RADNET, INC. – 10-Q – Administration’s Dialogue and Evaluation of Monetary Situation and Outcomes of Operations – InsuranceNewsNet

It's best to learn the next dialogue and evaluation of our monetary situation and outcomes of operations along with our unaudited condensed consolidated monetary statements and notes thereto included in Half I, Merchandise 1 of this Quarterly Report on Type 10-Q and with our audited consolidated monetary statements and notes thereto for the 12 months endedDecember 31, 2021 included in our Annual Report on Type 10-Okay for the fiscal 12 months endedDecember 31, 2021 filed with theU.S. Securities and Trade Fee (SEC) onMarch 1, 2022 . . Ahead-Trying Statements This quarterly report on Type 10-Q comprises "forward-looking statements" inside the which means of Part 27A of the Securities Act of 1933, as amended (the "Securities Act") and Part 21E of the Securities Trade Act of 1934, as amended. Ahead-looking statements replicate present views about future occasions and are primarily based on our at present accessible monetary, financial and aggressive knowledge and on present enterprise plans. Precise occasions or outcomes might differ materially relying on dangers and uncertainties that will have an effect on our operations, markets, providers, costs and different components. In some circumstances, you'll be able to determine forward-looking statements by terminology such as "might," "will," "ought to," "count on," "intend," "plan," "anticipate," "imagine," "estimate," "predict," "potential," "proceed," "assumption" or the unfavourable of these phrases or different comparable terminology. Ahead-looking statements on this quarterly report embrace, amongst others, statements we make concerning:
•anticipated developments in our revenues, working bills or capital expenditures,
and our monetary steering;
•anticipated future market acceptance for our services or products, and the
anticipated safety afforded by our aggressive strengths within the markets we
serve;
•potential timing and impression of adjustments in rules impacting our enterprise;
•the continuing impression on our enterprise, suppliers, payors, clients, referral
sources, companions, sufferers and staff of the COVID-19 pandemic;
•the anticipated impact of the measures we’re taking to reply to the COVID-19
pandemic
•our skill to efficiently purchase and combine new imaging operations;
•value financial savings, efficiencies and enhancements anticipated from our investments in
synthetic intelligence and machine studying services; and
•our future liquidity and our persevering with skill to service and stay in
compliance with relevant debt covenants or refinance our present indebtedness.
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Ahead-looking statements are neither historic information nor assurances of future efficiency. As a result of forward-looking statements relate to the long run, they're inherently topic to recognized and unknown dangers, uncertainties and different components which can be tough to foretell and our of our management. Our precise outcomes, degree of exercise, efficiency or achievements could also be materially totally different from any future outcomes, ranges of exercise, efficiency or achievements expressed or implied by these forwards-looking statements. Necessary components that might trigger our precise outcomes to vary materially from these indicated or implied in our forward-looking statements embrace the components included in "Danger Components," in our annual report on Type 10-Okay for the fiscal 12 months endedDecember 31, 2021 or supplemented by the knowledge in Half II- Merchandise 1A beneath. It's best to think about the inherent limitations on, and dangers related to, forward-looking statements and never unduly depend on the accuracy of predictions contained in such forward-looking statements. Any forward-looking assertion on this quarterly report is predicated on data at present accessible to us and speaks solely as of the date of this report. We do not undertake any duty to launch publicly any revisions to those forward-looking statements to bear in mind occasions or circumstances that happen after the date of this quarterly report or any unanticipated occasions which might trigger precise outcomes to vary from these expressed or implied by the forward-looking statements contained on this quarterly report, besides as required by legislation. Overview We're a number one nationwide supplier of freestanding, fixed-site outpatient diagnostic imaging providers inthe USA primarily based on variety of places and annual imaging income. AtJune 30, 2022 , we operated, straight or not directly by means of joint ventures with hospitals, 353 facilities situated inArizona ,California ,Delaware ,Florida ,Maryland ,New Jersey , andNew York . Our operations comprise two segments for monetary reporting functions for this reporting interval, Imaging Facilities and Synthetic Intelligence Our Imaging Middle section