EX-99 2 fonar_exhibit-99.htm FONAR PRESS RELEASE
NEWS   Fonar Corporation
For Immediate Release   The Inventor of MR Scanning™
Contact: Daniel Culver   An ISO 13485 Company
Director of Communications   Melville, New York 11747
E-mail: investor@fonar.com   Phone: (631) 694-2929
www.fonar.com   Fax: (631) 390-1772

FONAR ANNOUNCES FINANCIAL RESULTS FOR THE

1ST QUARTER OF FISCAL 2026

·Cash and cash equivalents decreased 4% to $54.3 million at September 30, 2025 as compared to the fiscal year-ended June 30, 2025.
·Total Revenues - Net increased by 4% to $26.0 million for the quarter ended September 30, 2025 versus the corresponding quarter one year earlier.
·Income from Operations decreased 30% to $3.2 million for the quarter ended September 30, 2025 versus the corresponding quarter one year earlier.
·Consolidated Net Income decreased 33% to $2.7 million for the quarter ended September 30, 2025 versus the corresponding quarter one year earlier.
·Diluted Net Income per Common Share decreased 26% to $0.34 for the quarter ended September 30, 2025 versus the corresponding quarter one year earlier.
·Working Capital decreased by 0.3% to $127.1 million at September 30, 2025 as compared to the fiscal year-ended June 30, 2025.
·On September 13, 2022, the Company adopted a stock repurchase plan of up to $9 million. At September 30, 2025, the Company has purchased over 283,770 shares at a cost of $6.1 million.

 

MELVILLE, NEW YORK, November 10, 2025 - FONAR Corporation (NASDAQ-FONR), The Inventor of MR Scanning™, reported today its financial results for the first quarter of fiscal 2026 which ended September 30, 2025. FONAR’s primary source of income is attributable to its wholly-owned diagnostic imaging management subsidiary, Health Management Company of America (HMCA). In 2009, HMCA managed 9 MRI scanners. Currently, HMCA manages 44 MRI scanners in New York and in Florida.

  

 

  

Financial Results

 

Revenues from the FONAR segment, which includes Product Sales, Upgrades, Service and Repair Fees, for related and non-related medical parties, increased 14% to $2.5 million for the quarter ended September 30, 2025, as compared to $2.2 million for the quarter ended September 30, 2024.

 

Revenues, from the Health Management Corporation of America (HMCA) segment, increased by 3% to $23.5 million for the fiscal quarter ended September 30, 2025 as compared to $22.8 million for the fiscal quarter ended September 30, 2024. The HMCA segment manages 44 MRI scanners, consisting of patient fee revenue, (net of contractual allowances and discounts), and management and other fees for both related and non-related medical practices.

 

Total Revenues - Net increased by 4% to $26.0 million for the 1st fiscal quarter ended September 30, 2025, as compared to $25.0 million for the 1st fiscal quarter ended September 30, 2024.

 

Selling, general and administrative (S, G & A) expenses increased 33% to $6.8 million for the quarter ended September 30, 2025, as compared to $5.1 million for the quarter ended September 30, 2024.

 

Total Costs and Expenses increased 12% to $22.8 million for the fiscal quarter ended September 30, 2025, as compared to $20.4 million for the quarter ended September 30, 2024.

 

Income from Operations decreased 30% to $3.2 million for the quarter ended September 30, 2025, as compared to $4.6 million for the quarter ended September 30, 2024.

 

Consolidated Net Income decreased 33% to $2.7 million for the quarter ended September 30, 2025, as compared to $4.0 million for the quarter ended September 30, 2024.

 

Diluted Net Income per Common Share available to common shareholders decreased 26% to $0.34 for the quarter ended September 30, 2025, as compared to $0.46 for the quarter ended September 30, 2024.

 

The weighted average diluted shares outstanding attributable to common stockholders for the quarter ended September 30, 2025 was 6.3 million versus 6.4 million for the quarter ended September 30, 2024.

