Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2016 | Aug. 15, 2016 | |
Document And Entity Information | ||
Entity Registrant Name | First Choice Healthcare Solutions, Inc. | |
Entity Central Index Key | 1,416,876 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2016 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 24,238,613 | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2,016 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) | Jun. 30, 2016 | Dec. 31, 2015 |
Current assets | ||
Cash (amounts related to VIE of $1,300,391 and $1,556,303) | $ 7,785,602 | $ 1,594,998 |
Cash-restricted | 359,414 | |
Accounts receivable, net (amounts related to VIE of $5,324,747 and $4,544,308) | 8,369,428 | 6,623,894 |
Employee loans (amounts related to VIE of $1,084,406 and $636,293) | 1,084,406 | 672,293 |
Prepaid and other current assets (amounts related to VIE of $151,147 and $183,465) | 221,156 | 316,773 |
Capitalized financing costs, current portion (amounts related to VIE of $-0- and $1,317) | 39,533 | |
Total current assets | 17,460,592 | 9,606,905 |
Property, plant and equipment, net of accumulated depreciation of $1,058,933 and $3,075,648 (amounts related to VIE of $735,079 and $773,808) | 2,644,783 | 8,613,502 |
Other assets | ||
Goodwill (amount relating to VIE of $899,465) | 899,465 | 899,465 |
Deferred costs, net of amortization of $376,418 and $215,096 | 2,850,009 | 3,011,331 |
Patient list, net of accumulated amortization of $85,000 and $75,000 | 215,000 | 225,000 |
Patents, net of accumulated amortization of $47,750 and $38,200 | 238,750 | 248,300 |
Investments (amounts related to VIE of $22,005 and $16,914) | 22,005 | 16,914 |
Deferred Tax Asset | 181,029 | |
Deposits | 16,071 | 2,571 |
Total other assets | 4,422,329 | 4,403,581 |
Total assets | 24,527,704 | 22,623,988 |
Current liabilities | ||
Accounts payable and accrued expenses (amounts related to VIE of $2,278,994 and $2,319,056) | 3,305,834 | 3,937,244 |
Accounts payable, related party (amount related to VIE of $251,588) | 251,588 | 251,588 |
Stock based payable | 601,833 | 1,198,900 |
Advances | 43,082 | |
AMT Tax Payable | 181,029 | |
Settlement payable | 600,000 | |
Line of credit, short term (amount related to VIE of $439,524 and $416,888) | 2,939,524 | 2,566,888 |
Note payable, related party, current portion (amount related to VIE of $-0- and $428,645) | 428,645 | |
Notes payable, current portion (amount related to VIE of $4,128 and $10,341) | 513,506 | 7,652,941 |
Unearned revenue | 26,354 | 42,704 |
Deferred rent, short term portion (amount related to VIE of $237,620 and $118,810) | 237,620 | 118,810 |
Total current liabilities | 8,057,288 | 16,840,802 |
Long term debt: | ||
Deposits held | 58,234 | 67,432 |
Notes payable, long term portion | 275,125 | 535,822 |
Deferred rent, long term portion (amount related to VIE of $2,141,198 and $2,141,199) | 2,167,427 | 2,141,199 |
Total long term debt | 2,500,786 | 2,744,453 |
Total liabilities | 10,558,074 | 19,585,255 |
Equity | ||
Preferred stock, $0.01 par value; 1,000,000 shares authorized, Nil issued and outstanding | ||
Common stock, $0.001 par value; 100,000,000 shares authorized, 24,238,613 and 22,867,626 shares issued and outstanding as of June 30, 2016 and December 31, 2015, respectively | 24,239 | 22,868 |
Common stock subscription | 175,000 | |
Additional paid in capital | 22,393,921 | 21,196,792 |
Accumulated deficit | (9,554,839) | (19,274,917) |
Total stockholders' equity attributable to First Choice Healthcare Solutions, Inc. | 12,863,321 | 2,119,743 |
Non-controlling interest (note 15) | 1,106,309 | 918,990 |
Total equity | 13,969,630 | 3,038,733 |
Total liabilities and equity | $ 24,527,704 | $ 22,623,988 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - USD ($) | Jun. 30, 2016 | Dec. 31, 2015 |
Prepaid and other current assets | $ 221,156 | $ 316,773 |
Accumulated depreciation of property plant and equipment (in dollars) | 1,058,933 | 3,075,648 |
Goodwill | 899,465 | 899,465 |
Amortization of Deferred Charges, Total | 376,418 | 215,096 |
Patient list, net of accumulated amortization | 75,000 | |
Accounts payable and accrued expenses | 3,305,834 | 3,937,244 |
Accounts payable, related party | 251,588 | 251,588 |
Line of credit, short term | 2,939,524 | 2,566,888 |
Note payable, related party | 428,645 | |
Notes payable, current portion | 513,506 | 7,652,941 |
Deferred rent, short term portion | 237,620 | 118,810 |
Deferred rent, long term portion | $ 2,167,427 | $ 2,141,199 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred stock, issued | 0 | 0 |
Preferred stock, outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 24,238,613 | 22,867,626 |
Common stock, shares outstanding | 24,238,613 | 22,867,626 |
Patient Lists [Member] | ||
Patient list, net of accumulated amortization | $ 85,000 | $ 75,000 |
Patents [Member] | ||
Patient list, net of accumulated amortization | 47,750 | 38,200 |
VIE [Member] | ||
Cash Related to VIE | 1,300,391 | 1,556,303 |
Accounts receivable | 5,324,747 | 4,544,308 |
Employee loans | 1,084,406 | 636,293 |
Prepaid and other current assets | 151,147 | 183,465 |
Accumulated Capitalized Interest Costs | 0 | 1,317 |
Accumulated depreciation of property plant and equipment (in dollars) | 735,079 | 773,808 |
Goodwill | 899,465 | 899,465 |
Investments | 22,005 | 16,914 |
Accounts payable and accrued expenses | 2,278,994 | 2,319,056 |
Accounts payable, related party | 251,588 | 251,588 |
Line of credit, short term | 439,524 | 416,888 |
Note payable, related party | 0 | 428,645 |
Notes payable, current portion | 4,128 | 10,341 |
Deferred rent, short term portion | 237,620 | 118,810 |
Deferred rent, long term portion | $ 2,141,198 | $ 2,141,199 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Revenues: | ||||
Patient service revenue | $ 7,290,456 | $ 3,810,299 | $ 14,168,121 | $ 6,095,587 |
Provision for bad debts | (267,194) | (6,260) | (529,718) | (51,484) |
Net patient service revenue less provision for bad debts | 7,023,262 | 3,804,039 | 13,638,403 | 6,044,103 |
Rental revenue | 629,838 | 520,276 | 1,256,450 | 785,379 |
Total revenue | 7,653,100 | 4,324,315 | 14,894,853 | 6,829,482 |
Operating expenses: | ||||
Salaries and benefits | 3,139,042 | 2,125,481 | 5,919,611 | 3,071,601 |
Other operating expenses | 1,573,376 | 563,422 | 2,760,650 | 1,014,907 |
General and administrative | 2,535,741 | 1,649,870 | 4,941,618 | 2,203,154 |
Depreciation and amortization | 136,800 | 144,417 | 435,750 | 284,926 |
Total operating expenses | 7,384,959 | 4,483,190 | 14,057,629 | 6,574,588 |
Net income (loss) from operations | 268,141 | (158,875) | 837,224 | 254,894 |
Other income (expense): | ||||
Gain on sale of property and improvements | 23,378 | 9,212,346 | ||
Miscellaneous income (expense) | 46,812 | 40,369 | 105,669 | 41,119 |
Amortization financing costs | (329) | (19,229) | (15,654) | (39,915) |
Interest expense, net | (51,053) | (358,994) | (232,188) | (722,138) |
Total other expense | 18,807 | (337,854) | 9,070,173 | (720,934) |
Net income (loss) before provision for income taxes | 286,949 | (496,729) | 9,907,397 | (466,040) |
Income taxes (benefit) | ||||
Net income (loss) | 286,949 | (496,729) | 9,907,397 | (466,040) |
Non-controlling interest (note 15) | (133,812) | (187,319) | ||
NET INCOME (LOSS) ATTRIBUTABLE TO FIRST CHOICE HEALTHCARE SOLUTIONS, INC. | $ 153,137 | $ (496,729) | $ 9,907,397 | $ (466,040) |
Net income (loss) per common share, basic | $ 0.01 | $ (0.03) | $ 0.42 | $ (0.03) |
Net income (loss) per common share, diluted | $ 0.01 | $ (0.03) | $ 0.36 | $ (0.03) |
Weighted average number of common shares outstanding, basic | 23,862,943 | 18,999,475 | 23,374,625 | 18,533,559 |
Weighted average number of common shares outstanding, diluted | 27,196,277 | 18,999,475 | 26,707,959 | 18,533,559 |
CONDENSED STATEMENT OF STOCKHOL
CONDENSED STATEMENT OF STOCKHOLDERS' EQUITY (unaudited) - 6 months ended Jun. 30, 2016 - USD ($) | Common Stock | Additional Paid In Capital | Common Stock Subscriptions | Accumulated Deficit | Non-controlling Interest | Total |
Beginning Balance, Amount at Dec. 31, 2015 | $ 22,868 | $ 21,196,792 | $ 175,000 | $ (19,274,917) | $ 918,990 | $ 3,038,733 |
Beginning Balance, Shares at Dec. 31, 2015 | 22,867,626 | |||||
Common stock issued in connection with loan extension, Amount | $ 100 | 91,900 | 92,000 | |||
Common stock issued in connection with loan extension, Shares | 100,000 | |||||
Common stock issued in settlement of common stock subscription, Amount | $ 130 | 174,870 | (175,000) | |||
Common stock issued in settlement of common stock subscription, Shares | 129,630 | |||||
Common stock issued for services rendered, Amount | $ 1,141 | 930,359 | 931,500 | |||
Common stock issued for services rendered, Shares | 1,141,357 | |||||
Net income | 9,720,078 | 187,319 | 9,907,397 | |||
Ending Balance, Amount at Jun. 30, 2016 | $ 24,239 | $ 22,393,921 | $ (9,554,839) | $ 1,106,309 | $ 13,969,630 |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) | 6 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net Income (loss) | $ 9,907,397 | $ (466,040) |
Adjustments to reconcile net income (loss) to cash (used in) provided by operating activities: | ||
Depreciation and amortization | 435,750 | 338,700 |
Amortization of financing costs | 15,654 | 39,915 |
Bad debt expense | 529,718 | 51,484 |
Gain on sale of property | (9,212,346) | |
Common stock issued in connection with loan extension | 92,000 | 227,000 |
Stock based compensation | 334,433 | 139,750 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (2,275,252) | (556,635) |
Prepaid expenses and other | 95,617 | 237,431 |
Restricted funds | 359,414 | (54,563) |
Employee loans | (412,113) | (103,654) |
Accounts payable and accrued expenses | (650,425) | 160,359 |
Settlement payable | (600,000) | |
Deposits | (22,698) | (5,469) |
Deferred rent | 145,038 | 39,603 |
Unearned income | (16,350) | 22,113 |
Net cash (used in) provided by operating activities | (1,274,163) | 69,994 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Cash from variable interest entity | 679,673 | |
Proceeds from sale of property | 15,113,497 | |
Purchase of equipment | (149,507) | (40,065) |
Net cash provided by investing activities | 14,963,990 | 639,608 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
(Repayments) proceeds from advances | (43,082) | 129,000 |
Proceeds from lines of credit | 372,636 | 355,656 |
Net payments on notes payable | (7,828,777) | (418,780) |
Net cash (used in) provided by financing activities | (7,499,223) | 65,876 |
Net increase in cash and cash equivalents | 6,190,604 | 775,478 |
Cash and cash equivalents, beginning of period | 1,594,998 | 279,087 |
Cash and cash equivalents, end of period | 7,785,602 | 1,054,565 |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: | ||
Cash paid during the period for interest | 237,943 | 594,211 |
Cash paid during the period for taxes | ||
Supplemental disclosure on non-cash investing and financing activities: | ||
Common stock issued in settlement of accrued expenses | 597,067 | 15,000 |
Common stock issued in settlement of convertible note and interest | 811,200 | |
Fair value of options issued to acquire management control of variable interest entity | $ (3,226,427) |
BASIS OF PRESENTATION
BASIS OF PRESENTATION | 6 Months Ended |
Jun. 30, 2016 | |
Basis Of Presentation | |
BASIS OF PRESENTATION | NOTE 1 BASIS OF PRESENTATION 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, 2015, 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, 2016 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, 2016 are not necessarily indicative of results that may be expected for the year ending December 31, 2016. 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, 2015 included in the Companys Annual Report on Form 10-K, filed with the Securities and Exchange Commission (the SEC) on April 14, 2016. 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, through its wholly owned subsidiary FCID Medical, Inc., 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. Brevard Orthopaedic Spine & Pain Clinic, Inc. Effective May 1, 2015, the Company, through its recently formed wholly owned subsidiary, TBC Holdings of Melbourne, Inc., entered into an Operation 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 VIEs 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. Crane Creek Surgery Center Effective October 1, 2015, the Company, through its recently formed wholly owned subsidiary, CCSC Holdings, Inc., acquired a 40% interest in Crane Creek Surgery Center (Crane Creek) in exchange for an investment of $560,000 comprised of $140,000 cash and a promissory note for $420,000, which bears 8% interest per annum, matures April 15, 2016 and was personally guaranteed by the Companys Chief Executive Officer. This note was paid in full on April 15, 2016.In connection with the investment, the Company is entitled to 51% voting rights for all decisions that most significantly affect the economic performance of Crane Creek. The 40% equity interest acquired entitles the Company to 40% of the profit or loss of Crank Creek. 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.; First Choice Brevard; Surgical Partners of Melbourne, Inc. and CCSC Holdings, Inc., along with The B.A.C.K. Center and Crane Creek, our variable interest entities (VIE). All significant intercompany balances and transactions, including those involving the VIE, have been eliminated in consolidation. |
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended |
Jun. 30, 2016 | |
Significant Accounting Policies | |
SIGNIFICANT ACCOUNTING POLICIES | NOTE 2 SIGNIFICANT ACCOUNTING POLICIES Use of estimates The preparation of the financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results could differ from those estimates. Significant estimates include the recoverability and useful lives of long-lived assets, the fair value of the Companys stock, and stock-based compensation. Actual results may differ from these estimates. 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 patients ability to pay. Therefore, The Companys 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 Companys 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 Companys 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 had one real estate holding, Marina Towers, a Class A 78,000 square foot, six-story building located on the Indian River in Melbourne, Florida. The address is 709 South Harbor City Boulevard, Melbourne, Florida 32901. In addition to housing our corporate headquarters and First Choice Medical Group, the building, which averages 95% annual occupancy, also leases commercial office space to tenants. Our corporate headquarters currently utilize 2,521 square feet on the fifth floor of Marina Towers; and First Choice Medical Group, including its MRI center and Physical Therapy center, currently occupies 26,838 square feet on the ground, first and second floors. Until March 2016, Marina Towers was owned by Marina Towers, LLC, a subsidiary owned by FCID Holdings (99%) and MTMC of Melbourne, Inc. (1%), both wholly owned subsidiaries of the Company. On March 31, 2016, we completed the sale of Marina Towers to Global Medical REIT Inc. for a purchase price of $15.45 million. In addition, our wholly owned subsidiary, Marina Towers, LLC, leased back the entire facility via a 10-year absolute triple-net master lease agreement that will expire in 2026 and be renewable for two five-year periods on the same terms and conditions as the primary lease term with the exception of rent, which will be adjusted to the prevailing market rent at renewal and will escalate in successive years during the extended lease period. Until Marina Towers sale on March 31, 2016, the Company recognized rental revenue associated with the period of time the facility is leased at the contractual lease rates (or on the basis of discounted rates, if negotiated). In addition, beginning May 1, 2015, TBC Holdings of Melbourne, Inc., through The B.A.C.K. Center, subleases approximately 34,480 square feet of commercial office space to third party tenantsat 2222 South Harbor City Boulevard, Melbourne, Florida 32901, which is also The B.A.C.K. Centers main medical practice location. Cash Cash consists of cash held in bank demand deposits. The Company considers all highly liquid instruments with original maturities of three months or less to be cash equivalents. As of June 30, 2016, the Company had $7,785,602 cash, of which $1,300,391 held by VIE. As of December 31, 2015, the Company had $1,594,998 cash, of which $1,556,303 held by VIE. Concentrations of credit risk The Companys financial instruments that are exposed to a concentration of credit risk are cash and accounts receivable. Occasionally, the Companys 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 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 