2 unchanged sentences
CONDENSED CONSOLIDATED BALANCE SHEETS
−Removed: September 30, 2025
+Added: March 31, 2026
December 31, 2025
4 unchanged sentences
250,000 250,000
−Removed: Accounts receivable, net of allowance for credit losses of $ 380,000 and $ 265,000 at September 30, 2025 and at December 31, 2024
+Added: Accounts receivable, net of allowance for credit losses of $ 980,000 and $ 980,000 at March 31, 2026 and December 31, 2025, respectively
10,566,000 10,521,000
3 unchanged sentences
467,000 1,021,000
−Removed: VAT receivable
617,000 702,000
−Removed: Prepaid maintenance
−Removed: 42,000 1,392,000
Prepaid expenses and other current assets
22 unchanged sentences
1,256,000 937,000
−Removed: Asset retirement obligations, related party (includes $ 250,000 and $ 250,000 non-related party at September 30, 2025 and December 31, 2024)
+Added: Asset retirement obligations, related party (includes $ 250,000 and $ 250,000 non-related party at March 31, 2026 and December 31, 2025, respectively)
1,200,000 1,200,000
1 unchanged sentence
156,000 150,000
−Removed: Line of credit
Current portion of long-term debt, net
4 unchanged sentences
4,187,000 4,229,000
−Removed: Long-term debt, net, less current portion
−Removed: 8,631,000 17,341,000
Deferred income taxes
5 unchanged sentences
Common stock, no par value ( 10,000,000 authorized shares;
−Removed: Issued and outstanding shares - 6,510,000 at September 30, 2025 and 6,420,000 at December 31, 2024)
+Added: Issued and outstanding shares - 6,600,000 at March 31, 2026 and 6,575,000 at December 31, 2025)
10,763,000 10,763,000
14 unchanged sentences
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
−Removed: Three Months Ended September 30,
−Removed: Nine Months Ended September 30,
+Added: Three Months Ended March 31,
Rental revenue from medical equipment leasing
−Removed: $ 3,137,000 $ 3,312,000 $ 9,699,000 $ 11,464,000
Direct patient services revenue
−Removed: 4,034,000 3,687,000 10,655,000 7,807,000
−Removed: 7,171,000 6,999,000 20,354,000 19,271,000
Costs of revenue:
Maintenance and supplies
−Removed: 650,000 613,000 1,916,000 1,671,000
Depreciation and amortization
−Removed: 1,441,000 1,666,000 4,383,000 4,418,000
Other direct operating costs
−Removed: 3,216,000 3,180,000 9,168,000 6,691,000
Other direct operating costs, related party
−Removed: 278,000 170,000 729,000 510,000
−Removed: 5,585,000 5,629,000 16,196,000 13,290,000
−Removed: 1,586,000 1,370,000 4,158,000 5,981,000
Selling and administrative expense
−Removed: 1,538,000 1,923,000 5,092,000 5,698,000
Interest expense
−Removed: 392,000 336,000 1,253,000 1,070,000
−Removed: Loss on write down of impaired assets and associated removal costs, net
−Removed: - - - 188,000
Operating loss
−Removed: ( 344,000 ) ( 889,000 ) ( 2,187,000 ) ( 975,000 )
−Removed: Bargain purchase gain RI Acquisition, net of deferred income taxes of $ 88,000 and $ 1,314,000
−Removed: - 263,000 - 3,942,000
Interest and other income, net
−Removed: 63,000 47,000 172,000 212,000
−Removed: (Loss) income before income taxes
−Removed: ( 281,000 ) ( 579,000 ) ( 2,015,000 ) 3,179,000
+Added: Loss before income taxes
Income tax expense (benefit)
−Removed: 48,000 ( 169,000 ) ( 296,000 ) ( 244,000 )
−Removed: Net (loss) income
−Removed: ( 329,000 ) ( 410,000 ) ( 1,719,000 ) 3,423,000
net loss attributable to non-controlling interests
−Removed: 312,000 203,000 797,000 91,000
−Removed: Net (loss) income attributable to American Shared Hospital Services
−Removed: $ ( 17,000 ) $ ( 207,000 ) $ ( 922,000 ) $ 3,514,000
−Removed: Net (loss) income per share:
−Removed: (Loss) income per common share - basic
−Removed: $ ( 0.00 ) $ ( 0.03 ) $ ( 0.14 ) $ 0.54
−Removed: (Loss) income per common share - diluted
−Removed: $ ( 0.00 ) $ ( 0.03 ) $ ( 0.14 ) $ 0.54
−Removed: Weighted average common shares for basic (loss) earnings per share
−Removed: 6,632,000 6,482,000 6,593,000 6,482,000
−Removed: Weighted average common shares for diluted (loss) earnings per share
−Removed: 6,632,000 6,482,000 6,593,000 6,520,000
+Added: Net loss attributable to American Shared Hospital Services
+Added: Net loss per share:
+Added: Loss per common share - basic
+Added: Loss per common share - diluted
+Added: Weighted average common shares for basic loss per share
+Added: Weighted average common shares for diluted loss per share
See accompanying notes
1 unchanged sentence
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
−Removed: FOR THE THREE AND NINE-MONTH PERIODS ENDED SEPTEMBER 30, 2025 AND 2024
−Removed: Common Shares Common Stock Additional Paid-in Capital Retained Earnings
+Added: FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2026 AND 2025
+Added: Common Shares
+Added: Additional Paid-in Capital
+Added: Retained Earnings
Sub-Total ASHS
1 unchanged sentence
Balances at January 1, 2025
−Removed: 6,300,000 $ 10,763,000 $ 8,232,000 $ 3,629,000 $ 22,624,000 $ 3,655,000 $ 26,279,000
Stock-based compensation expense
−Removed: - - 98,000 - 98,000 - 98,000
Vested restricted stock awards
−Removed: 30,000 - - - - - -
Capital contributions from non-controlling interests
−Removed: - - - - - 38,000 38,000
−Removed: Cash distributions to non-controlling interests
−Removed: - - - - - ( 95,000 ) ( 95,000 )
−Removed: Net income (loss)
−Removed: - - - 119,000 119,000 ( 54,000 ) 65,000
Balances at March 31, 2025
−Removed: 6,330,000 10,763,000 8,330,000 3,748,000 22,841,000 3,544,000 26,385,000
−Removed: Stock-based compensation expense
−Removed: - - 99,000 - 99,000 - 99,000
−Removed: Vested restricted stock awards
−Removed: 30,000 - - - - - -
−Removed: RI Acquisition non-controlling interests
−Removed: - - - - - 2,100,000 2,100,000
−Removed: - - - 3,602,000 3,602,000 166,000 3,768,000
−Removed: Balances at June 30, 2024
−Removed: 6,360,000 10,763,000 8,429,000 7,350,000 26,542,000 5,810,000 32,352,000
−Removed: Stock-based compensation expense
−Removed: - - 88,000 - 88,000 - 88,000
−Removed: Vested restricted stock awards
−Removed: 30,000 - - - - - -
−Removed: RI Acquisition non-controlling interests
−Removed: - - - - - ( 200,000 ) ( 200,000 )
−Removed: - - - ( 207,000 ) ( 207,000 ) ( 203,000 ) ( 410,000 )
−Removed: Balances at September 30, 2024
−Removed: 6,390,000 $ 10,763,000 $ 8,517,000 $ 7,143,000 $ 26,423,000 $ 5,407,000 $ 31,830,000
Balances at January 1, 2026
−Removed: 6,420,000 $ 10,763,000 $ 8,605,000 $ 5,815,000 $ 25,183,000 $ 4,844,000 $ 30,027,000
Stock-based compensation expense
−Removed: - - 89,000 - 89,000 - 89,000
Vested restricted stock awards
−Removed: 30,000 - - - - - -
−Removed: Capital contributions from non-controlling interests
−Removed: - - - - - 8,000 8,000
−Removed: - - - ( 625,000 ) ( 625,000 ) ( 287,000 ) ( 912,000 )
−Removed: Balances at March 31, 2025
−Removed: 6,450,000 10,763,000 8,694,000 5,190,000 24,647,000 4,565,000 29,212,000
−Removed: Stock-based compensation expense
−Removed: - - 114,000 - 114,000 - 114,000
−Removed: Vested restricted stock awards
−Removed: 30,000 - - - - - -
−Removed: - - - ( 280,000 ) ( 280,000 ) ( 198,000 ) ( 478,000 )
−Removed: Balances at June 30, 2025
−Removed: 6,480,000 10,763,000 8,808,000 4,910,000 24,481,000 4,367,000 28,848,000
−Removed: Stock-based compensation expense
−Removed: - - 101,000 - 101,000 - 101,000
−Removed: Vested restricted stock awards
−Removed: 30,000 - - - - - -
Cash distributions to non-controlling interests
−Removed: - - - - - ( 21,000 ) ( 21,000 )
−Removed: - - - ( 17,000 ) ( 17,000 ) ( 312,000 ) ( 329,000 )
−Removed: Balances at September 30, 2025
−Removed: 6,510,000 $ 10,763,000 $ 8,909,000 $ 4,893,000 $ 24,565,000 $ 4,034,000 $ 28,599,000
+Added: Balances at March 31, 2026
See accompanying notes
1 unchanged sentence
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
−Removed: Nine Months Ended September 30,
+Added: Three Months Ended March 31,
Operating activities:
−Removed: Net (loss) income
−Removed: Adjustments to reconcile net (loss) income to net cash from operating activities:
+Added: Adjustments to reconcile net loss to net cash from operating activities:
Depreciation, amortization, and other
−Removed: Loss on write down of impaired assets and associated removal costs, net
Accretion of debt issuance costs
−Removed: Bargain purchase gain RI Acquisition, net of deferred income taxes
Non cash lease expense
Accretion of unfavorable lease position
−Removed: Deferred income taxes
Stock-based compensation expense
3 unchanged sentences
Related party liabilities
−Removed: Asset retirement obligations, related party
−Removed: Income taxes payable
Lease liabilities
−Removed: Net cash provided by (used in) operating activities
+Added: Net cash provided by operating activities
Investing activities:
−Removed: Cash received in excess of cash paid for the RI Acquisition
Payment for purchases of property and equipment
2 unchanged sentences
Principal payments on long-term debt
−Removed: Payments on line of credit
Advances on line of credit
−Removed: Long-term debt financing
Capital contribution non-controlling interests
Distributions to non-controlling interests
−Removed: Debt issuance costs long-term debt
Net cash (used in) provided by financing activities
4 unchanged sentences
Cash paid during the period for:
+Added: Income tax (refunds)
Schedule of non-cash investing and financing activities
Equipment included in accounts payable and accrued liabilities
−Removed: Non-controlling interest RI Acquisition
−Removed: Right of use assets and lease liabilities
−Removed: Increase to right of use assets and lease liabilities due to a lease modification
Detail of cash, cash equivalents and restricted cash at end of period
6 unchanged sentences
Basis of Presentation
−Removed: In the opinion of the management of American Shared Hospital Services (“ASHS”), the accompanying unaudited condensed consolidated financial statements contain all adjustments necessary for the fair presentation of ASHS consolidated financial position as of September 30, 2025 , the results of its operations for the three and nine -month periods ended September 30, 2025 and 2024 , and the cash flows for the nine -month periods ended September 30, 2025 and 2024 .