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Balance Sheet Items

 

Total Cash and Cash Equivalents and Short Term Investments at September 30, 2025 decreased 4% to $54.3 million as compared to the $56.3 million at June 30, 2025.

 

Total Assets at September 30, 2025 were $218.4 million as compared to $216.9 million at June 30, 2025.

 

Total Liabilities at September 30, 2025 were $57.0 million as compared to $56.8 million at June 30, 2025.

 

Total Current Assets at September 30, 2025 were $143.7 million as compared to $144.7 million at June 30, 2025.

 

Total Current Liabilities at September 30, 2025 were $16.7 million as compared to $17.1 million at June 30, 2025.

 

Total Equity was $161.4 million at September 30, 2025, as compared to $160.1 million at June 30, 2025.

 

The Current Ratio was 8.6 at September 30, 2025 as compared to 8.4 at June 30, 2025.

 

The ratio of Total Assets/Total Liabilities was 3.8 at September 30, 2025 and at June 30, 2025.

 

Net Book Value per Common Share was $26.02 at September 30, 2025 as compared to $25.32 at September 30, 2024.

  

Cash Flow Item

 

Net Cash Flow provided by Operating activities was $1.7 million for the quarters ended September 30, 2025 and September 30, 2024.

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Management Discussion

 

Timothy Damadian, Chairman and CEO of FONAR, said, “Our diagnostic imaging management subsidiary, Health Management Company of America (HMCA), the Company’s primary source of revenue and profit, continues to grow. Scan volume in the first quarter of Fiscal 2026 was 55,106. Although 0.7% lower than that of the previous quarter’s record high scan volume of 55,473, it was 3.9% higher than that of the corresponding quarter of Fiscal 2025 and the second highest quarterly scan volume in HMCA history.”

 

“We’re off to a good start and expect to continue growing throughout the year. One of the Stand-Up MRI centers we manage in Nassau County will be adding a second MRI in the second quarter. We’re also planning on managing an entirely new MRI center, also in Nassau County, later in the fiscal year. As always, we continue to search for locations where the introduction of our technology and services would profitably enhance our existing New York and Florida networks.”

 

“The addition of second, or even third, scanners at existing STAND-UP® MRI centers had been very successful. Typically installed at busy centers, these additional MRIs immediately reduce scheduling backlogs, making these centers very attractive to both referring physicians and patients.”

 

“These additional MRIs are typically high-field MRIs, which are very useful for instances where high-resolution imaging or certain advanced applications are required. They complement STAND-UP® MRIs perfectly. STAND-UP® MRIs are the most patient-friendly MRIs, the only MRIs that can scan patients in weight-bearing positions, and the only MRIs that can spines in flexion and extension. Since centers with both a STAND-UP® MRI and a high-field MRI are able to meet a very broad range of MRI needs, referring physicians know that whatever type of MRI their patients require, these centers can meet their needs, and without delay.”

 

“As previously reported, on July 7, 2025, the board of directors received a non-binding proposal from a group led by me, the Company’s Chief Executive Officer, and Luciano Bonanni, the Company’s Chief Operating Officer, pursuant to which the group would acquire all of the outstanding common stock and other securities of the Company not currently owned by the members of the group.   The Board of Directors has established a Special Committee of independent and disinterested directors to consider the proposal and negotiate on behalf of the Company and its stockholders.  The Special Committee has retained its own independent financial and legal advisors to assist it in this process. The group and the Special Committee continue to be engaged in negotiations related to the proposed going private transaction, including a definitive price to be paid for the Company’s securities and other related matters.  No definitive agreements or terms have been executed by the parties and there is no assurance that the transaction will be completed.  Any definitive agreement and transaction will require approval by the Company’s common stock holders and will require the filing of definitive proxy materials in accordance with the SEC’s proxy rules to obtain such approval”

 

Mr. Damadian continued, “In light of the ongoing negotiations related to the potential going private transaction, we have continued the suspension of share repurchases under our stock purchase plan that had been established in September, 2022.”

