10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2024

or

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT

For the transition period from                to                .

Commission file number: 0-15586

U.S. NeuroSurgical Holdings, Inc.

(Exact name of registrant as specified in its charter)

Delaware	47-5370333
(State or other jurisdiction of	(I.R.S. Employer
incorporation or organization)	Identification No.)

1131 W 6th Street, Ontario, CA 91672

(Address of principal executive offices)

(949) 249-1170

(Registrant's telephone number)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.     Yes ☒         No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (Section 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).     Yes ☒         No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company, and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer     ☐	Accelerated filer     ☐
Non-accelerated filer     ☐	Smaller reporting company     ☒
	Emerging Growth Company     ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.    ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes ☐         No ☒

The number of shares of the registrant’s common stock, $0.01 par value, outstanding as of June 30, 2024 was 13,484,924.

Table of Contents

PART I - FINANCIAL INFORMATION	3
Item 1.  Financial Statements	3
Item 2.  Management Discussion and Analysis of Financial Condition and Results of Operations.	15
Item 3.  Quantitative and Qualitative Disclosures About Market Risk.	17
Item 4.  Controls and Procedures	18
PART II – OTHER INFORMATION	19
Item 1.  Legal Proceedings	19
Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds	19
Item 3.  Defaults Upon Senior Securities	20
Item 4.  Submission of Matters to a Vote of Security Holders	20
Item 5.  Other Information	20
Item 6.  Exhibits	20
SIGNATURES	21

2

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

U.S. NEUROSURGICAL HOLDINGS, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

	June 30,			December 31,
	2024			2023
	(Unaudited)			(Audited)
ASSETS
Current assets:
Cash and cash equivalents	$	2,195,000		$	466,000
Other current assets		46,000			61,000
Total current assets		2,241,000			527,000
Other assets:
Due from related parties		524,000			520,000
Investments in unconsolidated entities		193,000			189,000
Total other assets		717,000			709,000
Property and equipment:
Operating lease right-of-use asset		74,000			85,000
Total property and equipment		74,000			85,000
TOTAL ASSETS	$	3,032,000		$	1,321,000
LIABILITIES
Current liabilities:
Operating lease right-of-use liability - current portion	$	28,000		$	27,000
Accounts payable and accrued expenses		48,000			59,000
Income taxes payable		-			166,000
Share application money pending allotment		900,000			355,000
Total current liabilities		976,000			607,000
Operating lease right-of-use liability - net of current portion		47,000			58,000
Guarantee liability		11,000			11,000
Total liabilities		1,034,000			676,000
EQUITY
Common stock - par value $.01; 25,000,000 shares authorized; 13,484,924 and 9,284,924 shares issued and outstanding at June 30, 2024 and December 31, 2023, respectively.		135,000			93,000
Additional paid-in capital		5,000,000			2,942,000
Accumulated deficit		(3,137,000	)		(2,390,000	)
Total stockholders' equity		1,998,000			645,000
TOTAL LIABILITIES AND EQUITY	$	3,032,000		$	1,321,000

See accompanying notes to the consolidated financial statements

3

U.S. NEUROSURGICAL HOLDINGS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(UNAUDITED)

	Three Months Ended						Six Months Ended
	June 30,						June 30,
	2024			2023			2024			2023
Revenue	$	-		$	-			-			-
Costs and expenses:
Selling, general and administrative		437,000			242,000			913,000			371,000
Total		437,000			242,000			913,000			371,000
Operating loss		(437,000	)		(242,000	)		(913,000	)		(371,000	)
Total other (expense) income
Interest expense		-			-			(1,000	)
Income (loss) from investments in unconsolidated entities, net		2,000			(269,000	)		4,000			(267,000	)
Total other (expense)		2,000			(269,000	)		3,000			(267,000	)
Loss before income taxes		(435,000	)		(511,000	)		(910,000	)		(638,000	)
Reversal of provision for income taxes					-			163,000
Net loss		(435,000	)		(511,000	)		(747,000	)		(638,000	)
Net loss attributable to noncontrolling interests		-			77,000			-			96,000
Net loss attributable to U.S. Neurosurgical Holdings, Inc.	$	(435,000	)	$	(434,000	)		(747,000	)		(542,000	)
Basic and diluted net loss per share attributable to U.S. NeuroSurgical Holdings, Inc.	$	(0.03	)	$	(0.05	)		(0.06	)		(0.07	)
Weighted average common shares outstanding, basic and diluted		13,484,924			7,892,185			12,692,067			7,892,185

The accompanying notes to condensed consolidated financial statements are an integral part hereof. 

Weighted average common shares basic and diluted

4

U.S. NEUROSURGICAL HOLDINGS, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF  EQUITY

(UNAUDITED)

	Common Stock
	Number of				Additional Paid-In		(Accumulated Deficit) Retained			U.S. Neurosurgical Holdings, Inc.			Noncontrolling			Total
	Shares		Amount		Capital		Earnings			Equity			Interests			Equity
Balance - December 31, 2022		7,842,185	$	78,000	$	2,871,000	$	(1,710,000	)	$	1,239,000		$	217,000		$	1,456,000
Issuance of common stock as compensation		50,000		1,000		4,000					5,000						5,000
Issuance of common stock pending certification		1,392,739		14,000		67,000					81,000						81,000
Current year movement from NCI to RE								136,000			136,000			(217,000	)		(81,000	)
Net loss for the year ended December 31,2023		-		-		-		(816,000	)	$	(816,000	)	$	-			(816,000	)
Balance - December 31, 2023		9,284,924	$	93,000	$	2,942,000	$	(2,390,000	)	$	645,000		$	-		$	645,000
Issuance of common stock		4,200,000		42,000		2,058,000					2,100,000						2,100,000
Net loss for the six months ended June 30,2024								(747,000	)	$	(747,000	)	$	-			(747,000	)
Balance - June 30, 2024		13,484,924	$	135,000	$	5,000,000	$	(3,137,000	)	$	1,998,000		$	-		$	1,998,000

See accompanying notes to the consolidated financial statements

5

U.S. NEUROSURGICAL HOLDINGS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS 

(UNAUDITED)

	Six Months Ended
	June 30,
	2024			2023
Cash flows from operating activities:
Net loss	$	(747,000	)	$	(638,000	)
Adjustments to reconcile net loss to net cash used in operating activities:
Amortization of operating lease right-of-use asset		11,000			20,000
Income from investments in unconsolidated entities, net		(4,000	)		266,000
Distributed earnings from unconsolidated entities		-			23,000
Changes in:
Income taxes payable		(166,000	)		(1,000	)
Other current assets		15,000			(12,000	)
Accounts payable and accrued expenses		(11,000	)		(79,000	)
Operating lease right-of-use liability		(10,000	)		(22,000	)
Advances to unconsolidated entities		(4,000	)		(305,000	)
Net cash used in operating activities		(916,000	)		(748,000	)
Cash flows from investing activities:
Repayments from loans to unconsolidated entities		-			44,000
Captial contributions to unconsolidated entities		-			(57,000	)
Net cash provided by (used in) investing activities		0			(13,000	)
Cash flows from financing activities:
Sale of shares (not yet issued)		545,000
Issuance of common stock		2,100,000			-
Net cash provided by (used in) financing activities		2,645,000			-
Net change in cash and cash equivalents		1,729,000			(761,000	)
Cash and cash equivalents - beginning of period		466,000			1,537,000
Cash and cash equivalents - end of period	$	2,195,000		$	776,000

The accompanying notes to condensed consolidated financial statements are an integral part hereof

6

U.S. NEUROSURGICAL HOLDINGS, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Note A - Basis of Preparation

The accompanying Condensed Consolidated Financial Statements of U.S. NeuroSurgical Holdings, Inc. and Subsidiaries (the “Company”) as of June 30, 2024, and 2023, are unaudited. However, in the opinion of the management, such statements include all adjustments necessary for a fair statement of the information presented therein. The Consolidated Balance Sheet at December 31, 2023, has been derived from the audited Consolidated Financial Statements at that date appearing in the Company's Annual Report on Form 10-K. All amounts are shown in nearest thousands in the Consolidated Financial Statements and accompanying notes therein.

In fiscal year 2023, the Company incurred a net loss of $816,000 compared to $1,572,000 in fiscal year 2022 and a net loss of $747,000 and $638,000 during the six months ended June 30, 2024 and 2023, respectively.  As of June 30, 2024, the Company had an accumulated deficit in stockholders’ equity of $3,137,000, cash and cash equivalents of $2,195,000 and working capital of $1,265,000.  In addition, the Company currently does not have access to capital through a line of credit nor other readily available sources of capital.  Together, these factors raised substantial doubt regarding the Company’s ability to continue as a going concern at June 30, 2024.  However, management has considered its plans to continue the Company as a going concern, concentrating on the establishment and operation of managed health care plans.  As noted above, during the six months ended June 30, 2024, the Company raised gross proceeds of $3.0 million in support of this business opportunity through the sale of its Common Stock in a private placement and believes it has access to additional capital through the remainder of 2024.  Additionally, the Company believes that these activities and resulting expenses can be managed to the level of cash resources on hand and expected to be raised. Management believes its plan alleviates the substantial doubt, that it will be successful in its planned business initiatives and will be able to continue as a going concern through at least the next twelve months.  However, there can be no assurance that sources of capital will be available to the Company at that time or, if available, can be obtained on terms favorable to the Company.

Pursuant to accounting requirements of the Securities and Exchange Commission applicable to quarterly reports on Form 10-Q, the accompanying Condensed Consolidated Financial Statements and notes do not include all disclosures required by accounting principles generally accepted in the United States of America for complete financial statements. Accordingly, these statements should be read in conjunction with the Company’s most recent annual Consolidated Financial Statements.

Consolidated results of operations for interim periods are not necessarily indicative of those to be achieved for full fiscal years. The only change to the Company’s equity in the six months ended June 30, 2024 and 2023 was net loss for the periods and issuance of common stock during the quarter ended June 30, 2024.

7

The Company applies the provisions of Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 810, Consolidation to noncontrolling interests in consolidated financial statements. The guidance requires noncontrolling interests to be reported as a component of equity separate from the parent’s equity and purchases and sales of equity interests, that do not result in a change in control, to be accounted for as equity transactions.  In addition, net (loss) income attributable to noncontrolling interests are to be included in net (loss) income and, upon a loss of control, the interest sold, as well as any interest retained, is to be recorded at fair value, with any gain or loss recognized in net (loss) income.

