year ended December 31, 2018 | 3,444,209 |
Year ended December 31, 2019 | 3,444,221 |
Operating Leases, Future Minimum Payments Due, Total | $ 15,559,442 |
COMMITMENTS AND CONTINGENCIES47
COMMITMENTS AND CONTINGENCIES (Details Textual) - USD ($) | 1 Months Ended | 6 Months Ended |
Jul. 25, 2014 | Jun. 30, 2015 | |
Commitments and Contingencies [Line Items] | ||
Lease Rent Expense Per Month | $ 4,200 | |
Operating Leases, Rent Expense, Net, Total | 260,234 | |
Maximum [Member] | ||
Commitments and Contingencies [Line Items] | ||
Lease Rent Expense Per Month | 200,000 | |
MedTRX [Member] | ||
Commitments and Contingencies [Line Items] | ||
Due to Related Parties | $ 93,280.84 | |
Loss Contingency, Damages Sought, Value | $ 3,000,000 | |
Loss Contingency Accrual, Beginning Balance | $ 118,000 |
SUBSEQUENT EVENTS (Details Text
SUBSEQUENT EVENTS (Details Textual) - Aug. 03, 2015 - Subsequent Event [Member] - Hillair Capital Investments, LP [Member] - Short-Term Debt, Type [Domain] - Debt Instrument, Name [Domain] - USD ($) | Total |
Subsequent Event [Line Items] | |
Debt Instrument, Interest Rate, Stated Percentage | 8.00% |
Debt Instrument, Convertible, Conversion Price | $ 1 |
Convertible Debt, Current | $ 1,161,641 |
Gains (Losses) on Extinguishment of Debt, Total | $ 1,161,641 |
Debt Instrument, Maturity Date | Nov. 1, 2015 |