−Removed: The results of operations for the three and nine -month periods ended September 30, 2025 are not necessarily indicative of results on an annualized basis.
+Added: In the opinion of the management of American Shared Hospital Services (“ASHS”), the accompanying unaudited condensed consolidated financial statements contain all adjustments necessary for the fair presentation of ASHS consolidated financial position as of March 31, 2026 , the results of its operations for the three -month periods ended March 31, 2026 and 2025 , and the cash flows for the three -month periods ended March 31, 2026 and 2025 .
+Added: The results of operations for the three -month periods ended March 31, 2026 are not necessarily indicative of results on an annualized basis.
Consolidated balance sheet amounts as of December 31, 2025 have been derived from the audited consolidated financial statements.
−Removed: These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements for the year ended December 31, 2024 included in the ASHS Annual Report on Form 10 -K filed with the Securities and Exchange Commission (“SEC”) on April 4, 2025.
+Added: These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements for the year ended December 31, 2025 included in the ASHS Annual Report on Form 10 -K filed with the Securities and Exchange Commission (“SEC”) on March 31, 2026.
These condensed consolidated financial statements include the accounts of ASHS and its subsidiaries (the “Company”) including as follows:
ASHS wholly owns the subsidiaries American Shared Radiosurgery Services (“ASRS”), PBRT Orlando, LLC (“Orlando”), ASHS-Mexico, S.A.
−Removed: (“ASHS-Mexico”), ASHS-Rhode Island Proton Beam Radiation Therapy, LLC (“RI-PBRT”), ASHS-Bristol Radiation Therapy, LLC (“Bristol”), OR21, Inc., and MedLeader.com, Inc.
+Added: (“ASHS-Mexico”), ASHS-Rhode Island Proton Beam Radiation Therapy, LLC (“RI-PBRT”), ASHS-Bristol Radiation Therapy, LLC (“Bristol”), and MedLeader.com, Inc.
(“MedLeader”);
4 unchanged sentences
ASHS-Mexico is the majority owner of AB Radiocirugia y Radioterapia de Puebla, S.A.P.I.
−Removed: of Puebla (“Puebla”).
+Added: of Puebla (“Puebla”) and Instituto Gamma Knife San Javier Mexico S.A.P.I.
+Added: (“San Javier”) .
GKF is the majority owner of the subsidiaries Albuquerque GK Equipment, LLC (“AGKE”) and Jacksonville GK Equipment, LLC (“JGKE”).
The Company (through ASRS) and Elekta AB (“Elekta”), the manufacturer of the Gamma Knife (through its wholly-owned United States subsidiary, GKV Investments, Inc.), entered into an operating agreement and formed GKF.
−Removed: As of September 30, 2025 , GKF provides Gamma Knife units to seven medical centers in the United States in the states of Illinois, Indiana, Mississippi, New Mexico, New York, Oregon, and Texas.
+Added: As of March 31, 2026 , GKF provides Gamma Knife units to seven medical centers in the United States in the states of Illinois, Indiana, Mississippi, New Mexico, New York, Oregon, and Texas.
GKF also owns and operates two single-unit Gamma Knife facilities in Lima, Peru and Guayaquil, Ecuador.
The Company through its wholly-owned subsidiary, Orlando, provided proton beam radiation therapy (“PBRT”) and related equipment to a medical center in Florida.
−Removed: On November 10, 2023, the Company entered into an Investment Purchase Agreement (the “IPA”) with GenesisCare USA, Inc.
−Removed: (the “GenesisCare”) and GenesisCare USA Holdings, Inc.
−Removed: (“GC Holdings”), pursuant to which GenesisCare agreed to sell to the Company its entire equity interest in each of SNERCC and RWRT, (collectively, the “RI Companies”) and to assign certain payor contacts to the RI Companies for a purchase price of $ 2,850,000 (such transaction, the “RI Acquisition”).
−Removed: The equity interests acquired by the Company under the IPA equate to a 60 % interest in each of the RI Companies.
−Removed: The RI Companies operate three functional radiation therapy cancer centers in Rhode Island.
−Removed: The parties closed the RI Acquisition on May 7, 2024.
−Removed: See Note 10 - Rhode Island Acquisition to the condensed consolidated financial statements for further information.
−Removed: On April 27, 2022, the Company signed a Joint Venture Agreement with the principal owners of Guadalupe Amor y Bien S.A.
−Removed: (“Guadalupe”) to establish Puebla to treat public- and private-paying cancer patients and provide radiation therapy and radiosurgery services in Guadalupe, Mexico.
−Removed: The Company and Guadalupe hold 85 % and 15 % ownership interests, respectively, in Puebla.
−Removed: Under the agreement, the Company was responsible for providing a linear accelerator upgrade to an Elekta Versa HD, and Guadalupe was accountable for all site modification costs.
−Removed: The Company formed ASHS-Mexico on October 3, 2022 to establish Puebla.
−Removed: Puebla was formed on December 15, 2022 and began treating patients in July 2024.
On June 28, 2024, ASHS-Mexico, signed a Joint Venture Agreement with Hospital San Javier, S.A.
−Removed: (“HSJ”) to establish Newco to treat public- and private-paying cancer patients and provide radiosurgery services in Guadalajara, Mexico.
−Removed: The Company and HSJ will hold 70 % and 30 % ownership interests, respectively, in Newco.
+Added: (“HSJ”) to establish San Javier to treat public- and private-paying cancer patients and provide radiosurgery services in Guadalajara, Mexico.
+Added: The Company and HSJ will hold 70 % and 30 % ownership interests, respectively, in San Javier.
Under the agreement, the Company is responsible for upgrading HSJ’s existing Gamma Knife Perfexion system to a Gamma Knife Esprit and paying 50 % of all site modification costs required to install the Esprit.
−Removed: The Company does not expect that Newco will begin treating patients until the second quarter of 2026.
+Added: The Company does not expect that San Javier will begin treating patients until late 2026 or 2027.
February 6, 2025, the Company’s subsidiary, Bristol, closed on the acquisition of certain parcels of real property located on Gooding Avenue, Bristol, Rhode Island.
8 unchanged sentences
LBE is not expected to generate revenue within the next two years.
−Removed: The Company owns 50 % of OR21, LLC ( “OR21” ).
−Removed: The remaining 50 % is owned by an architectural design company.
−Removed: OR21 is not operational at this time.
MedLeader was formed to provide continuing medical education online and through videos for doctors, nurses, and other healthcare workers.
1 unchanged sentence
All significant intercompany accounts and transactions have been eliminated in consolidation.
−Removed: Accounting pronouncements issued and not yet adopted - In December 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023 - 09 Income Taxes (Topic 740 ) Improvements to Income Tax Disclosures (“ASU 2023 - 09” ) which requires entities, on an annual basis, to disclose:
+Added: Accounting pronouncements issued and adopted - In December 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023 - 09 Income Taxes (Topic 740 ) Improvements to Income Tax Disclosures (“ASU 2023 - 09” ) which requires entities, on an annual basis, to disclose:
specific categories in the rate reconciliation, additional information for reconciling items that meet a quantitative threshold, the amount of income taxes paid, net of refunds, disaggregated by jurisdiction, income or loss from continuing operations before income tax, income tax expense from continuing operations disaggregated between foreign and domestic, and income tax expense from continuing operations disaggregated by federal, state and foreign.
−Removed: ASU 2023 - 09 is effective for annual periods beginning after December 15, 2024, and interim reporting periods beginning after December 15, 2025.
−Removed: The adoption of ASU 2023 - 09 will modify the Company’s disclosures but will not have an impact on our financial position or results of operations.
−Removed: In November 2024, the FASB issued ASU 2024 - 03 Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (“ASU 2024 - 03” ) which requires entities to 1.
+Added: ASU 2023 - 09 is effective for annual periods beginning after December 15, 2024.
+Added: The Company adopted ASU 2023 - 09 for the year-ended December 31, 2025, prospectively, and enhanced its disclosure requirements, accordingly.
+Added: In July 2025, the FASB issued ASU 2025 - 05 Measurement of Credit Losses for Accounts Receivable and Contract Assets (“ASU 2025 - 05” ) which provides ( 1 ) all entities with a practical expedient and ( 2 ) entities other than public business entities, with an accounting policy election when estimating credit losses for current accounts receivable and current contract assets arising from transactions accounted for under Topic 606.
+Added: ASU 2025 - 05 is effective for annual reporting periods beginning after December 15, 2025 and interim reporting periods within those annual reporting periods.
+Added: Early adoption is permitted in both interim and annual reporting periods in which financial statements have not yet been issued or made available for issuance.
+Added: The Company adopted ASU 2025 - 05 for the period-ended March 31, 2026 and concluded it did not have a material impact to its condensed consolidated financial statements.