offers physicians with imaging capabilities to facilitate the prognosis and therapy of illnesses and problems. Companies embrace magnetic resonance imaging (MRI), computed tomography (CT), positron emission tomography (PET), nuclear drugs, mammography, ultrasound, diagnostic radiology (X-ray), fluoroscopy and different associated procedures. The overwhelming majority of our facilities supply multi-modality imaging providers, a technique that diversifies income streams, reduces publicity to reimbursement adjustments and offers sufferers and referring physicians one location to serve the wants of a number of procedures. Included within the section is our eRad subsidiary, which designs the underlying important scheduling, knowledge storage and retrieval techniques needed for imaging heart operation. Our Synthetic Intelligence ("AI") section that has been established by means of our acquisitions of DeepHealth,Nulogix Aidence Holding B.V. andQuantib B.V. . Our present AI focus is to develop options that make use of machine studying to help radiologists and different clinicians in deciphering photos and enhancing affected person care, initially within the fields of mind, breast, prostate, and pulmonary diagnostics. We derive considerably all of our income, straight or not directly, from charges charged for the diagnostic imaging providers carried out at our facilities. The following desk exhibits our facilities in operation and revenues for the six months endedJune 30, 2022 andJune 30, 2021 : Six Months Ended June 30, 2022 2021 Facilities in operation 353 353 Web revenues (hundreds of thousands) $ 696$ 649 Our income is derived from a various mixture of payors, together with personal, managed care capitated and authorities payors. We imagine our payor variety mitigates our publicity to doable unfavorable reimbursement developments inside anyone payor class. As well as, our expertise with capitation preparations over the past a number of years has supplied us with the experience to handle utilization and pricing successfully, leading to a predictable stream of income. 29
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Our whole service payment revenues in the course of the three and 6 months endedJune 30, 2022 and 2021 are introduced within the desk beneath. Our imaging evaluation is predicated on an allocation of the estimated transaction worth with the affected person between the main affected person classification of insurance coverage protection. Extra revenues are earned from our administration providers supplied to joint ventures and our software program and AI subsidiaries. Three Months Ended Six Months Ended June 30, June 30, In Hundreds 2022 2021 2022 2021 Industrial insurance coverage$ 195,066 $ 187,354 $ 383,615 $ 369,566 Medicare 77,879 71,407 148,800 134,877 Medicaid 9,704 9,039 18,788 17,486 Employees' compensation/private damage 13,138 10,556 25,586 20,966 Different affected person income 7,567 5,189 14,689 9,961 Administration payment income 5,592 5,533 11,100 10,752 Software program income 2,421 2,628 6,419 5,054 Different 3,577 3,788 8,623 6,409 Income below capitation preparations 37,874 38,424 76,365 74,166 Imaging Middle Section Income 352,818 333,918 693,985 649,237 AI Section Income 1,557 - 2,156 - Complete service income$ 354,375 $ 333,918 $ 696,141 $ 649,237 Latest Developments By means of the second quarter endedJune 30, 2022 our imaging enterprise continued to broaden, with process volumes returning to ranges skilled earlier than the COVID-19 pandemic, with identical heart process volumes rising 3.7% and total process volumes rising 6.2% over the identical interval in 2021. We opened a internet of six imaging facilities within the first half of 2022, by means of a mixture of acquisition and inner growth. We continued to pursue our technique of enlargement inside geographic areas, with a focus on including new services inMaryland . Whereas imaging volumes returned to pre-pandemic ranges, our operations have skilled results from the pandemic and associated macroeconomic points. We're experiencing tighter labor markets, leading to elevated salaries as we search to retain our expert workforce. Our acquisitions ofAidence Holding B.V. andQuantib B.V. have expanded our AI initiatives to embody imaging diagnostics options for essentially the most prevalent cancers. Efforts in AI are largely within the product growth stage presently and we count on that the section will proceed to expertise working losses for the foreseeable future as we search to safe each regulatory approvals and market acceptance for our merchandise.
Fairness Investments, Acquisitions and Tendencies, and Joint Enterprise Exercise
Now we have developed our medical imaging enterprise by means of a mix of natural development, fairness investments, acquisitions and three way partnership formations. The data beneath updates our exercise of such issues contained in our annual report on Type 10-Okay for the 12 months endedDecember 31, 2021 .