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, 2016 and December 31, 2015, the Companys provision for bad debts was $3,322,240 and $2,498,398, respectively. Segment information Accounting Standards Codification subtopic Segment Reporting 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 Companys 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 shares of the Companys common stock to a related party. The shares of common stock were valued at $286,500, which was estimated to be approximately the fair value of the patent acquired and did not materially differ from the fair value of the common stock. The amortization for the three and six months ended June 30, 2016 was $4,775 and $9,550, respectively; and for the three and six months ended June 30, 2015 was $4,775 and $9,550, respectively. Accumulated amortization of Patent costs were $47,750 and $38,200 at June 30, 2016 and December 31, 2015, respectively. Patient list 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 years. The amortization for the three and six months ended June 30, 2016 was $5,000 and $10,000, respectively; and for the three and six months ended June 30, 2015 was $5,000 and $10,000, respectively. Accumulated amortization of patient list costs were $85,000 and $75,000 at June 30, 2016 and December 31, 2015, respectively. Net income per share The Company computes basic net income per share by dividing net income per share available to common stockholders by the weighted average number of common shares outstanding for the period and excludes the effects of any potentially dilutive securities. Diluted earnings per share, if presented, would include the dilution that would occur upon the exercise or conversion of all potentially dilutive securities into common stock using the treasury stock and/or if converted methods as applicable. The computation of basic and diluted income per share for the three and six months ended June 30, 2016 and 2015 excludes potentially dilutive securities when their inclusion would be anti-dilutive, or if their exercise prices were greater than the average market price of the common stock during the period. Potentially dilutive securities excluded from the computation of basic and diluted net income per share are as follows: June 30, 2016 June 30, 2015 Convertible notes payable - 2,990,920 Warrants to purchase common stock 4,324,630 4,195,000 Options to purchase common stock 3,000,000 3,000,000 Restricted stock awards 150,000 Totals 7,474,630 10,185,920 Stock-based compensation The Company measures the cost of services received in exchange for an award of equity instruments based on the fair value of the award. For employees and directors, the fair value of the award is measured on the grant date and for non-employees, the fair value of the award is generally re-measured on vesting dates and interim financial reporting dates until the service period is complete. The fair value amount is then recognized over the period during which services are required to be provided in exchange for the award, usually the vesting period. Stock-based compensation expense is recorded by the Company in the same expense classifications in the consolidated statements of operations, as if such amounts were paid in cash. Deferred costs On May 1, 2015, in connection with the Operation and Control Agreement with Brevard Orthopaedic Spine & Pain Clinic, Inc. (The B.A.C.K. Center), the Company reserved 3,000,000 options to purchase the Companys common stock at $1.35 per share, expiring on December 31, 2023 and vesting is contingent on The B.A.C.K. Center employees executing employment agreements with TBC Holding and the acquisition of the variable interest entity. The determined fair value of $3,226,427, determined using the Black Scholes option pricing model with the following assumptions: Dividend yield: 0%; Volatility: 134.09% and Risk free rate: 2.12%, is amortized ratably to operations over an estimated 8.67-year life. The amortization for the three and six months ended June 30, 2016 was $80,661 and $161,322; and for the three and six months ended June 30, 2015 was $53,774. Accumulated amortization of the deferred costs was $376,418 and $215,096 at June 30, 2016 and December 31, 2015, respectively. 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% interest in a non-consolidated affiliate, Doctors Surgical Partnership, LTD. In accordance with the equity method of accounting, investments in non-consolidated affiliates are carried at cost and adjusted for the Companys proportionate share of their undistributed earnings or losses. Income Taxes The Company accounts for income taxes pursuant to Accounting Standards Codified 740 (ASC 740). Under ASC 740 deferred taxes are provided on a liability method whereby deferred tax assets are recognized for deductible temporary differences and operating loss carry forwards and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax basis. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. Fair value Accounting Standards Codification subtopic 825-10, Financial Instruments (ASC 825-10) requires disclosure of the fair value of certain financial instruments. ASC 825-10 defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Company considers the principal or most advantageous market in which it would transact and considers assumptions that market participants would use when pricing the asset or liability, such as inherent risk, transfer restrictions, and risk of nonperformance. ASC 825-10 establishes a fair value hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 825-10 establishes three levels of inputs that may be used to measure fair value: ● Level 1 - Quoted prices in active markets for identical assets or liabilities. ● Level 2 - Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which all significant inputs are observable or can be derived principally from or corroborated by observable market data for substantially the full term of the assets or liabilities. ● Level 3 - Unobservable inputs to the valuation methodology that are significant to the measurement of fair value of assets or liabilities. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement is disclosed and is determined based on the lowest level input that is significant to the fair value measurement. The carrying value of the Companys cash, accounts receivable, accounts payable, short-term borrowings (including lines of credit and notes payable), and other current assets and liabilities approximate fair value because of their short-term maturity. As of June 30, 2016 and December 31, 2015, the Company did not have any items that would be classified as level 1, 2 or 3 disclosures. Recent accounting pronouncements There are other 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 Companys financial position, results of operations or cash flows. 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 consolidated financial statements, except as disclosed. |
LIQUIDITY
LIQUIDITY | 6 Months Ended |
Jun. 30, 2016 | |
Liquidity Disclosures [Abstract] | |
LIQUIDITY | NOTE 3 LIQUIDITY The Company incurred various non-recurring expenses in 2015 in connection with the planned development of its Healthcare Services Business. Management believes the continuing trend of positive growth before interest, taxes, depreciation and amortization in 2016 will support improved liquidity. In 2015, the Company converted to equity a total of $2,892,314 in outstanding debt, advances and accrued interest. Currently, the Company has four main sources of liquidity, its line of credit with CT Capital, LP; patient service revenue received from FCID Medical, Inc., TBC Holdings of Melbourne, Inc. and CCSC Holdings, Inc.; and rental revenue received from its real estate interests, FCID Holdings, Inc. and TBC Holdings of Melbourne, Inc. On June 13, 2013, the Companys 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 $1,500,000. Under the line of credit with CT Capital, the Company reduced the annual interest rate from 12% per annum to 6% per annum in exchange for the issuance to CT Capital of 100,000 restricted shares of the Companys common stock. On June 9, 2015, First Choice Brevard entered into a modification agreement amending the loan and security agreement, increasing the maximum aggregate amount available from $1,500,000 to $2,000,000 and on December 14, 2015, increasing the maximum aggregate available from $2,000,000 to $2,500,000 and extending the maturity date to July 30, 2017 in exchange for 100,000 restricted shares of the Companys common stock. The $500,000 increase may be repaid at any time, and is not subject to the conversion provision set forth in the loan agreement. All other terms and conditions of the loan agreement remain in full force and effect. As of June 30, 2016, the Company had used $2,500,000 of the amount available under the line of credit. (See Note 6 Lines of Credit). FCID Holdings had one real estate holding, Marina Towers, a Class A 78,000 square foot, six-story building located on the Indian River in Melbourne, Florida. The address is 709 South Harbor City Boulevard, Melbourne, Florida 32901. In addition to housing our corporate headquarters and First Choice Medical Group, the building, which averages 95% annual occupancy, also leases commercial office space to tenants. Our corporate headquarters currently utilizes 2,521 square feet on the fifth floor of Marina Towers; and First Choice Medical Group, including its MRI center and Physical Therapy center, currently occupies 26,838 square feet on the ground, first and second floors. Until March 2016, Marina Towers was owned by Marina Towers, LLC, a subsidiary owned by FCID Holdings (99%) and MTMC of Melbourne, Inc. (1%), both wholly owned subsidiaries of the Company. On March 31, 2016, we completed the sale of Marina Towers to Global Medical REIT Inc. for a purchase price of $15.45 million. In addition, our wholly owned subsidiary, Marina Towers, LLC, leased back the entire facility via a 10-year absolute triple-net master lease agreement that will expire in 2026 and be renewable for two five-year periods on the same terms and conditions as the primary lease term with the exception of rent, which will be adjusted to the prevailing market rent at renewal and will escalate in successive years during the extended lease period. Until Marina Towers sale on March 31, 2016, the Company recognized rental revenue associated with the period of time the facility is leased at the contractual lease rates (or on the basis of discounted rates, if negotiated). In addition, beginning May 1, 2015, TBC Holdings of Melbourne, Inc., through The B.A.C.K. Center, subleases 31,835 square feet of commercial office space to third party tenants as of June 30, 2016. The Company believes that the current positive cash balance, along with continued execution of its business development plan and the sale and leaseback of Marina Towers, 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 Companys business development plan, which there can be no assurance we will achieve, 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. |
PROPERTY, PLANT, AND EQUIPMENT
PROPERTY, PLANT, AND EQUIPMENT | 6 Months Ended |
Jun. 30, 2016 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY, PLANT, AND EQUIPMENT | NOTE 4 PROPERTY, PLANT, AND EQUIPMENT Property, plant and equipment at June 30, 2016 and December 31, 2015 are as follows: June 30, 2016 December 31, 2015 Land $ $ 1,000,000 Building 3,055,168 Building improvements 183,713 4,211,749 Computer equipment 351,644 340,065 Medical equipment 2,908,218 2,822,027 Office equipment 260,141 260,141 3,703,716 11,689,150 Less: accumulated depreciation (1,058,933 ) (3,075,648 ) $ 2,644,783 $ 8,613,502 During the three and six months ended June 30, 2016, depreciation expense charged to operations was $46,364 and $254,878, respectively; and during the three and six months ended June 30, 2015, depreciation expense charged to operations was $134,642 and $265,376, respectively. During the six months ended June 30, 2016, the Company sold equipment for proceeds of $45,000, recognizing a gain on sale of equipment of $23,378 Sale/Leaseback On March 31, 2016, the Company sold Marina Towers, a 78,000 square-foot medical office building for a purchase price of $15.45 million to Global Medical REIT Inc. The acquisition includes the site and building, an easement on the adjacent property to the north for surface parking, all tenant leases, and above and below ground garages (the Property). The entire facility was leased back to Marina Towers, LLC, a wholly owned subsidiary of the Company, via a 10-year absolute triple-net master lease agreement that expires in 2026. The Company has two successive options to renew the lease for five-year periods on the same terms and conditions as the primary non-revocable lease term with the exception of rent, which will be adjusted to the prevailing fair market rent at renewal and will escalate in successive years during the extended lease period. The Company does not have any residual interest nor the option to repurchase the facility at the end of the lease term. The lease is classified as an operating lease and as such recorded a gain on sale of property of $9,188,968 during the six months ended June 30, 2016. The following is a schedule of future minimum lease payments for the non-cancelable operating lease for each of the next five years ending December 31 and thereafter: Six months ended December 31, 2016 $ 552,338 Year ended December 31, 2017 1,121,245 Year ended December 31, 2018 1,143,670 Year ended December 31, 2019 1,166,543 Year ended December 31, 2020 1,189,874 Year ended December 31, 2021 and thereafter 6,646,044 $ 11,819,714 For the six months ended June 30, 2016, the Company collected $535,999 in net rental revenue from third party tenants of Marina Towers. |
ADVANCES
ADVANCES | 6 Months Ended |
Jun. 30, 2016 | |
AdvancesAbstract | |
ADVANCES | NOTE 5 ADVANCES At June 30, 2016 and December 31, 2015, the Company received an aggregate of $-0- and $43,082, respectively, as cash advances from non-related parties. The advances are due upon demand with an interest rate of 12% per annum. |
LINES OF CREDIT
LINES OF CREDIT | 6 Months Ended |
Jun. 30, 2016 | |
Line of Credit Facility [Abstract] | |
LINES OF CREDIT | NOTE 6 LINES OF CREDIT Line of credit, CT Capital On June 13, 2013, the Companys 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 to First Choice - Brevard with an interest rate of 12% per annum (the Loan). The maturity date of the Loan is December 31, 2016. Interest is due and payable monthly. Upon default, the interest may be adjusted to the highest rate permissible by law. The Loan is secured by the accounts receivable and assets of the Companys subsidiary, First Choice Brevard, which 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: 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. At any time up until December 31, 2016, 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. The Company did not record an embedded beneficial conversion feature in the note since the fair value of the common stock did not exceed the conversion rate at the date of commitment. On November 8, 2013, in consideration for the issuance of 100,000 restricted shares of the Companys common stock, the Lender agreed to modify its Loan. Under the Loan Agreement, as amended, the annual rate of interest of the Loan was reduced from 12% per annum to 6% per annum and will remain at 6% until November 1, 2015. All other terms under the Loan Agreement remain the same. 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 Companys accounts receivable line of credit from $1,500,000 to $2,000,000. All of the other terms and conditions of the Loan Agreement, as amended, remain in full force and effect. On December 14, 2015, First Choice-Brevard entered into a Modification Agreement (Modification) amending the Loan and Security Agreement dated June 13, 2013. The Modification Agreement increased the Companys accounts receivable line of credit from $2,000,000 to $2,500,000 and extended the maturity date of the Loan Agreement to June 30, 2017 (Maturity Date). In addition, the Company agreed to maintain an outstanding balance of not less than $1,000,000 until the Maturity Date (Minimum Borrowing) and provide sixty (60) days prior written notice to prepay up to $1,000,000 of the outstanding indebtedness in excess of the Minimum Borrowing. All of the other terms and conditions of the Loan Agreement remain in full force and effect. In consideration of the $500,000 increase in the accounts receivable line of credit, the Company issued the Lender 100,000 shares of its common stock, valued at $92,000. The $500,000 increase may be repaid by the Company at any time, and is not subject to the conversion provisions set forth in the Loan Agreement. The shares were accrued for as of December 31, 2015 and issued in the current quarter. 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 Companys Chief Executive Officer. As of June 30, 2016 and December 31, 2015, the outstanding balance was $2,500,000 and $2,150,000, respectively. 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, with an interest rate of Prime floating plus 1.0%, as published in The Wall Street Journal The Loan was modified on April 9, 2013, allowing a temporary increase to $1,383,000 and allowing for a one-time draw of up to $995,000 to be distributed to the shareholders for the purposes of financing the capitalization of TBC Equipment Leasing, LLC. The one-time draw was repaid within 45 days and the availability under the Loan returned to $1,000,000. The modification allows for an interest rate of one month Libor floating plus 2.75%, as published in The Wall Street Journal 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 eligible accounts receivables. Eligible receivables include all 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, 2016, 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 by related parties of The B.A.C.K. Center. As of June 30, 2016 and December 31, 2015, the outstanding balance on the Loan was $439,524 and $416,888, respectively. |