+Added: Accounting pronouncements issued and not yet adopted - In November 2024, the FASB issued ASU 2024 - 03 Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (“ASU 2024 - 03” ) which requires entities to 1.
disclose amounts of (a) purchase of inventory, (b) employee compensation, (c) depreciation, (d) intangible asset amortization, and, (e) depreciation, depletion, and amortization recognized as part of oil-and gas-producing activities, 2.
5 unchanged sentences
The Company is currently evaluating ASU 2024 - 03 to determine the impact it may have on its consolidated financial statements.
−Removed: In July 2025, the FASB issued ASU 2025 - 05 Measurement of Credit Losses for Accounts Receivable and Contract Assets (“ASU 2025 - 05” ) which provides ( 1 ) all entities with a practical expedient and ( 2 ) entities other than public business entities, with an accounting policy election when estimating credit losses for current accounts receivable and current contract assets arising from transactions accounted for under Topic 606.
−Removed: ASU 2025 - 05 is effective for annual reporting periods beginning after December 15, 2025 and interim reporting periods within those annual reporting periods.
−Removed: Early adoption is permitted in both interim and annual reporting periods in which financial statements have not yet been issued or made available for issuance.
−Removed: The Company is currently evaluating ASU 2025 - 05 to determine the impact it may have on its consolidated financial statements.
Revenue recognition - The Company recognizes revenues under Accounting Standards Codification (“ASC”) 842 Leases (“ASC 842” ) and ASC 606 Revenue from Contracts with Customers (“ASC 606” ).
9 unchanged sentences
The operating costs are recorded as other direct operating costs in the condensed consolidated statements of operations.
−Removed: For the three and nine -month periods ended September 30, 2025 , the Company recognized leasing revenue of approximately $ 3,137,000 and $ 9,699,000 compared to $ 3,312,000 and $ 11,464,000 for the same periods in the prior year, respectively.
−Removed: For the three and nine -month periods ended September 30, 2025 , $ 2,127,000 and $ 5,691,000 of the ASC 842 revenues were for PBRT services compared to $ 2,316,000 and $ 7,386,000 , for the same periods in the prior year respectively.
+Added: For the three -month period ended March 31, 2026 , the Company recognized leasing revenue of approximately $ 3,020,000 compared to $ 2,991,000 for the same period in the prior year.
+Added: For the three -month period ended March 31, 2026 , $ 1,956,000 of the ASC 842 revenues were for PBRT services compared to $ 1,642,000 , for the same period in the prior year.
Direct patient services income – The Company has stand-alone facilities in Lima, Peru, Guayaquil, Ecuador, and Puebla, Mexico where contracts exist between the Company’s facilities and the individual patients treated at the facility.
7 unchanged sentences
The Company did not capitalize any incremental costs related to the fulfillment of its customer contracts.
−Removed: On May 7, 2024, the Company acquired 60 % of the interests of the RI Companies.
+Added: The Company holds a 60 % equity interest in each of SNERCC and RWRT (collectively, the “RI Companies”) and was assigned certain payor contracts for a purchase price of $ 2,850,000 , in May 2024 ( such transaction, the “RI Acquisition”).
The RI Companies operate three, existing, stand-alone radiation therapy cancer centers in Woonsocket, Warwick and Providence, Rhode Island, where contracts exist between the Company’s facilities and the individual patients treated at the facility.
5 unchanged sentences
The Company also concluded the three facilities are part of its direct patient services segment, see further discussion below.
−Removed: Accounts receivable balances under ASC 606 at September 30, 2025 and January 1, 2025 were $ 7,981,000 and $ 6,073,000 , respectively.
−Removed: Accounts receivable balances under ASC 606 at September 30, 2024 and January 1, 2024 were $ 5,357,000 and $ 1,626,000 , respectively.
−Removed: For the three and nine -month periods ended September 30, 2025 , the Company recognized direct patient services revenues of approximately $ 4,034,000 and $ 10,655,000 compared to $ 3,687,000 and $ 7,807,000 for the same periods in the prior year, respectively.
−Removed: Business Combinations - Business combinations are accounted for under ASC 805 Business Combinations (“ASC 805” ) using the acquisition method of accounting.
−Removed: Under the acquisition method of accounting, all assets acquired, identifiable intangible assets acquired, liabilities assumed, and applicable non-controlling interests are recognized at fair value as of the acquisition date.
−Removed: Costs incurred associated with the acquisition of a business are expensed as incurred.
−Removed: The allocation of purchase price requires management to make significant estimates and assumptions, especially with respect to tangible assets, any intangible assets identified and non-controlling interests.
−Removed: These estimates include, but are not limited to, a market participant ’ s expectation of future cash flows from acquired customers, acquired trade names, useful lives of acquired assets, and discount rates.
−Removed: See Note 10 - Rhode Island Acquisition to the condensed consolidated financial statements for further discussion on acquisitions.
+Added: Accounts receivable balances under ASC 606 at March 31, 2026 and January 1, 2026 were $ 8,484,000 and $ 8,138,000 , respectively.
+Added: Accounts receivable balances under ASC 606 at March 31, 2025 and January 1, 2025 were $ 6,120,000 and $ 6,073,000 , respectively.
+Added: For the three -month period ended March 31, 2026 , the Company recognized direct patient services revenues of approximately $ 4,064,000 compared to $ 3,121,000 for the same period in the prior year.
+Added: Liquidity - On April 9, 2021, ASHS, Orlando, GKF (together with ASHS and Orlando, the “Borrowers”), and ASRS (together with the Borrowers, collectively, the “Loan Parties”) entered into a five -year $ 22,000,000 credit agreement (the “Credit Agreement”) with Fifth Third Bank, N.A.
+Added: (“Fifth Third”).
+Added: The loan entered into with United States International Development Finance Corporation (“DFC”) in connection with the acquisition of GKCE in June 2020 ( the “DFC Loan”;
+Added: together with the Credit Agreement, the “Credit Agreements”) was obtained through the Company’s wholly-owned subsidiary, HoldCo and is guaranteed by GKF.
+Added: On December 10, 2025, the Loan Parties received a notice from Fifth Third asserting that a specified Event of Default (as defined in the Credit Agreement) occurred under the Credit Agreement due to the Borrower's failure to maintain minimum unrestricted domestic cash of at least an aggregate of $ 5,000,000 (the “Minimum Cash Covenant”) as of September 30, 2025.
+Added: As of December 31, 2025, the Company was not in compliance with the minimum fixed-charge coverage ratio, the maximum funded debt-to-EBITDA ratio, and the Minimum Cash Covenant required by the Credit Agreement, and the Company notified Fifth Third of such defaults.
+Added: ASHS has also determined that the Borrowers’ defaults under the Credit Agreement could be deemed to have resulted in an Event of Default (as defined in the DFC Loan) under the DFC Loan.
+Added: However, as of the date of this Quarterly Report, DFC has not delivered any notice asserting that such an Event of Default has occurred or sought to exercise any remedies it may have under the DFC Loan.
+Added: The Credit Agreement matured on April 9, 2026 and is secured by a lien on substantially all of the assets of the Loan Parties and is guaranteed by ASHS, Orlando and ASRS.
+Added: The Loan Parties did not satisfy all outstanding obligations under the Credit Agreement on the maturity date.
+Added: ASHS is currently in discussions with Fifth Third regarding a potential amendment and extension of the maturity date of the Credit Agreement.
+Added: However, there can be no assurance that Fifth Third will agree to such an extension or, if obtained, as to the terms or duration of any such extension.
+Added: If ASHS is unable to obtain an extension of the maturity date of the Credit Agreement, and Fifth Third were to demand payment in Full in lump-sum, the Company will not have sufficient cash on hand to repay all outstanding obligations due under the Credit Agreement at maturity.
+Added: See Note 3 - “Long Term Debt” for additional information.
+Added: As of March 31, 2026 , HoldCo was not in compliance with the cash-to-debt covenant under the DFC Loan.
+Added: The Company notified DFC of this non-compliance and is in discussions for an extended waiver or amendment to the DFC Loan, but there can be no assurances regarding the outcome of such discussions.
+Added: Furthermore, ASHS has determined that HoldCo’s non-compliance with the DFC Loan could be deemed to have resulted in an Event of Default (as defined in the Credit Agreement) of the Credit Agreement with Fifth Third.
+Added: However, as of the date of this Quarterly Report, Fifth Third has not delivered any notice to the Loan Parties asserting that such an Event of Default has occurred or sought to exercise any remedies it may have under the Credit Agreement.
+Added: The Company reassessed its ability to continue as a going concern in light of the Events of Default discussed above.
+Added: As long as the Company remains in default under the Credit Agreements, Fifth Third and DFC could accelerate all payment obligations under the Credit Agreements.
+Added: If Fifth Third or DFC were to accelerate all payment obligations under the Credit Agreements as a result of the defaults thereunder, the Company would not have sufficient cash on hand to satisfy such accelerated payment obligations.
+Added: As a result, these conditions raise substantial doubt about the Company’s ability to continue as a going concern.
+Added: To date, the Company has not negotiated a definitive extension and, if the Company is ultimately unable to do so, the Company’s liquidity will be adversely impacted and the Company’s ability to satisfy all of its commitments over the next twelve months in accordance with their current terms would be jeopardized.
+Added: As a result of these conditions, in connection with management’s assessment of going-concern considerations in accordance with ASC 205 - 40 Presentation of Financial Statements - Going Concern , management has determined that the Company’s liquidity condition raises substantial doubt about the Company’s ability to continue as a going concern.
+Added: The Company’s condensed consolidated balance sheet as of March 31, 2026 , does not contain any adjustments that might result from the uncertainty regarding the Company’s ability to continue as a going concern.
Business segment information - Based on the guidance provided in accordance with ASC 280 Segment Reporting (“ASC 280” ), the Company analyzed its subsidiaries which are all in the business of providing radiosurgery and radiation therapy services, either through leasing to healthcare providers or directly to patients, and concluded there are two reportable segments, leasing and direct patient services.
