Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2012 | Mar. 08, 2013 | Jun. 29, 2012 | |
Document And Entity Information | ' | ' | ' |
Entity Registrant Name | 'RadNet, Inc. | ' | ' |
Entity Central Index Key | '0000790526 | ' | ' |
Document Type | '10-K | ' | ' |
Document Period End Date | 31-Dec-12 | ' | ' |
Amendment Flag | 'true | ' | ' |
Amendment Description | ' | ' | ' |
We are filing this Form 10-K/A (Amendment No. 1) to our Annual Report on Form 10-K for the fiscal year ended December 31, 2012, originally filed with the U.S. Securities and Exchange Commission on March 18, 2013 (the "Original Filing"), solely for the purpose of complying with Rule 3-09 of Regulation S-X. Rule 3-09 requires that we file financial statements of certain unconsolidated joint ventures in which we hold equity interests of 50% or less and account for them under the equity method to the extent that the unconsolidated joint ventures are individually significant. Under Rule 3-09 of Regulation S-X, we are permitted to file combined financial statements for individually significant unconsolidated joint ventures which are in the same line of business. | |||
We have determined that as of and for the year ended December 31, 2012, four of our unconsolidated joint venture interests including Franklin Imaging Joint Venture, Carroll County Radiology, LLC, MRI at St. Joseph Medical Center, LLC and Greater Baltimore Diagnostic Imaging Partnership, (collectively, the “Group”), were significant unconsolidated joint ventures under Rule 3-09. Accordingly, we are filing in this Amendment No. 1 to include the combined financial statements of the Group under Item 8 – Financial Statements and Supplementary Data, and we are amending Item 15 - Exhibits and Financial Statement Schedules, to include a list of the financial statements and exhibits being filed herewith. We are also filing updated Certificates of our Chief Executive Officer and Chief Financial Officer under Sections 302 and 906 of the Sarbanes Oxley Act of 2002. | |||
Except as described above, no other changes have been made to the Original Filing, and this Form 10-K/A does not amend, update or change any other items or disclosures in the Original Filing. This Form 10-K/A does not reflect events occurring after the Original Filing. Accordingly, this Amendment should be read in conjunction with the Original Filing and our other filings with the SEC subsequent to the Original Filing | |||
Current Fiscal Year End Date | '--12-31 | ' | ' |
Is Entity a Well-known Seasoned Issuer? | 'No | ' | ' |
Is Entity a Voluntary Filer? | 'No | ' | ' |
Is Entity's Reporting Status Current? | 'Yes | ' | ' |
Entity Filer Category | 'Accelerated Filer | ' | ' |
Entity Public Float | ' | ' | $81,917,304 |
Entity Common Stock, Shares Outstanding | ' | 38,990,482 | ' |
Document Fiscal Period Focus | 'FY | ' | ' |
Document Fiscal Year Focus | '2012 | ' | ' |
COMBINED_BALANCE_SHEETS
COMBINED BALANCE SHEETS (USD $) | Dec. 31, 2012 | Dec. 31, 2011 |
In Thousands, unless otherwise specified | ||
CURRENT ASSETS | ' | ' |
Cash and cash equivalents | $1,778 | $2,089 |
Accounts receivable, net | 8,597 | 8,326 |
Due from affiliates | 1,121 | 2,414 |
Prepaid expenses and other current assets | 602 | 337 |
Total current assets | 12,098 | 13,166 |
PROPERTY AND EQUIPMENT, NET | 19,358 | 22,074 |
OTHER ASSETS | ' | ' |
Goodwill | 9,923 | 7,816 |
Other intangible assets | 724 | 844 |
Total assets | 42,103 | 43,900 |
LIABILITIES AND PARTNERS' CAPITAL | ' | ' |
Accounts payable and accrued expenses | 2,043 | 3,612 |
Current portion of deferred rent | 167 | 134 |
Current portion of equipment notes payable | 909 | 2,698 |
Current portion of obligations under capital leases | 270 | 278 |
Total current liabilities | 3,389 | 6,722 |
LONG-TERM LIABILITIES | ' | ' |
Deferred rent, net of current portion | 1,594 | 1,749 |
Equipment notes payable, net of current portion | 1,006 | 1,916 |
Obligations under capital lease, net of current portion | 144 | 414 |
Total liabilities | 6,133 | 10,801 |
COMMITMENTS AND CONTINGENCIES | ' | ' |
PARTNERS' CAPITAL | ' | ' |
RadNet, Inc. | 17,717 | 16,458 |
Other partners | 18,253 | 16,641 |
Total partners' capital | 35,970 | 33,099 |
Total liabilities and partners' capital | $42,103 | $43,900 |
COMBINED_STATEMENTS_OF_INCOME
COMBINED STATEMENTS OF INCOME (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 |
NET SERVICE FEE REVENUE | ' | ' | ' |
Service fee revenue, net of contractual allowances and discounts | $58,122 | $46,212 | $46,321 |
Provision for bad debts | -2,752 | -2,211 | -2,112 |
Net service fee revenue | 55,370 | 44,001 | 44,209 |
OPERATING EXPENSES | ' | ' | ' |
Cost of operations | 38,161 | 31,557 | 31,291 |
Depreciation and amortization | 4,607 | 3,856 | 3,703 |
(Gain) loss on sale of equipment | -35 | 195 | 125 |
Total operating expenses | 42,733 | 35,608 | 35,119 |
INCOME FROM OPERATIONS | 12,637 | 8,393 | 9,090 |
Net interest expense | 245 | 381 | 702 |
NET INCOME | $12,392 | $8,012 | $8,388 |
COMBINED_STATEMENTS_OF_PARTNER
COMBINED STATEMENTS OF PARTNERS' CAPITAL (USD $) | RadNet, Inc. | Other Partners | Total |
In Thousands | |||
Beginning Balance at Dec. 31, 2009 | $11,168 | $13,393 | $24,561 |
Net Income | 3,771 | 4,617 | 8,388 |
Distributions | -5,957 | -7,128 | -13,085 |
Ending Balance at Dec. 31, 2010 | 8,982 | 10,882 | 19,864 |
Net Income | 3,714 | 4,298 | 8,012 |
Contributions | 6,551 | 4,652 | 11,203 |
Distributions | -2,789 | -3,191 | -5,980 |
Ending Balance at Dec. 31, 2011 | 16,458 | 16,641 | 33,099 |
Net Income | 5,757 | 6,635 | 12,392 |
Contributions | 920 | 1,380 | 2,300 |
Distributions | -5,418 | -6,403 | -11,821 |
Ending Balance at Dec. 31, 2012 | $17,717 | $18,253 | $35,970 |
COMBINED_STATEMENTS_OF_CASH_FL
COMBINED STATEMENTS OF CASH FLOWS (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 |
CASH FLOWS FROM OPERATING ACTIVITIES | ' | ' | ' |
Net income | $12,392 | $8,012 | $8,388 |
Depreciation and amortization | 4,607 | 3,856 | 3,703 |
Provision for bad debt | 2,752 | 2,211 | 2,112 |
Deferred rent amortization | -122 | -112 | 1,048 |
(Gain) loss on sale of equipment | -35 | 195 | 125 |
Changes in operating assets and liabilities | ' | ' | ' |
Accounts receivable | -3,022 | -3,036 | -2,415 |
Prepaid expenses and other current assets | -264 | -31 | 748 |
Due from affiliates | 1,293 | -372 | 4,110 |
Accounts payable, accrued expenses | -1,424 | 878 | 517 |
Net cash provided by operating activities | 16,177 | 11,601 | 18,336 |
CASH FLOWS FROM INVESTING ACTIVITIES | ' | ' | ' |
Purchase of property and equipment | -1,091 | -2,576 | -2,495 |
Purchase of imaging facilities | -2,935 | ' | -133 |
Proceeds from sale of equipment | 35 | ' | 305 |
Net cash used in investing activities | -3,991 | -2,576 | -2,323 |
CASH FLOWS FROM FINANCING ACTIVITIES | ' | ' | ' |
Principal payments on notes and leases payable | -2,976 | -2,764 | -2,576 |
Contributions from partners | 2,300 | ' | ' |
Distributions to partners | -11,821 | -5,980 | -13,085 |
Net cash used in financing activities | -12,497 | -8,744 | -15,661 |
NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS | -311 | 281 | 352 |
CASH AND CASH EQUIVALENTS, beginning of period | 2,089 | 1,808 | 1,456 |
CASH AND CASH EQUIVALENTS, end of period | 1,778 | 2,089 | 1,808 |