SETTLEMENT PAYABLE
SETTLEMENT PAYABLE | 6 Months Ended |
Jun. 30, 2016 | |
Settlement Payable | |
SETTLEMENT PAYABLE | NOTE 7 SETTLEMENT PAYABLE On November 2, 2015, the Company and MedTRX Collection Services, Inc. signed a settlement and mutual release agreement, whereby the parties have agreed to settle all disputes and the pending arbitration actions and release each other from all claims, counterclaims, liabilities and obligations, except for obligations stipulated in the settlement or as otherwise reserved. In connection with the settlement, on November 6, 2015, the Company issued two non-interest bearing promissory notes in aggregate of $650,000, due the earlier of a) April 2, 2016, b) the date real estate (as identified) is sold, financed or transferred or c) date the stock payment (as described above) is redeemed. As of June 30, 2016 and December 31, 2015, the balance due on outstanding settlement promissory notes was $-0- and $600,000, respectively. The Company paid the notes in full on April 1, 2016. |
NOTE PAYABLE, RELATED PARTY
NOTE PAYABLE, RELATED PARTY | 6 Months Ended |
Jun. 30, 2016 | |
Note Payable Related Party | |
NOTE PAYABLE, RELATED PARTY | NOTE 8 NOTE PAYABLE, RELATED PARTY Effective October 1, 2015, the Company acquired a 40% interest in Crane Creek Surgery Center (Crane Creek) in exchange for an investment of $560,000 comprised of $140,000 cash and a promissory note for $420,000 which bears 8% interest per annum, matures April 15, 2016 and is personally guaranteed by the Companys Chief Executive Officer. The promissory note was issued to certain equity owners of The B.A.C.K. Center, an entity consolidated with the Company under VIE accounting. The outstanding principal and interest at June 30, 2016 and December 31, 2015 was $-0- and $428,645, respectively. This note was paid in full on April 15, 2016. |
NOTES PAYABLE
NOTES PAYABLE | 6 Months Ended |
Jun. 30, 2016 | |
Debt Disclosure [Abstract] | |
NOTES PAYABLE | NOTE 9 NOTES PAYABLE Notes payable as of June 30, 2016 and December 31, 2015 are comprised of the following: June 30, 2016 December 31, 2015 Mortgage Payable $ $ 7,153,262 Note Payable, GE Capital (MRI) 645,426 844,098 Note Payable, GE Capital (X-ray) 73,285 97,232 Note Payable, GE Arm 54,500 67,455 Capital Lease Equipment 15,420 26,716 788,631 8,188,763 Less current portion (513,506 ) (7,652,941 ) $ 275,125 $ 535,822 Mortgage payable On August 12, 2011, the Company refinanced its existing mortgage note payable providing additional working capital funds. The aggregate amount of the note of $7,550,000 with 6.10% interest per annum with monthly payments of $45,753 beginning in October 2011 based on a 30-year amortization schedule with all remaining principal and interest due in full on September 16, 2016. The note is secured by land and the building along with first priority assignment of leases and rents. In connection with the sale/leaseback transaction (See Note 4), the Company paid off the outstanding balance on March 31, 2016. 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 million for equipment financing. On September 27, 2012, the Company accepted the delivery of MRI equipment under the equipment finance lease. As such, the component price accepted of $1,771,390 is due over 60 months and the associated monthly payment is $0 for the first three months and $38,152 per month for the remaining 57 months including interest at 7.9375% per annum. On March 8, 2013, the Company amended the equipment finance lease to interest only payments of $11,779 for the first three months and $38,152 per month for the remaining monthly payments. On August 22, 2012, the Company accepted the delivery of X-ray equipment under the equipment finance lease. As such, the component price accepted of $212,389 is due over 60 months and the associated monthly payment is $0 for the first three months and $4,300 per month for the remaining 57 months including interest at 7.9375% per annum. On March 8, 2013, the Company amended the equipment finance lease to interest only payments of $1,384 for the first three months and $4,575 per month for the remaining monthly payments. On February 25, 2013, the Company accepted the delivery of C-arm equipment under the equipment finance lease. As such, the component price accepted of $124,797 is due over 63 months and the associated monthly payment is $0 for the first three months and $2,388 for the remaining 60 months, including interest at 7.39% per annum. Capital leases equipment On June 11, 2013, the Company entered into a lease agreement to acquire equipment with 48 monthly payments of $956 payable through June 1, 2017 with an effective interest rate of 14.002% per annum. The Company may elect to acquire the leased equipment at a nominal amount at the end of the lease. 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 payable through October 26, 2016, with no stated interest rate. The B.A.C.K. Center may elect to acquire the leased equipment at a nominal amount at the end of the lease. Aggregate principal maturities of long-term debt as of June 30, 2016 Amount Six months ended December 31, 2016 $ 254,648 Year ended December 31, 2017 521,447 Year ended December 31, 2018 12,536 Total $ 788,631 |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 6 Months Ended |
Jun. 30, 2016 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 10 RELATED PARTY TRANSACTIONS Effective October 1, 2015, the Company acquired a 40% interest in Crane Creek Surgery Center (Crane Creek) in exchange for an investment of $560,000 comprised of $140,000 cash and a promissory note for $420,000 which bears 8% interest per annum, matures April 15, 2016 and is personally guaranteed by the Companys Chief Executive Officer. The promissory note was issued to certain equity owners of The B.A.C.K. Center, an entity consolidated with the Company under VIE accounting. This note was paid in full on April 15, 2016. As of March 31, 2016, the Company received an aggregate of $133,796 as cash advances from related parties. The advances were due upon demand with an interest rate of 12% per annum. On April 6, 2016, the Company paid the advances in full. |
CAPITAL STOCK
CAPITAL STOCK | 6 Months Ended |
Jun. 30, 2016 | |
Stockholders' Equity Note [Abstract] | |
CAPITAL STOCK | NOTE 11 CAPITAL STOCK During the six months ended June 30, 2016, the Company issued an aggregate of 100,000 shares of its common stock in connection with an increase in credit line, valued at $92,000. (see Note 6 Lines of Credit.) During the six months ended June 30, 2016, the Company issued an aggregate of 1,141,357 shares of its common stock to officers, employees and service providers at an aggregate fair value of $931,500, of which $597,067 was expensed in 2015. During the six months ended June 30, 2016, the Company issued an aggregate of 129,630 shares of its common stock in connection with settlement of a stock subscription from 2015 at an aggregate fair value of $175,000. Stock-based payable The Company was obligated to issue its common stock to officers and consultants for past and future services as of June 30, 2016. The estimated liability as of June 30, 2016 of $601,833 ($0.89 per share) was determined based on services rendered. The shares were issued in reliance upon the exemption from registration under Section 4(a)(2) of the Securities Act of 1933, as amended (the Securities Act). |
STOCK OPTIONS, WARRANTS AND RES
STOCK OPTIONS, WARRANTS AND RESTRICTED STOCK UNITS | 6 Months Ended |
Jun. 30, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
STOCK OPTIONS, WARRANTS AND RESTRICTED STOCK UNITS | NOTE 12 STOCK OPTIONS, WARRANTS AND RESTRICTED STOCK UNITS Options The following table presents information related to stock options at June 30, 2016: Options Outstanding Exercise Price Number of Options Weighted Average Remaining Life in Years Exercisable Number of Options $ 1.35 3,000,000 7.50 Transactions involving stock options issued are summarized as follows: Number of Shares Weighted Average Price Per Share Outstanding at December 31, 2015: 3,000,000 $ 1.35 Granted Exercised Expired Outstanding at June 30, 2016 3,000,000 $ 1.35 Warrants The following table summarizes the warrants outstanding and the related exercise prices for the underlying shares of the Companys common stock as of June 30, 2016: Warrants Outstanding Warrants Exercisable Price Outstanding Expiration Date Weighted Price Exercisable Weighted Price $ 1.35 2,449,630 November 2018 ~ November 2020 $ 1.35 2,449,630 $ 1.35 $ 3.60 1,875,000 December 23, 2018 $ 3.60 1,875,000 $ 3.60 4,324,630 $ 2.32 4,324,630 $ 2.32 Warrants to purchase up to 2,449,630 shares of the Companys common stock may be exercised on a cashless basis. The warrants to purchase up to 1,875,000 shares of the Companys common stock cannot be exercised on a cashless basis. Transactions involving stock warrants issued are summarized as follows: Number of Shares Weighted Average Price Per Share Outstanding at December 31, 2015: 4,324,630 $ 2.32 Granted Exercised Expired Outstanding at June 30, 2016 4,324,630 $ 2.32 Restricted Stock Units (RSU) The following table summarizes the restricted stock activity for the six months ended June 30, 2016: Restricted shares units issued as of January 1, 2016 - Granted 150,000 Forfeited - Total Restricted Shares Issued at June 30, 2016 150,000 Vested at June 30, 2016 - Unvested restricted shares as of June 30, 2016 150,000 On May 31, 2016, the Company granted 150,000 performance-based, restricted stock units vesting over three years based on the achievement of certain defined annual financial benchmarks, pursuant to terms of employment offered to the Companys newly appointed Chief Financial Officer, effective July 11, 2016. The estimated fair value of the granted restricted stock units of $156,000 will be recognized over the vesting period(s). Stock-based compensation expense related to restricted stock units was $-0- for the three and six months ended June 30, 2016. As of June 30, 2016, the stock-based compensation relating to restricted stock units of $156,000 remains unamortized and is expected to be amortized over the remaining vesting period of approximately three years. |
VARIABLE INTEREST ENTITY
VARIABLE INTEREST ENTITY | 6 Months Ended |
Jun. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
VARIABLE INTEREST ENTITY | NOTE 13 VARIABLE INTEREST ENTITY Brevard Orthopaedic Spine & Pain Clinic, Inc. Effective May 1, 2015, the Company, through its recently formed wholly owned subsidiary, TBC Holdings of Melbourne, Inc., entered into an Operation 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 options to purchase the Companys common stock, vesting contingent on The B.A.C.K. Center employees signing employment contracts with First Choice Brevard. 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. This evaluation requires consideration of all facts and circumstances relevant to decision-making that affects the entitys future performance and the exercise of professional judgment in deciding which decision-making rights are most important. 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 entitys structure, including: the entitys 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 Companys economic interests is a matter that requires the exercise of professional judgment. The assets of The B.A.C.K. Center can only be used to settle obligations of the VIE, additionally, creditors of The B.A.C.K. Center do not have recourse against the general credit of the primary beneficiary. The table below summarizes the assets and liabilities associated with The B.A.C.K. Center as of June 30, 2016 and as of December 31, 2015: June 30, 2016 December 31, 2015 Current assets: Cash $ 975,568 $ 996,986 Accounts receivable 4,061,556 3,727,419 Other current assets 1,199,553 819,757 Total current assets 6,236,677 5,544,162 Property and equipment, net 57,581 60,978 Other assets 22,005 18,231 Total assets $ 6,316,263 $ 5,623,371 Current liabilities: Accounts payable and accrued liabilities $ 1,973,349 $ 1,877,690 Due to First Choice Healthcare Solutions, Inc. 2,191,881 1,729,882 Other current liabilities 681,273 427,229 Total current liabilities 4,846,503 4,034,801 Long term debt 1,608,446 1,727,256 Total liabilities 6,454,949 5,762,057 Non-controlling interest (138,686 ) (138,686 ) Total liabilities and deficit $ 6,316,263 $ 5,623,371 Total revenues from The B.A.C.K. Center were $3,562,161 and $6,955,158 for the three and six months ended June 30, 2016. Related expenses consisted primarily of salaries and benefits of $1,762,710 and $3,220,621, general and administrative expenses of $1,624,249 and $3,206,042, depreciation of $5,701 and $11,216, interest and financing costs of $3,947 and $7,394; and other income of $44,506 and $101,231 for the three and six months ended June 30, 2016, respectively. (See Note 15 Segment Reporting) Crane Creek Surgery Center Effective October 1, 2015, the Company, through its then newly formed wholly owned subsidiary, CCSC Holdings, Inc., acquired a 40% interest in Crane Creek Surgery Center (Crane Creek) in exchange for an investment of $560,000 comprised of $140,000 cash and a promissory note for $420,000 which bore 8% interest per annum, matures April 15, 2016 and was personally guaranteed by the Companys Chief Executive Officer. The promissory note was paid in full on April 15, 2016. In connection with the investment, the Company is entitled to 51% voting rights for all decisions that most significantly affect the economic performance of Crane Creek. The 40% equity interest acquired entitles the Company to 40% of the profit or loss of Crank Creek. The Company has determined that Crane Creek is a Variable Interest Entity (VIE) in accordance with Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) Topic 810, Consolidation. This evaluation requires consideration of all facts and circumstances relevant to decision-making that affects the entitys future performance and the exercise of professional judgment in deciding which decision-making rights are most important. 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 entitys structure, including: the entitys 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 Companys economic interests is a matter that requires the exercise of professional judgment. The assets of Crane Creek can only be used to settle obligations of the VIE, additionally, creditors of the Crane Creek do not have recourse against the general credit of the primary beneficiary. The table below summarizes the assets and liabilities associated with the Crane Creek as of June 30, 2016 and December 31, 2015: June 30, 2016 December 31, 2015 Current assets: Cash $ 324,823 $ 559,318 Accounts receivable 1,263,191 816,889 Total current assets 1,588,014 1,376,207 Property and equipment, net 677,498 712,830 Goodwill 899,465 899,465 Total assets $ 3,164,977 $ 2,988,502 Current liabilities: Accounts payable and accrued liabilities $ 305,644 $ 441,368 Other current liabilities 251,588 251,588 Total current liabilities 557,232 692,956 Deferred rent 532,752 532,752 Total liabilities 1,089,984 1,225,708 Equity-First Choice Healthcare Solutions, Inc. 829,998 705,118 Non-controlling interest 1,244,995 1,057,676 Total liabilities and deficit $ 3,164,977 $ 2,988,502 Total revenues from Crane Creek were $1,446,053 and $2,717,361 for the three and six months ended June 30, 2016. Related expenses consisted primarily of salaries and benefits of $314,056 and $607,393, practice supplies and operating expenses of $830,261 and $1,539,907, general and administrative expenses of $125,893 and $235,168, depreciation of $(22,244) and $49,012, interest expense of $1,361 and $10,087, gain on sale of equipment of $23,378 and $23,378 and miscellaneous income of $1,556 and $2,938 for the three and six months ended June 30, 2016, respectively. (See Note 15 Segment Reporting) |