−Removed: As of September 30, 2025 , the Company provided Gamma Knife and PBRT equipment to eight hospitals in the United States, which constitutes the leasing segment.
−Removed: As of September 30, 2025 , the Company owns and operates two single-unit Gamma Knife facilities in Lima, Peru and Guayaquil, Ecuador, one single-unit radiation therapy facility in Puebla, Mexico, and following the RI Acquisition on May 7, 2024, the Company also owns a majority interest in and operates, three single-unit radiation therapy facilities in Rhode Island, which collectively constitute the direct patient services segment.
+Added: As of March 31, 2026 , the Company provided Gamma Knife and PBRT equipment to eight hospitals in the United States, which constitutes the leasing segment.
+Added: As of March 31, 2026 , the Company owns and operates two single-unit Gamma Knife facilities in Lima, Peru and Guayaquil, Ecuador, one single-unit radiation therapy facility in Puebla, Mexico and the Company also owns a majority interest in and operates, three single-unit radiation therapy facilities in Rhode Island, which collectively constitute the direct patient services segment.
An operating segment is defined by ASC 280 as a component of an entity that engages in business activities in which it may recognize revenues and incur expenses, that has operating results that are regularly reviewed by the Company’s Chief Operating Decision Maker (“CODM”), and for which its discrete financial information is available.
The Company determined two reportable segments existed due to similarities in economics of business operations and how the Company recognizes revenue for the patient treatment.
−Removed: The operating results of the two reportable segments are reviewed by the Company’s Chief Executive Officer, who is also the CODM.
−Removed: For the periods ended September 30, 2025 and 2024 , the Company’s PBRT operations represented a majority of the revenue and net (loss) income attributable to American Shared Hospital Services from the leasing segment, disclosed below.
−Removed: The revenues, depreciation, amortization, and other expense, interest expense, interest income, income tax expense (benefit), net (loss) income attributable to American Shared Hospital Services, and total assets for the Company’s two reportable segments as of September 30, 2025 and 2024 consist of the following:
−Removed: Three Months Ended September 30,
−Removed: Nine Months Ended September 30,
+Added: The operating results of the two reportable segments are reviewed by the Company’s Executive Chairman of the Board, who is also the CODM.
+Added: For the three -month periods ended March 31, 2026 and 2025 , the Company’s PBRT operations represented a majority of the revenue and net income of the leasing segment, which reported an overall net loss for the period .
+Added: The revenues, depreciation, amortization, and other expense, interest expense, interest income, income tax expense (benefit), net (loss) income attributable to American Shared Hospital Services, and total assets for the Company’s two reportable segments as of March 31, 2026 and 2025 consist of the following:
+Added: Three Months Ended March 31,
$ 3,020,000 $ 2,991,000
22 unchanged sentences
$ 92,000 $ ( 323,000 )
−Removed: Net (loss) income attributable to American Shared Hospital Services
+Added: Net loss attributable to American Shared Hospital Services
$ ( 156,000 ) $ ( 303,000 )
2 unchanged sentences
$ ( 612,000 ) $ ( 625,000 )
−Removed: September 30,
$ 23,821,000 $ 24,334,000
2 unchanged sentences
$ 54,725,000 $ 55,479,000
+Added: Leasing revenue
+Added: $ 3,020,000 $ 2,991,000
+Added: $ 3,020,000 $ 2,991,000
+Added: Direct patient service revenue
+Added: International
+Added: $ 1,912,000 $ 1,181,000
+Added: 2,152,000 1,940,000
+Added: $ 4,064,000 $ 3,121,000
Reclassification - Certain comparative balances as of December 31, 2025 have been reclassified to make them consistent with the current year presentation.
1 unchanged sentence
Property and equipment are stated at cost less accumulated depreciation.
−Removed: Depreciation for Gamma Knife equipment, LINAC units and other equipment is determined using the straight-line method over the estimated useful lives of the assets, which for medical and office equipment is generally between three and ten years, and after accounting for salvage value on the equipment where indicated.
−Removed: The Company determines salvage value based on the estimated fair value of the equipment at the end of its useful life.
−Removed: As of December 31, 2024, the Company reduced its estimate of salvage value for all remaining domestic Gamma Knife units to $ 0 .
−Removed: The net effect of the change in estimate, for the three and nine -month periods ended September 30, 2025 , was a decrease in net income of approximately $ 10,000 or $ 0.00 per diluted share and $ 103,000 or $ 0.01 per diluted share, respectively.
−Removed: This change in estimate will be $ 10,000 , or $ 0.00 per share in future periods, following the expiration of one customer contract in the first quarter of 2025.
+Added: Depreciation for Gamma Knife equipment, LINAC units and other equipment is determined using the straight-line method over the estimated useful lives of the assets, which for medical and office equipment is generally between three and ten years, and after accounting for salvage value on the equipment where applicable.
Depreciation for PBRT equipment is determined using the modified units of production method, which is a function of both time and usage of the equipment.
1 unchanged sentence
The estimated useful life of the PBRT unit is consistent with the estimated economic life of 20 years.
−Removed: The following table summarizes property and equipment as of September 30, 2025 and December 31, 2024 :
−Removed: September 30,
+Added: The following table summarizes property and equipment as of March 31, 2026 and December 31, 2025 :
Medical equipment and facilities
11 unchanged sentences
$ 7,887,000 $ 8,082,000
−Removed: Depreciation expense recorded in costs of revenue and selling and administrative expense in the condensed consolidated statements of operations for the three and nine -month periods ended September 30, 2025 and 2024 is as follows:
−Removed: Three Months Ended September 30,
−Removed: Nine Months Ended September 30,
+Added: Depreciation expense recorded in costs of revenue and selling and administrative expense in the condensed consolidated statements of operations for the three -month periods ended March 31, 2026 and 2025 is as follows:
+Added: Three Months Ended March 31,
Depreciation expense
1 unchanged sentence
Long-Term Debt Financing
−Removed: On April 9, 2021, the Company along with certain of its domestic subsidiaries (collectively, the “Loan Parties”) entered into a five year $ 22,000,000 credit agreement (the “Credit Agreement”) with Fifth Third Bank, N.A.
−Removed: (“Fifth Third”).
+Added: On April 9, 2021, the Borrowers, and the Loan Parties entered into a five year $ 22,000,000 Credit Agreement with Fifth Third.
The Credit Agreement includes three loan facilities.
2 unchanged sentences
The third loan facility provides for a $ 7,000,000 revolving line of credit (the “Revolving Line”) available for future projects and general corporate purposes.
−Removed: The Company had outstanding borrowings of $ 2,000,000 on the Revolving Line as of September 30, 2025 , which was repaid in October 2025.
−Removed: The facilities have a five -year maturity, which mature on April 9, 2026, and carry a floating interest rate based on the Secured Overnight Financing Rate (“SOFR”) plus 3.0 % ( 7.36 % as of September 30, 2025 ) and are secured by a lien on substantially all of the assets of the Loan Parties and guaranteed by ASHS.
+Added: The facilities have a five -year maturity, which matured on April 9, 2026, and carry a floating interest rate based on the Secured Overnight Financing Rate (“SOFR”) plus 3.0 % ( 6.86 % as of March 31, 2026 ) and are secured by a lien on substantially all of the assets of the Loan Parties and guaranteed by ASHS, Orlando and ASRS.
+Added: There was an aggregate of $ 7,075,000 due on April 9, 2026 for the Term Loan and DDTL.
On January 25, 2024 ( the “First Amendment Effective Date”), the Company and Fifth Third entered into a First Amendment to Credit Agreement (the “First Amendment”), which amended the Credit Agreement to add a new term loan in the aggregate principal amount of $ 2,700,000 (the “Supplemental Term Loan”).
4 unchanged sentences
The Supplemental Term Loan is secured by a lien on substantially all of the assets of the Company and certain of its domestic subsidiaries.
−Removed: The First Amendment also replaced the LIBOR-based rates in the Credit Agreement with SOFR-based rates.
Pursuant to the First Amendment, advances under the Credit Agreement bear interest at a floating rate per annum equal to SOFR plus 3.00 %, subject to a SOFR floor of 0.00 %.
7 unchanged sentences
Pursuant to the First Amendment, advances under the Credit Agreement bear interest at a floating rate per annum equal to SOFR plus 3.00 %, subject to a SOFR floor of 0.00 %.
−Removed: The long-term debt on the condensed consolidated balance sheets related to the Term Loan, DDTL, Revolving Line, Supplemental Term Loan and Second Supplemental Term Loan was $ 16,933,000 and $ 18,462,000 as of September 30, 2025 and December 31, 2024 , respectively.
−Removed: The Company capitalized debt issuance costs of $ 0 and $ 97,000 as of September 30, 2025 and December 31, 2024, related to the issuance of the Supplemental Term Loan and Second Supplemental Term Loan.
+Added: The long-term debt on the condensed consolidated balance sheets related to the Term Loan, DDTL, Revolving Line, Supplemental Term Loan and Second Supplemental Term Loan was $ 15,895,000 and $ 16,197,000 as of March 31, 2026 and December 31, 2025 , respectively.
+Added: The Company did not capitalize any debt issuance costs as of March 31, 2026 and December 31, 2025 , related to the issuance of the Supplemental Term Loan and Second Supplemental Term Loan.
The Credit Agreement contains customary covenants and representations, including without limitation, a minimum fixed charge coverage ratio of 1.25 and maximum funded debt to EBITDA ratio of 3.0 to 1.0 (tested on a trailing twelve -month basis at the end of each fiscal quarter), an obligation that the Company maintain $ 5,000,000 of unrestricted cash, reporting obligations, limitations on dispositions, changes in ownership, mergers and acquisitions, indebtedness, encumbrances, distributions, investments, transactions with affiliates and capital expenditures.
On September 30, 2025, the Company received a limited waiver from Fifth Third with respect to its failure to be in compliance with the maximum funded debt to EBITDA ratio covenant in the Credit Agreement as of June 30, 2025 and with respect to the delivery of items following the closing of the Second Amendment.
−Removed: The Loan Parties are in compliance with the Credit Agreement as of September 30, 2025 .