Cash paid during the period for interest | $245 | $381 | $702 |
1_DESCRIPTION_OF_BUSINESS
1. DESCRIPTION OF BUSINESS | 12 Months Ended | ||
Dec. 31, 2012 | |||
Notes to Financial Statements | ' | ||
NOTE 1 - DESCRIPTION OF BUSINESS | ' | ||
Franklin Imaging Joint Venture, Carroll County Radiology, LLC, MRI at St. Joseph Medical Center, LLC and Greater Baltimore Diagnostic Imaging Partnership, (collectively, the “Group”), are joint ventures between RadNet, Inc. and, as applicable, hospitals, health systems or radiology practices operating within the state of Maryland and were formed for the purpose of owning and operating diagnostic imaging centers. Professional services at the joint venture diagnostic imaging centers are performed by contracted radiology practices or a radiology practice that participates in the joint venture. Each joint venture within the Group is an affiliate of RadNet, Inc. as follows: | |||
% owned by Radnet, Inc. | |||
Franklin Imaging Joint Venture | 49% | ||
Carroll County Radiology, LLC | 40% | ||
MRI at St. Joseph Medical Center, LLC | 49% | ||
Greater Baltimore Diagnostic Imaging Partnership | 50% | ||
The financial information for 2011 and 2010 included herein has been prepared by management of RadNet, Inc. without audit. Management of RadNet, Inc. believes that such financial information has been prepared in conformity with U.S. generally accepted accounting principles, and includes all adjustments necessary for a fair presentation of the financial position, results of operations and cash flows as of and for the years ended December 31, 2011 and 2010. | |||
2_SUMMARY_OF_SIGNIFICANT_ACCOU
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended | ||||||||||||
Dec. 31, 2012 | |||||||||||||
Accounting Policies [Abstract] | ' | ||||||||||||
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ' | ||||||||||||
PRINCIPLES OF COMBINATION – Under Rule 3-09 of Regulation S-X, Radnet, Inc. is permitted to file combined financial statements for individually significant unconsolidated joint ventures which are in the same line of business. The combined financial statements include the assets, liabilities, and operations of each member of the Group. The operating activities of each of these joint ventures are completely separate from one another and are in no way affiliated with one another. Accordingly there are no intercompany transactions and balances to be eliminated when combining each together. | |||||||||||||
USE OF ESTIMATES - The preparation of these financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. These estimates and assumptions affect various matters including the Group’s reported amounts of assets and liabilities in the combined balance sheets at the dates of the financial statements; disclosure of contingent assets and liabilities at the dates of the financial statements; and reported amounts of revenues and expenses in the combined statements of income during the reporting periods. These estimates involve judgments with respect to numerous factors that are difficult to predict and are beyond management’s control. As a result, actual amounts could materially differ from these estimates. | |||||||||||||
REVENUES – Combined service fee revenue, net of contractual allowances and discounts, consists of net patient fees received from various payers and patients themselves based mainly upon established contractual billing rates, less allowances for contractual adjustments and discounts. This service fee revenue is earned through providing the use of diagnostic imaging equipment and the provision of technical services as well as providing administration services such as clerical and administrative personnel, billing and collection, provision of medical and office supplies, secretarial, reception and transcription services, maintenance of medical records, and advertising, marketing and promotional activities. | |||||||||||||
The Group's combined service fee revenues are recorded during the period the services are provided based upon the estimated amounts due from the patients and third-party payers. Third-party payers include federal and state agencies (under the Medicare and Medicaid programs), managed care health plans, commercial insurance companies and employers. Estimates of contractual allowances under managed care health plans are based upon the payment terms specified in the related contractual agreements. Contractual payment terms in managed care agreements are generally based upon predetermined rates per discounted fee-for-service rates. We also record a provision for doubtful accounts (based primarily on historical collection experience) related to patients and copayment and deductible amounts for patients who have health care coverage with third-party payers. | |||||||||||||
The Group’s service fee revenue, net of contractual allowances and discounts less the provision for bad debts for the years ended December 31, are summarized in the following table (in thousands): | |||||||||||||
Years Ended December 31, | |||||||||||||
2012 | 2011 | 2010 | |||||||||||
(unaudited) | (unaudited) | ||||||||||||
Commercial Insurance/Managed Care Capitation | $ | 40,220 | $ | 32,302 | $ | 32,054 | |||||||
Medicare | 12,089 | 9,242 | 9,774 | ||||||||||
Medicaid | 1,976 | 1,525 | 1,529 | ||||||||||
Workers' Compensation/Personal Injury | 2,615 | 1,987 | 1,992 | ||||||||||
Other | 1,221 | 1,155 | 973 | ||||||||||
Service fee revenue, net of contractual allowances and discounts | 58,122 | 46,212 | 46,321 | ||||||||||
Provision for bad debts | (2,752 | ) | (2,211 | ) | (2,112 | ) | |||||||
Net service fee revenue | $ | 55,370 | $ | 44,001 | $ | 44,209 | |||||||
The break-out of the Group’s combined service fee revenue, net of contractual allowances and discounts, is calculated based upon global payments received from consolidated imaging centers from dates of service from each respective period illustrated. | |||||||||||||
ACCOUNTS RECEIVABLE - Substantially all of the Group’s accounts receivable are due under fee-for-service contracts from third party payors, such as insurance companies and government-sponsored healthcare programs, or directly from patients. Services are generally provided pursuant to one-year contracts with healthcare providers. Receivables generally are collected within industry norms for third-party payors. The Group continuously monitors collections from payors and maintains an allowance for bad debts based upon specific payor collection issues that have been identified as well as historical collection experience. | |||||||||||||
PROVISION FOR BAD DEBTS - Although outcomes vary, the Group’s policy is to attempt to collect amounts due from patients, including co-payments and deductibles due from patients with insurance, at the time of service. The Group provides for an allowance against accounts receivable that could become uncollectible by establishing an allowance to reduce the carrying value of such receivables to their estimated net realizable value. The Group estimates this allowance based on the aging of accounts receivable by each type of payer over an 18-month look-back period, and other relevant factors. A significant portion of the provision for bad debt relates to co-payments and deductibles owed to the Group by patients with insurance. There are various factors that can impact collection trends, such as changes in the economy, which in turn have an impact on the increased burden of co-payments and deductibles to be made by patients with insurance. These factors continuously change and can have an impact on collection trends and the Group’s estimation process. The combined allowance for bad debts at December 31, 2012 and 2011 were $393,000 and $395,000 (unaudited), respectively. | |||||||||||||