The Company recognizes revenue in accordance with two different accounting standards: 1) Topic 606 and 2) Accounting Standards Codification (“ASC”) Topic 842, Leases. However, the Company generated no revenue in the quarters ended March 31, 2024 or 2023.

On January 16, 2024, the Company held an initial closing of a private placement of shares of the Company’s common stock to raise gross proceeds of not less than $1,000,000 , and up to $2,000,000 , at a price of $0.50 per share.  Since the initial closing, the Company amended the terms of the private placement to raise up to $3,000,000 maximum on April 15, 2024 and amended further on July 10, 2024 to increase the maximum pursuant to the private placement to $5,000,000. As of August 15, 2024 the Company raised an aggregate of $3,000,000.  As a result of these issuances, as of August 15, 2024, there were outstanding 13,484,924 shares of the Company’s Common Stock. 

Basic loss per share has been computed using the weighted-average number of shares of common stock outstanding during the period. The numerator for the calculation of basic and diluted earnings per share is net loss and the denominator is the weighted-average number of common shares outstanding during the period.

The tables below present financial information associated with our leases.

	Classification	June 30, 2024		June 30, 2023
Assets
Long-term Operating lease assets	Operating lease right-of-use asset	$	74,000
Total leased assets		$	73,000	$	-
Liabilities
Current Operating lease liabilities	Operating lease right-of-use liability - current portion	$	28,000
Long-term Operating lease liabilities	Operating lease right-of-use liability - net of current portion	$	47,000
Total lease liabilities		$	75,000	$	-
Lease Cost
Operating lease cost	Selling, general and administrative	$	23,000	$	10,000
Net lease expense		$	23,000	$	10,000
Maturity of lease liabilities (as of June 30, 2024)				Operating lease
2024				$	13,000
2025					30,000
2026					31,000
Total				$	74,000
Less amount representing interest					-
Present value of lease liabilities				$	74,000
Discount rate					4.140	%

8

Note B – The Southern California Regional Gamma Knife Center

During 2007, the Company, through a noncontrolling interest in joint ventures, managed the formation of the Southern California Regional Gamma Knife Center at San Antonio Regional Hospital (“SARH”) in Upland, California. Corona Gamma Knife, LLC (“CGK”) is party to a 14-year agreement with SARH to renovate space in the hospital and install and operate a Leksell PERFEXION gamma knife. CGK leases the gamma knife from NeuroPartners LLC, which holds the gamma knife equipment. The center ceased operations on May 31, 2023, the Company loaned $1,000 of additional funds to complete the removal of the equipment in February 2024.

USNC is a 20% owner of NeuroPartners LLC and owns 39% of CGK.

At June 30, 2024, and December 31, 2023, the Company had no recorded investment of NeuroPartners LLC and CGK. For the six months ended June 30, 2024, and 2023, the Company’s equity in loss of NeuroPartners LLC and CGK was $no and $63,000, respectively, but was not recorded due to prior losses, resulting in no recorded investment at June 31, 2024 and December 31, 2023. At June 30, 2024, and December 31, 2023, amounts due from related parties was $1,000 and $0 respectively, all of which were written off.

The following tables present the aggregation of summarized financial information of NeuroPartners LLC and CGK:

NeuroPartners LLC and CGK Condensed Combined Income Statement Information 

	Six Months Ended
	June 30,
	2024		2023
Patient revenue	$	-	$	136,000
Net loss	$	-	$	(75,000	)
USNC's equity in (loss) earnings of NeuroPartners LLC and CGK	$	-	$	(63,000	)

NeuroPartners LLC and CGK Condensed Combined Balance Sheet Information

	June 30,		December 31,
	2024		2023
Current assets	$	-	$	363,000
Noncurrent assets		-		-
Total assets	$	-	$	363,000
Current liabilities	$	-	$	653,000
Noncurrent liabilities		-		-
Equity		-		(290,000	)
Total liabilities and equity	$	-	$	363,000

9

Note C– Boca Oncology Partners

During the first quarter of 2011, the Company, through the formation of a joint venture, in which it had a noncontrolling interest, participated in the formation of Boca Oncology Partners, LLC (“BOP”), for the purpose of owning and operating a cancer center in Boca Raton, Florida. In June 2011, BOPRE, an affiliated entity, purchased a 20% interest in Boca West IMP, owner of a medical office building in West Boca, Florida in which BOP operates. BOP occupies 6,000 square feet of the 32,000 square foot building. The Company invested $32,000 initially and had a 22.5% interest in BOP and BOPRE. In February 2014, the Company and other members sold their interests in BOP.

In June 2012, BOPRE purchased an additional 3.75% of Boca West IMP from another investor bringing its total interest to 23.75%. BOPRE accounts for this investment under the cost method since it does not exercise significant influence over Boca West, IMP.

During the years ended December 31, 2018, and 2017, several investors relinquished part of their ownership interest in BOPRE, and those interests were distributed among the remaining investors in relationship to their percentages owned. During 2021 and 2022, additional members relinquished their ownership to USNC. As a result, the Company now holds a 23.10% ownership interest in BOPRE, which it accounts for under the equity method.

In June 2024, the Company offered its interest in BOPRE for sale to the remaining members at its fair market value, which will be determined pursuant to the shareholders agreement. The Company’s recorded investment in BOPRE is $193,000 and $189,000 at each of June 30, 2024, and December 31, 2023, respectively

The following tables present the summarized financial information of BOPRE:

BOPRE Condensed Income Statement Information

	Six Months Ended
	June 30,
	2024		2023
Rental Income	$	-	$	-
Net income	$	17,000	$	18,000
USNC's equity in earnings of BOPRE	$	4,000	$	4,000

BOPRE Condensed Balance Sheet Information

	June 30,		December 31,
	2024		2023
Current assets	$	45,000	$	27,000
Noncurrent assets		789,000		792,000
Total assets	$	834,000	$	819,000
Current liabilities			$	2,000
Noncurrent liabilities		-		-
Equity		834,000		817,000
Total liabilities and equity	$	834,000	$	819,000

10

Note D - Medical Oncology Partners

In April 2015, MOP, was formed in partnership with local physicians and other investors. MOP was established to acquire a 100% equity interest in UOMA. USNC was not a member of MOP at the time of formation as it was not able to participate due to the fact that USNC was not a physician. Nevertheless, USNC wished to eventually obtain an equity interest in MOP and loaned Dr. Jaime Lozano, the principal investor in MOP and a co-investor in FOP, $173,000 . Dr. Lozano used these funds, along with an equal amount of his own funds (a total of $345,000), to purchase a 76.67% interest in MOP. Other investors paid a further $105,000 for the remaining equity in MOP. MOP used the $450,000 of financing to acquire a 100% equity interest in UOMA. An application was filed for a waiver to allow USNC to hold an equity interest notwithstanding the physician requirement and on December 22, 2016, USNC was cleared to become a part owner of MOP. Dr. Lozano agreed to exchange half of his membership interest to USNC in settlement of the note to USNC. USNC and Dr. Lozano also agreed to share equally in providing a 5% equity interest in MOP to an additional investor as a consulting fee for services rendered in the administration of MOP and UOMA. At December 22, 2016, USNC owned 35.83% of MOP with an initial carrying value of $161,000. The Company recorded its share of losses of $12,000 for the period from December 22, 2016 to December 31, 2016, against its investment which resulted in a reduction of its equity investment to $149,000.

Due to increasing costs, continued net losses since April 2015, and reliance on related party and other debt for operating cash flows, the fair value of UOMA is less than it’s carrying amount. The Company tested its investment for impairment at December 31, 2016 and determined that the investment was impaired, and an impairment loss was recorded against the entire equity balance in MOP, as well as loans from USN and USNC to MOP and UOMA. During the year ended December 31, 2021, the Company’s equity in loss of MOP was $231,000 but was not recorded due to prior losses.

On December 31, 2022, MOP/UOMA sold their assets to One Care Oncology Partners, LLC for $2,060,000. USN Corona netted approximately $1.3 million from the proceeds for management fees to date. Some funds were held in escrow until post-closing adjustments were made. During the year ended December 31, 2023, the Company paid additional expenses totaling $47,000 related to the sale of MOP/UOMA. These expenses were recorded as an advance to MOP and fully impaired.

Note E- CB Oncology Partners

CBOP was organized September 1, 2017, to acquire the rights of the new center from FOP. USNC originally had a 24% equity interest in CBOP. Beginning in October of 2017, CBOP began paying the remainder of the costs associated with opening the center. CBOP had no assets at the end of 2017. The medical center opened and treated its first patient in January of 2018.

Effective November 15, 2019, FOP transferred to, and CBOP assumed, a loan with BB&T bank, that it had entered in order to finance the purchase of equipment and build out of the new center, as well as the associated property and equipment. In addition, CBOP and BB&T agreed to reduce the monthly loan repayments for the next nine months, and to extend the term of the loan from November 2024 to July 2025. In July 2020 CBOP and BB&T further agreed to reduce the monthly payments for the life of the loan and extended the loan to July of 2027.

In June 2020, CBOP made a $500,000 capital call to its members. UNSC converted previously made advances totaling $121,000 into equity in CBOP to meet its capital requirement, and other members contributed $212,000 in cash. The remaining capital contributions are not expected to be met and, accordingly, the Company’s equity interest in CBOP increased to 28.58% in June 2020.

Amounts due from CBOP at June 30, 2024 and December 31, 2023, total $809,000 of outstanding principal, less $290,000 of allowances, for a net receivable of $519,000. The Company records increases in the allowance, when applicable, as a component of loss from investments in unconsolidated. For the six months ended June 30, 2024 and 2023, the Company’s equity in loss of CBOP was $230,000 and $173,000, respectively, but was not recorded due to prior losses.

Due to loans made to CBOP, CBOP is considered to be a variable interest entity of the Company. However, as the Company is not deemed to be the primary beneficiary of CBOP, since it does not have the power to direct the operating activities that most significantly affect CBOP’s economic performance, the entity is not consolidated, but certain disclosures are provided herein.