−Removed: The loan entered into with United States International Development Finance Corporation (“DFC”) in connection with the acquisition of GKCE in June 2020 ( the “DFC Loan”) was obtained through the Company’s wholly-owned subsidiary, HoldCo and is guaranteed by GKF.
+Added: As previously disclosed, (i) on December 10, 2025, the Loan Parties received notice from Fifth Third asserting that an Event of Default had occurred under the Credit Agreement due to the Borrowers’ failure to comply with the Minimum Cash Covenant as of September 30, 2025, and (ii) as of December 31, 2025, the Company was not in compliance with the minimum fixed-charge coverage ratio, the maximum funded debt-to-EBITDA ratio, and the Minimum Cash Covenant required by the Credit Agreement and notified Fifth Third of such non-compliance (all such defaults in clauses (i) and (ii), collectively, the “Financial Covenant Defaults”).
+Added: The Financial Covenant Defaults under the Credit Agreement remain uncured as of March 31, 2026, and, as a result, the Loan Parties are not in compliance with the Credit Agreement as of such date.
+Added: Due to the Financial Covenant Defaults described above, Fifth Third may exercise any of its rights, powers, privileges, and remedies under the Credit Agreement, the other Loan Documents, and applicable law, including but not limited to the right to accelerate the Borrowers’ payment obligations under the Credit Agreement.
+Added: In December 2025, as a result of the Financial Covenant Defaults, Fifth Third notified the Company that, among other things, it had suspended the Revolving Loan Commitment with respect to additional Revolving Loan Advances.
+Added: To date, Fifth Third has not accelerated the obligations of the Loan Parties under the Credit Agreement or other Loan Documents
+Added: The Loan Parties did not satisfy all outstanding obligations under the Credit Agreement when it matured on April 9, 2026.
+Added: Due to the Financial Covenant Defaults described above, the Loan Parties are not in compliance with the Credit Agreement as of March 31, 2026 .
+Added: To date, Fifth Third has not accelerated the obligations of the Loan Parties under the Credit Agreement or other Loan Documents.
+Added: ASHS is currently in discussions with Fifth Third regarding an amendment to extend the maturity date of the Credit Agreement.
+Added: However, there can be no assurances regarding the outcome of such discussions.
+Added: The loan entered into with DFC in connection with the acquisition of GKCE in June 2020 was obtained through the Company’s wholly-owned subsidiary, HoldCo and is guaranteed by GKF.
The DFC Loan is secured by a lien on GKCE’s assets.
3 unchanged sentences
The amount outstanding under the second tranche of the DFC Loan is payable in 16 quarterly installments with a fixed interest rate of 7.49 %.
−Removed: The long-term debt on the condensed consolidated balance sheets related to the DFC Loan was $ 1,313,000 and $ 1,806,000 as of September 30, 2025 and December 31, 2024 , respectively.
+Added: The Company did not capitalize any debt issuance costs as of March 31, 2026 and December 31, 2025 , related to the maintenance and administrative fees on the DFC Loan.
+Added: The long-term debt on the condensed consolidated balance sheets related to the DFC Loan was $ 985,000 and $ 1,149,000 as of March 31, 2026 and December 31, 2025 , respectively.
The DFC Loan contains customary covenants including without limitation, requirements that HoldCo maintain certain financial ratios related to liquidity and cash flow as well as depository requirements.
1 unchanged sentence
On March 3, 2025, the Company received an additional waiver from DFC for certain covenants as of December 31, 2024 and through December 31, 2025.
−Removed: HoldCo was in compliance with all debt covenants pursuant to the DFC Loan as amended and waived at September 30, 2025 .
+Added: HoldCo was not in compliance with the cash to debt covenant at March 31, 2026 .
+Added: As a result of the Loan Parties’ Financial Covenant Defaults under the Credit Agreement with Fifth Third discussed above, ASHS has determined that the non-compliance with the Credit Agreement could be deemed to have resulted in an Event of Default (as defined in the DFC Loan) under the DFC Loan.
+Added: However, as of the date of this Quarterly Report, DFC has not delivered any notice to HoldCo or ASHS asserting the occurrence of an Event of Default resulting from the Financial Covenant Defaults or sought to exercise any remedies it may have under the DFC Loan.
+Added: Additionally, HoldCo was not in compliance with the cash-to-debt covenant under the DFC Loan as of March 31, 2026.
+Added: The Company notified DFC of this non-compliance and is in discussions for an extended waiver or amendment to the DFC Loan.
+Added: However, there can be no assurances regarding the outcome of such discussions.
+Added: Furthermore, ASHS has determined that HoldCo’s non-compliance with the DFC Loan could be deemed to have resulted in an Event of Default (as defined in the Credit Agreement) under the Credit Agreement with Fifth Third.
+Added: However, as of the date of this Quarterly Report, Fifth Third has not delivered any notice to the Loan Parties asserting that such an Event of Default has occurred or sought to exercise any remedies it may have under the Credit Agreement as a result thereof.
+Added: The Company’s failure to comply with the covenants under the Credit Agreements could result in the Company’s credit commitments being terminated and the principal of any outstanding borrowings, together with any accrued but unpaid interest, under the Credit Agreements could be declared immediately due and payable.
+Added: Furthermore, the lenders under the Credit Agreements could also exercise their rights to take possession of, and to dispose of, the collateral securing the credit facilities and loans and could pursue additional default remedies upon default as set forth in each such agreement.
+Added: As long as the Company remains in default under the Credit Agreements, Fifth Third and DFC could accelerate all payment obligations under the Credit Agreements.
+Added: If Fifth Third or DFC were to accelerate all payment obligations under the Credit Agreements as a result of the defaults thereunder, the Company would not have sufficient cash on hand to satisfy such accelerated payment obligations.
+Added: As a result, these conditions raise substantial doubt about the Company’s ability to continue as a going concern.
In November and December 2024, GKCE obtained two loans with banks locally in Ecuador (the “GKCE Loans”).
The GKCE Loans carry interest rates of 12.60 % and 12.78 % and are payable in twelve and thirty-six equal monthly installments of principal and interest, respectively.
−Removed: Total long-term debt on the condensed consolidated balance sheets related to the GKCE Loans was $ 66,000 and $ 145,000 as of September 30, 2025 and December 31, 2024 , respectively.
The Company did not capitalize any debt issuance costs related to the GKCE Loans.
−Removed: If the Company fails to comply with the Credit Agreement covenants or the DFC Loan covenants, the Company’s credit commitments could be terminated and the principal of any outstanding borrowings, together with any accrued but unpaid interest, under the Credit Agreement or the DFC Loan could be declared immediately due and payable.
−Removed: Furthermore, the lenders under the Credit Agreement and the DFC Loan could also exercise their rights to take possession of, and to dispose of, the collateral securing the credit facilities and loans and could pursue additional remedies upon default as set forth in each such agreement.
−Removed: The accretion of debt issuance costs for the three and nine -month periods ended September 30, 2025 was $ 24,000 and $ 103,000 compared to $ 19,000 and $ 77,000 for the same periods in the prior year, respectively.
−Removed: As of September 30, 2025 and December 31, 2024 , the unamortized deferred issuance costs on the condensed consolidated balance sheet was $ 128,000 and $ 231,000 , respectively.
−Removed: As of September 30, 2025 , long-term debt on the condensed consolidated balance sheets was $ 18,184,000 .
−Removed: The following are contractual maturities of long-term debt as of September 30, 2025 , excluding deferred issuance costs of $ 128,000 :
+Added: Total long-term debt on the condensed consolidated balance sheets related to the GKCE Loans was $ 47,000 and $ 53,000 as of March 31, 2026 and December 31, 2025 , respectively.
+Added: The accretion of debt issuance costs for the three -month period ended March 31, 2026 was $ 21,000 compared to $ 24,000 for the same period in the prior year.
+Added: As of March 31, 2026 and December 31, 2025 , the unamortized deferred issuance costs on the condensed consolidated balance sheet was $ 84,000 and $ 105,000 , respectively.
+Added: As of March 31, 2026 , long-term debt on the condensed consolidated balance sheets was $ 16,843,000 .
+Added: The following are contractual maturities of long-term debt as of March 31, 2026 , excluding deferred issuance costs of $ 84,000 :
Year ending December 31,
−Removed: 2025 (excluding the nine-months ended September 30, 2025)
+Added: 2026 (excluding the three-months ended March 31, 2026)
Other Accrued Liabilities
−Removed: Other accrued liabilities consist of the following as of September 30, 2025 and December 31, 2024 :
−Removed: September 30,
+Added: Other accrued liabilities consist of the following as of March 31, 2026 and December 31, 2025 :
Professional services
16 unchanged sentences
As such, the Company does not measure future operating lease receivables.
−Removed: The Company’s corporate offices were located in San Francisco, California, where it leased approximately 900 square feet for $ 4,500 per month and the lease term ended in November 2024.
−Removed: In November 2024, the Company closed this office and signed two sublease agreements for small, office spaces in San Francisco, California and Downers Grove, Illinois.
−Removed: The sublease in San Francisco is for 80 square feet for $ 1,003 per month.
−Removed: Total ROU assets and lease liabilities for the San Francisco sublease were $ 15,000 .
−Removed: The sublease in Downers Grove was signed in February 2025 for $ 2,300 per month.
+Added: On March 13, 2026, the Company and Orlando Health, Inc.
+Added: (“Orlando Health”) entered into Amendment Two to Proton Beam Radiation Therapy Lease Agreement (the “Amendment”).
+Added: The Amendment extends the term of the Proton Beam Radiation Therapy Lease Agreement dated October 18, 2006 between the Company and Orlando Health, as amended by Amendment One to Proton Beam Radiation Therapy Lease Agreement dated effective as of August 12, 2012 ( the “Lease”) for an additional seven years commencing April 6, 2026 through April 5, 2033 ( the “Extended Term”), and sets the lease payment terms during the Extended Term based on a technical component collection percentage with that percentage decreasing during certain of the twelve month periods of the Extended Term.