NON-CONTROLLING INTEREST
NON-CONTROLLING INTEREST | 6 Months Ended |
Jun. 30, 2016 | |
Noncontrolling Interest [Abstract] | |
NON-CONTROLLING INTEREST | NOTE 14 NON-CONTROLLING INTEREST Effective May 1, 2015, the Company, through its then newly formed wholly owned subsidiary, TBC Holdings of Melbourne, Inc., entered into an Operation and Control Agreement (the Agreement) with Brevard Orthopaedic Spine & Pain Clinic, Inc. (The B.A.C.K. Center), whereby the Company has 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. A reconciliation of the non-controlling income attributable to the Company: Net loss attributable to non-controlling interest for the three months ended June 30, 2016: Net income $ 133,258 Average Non-controlling interest percentage of profit/losses -0- % Net income attributable to the non-controlling interest $ -0- Net loss attributable to non-controlling interest for the six months ended June 30, 2016: Net income $ 461,999 Average Non-controlling interest percentage of profit/losses -0- % Net income attributable to the non-controlling interest $ -0- The following table summarizes the changes in non-controlling interest for the six months ended June 30, 2016: Balance, December 31, 2015 $ (138,686 ) Transfer (to) from the non-controlling interest as a result of change in ownership Net income attributable to the non-controlling interest Balance, June 30, 2016 $ (138,686 ) Effective October 1, 2015, the Company, through its then newly formed wholly owned subsidiary, CCSC Holdings, Inc., acquired a 40% interest in Crane Creek Surgery Center (Crane Creek) in exchange for an investment of $560,000 comprised of $140,000 cash and a promissory note for $420,000 which bears 8% interest per annum, matures April 15, 2016 and is personally guaranteed by the Companys Chief Executive Officer. This promissory note was paid in full on April 15, 2016. In connection with the investment, the Company is entitled to 51% voting rights for all decisions that most significantly affect the economic performance of Crane Creek. The 40% equity interest acquired entitles the Company to 40% of the profit or loss of Crank Creek. A reconciliation of the non-controlling income attributable to the Company: Net income attributable to non-controlling interest for the three months ended June 30, 2016: Net income $ 223,021 Average Non-controlling interest percentage of profit/losses 60 % Net income/loss attributable to the non-controlling interest $ 133,812 Net income attributable to non-controlling interest for the six months ended June 30, 2016: Net income $ 312,198 Average non-controlling interest percentage of profit/losses 60 % Net income/loss attributable to the non-controlling interest $ 187,319 The following table summarizes the changes in non-controlling interest for the six months ended June 30, 2016: Balance, December 31, 2015 $ 1,057,676 Transfer (to) from the non-controlling interest as a result of change in ownership Net income attributable to the non-controlling interest 187,319 Balance, June 30, 2016 $ 1,244,995 |
SEGMENT REPORTING
SEGMENT REPORTING | 6 Months Ended |
Jun. 30, 2016 | |
Segment Reporting [Abstract] | |
SEGMENT REPORTING | NOTE 15 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 Companys reportable segments. The Company has three reportable segments: FCID Medical, Inc., The B.A.C.K. Center and CCSC Holdings, Inc. All reportable segments derive revenue for medical services provided to patients; and The B.A.C.K Center additionally derives revenue for subleasing space within its building and medical services provided to patients. With the aforementioned sale and leaseback of Marina Towers on March 31, 2016, the Company will no longer report segmented rental revenue received from third party Marina Tower tenants under the segment heading Marina Towers. Rather, the Company has consolidated rental revenue received from third party tenants of Marina Towers under the Corporate segment for both the 2016 and 2015 comparable reporting periods; and will continue to do so hereafter. Information concerning the operations of the Companys reportable segments is as follows: Summary Statement of Operations for the three months ended June 30, 2016: FCID The B.A.C.K. Intercompany Medical Center CCSC Corporate Eliminations Total Revenue: Net patient service revenue $ 2,377,400 $ 3,199,809 $ 1,446,053 $ - $ - $ 7,023,262 Rental revenue - 362,352 267,486 - 629,838 Total revenue 2,377,400 3,562,161 1,446,053 267,486 - 7,653,100 Operating expenses: Salaries & benefits 871,446 1,762,710 314,056 190,830 - 3,139,042 Other operating expenses 327,576 - 830,261 415,539 - 1,573,376 General and administrative 321,823 1,624,249 125,893 463,776 - 2,535,741 Depreciation and amortization 67,907 5,701 (22,244) 85,436 - 136,800 Total operating expenses 1,588,752 3,392,660 1,247,966 1,155,581 - 7,384,959 Net income (loss) from operations: 788,648 169,501 198,087 (888,095) - 268,141 Interest income (expense) (54,805) (3,618) (1,361) 8,731 - (51,053) Amortization of financing costs - (329) - - - (329) Gain on sale of property - - 23,378 - - 23,378 Other income (expense) - 44,506 1,556 750 - 46,812 Net Income (loss) before income taxes: 733,843 210,060 221,660 (878,614) - 286,949 Income taxes - - - - Net income (loss) 733,843 210,060 221,660 (878,614) - 286,949 Non-controlling interest - - (133,812) - - (133,812) Net income (loss) attributable to First Choice Healthcare Solutions $ 733,843 $ 210,060 $ 87,848 $ (878,614) $ - $ 153,137 Summary Statement of Operations for the three months ended June 30, 2015: FCID The B.A.C.K. Intercompany Medical Center Corporate Eliminations Total Revenue: Net patient service revenue $ 1,873,219 $ 1,930,820 $ - $ - $ 3,804,039 Rental revenue - 256,132 375,512 (111,368) 520,276 Total revenue 1,873,219 2,186,952 375,512 (111,368) 4,324,315 Operating expenses: Salaries & benefits 781,064 1,250,618 93,799 - 2,125,481 Other operating expenses 564,847 - 109,943 (111,368) 563,422 General and administrative 319,237 917,456 413,177 - 1,649,870 Depreciation and amortization 66,745 3,223 74,449 - 144,417 Total operating expenses 1,731,893 2,171,297 691,368 (111,368) 4,483,190 Net income (loss) from operations: 141,326 15,655 (315,856) - (158,875) Interest expense (68,798) (7,264) (282,932) - (358,994) Amortization of financing costs (4,233) (659) (14,337) - (19,229) Other income (expense) - 19,150 21,219 - 40,369 Net Income (loss): 68,295 26,882 (591,906) - (496,729) Income taxes - - - - - Net income (loss) $ 68,295 $ 26,882 $ (591,906) $ - $ (496,729) Summary Statement of Operations for the six months ended June 30, 2016: FCID The B.A.C.K. Intercompany Medical Center CCSC Corporate Eliminations Total Revenue: Net patient service revenue $ 4,686,335 $ 6,234,707 $ 2,717,361 $ - $ - $ 13,638,403 Rental revenue - 720,451 695,732 (159,733) 1,256,450 Total revenue 4,686,335 6,955,158 2,717,361 695,732 (159,733) 14,894,853 Operating expenses: Salaries & benefits 1,700,666 3,220,621 607,393 390,931 - 5,919,611 Other operating expenses 858,983 - 1,539,907 521,493 (159,733) 2,760,650 General and administrative 683,626 3,206,042 235,168 816,782 - 4,941,618 Depreciation and amortization 134,699 11,216 49,012 240,823 - 435,750 Total operating expenses 3,377,974 6,437,879 2,431,480 1,970,029 (159,733) 14,057,629 Net income (loss) from operations: 1,308,361 517,279 285,881 (1,274,297) - 837,224 Interest income (expense) (111,623) (6,077) (10,087) (104,401) - (232,188) Amortization of financing costs - (1,317) - (14,337) - (15,654) Gain on sale of property - - 23,378 9,188,968 - 9,212,346 Other income (expense) - 101,231 2,938 1,500 - 105,669 Net Income (loss) before income taxes: 1,196,738 611,116 302,110 7,797,433 - 9,907,397 Income taxes - - - - Net income (loss) 1,196,738 611,116 302,110 7,797,433 - 9,907,397 Non-controlling interest - - (187,319) - - (187,319) Net income (loss) attributable to First Choice Healthcare Solutions $ 1,196,738 $ 611,116 $ 114,791 $ 7,797,433 $ - $ 9,720,078 Summary Statement of Operations for the six months ended June 30, 2015: FCID The B.A.C.K. Intercompany Medical Center Corporate Eliminations Total Revenue: Net patient service revenue $ 4,113,283 $ 1,930,820 $ - $ - $ 6,044,103 Rental revenue - 256,132 750,833 (221,586) 785,379 Total revenue 4,113,283 2,186,952 750,833 (221,586) 6,829,482 Operating expenses: Salaries & benefits 1,618,051 1,250,618 202,932 - 3,071,601 Other operating expenses 1,023,219 - 213,274 (221,586) 1,014,907 General and administrative 610,396 917,456 675,302 - 2,203,154 Depreciation and amortization 133,260 3,223 148,443 - 284,926 Total operating expenses 3,384,926 2,171,297 1,239,951 (221,586) 6,574,588 Net income (loss) from operations: 728,357 15,655 (489,118) - 254,894 Interest expense (120,582) (7,264) (594,292) - (722,138) Amortization of financing costs (10,582) (659) (28,674) - (39,915) Other income (expense) - 19,150 21,969 - 41,119 Net Income (loss): 597,193 26,882 (1,090,115) - (466,040) Income taxes - - - - Net income (loss) $ 597,193 $ 26,882 $(1,090,115) $ - $ (466,040) Selected financial data: FCID The B.A.C.K. Intercompany Medical Center CCSC Corporate Eliminations Total Assets: At June 30, 2016: $ 5,476,146 $ 6,316,264 $ 3,192,413 $ 9,542,881 $ - $ 24,527,704 At December 31, 2015: $ 4,391,192 $ 5,623,370 $ 3,013,011 $ 9,596,415 $ - $ 22,623,988 Assets acquired Three months ended June 30, 2016 $ 6,668 $ 5,703 $ 11,063 $ - $ - $ 23,434 Three months ended June 30, 2015 $ 1,999 $ - $ - $ 29,781 $ - $ 31,780 Six months ended June 30, 2016 $ 56,561 $ 7,819 $ 35,303 $ 49,824 $ - $ 149,507 Six months ended June 30, 2015 $ 3,656 $ - $ - $ 36,409 $ - $ 40,065 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 6 Months Ended |
Jun. 30, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 16 - COMMITMENTS AND CONTINGENCIES Litigation Health First Management 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 12 months. The Company has vigorously defended against the counterclaim. The Company has accrued a possible loss contingency of approximately $118,000 during the year ended December 31, 2015. As of June 30, 2016, there has been no change to the status of the litigation. 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 to $200,000 per month. Certain leases include charges for sales and real estate taxes and a proration of common area maintenance expenses. Under generally accepted accounting principles (GAAP), all rental payments, including fixed rent increases, are recognized on a straight-line basis over the life of the lease. The GAAP-based rent expense and the actual lease payments are reflected as deferred rent on the accompanying balance sheet. From the date of the Operation and Control Agreement through December 31, 2015, lease expense amounted to $2,360,986. 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, 2016 $ 1,747,273 Year ended December 31, 2017 3,444,197 Year ended December 31, 2018 3,444,209 Year ended December 31, 2019 3,444,221 Year ended December 31, 2020 and thereafter 20,665,648 $ 36,189,780 For the six months ended June 30, 2016, The B.A.C.K. Center collected $720,451 in net rental revenue from third party tenants. Sale/Leaseback Effective March 31, 2016, the Company leased Marina Towers under a sale/leaseback transaction (See Note 4), via a 10-year absolute triple-net master lease agreement that expires in 2026. The Company has two successive options to renew the lease for five-year periods on the same terms and conditions as the primary non-revocable lease term with the exception of rent, which will be adjusted to the prevailing fair market rent at renewal and will escalate in successive years during the extended lease period. The Company does not have any residual interest nor the option to repurchase the facility at the end of the lease term. The following is a schedule of future minimum lease payments for the non-cancelable operating lease for each of the next five years ending December 31 and thereafter: Six months ended December 31, 2016 $ 552,338 Year ended December 31, 2017 1,121,245 Year ended December 31, 2018 1,143,670 Year ended December 31, 2019 1,166,543 Year ended December 31, 2020 1,189,874 Year ended December 31, 2021 and thereafter 6,646,044 $ 11,819,714 For the six months ended June 30, 2016, the Company collected $535,999 in net rental revenue from third party tenants of Marina Towers. Guarantees The B.A.C.K. Centers 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. |
INCOME TAXES
INCOME TAXES | 6 Months Ended |
Jun. 30, 2016 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | NOTE 17 INCOME TAXES In the first quarter of 2016, effective March 31, 2016, we sold and leased back Marina Towers under a sale/leaseback transaction (See Gain on Sale of Property and Improvements). In connection with the sale, the Company reported a gain on sale of the property of $9,188,968 (GAAP Basis) for the six months ended June 30, 2016. There was a Tax Basis gain of approximate $9,051,430. The difference between the GAPP Basis and Tax Basis gain was mainly attributable to depreciation. The gain was offset by Net Operation Losses the Company has generated in prior periods, so no income tax was recorded, but an estimated Alternative Minimum Tax liability of $181,089 was recorded. Offsetting the Alternative Minimum tax recorded is a Deferred Tax Asset of the same amount related to the Alternative Minimum Tax Liability (Alternative Minimum Tax Credit Carryforward). Management believes the Company will utilize the Alternative Minimum Tax Carryforward in future periods, as of the June 30, 2016 reporting period. The Companys effective tax rate in the second quarter of 2016 is approximately 38.6% See Note 20, Income Taxes |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 6 Months Ended |
Jun. 30, 2016 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 18 SUBSEQUENT EVENTS On July 6, 2016, the Company announced that it appointed Timothy K. Skeldon as its Chief Financial Officer, who assumed this position on July 11, 2016. Upon commencement of his employment, Mr. Skeldon will receive an annual salary of $250,000 and receive an additional annual bonus of $25,000 per year for each completed year of employment. Further, he will be granted a total of 150,000 shares of the Companys Common Stock with a three-year vesting schedule. Up to 50,000 shares per year are eligible to vest based on annual revenue and EBITDA benchmarks agreed upon by Mr. Skeldon and the Company. Shares will be issued on a percentage of actual amount achieved. Mr. Skeldon will also be eligible to participate in the Companys health and other benefits on the same terms as other Company executives. Mr. Skeldon succeeds Donald Bittar, who elected to retire from the Chief Financial Officer position, but will provide corporate advisory support on mergers and acquisitions and other strategic business development opportunities and remain as a member of the Board of Directors. |
SIGNIFICANT ACCOUNTING POLICI25
SIGNIFICANT ACCOUNTING POLICIES (Policies) | 6 Months Ended |
Jun. 30, 2016 | |
Accounting Policies [Abstract] | |
Use of estimates | Use of estimates The preparation of the financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results could differ from those estimates. Significant estimates include the recoverability and useful lives of long-lived assets, the fair value of the Companys stock, and stock-based compensation. Actual results may differ from these estimates. |