11

The following table presents the summarized financial information of CBOP:

CBOP Condensed Income Statement Information

	Six Months Ended
	2024			2023
Patient revenue	$	584,000		$	761,000
Net (loss) income	$	(761,000	)	$	(607,000	)
USNC's equity in (loss) income of CBOP	$	(230,000	)	$	(173,000	)

CBOP Condensed Balance Sheet Information

	June 30,			December 31,
	2024			2023
Current assets	$	262,000		$	116,000
Noncurrent assets		2,084,000			2,381,000
Total assets	$	2,346,000		$	2,497,000
Current liabilities	$	4,048,000		$	4,150,000
Noncurrent liabilities		3,594,000			2,882,000
Deficit		(5,296,000	)		(4,535,000	)
Total liabilities and deficit	$	2,346,000		$	2,497,000

12

Note F –Elite Health

Several of the Company’s businesses have been sold or wound down, and the Company has been actively exploring opportunities to expand to other businesses that could benefit its current operations and relationships.  Effective October 1, 2021, the Company’s wholly-owned subsidiary, U.S. NeuroSurgical, Inc. (“USN”), acquired all of the outstanding shares of capital stock of Elite Health Plan, Inc., a California corporation (“Elite Health”) and, in exchange therefor, the former holders of Elite Health were issued newly-issued shares of USN, which following the transaction represent 15% of the outstanding shares of USN. Effective November 27, 2023, the Company entered into a Share Exchange Agreement with the holders of these minority interests in USN, which resulted in making USN a wholly-owned subsidiary of the Company and the former minority holders of USN 15% owners of the Company immediately following the exchange. As a result of the November 27, 2023, transaction, 1,392,739 shares of the Company’s Common Stock were issued, but pending certification, bringing the total outstanding to 9,284,924 shares as of that date. Since that date, the Company raised an additional $3,000,000 through the private sale of 6,000,000 shares, 1,800,000 of which have yet to be issued, bringing the total outstanding to 13,464,924 shares as of June 30, 2024.

The Company has determined that its best opportunity for long term success is to concentrate its efforts and resources on establishing a managed care organization that will develop and operate Medicare Advantage plans for seniors in California, and other areas in the U.S. including Nevada, and to pursue other opportunities related to this activity.

In furtherance of this plan, USN recently formed Elite Health Plan of Nevada, Inc. to apply for a license to operate a Medicare Advantage plan in Nevada and Elite Health Plan, Inc. is taking steps to submit documentation for a Knox-Keene license to offer managed health care plans in California.  Elite Heath Plan, Inc. and Elite health Plan of Nevada, Inc., both 100% owned by USN and managed and operated in a similar manner, are collectively referred to herein as “Elite Health.”  In each of Neveda and California, Elite Health has taken preliminary steps toward identifying a network of providers who are well-versed in Medicare Advantage plans and addressing the healthcare needs of seniors in the communities in which they practice.  Elite Health currently has no revenue and will not be able to generate revenue for an indefinite period while it seeks to obtain a license to operate a Medicare Advantage plan in California and then other states.  The success of Elite Health will depend, in part, on timely obtaining all necessary approvals and gaining access to a sufficient network of providers and enrolling a critical level of subscribers.  There can be no assurance that the Company and Elite Health will be successful in obtaining the necessary licenses to operate Medicare Advantage plans in any jurisdiction or be effective in establishing the network of providers and developing the systems required to operate a managed care business.

Note G – Income Taxes

The Company’s income tax rate, which includes federal and state income taxes, was 0%, for each of the three months ended June 30, 2024, and 2023, respectively.

13

Note H – Subsequent Events

Effective July 10, 2024, Mr. Charles H. Merriman resigned from his position as a member of the Board and from all of its committees. Mr. Merriman’s resignation was not the result of any disagreement between the Company and him on any matter relating to the Company’s operations, policies or practices.

On July 10, 2024, Mr. Alan Gold resigned from his positions as President of the Company, effective immediately. Mr. Gold continues to serve as a member of the Board, but as of the effective date no longer serves as the Chairman of the Board.

Also on July 10, 2024, the Board unanimously appointed Dr. Prasad A. Jeereddi, age 76, Chief Executive Officer of the Company and also appointed Dr. Jeereddi as a non-executive director and Chairman of the Company’s Board, effective immediately. As disclosed in the Company’s Form 10-K for its fiscal year ended December 31, 2023, Dr. Jeereddi has been a key participant in the development of the business of the Company’s Elite Health Plan, Inc. subsidiary and is also the beneficial owner of approximately 1.5 million shares of the Company’s Common Stock.

Dr. Jeereddi, affiliated with Pomona Valley Hospital Medical Center and San Antonio Regional Hospital, is a doctor of internal medicine and endocrinology and has been in private practice since 1978. Since 1991, Dr. Jeereddi has served as the President and Medical Director of Chaparral Medical Group, Inc., a leading primary and multi-specialty care provider in California. Dr. Jeereddi also serves as the President of ProMed Healthcare Administrators, a California-based limited Knox-Keene licensed Health Care Service Plan. In addition to his roles at Chaparral and ProMed, Dr. Jeereddi serves as an executive and/or director of a number of medical care and related services providers. Dr. Jeereddi serves as a trustee of the California University of Science and Medicine in San Bernardino, CA. Dr. Jeereddi is a graduate of Sri Venkateswara Medical College.

There are no arrangements or understandings between Dr. Jeereddi and any other person pursuant to which he was appointed as a director. There are also no family relationships between Dr. Jeereddi and any director or executive officer of the Company and Dr. Jeereddi has no direct or indirect material interest in any related party transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.

14

Item 2. Management Discussion and Analysis of Financial Condition and Results of Operations.

Critical Accounting Policies

The Condensed Consolidated Financial Statements of U.S. NeuroSurgical Holdings, Inc. and subsidiaries (the “Company”) have been prepared in accordance with accounting principles generally accepted in the United States of America. As such, some accounting policies have a significant impact on amounts reported in the Condensed Consolidated Financial Statements. A summary of those significant accounting policies can be found in Note B to the Consolidated Financial Statements, in our 2023 Annual Report on Form 10-K. In particular, judgment is used in areas such as determining and assessing possible asset impairments, including investments in, and advances, to unconsolidated entities.

The following discussion and analysis provides information which the Company’s management believes is relevant to an assessment and understanding of the Company’s results of operations and financial condition. This discussion should be read in conjunction with the Condensed Consolidated Financial Statements and notes thereto appearing elsewhere herein.

Recent events

None

Results of Operations

Three Months Ended June 30, 2024, Compared to Three Months Ended June 30, 2023

Selling, general and administrative expense of $437,000 for the second quarter of 2024 was 81% higher than the $242,000 incurred during the comparable period in 2023, due mostly to the start-up costs for Elite Health in 2024.

During the three months ended June 30, 2024, the Company recognized $2,000 gain from its investment in unconsolidated entities compared to a loss of $269,000 during the same period in 2023.

During the three months ended June 30, 2024 and 2023, the Company recorded no income tax benefit or provision.

For the three months ended June 30, 2024, the Company reported a net loss of $435,000 as compared to $511,000 for the same period a year earlier. The net loss was primarily due to investment in Elite prior to generation of any revenue.

Six Months Ended June 30, 2024, Compared to Three Months Ended June 30, 2023

Selling, general and administrative expense of $913,000 for the first six months of 2024 was 146% higher than the $371,000 incurred during the comparable period in 2023, due mostly to the start-up costs for Elite Health in 2024.

15

During the six months ended June 30, 2024, the Company recognized $4,000 gain from its investment in unconsolidated entities compared to a loss of $267,000 during the same period in 2023.

During the six months ended June 30, 2024, and 2023, the Company recorded no income tax benefit or provision.

For the six months ended June 30, 2024, the Company reported a net loss of $747,000 as compared to $638,000 for the same period a year earlier. The net loss was primarily due to the lack of revenue.

Liquidity and Capital Resources

The Company’s primary sources of liquidity are from equity transactions discussed below.

Net cash used in operating activities for the six months ended June 30, 2024, was $916,000 as compared to $433,000 for the same period a year earlier. This change is primarily due to the Company using cash to invest in the Elite business. During the six months ended June 30, 2024, the Company received no distributed earnings from unconsolidated entities as compared to $23,000 in the first six months of 2023.

On January 16, 2024, the Company held an initial closing of a private placement of shares of the Company’s common stock to raise gross proceeds of not less than $1,000,000, and up to $2,000,000, at a price of $0.50 per share.  Since the initial closing, the Company amended the terms of the private placement to raise up to $3,000,000 maximum on April 15, 2024 and amended further on July 10, 2024 to increase the maximum pursuant to the private placement to $5,000,000. As of August 15, 2024 the Company raised an aggregate of $3,000,000.  As a result of these issuances, as of August 15, 2024, there were outstanding 13,484,924 shares of the Company’s Common Stock. 

For this sale of securities in connection with private placement, no general solicitation was used, no commissions were paid, all participants in the private placement were accredited investors, and the Company relied on the exemption from registration available under Section 4(a)(2) and/or Rule 506(b) of Regulation D promulgated under the Securities Act with respect to transactions by an issuer not involving any public offering.

The Company presently intends to use the net proceeds from the private placement principally to execute the plan of Elite Health to establish a managed care organization that will operate as a Medicare Advantage plan for seniors.

In fiscal year 2023, the Company incurred a net loss of $816,000 compared to $1,572,000 in fiscal year 2022 and a net loss of $747,000 and $638,000 during the six months ended June 30, 2024, and 2023, respectively.  As of June 30, 2024, the Company had an accumulated deficit in stockholders’ equity of $3,137,000, cash and cash equivalents of $2,195,000 and working capital of $1,265,000.  In addition, the Company currently does not have access to capital through a line of credit nor other readily available sources of capital.  Together, these factors raised substantial doubt regarding the Company’s ability to continue as a going concern at June 30, 2024.  However, management has considered its plans to continue the Company as a going concern, concentrating on the establishment and operation of managed health care plans.  As noted above, during the six months ended June 30, 2024, the Company raised gross proceeds of $3 million in support of this business opportunity through the sale of its Common Stock in a private placement and believes it has access to additional capital through the remainder of 2024.  Additionally, the Company believes that these activities and resulting expenses can be managed to the level of cash resources on hand and expected to be raised. Management believes its plan alleviates the substantial doubt, that it will be successful in its planned business initiatives and will be able to continue as a going concern through at least the next twelve months.  However, there can be no assurance that sources of capital will be available to the Company at that time or, if available, can be obtained on terms favorable to the Company.

16

Risk Factors

We desire to take advantage of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. The factors listed under the caption “Risk Factors” in Annual Report on our Form 10-K for the fiscal year ended December 31, 2020, have affected or could affect our actual results and could cause such results to differ materially from those expressed in any forward-looking statements made by us. Investors should carefully consider these risks and speculative factors inherent in and affecting our business and an investment in our common stock.