CONCENTRATION OF CREDIT RISKS - Financial instruments that potentially subject the Group to credit risk are primarily cash equivalents and accounts receivable. Each joint venture places its cash and cash equivalents with one major financial institution. At times, the cash in the financial institution is temporarily in excess of the amount insured by the Federal Deposit Insurance Corporation, or FDIC. Substantially all accounts receivable are due under fee-for-service contracts from third party payors, such as insurance companies and government-sponsored healthcare programs, or directly from patients. Services are generally provided pursuant to one-year contracts with healthcare providers. Receivables generally are collected within industry norms for third-party payors. The Group continuously monitors collections from its clients and maintains an allowance for bad debts based upon any specific payor collection issues that are identified and historical experience. | |||||||||||||
CASH AND CASH EQUIVALENTS – The Group considers all highly liquid investments that mature in three months or less when purchased to be cash equivalents. The carrying amount of cash and cash equivalents approximates their fair market value. | |||||||||||||
PROPERTY AND EQUIPMENT – Property, furniture and equipment are stated at cost, less accumulated depreciation and amortization. Depreciation and amortization of property and equipment are provided using the straight-line method over the estimated useful lives, which range from 3 to 15 years. Leasehold improvements are amortized at the shorter of the related lease term or their estimated useful lives which range from 3 to 30 years. | |||||||||||||
GOODWILL – Combined goodwill of the Group at December 31, 2012 totaled $9.9 million. Goodwill is recorded by each member of the Group as a result of business combinations. Management of each member of the Group evaluates goodwill, at a minimum, on an annual basis and whenever events and changes in circumstances suggest that the carrying amount may not be recoverable. Each member of the Group adopted the provisions of ASU 2011-08 effective January 1, 2011. Each member of the Group evaluated its respective share of the combined goodwill at October 1, 2012 for signs of impairment under the provisions of ASU 2011-08. By utilizing certain qualitative measures outlined in the guidance, each member determined that its respective share of the combined goodwill was not impaired. | |||||||||||||
INCOME TAXES - Each member of the Group is treated as a partnership for federal and state income tax purposes where all taxable income is allocated to the partners in accordance with the respective partnership agreement and so accordingly federal and state taxes on income are the responsibility of the Joint partners individually. Accordingly, no income tax provision is recorded by any joint ventures in the Group. Effective January 1, 2009, the Group adopted Accounting Standards Codification ASC 740, Income Taxes, formerly known as Financial Accounting Standards Board (FASB) Interpretation No. 48, Accounting for Uncertainty in Income Taxes, an interpretation of FASB Statement No. 109 (FIN 48). ASC 740 requires the impact of a tax position to be recognized in the financial statements if that position is more-likely-than-not to be sustained by the taxing authority. Tax positions not deemed to meet the “more likely than not” threshold would be recorded as a tax benefit or expense in the current year. Management of the Group is required to analyze all open tax years, as defined by the statute of limitations, for all major jurisdictions, which includes federal and certain states. Open tax years are those that are open for exam by taxing authorities, and include all returns subsequent to tax years ending after December 31, 2009, for federal returns and December 31, 2009, for Maryland returns. The Partnership has no examinations in process and has not been notified of any future examinations at this time. Management of the Group has reviewed all open tax years and major jurisdictions, and has concluded that the adoption of ASC 740 did not have a material effect on the Group’s financial position or its results of operations. There is no tax liability resulting from unrecognized tax benefits relating to uncertain-income tax positions taken or expected to be taken in future tax returns. The Group has recognized no interest or penalties related to uncertain tax positions taken or | |||||||||||||
expected to be taken. | |||||||||||||
FAIR VALUE MEASUREMENTS –The combined balance sheets include the following financial instruments: cash and cash equivalents, receivables, trade accounts payable, capital leases, equipment notes payable and other liabilities. The Group considers the carrying amounts of cash and cash equivalents, receivables, other current assets and current liabilities to approximate their fair value because of the relatively short period of time between the origination of these instruments and their expected realization or payment. Additionally, the Group considers the carrying amount of its equipment notes payable and capital lease obligations to approximate their fair value because the weighted average interest rate used to formulate the carrying amounts approximates current market rates. |
3_RECENT_ACCOUNTING_STANDARDS
3. RECENT ACCOUNTING STANDARDS | 12 Months Ended |
Dec. 31, 2012 | |
Notes to Financial Statements | ' |
NOTE 3 - RECENT ACCOUNTING STANDARDS | ' |
On January 1, 2012, the Group adopted ASU 2011-07, “Health Care Entities (Topic 954): Presentation and Disclosure of Patient Service Revenue, Provision for Bad Debts, and the Allowance for Doubtful Accounts for Certain Health Care Entities,” which requires health care entities to present the provision for doubtful accounts relating to patient service revenue as a deduction from patient service revenue in the statement of operations rather than as an operating expense. Additional disclosures relating to sources of patient revenue and the allowance for doubtful accounts related to patient accounts receivable are also required. Such additional disclosures are included in Note 2. The adoption of this ASU had no impact on the Group’s combined financial position, results of operations or cash flows, although it did change the financial statement presentation. | |
On January 1, 2012, each member of the Group adopted ASU 2011-08, “Intangibles—Goodwill and Other (Topic 350): Testing Goodwill for Impairment”, simplifying how a company is required to test goodwill for impairment. Companies will now have the option to first assess qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If the company determines that it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, then performing the two-step impairment test is unnecessary. | |