Revenue recognition | 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 patients ability to pay. Therefore, The Companys 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 Companys 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 Companys 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 had one real estate holding, Marina Towers, a Class A 78,000 square foot, six-story building located on the Indian River in Melbourne, Florida. The address is 709 South Harbor City Boulevard, Melbourne, Florida 32901. In addition to housing our corporate headquarters and First Choice Medical Group, the building, which averages 95% annual occupancy, also leases commercial office space to tenants. Our corporate headquarters currently utilize 2,521 square feet on the fifth floor of Marina Towers; and First Choice Medical Group, including its MRI center and Physical Therapy center, currently occupies 26,838 square feet on the ground, first and second floors. Until March 2016, Marina Towers was owned by Marina Towers, LLC, a subsidiary owned by FCID Holdings (99%) and MTMC of Melbourne, Inc. (1%), both wholly owned subsidiaries of the Company. On March 31, 2016, we completed the sale of Marina Towers to Global Medical REIT Inc. for a purchase price of $15.45 million. In addition, our wholly owned subsidiary, Marina Towers, LLC, leased back the entire facility via a 10-year absolute triple-net master lease agreement that will expire in 2026 and be renewable for two five-year periods on the same terms and conditions as the primary lease term with the exception of rent, which will be adjusted to the prevailing market rent at renewal and will escalate in successive years during the extended lease period. Until Marina Towers sale on March 31, 2016, the Company recognized rental revenue associated with the period of time the facility is leased at the contractual lease rates (or on the basis of discounted rates, if negotiated). In addition, beginning May 1, 2015, TBC Holdings of Melbourne, Inc., through The B.A.C.K. Center, subleases approximately 34,480 square feet of commercial office space to third party tenantsat 2222 South Harbor City Boulevard, Melbourne, Florida 32901, which is also The B.A.C.K. Centers main medical practice location. |
Cash | Cash Cash consists of cash held in bank demand deposits. The Company considers all highly liquid instruments with original maturities of three months or less to be cash equivalents. As of June 30, 2016, the Company had $7,785,602 cash, of which $1,300,391 held by VIE. As of December 31, 2015, the Company had $1,594,998 cash, of which $1,556,303 held by VIE. |
Concentrations of credit risk | Concentrations of credit risk The Companys financial instruments that are exposed to a concentration of credit risk are cash and accounts receivable. Occasionally, the Companys 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 receivable | Accounts receivables 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 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, 2016 and December 31, 2015, the Companys provision for bad debts was $3,322,240 and $2,498,398, respectively. |
Segment information | Segment information Accounting Standards Codification subtopic Segment Reporting |
Patents | 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 Companys 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 shares of the Companys common stock to a related party. The shares of common stock were valued at $286,500, which was estimated to be approximately the fair value of the patent acquired and did not materially differ from the fair value of the common stock. The amortization for the three and six months ended June 30, 2016 was $4,775 and $9,550, respectively; and for the three and six months ended June 30, 2015 was $4,775 and $9,550, respectively. Accumulated amortization of Patent costs were $47,750 and $38,200 at June 30, 2016 and December 31, 2015, respectively. |
Patient list | Patient list 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 years. The amortization for the three and six months ended June 30, 2016 was $5,000 and $10,000, respectively; and for the three and six months ended June 30, 2015 was $5,000 and $10,000, respectively. Accumulated amortization of patient list costs were $85,000 and $75,000 at June 30, 2016 and December 31, 2015, respectively. |
Net income per share | Net income per share The Company computes basic net income per share by dividing net income per share available to common stockholders by the weighted average number of common shares outstanding for the period and excludes the effects of any potentially dilutive securities. Diluted earnings per share, if presented, would include the dilution that would occur upon the exercise or conversion of all potentially dilutive securities into common stock using the treasury stock and/or if converted methods as applicable. The computation of basic and diluted income per share for the three and six months ended June 30, 2016 and 2015 excludes potentially dilutive securities when their inclusion would be anti-dilutive, or if their exercise prices were greater than the average market price of the common stock during the period. Potentially dilutive securities excluded from the computation of basic and diluted net income per share are as follows: June 30, 2016 June 30, 2015 Convertible notes payable - 2,990,920 Warrants to purchase common stock 4,324,630 4,195,000 Options to purchase common stock 3,000,000 3,000,000 Restricted stock awards 150,000 Totals 7,474,630 10,185,920 |
Stock-based compensation | Stock-based compensation The Company measures the cost of services received in exchange for an award of equity instruments based on the fair value of the award. For employees and directors, the fair value of the award is measured on the grant date and for non-employees, the fair value of the award is generally re-measured on vesting dates and interim financial reporting dates until the service period is complete. The fair value amount is then recognized over the period during which services are required to be provided in exchange for the award, usually the vesting period. Stock-based compensation expense is recorded by the Company in the same expense classifications in the consolidated statements of operations, as if such amounts were paid in cash. |
Deferred costs | Deferred costs On May 1, 2015, in connection with the Operation and Control Agreement with Brevard Orthopaedic Spine & Pain Clinic, Inc. (The B.A.C.K. Center), the Company reserved 3,000,000 options to purchase the Companys common stock at $1.35 per share, expiring on December 31, 2023 and vesting is contingent on The B.A.C.K. Center employees executing employment agreements with TBC Holding and the acquisition of the variable interest entity. The determined fair value of $3,226,427, determined using the Black Scholes option pricing model with the following assumptions: Dividend yield: 0%; Volatility: 134.09% and Risk free rate: 2.12%, is amortized ratably to operations over an estimated 8.67-year life. The amortization for the three and six months ended June 30, 2016 was $80,661 and $161,322; and for the three and six months ended June 30, 2015 was $53,774. Accumulated amortization of the deferred costs was $376,418 and $215,096 at June 30, 2016 and December 31, 2015, respectively. |
Investments | 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% interest in a non-consolidated affiliate, Doctors Surgical Partnership, LTD. In accordance with the equity method of accounting, investments in non-consolidated affiliates are carried at cost and adjusted for the Companys proportionate share of their undistributed earnings or losses. |
Income Taxes | Income Taxes The Company accounts for income taxes pursuant to Accounting Standards Codified 740 (ASC 740). Under ASC 740 deferred taxes are provided on a liability method whereby deferred tax assets are recognized for deductible temporary differences and operating loss carry forwards and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax basis. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. |
Fair value | Fair value Accounting Standards Codification subtopic 825-10, Financial Instruments (ASC 825-10) requires disclosure of the fair value of certain financial instruments. ASC 825-10 defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Company considers the principal or most advantageous market in which it would transact and considers assumptions that market participants would use when pricing the asset or liability, such as inherent risk, transfer restrictions, and risk of nonperformance. ASC 825-10 establishes a fair value hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 825-10 establishes three levels of inputs that may be used to measure fair value: ● Level 1 - Quoted prices in active markets for identical assets or liabilities. ● Level 2 - Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which all significant inputs are observable or can be derived principally from or corroborated by observable market data for substantially the full term of the assets or liabilities. ● Level 3 - Unobservable inputs to the valuation methodology that are significant to the measurement of fair value of assets or liabilities. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement is disclosed and is determined based on the lowest level input that is significant to the fair value measurement. The carrying value of the Companys cash, accounts receivable, accounts payable, short-term borrowings (including lines of credit and notes payable), and other current assets and liabilities approximate fair value because of their short-term maturity. As of June 30, 2016 and December 31, 2015, the Company did not have any items that would be classified as level 1, 2 or 3 disclosures. |
Recent accounting pronouncements | Recent accounting pronouncements There are other 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 Companys financial position, results of operations or cash flows. |
Subsequent events | 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 consolidated financial statements, except as disclosed. |
SIGNIFICANT ACCOUNTING POLICI26
SIGNIFICANT ACCOUNTING POLICIES (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Significant Accounting Policies Tables | |
Net Income per share | Potentially dilutive securities excluded from the computation of basic and diluted net income per share are as follows: June 30, 2016 June 30, 2015 Convertible notes payable - 2,990,920 Warrants to purchase common stock 4,324,630 4,195,000 Options to purchase common stock 3,000,000 3,000,000 Restricted stock awards 150,000 Totals 7,474,630 10,185,920 |
PROPERTY, PLANT, AND EQUIPMENT
PROPERTY, PLANT, AND EQUIPMENT (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, plant and equipment at June 30, 2016 and December 31, 2015 are as follows: June 30, 2016 December 31, 2015 Land $ $ 1,000,000 Building 3,055,168 Building improvements 183,713 4,211,749 Computer equipment 351,644 340,065 Medical equipment 2,908,218 2,822,027 Office equipment 260,141 260,141 3,703,716 11,689,150 Less: accumulated depreciation (1,058,933 ) (3,075,648 ) $ 2,644,783 $ 8,613,502 |
Schedule Of Future Minimum Lease Payments Table | The following is a schedule of future minimum lease payments for the non-cancelable operating lease for each of the next five years ending December 31 and thereafter: Six months ended December 31, 2016 $ 552,338 Year ended December 31, 2017 1,121,245 Year ended December 31, 2018 1,143,670 Year ended December 31, 2019 1,166,543 Year ended December 31, 2020 1,189,874 Year ended December 31, 2021 and thereafter 6,646,044 $ 11,819,714 |
NOTES PAYABLE (Tables)
NOTES PAYABLE (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | Notes payable as of June 30, 2016 and December 31, 2015 are comprised of the following: June 30, 2016 December 31, 2015 Mortgage Payable $ $ 7,153,262 Note Payable, GE Capital (MRI) 645,426 844,098 Note Payable, GE Capital (X-ray) 73,285 97,232 Note Payable, GE Arm 54,500 67,455 Capital Lease Equipment 15,420 26,716 788,631 8,188,763 Less current portion (513,506 ) (7,652,941 ) $ 275,125 $ 535,822 |
Schedule of Maturities of Long-term Debt | Aggregate principal maturities of long-term debt as of June 30, 2016 Amount Six months ended December 31, 2016 $ 254,648 Year ended December 31, 2017 521,447 Year ended December 31, 2018 12,536 Total $ 788,631 |
STOCK OPTIONS, WARRANTS AND R29
STOCK OPTIONS, WARRANTS AND RESTRICTED STOCK UNITS (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Stock Option [Member] | |
Schedule of Warrants Outstanding And Related Exercise Prices | The following table presents information related to stock options at June 30, 2016: Options Outstanding Exercise Price Number of Options Weighted Average Remaining Life in Years Exercisable Number of Options $ 1.35 3,000,000 7.50 |
Schedule of Share-based Compensation, Stock Options, Activity | Transactions involving stock options issued are summarized as follows: Number of Shares Weighted Average Price Per Share Outstanding at December 31, 2015: 3,000,000 $ 1.35 Granted Exercised Expired Outstanding at June 30, 2016 3,000,000 $ 1.35 |
Warrant [Member] | |
Schedule of Warrants Outstanding And Related Exercise Prices | The following table summarizes the warrants outstanding and the related exercise prices for the underlying shares of the Companys common stock as of June 30, 2016: Warrants Outstanding Warrants Exercisable Price Outstanding Expiration Date Weighted Price Exercisable Weighted Price $ 1.35 2,449,630 November 2018 ~ November 2020 $ 1.35 2,449,630 $ 1.35 $ 3.60 1,875,000 December 23, 2018 $ 3.60 1,875,000 $ 3.60 4,324,630 $ 2.32 4,324,630 $ 2.32 |
Schedule of Share-based Compensation, Stock Options, Activity | Transactions involving stock warrants issued are summarized as follows: Number of Shares Weighted Average Price Per Share Outstanding at December 31, 2015: 4,324,630 $ 2.32 Granted Exercised Expired Outstanding at June 30, 2016 4,324,630 $ 2.32 |
Restricted Stock Units (RSU) [Member] | |
Schedule of Share-based Compensation, Stock Options, Activity | The following table summarizes the restricted stock activity for the six months ended June 30, 2016: Restricted shares units issued as of January 1, 2016 - Granted 150,000 Forfeited - Total Restricted Shares Issued at June 30, 2016 150,000 Vested at June 30, 2016 - Unvested restricted shares as of June 30, 2016 150,000 |
VARIABLE INTEREST ENTITY (Table
VARIABLE INTEREST ENTITY (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Variable Interest Entities | The table below summarizes the assets and liabilities associated with The B.A.C.K. Center as of June 30, 2016 and as of December 31, 2015: June 30, 2016 December 31, 2015 Current assets: Cash $ 975,568 $ 996,986 Accounts receivable 4,061,556 3,727,419 Other current assets 1,199,553 819,757 Total current assets 6,236,677 5,544,162 Property and equipment, net 57,581 60,978 Other assets 22,005 18,231 Total assets $ 6,316,263 $ 5,623,371 Current liabilities: Accounts payable and accrued liabilities $ 1,973,349 $ 1,877,690 Due to First Choice Healthcare Solutions, Inc. 2,191,881 1,729,882 Other current liabilities 681,273 427,229 Total current liabilities 4,846,503 4,034,801 Long term debt 1,608,446 1,727,256 Total liabilities 6,454,949 5,762,057 Non-controlling interest (138,686 ) (138,686 ) Total liabilities and deficit $ 6,316,263 $ 5,623,371 The table below summarizes the assets and liabilities associated with the Crane Creek as of June 30, 2016 and December 31, 2015: June 30, 2016 December 31, 2015 Current assets: Cash $ 324,823 $ 559,318 Accounts receivable 1,263,191 816,889 Total current assets 1,588,014 1,376,207 Property and equipment, net 677,498 712,830 Goodwill 899,465 899,465 Total assets $ 3,164,977 $ 2,988,502 Current liabilities: Accounts payable and accrued liabilities $ 305,644 $ 441,368 Other current liabilities 251,588 251,588 Total current liabilities 557,232 692,956 Deferred rent 532,752 532,752 Total liabilities 1,089,984 1,225,708 Equity-First Choice Healthcare Solutions, Inc. 829,998 705,118 Non-controlling interest 1,244,995 1,057,676 Total liabilities and deficit $ 3,164,977 $ 2,988,502 |
NON-CONTROLLING INTEREST (Table
NON-CONTROLLING INTEREST (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Non-controlling Interest Tables | |
Schedule of Net loss attributable to non-controlling interest | Net loss attributable to non-controlling interest for the three months ended June 30, 2016: Net income $ 133,258 Average Non-controlling interest percentage of profit/losses -0- % Net income attributable to the non-controlling interest $ -0- Net loss attributable to non-controlling interest for the six months ended June 30, 2016: Net income $ 461,999 Average Non-controlling interest percentage of profit/losses -0- % Net income attributable to the non-controlling interest $ -0- The following table summarizes the changes in non-controlling interest for the six months ended June 30, 2016: Balance, December 31, 2015 $ (138,686 ) Transfer (to) from the non-controlling interest as a result of change in ownership Net income attributable to the non-controlling interest Balance, June 30, 2016 $ (138,686 ) Net income attributable to non-controlling interest for the three months ended June 30, 2016: Net income $ 223,021 Average Non-controlling interest percentage of profit/losses 60 % Net income/loss attributable to the non-controlling interest $ 133,812 Net income attributable to non-controlling interest for the six months ended June 30, 2016: Net income $ 312,198 Average non-controlling interest percentage of profit/losses 60 % Net income/loss attributable to the non-controlling interest $ 187,319 The following table summarizes the changes in non-controlling interest for the six months ended June 30, 2016: Balance, December 31, 2015 $ 1,057,676 Transfer (to) from the non-controlling interest as a result of change in ownership Net income attributable to the non-controlling interest 187,319 Balance, June 30, 2016 $ 1,244,995 |