 

Mr. Damadian concluded, “As always, I remain grateful to our management team and all of our employees for making our company a success.”

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About FONAR

 

FONAR, The Inventor of MR Scanning™, located in Melville, NY, was incorporated in 1978, and is the first, oldest and most experienced MRI Company in the industry. FONAR went public in 1981 (Nasdaq:FONR). FONAR sold the world’s first commercial MRI to Ronald J. Ross, MD, Cleveland, Ohio. It was installed in 1980. Dr. Ross and his team began the world’s first clinical MRI trials in January 1981. The results were reported in the June 1981 edition of Radiology/Nuclear Medicine Magazine and the April 1982 peer-reviewed article in the Journal Radiology. The technique used for obtaining T1 and T2 values was the FONAR technique (Field fOcusing Nuclear mAgnetic Resonance), not the back projection technique. www.fonar.com/innovations-timeline.html.

 

FONAR’s signature product is the FONAR UPRIGHT® Multi-Position™ MRI (also known as the STAND-UP® MRI), the only whole-body MRI that performs Position™ Imaging (pMRI™) and scans patients in numerous weight-bearing positions, i.e. standing, sitting, in flexion and extension, as well as the conventional lie-down position. The FONAR UPRIGHT® Multi-Position™ MRI often detects patient problems that other MRI scanners cannot because they are lie-down, “weightless-only” scanners. The patient-friendly UPRIGHT® MRI has a near-zero patient claustrophobic rejection rate. As a FONAR customer states, “If the patient is claustrophobic in this scanner, they’ll be claustrophobic in my parking lot.” Approximately 85% of patients are scanned sitting while watching TV.

 

FONAR has new works-in-progress technology for visualizing and quantifying the cerebral hydraulics of the central nervous system, the flow of cerebrospinal fluid (CSF), which circulates throughout the brain and vertebral column at the rate of 32 quarts per day. This imaging and quantifying of the dynamics of this vital life-sustaining physiology of the body’s neurologic system has been made possible first by FONAR’s introduction of the MRI and now by this latest works-in-progress method for quantifying CSF in all the normal positions of the body, particularly in its upright flow against gravity. Patients with whiplash or other neck injuries are among those who will benefit from this new understanding.

 

FONAR’s primary source of income and growth is attributable to its wholly-owned diagnostic imaging management subsidiary, Health Management Company of America (HMCA) www.hmca.com.

 

FONAR’s substantial list of patents includes recent patents for its technology enabling full weight-bearing MRI imaging of all the gravity sensitive regions of the human anatomy, especially the brain, extremities and spine. It includes its newest technology for measuring the Upright cerebral hydraulics of the cerebrospinal fluid (CSF) of the central nervous system. FONAR’s UPRIGHT® Multi-Position™ MRI is the only scanner licensed under these patents.

 

#

 

UPRIGHT®, and STAND-UP® are registered trademarks. The Inventor of MR Scanning™, CSP™, MultiPosition™, UPRIGHT RADIOLOGY™, pMRI™, CFS Videography™, Dynamic™ and The Proof is in the Picture™, are trademarks of FONAR Corporation.

 

This release may include forward-looking statements from the company that may or may not materialize. Additional information on factors that could potentially affect the company's financial results may be found in the company's filings with the Securities and Exchange Commission.

 Page 5 

 

 


FONAR CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(Amounts and shares in thousands, except per share amounts)

 

ASSETS

 

   September 30,
2025
(Unaudited)		  June 30,
2025
Current Assets:          
 Cash and cash equivalents  $54,276   $56,334 
 Short-term investments   122    120 
 Accounts receivable – net of allowances for credit losses of $260 and $264 at September 30, 2025 and June 30, 2025, respectively   5,146    5,305 
 Accounts receivable – related party   90    —   
 Medical receivable   24,486    24,490 
 Management and other fees receivable – net of allowances for credit losses of $13,866 and $14,296 at September 30, 2025 and June 30, 2025, respectively   44,719    43,401 
Management and other fees receivable – related medical practices – net of allowances for credit losses of $7,666 and $7,137 at September 30, 2025 and June 30, 2025, respectively   10,027    9,748 
 Inventories - net   2,748    2,813 
 Prepaid expenses and other current assets – related party   530    411 
 Prepaid expenses and other current assets   1,591    2,050 
 Total Current Assets   143,735    144,672 
           