Fairness Investments
As ofJune 30, 2022 , we now have three fairness investments for which a good worth is not readily determinable and subsequently the entire quantities invested are acknowledged at value as follows:Medic Imaginative and prescient Imaging Options Ltd. , primarily based inIsrael , focuses on software program packages that present compliant radiation dose structured reporting and enhanced photos from diminished dose CT scans. Our funding of$1.2 million represents a 14.21% fairness curiosity within the firm. No observable worth adjustments or impairment in our funding was recognized in the course of the three and 6 months endedJune 30,2022 . Turner Imaging Methods, primarily based inUtah , develops and markets moveable X-ray imaging techniques that present a person the power to amass X-ray photos wherever and every time they're wanted. OnFebruary 1, 2018 , we bought 2.1 million most well-liked shares in Turner Imaging Methods for$2.0 million . OnJanuary 1, 2019 we funded a convertible promissory be aware in 30
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the quantity of
efficient
funding was recognized in the course of the three and 6 months ended
WhiteRabbit.ai Inc., primarily based inCalifornia , is at present growing a synthetic intelligence suite which goals to enhance the velocity and accuracy of most cancers detection in radiology and enhance affected person care. OnNovember 5, 2019 we acquired an fairness curiosity within the firm for$1.0 million and in addition loaned the corporate$2.5 million in help of it operations. No observable worth adjustments, impairment in our funding or impairment of the mortgage receivable was recognized in the course of the three and 6 months endedJune 30,2022 . Acquisitions Imaging Middle In the course of the first quarter of 2022, we accomplished the acquisition of sure belongings of the next entities, which both interact straight within the apply of radiology or related companies. The first cause for these acquisitions was to strengthen our presence within theMaryland market. These acquisitions are reported as a part of our Imaging Middle section. We made a good worth dedication of the acquired belongings and assumed liabilities and the next had been recorded (in 1000's): Entity Date Acquired Complete Consideration Property & Tools Proper of Use Belongings Goodwill Proper of Use Liabilities IFRC LLC*^ 1/1/2022 4,800 2,103 857 2,697 (857) IFRC LLC*^ 1/1/2022 8,200 2,910 1,703 5,271 (1,703) Complete 13,000 5,013 2,560 7,968 (2,560) *Honest Worth Dedication is Remaining ^IFRC LLC acquisitions consisted of three subsidiaries of IFRC, one among which was bought individually by a three way partnership withCalvert Medical Imaging Facilities, LLC . Synthetic Intelligence Aidence Holding B.V. OnJanuary 20, 2022 , we accomplished our acquisition of all of the fairness pursuits ofAidence Holding B.V. ("Aidence") a synthetic intelligence enterprise centered on lung most cancers screening, in an mixture inventory and money buy. Aidence is reported as a part of our synthetic intelligence section and was acquired to improve our AI capabilities. The transaction was accounted for as an acquisition of a enterprise and whole buy consideration was decided to be roughly$45.2 million together with i) 1,117,872 shares issued at$26.80 per share with a good worth of$30.0 million ii) money of$1.8 million and iii) assuming liabilities of$11.9 million ,$7.4 million in milestone contingent consideration and money holdback of$4.5 million and iv) a settlement of a mortgage fromRadNet of$1.5 million . As well as we paid sure vendor closing prices by means of the issuance of 23,362 shares at a good worth of$0.6 million . We preliminarily recorded$1.0 million in present belongings,$0.2 million in property plant and gear,$27.7 million in intangible belongings,$3.2 million in liabilities and$19.0 million in goodwill.