SEGMENT REPORTING (Tables)
SEGMENT REPORTING (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | Summary Statement of Operations for the three months ended June 30, 2016: FCID The B.A.C.K. Intercompany Medical Center CCSC Corporate Eliminations Total Revenue: Net patient service revenue $ 2,377,400 $ 3,199,809 $ 1,446,053 $ - $ - $ 7,023,262 Rental revenue - 362,352 267,486 - 629,838 Total revenue 2,377,400 3,562,161 1,446,053 267,486 - 7,653,100 Operating expenses: Salaries & benefits 871,446 1,762,710 314,056 190,830 - 3,139,042 Other operating expenses 327,576 - 830,261 415,539 - 1,573,376 General and administrative 321,823 1,624,249 125,893 463,776 - 2,535,741 Depreciation and amortization 67,907 5,701 (22,244) 85,436 - 136,800 Total operating expenses 1,588,752 3,392,660 1,247,966 1,155,581 - 7,384,959 Net income (loss) from operations: 788,648 169,501 198,087 (888,095) - 268,141 Interest income (expense) (54,805) (3,618) (1,361) 8,731 - (51,053) Amortization of financing costs - (329) - - - (329) Gain on sale of property - - 23,378 - - 23,378 Other income (expense) - 44,506 1,556 750 - 46,812 Net Income (loss) before income taxes: 733,843 210,060 221,660 (878,614) - 286,949 Income taxes - - - - Net income (loss) 733,843 210,060 221,660 (878,614) - 286,949 Non-controlling interest - - (133,812) - - (133,812) Net income (loss) attributable to First Choice Healthcare Solutions $ 733,843 $ 210,060 $ 87,848 $ (878,614) $ - $ 153,137 Summary Statement of Operations for the three months ended June 30, 2015: FCID The B.A.C.K. Intercompany Medical Center Corporate Eliminations Total Revenue: Net patient service revenue $ 1,873,219 $ 1,930,820 $ - $ - $ 3,804,039 Rental revenue - 256,132 375,512 (111,368) 520,276 Total revenue 1,873,219 2,186,952 375,512 (111,368) 4,324,315 Operating expenses: Salaries & benefits 781,064 1,250,618 93,799 - 2,125,481 Other operating expenses 564,847 - 109,943 (111,368) 563,422 General and administrative 319,237 917,456 413,177 - 1,649,870 Depreciation and amortization 66,745 3,223 74,449 - 144,417 Total operating expenses 1,731,893 2,171,297 691,368 (111,368) 4,483,190 Net income (loss) from operations: 141,326 15,655 (315,856) - (158,875) Interest expense (68,798) (7,264) (282,932) - (358,994) Amortization of financing costs (4,233) (659) (14,337) - (19,229) Other income (expense) - 19,150 21,219 - 40,369 Net Income (loss): 68,295 26,882 (591,906) - (496,729) Income taxes - - - - - Net income (loss) $ 68,295 $ 26,882 $ (591,906) $ - $ (496,729) Summary Statement of Operations for the six months ended June 30, 2016: FCID The B.A.C.K. Intercompany Medical Center CCSC Corporate Eliminations Total Revenue: Net patient service revenue $ 4,686,335 $ 6,234,707 $ 2,717,361 $ - $ - $ 13,638,403 Rental revenue - 720,451 695,732 (159,733) 1,256,450 Total revenue 4,686,335 6,955,158 2,717,361 695,732 (159,733) 14,894,853 Operating expenses: Salaries & benefits 1,700,666 3,220,621 607,393 390,931 - 5,919,611 Other operating expenses 858,983 - 1,539,907 521,493 (159,733) 2,760,650 General and administrative 683,626 3,206,042 235,168 816,782 - 4,941,618 Depreciation and amortization 134,699 11,216 49,012 240,823 - 435,750 Total operating expenses 3,377,974 6,437,879 2,431,480 1,970,029 (159,733) 14,057,629 Net income (loss) from operations: 1,308,361 517,279 285,881 (1,274,297) - 837,224 Interest income (expense) (111,623) (6,077) (10,087) (104,401) - (232,188) Amortization of financing costs - (1,317) - (14,337) - (15,654) Gain on sale of property - - 23,378 9,188,968 - 9,212,346 Other income (expense) - 101,231 2,938 1,500 - 105,669 Net Income (loss) before income taxes: 1,196,738 611,116 302,110 7,797,433 - 9,907,397 Income taxes - - - - Net income (loss) 1,196,738 611,116 302,110 7,797,433 - 9,907,397 Non-controlling interest - - (187,319) - - (187,319) Net income (loss) attributable to First Choice Healthcare Solutions $ 1,196,738 $ 611,116 $ 114,791 $ 7,797,433 $ - $ 9,720,078 Summary Statement of Operations for the six months ended June 30, 2015: FCID The B.A.C.K. Intercompany Medical Center Corporate Eliminations Total Revenue: Net patient service revenue $ 4,113,283 $ 1,930,820 $ - $ - $ 6,044,103 Rental revenue - 256,132 750,833 (221,586) 785,379 Total revenue 4,113,283 2,186,952 750,833 (221,586) 6,829,482 Operating expenses: Salaries & benefits 1,618,051 1,250,618 202,932 - 3,071,601 Other operating expenses 1,023,219 - 213,274 (221,586) 1,014,907 General and administrative 610,396 917,456 675,302 - 2,203,154 Depreciation and amortization 133,260 3,223 148,443 - 284,926 Total operating expenses 3,384,926 2,171,297 1,239,951 (221,586) 6,574,588 Net income (loss) from operations: 728,357 15,655 (489,118) - 254,894 Interest expense (120,582) (7,264) (594,292) - (722,138) Amortization of financing costs (10,582) (659) (28,674) - (39,915) Other income (expense) - 19,150 21,969 - 41,119 Net Income (loss): 597,193 26,882 (1,090,115) - (466,040) Income taxes - - - - Net income (loss) $ 597,193 $ 26,882 $(1,090,115) $ - $ (466,040) Selected financial data: FCID The B.A.C.K. Intercompany Medical Center CCSC Corporate Eliminations Total Assets: At June 30, 2016: $ 5,476,146 $ 6,316,264 $ 3,192,413 $ 9,542,881 $ - $ 24,527,704 At December 31, 2015: $ 4,391,192 $ 5,623,370 $ 3,013,011 $ 9,596,415 $ - $ 22,623,988 Assets acquired Three months ended June 30, 2016 $ 6,668 $ 5,703 $ 11,063 $ - $ - $ 23,434 Three months ended June 30, 2015 $ 1,999 $ - $ - $ 29,781 $ - $ 31,780 Six months ended June 30, 2016 $ 56,561 $ 7,819 $ 35,303 $ 49,824 $ - $ 149,507 Six months ended June 30, 2015 $ 3,656 $ - $ - $ 36,409 $ - $ 40,065 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of future minimum lease payments for all non-cancelable operating leases | 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, 2016 $ 1,747,273 Year ended December 31, 2017 3,444,197 Year ended December 31, 2018 3,444,209 Year ended December 31, 2019 3,444,221 Year ended December 31, 2020 and thereafter 20,665,648 $ 36,189,780 |
schedule of future minimum lease payments for the non-cancelable sale/lease back | The following is a schedule of future minimum lease payments for the non-cancelable operating lease for each of the next five years ending December 31 and thereafter: Six months ended December 31, 2016 $ 552,338 Year ended December 31, 2017 1,121,245 Year ended December 31, 2018 1,143,670 Year ended December 31, 2019 1,166,543 Year ended December 31, 2020 1,189,874 Year ended December 31, 2021 and thereafter 6,646,044 $ 11,819,714 |
BASIS OF PRESENTATION (Details
BASIS OF PRESENTATION (Details Textual) - USD ($) | Dec. 14, 2015 | Jun. 09, 2015 | Oct. 31, 2015 | Jun. 30, 2016 | Oct. 31, 2016 |
Matures date | Jul. 30, 2017 | Jul. 30, 2017 | Apr. 1, 2016 | ||
Crane Creek Surgery Center [Member] | |||||
Interest acquire in subsidiary | 40.00% | ||||
Amount paid in exchange of investment | $ 560,000 | $ 560,000 | |||
Cash paid | 140,000 | $ 140,000 | |||
Promissory note | $ 420,000 | $ 420,000 | |||
Bearing interest rate | 8.00% | 8.00% | |||
Matures date | Apr. 15, 2016 | Apr. 15, 2016 | |||
Voting Rights, Description | In connection with the investment, the Company is entitled 51% voting rights for all decisions that most significantly affect the economic performance of Crane Creek. The 40% equity interest acquired entitles the Company to 40% of the profit or loss of Crank Creek. | In connection with the investment, the Company is entitled 51% voting rights for all decisions that most significantly affect the economic performance of Crane Creek. The 40% equity interest acquired entitles the Company to 40% of the profit or loss of Crank Creek. |
SIGNIFICANT ACCOUNTING POLICI35
SIGNIFICANT ACCOUNTING POLICIES (Details) - shares | 6 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Potentially dilutive securities excluded from the computation of basic and diluted net income (loss) per share | 7,474,630 | 10,185,920 |
Convertible notes payable [Member] | ||
Potentially dilutive securities excluded from the computation of basic and diluted net income (loss) per share | 2,990,920 | |
Warrants to purchase common stock [Member] | ||
Potentially dilutive securities excluded from the computation of basic and diluted net income (loss) per share | 4,324,630 | 4,195,000 |
Options to purchase common stock [Member] | ||
Potentially dilutive securities excluded from the computation of basic and diluted net income (loss) per share | 3,000,000 | 3,000,000 |
Restricted stock awards [Member] | ||
Potentially dilutive securities excluded from the computation of basic and diluted net income (loss) per share | 150,000 |
SIGNIFICANT ACCOUNTING POLICI36
SIGNIFICANT ACCOUNTING POLICIES (Details Textual) | Sep. 07, 2013USD ($) | Sep. 07, 2013shares | May 31, 2015USD ($)ft²$ / sharesshares | Jun. 30, 2016USD ($)ft² | Mar. 31, 2016USD ($) | Jun. 30, 2015USD ($) | Mar. 31, 2015USD ($) | Jun. 30, 2016USD ($)ft²shares | Jun. 30, 2015USD ($)shares | Dec. 31, 2015USD ($)shares | May 01, 2015ft² | Dec. 31, 2014USD ($) |
Summary of Significant Accounting Policies [Line Items] | ||||||||||||
Amortization Financing Costs | $ 329 | $ 19,229 | $ 15,654 | $ 39,915 | ||||||||
Allowance for Doubtful Accounts Receivable | 3,322,240 | $ 3,322,240 | $ 2,498,398 | |||||||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share, Amount | shares | 7,474,630 | 10,185,920 | ||||||||||
Cash and Cash Equivalents, at Carrying Value, Total | 7,785,602 | 1,054,565 | $ 112,794 | $ 7,785,602 | $ 1,054,565 | 1,594,998 | $ 279,087 | |||||
Health Care Organization, Other Revenue | 629,838 | 520,276 | 1,256,450 | 785,379 | ||||||||
Finite-Lived Intangible Assets, Accumulated Amortization | $ 75,000 | |||||||||||
Options to purchase common stock | shares | 129,630 | |||||||||||
Adjustments to Additional Paid in Capital, Fair Value | 3,226,427 | |||||||||||
Purchase price | 15,450,000 | 15,450,000 | ||||||||||
Donald Bittar [Member] | ||||||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||||||
Stock Issued During Period, Shares, Purchase of Assets | shares | 636,666 | |||||||||||
The B.A.C.K. Center [Member] | ||||||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||||||
Amortization Financing Costs | 329 | 659 | 1,317 | 659 | ||||||||
Health Care Organization, Other Revenue | $ 362,352 | 256,132 | $ 720,451 | 256,132 | ||||||||
Marina Towers [Member] | ||||||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||||||
Amortization Financing Costs | $ 14,337 | 14,337 | ||||||||||
Health Care Organization, Other Revenue | $ 428,246 | $ 375,321 | ||||||||||
Area of Land, Percentage of Occupancy | 95.00% | |||||||||||
Area of Land | ft² | 78,000 | 78,000 | ||||||||||
Fair Value Assumptions, Expected Term | 5 years | |||||||||||
Equity Method Investment, Ownership Percentage | 95.00% | 95.00% | ||||||||||
Options Expiration Date | Dec. 31, 2026 | |||||||||||
Purchase price | $ 15,450,000 | $ 15,450,000 | $ 15,450,000 | |||||||||
MTMC Melbourne, Inc. [Member] | ||||||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||||||
Equity Method Investment, Ownership Percentage | 1.00% | 1.00% | 1.00% | |||||||||
FCID Medical [Member] | ||||||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||||||
Amortization Financing Costs | 4,233 | 10,582 | ||||||||||
Health Care Organization, Other Revenue | ||||||||||||
Equity Method Investment, Ownership Percentage | 99.00% | 99.00% | 99.00% | |||||||||
First and Second Floors Marina Towers [Member] | ||||||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||||||
Area of Land | ft² | 26,838 | 26,838 | ||||||||||
Fifth Floor Marina Towers [Member] | ||||||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||||||
Area of Land | ft² | 2,521 | 2,521 | ||||||||||
Intersegment Elimination [Member] | ||||||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||||||
Amortization Financing Costs | ||||||||||||
Health Care Organization, Other Revenue | (111,368) | (159,733) | (221,586) | |||||||||
Corporate [Member] | ||||||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||||||
Amortization Financing Costs | 14,337 | 14,337 | 28,674 | |||||||||
Health Care Organization, Other Revenue | 267,486 | 375,512 | 695,732 | 750,833 | ||||||||
Brevard Orthopaedic Spine Pain Clinic, Inc. [Member] | ||||||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||||||
Amortization Financing Costs | 295,757 | |||||||||||
Share Price | $ / shares | $ 1.35 | |||||||||||
Options to purchase common stock | shares | 3,000,000 | |||||||||||
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 | |||||||||||
Amortization of Deferred Charges, Total | $ 215,096 | 80,661 | 53,774 | 161,322 | 53,774 | |||||||
Accumulated amortization of the deferred costs | 376,418 | 376,418 | $ 215,096 | |||||||||
Options Expiration Date | Dec. 31, 2023 | |||||||||||
TBC Holdings of Melbourne, Inc [Member] | ||||||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||||||
Area of Land | ft² | 34,480 | |||||||||||
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 | 85,000 | $ 85,000 | 75,000 | |||||||||
Finite-Lived Intangible Asset, Useful Life | 15 years | |||||||||||
Patents [Member] | ||||||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||||||
Amortization of Intangible Assets | 4,775 | $ 4,775 | $ 9,550 | $ 9,550 | ||||||||
Finite-Lived Intangible Assets, Accumulated Amortization | 47,750 | 47,750 | 38,200 | |||||||||
Patents [Member] | Donald Bittar [Member] | ||||||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||||||
Health Care Organization, Other Revenue | $ 286,500 | |||||||||||
VIE [Member] | ||||||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||||||
Cash and Cash Equivalents, at Carrying Value, Total | 1,300,391 | 1,300,391 | 1,556,303 | |||||||||
B.A.C.K. Center [Member] | ||||||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||||||
Cash and Cash Equivalents, at Carrying Value, Total | $ 975,568 | $ 975,568 | $ 996,986 | |||||||||
Area of Land | ft² | 31,835 |
LIQUIDITY (Details Textual)
LIQUIDITY (Details Textual) | Dec. 14, 2015USD ($) | Jun. 09, 2015USD ($) | Nov. 08, 2013shares | Jun. 13, 2013USD ($)shares | Jun. 30, 2016USD ($)ft² | Mar. 31, 2016USD ($) | Jun. 30, 2016USD ($)ft²shares | Dec. 31, 2015USD ($) | May 01, 2015ft² |
Liquidity Disclosures [Line Items] | |||||||||
Long-term Line of Credit | $ 1,000,000 | $ 500,000 | $ 2,000,000 | ||||||
Debt Instrument, Interest Rate, Effective Percentage | 60.00% | 60.00% | |||||||
Stock Issued During Period, Shares, Restricted Stock Award, Net of Forfeitures, Total | shares | 100,000 | ||||||||
Matures date | Jul. 30, 2017 | Jul. 30, 2017 | Apr. 1, 2016 | ||||||
Purchase price | $ 15,450,000 | $ 15,450,000 | |||||||
Lease agreement expireation date | Dec. 31, 2026 | ||||||||
Marina Towers [Member] | |||||||||
Liquidity Disclosures [Line Items] | |||||||||
Area of Land | ft² | 78,000 | 78,000 | |||||||
Area of Land, Percentage of Occupancy | 95.00% | ||||||||
Lease agreement description | Our corporate headquarters currently utilizes 2,521 square feet on the fifth floor of Marina Towers; and First Choice Medical Group, including its MRI center and Physical Therapy center, currently occupies 26,838 square feet on the ground, first and second floors. Until March 2016, Marina Towers was owned by Marina Towers, LLC, a subsidiary owned by FCID Holdings (99%) and MTMC of Melbourne, Inc. (1%), both wholly owned subsidiaries of the Company | ||||||||
Purchase price | $ 15,450,000 | $ 15,450,000 | $ 15,450,000 | ||||||
Lease agreement expireation date | Dec. 31, 2026 | ||||||||
Equity Method Investment, Ownership Percentage | 95.00% | 95.00% | |||||||
FCID Medical [Member] | |||||||||
Liquidity Disclosures [Line Items] | |||||||||
Equity Method Investment, Ownership Percentage | 99.00% | 99.00% | 99.00% | ||||||
MTMC Melbourne, Inc. [Member] | |||||||||
Liquidity Disclosures [Line Items] | |||||||||
Equity Method Investment, Ownership Percentage | 1.00% | 1.00% | 1.00% | ||||||
CT Capital LTD [Member] | |||||||||
Liquidity Disclosures [Line Items] | |||||||||
Debt Conversion, Converted Instrument, Amount | $ 2,892,314 | ||||||||
Long-term Line of Credit | $ 1,500,000 | $ 2,500,000 | $ 2,500,000 | $ 2,150,000 | |||||
Debt Instrument, Interest Rate During Period | 12.00% | 12.00% | |||||||
Debt Instrument, Interest Rate, Effective Percentage | 6.00% | 6.00% | 6.00% | ||||||
Stock Issued During Period, Shares, Restricted Stock Award, Net of Forfeitures, Total | shares | 100,000 | 100,000 | |||||||
Minimum [Member] | |||||||||
Liquidity Disclosures [Line Items] | |||||||||
Increasing the maximum aggregate amount | $ 2,000,000 | $ 1,500,000 | |||||||
Maximum [Member] | |||||||||
Liquidity Disclosures [Line Items] | |||||||||