Disclosure Regarding Forward Looking Statements

The Securities and Exchange Commission encourages companies to disclose forward looking information so that investors can better understand a company's future prospects and make informed investment decisions. This document contains such "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, particularly statements anticipating future growth in revenues and cash flow. Words such as "anticipates," "estimates," "expects," "projects," "targets," "intends," "plans," "believes," "will be," "will continue," "will likely result," and words and terms of similar substance used in connection with any discussion of future operating or financial performance identify such forward-looking statements. Those forward-looking statements are based on management's present expectations about future events. As with any projection or forecast, they are inherently susceptible to uncertainty and changes in circumstances, and the Company is under no obligation to (and expressly disclaims any such obligation to) update or alter its forward-looking statements whether as a result of such changes, new information, future events or otherwise.

The Company operates in a highly competitive and rapidly changing environment and in businesses that are dependent on our ability to: achieve profitability; increase revenues; sustain our current level of operations; maintain satisfactory relations with business partners; attract and retain key personnel; maintain and expand our strategic alliances; and protect our intellectual property. The Company's actual results could differ materially from management's expectations because of changes in such factors. New risk factors can arise and it is not possible for management to predict all such risk factors, nor can it assess the impact of all such risk factors on the Company's business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. Given these risks and uncertainties, investors should not place undue reliance on forward-looking statements as a prediction of actual results. Factors that could cause actual results to differ materially from those currently anticipated include the following:

● Uncertainties relating to our ability to successfully implement our strategy of developing a Medicare Advantage plan under out Elite Health subsidiaries;

● Uncertainty over our ability to achieve a Medicare Advantage license in Nevada in a timely manner, acquire managed health consumers in Nevada, expand consumer enrollment beyond this initial state, or diversify and expand our portfolio of products and services, our business and results of operations will be significantly impaired;

● Our ability to raise capital in the future on satisfactory terms;

● Our financial condition and liquidity;

● Uncertainty over our ability to successfully implement management's plan to improve liquidity, including the ability to manage costs, systems and growth;

All forward looking statements should be considered in the context of the risks and other factors described above and in "Risk Factors" (Part I, Item 1A of the Company’s Annual Report on Form 10-K for the Fiscal Year ended December 31, 2023), "Quantitative and Qualitative Disclosures about Market Risk" (Part II, Item 7A of the Company’s Annual Report on Form 10-K for the Fiscal Year ended December 31, 2023), and "Management’s Discussion and Analysis" (Part I, Item 2 of this Form 10-Q).  We undertake no obligation to update or revise publicly any forward-looking statements, whether because of new information, future events, or otherwise.

Investors should also be aware that while the Company might, from time to time, communicate with securities analysts, it is against the Company's policy to disclose to them any material non-public information or other confidential commercial information. Accordingly, investors should not assume that the Company agrees with any statement or report issued by any analyst irrespective of the content of the statement or report. Furthermore, the Company has a policy against issuing or confirming financial forecasts or projections issued by others. Thus, to the extent that reports issued by securities analysts or others contain any projections, forecasts or opinions, such reports are not the responsibility of the Company.

In addition, the Company’s overall financial strategy, including growth in operations, maintaining financial ratios and strengthening the balance sheet, could be adversely affected by increased interest rates, construction delays or other transactions, economic slowdowns and changes in the Company’s plans, strategies and intentions.

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

Not applicable.

17

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in the Company's reports under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms, and that such information is accumulated and communicated to our management, as appropriate, to allow timely decisions regarding required disclosure. Management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures. We do realize that we are a very small company and as a small company with only the officers and directors participating in the day to day management, with the ability to override controls, each officer and director has multiple positions and responsibilities that would normally be distributed among several employees in larger organizations with adequate segregation of duties to ensure the appropriate checks and balances. Because the Company does not currently have a separate chief financial officer, the Chief Executive Officer performs these functions with the support of one of the Company’s outside directors who assists in the reporting and disclosure process (the “Lead Director”).

Our management evaluated the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934) as of the end of the period covered by this report. Based upon that evaluation, the Company’s Chief Executive Officer concluded that the Company’s disclosure controls and procedures were not effective as of the end of the period covered by this report for the information required to be disclosed by the Company in the reports it files or submits under the Securities Exchange Act of 1934, as amended, to be recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms, due to the material weakness in internal control over financial reporting described below.

Internal Control over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934). Internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted in the United States of America. The Company’s internal control over financial reporting includes those policies and procedures that:

(i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company.

(ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with accounting principles generally accepted in the United States of America, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the Company.

(iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Company’s assets that could have a material effect on the financial statements.

18

Because of inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Therefore, even those systems determined to be effective can provide only reasonable assurance of achieving their control objectives.

Our management assessed the effectiveness of the Company’s internal control over financial reporting as of June 30, 2024. A material weakness is a control deficiency, or a combination of control deficiencies in internal controls over financial reporting, such that there is a reasonable possibility that a material misstatement of annual or interim financial statements will not be prevented or detected on a timely basis. In connection with the assessment described above, management identified the following material weakness as of June 30, 2024: The Company did not maintain sufficient qualified personnel with the appropriate level of knowledge, experience and training in the application of accounting principles generally accepted in the United States of America and in internal controls over financial reporting commensurate with its financial reporting requirements. Specifically, effective controls were not designed and in place to ensure that the Company maintained, or had access to, appropriate resources with adequate experience and expertise in the area of financial reporting for transactions such as investments in unconsolidated entities, related party receivables, impairments, lease accounting, accounting for business combinations, income taxes, and to properly assess the application of new accounting pronouncements. The Company is in the process of developing efficient approaches to remediate this material weakness. To do this in a cost-effective manner, considering the current extent of the Company’s operations, management is making arrangements with consultants and advisors to assist on an as-needed basis.

Changes in Internal Control over Financial Reporting

While there have not been any changes in the Company’s internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the fiscal quarter ended June 30, 2024, management is in the process of developing plans to remediate the material weakness identified above.

PART II – OTHER INFORMATION

Item 1. Legal Proceedings

None

Item 2. Unregistered Sales of Equity Securities, Use of Proceeds, and Issuer Purchases of Equity Securities Unregistered Sales of Equity Securities and Use of Proceeds

On January 16, 2024, the Company held an initial closing of a private placement of shares of the Company’s common stock to raise gross proceeds of not less than $1,000,000, and up to $2,000,000, at a price of $0.50 per share.  Since the initial closing, the Company amended the terms of the private placement to raise up to $3,000,000 maximum on April 15, 2024 and amended further on July 10, 2024 to increase the maximum pursuant to the private placement to $5,000,000. As of August 15, 2024 the Company raised an aggregate of $3,000,000.  As a result of these issuances, as of August 15, 2024, there were outstanding 13,484,924 shares of the Company’s Common Stock. 

19

For this sale of securities in connection with private placement, no general solicitation was used, no commissions were paid, all participants in the private placement were accredited investors, and the Company relied on the exemption from registration available under Section 4(a)(2) and/or Rule 506(b) of Regulation D promulgated under the Securities Act with respect to transactions by an issuer not involving any public offering.

The Company presently intends to use the net proceeds from the private placement principally to execute the plan of Elite Health to establish a managed care organization that will operate as a Medicare Advantage plan for seniors.

Item 3. Defaults Upon Senior Securities

Not applicable.

Item 4. Submission of Matters to a Vote of Security Holders

Not applicable.

Item 5. Other Information

Not applicable.

Item 6. Exhibits

31.1	Certification of President and Chief Executive Officer (Principal Executive Officer and Principal Financial Officer) pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, filed herewith.
32.1	Certification of President and Chief Executive Officer (Principal Executive Officer and Principal Financial Officer) pursuant to Rule 13a-14(b) of the Securities Exchange Act of 1934 and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, filed herewith.
101	Interactive Data Files providing financial information from the Registrant’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2024 in iXBRL (Inline eXtensible Business Reporting Language). Pursuant to Regulation 406T of Regulation S-T, these interactive data files are deemed not filed or part of a registration statement or prospectus for purposes of Section 11 or 12 of the Securities Act of 1933, as amended, or Section 18 of the Securities Exchange Act of 1934, as amended, and are otherwise not subject to liability.
104	The Cover Page Interactive Data File, formatted in Inline XBRL (included within the Exhibit 101 attachments)

20

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	U.S. NeuroSurgical Holdings, Inc.
	(Registrant)
Date: August 09, 2024	By:	/s/ Prasad Jeereddi
		Prasad Jeereddi
		Director, President and
		Chief Executive Officer
		and
		Principal Financial Officer
		of the Registrant

21

EX-31.1

EXHIBIT 31.1

CERTIFICATION OF PRESIDENT AND CHIEF EXECUTIVE OFFICER (PRINCIPAL EXECUTIVE OFFICER AND PRINCIPAL FINANCIAL OFFICER)

PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Prasad Jeereddi, certify that:

1. I have reviewed this Report on Form 10-Q of U.S. NeuroSurgical Holdings, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a–15(f) and 15d–15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under my supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to me by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under my supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures, and presented in this report my conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and;

5. I have disclosed, based on my most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 09, 2024	/s/ Prasad Jeereddi
	Prasad Jeereddi
	President & Chairman of
	the Board
	(Principal Executive Officer
	and Principal Financial
	Officer)

EX-32.1

EXHIBIT 32.1

Certificate pursuant to 18 U.S.C. Section 1350,

as adopted pursuant to Section 906 of the

Sarbanes-Oxley Act of 2002

In connection with the Quarterly Report of U.S. NeuroSurgical Holdings, Inc. on Form 10-Q for the period ending June 30, 2024 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Prasad Jeereddi, President and Chief Executive Officer of U.S. NeuroSurgical Holdings, Inc., certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of U.S. NeuroSurgical Holdings, Inc.