OnJanuary 20, 2022 , we accomplished our acquisition of all of the fairness pursuits ofQuantib B.V. ("Quantib") a synthetic intelligence enterprise centered on prostate most cancers screening, in a mix inventory and money buy. Quantib is reported as a part of our synthetic intelligence section, and was acquired to improve our AI capabilities. The transaction was accounted for as an acquisition of a enterprise and whole buy consideration was decided to be roughly$42.3 million together with i) 965,058 shares issued at$26.80 per share with a good worth of$25.9 million ii) money of$11.8 million and iii) 113,303 shares with a good worth on the date of shut of$3.0 million and money holdback of$1.6 million to be issued 18 months after acquisition topic to adjustment for any indemnification claims. We preliminarily recorded$2.4 million million in present belongings,$0.1 million in property plant and gear,$21.3 million in intangible belongings,$3.7 million in liabilities and$22.2 million in goodwill. As we finalize our estimation of the honest worth of the belongings acquired and liabilities assumed, extra changes could also be recorded in the course of the measurement interval (a interval to not exceed 12 months). The preliminary accounting is incomplete as ofJune 30, 2022 for the acquired belongings and liabilities as we're at present within the technique of finishing the evaluation of valuation 31 -------------------------------------------------------------------------------- Desk of Contents inputs and assumptions in addition to finishing the evaluation of the tax attributes of the enterprise mixture. The finalization of the acquisition accounting valuation evaluation might lead to a change within the valuation of the deferred tax belongings and liabilities and intangible belongings, together with the opening working capital accounts, which may have a fabric impression on our outcomes of operations and monetary place.
Formation of majority owned subsidiary
OnApril 1, 2022 we fashionedFrederick County Radiology, LLC ("FCR"), a partnership withFrederick Well being Hospital, Inc. ("Hospital"). The operation provides multi-modality providers out of six places inFrederick, Maryland . We contributed the operations of 4 facilities to the enterprise and Hospital contributed$5.5 million in mounted belongings,$3.0 million in gear,$10.8 million in goodwill. On account of the the transaction, we retain a 65% controlling financial curiosity in FCR and Hospital retains a preliminary$10.7 million or 35% noncontrolling financial curiosity in FCR. The preliminary accounting is preliminary as ofJune 30, 2022 for the acquired belongings and liabilities as we are at present within the technique of finishing the evaluation of valuation inputs and assumptions in addition to finishing the evaluation of the tax attributes of the enterprise mixture.
Superior Radiology at
OnJune 15, 2022 we entered into Superior Radiology atCapital Area, LLC , a partnership withDimension Well being Company . ("Dimension"), and affiliate of theCollege of Maryland . The operation will present multi-modality providers out of two but to be decided places within theLargo, Maryland space. The enterprise was initially capitalized with nominal quantities of$5.1 thousand for a 51% financial curiosity from us and$4.9 thousand from Dimension for a 49% financial curiosity.
Joint Enterprise Exercise
Acquisition by fairness technique investee
In the course of the first quarter of 2022, our three way partnership with
Middle, LLC
presence within the
acquired belongings and assumed liabilities and the next had been recorded (in
1000’s):
Entity Date Acquired Complete Consideration Property & Tools Proper of Use Belongings Goodwill Proper of Use Liabilities IFRC LLC *^ 1/1/2022 3,922 2,121 1,295 1,801 (1,295) *Honest Worth Dedication is Remaining ^IFRC LLC acquisitions consisted of three subsidiaries of IFRC, two of which had been bought individually by wholly ownedRadNet subsidiaries.
The next desk is a abstract of our funding in joint ventures in the course of the
six months ended
Steadiness as ofDecember 31, 2021 $ 42,229 Fairness in earnings in these joint ventures 5,266
Fairness contributions in present joint ventures 1,441
Steadiness as of
$ 48,936 We charged administration service charges from the facilities underlying these joint ventures of roughly$5.6 million and$5.5 million for the three months endedJune 30, 2022 and 2021 and$11.1 million and$10.8 million for the six months endedJune 30, 2022 and 2021, respectively.
On
in
enterprise didn’t change.
