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9. SUPPLEMENTAL GUARANTOR INFORMATION (Tables)

9 Months Ended

Sep. 30, 2012

Supplemental Guarantor Information Tables

SUPPLEMENTAL GUARANTOR INFORMATION [Table Text Block]

RADNET, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEET

September 30, 2012

(in thousands)

(unaudited)

		Parent				Subsidiary Issuer				Guarantor Subsidiaries				Non-Guarantor Subsidiaries				Eliminations				Consolidated
ASSETS
CURRENT ASSETS
Cash and cash equivalents		$	–			$	–			$	388			$	–			$	–			$	388
Accounts receivable, net			–				–				73,876				54,761				–				128,637
Prepaid expenses and other current assets			–				12,685				6,922				636				–				20,243
Total current assets			–				12,685				81,186				55,397				–				149,268
PROPERTY AND EQUIPMENT, NET			–				46,369				161,517				154				–				208,040
OTHER ASSETS
Goodwill			–				48,568				124,695				845				–				174,108
Other intangible assets			–				180				52,502				118				–				52,800
Deferred financing costs, net			–				11,181				–				–				–				11,181
Investment in subsidiaries			(59,957	)			276,034				9,376				–				(225,453	)			–
Investment in joint ventures			–				–				26,582				–				–				26,582
Deposits and other			–				1,339				1,690				–				–				3,029
Total assets		$	(59,957	)		$	396,356			$	457,548			$	56,514			$	(225,453	)		$	625,008
LIABILITIES AND EQUITY DEFICIT
CURRENT LIABILITIES
Intercompany		$	–			$	(151,420	)		$	113,656			$	37,764			$	–			$	–
Accounts payable, accrued expenses and other			–				59,478				34,640				8,666				–				102,784
Due to affiliates			–				–				3,196				–				–				3,196
Deferred revenue			–				–				1,148				–				–				1,148
Current portion of notes payable			–				2,716				3,301				–				–				6,017
Current portion of deferred rent			–				532				546				–				–				1,078
Current portion of obligations under capital leases			–				849				2,860				–				–				3,709
Total current liabilities			–				(87,845	)			159,347				46,430				–				117,932
LONG-TERM LIABILITIES
Deferred rent, net of current portion			–				9,552				5,766				–				–				15,318
Deferred taxes			–				–				277				–				–				277
Line of credit			–				59,800				–				–				–				59,800
Notes payable, net of current portion			–				473,017				6,945				–				–				479,962
Obligations under capital leases, net of current portion			–				1,789				–				–				–				1,789
Other non-current liabilities			–				–				9,179				–				–				9,179
Total liabilities			–				456,313				181,514				46,430				–				684,257
EQUITY DEFICIT
Total Radnet, Inc.'s equity deficit			(59,957	)			(59,957	)			276,034				9,376				(225,453	)			(59,957	)
Noncontrolling interests			–				–				–				708				–				708
Total equity deficit			(59,957	)			(59,957	)			276,034				10,084				(225,453	)			(59,249	)
Total liabilities and equity deficit		$	(59,957	)		$	396,356			$	457,548			$	56,514			$	(225,453	)		$	625,008

RADNET, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEET

December 31, 2011

(in thousands)


						Subsidiary				Guarantor				Non-Guarantor
		Parent				Issuer				Subsidiaries				Subsidiaries				Eliminations				Consolidated