Accounts receivable – long term   3,471    3,550 
 Deferred income tax asset   6,314    6,349 
 Property and equipment – net   19,449    18,532 
 Note receivable – related party   567    555 
 Right-of-use-asset – operating leases   36,122    35,136 
 Right-of-use-asset – finance lease   320    377 
 Goodwill   4,269    4,269 
 Other intangible assets – net   3,251    2,992 
 Other assets   854    476 
  Total Assets  $218,352   $216,908 

 Page 6 

 

  

 

FONAR CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS (CONTINUED)

(Amounts and shares in thousands, except per share amounts)

 

LIABILITIES AND EQUITY

 

   September 30,
2025
(Unaudited)		  June 30,
2025
Current Liabilities:          
Accounts payable  $2,520   $1,302 
Other current liabilities   5,088    6,975 
 Unearned revenue on service contracts   4,711    4,866 
 Unearned revenue on service contracts – related party   83    —   
 Operating lease liabilities – current portion   3,668    3,383 
 Finance lease liability – current portion   244    244 
Customer deposits   351    354 
Total Current Liabilities   16,665    17,124 
           
Long-Term Liabilities:          
 Unearned revenue on service contracts   3,682    3,801 
 Deferred income tax liability   321    321 
 Due to related party medical practices   93    93 
 Operating lease liabilities – net of current portion   35,918    35,149 
 Finance lease liability – net of current portion   102    142 
 Other liabilities   176    173 
           
Total Long-Term Liabilities   40,292    39,679 
 Total Liabilities   56,957    56,803 

 Page 7 

 

  

 

FONAR CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS (CONTINUED)

(Amounts and shares in thousands, except per share amounts)

  

LIABILITIES AND EQUITY (Continued)

 

EQUITY:  September 30, 2025
(Unaudited)		 

June 30,
2025

 

Class A non-voting preferred stock $.0001 par value; 453 shares authorized at September 30, 2025 and June 30, 2025, 313 issued and outstanding at September 30, 2025 and June 30, 2025  $—     $—   
Preferred stock $.001 par value; 567 shares authorized at September 30, 2025 and June 30, 2024, issued and outstanding – none   —      —   
Common Stock $.0001 par value; 8,500 shares authorized at September 30, 2025 and June 30, 2025, 6,203 issued at September 30, 2025 and June 30, 2025, 6,168 outstanding at September 30, 2025 and June 30, 2025, respectively   1    1 
Class B Common Stock (10 votes per share) $.0001 par value; 227 shares authorized at September 30, 2025 and June 30, 2025, 0.146 issued and outstanding at September 30, 2025 and June 30, 2025   —      —   
 Class C Common Stock (25 votes per share) $.0001 par value; 567 shares authorized at September 30, 2025 and June 30, 2025, 383 issued and outstanding at September 30, 2025 and June 30, 2025   —      —   
 Paid-in capital in excess of par value   178,757    178,757 
 Accumulated deficit   (3,025)   (5,289)
Treasury stock, at cost – 35 shares of common stock at September 30, 2025 and at June 30, 2025   (860)   (860)
 Total FONAR Corporation’s Stockholders’ Equity   174,573    172,609 
 Noncontrolling interests   (13,478)   (12,504)
 Total Equity   161,395    160,105 
 Total Liabilities and Equity  $218,352   $216,908 
           

 

 Page 8 

 

 

FONAR CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Amounts and shares in thousands, except per share amounts)