/s/ Prasad Jeereddi

Prasad Jeereddi

President and Chief Executive Officer

(Principal Executive Officer

and Principal Financial

Officer)

Date: August 09, 2024         

XML

Document And Entity Information	6 Months Ended
	Jun. 30, 2024 shares
Document Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Jun. 30, 2024
Document Transition Report	false
Entity File Number	0-15586
Entity Registrant Name	U.S. NeuroSurgical Holdings, Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	47-5370333
Entity Address, Address Line One	1131 W 6th Street
Entity Address, City or Town	Ontario
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	91672
City Area Code	949
Local Phone Number	249-1170
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding (in shares)	13,484,924
Entity Central Index Key	0001089815
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q2
Amendment Flag	false

XML

Consolidated Balance Sheets (Current Period Unaudited) - USD ($)	Jun. 30, 2024	Dec. 31, 2023
Current assets:
Cash and cash equivalents	$ 2,195,000	$ 466,000
Other current assets	46,000	61,000
Total current assets	2,241,000	527,000
Other assets:
Due from related parties	524,000	520,000
Investments in unconsolidated entities	193,000	189,000
Total other assets	717,000	709,000
Property and equipment:
Operating lease right-of-use asset	74,000	85,000
Total property and equipment	74,000	85,000
TOTAL ASSETS	3,032,000	1,321,000
Current liabilities:
Operating lease right-of-use liability - current portion	28,000	27,000
Accounts payable and accrued expenses	48,000	59,000
Income taxes payable	0	166,000
Share application money pending allotment	900,000	355,000
Total current liabilities	976,000	607,000
Operating lease right-of-use liability - net of current portion	47,000	58,000
Guarantee liability	11,000	11,000
Total liabilities	1,034,000	676,000
EQUITY
Common stock - par value $0.01; 25,000,000 shares authorized; 9,284,924 shares issued and outstanding at March 31, 2024 and December 31, 2023.	135,000	93,000
Additional paid-in capital	5,000,000	2,942,000
Accumulated deficit	(3,137,000)	(2,390,000)
Total stockholders’ equity	1,998,000	645,000
TOTAL LIABILITIES AND EQUITY	$ 3,032,000	$ 1,321,000

XML

Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - $ / shares	Jun. 30, 2024	Dec. 31, 2023
Common Stock, Par or Stated Value Per Share (in dollars per share)	$ 0.01	$ 0.01
Common Stock, Shares Authorized (in shares)	25,000,000	25,000,000
Common Stock, Shares, Issued (in shares)	13,484,924	9,284,924
Common Stock, Shares, Outstanding (in shares)	13,484,924	9,284,924

XML

Condensed Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Revenue	$ 0	$ 0	$ 0	$ 0
Costs and expenses:
Selling, general and administrative	437,000	242,000	913,000	371,000
Total	437,000	242,000	913,000	371,000
Operating loss	(437,000)	(242,000)	(913,000)	(371,000)
Total other (expense) income
Interest expense	0	0	(1,000)
Income (loss) from investments in unconsolidated entities, net	2,000	(269,000)	4,000	(267,000)
Total other (expense)	2,000	(269,000)	3,000	(267,000)
Loss before income taxes	(435,000)	(511,000)	(910,000)	(638,000)
Reversal of provision for income taxes		0	163,000
Net loss	(435,000)	(511,000)	(747,000)	(638,000)
Net loss attributable to noncontrolling interests	0	77,000	0	96,000
Net loss attributable to U.S. Neurosurgical Holdings, Inc.	$ (435,000)	$ (434,000)	$ (747,000)	$ (542,000)
Basic and diluted net loss per share attributable to U.S. NeuroSurgical Holdings, Inc. (in dollars per share)	$ (0.03)	$ (0.05)	$ (0.06)	$ (0.07)
Weighted average common shares outstanding, basic and diluted (in shares)	13,484,924	7,892,185	12,692,067	7,892,185

XML

Consolidated Statements of Equity (Unaudited) - USD ($)	Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Parent [Member]	Noncontrolling Interest [Member]	Total
Balance (in shares) at Dec. 31, 2022	7,842,185
Balance at Dec. 31, 2022	$ 78,000	$ 2,871,000	$ (1,710,000)	$ 1,239,000	$ 217,000	$ 1,456,000
Issuance of common stock as compensation (in shares)	50,000
Issuance of common stock as compensation	$ 1,000	4,000	5,000	5,000
Issuance of common stock pending certification (in shares)	1,392,739
Issuance of common stock pending certification	$ 14,000	67,000	81,000	81,000
Current year movement from NCI to RE	136,000	(217,000)	(81,000)
Net loss	$ 0	0	(816,000)	(816,000)	0	(816,000)
Balance (in shares) at Dec. 31, 2023	9,284,924
Balance at Dec. 31, 2023	$ 93,000	2,942,000	(2,390,000)	645,000	0	645,000
Net loss				(747,000)	0	(747,000)
Issuance of common stock (in shares)	4,200,000
Issuance of common stock	$ 42,000	2,058,000		2,100,000		$ 2,100,000
Balance (in shares) at Jun. 30, 2024	13,484,924					13,464,924
Balance at Jun. 30, 2024	$ 135,000	$ 5,000,000	$ (3,137,000)	$ 1,998,000	$ 0	$ 1,998,000

XML

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Cash flows from operating activities:
Net loss	$ (435,000)	$ (511,000)	$ (747,000)	$ (638,000)	$ (816,000)	$ (1,572,000)
Adjustments to reconcile net loss to net cash used in operating activities:
Amortization of operating lease right-of-use asset			11,000	20,000
Income from investments in unconsolidated entities, net			(4,000)	266,000
Distributed earnings from unconsolidated entities			0	23,000
Changes in:
Income taxes payable			(166,000)	(1,000)
Other current assets			15,000	(12,000)
Accounts payable and accrued expenses			(11,000)	(79,000)
Operating lease right-of-use liability			(10,000)	(22,000)
Advances to unconsolidated entities			(4,000)	(305,000)
Net cash used in operating activities			(916,000)	(748,000)
Cash flows from investing activities
Repayments from loans to unconsolidated entities			(0)	(44,000)
Captial contributions to unconsolidated entities			0	(57,000)
Net cash provided by (used in) investing activities			0	(13,000)
Cash flows from financing activities:
Sale of Shares (not yet issued)			545,000
Issuance of common stock			2,100,000	0
Net cash provided by (used in) financing activities			2,645,000	0
Net change in cash and cash equivalents			1,729,000	(761,000)
Cash and cash equivalents - beginning of period			466,000	1,537,000	1,537,000
Cash and cash equivalents - end of period	$ 2,195,000	$ 776,000	$ 2,195,000	$ 776,000	$ 466,000	$ 1,537,000

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Note A - Basis of Preparation

6 Months Ended

Jun. 30, 2024

Notes to Financial Statements

Basis of Accounting [Text Block]

Note A - Basis of Preparation

The accompanying Condensed Consolidated Financial Statements of U.S. NeuroSurgical Holdings, Inc. and Subsidiaries (the “Company”) as of June 30, 2024, and 2023, are unaudited. However, in the opinion of the management, such statements include all adjustments necessary for a fair statement of the information presented therein. The Consolidated Balance Sheet at December 31, 2023, has been derived from the audited Consolidated Financial Statements at that date appearing in the Company's Annual Report on Form 10-K. All amounts are shown in nearest thousands in the Consolidated Financial Statements and accompanying notes therein.

In fiscal year 2023, the Company incurred a net loss of $816,000 compared to $1,572,000 in fiscal year 2022 and a net loss of $747,000 and $638,000 during the six months ended June 30, 2024 and 2023, respectively.  As of June 30, 2024, the Company had an accumulated deficit in stockholders’ equity of $3,137,000, cash and cash equivalents of $2,195,000 and working capital of $1,265,000.  In addition, the Company currently does not have access to capital through a line of credit nor other readily available sources of capital.  Together, these factors raised substantial doubt regarding the Company’s ability to continue as a going concern at June 30, 2024.  However, management has considered its plans to continue the Company as a going concern, concentrating on the establishment and operation of managed health care plans.  As noted above, during the six months ended June 30, 2024, the Company raised gross proceeds of $3.0 million in support of this business opportunity through the sale of its Common Stock in a private placement and believes it has access to additional capital through the remainder of 2024.  Additionally, the Company believes that these activities and resulting expenses can be managed to the level of cash resources on hand and expected to be raised. Management believes its plan alleviates the substantial doubt, that it will be successful in its planned business initiatives and will be able to continue as a going concern through at least the next twelve months.  However, there can be no assurance that sources of capital will be available to the Company at that time or, if available, can be obtained on terms favorable to the Company.

Pursuant to accounting requirements of the Securities and Exchange Commission applicable to quarterly reports on Form 10-Q, the accompanying Condensed Consolidated Financial Statements and notes do not include all disclosures required by accounting principles generally accepted in the United States of America for complete financial statements. Accordingly, these statements should be read in conjunction with the Company’s most recent annual Consolidated Financial Statements.

Consolidated results of operations for interim periods are not necessarily indicative of those to be achieved for full fiscal years. The only change to the Company’s equity in the six months ended June 30, 2024 and 2023 was net loss for the periods and issuance of common stock during the quarter ended June 30, 2024.

The Company applies the provisions of Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 810, Consolidation to noncontrolling interests in consolidated financial statements. The guidance requires noncontrolling interests to be reported as a component of equity separate from the parent’s equity and purchases and sales of equity interests, that do not result in a change in control, to be accounted for as equity transactions.  In addition, net (loss) income attributable to noncontrolling interests are to be included in net (loss) income and, upon a loss of control, the interest sold, as well as any interest retained, is to be recorded at fair value, with any gain or loss recognized in net (loss) income.

The Company recognizes revenue in accordance with two different accounting standards: 1) Topic 606 and 2) Accounting Standards Codification (“ASC”) Topic 842, Leases. However, the Company generated no revenue in the quarters ended March 31, 2024 or 2023.

On January 16, 2024, the Company held an initial closing of a private placement of shares of the Company’s common stock to raise gross proceeds of not less than $1,000,000 , and up to $2,000,000 , at a price of $0.50 per share.  Since the initial closing, the Company amended the terms of the private placement to raise up to $3,000,000 maximum on April 15, 2024 and amended further on July 10, 2024 to increase the maximum pursuant to the private placement to $5,000,000. As of August 15, 2024 the Company raised an aggregate of $3,000,000.  As a result of these issuances, as of August 15, 2024, there were outstanding 13,484,924 shares of the Company’s Common Stock. 

Basic loss per share has been computed using the weighted-average number of shares of common stock outstanding during the period. The numerator for the calculation of basic and diluted earnings per share is net loss and the denominator is the weighted-average number of common shares outstanding during the period.

The tables below present financial information associated with our leases.