Increasing the maximum aggregate amount | $ 2,500,000 | $ 2,000,000 | |||||||
B.A.C.K. Center [Member] | |||||||||
Liquidity Disclosures [Line Items] | |||||||||
Area of Land | ft² | 31,835 |
PROPERTY, PLANT, AND EQUIPMEN38
PROPERTY, PLANT, AND EQUIPMENT (Details) - USD ($) | Jun. 30, 2016 | Dec. 31, 2015 |
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 3,703,716 | $ 11,689,150 |
Less: accumulated depreciation | (1,058,933) | (3,075,648) |
Property, plant and equipment, net | 2,644,783 | 8,613,502 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 1,000,000 | |
Building [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 3,055,168 | |
Building improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 183,713 | 4,211,749 |
Computer equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 351,644 | 340,065 |
Medical equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 2,908,218 | 2,822,027 |
Office equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 260,141 | $ 260,141 |
PROPERTY, PLANT, AND EQUIPMEN39
PROPERTY, PLANT, AND EQUIPMENT (Details 1) | Jun. 30, 2016USD ($) |
Property Plant And Equipment Details 1 | |
Six months ended December 31, 2016 | $ 552,338 |
Year ended December 31, 2017 | 1,121,245 |
Year ended December 31, 2018 | 1,143,670 |
Year ended December 31, 2019 | 1,166,543 |
Year ended December 31, 2020 | 1,189,874 |
Year ended December 31, 2021 and thereafter | 6,646,044 |
Operating Leases, Future Minimum Payments Due, Total | $ 11,819,714 |
PROPERTY, PLANT, AND EQUIPMEN40
PROPERTY, PLANT, AND EQUIPMENT (Details Textual) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Depreciation | $ 46,364 | $ 134,642 | $ 254,878 | $ 265,376 |
Gain on sale of property | $ 23,378 | 9,212,346 | ||
Rental revenue from third party tenants of Marina Towers | 535,999 | |||
Office equipment [Member] | ||||
Gain on sale of property | 23,378 | |||
Marina Towers [Member] | ||||
Gain on sale of property | $ 9,188,968 |
ADVANCES (Details Textual)
ADVANCES (Details Textual) - USD ($) | Jun. 30, 2016 | Dec. 31, 2015 |
Debt Disclosure [Abstract] | ||
Debt Instrument, Face Amount | $ 0 | $ 43,082 |
Debt Instrument, Interest Rate, Stated Percentage | 12.00% | 12.00% |
LINES OF CREDIT (Details Textua
LINES OF CREDIT (Details Textual) - USD ($) | Dec. 14, 2015 | Jun. 09, 2015 | Nov. 08, 2013 | Jun. 13, 2013 | Apr. 09, 2013 | Jun. 27, 2012 | Jun. 30, 2016 | Jun. 30, 2015 | Mar. 31, 2016 | Dec. 31, 2015 |
Line of Credit Facility [Line Items] | ||||||||||
Line Of Credit Facility, Expiration Date | Dec. 31, 2016 | |||||||||
Stock Issued During Period, Shares, Restricted Stock Award, Net of Forfeitures, Total | 100,000 | |||||||||
Debt Instrument, Interest Rate, Effective Percentage | 60.00% | |||||||||
Line of Credit Facility, Minimum Borrowing Capacity | $ 1,000,000 | |||||||||
Line Of Credit Facility, Amount Outstanding | $ 1,000,000 | $ 500,000 | $ 2,000,000 | |||||||
Line of Credit Facility, Interest Rate Description | 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. | |||||||||
Debt Instrument, Term | 60 days | |||||||||
Matures date | Jul. 30, 2017 | Jul. 30, 2017 | Apr. 1, 2016 | |||||||
Increase in the accounts receivable line of credit | $ 500,000 | |||||||||
Agreed to issue shares of common stock | 500,000 | |||||||||
Agreed to issue shares of common stock, amount | $ 92,000 | |||||||||
CT Capital LTD [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 up until December 31,2016, 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% | 6.00% | |||||||
Line Of Credit Facility, Amount Outstanding | $ 1,500,000 | 2,500,000 | $ 2,150,000 | |||||||
Minimum [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 2,000,000 | $ 1,500,000 | ||||||||
Maximum [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 2,500,000 | 2,000,000 | ||||||||
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 | $ 439,524 | $ 416,888 | ||||||||
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, Average Outstanding Amount | $ 1,000,000 | |||||||||
Accounts Receivable [Member] | Minimum [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Line Of Credit Facility, Amount Outstanding | 1,500,000 | |||||||||
Accounts Receivable [Member] | Maximum [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Line Of Credit Facility, Amount Outstanding | $ 2,000,000 | |||||||||
Accounts Receivable [Member] | Line of Credit, Florida Business Bank [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
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 Facility, Capacity Available for Specific Purpose Other than for Trade Purchases | $ 1,000,000 |
SETTLEMENT PAYABLE (Details Tex
SETTLEMENT PAYABLE (Details Textual) - USD ($) | Jun. 30, 2016 | Dec. 31, 2015 | Nov. 06, 2015 |
Outstanding settlement promissory notes | $ 600,000 | ||
MedTRX Collection Services [Member] | Two non-interest bearing promissory notes [Member] | |||
Promissory note | $ 650,000 |
NOTE PAYABLE, RELATED PARTY (De
NOTE PAYABLE, RELATED PARTY (Details Textual) - USD ($) | Dec. 14, 2015 | Jun. 09, 2015 | Oct. 31, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Oct. 31, 2016 |
Matures date | Jul. 30, 2017 | Jul. 30, 2017 | Apr. 1, 2016 | |||
Promissory note principal and interest outstanding | $ 0 | $ 428,645 | ||||
Crane Creek Surgery Center [Member] | ||||||
Interest acquire in subsidiary | 40.00% | |||||
Amount paid in exchange of investment | 560,000 | $ 560,000 | ||||
Cash paid | 140,000 | $ 140,000 | ||||
Promissory note | $ 420,000 | $ 420,000 | ||||
Bearing interest rate | 8.00% | 8.00% | ||||
Matures date | Apr. 15, 2016 | Apr. 15, 2016 |
NOTES PAYABLE (Details)
NOTES PAYABLE (Details) - USD ($) | Jun. 30, 2016 | Dec. 31, 2015 |
Debt Instrument [Line Items] | ||
Notes Payable | $ 788,631 | $ 8,188,763 |
Less: current portion | (513,506) | (7,652,941) |
Notes payable, long term portion | 275,125 | 535,822 |
Mortgage Payable [Member] | ||
Debt Instrument [Line Items] | ||
Notes Payable | 7,153,262 | |
Note Payable, GE Capital (MRI) [Member] | ||
Debt Instrument [Line Items] | ||
Notes Payable | 645,426 | 844,098 |
Note Payable, GE Capital (X-ray) [Member] | ||
Debt Instrument [Line Items] | ||
Notes Payable | 73,285 | 97,232 |
Note Payable GE Arm [Member] | ||
Debt Instrument [Line Items] | ||
Notes Payable | 54,500 | 67,455 |
Capital lease, Equipment [Member] | ||
Debt Instrument [Line Items] | ||
Notes Payable | $ 15,420 | $ 26,716 |
NOTES PAYABLE (Details 1)
NOTES PAYABLE (Details 1) | Jun. 30, 2016USD ($) |
Aggregate maturities of long-term debt: | |
Six months ended December 31, 2016 | $ 254,648 |
Year ended December 31, 2017 | 521,447 |
Year ended December 31, 2018 | 12,536 |
Total | $ 788,631 |
NOTES PAYABLE (Details Textual)
NOTES PAYABLE (Details Textual) - USD ($) | Dec. 14, 2015 | Jun. 09, 2015 | Jun. 11, 2013 | Aug. 12, 2011 | Sep. 27, 2012 | Aug. 22, 2012 | Oct. 25, 2011 | Jun. 30, 2016 | Dec. 31, 2015 | Mar. 08, 2013 | Feb. 25, 2013 | May 21, 2012 |
Debt Instrument [Line Items] | ||||||||||||
Debt Instrument, Maturity Date | Jul. 30, 2017 | Jul. 30, 2017 | Apr. 1, 2016 | |||||||||
Debt Instrument, Interest Rate, Stated Percentage | 12.00% | 12.00% | ||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 60.00% | |||||||||||
Debt Instrument, Term | 60 days | |||||||||||
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 | |||||||||||
Lease To Acquire Equipment | $ 1,036 | |||||||||||
Lease agreement term | 60 months | |||||||||||
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 | |||||||||||
Mortgage Payable [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt Instrument, Interest Rate During Period | 6.10% | |||||||||||
Debt Instrument, Periodic Payment | $ 45,753 | |||||||||||
Debt Instrument, Maturity Date | Sep. 16, 2016 | |||||||||||
Debt Instrument, Term | 30 years | |||||||||||
Debt Instrument, Face Amount | $ 7,550,000 | |||||||||||
GE Healthcare Financial Services [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt Instrument, Face Amount | $ 2,400,000 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Textual) - USD ($) | Dec. 14, 2015 | Jun. 09, 2015 | Oct. 31, 2015 | Jun. 30, 2016 | Oct. 31, 2016 | Mar. 31, 2016 | Dec. 31, 2015 |
Matures date | Jul. 30, 2017 | Jul. 30, 2017 | Apr. 1, 2016 | ||||
Cash advances | $ 133,796 | $ 43,082 | |||||
Interest rate | 12.00% | ||||||
Crane Creek Surgery Center [Member] | |||||||
Interest acquire in subsidiary | 40.00% | ||||||
Amount paid in exchange of investment | 560,000 | $ 560,000 | |||||
Cash paid | 140,000 | $ 140,000 | |||||
Promissory note | $ 420,000 | $ 420,000 | |||||
Bearing interest rate | 8.00% | 8.00% | |||||
Matures date | Apr. 15, 2016 | Apr. 15, 2016 |
CAPITAL STOCK (Details Textual)
CAPITAL STOCK (Details Textual) - USD ($) | 6 Months Ended | |
Jun. 30, 2016 | Dec. 31, 2015 | |
Common Stock, Par Or Stated Value Per Share (in dollars per share) | $ 0.001 | $ 0.001 |
Common Stock, Shares, Issued Amount | $ 931,500 | |
Officers, employees and service providers [Member] | ||
Common Stock, Shares, Issued | 1,141,357 | |
Common Stock, Shares, Issued Amount | $ 931,500 | |
Line of Credit [Member] | ||
Common Stock, Shares, Issued | 100,000 | |
Common Stock, Shares, Issued Amount | $ 92,000 | |
Future Services [Member] | ||
Common Stock, Par Or Stated Value Per Share (in dollars per share) | $ 0.89 | |
Common Stock, Shares, Issued Amount | $ 601,833 | |
Settlement Of Stock [Member] | ||
Common Stock, Shares, Issued | 129,630 | |
Common Stock, Shares, Issued Amount | $ 175,000 |
STOCK OPTIONS, WARRANTS AND R50
STOCK OPTIONS, WARRANTS AND RESTRICTED STOCK UNITS (Details) - $ / shares | 6 Months Ended | |
Jun. 30, 2016 | Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
Options Outstanding Exercise Price | $ 1.35 | $ 1.35 |
Options Outstanding Number of Options | 3,000,000 | 3,000,000 |
Options Outstanding Weighted Average Remaining Life in Years | 7 years 6 months | |
Exercisable Number of Options |
STOCK OPTIONS, WARRANTS AND R51
STOCK OPTIONS, WARRANTS AND RESTRICTED STOCK UNITS (Details 1) | 6 Months Ended |
Jun. 30, 2016$ / sharesshares | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Number of Shares, Outstanding | shares | 3,000,000 |
Number of Shares, Granted | shares | 0 |
Number of Shares, Exercised | shares | 0 |
Number of Shares, Expired | shares | 0 |
Number of Shares, Outstanding | shares | 3,000,000 |
Weighted Average Price Per Share, Outstanding | $ / shares | $ 1.35 |
Weighted Average Price Per Share, Granted | $ / shares | 0 |
Weighted Average Price Per Share, Exercised | $ / shares | 0 |
Weighted Average Price Per Share, Expired | $ / shares | 0 |
Weighted Average Price Per Share, Outstanding | $ / shares | $ 1.35 |
STOCK OPTIONS, WARRANTS AND R52
STOCK OPTIONS, WARRANTS AND RESTRICTED STOCK UNITS (Details 2) - $ / shares | 6 Months Ended | |
Jun. 30, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Warrants Outstanding | 3,000,000 | 3,000,000 |
Warrants Outstanding, Weighted Price | $ 1.35 | $ 1.35 |
Warrants Exercisable | ||
Non Employees [Member] | Warrant One [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Warrants Outstanding, Prices | $ 1.35 | |
Warrants Outstanding | 2,449,630 | |
Warrants Outstanding, Weighted Price | $ 1.35 | |
Warrants Exercisable | 2,449,630 | |
Warrants Exercisable, Weighted Price | $ 1.35 | |
Non Employees [Member] | Warrant Two [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Warrants Outstanding, Prices | $ 3.60 | |
Warrants Outstanding | 1,875,000 | |
Warrants Outstanding, Expiration Date | Dec. 23, 2018 | |
Warrants Outstanding, Weighted Price | $ 3.60 | |
Warrants Exercisable | 1,875,000 | |
Warrants Exercisable, Weighted Price | $ 3.60 | |
Non Employees [Member] | Warrant [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Warrants Outstanding | 4,324,630 | 4,324,630 |
Warrants Outstanding, Weighted Price | $ 2.32 | $ 2.32 |
Warrants Exercisable | 4,324,630 | |
Warrants Exercisable, Weighted Price | $ 2.32 | |
Non Employees [Member] | Minimum [Member] | Warrant One [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Warrants Outstanding, Expiration Date | Nov. 8, 2018 | |
Non Employees [Member] | Maximum [Member] | Warrant One [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Warrants Outstanding, Expiration Date | Nov. 8, 2020 |
STOCK OPTIONS, WARRANTS AND R53
STOCK OPTIONS, WARRANTS AND RESTRICTED STOCK UNITS (Details 3) | 6 Months Ended |
Jun. 30, 2016$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Shares, Outstanding | shares | 3,000,000 |
Number of Shares, Granted | shares | 0 |
Number of Shares, Exercised | shares | 0 |
Number of Shares, Outstanding | shares | 3,000,000 |
Weighted Average Price Per Share, Outstanding | $ 1.35 |
Weighted Average Price Per Share, Granted | 0 |
Weighted Average Price Per Share, Exercised | 0 |
Weighted Average Price Per Share, Expired | 0 |
Weighted Average Price Per Share, Outstanding | $ 1.35 |
Non Employees [Member] | Warrant [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Shares, Outstanding | shares | 4,324,630 |
Number of Shares, Granted | shares | 0 |
Number of Shares, Exercised | shares | 0 |
Number of Shares, Expired | shares | 0 |
Number of Shares, Outstanding | shares | 4,324,630 |
Weighted Average Price Per Share, Outstanding | $ 2.32 |
Weighted Average Price Per Share, Granted | 0 |
Weighted Average Price Per Share, Exercised | 0 |
Weighted Average Price Per Share, Expired | 0 |
Weighted Average Price Per Share, Outstanding | $ 2.32 |
STOCK OPTIONS, WARRANTS AND R54
STOCK OPTIONS, WARRANTS AND RESTRICTED STOCK UNITS (Details 4) | 6 Months Ended |
Jun. 30, 2016shares | |
Number of Shares, Outstanding | 3,000,000 |
Number of Shares, Granted | 0 |
Number of Shares, Forfeited | 0 |
Number of Shares, Outstanding | 3,000,000 |
Non Employees [Member] | Restricted stock [Member] | |
Number of Shares, Outstanding | |
Number of Shares, Granted | 150,000 |
Number of Shares, Forfeited | |
Number of Shares, Outstanding | 150,000 |
Number of Shares, Vested | |
Number of Shares, Unvested | 150,000 |
STOCK OPTIONS, WARRANTS AND R55
STOCK OPTIONS, WARRANTS AND RESTRICTED STOCK UNITS (Details Textual) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | |
May 31, 2016 | Jun. 30, 2016 | Jun. 30, 2016 | Dec. 31, 2015 | |
Warrant to purchase common stock | 129,630 | |||
Warrants Not Settleable in Cash [Member] | ||||
Warrant to purchase common stock | 2,449,630 | 2,449,630 | ||
Warrants Settleable in Cash [Member] | ||||
Warrant to purchase common stock | 1,875,000 | 1,875,000 | ||
Restricted Stock Units (RSU) [Member] | ||||
Fair value of the granted restricted stock units | $ 150,000 | $ 156,000 | $ 156,000 | |
Fair value of the granted restricted stock effectiv date | Jul. 11, 2016 | |||
Stock-based compensation expense related to restricted stock | $ 0 | $ 0 |
VARIABLE INTEREST ENTITY (Detai
VARIABLE INTEREST ENTITY (Details) - USD ($) | Jun. 30, 2016 | Dec. 31, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 |
Current assets: | |||||
Cash | $ 7,785,602 | $ 1,594,998 | $ 1,054,565 | $ 112,794 | $ 279,087 |
Accounts receivable | 8,369,428 | 6,623,894 | |||
Total current assets | 17,460,592 | 9,606,905 | |||
Property and equipment, net | 2,644,783 | 8,613,502 | |||
Total assets | 24,527,704 | 22,623,988 | |||
Current liabilities: | |||||
Accounts payable and accrued liabilities | 3,305,834 | 3,937,244 | |||
Total current liabilities | 8,057,288 | 16,840,802 | |||
Long term debt | 788,631 | ||||
Total liabilities | 10,558,074 | 19,585,255 | |||
Non-controlling interest | 1,106,309 | 918,990 | |||
Total liabilities and deficit | 24,527,704 | 22,623,988 | |||
B.A.C.K. Center [Member] | |||||
Current assets: | |||||
Cash | 975,568 | 996,986 | |||
Accounts receivable | 4,061,556 | 3,727,419 | |||
Other current assets | 1,199,553 | 819,757 | |||
Total current assets | 6,236,677 | 5,544,162 | |||
Property and equipment, net | 57,581 | 60,978 | |||
Other assets | 22,005 | 18,231 | |||
Total assets | 6,316,263 | 5,623,371 | |||
Current liabilities: | |||||
Accounts payable and accrued liabilities | 1,973,349 | 1,877,690 | |||
Due to First Choice Healthcare Solutions, Inc. | 2,191,881 | 1,729,882 | |||
Other current liabilities | 681,273 | 427,229 | |||
Total current liabilities | 4,846,503 | 4,034,801 | |||
Long term debt | 1,608,446 | 1,727,256 | |||
Total liabilities | 6,454,949 | 5,762,057 | |||
Non-controlling interest | (138,686) | (138,686) | |||
Total liabilities and deficit | $ 6,316,263 | $ 5,623,371 |
VARIABLE INTEREST ENTITY (Det57
VARIABLE INTEREST ENTITY (Details 1) - USD ($) | Jun. 30, 2016 | Dec. 31, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 |
Current assets: | |||||
Cash | $ 7,785,602 | $ 1,594,998 | $ 1,054,565 | $ 112,794 | $ 279,087 |
Accounts receivable | 8,369,428 | 6,623,894 | |||
Total current assets | 17,460,592 | 9,606,905 | |||
Property and equipment, net | 2,644,783 | 8,613,502 | |||