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The next desk is a abstract of key steadiness sheet knowledge for these joint
ventures as of
the six months ended
June 30, December 31, Steadiness Sheet Information: 2022 2021 Present belongings$ 39,840 $ 37,186 Noncurrent belongings 88,754 73,592 Present liabilities (12,322) (12,919) Noncurrent liabilities (27,363) (22,370) Complete internet belongings$ 88,909
E book worth of RadNet three way partnership pursuits$ 41,099
Value in extra of ebook worth of acquired three way partnership
pursuits
7,837 7,299 Complete worth of RadNet three way partnership pursuits$ 48,936
Revenue assertion knowledge for the six months ended
2021 Web income$ 69,757 $ 64,636 Web earnings$ 10,497 $ 10,258
Essential Accounting Insurance policies
The Securities and Trade Fee defines important accounting estimates as these which can be each most necessary to the portrayal of an organization's monetary situation and outcomes of operations and require administration's most tough, subjective or complicated judgment, typically on account of the necessity to make estimates in regards to the impact of issues which can be inherently unsure and will change in subsequent intervals. In Notice 2 to our consolidated monetary statements on this quarterly report and in our annual report on Type 10-Okay for the 12 months endedDecember 31, 2021 , we focus on our important accounting insurance policies, together with these that don't require administration to make tough, subjective or complicated judgments or estimates. Probably the most important areas involving administration's judgments and estimates are described beneath.
Use of Estimates
The monetary statements had been ready in accordance withU.S. typically accepted accounting rules (GAAP), which requires administration to make estimates and assumptions that have an effect on the quantities reported within the monetary statements and accompanying notes. These estimates and assumptions have an effect on varied issues, together with our reported quantities of belongings and liabilities in our consolidated steadiness sheets on the dates of the monetary statements; our disclosure of contingent belongings and liabilities on the dates of the monetary statements; and our reported quantities of revenues and bills in our consolidated statements of operations in the course of the reporting intervals. These estimates contain judgments with respect to quite a few components which can be tough to foretell and are past administration's management. In consequence, precise quantities may materially differ from these estimates.
Revenues
Our revenues typically relate to internet affected person charges obtained from varied payors and sufferers themselves below contracts by which our efficiency obligations are to offer diagnostic providers to the sufferers. Revenues are recorded in the course of the interval our obligations to offer diagnostic providers are happy. Our efficiency obligations for diagnostic providers are typically happy over a interval of lower than sooner or later. The contractual relationships with sufferers, in most circumstances, additionally contain a third-party payor (Medicare, Medicaid, managed care well being plans and business insurance coverage corporations, together with plans provided by means of the medical health insurance exchanges) and the transaction costs for the providers supplied are dependent upon the phrases supplied by (Medicare and Medicaid) or negotiated with (managed care well being plans and business insurance coverage corporations) the third-party payors. The cost preparations with third-party payors for the providers we offer to the associated sufferers sometimes specify funds at quantities lower than our customary fees and customarily present for funds primarily based upon predetermined charges per diagnostic providers or discounted fee-for-service charges. Administration frequently evaluations the contractual estimation course of to think about and incorporate updates to legal guidelines and rules, adjustments in enterprise and financial situations, and the frequent adjustments in managed care contractual phrases ensuing from contract re-negotiations and renewals. 33 -------------------------------------------------------------------------------- Desk of Contents Because it pertains to the Group, this service payment income contains funds for each the skilled medical interpretation income acknowledged by them in addition to the cost for all different elements associated to our offering the imaging providers, for which we earn administration charges. Because it pertains to others facilities, this service payment income is earned by means of offering the usage of our diagnostic imaging gear and the supply of technical providers in addition to offering administration providers reminiscent of clerical and administrative personnel, bookkeeping and accounting providers, billing and assortment, provision of medical and workplace provides, secretarial, reception and transcription providers, upkeep of medical data, and promoting, advertising and marketing and promotional actions. Our revenues are primarily based upon our administration's estimate of quantities we count on to be entitled to obtain from sufferers and third-party payors. Estimates of contractual allowances below Medicare, Medicaid, managed care and business insurance coverage are primarily based upon historic assortment expertise of the funds obtained from such payors in accordance with the underlying contractual agreements. Revenues associated to uninsured sufferers and uninsured copayment and deductible quantities for sufferers who've well being care protection might have worth concessions utilized. We additionally document estimated implicit worth concessions (primarily based totally on historic assortment expertise) associated to uninsured accounts to document self-pay revenues on the estimated quantities we count on to gather. Underneath capitation preparations with varied well being plans, we earn a per-enrollee quantity every month for making accessible diagnostic imaging providers to all plan enrollees below the capitation association. Income below capitation preparations is acknowledged within the interval by which we're obligated to offer providers to plan enrollees below contracts with varied well being plans. Our estimates and assumptions associated to income recognition didn't change materially for the quarter endedJune 30, 2022 .