	Classification	June 30, 2024		June 30, 2023
Assets
Long-term Operating lease assets	Operating lease right-of-use asset	$	74,000
Total leased assets		$	73,000	$	-
Liabilities
Current Operating lease liabilities	Operating lease right-of-use liability - current portion	$	28,000
Long-term Operating lease liabilities	Operating lease right-of-use liability - net of current portion	$	47,000
Total lease liabilities		$	75,000	$	-
Lease Cost
Operating lease cost	Selling, general and administrative	$	23,000	$	10,000
Net lease expense		$	23,000	$	10,000
Maturity of lease liabilities (as of June 30, 2024)				Operating lease
2024				$	13,000
2025					30,000
2026					31,000
Total				$	74,000
Less amount representing interest					-
Present value of lease liabilities				$	74,000
Discount rate					4.140	%

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Note B - The Southern California Regional Gamma Knife Center

6 Months Ended

Jun. 30, 2024

NeuroPartners LLC and Corona Gamma Knife, LLC (“CGK”) [Member]

Notes to Financial Statements

Equity Method Investments and Joint Ventures Disclosure [Text Block]

Note B – The Southern California Regional Gamma Knife Center

During 2007, the Company, through a noncontrolling interest in joint ventures, managed the formation of the Southern California Regional Gamma Knife Center at San Antonio Regional Hospital (“SARH”) in Upland, California. Corona Gamma Knife, LLC (“CGK”) is party to a 14-year agreement with SARH to renovate space in the hospital and install and operate a Leksell PERFEXION gamma knife. CGK leases the gamma knife from NeuroPartners LLC, which holds the gamma knife equipment. The center ceased operations on May 31, 2023, the Company loaned $1,000 of additional funds to complete the removal of the equipment in February 2024.

USNC is a 20% owner of NeuroPartners LLC and owns 39% of CGK.

At June 30, 2024, and December 31, 2023, the Company had no recorded investment of NeuroPartners LLC and CGK. For the six months ended June 30, 2024, and 2023, the Company’s equity in loss of NeuroPartners LLC and CGK was $no and $63,000, respectively, but was not recorded due to prior losses, resulting in no recorded investment at June 31, 2024 and December 31, 2023. At June 30, 2024, and December 31, 2023, amounts due from related parties was $1,000 and $0 respectively, all of which were written off.

The following tables present the aggregation of summarized financial information of NeuroPartners LLC and CGK:

NeuroPartners LLC and CGK Condensed Combined Income Statement Information 

	Six Months Ended
	June 30,
	2024		2023
Patient revenue	$	-	$	136,000
Net loss	$	-	$	(75,000	)
USNC's equity in (loss) earnings of NeuroPartners LLC and CGK	$	-	$	(63,000	)

NeuroPartners LLC and CGK Condensed Combined Balance Sheet Information

	June 30,		December 31,
	2024		2023
Current assets	$	-	$	363,000
Noncurrent assets		-		-
Total assets	$	-	$	363,000
Current liabilities	$	-	$	653,000
Noncurrent liabilities		-		-
Equity		-		(290,000	)
Total liabilities and equity	$	-	$	363,000

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Note C - Boca Oncology Partners

6 Months Ended

Jun. 30, 2024

Boca Oncology Partners, LLC (“BOP”) [Member]

Notes to Financial Statements

Equity Method Investments and Joint Ventures Disclosure [Text Block]

Note C– Boca Oncology Partners

During the first quarter of 2011, the Company, through the formation of a joint venture, in which it had a noncontrolling interest, participated in the formation of Boca Oncology Partners, LLC (“BOP”), for the purpose of owning and operating a cancer center in Boca Raton, Florida. In June 2011, BOPRE, an affiliated entity, purchased a 20% interest in Boca West IMP, owner of a medical office building in West Boca, Florida in which BOP operates. BOP occupies 6,000 square feet of the 32,000 square foot building. The Company invested $32,000 initially and had a 22.5% interest in BOP and BOPRE. In February 2014, the Company and other members sold their interests in BOP.

In June 2012, BOPRE purchased an additional 3.75% of Boca West IMP from another investor bringing its total interest to 23.75%. BOPRE accounts for this investment under the cost method since it does not exercise significant influence over Boca West, IMP.

During the years ended December 31, 2018, and 2017, several investors relinquished part of their ownership interest in BOPRE, and those interests were distributed among the remaining investors in relationship to their percentages owned. During 2021 and 2022, additional members relinquished their ownership to USNC. As a result, the Company now holds a 23.10% ownership interest in BOPRE, which it accounts for under the equity method.

In June 2024, the Company offered its interest in BOPRE for sale to the remaining members at its fair market value, which will be determined pursuant to the shareholders agreement. The Company’s recorded investment in BOPRE is $193,000 and $189,000 at each of June 30, 2024, and December 31, 2023, respectively

The following tables present the summarized financial information of BOPRE:

BOPRE Condensed Income Statement Information

	Six Months Ended
	June 30,
	2024		2023
Rental Income	$	-	$	-
Net income	$	17,000	$	18,000
USNC's equity in earnings of BOPRE	$	4,000	$	4,000

BOPRE Condensed Balance Sheet Information

	June 30,		December 31,
	2024		2023
Current assets	$	45,000	$	27,000
Noncurrent assets		789,000		792,000
Total assets	$	834,000	$	819,000
Current liabilities			$	2,000
Noncurrent liabilities		-		-
Equity		834,000		817,000
Total liabilities and equity	$	834,000	$	819,000

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Note D - Medical Oncology Partners

6 Months Ended

Jun. 30, 2024

Medical Oncology Partners [Member]

Notes to Financial Statements

Equity Method Investments and Joint Ventures Disclosure [Text Block]

Note D - Medical Oncology Partners

In April 2015, MOP, was formed in partnership with local physicians and other investors. MOP was established to acquire a 100% equity interest in UOMA. USNC was not a member of MOP at the time of formation as it was not able to participate due to the fact that USNC was not a physician. Nevertheless, USNC wished to eventually obtain an equity interest in MOP and loaned Dr. Jaime Lozano, the principal investor in MOP and a co-investor in FOP, $173,000 . Dr. Lozano used these funds, along with an equal amount of his own funds (a total of $345,000), to purchase a 76.67% interest in MOP. Other investors paid a further $105,000 for the remaining equity in MOP. MOP used the $450,000 of financing to acquire a 100% equity interest in UOMA. An application was filed for a waiver to allow USNC to hold an equity interest notwithstanding the physician requirement and on December 22, 2016, USNC was cleared to become a part owner of MOP. Dr. Lozano agreed to exchange half of his membership interest to USNC in settlement of the note to USNC. USNC and Dr. Lozano also agreed to share equally in providing a 5% equity interest in MOP to an additional investor as a consulting fee for services rendered in the administration of MOP and UOMA. At December 22, 2016, USNC owned 35.83% of MOP with an initial carrying value of $161,000. The Company recorded its share of losses of $12,000 for the period from December 22, 2016 to December 31, 2016, against its investment which resulted in a reduction of its equity investment to $149,000.

Due to increasing costs, continued net losses since April 2015, and reliance on related party and other debt for operating cash flows, the fair value of UOMA is less than it’s carrying amount. The Company tested its investment for impairment at December 31, 2016 and determined that the investment was impaired, and an impairment loss was recorded against the entire equity balance in MOP, as well as loans from USN and USNC to MOP and UOMA. During the year ended December 31, 2021, the Company’s equity in loss of MOP was $231,000 but was not recorded due to prior losses.

On December 31, 2022, MOP/UOMA sold their assets to One Care Oncology Partners, LLC for $2,060,000. USN Corona netted approximately $1.3 million from the proceeds for management fees to date. Some funds were held in escrow until post-closing adjustments were made. During the year ended December 31, 2023, the Company paid additional expenses totaling $47,000 related to the sale of MOP/UOMA. These expenses were recorded as an advance to MOP and fully impaired.

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Note E - CB Oncology Partners

6 Months Ended

Jun. 30, 2024

CB Oncology Partners ("CBOP") [Member]

Notes to Financial Statements

Equity Method Investments and Joint Ventures Disclosure [Text Block]

Note E- CB Oncology Partners

CBOP was organized September 1, 2017, to acquire the rights of the new center from FOP. USNC originally had a 24% equity interest in CBOP. Beginning in October of 2017, CBOP began paying the remainder of the costs associated with opening the center. CBOP had no assets at the end of 2017. The medical center opened and treated its first patient in January of 2018.

Effective November 15, 2019, FOP transferred to, and CBOP assumed, a loan with BB&T bank, that it had entered in order to finance the purchase of equipment and build out of the new center, as well as the associated property and equipment. In addition, CBOP and BB&T agreed to reduce the monthly loan repayments for the next nine months, and to extend the term of the loan from November 2024 to July 2025. In July 2020 CBOP and BB&T further agreed to reduce the monthly payments for the life of the loan and extended the loan to July of 2027.

In June 2020, CBOP made a $500,000 capital call to its members. UNSC converted previously made advances totaling $121,000 into equity in CBOP to meet its capital requirement, and other members contributed $212,000 in cash. The remaining capital contributions are not expected to be met and, accordingly, the Company’s equity interest in CBOP increased to 28.58% in June 2020.

Amounts due from CBOP at June 30, 2024 and December 31, 2023, total $809,000 of outstanding principal, less $290,000 of allowances, for a net receivable of $519,000. The Company records increases in the allowance, when applicable, as a component of loss from investments in unconsolidated. For the six months ended June 30, 2024 and 2023, the Company’s equity in loss of CBOP was $230,000 and $173,000, respectively, but was not recorded due to prior losses.

Due to loans made to CBOP, CBOP is considered to be a variable interest entity of the Company. However, as the Company is not deemed to be the primary beneficiary of CBOP, since it does not have the power to direct the operating activities that most significantly affect CBOP’s economic performance, the entity is not consolidated, but certain disclosures are provided herein.

The following table presents the summarized financial information of CBOP:

CBOP Condensed Income Statement Information

	Six Months Ended
	2024			2023
Patient revenue	$	584,000		$	761,000
Net (loss) income	$	(761,000	)	$	(607,000	)
USNC's equity in (loss) income of CBOP	$	(230,000	)	$	(173,000	)

CBOP Condensed Balance Sheet Information

	June 30,			December 31,
	2024			2023
Current assets	$	262,000		$	116,000
Noncurrent assets		2,084,000			2,381,000
Total assets	$	2,346,000		$	2,497,000
Current liabilities	$	4,048,000		$	4,150,000
Noncurrent liabilities		3,594,000			2,882,000
Deficit		(5,296,000	)		(4,535,000	)
Total liabilities and deficit	$	2,346,000		$	2,497,000

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Note F - Elite Health

6 Months Ended

Jun. 30, 2024

Notes to Financial Statements

Business Combination Disclosure [Text Block]

Note F –Elite Health

Several of the Company’s businesses have been sold or wound down, and the Company has been actively exploring opportunities to expand to other businesses that could benefit its current operations and relationships.  Effective October 1, 2021, the Company’s wholly-owned subsidiary, U.S. NeuroSurgical, Inc. (“USN”), acquired all of the outstanding shares of capital stock of Elite Health Plan, Inc., a California corporation (“Elite Health”) and, in exchange therefor, the former holders of Elite Health were issued newly-issued shares of USN, which following the transaction represent 15% of the outstanding shares of USN. Effective November 27, 2023, the Company entered into a Share Exchange Agreement with the holders of these minority interests in USN, which resulted in making USN a wholly-owned subsidiary of the Company and the former minority holders of USN 15% owners of the Company immediately following the exchange. As a result of the November 27, 2023, transaction, 1,392,739 shares of the Company’s Common Stock were issued, but pending certification, bringing the total outstanding to 9,284,924 shares as of that date. Since that date, the Company raised an additional $3,000,000 through the private sale of 6,000,000 shares, 1,800,000 of which have yet to be issued, bringing the total outstanding to 13,464,924 shares as of June 30, 2024.