Goodwill | 899,465 | 899,465 | |||
Total assets | 24,527,704 | 22,623,988 | |||
Current liabilities: | |||||
Accounts payable and accrued liabilities | 3,305,834 | 3,937,244 | |||
Total current liabilities | 8,057,288 | 16,840,802 | |||
Deferred rent | 2,167,427 | 2,141,199 | |||
Total liabilities | 10,558,074 | 19,585,255 | |||
Equity-First Choice Healthcare Solutions, Inc | 24,239 | 22,868 | |||
Non-controlling interest | 1,106,309 | 918,990 | |||
Total liabilities and deficit | 24,527,704 | 22,623,988 | |||
Crane Creek Surgery Center [Member] | |||||
Current assets: | |||||
Cash | 324,823 | 559,318 | |||
Accounts receivable | 1,263,191 | 816,889 | |||
Total current assets | 1,588,014 | 1,376,207 | |||
Property and equipment, net | 677,498 | 712,830 | |||
Goodwill | 899,465 | 899,465 | |||
Total assets | 3,164,977 | 2,988,502 | |||
Current liabilities: | |||||
Accounts payable and accrued liabilities | 305,644 | 441,368 | |||
Other current liabilities | 251,588 | 251,588 | |||
Total current liabilities | 557,232 | 692,956 | |||
Deferred rent | 532,752 | 532,752 | |||
Total liabilities | 1,089,984 | 1,225,708 | |||
Equity-First Choice Healthcare Solutions, Inc | 829,998 | 705,118 | |||
Non-controlling interest | 1,244,995 | 1,057,676 | |||
Total liabilities and deficit | $ 3,164,977 | $ 2,988,502 |
VARIABLE INTEREST ENTITY (Det58
VARIABLE INTEREST ENTITY (Details Textual) - USD ($) | Dec. 14, 2015 | Jun. 09, 2015 | Oct. 31, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 | Oct. 31, 2016 |
Total revenues | $ 7,653,100 | $ 4,324,315 | $ 14,894,853 | $ 6,829,482 | |||||
Salaries and benefits | 3,139,042 | 2,125,481 | 5,919,611 | 3,071,601 | |||||
Operating expenses | 7,384,959 | 4,483,190 | 14,057,629 | 6,574,588 | |||||
General and administrative expenses | 2,535,741 | 1,649,870 | 4,941,618 | 2,203,154 | |||||
Interest and financing costs | (51,053) | $ (358,994) | $ (232,188) | $ (722,138) | |||||
Matures date | Jul. 30, 2017 | Jul. 30, 2017 | Apr. 1, 2016 | ||||||
Gain on sale of equipment | $ 9,188,968 | ||||||||
Crane Creek Surgery Center [Member] | |||||||||
Total revenues | 2,717,361 | ||||||||
Salaries and benefits | 607,393 | ||||||||
Operating expenses | 1,539,907 | ||||||||
General and administrative expenses | 235,168 | ||||||||
Depreciation | 49,012 | ||||||||
Interest and financing costs | 10,087 | ||||||||
Interest expense | 10,087 | ||||||||
Amount paid in exchange of investment | 560,000 | 560,000 | $ 560,000 | ||||||
Cash paid | $ 140,000 | 140,000 | $ 140,000 | ||||||
Promissory note | $ 420,000 | $ 420,000 | |||||||
Bearing interest rate | 8.00% | 8.00% | 8.00% | ||||||
Matures date | Apr. 15, 2016 | Apr. 15, 2016 | |||||||
Voting Rights, Description | In connection with the investment, the Company is entitled 51% voting rights for all decisions that most significantly affect the economic performance of Crane Creek. The 40% equity interest acquired entitles the Company to 40% of the profit or loss of Crank Creek. | In connection with the investment, the Company is entitled 51% voting rights for all decisions that most significantly affect the economic performance of Crane Creek. The 40% equity interest acquired entitles the Company to 40% of the profit or loss of Crank Creek. | |||||||
Acquisition voting rights, Description | 40% equity interest along with the 51% voting rights acquired | ||||||||
Gain on sale of equipment | $ 23,378 | ||||||||
B.A.C.K. Center [Member] | |||||||||
Options issued to purchase the Company's common stock | 3,000,000 | ||||||||
Total revenues | $ 3,562,161 | 6,955,158 | |||||||
Salaries and benefits | 1,762,710 | 3,220,621 | |||||||
General and administrative expenses | 1,624,249 | 3,206,042 | |||||||
Depreciation | 5,701 | 11,216 | |||||||
Interest and financing costs | 3,947 | 7,394 | |||||||
Miscellaneous income | 44,506 | 101,231 | |||||||
CCSC [Member] | |||||||||
Total revenues | 1,446,053 | 2,717,361 | |||||||
Salaries and benefits | 314,056 | 607,393 | |||||||
Operating expenses | 830,261 | 2,431,480 | |||||||
General and administrative expenses | 125,893 | 235,168 | |||||||
Depreciation | (22,244) | ||||||||
Interest and financing costs | 1,361 | $ (10,087) | |||||||
Gain on sale of equipment | $ 23,378 |
NON-CONTROLLING INTEREST (Detai
NON-CONTROLLING INTEREST (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Net income | $ 153,137 | $ (496,729) | $ 9,907,397 | $ (466,040) |
Net income loss attributable to the non-controlling interest | (133,812) | (187,319) | ||
B.A.C.K. Center [Member] | ||||
Net income | $ 133,258 | $ 461,999 | ||
Average non-controlling interest percentage of profit/losses | 0.00% | 0.00% | ||
Net income loss attributable to the non-controlling interest | $ 0 | $ 0 | ||
CCSC Holdings, Inc [Member] | ||||
Net income | $ 223,021 | $ 312,198 | ||
Average non-controlling interest percentage of profit/losses | 60.00% | 60.00% | ||
Net income loss attributable to the non-controlling interest | $ 133,812 | $ 187,319 |
NON-CONTROLLING INTEREST (Det60
NON-CONTROLLING INTEREST (Details 1) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Balance, December 31, 2015 | $ 918,990 | |||
Net income loss attributable to the non-controlling interest | $ (133,812) | (187,319) | ||
Balance, March 31, 2016 | 1,106,309 | 1,106,309 | ||
B.A.C.K. Center [Member] | ||||
Balance, December 31, 2015 | (138,686) | |||
Transfer (to) from the non-controlling interest as a result of change in ownership | ||||
Net income loss attributable to the non-controlling interest | 0 | 0 | ||
Balance, March 31, 2016 | (138,686) | (138,686) | ||
CCSC Holdings, Inc [Member] | ||||
Balance, December 31, 2015 | 1,057,676 | |||
Transfer (to) from the non-controlling interest as a result of change in ownership | ||||
Net income loss attributable to the non-controlling interest | 133,812 | 187,319 | ||
Balance, March 31, 2016 | $ 1,244,995 | $ 1,244,995 |
NON-CONTROLLING INTEREST (Det61
NON-CONTROLLING INTEREST (Details Textual) - USD ($) | Dec. 14, 2015 | Jun. 09, 2015 | Oct. 31, 2015 | Jun. 30, 2016 | Oct. 31, 2016 |
Matures date | Jul. 30, 2017 | Jul. 30, 2017 | Apr. 1, 2016 | ||
Crane Creek Surgery Center [Member] | |||||
Amount paid in exchange of investment | $ 560,000 | $ 560,000 | |||
Cash paid | 140,000 | $ 140,000 | |||
Promissory note | $ 420,000 | $ 420,000 | |||
Bearing interest rate | 8.00% | 8.00% | |||
Matures date | Apr. 15, 2016 | Apr. 15, 2016 | |||
Voting Rights, Description | In connection with the investment, the Company is entitled 51% voting rights for all decisions that most significantly affect the economic performance of Crane Creek. The 40% equity interest acquired entitles the Company to 40% of the profit or loss of Crank Creek. | In connection with the investment, the Company is entitled 51% voting rights for all decisions that most significantly affect the economic performance of Crane Creek. The 40% equity interest acquired entitles the Company to 40% of the profit or loss of Crank Creek. | |||
Acquisition voting rights, Description | 40% equity interest along with the 51% voting rights acquired |
SEGMENT REPORTING (Details)
SEGMENT REPORTING (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 | |
Revenue: | |||||
Net patient service revenue | $ 7,023,262 | $ 3,804,039 | $ 13,638,403 | $ 6,044,103 | |
Rental revenue | 629,838 | 520,276 | 1,256,450 | 785,379 | |
Total revenue | 7,653,100 | 4,324,315 | 14,894,853 | 6,829,482 | |
Operating expenses: | |||||
Salaries & benefits | 3,139,042 | 2,125,481 | 5,919,611 | 3,071,601 | |
Other operating expenses | 1,573,376 | 563,422 | 2,760,650 | 1,014,907 | |
General and administrative | 2,535,741 | 1,649,870 | 4,941,618 | 2,203,154 | |
Depreciation and amortization | 136,800 | 144,417 | 435,750 | 284,926 | |
Total operating expenses | 7,384,959 | 4,483,190 | 14,057,629 | 6,574,588 | |
Net income (loss) from operations: | 268,141 | (158,875) | 837,224 | 254,894 | |
Interest income (expense) | (51,053) | (358,994) | (232,188) | (722,138) | |
Amortization of financing costs | (329) | (19,229) | (15,654) | (39,915) | |
Gain on sale of property | 23,378 | 9,212,346 | |||
Other income (expense) | 46,812 | 40,369 | 105,669 | 41,119 | |
Net Income (loss) before income taxes: | 286,949 | (496,729) | 9,907,397 | (466,040) | |
Income taxes | |||||
Net income (loss) | 286,949 | (496,729) | 9,907,397 | (466,040) | |
Non-controlling interest | (133,812) | (187,319) | |||
Net income (loss) attributable to First Choice Healthcare Solutions | 153,137 | (496,729) | 9,907,397 | (466,040) | |
Assets: | 24,527,704 | 24,527,704 | $ 22,623,988 | ||
Assets acquired | 23,434 | 31,780 | 149,507 | 40,065 | |
FCID Medical [Member] | |||||
Revenue: | |||||
Net patient service revenue | 2,377,400 | 1,873,219 | 4,686,335 | 4,113,283 | |
Rental revenue | |||||
Total revenue | 2,377,400 | 1,873,219 | 4,686,335 | 4,113,283 | |
Operating expenses: | |||||
Salaries & benefits | 871,446 | 781,064 | 1,700,666 | 1,618,051 | |
Other operating expenses | 327,576 | 564,847 | 858,983 | 1,023,219 | |
General and administrative | 321,823 | 319,237 | 683,626 | 610,396 | |
Depreciation and amortization | 67,907 | 66,745 | 134,699 | 133,260 | |
Total operating expenses | 1,588,752 | 1,731,893 | 3,377,974 | 3,384,926 | |
Net income (loss) from operations: | 788,648 | 141,326 | 1,308,361 | 728,357 | |
Interest income (expense) | (54,805) | (68,798) | (111,623) | (120,582) | |
Amortization of financing costs | (4,233) | (10,582) | |||
Gain on sale of property | |||||
Other income (expense) | |||||
Net Income (loss) before income taxes: | 733,843 | 1,196,738 | |||
Income taxes | |||||
Net income (loss) | 733,843 | 68,295 | 1,196,738 | 597,193 | |
Non-controlling interest | |||||
Net income (loss) attributable to First Choice Healthcare Solutions | 733,843 | 68,295 | 1,196,738 | 597,193 | |
Assets: | 5,476,146 | 5,476,146 | 4,391,192 | ||
Assets acquired | 6,668 | 1,999 | 56,561 | 3,656 | |
The B.A.C.K. Center [Member] | |||||
Revenue: | |||||
Net patient service revenue | 3,199,809 | 1,930,820 | 6,234,707 | 1,930,820 | |
Rental revenue | 362,352 | 256,132 | 720,451 | 256,132 | |
Total revenue | 3,562,161 | 2,186,952 | 6,955,158 | 2,186,952 | |
Operating expenses: | |||||
Salaries & benefits | 1,762,710 | 1,250,618 | 3,220,621 | 1,250,618 | |
Other operating expenses | |||||
General and administrative | 1,624,249 | 917,456 | 3,206,042 | 917,456 | |
Depreciation and amortization | 5,701 | 3,223 | 11,216 | 3,223 | |
Total operating expenses | 3,392,660 | 2,171,297 | 6,437,879 | 2,171,297 | |
Net income (loss) from operations: | 169,501 | 15,655 | 517,279 | 15,655 | |
Interest income (expense) | (3,618) | (7,264) | (6,077) | (7,264) | |
Amortization of financing costs | (329) | (659) | (1,317) | (659) | |
Gain on sale of property | |||||
Other income (expense) | 44,506 | 19,150 | 101,231 | 19,150 | |
Net Income (loss) before income taxes: | 210,060 | 611,116 | |||
Net income (loss) | 210,060 | 26,882 | 611,116 | 26,882 | |
Non-controlling interest | |||||
Net income (loss) attributable to First Choice Healthcare Solutions | 210,060 | 26,882 | 611,116 | 26,882 | |
Assets: | 6,316,264 | 6,316,264 | 5,623,370 | ||
Assets acquired | 5,703 | 7,819 | |||
CCSC [Member] | |||||
Revenue: | |||||
Net patient service revenue | 1,446,053 | 2,717,361 | |||
Total revenue | 1,446,053 | 2,717,361 | |||
Operating expenses: | |||||
Salaries & benefits | 314,056 | 607,393 | |||
Other operating expenses | 830,261 | 1,539,907 | |||
General and administrative | 125,893 | 235,168 | |||
Depreciation and amortization | (22,244) | 49,012 | |||
Total operating expenses | 830,261 | 2,431,480 | |||
Net income (loss) from operations: | 198,087 | 285,881 | |||
Interest income (expense) | 1,361 | (10,087) | |||
Amortization of financing costs | |||||
Gain on sale of property | 23,378 | 23,378 | |||
Other income (expense) | 1,556 | 2,938 | |||
Net Income (loss) before income taxes: | 221,660 | 302,110 | |||
Net income (loss) | 221,660 | 302,110 | |||
Non-controlling interest | (133,812) | (187,319) | |||
Net income (loss) attributable to First Choice Healthcare Solutions | 87,848 | 114,791 | |||
Assets: | 3,192,413 | 3,192,413 | 3,013,011 | ||
Assets acquired | 11,063 | 35,303 | |||
Corporate [Member] | |||||
Revenue: | |||||
Net patient service revenue | |||||
Rental revenue | 267,486 | 375,512 | 695,732 | 750,833 | |
Total revenue | 267,486 | 375,512 | 695,732 | 750,833 | |
Operating expenses: | |||||
Salaries & benefits | 190,830 | 93,799 | 390,931 | 202,932 | |
Other operating expenses | 415,539 | 109,943 | 521,493 | 213,274 | |
General and administrative | 463,776 | 413,177 | 816,782 | 675,302 | |
Depreciation and amortization | 85,436 | 74,449 | 240,823 | 148,443 | |
Total operating expenses | 1,155,581 | 691,368 | 1,970,029 | 1,239,951 | |
Net income (loss) from operations: | (888,095) | (315,856) | (1,274,297) | (489,118) | |
Interest income (expense) | 8,731 | (282,932) | (104,401) | (594,292) | |
Amortization of financing costs | (14,337) | (14,337) | (28,674) | ||
Gain on sale of property | 9,188,968 | ||||
Other income (expense) | 750 | 21,219 | 1,500 | 21,969 | |
Net Income (loss) before income taxes: | (878,614) | 7,797,433 | |||
Income taxes | |||||
Net income (loss) | (878,614) | (591,906) | 7,797,433 | (1,090,115) | |
Non-controlling interest | |||||
Net income (loss) attributable to First Choice Healthcare Solutions | (878,614) | (591,906) | 7,797,433 | (1,090,115) | |
Assets: | 9,542,881 | 9,542,881 | $ 9,596,415 | ||
Assets acquired | 29,781 | 49,824 | 36,409 | ||
Intersegment Elimination [Member] | |||||
Revenue: | |||||
Net patient service revenue | |||||
Rental revenue | (111,368) | (159,733) | (221,586) | ||
Total revenue | (111,368) | (159,733) | (221,586) | ||
Operating expenses: | |||||
Salaries & benefits | |||||
Other operating expenses | (111,368) | (159,733) | (221,586) | ||
General and administrative | |||||
Depreciation and amortization | |||||
Total operating expenses | (111,368) | (159,733) | (221,586) | ||
Net income (loss) from operations: | |||||
Interest income (expense) | |||||
Amortization of financing costs | |||||
Gain on sale of property | |||||
Other income (expense) | |||||
Net Income (loss) before income taxes: | |||||
Income taxes | |||||
Net income (loss) | |||||
Non-controlling interest | |||||
Net income (loss) attributable to First Choice Healthcare Solutions | |||||
Assets acquired |
COMMITMENTS AND CONTINGENCIES63
COMMITMENTS AND CONTINGENCIES (Details) | Jun. 30, 2016USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Six months ended December 31, 2016 | $ 1,747,273 |
Year ended December 31, 2017 | 3,444,197 |
Year ended December 31, 2018 | 3,444,209 |
Year ended December 31, 2019 | 3,444,221 |
Year ended December 31, 2020 and thereafter | 20,665,648 |
Total | $ 36,189,780 |
COMMITMENTS AND CONTINGENCIES64
COMMITMENTS AND CONTINGENCIES (Details 1) | Jun. 30, 2016USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Six months ended December 31, 2016 | $ 552,338 |
Year ended December 31, 2017 | 1,121,245 |
Year ended December 31, 2018 | 1,143,670 |
Year ended December 31, 2019 | 1,166,543 |
Year ended December 31, 2020 | 1,189,874 |
Year ended December 31, 2021 and thereafter | 6,646,044 |
Operating Leases, Future Minimum Payments Due, Total | $ 11,819,714 |
COMMITMENTS AND CONTINGENCIES65
COMMITMENTS AND CONTINGENCIES (Details Textual) - USD ($) | 1 Months Ended | 6 Months Ended | 12 Months Ended |
Mar. 31, 2016 | Jun. 30, 2016 | Dec. 31, 2015 | |
Commitments and Contingencies [Line Items] | |||
Loss Contingency, Damages Sought, Value | $ 118,000 | ||
Lease expense | $ 2,360,986 | ||
Lease expiration date | Dec. 31, 2026 | ||
Rental revenue from third party tenants of Marina Towers | $ 535,999 | ||
Marina Towers [Member] | |||
Commitments and Contingencies [Line Items] | |||
Lease expiration date | Dec. 31, 2026 | ||
Rental revenue from third party tenants of Marina Towers | 535,999 | ||
B.A.C.K. Center [Member] | |||
Commitments and Contingencies [Line Items] | |||
Rental revenue from third party tenants of Marina Towers | 720,451 | ||
Maximum [Member] | |||
Commitments and Contingencies [Line Items] | |||
Lease Rent Expense Per Month | 200,000 | ||
Minimum [Member] | |||
Commitments and Contingencies [Line Items] | |||
Lease Rent Expense Per Month | $ 4,200 |
INCOME TAXES (Details Textual)
INCOME TAXES (Details Textual) - USD ($) | 6 Months Ended | |
Jun. 30, 2016 | Mar. 31, 2016 | |
Income Tax Disclosure [Abstract] | ||
Gain on sale of the property | $ 9,188,968 | |
Tax basis gain | $ 9,051,430 | |
Alternative Minimum Tax liability | $ 181,089 | |
Effective tax rate | 38.60% |
SUBSEQUENT EVENTS (Details Text
SUBSEQUENT EVENTS (Details Textual) | 1 Months Ended |
Jun. 06, 2016USD ($) | |
Chief Financial Officer [Member] | Subsequent Event [Member] | |
Subsequent Event [Line Items] | |
Annual salary | $ 250,000 |