In July 2012, the FASB modified existing rules to allow entities to use a qualitative approach to test indefinite-lived intangible asset for impairment. The revised standard allows an entity the option to first assess qualitatively whether it is more likely than not (that is, a likelihood of more than 50 percent) that an indefinite-lived intangible asset is impaired. An entity is not required to calculate the fair value of an indefinite-lived intangible asset and perform the quantitative impairment test unless the entity determines that it is more likely than not that the asset is impaired. This guidance will be effective for the Group in 2013. | |
In February 2013, the FASB issued new guidance which requires disclosure of information about significant reclassification adjustments from accumulated other comprehensive income in a single note or on the face of the financial statements. This guidance will be effective for the Group in 2013. Adoption of this standard, which is related to disclosure only, will not have an impact on the Group’s combined financial position, results of operations, or cash flows. |
4_FACILITY_ACQUISITIONS
4. FACILITY ACQUISITIONS | 12 Months Ended |
Dec. 31, 2012 | |
Facility Acquisitions | ' |
NOTE 4 - FACILITY ACQUISITIONS | ' |
On February 22, 2012, the members of Carroll County Radiology, LLC completed its acquisition of a multi modality imaging center from RadNet, Inc. located in Westminster, Maryland for $2.3 million. The members made a fair value determination of the assets acquired and the liabilities assumed and approximately $200,000 of fixed assets, $2.1 million of goodwill was recorded with respect to this transaction. | |
On November 1, 2012, the partners of Franklin Imaging Joint Venture completed its acquisition of a multi modality imaging center located in Baltimore, Maryland for $635,000. The members made a fair value determination of the assets acquired and the liabilities assumed and approximately $635,000 of fixed assets was recorded with respect to this transaction. | |
On December 31, 2011, the partners of Greater Baltimore Diagnostic Imaging Partnership (GBDIP) contributed their aggregate 100% interest in MIB Partnership, LLP, valued at $10.2 million, to GBDIP. Immediately prior to this contribution, the partners of GBDIP, who in aggregate held a 50% interest in MIB Partnership, LLP, acquired the remaining 50% interest in MIB Partnership, LLP for $5.6 million. As a result, GBDIP began consolidating this contributed partnership on December 31, 2011, recording all of its assets and liabilities at fair value on the date of contribution. As a result, $1.4 million of current assets, $2.8 million of fixed assets, $522,000 of intangible assets, and $7.6 million of goodwill was recorded with respect to this transaction. Also recorded were approximately $210,000 of accounts payable and accrued expenses, and $2.0 million of equipment notes and leases payable. | |
On December 31, 2011, the partners of Franklin Imaging Joint Venture (Franklin) contributed their aggregate 100% interest in Health Imaging Systems, LLC, valued at $1.0 million, to Franklin. As a result, Franklin began consolidating this contributed partnership on December 31, 2011, recording all of its assets and liabilities. As a result, $861,000 of current assets, $279,000 of fixed assets, and $137,000 of accounts payable and accrued expenses was recorded with respect to this transaction. |
5_GOODWILL_AND_OTHER_INTANGIBL
5. GOODWILL AND OTHER INTANGIBLE ASSETS | 12 Months Ended | ||||||||||||||||||||||||||||||||
Dec. 31, 2012 | |||||||||||||||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | ||||||||||||||||||||||||||||||||
NOTE 5 - GOODWILL AND OTHER INTANGIBLE ASSETS | ' | ||||||||||||||||||||||||||||||||
Combined goodwill of the Group at December 31, 2012 totaled $9.9 million. Goodwill is recorded as a result of business combinations. Activity in goodwill for the years ended December 31, 2011 and 2012 is provided below (in thousands): | |||||||||||||||||||||||||||||||||
Balance as of January 1, 2011 (unaudited) | $ | 223 | |||||||||||||||||||||||||||||||
Goodwill acquired through GBDIP's acquisition of MIB Partnership, LLP | 7,593 | ||||||||||||||||||||||||||||||||
Balance as of December 31, 2011 (unaudited) | 7,816 | ||||||||||||||||||||||||||||||||
Goodwill acquired through Carroll County Radiology's acquisition of Westminster from RadNet, Inc. | 2,107 | ||||||||||||||||||||||||||||||||
Balance as of December 31, 2012 | $ | 9,923 | |||||||||||||||||||||||||||||||
Other intangible assets are primarily related to the value of management service contracts on the books of MRI at St. Joseph Medical Center, LLC and covenant not to compete contracts acquired through GBDIP’s acquisition of a controlling interest of a previously held non-consolidated joint venture investment and totaled $522,000 on the date of acquisition. Accumulated amortization of the management service contract and covenant not to compete contract intangible assets through December 31, 2012 was $79,000 and $104,000, respectively. Amortization expense for the year ended December 31, 2012 was $120,000. The value of these covenant not to compete contracts are amortized using the straight-line method over five years. Management service contracts are amortized over 25 years. | |||||||||||||||||||||||||||||||||
The following table shows annual amortization expense, by asset classes that will be recorded over the next five years (in thousands): | |||||||||||||||||||||||||||||||||
2013 | 2014 | 2015 | 2016 | 2017 | Thereafter | Total | Weighted average amortization period remaining in years | ||||||||||||||||||||||||||
Management service contracts | 16 | 16 | 16 | 16 | 16 | 226 | 306 | 19 | |||||||||||||||||||||||||
Covenant not to compete contracts | 104 | 104 | 105 | 105 | – | – | 418 | 4 | |||||||||||||||||||||||||
Total annual amortization | $ | 120 | $ | 120 | $ | 121 | $ | 121 | $ | 16 | $ | 226 | $ | 724 | |||||||||||||||||||
6_PROPERTY_AND_EQUIPMENT
6. PROPERTY AND EQUIPMENT | 12 Months Ended | ||||||||
Dec. 31, 2012 | |||||||||
Property, Plant and Equipment [Abstract] | ' | ||||||||
NOTE 6 - PROPERTY AND EQUIPMENT | ' | ||||||||
Property and equipment and accumulated depreciation and amortization are as follows (in thousands): | |||||||||
December 31, | |||||||||
2012 | 2011 | ||||||||
(unaudited) | |||||||||
Medical equipment | $ | 31,804 | $ | 31,514 | |||||
Office equipment, furniture and fixtures | 2,949 | 3,051 | |||||||
Leasehold improvements | 14,253 | 13,567 | |||||||
Equipment under capital leases | 1,982 | 1,982 | |||||||
50,988 | 50,114 | ||||||||
Accumulated depreciation and amortization | (31,630 | ) | (28,040 | ) | |||||
$ | 19,358 | $ | 22,074 | ||||||
Depreciation and amortization expense on property and equipment, including amortization of equipment under capital leases, for the years ended December 31, 2012, 2011 and 2010 totaled $4.5 million, $3.8 million (unaudited) and $3.7 million (unaudited), respectively. |
7_ACCOUNTS_PAYABLE_AND_ACCRUED
7. ACCOUNTS PAYABLE AND ACCRUED EXPENSES | 12 Months Ended | ||||||||
Dec. 31, 2012 | |||||||||
Accounts Payable And Accrued Expenses | ' | ||||||||
NOTE 7 ACCOUNTS PAYABLE AND ACCRUED EXPENSES | ' | ||||||||
December 31, | |||||||||