ASSETS
CURRENT ASSETS
Cash and cash equivalents		$	–			$	1,366			$	–			$	1,089			$	–			$	2,455
Accounts receivable, net			–				–				78,229				50,203				–				128,432
Asset held for sale			–				–				2,300				–				–				2,300
Prepaid expenses and other current assets			–				11,858				6,651				631				–				19,140
Total current assets			–				13,224				87,180				51,923				–				152,327
PROPERTY AND EQUIPMENT, NET			–				46,445				168,213				869				–				215,527
OTHER ASSETS
Goodwill			–				42,784				115,878				845				–				159,507
Other intangible assets			–				50				52,916				139				–				53,105
Deferred financing costs, net			–				13,490				–				–				–				13,490
Investment in subsidiaries			(70,756	)			249,763				9,974				–				(188,981	)			–
Investment in joint ventures			–				–				22,326				–				–				22,326
Deposits and other			–				1,279				1,627				–				–				2,906
Total assets		$	(70,756	)		$	367,035			$	458,114			$	53,776			$	(188,981	)		$	619,188
LIABILITIES AND EQUITY
CURRENT LIABILITIES
Intercompany		$	–			$	(160,017	)		$	124,679			$	35,338			$	–			$	–
Accounts payable, accrued expenses and other			–				50,262				45,324				7,515				–				103,101
Due to affiliates			–				–				3,762				–				–				3,762
Deferred revenue			–				–				1,076				–				–				1,076
Current portion of notes payable			–				2,981				3,627				–				–				6,608
Current portion of deferred rent			–				502				497				–				–				999
Current portion of obligations under capital leases			–				2,996				3,838				–				–				6,834
Total current liabilities			–				(103,276	)			182,803				42,853				–				122,380
LONG-TERM LIABILITIES
Deferred rent, net of current portion			–				7,734				4,673				–				–				12,407
Deferred taxes			–				–				277				–				–				277
Line of credit			–				58,000				–				–				–				58,000
Notes payable, net of current portion			–				474,165				9,881				–				–				484,046
Obligations under capital leases, net of current portion			–				1,168				2,170				–				–				3,338
Other non-current liabilities			–				–				8,547				–				–				8,547
Total liabilities			–				437,791				208,351				42,853				–				688,995

EQUITY DEFICIT
Total Radnet, Inc.'s equity deficit			(70,756	)			(70,756	)			249,763				9,974				(188,981	)			(70,756	)
Noncontrolling interests			–				–				–				949				–				949
Total equity deficit			(70,756	)			(70,756	)			249,763				10,923				(188,981	)			(69,807	)
Total liabilities and equity deficit		$	(70,756	)		$	367,035			$	458,114			$	53,776			$	(188,981	)		$	619,188

RADNET, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

For The Three Months Ended September 30, 2012

(in thousands)

(unaudited)


						Subsidiary				Guarantor				Non-Guarantor
		Parent				Issuer				Subsidiaries				Subsidiaries				Eliminations				Consolidated
NET SERVICE FEE REVENUE
Service fee revenue, net of contractual allowances and discounts		$	–			$	37,322			$	115,543			$	14,162			$	–			$	167,027
Provision for bad debts			–				(1,483	)			(4,411	)			(680	)			–				(6,574	)
Net service fee revenue			–				35,839				111,132				13,482				–				160,453

OPERATING EXPENSES
Operating expenses			–				31,479				88,129				13,615				–				133,223
Depreciation and amortization			–				3,231				10,110				28				–				13,369
Loss (gain) on sale of equipment			–				6				(51	)			–				–				(45	)
Severance costs			–				8				58				–				–				66
Total operating expenses			–				34,724				98,246				13,643				–				146,613


INCOME FROM OPERATIONS			–				1,115				12,886				(161	)			–				13,840

OTHER INCOME AND EXPENSES
Interest expense			–				6,306				7,569				–				–				13,875
Gain on de-consolidation of joint venture			–				–				(2,777	)			–				–				(2,777	)
Other expenses (income)			–				(1,382	)			22				–				–				(1,360	)
Total other expenses			–				4,924				4,814				–				–				9,738

INCOME (LOSS) BEFORE INCOME TAXES AND EQUITY IN EARNINGS OF JOINT VENTURES			–				(3,809	)			8,072				(161	)			–				4,102
Provision for income taxes			–				–				(30	)			–				–				(30	)
Equity in earnings (losses) of consolidated subsidiaries			5,053				8,862				(89	)							(13,826	)			–
Equity in earnings of joint ventures			–				–				909				–				–				909
NET INCOME (LOSS)			5,053				5,053				8,862				(161	)			(13,826	)			4,981
Net loss attributable to noncontrolling interests			–				–				–				(72	)			–				(72	)
NET INCOME (LOSS) ATTRIBUTABLE TO RADNET, INC. COMMON STOCKHOLDERS		$	5,053			$	5,053			$	8,862			$	(89	)		$	(13,826	)		$	5,053

RADNET, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

For The Three Months Ended September 30, 2011

(in thousands)

(unaudited)


						Subsidiary				Guarantor				Non-Guarantor
		Parent				Issuer				Subsidiaries				Subsidiaries				Eliminations				Consolidated
NET SERVICE FEE REVENUE
Service fee revenue, net of contractual allowances and discounts		$	–			$	31,508			$	102,489			$	14,582			$	–			$	148,579
Provision for bad debts			–				(1,154	)			(3,783	)			(621	)			–				(5,558	)
Net service fee revenue			–				30,354				98,706				13,961				–				143,021