+Added: The Amendment amends certain other terms of the Lease and sets forth certain agreements between the parties with respect to the leased equipment, including (i) an option granted to Orlando Health whereby it may elect to purchase the leased equipment at the end of the lease term, including setting the purchase price and the period in which Orlando Health may exercise its option, (ii) matters related to the Company’s obligation to remove, at its expense, the leased equipment from Orlando Health at the end of the Extended Term in the event Orlando Health does not exercise its purchase option, and certain financial understandings of the parties related to that obligation, and (iii) maintenance and insurance coverage obligations of the parties.
+Added: The Company has two sublease agreements for small, corporate office spaces in San Francisco, California and Downers Grove, Illinois.
+Added: The sublease in San Francisco is for 80 square feet for $ 1,003 per month located at 601 Montgomery Street, Suite 850.
+Added: The sublease in Downers Grove was signed in February 2025 and is for two offices and three cubicle spaces for $ 2,300 per month located at 3041 Woodcreek Drive.
Total ROU assets and lease liabilities for the Downers Grove sublease were $ 26,000 .
−Removed: On May 7, 2024, the Company completed the RI Acquisition and acquired 60 % of the equity interests of the RI Companies.
+Added: The sublease for Downers Grove expired in January 2026 and was not renewed.
The RI Companies operate three single-unit radiation therapy facilities.
1 unchanged sentence
The facility in Woonsocket, RI has a ground lease with a sublease for 1,950 square feet of the clinic space, which is leased back to the lessor.
−Removed: The Woonsocket ground lease has an annual prepayment of approximately $ 44,000 .
The facility in Warwick, RI has a lease for 10,236 square feet for $ 32,790 per month.
The facility in Providence, RI also has a ground lease, which was contributed by one of the minority partners.
−Removed: On January 1, 2025, the Company entered into the Amended and Restated Lease Agreement (the “Amended Lease”) for the facility lease to extended the lease term to December 31, 2039 and modify the monthly lease payment to $ 26,443 .
+Added: On January 1, 2025, the Company entered into the Amended and Restated Lease Agreement (the “Amended Lease”) for the facility lease in Warwick, Rhode Island.
+Added: The Amended Lease includes a lease extension to December 31, 2039 and modified the monthly lease payment to $ 26,443 .
The Company assessed the Amended Lease under ASC 842 and concluded it was a lease modification.
3 unchanged sentences
The Company renovated this space during the first half of 2025 to accommodate its Gamma Knife Esprit and administrative offices and moved into the leased space in June 2025.
−Removed: The lease expires in May 2034.
+Added: The current lease expires in May 2034.
Total ROU asset and lease liability for the Peru lease was $ 771,000 .
The Company also owns and operates a stand-alone Gamma Knife facility in Guayaquil, Ecuador where it owns 864 square feet of condominium space in an office building and approximately 10,135 of related land and parking spaces.
−Removed: The Company’s stand-alone radiation therapy facility in Puebla, Mexico has a lease for approximately 536 square meters for $ 1,800 per month with a lease expiration in July 3034.
−Removed: Total ROU asset and lease liability for the Puebla lease was $ 149,000 .
−Removed: Sublease income for the three and nine -month periods ended September 30, 2025 was $ 15,000 and $ 45,000 compared to $ 15,000 and $ 24,000 for the same periods in the prior year, respectively.
+Added: The Company’s stand-alone radiation therapy facility in Puebla, Mexico also has a lease for approximately 536 square meters for $ 1,800 per month with a lease expiration in July 2034.
+Added: The lease in Puebla is with a related party.
+Added: Total ROU assets and lease liabilities for the Puebla lease were $ 149,000 .
+Added: Sublease income for the three -month period ended March 31, 2026 was $ 15,000 compared to $ 15,000 for the same period in the prior year.
The Company’s lessee operating leases are accounted for as ROU assets, current portion of lease liabilities, and lease liabilities on the condensed consolidated balance sheets.
4 unchanged sentences
Lease expense for minimum lease payments is recognized on a straight-line basis over the lease term.
−Removed: The Company’s lessee operating lease agreements are for administrative office space and related equipment and for its direct patient service facilities in Puebla, Mexico and two stand-alone facilities in Rhode Island in which the Company acquired an interest in the RI Acquisition.
+Added: The Company’s lessee operating lease agreements are for administrative office space and related equipment and for its direct patient service facilities in Lima, Peru, Puebla, Mexico and two stand-alone facilities in Rhode Island in which the Company acquired an interest in the RI Acquisition.
These leases have remaining lease terms of approximately 8 to 15 y ears, some of which include options to renew or extend the lease.
−Removed: As of September 30, 2025 , operating ROU assets, net of unfavorable leasehold interests of $ 631,000 , were $ 3,750,000 , and lease liabilities were $ 4,432,000 .
−Removed: The following table summarizes the maturities of the Company's lessee operating lease liabilities as of September 30, 2025 :
+Added: As of March 31, 2026 , operating ROU assets, net of unfavorable leasehold interests, were $ 3,610,000 , and lease liabilities were $ 4,343,000 .
+Added: The following table summarizes the maturities of the Company's lessee operating lease liabilities as of March 31, 2026 :
Year ending December 31,
Operating Leases
−Removed: 2025 (excluding the nine-months ended September 30, 2025)
+Added: 2026 (excluding the three-months ended March 31, 2026)
Total lease payments
1 unchanged sentence
( 2,861,000 )
−Removed: Three Months Ended September 30,
−Removed: Nine Months Ended September 30,
+Added: Three Months Ended March 31,
Operating lease cost
8 unchanged sentences
Weighted-average remaining lease term - Operating leases in years
−Removed: 13.31 7.85 13.31 7.85
Weighted-average discount rate - Operating leases
3 unchanged sentences
The Company calculates diluted shares using the treasury stock method.
−Removed: Because the Company reported a loss for the three -month period ended September 30, 2024 and the nine -month period ended September 30, 2025 , the potentially dilutive effects of approximately 62,000 of the Company’s stock options and 33,000 of the Company’s unvested restricted stock awards, and 8,000 of the Company’s stock options and 223,000 of the Company’s unvested restricted stock awards were not considered for the reporting periods, respectively.
−Removed: The weighted average common shares outstanding for basic earnings per share for the three and nine -month periods ended September 30, 2025 and 2024 included approximately 123,000 and 123,000 , respectively, of the Company's restricted stock awards that are fully vested but are deferred for issuance.
−Removed: The following table sets forth the computation of basic and diluted earnings per share for the three and nine -month periods ended September 30, 2025 and 2024 :
−Removed: Three Months Ended September 30,
−Removed: Nine Months Ended September 30,
−Removed: Net (loss) income attributable to American Shared Hospital Services
+Added: Because the Company reported a loss for the three -month periods ended March 31, 2026 and 2025 , the potentially dilutive effects of approximately 2,000 of the Company’s stock options and 211,000 of the Company’s unvested restricted stock awards, and 38,000 of the Company’s stock options and 173,000 of the Company’s unvested restricted stock awards were not considered for the reporting periods, respectively.
+Added: The weighted average common shares outstanding for basic earnings per share for the three -month periods ended March 31, 2026 and 2025 included approximately 123,000 and 123,000 , respectively, of the Company's restricted stock awards that are fully vested but are deferred for issuance.
+Added: The following table sets forth the computation of basic and diluted earnings per share for the three -month periods ended March 31, 2026 and 2025 :
+Added: Three Months Ended March 31,
+Added: Net loss attributable to American Shared Hospital Services
$ ( 612,000 ) $ ( 625,000 )
−Removed: Weighted average common shares for basic (loss) earnings per share
+Added: Weighted average common shares for basic loss per share
6,725,000 6,572,000
−Removed: Dilutive effect of stock options and restricted stock awards
−Removed: Weighted average common shares for diluted earnings (loss) per share
+Added: Weighted average common shares for diluted loss per share
6,725,000 6,572,000
−Removed: Basic earnings (loss) per share
+Added: Basic loss per share
$ ( 0.09 ) $ ( 0.10 )
−Removed: Diluted earnings (loss) per share
+Added: Diluted loss per share
$ ( 0.09 ) $ ( 0.10 )
1 unchanged sentence
However, when a reliable estimate of the annualized effective income tax rate cannot be made, the Company computes its provision for income taxes using the actual effective income tax rate for the results of operations reported within the year-to-date periods.
−Removed: The Company’s effective income tax rate is highly influenced by relative income or losses reported and the amount of the nondeductible stock-based compensation associated with grants of its common stock options and from the results of international operations.
+Added: The Company’s effective income tax rate is highly influenced by relative income or losses reported and from the results of international operations.
A small change in estimated annual pretax income can produce a significant variance in the annualized effective income tax rate given the expected amount of these items.
−Removed: As a result, the Company has computed its provision for income taxes for the three and nine -month periods ended September 30, 2025 and 2024 by applying the actual effective tax rates to income or reported within the condensed consolidated financial statements through those periods.
−Removed: The provision for income taxes for the nine -month period ended September 30, 2025 , included a non-recurring adjustment for unrecognized tax benefits related to foreign taxes of $ 71,000 .
−Removed: For the nine -month period ended September 30, 2024 , the Company recorded a $ 100,000 adjustment for unrecognized tax benefits related to foreign taxes.
+Added: As a result, the Company has computed its provision for income taxes for the three -month periods ended March 31, 2026 and 2025 by applying the actual effective tax rates to income or reported within the condensed consolidated financial statements through those periods.
+Added: The provision for income taxes for the three -month period ended March 31, 2026 , included a non-recurring adjustment for unrecognized tax benefits related to foreign taxes of $ 31,000 .
+Added: For the three -month period ended March 31, 2025 , the Company recorded a $ 71,000 adjustment for unrecognized tax benefits related to foreign taxes.
On July 4, 2025, President Donald Trump signed the One Big Beautiful Bill Act (“OBBBA”) into law, which is considered the enactment date under U.S.
3 unchanged sentences
The legislation does not impact the Company’s prior years’ financial statements.
−Removed: In accordance with ASC 740 Income Taxes , the effects of the new tax law will be recognized in the period of enactment.