2012 | 2011 | ||||||||
(unaudited) | |||||||||
Accounts payable | $ | 839 | $ | 873 | |||||
Accrued expenses | 229 | 1,937 | |||||||
Accrued payroll and vacation | 975 | 802 | |||||||
Total | $ | 2,043 | $ | 3,612 | |||||
8_EQUIPMENT_NOTES_PAYABLE_AND_
8. EQUIPMENT NOTES PAYABLE AND CAPITAL LEASES | 12 Months Ended | ||||
Dec. 31, 2012 | |||||
Debt Disclosure [Abstract] | ' | ||||
NOTE 8 - EQUIPMENT NOTES PAYABLE AND CAPITAL LEASES | ' | ||||
Three members of the Group, MRI at St. Joseph Medical Center, LLC, Franklin Imaging Joint Venture, and Greater Baltimore Diagnostic Partnership hold eleven promissory notes issued by three financing companies for the purpose of acquiring imaging equipment. These notes have interest rates between 3.5% and 9.0%, mature on or before June 2016 and are collateralized by the acquired equipment. | |||||
The following is a listing of annual principal maturities of the equipment notes discussed above for years ending December 31 (in thousands): | |||||
2013 | $ | 909 | |||
2014 | 487 | ||||
2015 | 504 | ||||
2016 | 15 | ||||
$ | 1,915 | ||||
The Group leases equipment under capital lease arrangements. Future minimum lease payments under capital leases for years ending December 31 (in thousands) is as follows: | |||||
2013 | $ | 295 | |||
2014 | 148 | ||||
Total minimum payments | 443 | ||||
Amount representing interest | (29 | ) | |||
Present value of net minimum lease payments | 414 | ||||
Less current portion | (270 | ) | |||
Long-term portion | $ | 144 | |||
9_COMMITMENTS_AND_CONTINGENCIE
9. COMMITMENTS AND CONTINGENCIES | 12 Months Ended | ||||||||||||
Dec. 31, 2012 | |||||||||||||
Commitments and Contingencies Disclosure [Abstract] | ' | ||||||||||||
NOTE 9 - COMMITMENTS AND CONTINGENCIES | ' | ||||||||||||
Leases – The Group leases various operating facilities and certain medical equipment under operating leases with renewal options expiring through 2022. Certain leases contain renewal options from two to ten years and escalation clauses based either on the consumer price index or fixed rent escalators. Leases with fixed rent escalators are recorded on a straight-line basis. The Group records deferred rent for tenant leasehold improvement allowances received from a lessor and amortizes the deferred rent expense over the term of the lease agreement. Minimum annual payments under operating leases for future years ending December 31 follow (in thousands): | |||||||||||||
Facilities | Equipment | Total | |||||||||||
2013 | $ | 2,563 | $ | 1,082 | $ | 3,645 | |||||||
2014 | 2,298 | 770 | 3,068 | ||||||||||
2015 | 2,343 | 639 | 2,982 | ||||||||||
2016 | 1,835 | 245 | 2,080 | ||||||||||
2017 | 1,489 | – | 1,489 | ||||||||||
Thereafter | 1,028 | – | 1,028 | ||||||||||
$ | 11,556 | $ | 2,736 | $ | 14,292 | ||||||||
Total rent expense, including equipment rentals, for the years ended December 31, 2012, 2011 and 2010 was $4.3 million, $3.7 million (unaudited) and $3.9 million (unaudited), respectively. |
10_RELATED_PARTY_TRANSACTIONS
10. RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2012 | |
Related Party Transactions [Abstract] | ' |
NOTE 10 - RELATED PARTY TRANSACTIONS | ' |
See Note 4 with respect to related party facility combinations. | |
RadNet, Inc. contracts with each joint venture within the Group to provide certain administrative services including assistance with accounting, payroll and employee benefits processing, and billing and collection functions on behalf of these joint ventures. RadNet Inc. remits to the joint ventures all amounts collected through its administration of the billing and collection functions. | |
RadNet, Inc., as administrator over payroll and employee benefits, pays salary and benefit obligations on behalf of these joint ventures and then bills each joint venture for its respective portion. | |
RadNet, Inc. contracts certain members of its contracted radiologist groups to perform professional services for the joint ventures. RadNet, Inc. assures that these radiologists are adequately covered under medical malpractice insurance policies. RadNet, Inc., on behalf of its contracted radiologist groups, bills each joint venture for its respective share of the professional fees incurred through its utilization of these contracted radiologists. RadNet, Inc. remits to its contracted radiologist groups all amounts collected from the joint ventures for the billed professional fees. | |
Amounts receivable from and payable to RadNet Inc. for the activities listed above are summarized in due from affiliates on the Group’s combined balance sheets and was $1.1 million and $2.4 million (unaudited) at December 31, 2012 and 2011, respectively. Due from affiliates of $1.1 million at December 31, 2012 consists of a receivable from Radnet, Inc. of $4.3 million for amounts collected through its administration of the billing and collection functions not yet remitted to the joint ventures at December 31, 2012. This receivable is offset by amounts payable to Radnet, Inc. of $525,000 for the unpaid portion of billed administrative services performed, $1.2 million for the unpaid portion of professional fees which Radnet must in turn remit to its contracted radiologists, and $1.4 million for unpaid payroll and employee benefit costs. |
11_SUBSEQUENT_EVENTS
11. SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2012 | |
Subsequent Events [Abstract] | ' |
NOTE 11 - SUBSEQUENT EVENTS | ' |
The member of the Group evaluated subsequent events through April, 1, 2013 and concluded that no additional disclosures were required. |
2_SUMMARY_OF_SIGNIFICANT_ACCOU1
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2012 | |
Summary Of Significant Accounting Policies Policies | ' |
PRINCIPLES OF COMBINATION | ' |
Under Rule 3-09 of Regulation S-X, Radnet, Inc. is permitted to file combined financial statements for individually significant unconsolidated joint ventures which are in the same line of business. The combined financial statements include the assets, liabilities, and operations of each member of the Group. The operating activities of each of these joint ventures are completely separate from one another and are in no way affiliated with one another. Accordingly there are no intercompany transactions and balances to be eliminated when combining each together. | |
USE OF ESTIMATES | ' |
The preparation of these financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. These estimates and assumptions affect various matters including the Group’s reported amounts of assets and liabilities in the combined balance sheets at the dates of the financial statements; disclosure of contingent assets and liabilities at the dates of the financial statements; and reported amounts of revenues and expenses in the combined statements of income during the reporting periods. These estimates involve judgments with respect to numerous factors that are difficult to predict and are beyond management’s control. As a result, actual amounts could materially differ from these estimates. | |
REVENUES | ' |