The Company has determined that its best opportunity for long term success is to concentrate its efforts and resources on establishing a managed care organization that will develop and operate Medicare Advantage plans for seniors in California, and other areas in the U.S. including Nevada, and to pursue other opportunities related to this activity.

In furtherance of this plan, USN recently formed Elite Health Plan of Nevada, Inc. to apply for a license to operate a Medicare Advantage plan in Nevada and Elite Health Plan, Inc. is taking steps to submit documentation for a Knox-Keene license to offer managed health care plans in California.  Elite Heath Plan, Inc. and Elite health Plan of Nevada, Inc., both 100% owned by USN and managed and operated in a similar manner, are collectively referred to herein as “Elite Health.”  In each of Neveda and California, Elite Health has taken preliminary steps toward identifying a network of providers who are well-versed in Medicare Advantage plans and addressing the healthcare needs of seniors in the communities in which they practice.  Elite Health currently has no revenue and will not be able to generate revenue for an indefinite period while it seeks to obtain a license to operate a Medicare Advantage plan in California and then other states.  The success of Elite Health will depend, in part, on timely obtaining all necessary approvals and gaining access to a sufficient network of providers and enrolling a critical level of subscribers.  There can be no assurance that the Company and Elite Health will be successful in obtaining the necessary licenses to operate Medicare Advantage plans in any jurisdiction or be effective in establishing the network of providers and developing the systems required to operate a managed care business.

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Note G - Income Taxes

6 Months Ended

Jun. 30, 2024

Notes to Financial Statements

Income Tax Disclosure [Text Block]

Note G – Income Taxes

The Company’s income tax rate, which includes federal and state income taxes, was 0%, for each of the three months ended June 30, 2024, and 2023, respectively.

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Note H - Subsequent Events

6 Months Ended

Jun. 30, 2024

Notes to Financial Statements

Subsequent Events [Text Block]

Note H – Subsequent Events

Effective July 10, 2024, Mr. Charles H. Merriman resigned from his position as a member of the Board and from all of its committees. Mr. Merriman’s resignation was not the result of any disagreement between the Company and him on any matter relating to the Company’s operations, policies or practices.

On July 10, 2024, Mr. Alan Gold resigned from his positions as President of the Company, effective immediately. Mr. Gold continues to serve as a member of the Board, but as of the effective date no longer serves as the Chairman of the Board.

Also on July 10, 2024, the Board unanimously appointed Dr. Prasad A. Jeereddi, age 76, Chief Executive Officer of the Company and also appointed Dr. Jeereddi as a non-executive director and Chairman of the Company’s Board, effective immediately. As disclosed in the Company’s Form 10-K for its fiscal year ended December 31, 2023, Dr. Jeereddi has been a key participant in the development of the business of the Company’s Elite Health Plan, Inc. subsidiary and is also the beneficial owner of approximately 1.5 million shares of the Company’s Common Stock.

Dr. Jeereddi, affiliated with Pomona Valley Hospital Medical Center and San Antonio Regional Hospital, is a doctor of internal medicine and endocrinology and has been in private practice since 1978. Since 1991, Dr. Jeereddi has served as the President and Medical Director of Chaparral Medical Group, Inc., a leading primary and multi-specialty care provider in California. Dr. Jeereddi also serves as the President of ProMed Healthcare Administrators, a California-based limited Knox-Keene licensed Health Care Service Plan. In addition to his roles at Chaparral and ProMed, Dr. Jeereddi serves as an executive and/or director of a number of medical care and related services providers. Dr. Jeereddi serves as a trustee of the California University of Science and Medicine in San Bernardino, CA. Dr. Jeereddi is a graduate of Sri Venkateswara Medical College.

There are no arrangements or understandings between Dr. Jeereddi and any other person pursuant to which he was appointed as a director. There are also no family relationships between Dr. Jeereddi and any director or executive officer of the Company and Dr. Jeereddi has no direct or indirect material interest in any related party transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.

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Insider Trading Arrangements

6 Months Ended

Jun. 30, 2024

Insider Trading Arr Line Items

Material Terms of Trading Arrangement [Text Block]

Item 5. Other Information

Not applicable.

Rule 10b5-1 Arrangement Adopted [Flag]

false

Rule 10b5-1 Arrangement Terminated [Flag]

false

Non-Rule 10b5-1 Arrangement Adopted [Flag]

false

Non-Rule 10b5-1 Arrangement Terminated [Flag]

false

XML

Note A - Basis of Preparation (Tables)

6 Months Ended

Jun. 30, 2024

Notes Tables

Assets and Liabilities, Lessee [Table Text Block]

	Classification	June 30, 2024		June 30, 2023
Assets
Long-term Operating lease assets	Operating lease right-of-use asset	$	74,000
Total leased assets		$	73,000	$	-
Liabilities
Current Operating lease liabilities	Operating lease right-of-use liability - current portion	$	28,000
Long-term Operating lease liabilities	Operating lease right-of-use liability - net of current portion	$	47,000
Total lease liabilities		$	75,000	$	-
Lease Cost
Operating lease cost	Selling, general and administrative	$	23,000	$	10,000
Net lease expense		$	23,000	$	10,000
Maturity of lease liabilities (as of June 30, 2024)				Operating lease
2024				$	13,000
2025					30,000
2026					31,000
Total				$	74,000
Less amount representing interest					-
Present value of lease liabilities				$	74,000
Discount rate					4.140	%

XML

Note B - The Southern California Regional Gamma Knife Center (Tables)

6 Months Ended

Jun. 30, 2024

NeuroPartners LLC and Corona Gamma Knife, LLC (“CGK”) [Member]

Notes Tables

Equity Method Investments [Table Text Block]

	Six Months Ended
	June 30,
	2024		2023
Patient revenue	$	-	$	136,000
Net loss	$	-	$	(75,000	)
USNC's equity in (loss) earnings of NeuroPartners LLC and CGK	$	-	$	(63,000	)

	June 30,		December 31,
	2024		2023
Current assets	$	-	$	363,000
Noncurrent assets		-		-
Total assets	$	-	$	363,000
Current liabilities	$	-	$	653,000
Noncurrent liabilities		-		-
Equity		-		(290,000	)
Total liabilities and equity	$	-	$	363,000

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Note C - Boca Oncology Partners (Tables)

6 Months Ended

Jun. 30, 2024

BOPRE [Member]

Notes Tables

Equity Method Investments [Table Text Block]

	Six Months Ended
	June 30,
	2024		2023
Rental Income	$	-	$	-
Net income	$	17,000	$	18,000
USNC's equity in earnings of BOPRE	$	4,000	$	4,000

	June 30,		December 31,
	2024		2023
Current assets	$	45,000	$	27,000
Noncurrent assets		789,000		792,000
Total assets	$	834,000	$	819,000
Current liabilities			$	2,000
Noncurrent liabilities		-		-
Equity		834,000		817,000
Total liabilities and equity	$	834,000	$	819,000

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Note E - CB Oncology Partners (Tables)

6 Months Ended

Jun. 30, 2024

CB Oncology Partners ("CBOP") [Member]

Notes Tables

Equity Method Investments [Table Text Block]

	Six Months Ended
	2024			2023
Patient revenue	$	584,000		$	761,000
Net (loss) income	$	(761,000	)	$	(607,000	)
USNC's equity in (loss) income of CBOP	$	(230,000	)	$	(173,000	)

	June 30,			December 31,
	2024			2023
Current assets	$	262,000		$	116,000
Noncurrent assets		2,084,000			2,381,000
Total assets	$	2,346,000		$	2,497,000
Current liabilities	$	4,048,000		$	4,150,000
Noncurrent liabilities		3,594,000			2,882,000
Deficit		(5,296,000	)		(4,535,000	)
Total liabilities and deficit	$	2,346,000		$	2,497,000

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Note A - Basis of Preparation (Details Textual) - USD ($)					3 Months Ended		6 Months Ended		7 Months Ended	12 Months Ended
	Aug. 15, 2024	Jul. 10, 2024	Apr. 15, 2024	Jan. 16, 2024	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022	Nov. 27, 2023
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest					$ (435,000)	$ (511,000)	$ (747,000)	$ (638,000)		$ (816,000)	$ (1,572,000)
Retained Earnings (Accumulated Deficit)					(3,137,000)		(3,137,000)		$ (3,137,000)	(2,390,000)
Cash and Cash Equivalents, at Carrying Value					2,195,000		2,195,000		2,195,000	$ 466,000
Working Capital (Deficit)					$ 1,265,000		1,265,000		$ 1,265,000
Proceeds from Issuance of Private Placement							$ 3,000,000
Shares, Outstanding					13,464,924		13,464,924		13,464,924			9,284,924
Subsequent Event [Member]
Shares, Outstanding	13,484,924
Private Placement [Member]
Proceeds from Issuance of Private Placement									$ 3,000,000
Equity Offering, Minimum Proceeds				$ 1,000,000
Equity Offering, Maximum Proceeds			$ 3,000,000	$ 2,000,000
Shares Issued, Price Per Share				$ 0.5
Private Placement [Member] | Subsequent Event [Member]
Proceeds from Issuance of Private Placement	$ 3,000,000
Equity Offering, Maximum Proceeds		$ 5,000,000

XML

Note A - Basis of Preparation - Financial Information Associated With Leases (Details) - USD ($)	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023
Operating lease right-of-use asset	$ 74,000		$ 85,000
Total leased assets		$ 0
Operating lease right-of-use liability - current portion	28,000		27,000
Operating lease right-of-use liability - net of current portion	47,000		$ 58,000
Total lease liabilities	74,000	0
Operating lease cost	23,000	10,000
Net lease expense		10,000
2024	13,000
2025	30,000
2026	31,000
Total	74,000
Less amount representing interest	0
Present value of lease liabilities	$ 74,000	$ 0
Discount rate	4.14%