   For the Three Months
Ended September 30,
(Unaudited)
Revenues  2025  2024
Patient fee revenue – net of contractual allowances and discounts  $7,572   $7,487 
Product sales   316    120 
Service and repair fees   2,182    1,992 
Service and repair fees – related parties   45    45 
Management and other fees   12,941    12,329 
Management and other fees – related medical practices   2,987    2,987 
Total Revenues – Net   26,043    24,960 
Cost and Expenses          
Costs related to patient fee revenue   4,929    4,646 
Costs related to product sales   324    221 
Costs related to service and repair fees   1,059    1,091 
Costs related to service and repair fees – related parties   8    67 
Costs related to management and other fees   7,812    7,319 
Costs related to management and other fees – related medical practices   1,464    1,573 
Research and development   440    307 
Selling, general and administrative expenses   6,813    5,130 
Total Costs and Expenses   22,849    20,354 
Income from Operations   3,194    4,606 
Other income and (expenses)          
Interest expense   (1)   (8)
Interest income – related party   12    13 
Investment income   474    639 
Other income (expense)   3    (1)
Income Before Provision for Income Taxes and Noncontrolling Interests   3,682    5,249 
Provision for income taxes   (1,012)   (1,249)
Consolidated Net Income   2,670    4,000 
Net Income – Noncontrolling Interests   (406)   (865)
Net Income – Attributable to FONAR  $2,264   $3,135 
Net Income Available to Common Stockholders  $2,120   $2,939 
Net Income Available to Class A Non–Voting Preferred Stockholders  $108   $146 
Net Income Available to Class C Common Stockholders  $36   $50 
Basic Net Income Per Common Share Available to Common Stockholders  $0.34   $0.47 
Diluted Net Income Per Common Share Available to Common Stockholders  $0.34   $0.46 
Basic and Diluted Income Per Share – Class C Common  $0.10   $0.13 
Weighted Average Basic Shares Outstanding – Common Stockholders   6,169    6,304 
Weighted Average Diluted Shares Outstanding – Common Stockholders   6,296    6,432 
Weighted Average Basic and Diluted Shares Outstanding – Class C Common   383    383 

 Page 9 

 

 

FONAR CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Amounts and shares in thousands)

(UNAUDITED)

 

   For the Three Months
Ended September 30,
   2025  2024
Cash Flows from Operating Activities:          
 Consolidated Net income  $2,670   $4,000 
 Adjustments to reconcile consolidated net income to net cash provided by operating activities:          
Depreciation and amortization   1,190    1,063 
Net change in operating right-of-use assets and lease liabilities   125    237 
Provision (Recovery) for credit losses   99    (27)
Deferred tax expense   35    866 
Changes in operating assets and liabilities, net:          
Accounts, medical and management fee receivable(s)   (1,544)   (278)
Notes receivable – related party   (12)   (13)
Inventories   64    (102)
Prepaid expenses and other current assets   340    (547)
Other assets   (378)   (11)
Accounts payable   1,218    (774)
Other current liabilities   (2,078)   (2,625)
Finance lease liabilities   (41)   (37)
Customer deposits   (3)   (98)
Other liabilities   4    3 
Net cash provided by operating activities   1,689    1,657 
 Cash Flows from Investing Activities:          
Purchases of property and equipment   (1,866)   (1,805)
Cost of non-compete contract   (500)   —   
Proceeds from short term investments   (1)   —   
Cost of patents   —      (13)
Net cash used in investing activities   (2,367)   (1,818)
 Cash Flows from Financing Activities:          
 Repayment of borrowings and capital lease obligations   —      (26)
Purchase of treasury stock   —      (415)
 Distributions to noncontrolling interests   (1,380)   (1,546)
Net cash used in financing activities   (1,380)   (1,987)
 Net (Decrease) Increase in Cash and Cash Equivalents   (2,058)   (2,148)
Cash and Cash Equivalents - Beginning of Period   56,334    56,341 
Cash and Cash Equivalents - End of Period  $54,276   $54,193 

 

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