XML 65 R16.htm IDEA: XBRL DOCUMENT

NOTE 10 - CONTROLLING INTERESTS

12 Months Ended

Jun. 30, 2012

Noncontrolling Interest [Abstract]

NOTE 10 - CONTROLLING INTERESTS

NOTE 10 – CONTROLLING INTERESTS

On May 2, 2011, the Company completed a private placement of equity and succeeded in raising $6,000,000. The offering consisted of Preferred Class A membership interests in a newly formed limited liability company, Imperial Management Services, LLC (“Imperial”). The Class B membership interests in Imperial, all of which were retained by the Company’s subsidiary, HMCA, hold a 75% equity interest in Imperial. The Class A membership interests are entitled to receive a dividend of 18% per annum of their cash capital contribution of $6,000,000. HMCA contributed all of its assets, together with its liabilities, to Imperial as HMCA’s capital contribution. The Imperial operating agreement provides for the Class A members to receive priority distributions until their original capital contributions are returned. Dividends are payable quarterly beginning August 1, 2011. On May 1, 2012, the Company returned a portion of the Class A Members capital contribution in the amount of $1,200,000. The Company’s subsidiary, HMCA, now owns an 80% interest in Imperial Management Services.

On May 1, 2010, the Company purchased a 15.2% interest from an unrelated party of an entity that provides management services to a diagnostic center in the New York Metropolitan area. On January 1, 2011, the Company purchased an additional 34.8% interest by the issuance of a promissory note of $400,000. Commencing January 1, 2011, the Company consolidates the activity of this entity. The fair values assigned to the assets acquired and liabilities assumed were as follows:

Cash		$	289,185
Property and equipment			303,659
Management contracts			513,333
Security deposits			45,784
Accounts payable			(47,026	)
Notes payable			(130,650	)
Non-controlling interests			(491,328	)
Less prior investment			(82,957	)
Subtotal			400,000
Purchase price			(400,000	)
Cash used in purchase		$	0

The Company also has a 50% controlling interest in an entity which the Company consolidates, that provides management services to a diagnostic center in the New York Metropolitan area. The center began operations during January 2012.

The entire disclosure for noncontrolling interest in consolidated subsidiaries, which could include the name of the subsidiary, the ownership percentage held by the parent, the ownership percentage held by the noncontrolling owners, the amount of the noncontrolling interest, the location of this amount on the balance sheet (when not reported separately), an explanation of the increase or decrease in the amount of the noncontrolling interest, the noncontrolling interest share of the net Income or Loss of the subsidiary, the location of this amount on the income statement (when not reported separately), the nature of the noncontrolling interest such as background information and terms, the amount of the noncontrolling interest represented by preferred stock, a description of the preferred stock, and the dividend requirements of the preferred stock.

+ References+ Details