−Removed: As a result of the Company’s elections, it is expected that in 2025 U.S.
−Removed: cash taxes will decrease with no material impact to its effective tax rate, valuation allowance or uncertain tax positions.
−Removed: As of September 30, 2025 , the Company had commitments to purchase and install two Leksell Gamma Knife Esprit Systems (“Esprit”) and two Linear Accelerator (“LINAC”) systems.
−Removed: The Esprit upgrades and one LINAC installation are anticipated to occur in the first or second quarter of 2026 or later at existing customer sites.
+Added: As of March 31, 2026 , the Company had commitments to purchase and install two Esprit and two LINAC systems.
+Added: The Esprit upgrades and one LINAC installation are anticipated to occur in late 2026 or later at existing customer sites.
The remaining LINAC is reserved for a future customer site.
−Removed: Total Gamma Knife and LINAC commitments as of September 30, 2025 were $ 7,884,000 .
−Removed: There are no deposits on the condensed consolidated balance sheets related to these commitments as of September 30, 2025 , nor are there any penalties if the Company decides to not execute on these commitments.
−Removed: It is the Company’s current intent to finance substantially all of these commitments.
−Removed: There can be no assurance that financing will be available for the Company’s current or future projects, or at terms that are acceptable to the Company.
−Removed: However, the Company currently has cash on hand of $ 5,345,000 and capacity under its Revolving Line of $ 7,000,000 .
−Removed: The Company borrowed $ 2,000,000 on the Revolving Line as of September 30, 2025 , which was repaid in October 2025.
−Removed: September 4, 2022, the Company entered into a Maintenance and Support Agreement with Mevion Medical Systems, Inc.
−Removed: (“Mevion”), which provides for maintenance and support of the Company’s PBRT unit at Orlando Health from
−Removed: September 2022 through
−Removed: Company’s maintenance commitment for the final service period,
−Removed: September 2025 through
−Removed: April 2026, is
−Removed: $ 1,184,000 .
−Removed: As of September 30, 2025 , the Company had commitments to service and maintain its Gamma Knife, LINAC, and PBRT equipment.
+Added: Total Gamma Knife and LINAC commitments as of March 31, 2026 were $ 7,884,000 .
+Added: There are no deposits on the condensed consolidated balance sheets related to these commitments as of March 31, 2026 and December 31, 2025 , nor are there any penalties if the Company decides to not execute on these commitments.
+Added: Although the Company’s current intent is to finance substantially all of these commitments, there can be no assurance that financing will be available for the Company’s current or future projects, or at terms that are acceptable to the Company.
+Added: However, the Company currently has cash on hand of $ 5,223,000 .
+Added: March 31, 2026 , the Company had commitments to service and maintain its Gamma Knife, LINAC, and PBRT equipment.
The service commitments are carried out via contracts with Mevion, Elekta, Solutech, and Mobius Imaging, LLC.
−Removed: The Company’s commitment to purchase one LINAC system also includes a 5 -year agreement to service the equipment, respectively.
−Removed: Total service commitments as of September 30, 2025 were $ 6,870,000 .
+Added: The Company’s commitment to purchase
+Added: one LINAC system also includes a
+Added: 5 -year agreement to service the equipment.
+Added: Total service commitments as of
+Added: March 31, 2026 were
+Added: $ 5,705,000 .
The service contracts are paid monthly, as service is performed.
5 unchanged sentences
Since the Company purchases its Gamma Knife units from Elekta, there are significant related party transactions with Elekta, such as equipment purchases, commitments to purchase and service equipment, and costs to maintain the equipment.
−Removed: The following table summarizes related party activity for the three and nine -month periods ended September 30, 2025 and 2024 :
−Removed: Three Months Ended September 30,
−Removed: Nine Months Ended September 30,
+Added: The following table summarizes related party activity for the three -month periods ended March 31, 2026 and 2025 :
+Added: Three Months Ended March 31,
Equipment purchases and de-install costs
4 unchanged sentences
$ 258,000 $ 1,558,000
−Removed: The Company also had commitments to purchase and install two Esprit units, two LINACs, and service the related equipment of $ 11,045,000 as of September 30, 2025 .
−Removed: Related party liabilities on the condensed consolidated balance sheets consist of the following as of September 30, 2025 and December 31, 2024 :
−Removed: September 30,
+Added: The Company also had commitments to purchase and install two Esprit units, and two LINACs, and to service the related equipment totaling $ 10,464,000 as of March 31, 2026 .
+Added: Related party liabilities on the condensed consolidated balance sheets consist of the following as of March 31, 2026 and December 31, 2025 :
Accounts payable, asset retirement obligation and other accrued liabilities
$ 2,206,000 $ 1,887,000
−Removed: Rhode Island Acquisition
−Removed: On November 10, 2023, the Company entered into the IPA with GenesisCare and GC Holdings, pursuant to which GenesisCare sold to the Company its entire equity interest in each of the RI Companies and assigned certain payor contacts to the Company for a cash purchase price of $ 2,850,000 (such transaction, the “RI Acquisition”).
−Removed: The equity interests acquired by the Company under the IPA equate to a 60 % interest in each RI Company.
−Removed: The RI Companies operate three functional radiation therapy cancer centers in Rhode Island.
−Removed: The Company acquired the RI Companies to expand its growing direct patient services business model in the United States and continue to diversify its cancer treatment product offerings.
−Removed: On April 18, 2024, the parties amended the IPA and GenesisCare agreed to sell a GE Discovery RT CT Simulator (“CT Sim”) to the Company for $ 175,000 , payment for which was required 5 days following the close of the acquisition.
−Removed: On May 7, 2024, the parties amended the IPA and GenesisCare agreed to transfer certain assets and payor contracts to the RI Companies, rather than transferring such assets and payor contracts to the Company.
−Removed: The parties completed the closing conditions pursuant to the IPA and closed the RI Acquisition on May 7, 2024 ( the “Closing Date”).
−Removed: The RI Acquisition has been accounted for as a business combination under ASC 805, which requires, among other things, that purchase consideration, assets acquired, liabilities assumed and non-controlling interest be measured at their fair values as of the acquisition date.
−Removed: The assets acquired were recorded based on valuations derived from estimated fair value assessments and assumptions used by the Company.
−Removed: While the Company believes its estimates and assumptions underlying the valuations are reasonable, different estimates and assumptions could result in different valuations assigned to the individual assets acquired, and the resulting amount of the bargain purchase gain.
−Removed: During the three -month periods ended September 30, 2024 and December 31, 2024, the Company concluded some of the fair value estimates for accounts receivable, non-controlling interests, and unfavorable leasehold interests required adjustment.
−Removed: The adjusted allocations provided below reflect these changes.
−Removed: The Company recorded medical equipment, facilities and non-controlling interest at fair value as of the Closing Date.
−Removed: Sales comparison and cost approaches were used to value the medical equipment, including assumptions of estimated direct costs associated with acquiring the equipment.
−Removed: Where appropriate, adjustments were made to the direct replacement cost to reflect depreciation and obsolescence.
−Removed: The sales comparison approach was also utilized to value certain assets, involving secondary market research.
−Removed: The cost approach was also used to value the facilities acquired and the unfavorable leasehold interest.
−Removed: The non-controlling interest was recorded at fair value based on the purchase price paid for the acquisition, after any premium or discount derived from the operating agreement with the minority owners.
−Removed: The Company recorded the preliminary allocation of the purchase price consideration as of the Closing Date, for the three -month period ended June 30, 2024.
−Removed: During each of the three -month periods ended September 30, 2024 and December 31, 2024, the Company concluded some of the fair value estimates for accounts receivable, non-controlling interests, and unfavorable leasehold interests required adjustment.
−Removed: The net effect of these changes was an increase to the bargain purchase gain of $ 115,000 , net of deferred taxes of $ 6,000 .
−Removed: The net impact to the condensed consolidated statement of operations was not material for the year-ended December 31, 2024.
−Removed: The major classes of assets and liabilities to which the Company allocated the fair value of the purchase price consideration as of the Closing Date and December 31, 2024 were as follows:
−Removed: Remeasurement
−Removed: December 31, 2024
−Removed: Cash and cash equivalents
−Removed: $ 3,388,000 $ - $ 3,388,000
−Removed: Accounts receivable
−Removed: 919,000 ( 542,000 ) 377,000
−Removed: Medical equipment
−Removed: 2,403,000 - 2,403,000
−Removed: 4,697,000 - 4,697,000
−Removed: 1,835,000 - 1,835,000
−Removed: Unfavorable leasehold interests
−Removed: ( 1,227,000 ) 451,000 ( 776,000 )
−Removed: Total assets acquired
−Removed: 12,015,000 ( 91,000 ) 11,924,000
−Removed: Accounts payable
−Removed: ( 150,000 ) - ( 150,000 )
−Removed: Lease liabilities
−Removed: ( 1,835,000 ) - ( 1,835,000 )
−Removed: Deferred income taxes
−Removed: ( 1,226,000 ) 6,000 ( 1,220,000 )
−Removed: Gain on bargain purchase
−Removed: ( 3,679,000 ) ( 115,000 ) ( 3,794,000 )
−Removed: Base purchase consideration
−Removed: 5,125,000 ( 200,000 ) 4,925,000
−Removed: Non-controlling interest
−Removed: ( 2,100,000 ) 200,000 ( 1,900,000 )
−Removed: ( 175,000 ) - ( 175,000 )
−Removed: Cash paid by the Company
−Removed: $ 2,850,000 $ - $ 2,850,000
−Removed: The Company recognized a bargain purchase, as defined by ASC 805, in connection with the RI Acquisition.
−Removed: The Company purchased the interest in the RI Companies as part of the sale of certain of GenesisCare’s assets in its bankruptcy proceedings, resulting in a bargain purchase.
−Removed: A bargain purchase gain of $ 3,794,000 , net of deferred taxes of $ 1,220,000 was recorded for the year-ended December 31, 2024.
−Removed: None of the purchase price was allocated to intangible assets because none were acquired as part of the transaction.