Combined service fee revenue, net of contractual allowances and discounts, consists of net patient fees received from various payers and patients themselves based mainly upon established contractual billing rates, less allowances for contractual adjustments and discounts. This service fee revenue is earned through providing the use of diagnostic imaging equipment and the provision of technical services as well as providing administration services such as clerical and administrative personnel, billing and collection, provision of medical and office supplies, secretarial, reception and transcription services, maintenance of medical records, and advertising, marketing and promotional activities. | |
The Group's combined service fee revenues are recorded during the period the services are provided based upon the estimated amounts due from the patients and third-party payers. Third-party payers include federal and state agencies (under the Medicare and Medicaid programs), managed care health plans, commercial insurance companies and employers. Estimates of contractual allowances under managed care health plans are based upon the payment terms specified in the related contractual agreements. Contractual payment terms in managed care agreements are generally based upon predetermined rates per discounted fee-for-service rates. We also record a provision for doubtful accounts (based primarily on historical collection experience) related to patients and copayment and deductible amounts for patients who have health care coverage with third-party payers. | |
The break-out of the Group’s combined service fee revenue, net of contractual allowances and discounts, is calculated based upon global payments received from consolidated imaging centers from dates of service from each respective period illustrated. | |
ACCOUNTS RECEIVABLE | ' |
Substantially all of the Group’s accounts receivable are due under fee-for-service contracts from third party payors, such as insurance companies and government-sponsored healthcare programs, or directly from patients. Services are generally provided pursuant to one-year contracts with healthcare providers. Receivables generally are collected within industry norms for third-party payors. The Group continuously monitors collections from payors and maintains an allowance for bad debts based upon specific payor collection issues that have been identified as well as historical collection experience. | |
PROVISION FOR BAD DEBTS | ' |
Although outcomes vary, the Group’s policy is to attempt to collect amounts due from patients, including co-payments and deductibles due from patients with insurance, at the time of service. The Group provides for an allowance against accounts receivable that could become uncollectible by establishing an allowance to reduce the carrying value of such receivables to their estimated net realizable value. The Group estimates this allowance based on the aging of accounts receivable by each type of payer over an 18-month look-back period, and other relevant factors. A significant portion of the provision for bad debt relates to co-payments and deductibles owed to the Group by patients with insurance. There are various factors that can impact collection trends, such as changes in the economy, which in turn have an impact on the increased burden of co-payments and deductibles to be made by patients with insurance. These factors continuously change and can have an impact on collection trends and the Group’s estimation process. The combined allowance for bad debts at December 31, 2012 and 2011 were $393,000 and $395,000 (unaudited), respectively. | |
CONCENTRATION OF CREDIT RISKS | ' |
Financial instruments that potentially subject the Group to credit risk are primarily cash equivalents and accounts receivable. Each joint venture places its cash and cash equivalents with one major financial institution. At times, the cash in the financial institution is temporarily in excess of the amount insured by the Federal Deposit Insurance Corporation, or FDIC. Substantially all accounts receivable are due under fee-for-service contracts from third party payors, such as insurance companies and government-sponsored healthcare programs, or directly from patients. Services are generally provided pursuant to one-year contracts with healthcare providers. Receivables generally are collected within industry norms for third-party payors. The Group continuously monitors collections from its clients and maintains an allowance for bad debts based upon any specific payor collection issues that are identified and historical experience. | |
CASH AND CASH EQUIVALENTS | ' |
The Group considers all highly liquid investments that mature in three months or less when purchased to be cash equivalents. The carrying amount of cash and cash equivalents approximates their fair market value. | |
PROPERTY AND EQUIPMENT | ' |
Property, furniture and equipment are stated at cost, less accumulated depreciation and amortization. Depreciation and amortization of property and equipment are provided using the straight-line method over the estimated useful lives, which range from 3 to 15 years. Leasehold improvements are amortized at the shorter of the related lease term or their estimated useful lives which range from 3 to 30 years. | |
GOODWILL | ' |
Combined goodwill of the Group at December 31, 2012 totaled $9.9 million. Goodwill is recorded by each member of the Group as a result of business combinations. Management of each member of the Group evaluates goodwill, at a minimum, on an annual basis and whenever events and changes in circumstances suggest that the carrying amount may not be recoverable. Each member of the Group adopted the provisions of ASU 2011-08 effective January 1, 2011. Each member of the Group evaluated its respective share of the combined goodwill at October 1, 2012 for signs of impairment under the provisions of ASU 2011-08. By utilizing certain qualitative measures outlined in the guidance, each member determined that its respective share of the combined goodwill was not impaired. | |
INCOME TAXES | ' |
Each member of the Group is treated as a partnership for federal and state income tax purposes where all taxable income is allocated to the partners in accordance with the respective partnership agreement and so accordingly federal and state taxes on income are the responsibility of the Joint partners individually. Accordingly, no income tax provision is recorded by any joint ventures in the Group. Effective January 1, 2009, the Group adopted Accounting Standards Codification ASC 740, Income Taxes, formerly known as Financial Accounting Standards Board (FASB) Interpretation No. 48, Accounting for Uncertainty in Income Taxes, an interpretation of FASB Statement No. 109 (FIN 48). ASC 740 requires the impact of a tax position to be recognized in the financial statements if that position is more-likely-than-not to be sustained by the taxing authority. Tax positions not deemed to meet the “more likely than not” threshold would be recorded as a tax benefit or expense in the current year. Management of the Group is required to analyze all open tax years, as defined by the statute of limitations, for all major jurisdictions, which includes federal and certain states. Open tax years are those that are open for exam by taxing authorities, and include all returns subsequent to tax years ending after December 31, 2009, for federal returns and December 31, 2009, for Maryland returns. The Partnership has no examinations in process and has not been notified of any future examinations at this time. Management of the Group has reviewed all open tax years and major jurisdictions, and has concluded that the adoption of ASC 740 did not have a material effect on the Group’s financial position or its results of operations. There is no tax liability resulting from unrecognized tax benefits relating to uncertain-income tax positions taken or expected to be taken in future tax returns. The Group has recognized no interest or penalties related to uncertain tax positions taken or | |