The Supplier Reduction Fund provides authorities help to eligible suppliers all through the healthcare system in help of sure bills or misplaced income attributable to the coronavirus pandemic. Now we have recorded supplier reduction funding in our condensed Consolidated Statements of Operations within the quantity of$43.0 thousand for the three months endedJune 30, 2021 and$6.3 million for the six months endedJune 30, 2021 . No supplier reduction funding was obtained for the three and 6 months endedJune 30,2022 . Typically, the division ofWell being and Human Companies ("HHS") doesn't intend to recoup funds so long as a supplier's misplaced income and elevated bills exceed the quantity of supplier reduction funding one has obtained. HHS reserves the precise to auditReduction Fund recipients within the future to make sure that this requirement is met and acquire anyReduction Fund quantities that had been made in error or exceed misplaced income or elevated bills due to the pandemic. Failure to adjust to the phrases and situations could also be grounds for recoupment. In recognizing income related to supplier reduction funding our administration is required to evaluate whether or not our operations have meet the relevant necessities for the funding obtained. In the course of the quarter endedJune 30, 2022 , we continued to guage our working leads to gentle of the most up-to-date authorities steering and primarily based on our evaluation, the quantity of income acknowledged is suitable.
Accounts Receivable
Considerably all of our accounts receivable are due below fee-for-service contracts from third get together payors, reminiscent of insurance coverage corporations and government-sponsored healthcare packages, or straight from sufferers. Companies are typically supplied pursuant to one-year contracts with healthcare suppliers. Receivables typically are collected inside trade norms for third-party payors. We constantly monitor collections from our payors and preserve an allowance for dangerous money owed primarily based upon particular payor assortment points that we now have recognized and our historic expertise. Our estimates and assumptions for allowances on our account receivable didn't change materially in the course of the quarter endedJune 30, 2022 .
Enterprise Mixture
We consider all acquisitions below the framework Clarifying the Definition of a Enterprise within the accounting steering. As soon as a purchase order has been decided to be the acquisition of a enterprise, we're required to acknowledge the belongings acquired and the liabilities assumed at their acquisition date honest values. Any portion of the acquisition consideration transferred in extra of the web of the acquisition date honest values of the belongings acquired and the liabilities assumed, is allotted to goodwill. The allocation requires our administration to make estimates of the worth of varied belongings acquired and liabilities assumed. Whereas we use our greatest estimates and assumptions to precisely worth belongings acquired and liabilities assumed on the acquisition date, our estimates are inherently unsure and topic to refinement. In consequence, in the course of the measurement interval, which can be as much as one 12 months from the acquisition date, we document changes to the belongings acquired and liabilities assumed with the corresponding offset to goodwill. Upon the conclusion of the measurement interval or ultimate dedication of the values of belongings acquired or liabilities assumed, whichever comes first, any subsequent changes are recorded to our consolidated statements of operations.
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Goodwill atJune 30, 2022 totaled$577.8 million . Indefinite Lived Intangible Belongings atJune 30, 2022 had been$12.7 million and are related to the worth of sure commerce title intangibles. Our administration evaluations the honest worth of our reporting models on an annual foundation to find out if an occasion has occurred which recommend that the honest worth of a reporting unit could also be impaired. Once we decide the carrying worth of a reporting unit exceeds its honest worth, an impairment cost could be acknowledged and mustn't exceed the entire quantity of goodwill allotted to that reporting unit. The evaluation of honest worth requires our administration to make assessments of the enterprise and monetary prospects for a specific reporting unit. We examined goodwill for impairment onOctober 1, 2021 . We additionally proceed at common intervals to contemplate the present and anticipated future financial and market situations surrounding the COVID-19 pandemic and to date haven't had a sign of goodwill impairment being extra probably than not by means ofJune 30, 2022 . Latest Accounting Requirements
See Notice 3, Latest Accounting and Reporting Requirements to the monetary
statements included on this report for additional data.
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Outcomes of Operations
The next desk units forth, for the three and 6 months ended
and 2021, the share that sure objects within the statements of operations
bears to whole service income, inclusive of income below capitation contracts.