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Note B - The Southern California Regional Gamma Knife Center (Details Textual) - USD ($)	1 Months Ended	6 Months Ended		12 Months Ended
	Feb. 29, 2024	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2007	Mar. 31, 2024	Dec. 31, 2023
Equity Method Investments		$ 193,000				$ 189,000
Income (Loss) from Equity Method Investments		$ 4,000	$ (266,000)
Corona Gamma Knife, LLC (“CGK”) [Member]
Equity Method Investment, Ownership Percentage		39.00%
Accounts Receivable, after Allowance for Credit Loss					$ 1,000	0
Corona Gamma Knife, LLC (“CGK”) [Member] | Renovation of Southern California Regional Gamma Knife Center [Member]
Agreement, Term				14 years
Loans and Leases Receivable, Related Parties, Additions	$ 1,000
NeuroPartners LLC [Member]
Equity Method Investment, Ownership Percentage		20.00%
NeuroPartners LLC and Corona Gamma Knife, LLC (“CGK”) [Member]
Equity Method Investments		$ 0				$ 0
Income (Loss) from Equity Method Investments		$ 0	$ (63,000)

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Note B - The Southern California Regional Gamma Knife Center - Financial Information (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023
Patient revenue	$ 0	$ 0	$ 0	$ 0
Current assets	2,241,000		2,241,000		$ 527,000
Net loss	(435,000)	$ (434,000)	(747,000)	(542,000)
Income (Loss) from Equity Method Investments			4,000	(266,000)
Total assets	3,032,000		3,032,000		1,321,000
Current liabilities	976,000		976,000		607,000
Equity	1,998,000		1,998,000		645,000
Total liabilities and equity	3,032,000		3,032,000		1,321,000
NeuroPartners LLC and Corona Gamma Knife, LLC (“CGK”) [Member]
Income (Loss) from Equity Method Investments			0	(63,000)
NeuroPartners LLC and Corona Gamma Knife, LLC (“CGK”) [Member]
Patient revenue			0	136,000
Current assets	0		0		363,000
Net loss			0	$ (75,000)
Noncurrent assets	0		0		0
Total assets	0		0		363,000
Current liabilities	0		0		653,000
Noncurrent liabilities	0		0		0
Equity	0		0		(290,000)
Total liabilities and equity	$ 0		$ 0		$ 363,000

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Note C - Boca Oncology Partners (Details Textual)	1 Months Ended
	Jun. 30, 2012	Jun. 30, 2011 USD ($)	Jun. 30, 2024 USD ($) ft²	Mar. 31, 2024 ft²	Dec. 31, 2023 USD ($)
Equity Method Investments			$ 193,000		$ 189,000
Boca West IMP [Member] | Medical Office Building in West Boca, Florida [Member]
Area of Real Estate Property | ft²				32,000
Boca West IMP [Member] | BOPRE [Member]
Equity Method Investment, Additional Ownership Percentage	3.75%	20.00%
Equity Method Investment, Ownership Percentage	23.75%
Boca Oncology Partners, LLC (“BOP”) [Member] | Medical Office Building in West Boca, Florida [Member]
Area of Real Estate Property | ft²			6,000
Boca Oncology Partners, LLC (“BOP”) and BOPRE [Member]
Payments to Acquire Equity Method Investments		$ 32,000
Equity Method Investment, Ownership Percentage		22.50%
BOPRE [Member]
Equity Method Investment, Ownership Percentage			23.10%
Equity Method Investments			$ 193,000		$ 189,000

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Note C - Boca Oncology Partners - Financial Information (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023
Patient revenue	$ 0	$ 0	$ 0	$ 0
Current assets	2,241,000		2,241,000		$ 527,000
Net loss	(435,000)	$ (434,000)	(747,000)	(542,000)
Income (Loss) from Equity Method Investments			4,000	(266,000)
Total assets	3,032,000		3,032,000		1,321,000
Current liabilities	976,000		976,000		607,000
Equity	1,998,000		1,998,000		645,000
Total liabilities and equity	3,032,000		3,032,000		1,321,000
BOPRE [Member]
Income (Loss) from Equity Method Investments			4,000	4,000
BOPRE [Member]
Patient revenue			0	0
Current assets	45,000		45,000		27,000
Net loss			17,000	$ 18,000
Noncurrent assets	789,000		789,000		792,000
Total assets	834,000		834,000		819,000
Current liabilities					2,000
Noncurrent liabilities	0		0		0
Equity	834,000		834,000		817,000
Total liabilities and equity	$ 834,000		$ 834,000		$ 819,000

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Note D - Medical Oncology Partners (Details Textual) - USD ($)				1 Months Ended	6 Months Ended		12 Months Ended
	Dec. 31, 2022	Dec. 31, 2016	Dec. 22, 2016	Apr. 30, 2015	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2021
Equity Method Investments					$ 193,000		$ 189,000
Income (Loss) from Equity Method Investments					$ 4,000	$ (266,000)
Medical Oncology Partners (MOP) [Member]
Payments for Advance to Affiliate							$ 47,000
Dr. Jaime Lozano [Member] | Medical Oncology Partners (MOP) [Member]
Payments to Acquire Equity Method Investments				$ 345,000
Equity Method Investment, Ownership Percentage				76.67%
Equity Method Investment, Additional Ownership Percentage			5.00%
Other Investors [Member] | Medical Oncology Partners (MOP) [Member]
Payments to Acquire Equity Method Investments				$ 105,000
One Care Oncology Partners, LLC [Member] | Medical Oncology Partners (MOP) [Member]
Proceeds from Sale of Productive Assets	$ 2,060,000
Medical Oncology Partners [Member] | UOMA [Member]
Subsidiary, Ownership Percentage, Parent				100.00%
USN Corona, Inc. (“USNC”) [Member] | Medical Oncology Partners (MOP) [Member]
Equity Method Investment, Ownership Percentage			35.83%
Equity Method Investments		$ 149,000	$ 161,000
Income (Loss) from Equity Method Investments		$ (12,000)						$ 231,000
USN Corona, Inc. (“USNC”) [Member] | Dr. Jaime Lozano [Member]
Payments for Advance to Affiliate				$ 173,000
USN Corona, Inc. (“USNC”) [Member] | One Care Oncology Partners, LLC [Member] | Medical Oncology Partners (MOP) [Member]
Proceeds from Sale of Productive Assets	$ 1,300,000
Medical Oncology Partners (MOP) [Member] | United Oncology Medical Associates of Florida, LLC (“UOMA”) [Member]
Subsidiary, Ownership Percentage, Parent				100.00%
Payments to Acquire Interest in Subsidiaries and Affiliates				$ 450,000

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Note E - CB Oncology Partners (Details Textual) - USD ($)	1 Months Ended	6 Months Ended
	Jun. 30, 2020	Jun. 30, 2024	Jun. 30, 2023	Sep. 01, 2017
Income from investments in unconsolidated entities, net		$ (4,000)	$ 266,000
CB Oncology Partners ("CBOP") [Member]
Equity Method Investment, Ownership Percentage	28.58%			24.00%
Capital Called From Partners	$ 500,000
Advances Converted into Equity	121,000
Proceeds from Contributed Capital	$ 212,000
Financing Receivable, after Allowance for Credit Loss, Current		809,000
Financing Receivable, Allowance for Credit Loss, Current		290,000
Income from investments in unconsolidated entities, net		230,000	$ 173,000
CB Oncology Partners ("CBOP") [Member] | Related Party [Member]
Financing Receivable, Excluding Accrued Interest, after Allowance for Credit Loss, Noncurrent		$ 519,000

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Note E - CB Oncology Partners - Financial Information (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023
Patient revenue	$ 0	$ 0	$ 0	$ 0
Current assets	2,241,000		2,241,000		$ 527,000
Net loss	(435,000)	$ (434,000)	(747,000)	(542,000)
Income (Loss) from Equity Method Investments			4,000	(266,000)
Total assets	3,032,000		3,032,000		1,321,000
Current liabilities	976,000		976,000		607,000
Equity	1,998,000		1,998,000		645,000
Total liabilities and equity	3,032,000		3,032,000		1,321,000
CB Oncology Partners ("CBOP") [Member]
Income (Loss) from Equity Method Investments			(230,000)	(173,000)
CB Oncology Partners ("CBOP") [Member]
Patient revenue			584,000	761,000
Current assets	262,000		262,000		116,000
Net loss			(761,000)	$ (607,000)
Noncurrent assets	2,084,000		2,084,000		2,381,000
Total assets	2,346,000		2,346,000		2,497,000
Current liabilities	4,048,000		4,048,000		4,150,000
Noncurrent liabilities	3,594,000		3,594,000		2,882,000
Equity	(5,296,000)		(5,296,000)		(4,535,000)
Total liabilities and equity	$ 2,346,000		$ 2,346,000		$ 2,497,000

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Note F - Elite Health (Details Textual) - USD ($)		6 Months Ended	7 Months Ended
	Nov. 27, 2023	Jun. 30, 2024	Jun. 30, 2024	Oct. 01, 2021
Shares, Outstanding	9,284,924	13,464,924	13,464,924
Proceeds from Issuance of Private Placement		$ 3,000,000
Private Placement [Member]
Proceeds from Issuance of Private Placement			$ 3,000,000
Sale of Stock, Number of Shares Issued in Transaction			6,000,000
Sale of Stock, Number of Shares Pending Issuance From Transaction			1,800,000
Elite Health Plan, Inc. [Member]
Subsidiary, Ownership Percentage, Noncontrolling Owner	15.00%			15.00%
Stock Issued During Period, Shares, Pending Certification	1,392,739
Elite Health Plan, Inc. [Member] | U.S. NeuroSurgical, Inc. (“USN”) [Member]
Subsidiary, Ownership Percentage, Parent		100.00%	100.00%
Elite Health Plan of Nevada, Inc [Member] | U.S. NeuroSurgical, Inc. (“USN”) [Member]
Subsidiary, Ownership Percentage, Parent		100.00%	100.00%

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Note G - Income Taxes (Details Textual) Pure in Thousands	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
Effective Income Tax Rate Reconciliation, Percent	0.00%	0.00%

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Note H - Subsequent Events (Details Textual) shares in Millions	Jul. 10, 2024 shares
Subsequent Event [Member] | Non-Executive Director and Chairman of the Board of Directors [Member]
Investment Owned, Balance, Shares	1.5