expected to be taken. | |
FAIR VALUE MEASUREMENTS | ' |
The combined balance sheets include the following financial instruments: cash and cash equivalents, receivables, trade accounts payable, capital leases, equipment notes payable and other liabilities. The Group considers the carrying amounts of cash and cash equivalents, receivables, other current assets and current liabilities to approximate their fair value because of the relatively short period of time between the origination of these instruments and their expected realization or payment. Additionally, the Group considers the carrying amount of its equipment notes payable and capital lease obligations to approximate their fair value because the weighted average interest rate used to formulate the carrying amounts approximates current market rates. | |
RECENT ACCOUNTING STANDARDS | ' |
On January 1, 2012, the Group adopted ASU 2011-07, “Health Care Entities (Topic 954): Presentation and Disclosure of Patient Service Revenue, Provision for Bad Debts, and the Allowance for Doubtful Accounts for Certain Health Care Entities,” which requires health care entities to present the provision for doubtful accounts relating to patient service revenue as a deduction from patient service revenue in the statement of operations rather than as an operating expense. Additional disclosures relating to sources of patient revenue and the allowance for doubtful accounts related to patient accounts receivable are also required. Such additional disclosures are included in Note 2. The adoption of this ASU had no impact on the Group’s combined financial position, results of operations or cash flows, although it did change the financial statement presentation. | |
On January 1, 2012, each member of the Group adopted ASU 2011-08, “Intangibles—Goodwill and Other (Topic 350): Testing Goodwill for Impairment”, simplifying how a company is required to test goodwill for impairment. Companies will now have the option to first assess qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If the company determines that it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, then performing the two-step impairment test is unnecessary. | |
In July 2012, the FASB modified existing rules to allow entities to use a qualitative approach to test indefinite-lived intangible asset for impairment. The revised standard allows an entity the option to first assess qualitatively whether it is more likely than not (that is, a likelihood of more than 50 percent) that an indefinite-lived intangible asset is impaired. An entity is not required to calculate the fair value of an indefinite-lived intangible asset and perform the quantitative impairment test unless the entity determines that it is more likely than not that the asset is impaired. This guidance will be effective for the Group in 2013. | |
In February 2013, the FASB issued new guidance which requires disclosure of information about significant reclassification adjustments from accumulated other comprehensive income in a single note or on the face of the financial statements. This guidance will be effective for the Group in 2013. Adoption of this standard, which is related to disclosure only, will not have an impact on the Group’s combined financial position, results of operations, or cash flows. |
1_DESCRIPTION_OF_BUSINESS_Tabl
1. DESCRIPTION OF BUSINESS (Tables) | 12 Months Ended | ||
Dec. 31, 2012 | |||
Description Of Business Tables | ' | ||
DESCRIPTION OF JOINT VENTURE | ' | ||
Each joint venture within the Group is an affiliate of RadNet, Inc. as follows: | |||
% owned by Radnet, Inc. | |||
Franklin Imaging Joint Venture | 49% | ||
Carroll County Radiology, LLC | 40% | ||
MRI at St. Joseph Medical Center, LLC | 49% | ||
Greater Baltimore Diagnostic Imaging Partnership | 50% | ||
2_SUMMARY_OF_SIGNIFICANT_ACCOU2
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2012 | |||||||||||||
Summary Of Significant Accounting Policies Tables | ' | ||||||||||||
Service fee revenue | ' | ||||||||||||
The Group’s service fee revenue, net of contractual allowances and discounts less the provision for bad debts for the years ended December 31, are summarized in the following table (in thousands): | |||||||||||||
Years Ended December 31, | |||||||||||||
2012 | 2011 | 2010 | |||||||||||
(unaudited) | (unaudited) | ||||||||||||
Commercial Insurance/Managed Care Capitation | $ | 40,220 | $ | 32,302 | $ | 32,054 | |||||||
Medicare | 12,089 | 9,242 | 9,774 | ||||||||||
Medicaid | 1,976 | 1,525 | 1,529 | ||||||||||
Workers' Compensation/Personal Injury | 2,615 | 1,987 | 1,992 | ||||||||||
Other | 1,221 | 1,155 | 973 | ||||||||||
Service fee revenue, net of contractual allowances and discounts | 58,122 | 46,212 | 46,321 | ||||||||||
Provision for bad debts | -2,752 | -2,211 | -2,112 | ||||||||||
Net service fee revenue | $ | 55,370 | $ | 44,001 | $ | 44,209 | |||||||
5_GOODWILL_AND_OTHER_INTANGIBL1
5. GOODWILL AND OTHER INTANGIBLE ASSETS (Tables) | 12 Months Ended | ||||||||||||||||||||||||||||||||
Dec. 31, 2012 | |||||||||||||||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | ||||||||||||||||||||||||||||||||
Schedule of activity in goodwill | ' | ||||||||||||||||||||||||||||||||
Activity in goodwill for the years ended December 31, 2011 and 2012 is provided below (in thousands): | |||||||||||||||||||||||||||||||||
Balance as of January 1, 2011 (unaudited) | $ | 223 | |||||||||||||||||||||||||||||||
Goodwill acquired through GBDIP's acquisition of MIB Partnership, LLP | 7,593 | ||||||||||||||||||||||||||||||||
Balance as of December 31, 2011 (unaudited) | 7,816 | ||||||||||||||||||||||||||||||||
Goodwill acquired through Carroll County Radiology's acquisition of Westminster from RadNet, Inc. | 2,107 | ||||||||||||||||||||||||||||||||
Balance as of December 31, 2012 | $ | 9,923 | |||||||||||||||||||||||||||||||
Schedule of amortization expense | ' | ||||||||||||||||||||||||||||||||
2013 | 2014 | 2015 | 2016 | 2017 | Thereafter | Total | Weighted average amortization period remaining in years | ||||||||||||||||||||||||||
Management service contracts | 16 | 16 | 16 | 16 | 16 | 226 | 306 | 19 | |||||||||||||||||||||||||
Covenant not to compete contracts | 104 | 104 | 105 | 105 | – | – | 418 | 4 | |||||||||||||||||||||||||
Total annual amortization | $ | 120 | $ | 120 | $ | 121 | $ | 121 | $ | 16 | $ | 226 | $ | 724 | |||||||||||||||||||
6_PROPERTY_AND_EQUIPMENT_Table
6. PROPERTY AND EQUIPMENT (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2012 | |||||||||
Property, Plant and Equipment [Abstract] | ' | ||||||||
Property and equipment and accumulated depreciation and amortization | ' | ||||||||
Property and equipment and accumulated depreciation and amortization are as follows (in thousands): | |||||||||