OPERATING EXPENSES
Operating expenses			–				27,756				76,459				13,532				–				117,747
Depreciation and amortization			–				3,640				10,496				173				–				14,309
Gain on sale of equipment			–				(271	)			(60	)			–				–				(331	)
Severance costs			–				14				302				–				–				316
Total operating expenses			–				31,139				87,197				13,705				–				132,041


INCOME (LOSS) FROM OPERATIONS			–				(785	)			11,509				256				–				10,980

OTHER INCOME AND EXPENSES
Interest expense			–				7,649				5,579				14				–				13,242
Other expenses (income)			–				(1,581	)			75				–				–				(1,506	)
Total other expenses			–				6,068				5,654				14				–				11,736

INCOME (LOSS) BEFORE INCOME TAXES AND EQUITY IN EARNINGS OF JOINT VENTURES			–				(6,853	)			5,855				242				–				(756	)
Provision for income taxes			–				–				(236	)			2				–				(234	)
Equity in earnings (losses) of consolidated subsidiaries			39				6,892				235								(7,166	)			–
Equity in earnings of joint ventures			–				–				1,038				–				–				1,038
NET INCOME			39				39				6,892				244				(7,166	)			48
Net income attributable to noncontrolling interests			–				–				–				9				–				9
NET INCOME ATTRIBUTABLE TO RADNET, INC. COMMON STOCKHOLDERS		$	39			$	39			$	6,892			$	235			$	(7,166	)		$	39

RADNET, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

For The Nine Months Ended September 30, 2012

(in thousands)


						Subsidiary				Guarantor				Non-Guarantor
		Parent				Issuer				Subsidiaries				Subsidiaries				Eliminations				Consolidated
NET SERVICE FEE REVENUE
Service fee revenue, net of contractual allowances and discounts		$	–			$	110,034			$	353,686			$	43,553			$	–			$	507,273
Provision for bad debts			–				(4,074	)			(13,467	)			(1,912	)			–				(19,453	)
Net service fee revenue			–				105,960				340,219				41,641				–				487,820

OPERATING EXPENSES
Operating expenses			–				94,498				269,308				41,371				–				405,177
Depreciation and amortization			–				9,592				33,410				152				–				43,154
Loss on sale of equipment			–				245				10				–				–				255
Severance costs			–				50				602				26				–				678
Total operating expenses			–				104,385				303,330				41,549				–				449,264


INCOME FROM OPERATIONS			–				1,575				36,889				92				–				38,556

OTHER INCOME AND EXPENSES
Interest expense			–				22,218				18,699				–				–				40,917
Gain on de-consolidation of joint venture			–				–				(2,777	)			–				–				(2,777	)
Other expenses (income)			–				(4,032	)			181				–				–				(3,851	)
Total other expenses			–				18,186				16,103				–				–				34,289

INCOME (LOSS) BEFORE INCOME TAXES AND EQUITY IN EARNINGS OF JOINT VENTURES			–				(16,611	)			20,786				92				–				4,267
Provision for income taxes			–				(21	)			(670	)			(5	)			–				(696	)
Equity in earnings (losses) of consolidated subsidiaries			7,888				24,520				247								(32,655	)			–
Equity in earnings of joint ventures			–				–				4,157				–				–				4,157
NET INCOME			7,888				7,888				24,520				87				(32,655	)			7,728
Net loss attributable to noncontrolling interests			–				–				–				(160	)			–				(160	)
NET INCOME ATTRIBUTABLE TO RADNET, INC. COMMON STOCKHOLDERS		$	7,888			$	7,888			$	24,520			$	247			$	(32,655	)		$	7,888

RADNET, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

For The Nine Months Ended September 30, 2011

(in thousands)

(unaudited)

(unaudited)

Tabular disclosure of each guarantee obligation, or each group of similar guarantee obligations, including (a) the nature of the guarantee, including its term, how it arose, and the events or circumstances that would require the guarantor to perform under the guarantee; (b) the maximum potential amount of future payments (undiscounted) the guarantor could be required to make under the guarantee; (c) the current carrying amount of the liability, if any, for the guarantor's obligations under the guarantee; and (d) the nature of any recourse provisions under the guarantee, and any assets held either as collateral or by third parties, and any relevant related party disclosure. Excludes disclosures about product warranties.

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