December 31, | |||||||||
2012 | 2011 | ||||||||
(unaudited) | |||||||||
Medical equipment | $ | 31,804 | $ | 31,514 | |||||
Office equipment, furniture and fixtures | 2,949 | 3,051 | |||||||
Leasehold improvements | 14,253 | 13,567 | |||||||
Equipment under capital leases | 1,982 | 1,982 | |||||||
50,988 | 50,114 | ||||||||
Accumulated depreciation and amortization | -31,630 | -28,040 | |||||||
$ | 19,358 | $ | 22,074 | ||||||
7_ACCOUNTS_PAYABLE_AND_ACCRUED1
7. ACCOUNTS PAYABLE AND ACCRUED EXPENSES (IN THOUSANDS) (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2012 | |||||||||
Notes to Financial Statements | ' | ||||||||
ACCOUNTS PAYABLE AND ACCRUED EXPENSES | ' | ||||||||
December 31, | |||||||||
2012 | 2011 | ||||||||
(unaudited) | |||||||||
Accounts payable | $ | 839 | $ | 873 | |||||
Accrued expenses | 229 | 1,937 | |||||||
Accrued payroll and vacation | 975 | 802 | |||||||
Total | $ | 2,043 | $ | 3,612 | |||||
8_EQUIPMENT_NOTES_PAYABLE_AND_1
8. EQUIPMENT NOTES PAYABLE AND CAPITAL LEASES (Tables) | 12 Months Ended | ||||
Dec. 31, 2012 | |||||
Notes to Financial Statements | ' | ||||
Maturities of notes payable | ' | ||||
The following is a listing of annual principal maturities of the equipment notes discussed above for years ending December 31 (in thousands): | |||||
2013 | $ | 909 | |||
2014 | 487 | ||||
2015 | 504 | ||||
2016 | 15 | ||||
$ | 1,915 | ||||
Future minimum lease payments under capital leases | ' | ||||
The Group leases equipment under capital lease arrangements. Future minimum lease payments under capital leases for years ending December 31 (in thousands) is as follows: | |||||
2013 | $ | 295 | |||
2014 | 148 | ||||
Total minimum payments | 443 | ||||
Amount representing interest | -29 | ||||
Present value of net minimum lease payments | 414 | ||||
Less current portion | -270 | ||||
Long-term portion | $ | 144 | |||
9_COMMITMENTS_AND_CONTINGENCIE1
9. COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2012 | |||||||||||||
Commitments and Contingencies Disclosure [Abstract] | ' | ||||||||||||
Minimum annual payments under operating leases | ' | ||||||||||||
Minimum annual payments under operating leases for future years ending December 31 follow (in thousands): | |||||||||||||
Facilities | Equipment | Total | |||||||||||
2013 | $ | 2,563 | $ | 1,082 | $ | 3,645 | |||||||
2014 | 2,298 | 770 | 3,068 | ||||||||||
2015 | 2,343 | 639 | 2,982 | ||||||||||
2016 | 1,835 | 245 | 2,080 | ||||||||||
2017 | 1,489 | – | 1,489 | ||||||||||
Thereafter | 1,028 | – | 1,028 | ||||||||||
$ | 11,556 | $ | 2,736 | $ | 14,292 | ||||||||
1_DESCRIPTION_OF_BUSINESS_Deta
1. DESCRIPTION OF BUSINESS (Details) | Dec. 31, 2012 |
Franklin Imaging Joint Venture [Member] | ' |
Owned by parent company | 49.00% |
Carroll County Radiology, LLC [Member] | ' |
Owned by parent company | 40.00% |
MRI at St. Joseph Medical Center, LLC [Member] | ' |
Owned by parent company | 49.00% |
Greater Baltimore Diagnostic Imaging Partnership [Member] | ' |
Owned by parent company | 50.00% |
2_SUMMARY_OF_SIGNIFICANT_ACCOU3
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 |
Summary Of Significant Accounting Policies Details | ' | ' | ' |
Commercial Insurance/Managed Care Capitation | $40,220 | $32,302 | $32,054 |
Medicare | 12,089 | 9,242 | 9,774 |
Medicaid | 1,976 | 1,525 | 1,529 |
Workers Compensation/Personal Injury | 2,615 | 1,987 | 1,992 |
Other | 1,221 | 1,155 | 973 |
Service fee revenue, net of contractual allowances and discounts | 58,122 | 46,212 | 46,321 |
Provision for bad debts | 2,752 | 2,211 | 2,112 |
Net service fee revenue | $55,370 | $44,001 | $44,209 |
5_GOODWILL_AND_OTHER_INTANGIBL2
5. GOODWILL AND OTHER INTANGIBLE ASSETS (Details) (USD $) | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | Dec. 31, 2011 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | MIB Partnership, LLP [Member] | Westminster [Member] | |||
Goodwill, beginning balance | $9,923 | $7,816 | $223 | ' | ' |
Goodwill acquired | ' | ' | ' | 7,593 | 2,107 |
Goodwill, ending balance | $9,923 | $7,816 | $223 | ' | ' |
5_GOODWILL_AND_OTHER_INTANGIBL3
5. GOODWILL AND OTHER INTANGIBLE ASSETS (Details 1) (USD $) | Dec. 31, 2012 | Dec. 31, 2011 |
In Thousands, unless otherwise specified | ||
2013 | $120 | ' |
2014 | 120 | ' |
2015 | 121 | ' |
2016 | 121 | ' |
2017 | 16 | ' |
Thereafter | 226 | ' |
Total goodwill and other intangible assets | 724 | 844 |
Management service contracts [Member] | ' | ' |
2013 | 16 | ' |
2014 | 16 | ' |
2015 | 16 | ' |
2016 | 16 | ' |
2017 | 16 | ' |
Thereafter | 226 | ' |
Total goodwill and other intangible assets | 306 | ' |
Weighted average amortization period remaining in years | '19 years | ' |
Covenant not to compete contracts [Member] | ' | ' |
2013 | 104 | ' |
2014 | 104 | ' |
2015 | 105 | ' |
2016 | 105 | ' |
2017 | ' | ' |
Thereafter | ' | ' |
Total goodwill and other intangible assets | $418 | ' |
Weighted average amortization period remaining in years | '4 years | ' |
6_PROPERTY_AND_EQUIPMENT_Detai
6. PROPERTY AND EQUIPMENT (Details) (USD $) | Dec. 31, 2012 | Dec. 31, 2011 |
In Thousands, unless otherwise specified | ||
Property And Equipment Details | ' | ' |
Medical equipment | $31,804 | $31,514 |
Office equipment, furniture and fixtures | 2,949 | 3,051 |
Leasehold improvements | 14,253 | 13,567 |
Equipment under capital leases | 1,982 | 1,982 |
Property and equipment, gross | 50,988 | 50,114 |
Accumulated depreciation and amortization | -31,630 | -28,040 |
Property and equipment, net | $19,358 | $22,074 |
7_ACCOUNTS_PAYABLE_AND_ACCRUED2
7. ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Detalis) (USD $) | Dec. 31, 2012 | Dec. 31, 2011 |
In Thousands, unless otherwise specified | ||
Accounts Payable And Accrued Expenses Detalis | ' | ' |
Accounts payable | $839 | $873 |
Accrued expenses | 229 | 1,937 |
Accrued payroll and vacation | 975 | 802 |
Total | $2,043 | $3,612 |
8_EQUIPMENT_NOTES_PAYABLE_AND_2
8. EQUIPMENT NOTES PAYABLE AND CAPITAL LEASES (Details 1) (USD $) | Dec. 31, 2012 |
In Thousands, unless otherwise specified | |
Notes to Financial Statements | ' |
2013 | $909 |
2014 | 487 |
2015 | 504 |
2016 | 15 |
Total principal maturies on equipment notes | $1,915 |
8_EQUIPMENT_NOTES_PAYABLE_AND_3
8. EQUIPMENT NOTES PAYABLE AND CAPITAL LEASES (Details 2) (USD $) | Dec. 31, 2012 | Dec. 31, 2011 |
In Thousands, unless otherwise specified | ||
Notes to Financial Statements | ' | ' |
2013 | $295 | ' |
2014 | 148 | ' |
Total minimum payments | 443 | ' |
Amount representing interest | -29 | ' |
Present value of net minimum lease payments | 414 | ' |
Less current portion | -270 | -278 |
Long-term portion | $144 | $414 |
9_COMMITMENTS_AND_CONTINGENCIE2
9. COMMITMENTS AND CONTINGENCIES (Details) (USD $) | Dec. 31, 2012 |
In Thousands, unless otherwise specified | |
2013 | $3,645 |
2014 | 3,068 |
2015 | 2,982 |
2016 | 2,080 |
2017 | 1,489 |
Thereafter | 1,028 |
Total minimum annual payments under operating leases | 14,292 |
Facilities | ' |
2013 | 2,563 |
2014 | 2,298 |
2015 | 2,343 |
2016 | 1,835 |
2017 | 1,489 |
Thereafter | 1,028 |
Total minimum annual payments under operating leases | 11,556 |
Equipment | ' |
2013 | 1,082 |
2014 | 770 |
2015 | 639 |
2016 | 245 |
2017 | ' |
Thereafter | ' |
Total minimum annual payments under operating leases | $2,736 |