−Removed: The Company recorded the unfavorable lease position received as part of the RI Acquisition as a reduction to ROU assets on the condensed consolidated balance sheet as of the Closing Date and December 31, 2024.
−Removed: The value of the acquired tangible assets acquired were as follows:
−Removed: Average Useful Life (in Years)
−Removed: $ 4,697,000 15
−Removed: Medical equipment
−Removed: Total medical equipment and facilities acquired
Management ’ s Discussion and Analysis of Financial Condition and Results of Operations
14 unchanged sentences
The medical equipment leasing segment, which we also refer to as the Company’s leasing segment, operates by fee-per-use contracts or revenue sharing contracts where the Company shares in the revenue and operating costs of the equipment.
−Removed: The Company leases seven Gamma Knife systems and one PBRT system as of September 30, 2025, where a contract exists between the hospital and the Company.
−Removed: On May 7, 2024, the Company acquired 60% of the equity interests of the RI Companies, which operate three single-unit radiation therapy facilities in Rhode Island.
+Added: The Company leases seven Gamma Knife systems and one PBRT system as of March 31, 2026, where a contract exists between the hospital and the Company.
+Added: The Company acquired 60% of the equity interests of the RI Companies, which operate three single-unit radiation therapy facilities in Rhode Island.
The Company, through GKF, owns and operates two single-unit Gamma Knife facilities in Lima, Peru and Guayaquil, Ecuador.
−Removed: The Company also owns and operates a single-unit radiation therapy center in Puebla, Mexico, which began treating patients in July 2024.
+Added: The Company also owns and operates a single-unit radiation therapy center in Puebla, Mexico.
The Company’s facilities in Rhode Island, Peru, Ecuador, and Mexico are considered direct patient services, where a contract exists between the Company’s facilities and the individual treated at the facility.
−Removed: Based on the guidance provided in accordance with ASC 280, the Company determined it has two reportable segments, leasing and direct patient services.
+Added: Based on the guidance provided in accordance with ASC 280 Segment Reporting , the Company determined it has two reportable segments, leasing and direct patient services.
See Note 1 - Basis of Presentation to the condensed consolidated financial statements for additional information.
11 unchanged sentences
These policies along with the disclosures presented in the other condensed consolidated financial statement notes and, in this discussion, and analysis, provide information on how significant assets and liabilities are valued in the condensed consolidated financial statements and how those values are determined.
−Removed: Based on the valuation techniques used and the sensitivity of financial statement amounts, and the methods, assumptions and estimates underlying those amounts, management has identified revenue recognition for revenue sharing arrangements, accounting for business combinations, salvage value on equipment, and the carrying value of property and equipment and useful lives, and as such the aforementioned could be most subject to revision as new information becomes available.
+Added: Based on the valuation techniques used and the sensitivity of financial statement amounts, and the methods, assumptions and estimates underlying those amounts, management has identified revenue recognition for revenue sharing arrangements, and the carrying value of property and equipment and useful lives, and as such the aforementioned could be most subject to revision as new information becomes available.
The following are our critical accounting policies in which management’s estimates, assumptions and judgments most directly and materially affect the condensed consolidated financial statements:
1 unchanged sentence
The Company recognizes revenues under ASC 842 and ASC 606.
−Removed: The Company had seven domestic Gamma Knife units, two international Gamma Knife units, three domestic LINAC units, one international LINAC unit, and one PBRT system in operation in the United States as of September 30, 2025, and ten domestic Gamma Knife units, two international Gamma Knife units, three domestic LINAC units, and one PBRT system in operation in the United States as of September 30, 2024.
+Added: The Company had seven domestic Gamma Knife units, two international Gamma Knife units, three domestic LINAC units, one international LINAC unit, and one PBRT system in operation in the United States as of March 31, 2026, and ten domestic Gamma Knife units, two international Gamma Knife units, three domestic LINAC units, and one PBRT system in operation in the United States as of March 31, 2025.
Five of the Company’s seven domestic Gamma Knife customers are under fee-per-use contracts, and two customers are under revenue sharing arrangements.
1 unchanged sentence
The Company’s PBRT system at Orlando Health is considered a revenue share contract operating under the leasing segment.
+Added: On March 13, 2026, the Company and Orlando Health, Inc.
+Added: entered into an amendment to their PBRT lease agreement to, among other things, extend the term through April 5, 2033.
The Company’s interest in three single-unit radiation therapy facilities, acquired in Rhode Island in May 2024, and the Company’s single-unit LINAC facility in Puebla, Mexico operate under the Company’s direct patient services segment.
11 unchanged sentences
The operating costs are recorded as other direct operating costs in the condensed consolidated statements of operations.
−Removed: For the three and nine-month periods ended September 30, 2025, the Company recognized leasing revenue of approximately $3,137,000 and $9,699,000 compared to $3,312,000 and $11,464,000 for the same periods in the prior year, respectively.
−Removed: For the three and nine-month periods ended September 30, 2025, $2,127,000 and $5,691,000 of the ASC 842 revenues were for PBRT services compared to $2,316,000 and $7,386,000, respectively.
+Added: For the three-month period ended March 31, 2026, the Company recognized leasing revenue of approximately $3,020,000 compared to $2,991,000 for the same period in the prior year.
+Added: For the three-month period ended March 31, 2026, $1,956,000 of the ASC 842 revenues were for PBRT services compared to $1,642,000, for the same period in the prior year.
Direct patient services income – The Company has stand-alone facilities in Lima, Peru, Guayaquil, Ecuador, and Puebla, Mexico where contracts exist between the Company’s facilities and the individual patients treated at the facility.
15 unchanged sentences
The Company also concluded the three radiation therapy facilities are part of its direct patient services segment, see further discussion at Note 1 - Basis of Presentation to the condensed consolidated financial statements.
−Removed: Accounts receivable balances under ASC 606 at September 30, 2025 and January 1, 2025 were $7,981,000 and $6,073,000, respectively.
−Removed: Accounts receivable balances under ASC 606 at September 30, 2024 and January 1, 2024 were $5,357,000 and $1,626,000, respectively.
−Removed: For the three and nine-month periods ended September 30, 2025, the Company recognized direct patient services revenues of approximately $4,034,000 and $10,655,000 compared to $3,687,000 and $7,807,000 for the same periods in the prior year, respectively.
−Removed: Salvage Value on Equipment
−Removed: Salvage value is based on the estimated fair value of the equipment at the end of its useful life.
−Removed: The Company determines salvage value based on the estimated fair value of the equipment at the end of its useful life.
−Removed: There is no active resale market of Gamma Knife, LINAC or PBRT equipment, but the Company believes its salvage value estimates were a reasonable assessment of the economic value of the equipment when the contract ends.
−Removed: Prior to January 1, 2025, the Company had five domestic Gamma Knife units with salvage value of $1,050,000.
−Removed: During the year-ended December 31, 2024, the Company concluded the salvage value should be $0 and accounted for this as a change in estimate.
−Removed: There is no salvage value assigned to the two international Gamma Knife units as of September 30, 2025.
−Removed: The Company also has not assigned salvage value to its PBRT or LINAC equipment as of September 30, 2025.
+Added: Accounts receivable balances under ASC 606 at March 31, 2026 and January 1, 2026 were $8,484,000 and $8,138,000, respectively.
+Added: Accounts receivable balances under ASC 606 at March 31, 2025 and January 1, 2025 were $6,120,000 and $6,073,000, respectively.
+Added: For the three-month periods ended March 31, 2026, the Company recognized direct patient services revenues of approximately $4,064,000 compared to $3,121,000 for the same period in the prior year.
Impairment of Long-lived Assets
6 unchanged sentences
An impairment loss is charged to the condensed consolidated statement of operations in the period in which management determines such impairment.
−Removed: Business Combinations
−Removed: Business combinations are accounted for under ASC 805 Business Combinations (“ASC 805”) using the acquisition method of accounting.
−Removed: Under the acquisition method of accounting, all assets acquired, identifiable intangible assets acquired, liabilities assumed, and applicable non-controlling interests are recognized at fair value as of the acquisition date.
−Removed: Costs incurred associated with the acquisition of a business are expensed as incurred.
−Removed: The allocation of purchase price requires management to make significant estimates and assumptions, especially with respect to tangible assets, any intangible assets identified and non-controlling interests.
−Removed: These estimates include, but are not limited to, a market participant ’ s expectation of future cash flows from acquired customers, acquired trade names, useful lives of acquired assets, and discount rates.
−Removed: See Note 10 - Rhode Island Acquisition to the condensed consolidated financial statements for further discussion on acquisitions.
−Removed: Accounting Pronouncements Issued and N ot Y et Adopted
+Added: Accounting Pronouncements Issued and Adopted
In December 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-09 Income Taxes (Topic 740) Improvements to Income Tax Disclosures (“ASU 2023-09”) which requires entities, on an annual basis, to disclose:
1 unchanged sentence
ASU 2023-09 is effective for annual periods beginning after December 15, 2024, and interim reporting periods beginning after December 15, 2025.
−Removed: The adoption of ASU 2023-09 will modify the Company’s disclosures but will not have an impact on our financial position or results of operations.
+Added: The Company adopted ASU 2023-09 for the year-ended December 31, 2025, prospectively, and enhanced its disclosure requirements, accordingly.
+Added: In July 2025, the FASB issued ASU 2025-05 Measurement of Credit Losses for Accounts Receivable and Contract Assets (“ASU 2025-05”) which provides (1) all entities with a practical expedient and (2) entities other than public business entities, with an accounting policy election when estimating credit losses for current accounts receivable and current contract assets arising from transactions accounted for under Topic 606.
+Added: ASU 2025-05 is effective for annual reporting periods beginning after December 15, 2025 and interim reporting periods within those annual reporting periods.
+Added: Early adoption is permitted in both interim and annual reporting periods in which financial statements have not yet been issued or made available for issuance.
+Added: The Company adopted ASU 2025-05 for the period-ended March 31, 2026 and concluded it did not have a material impact to its condensed consolidated financial statements.
+Added: Accounting Pronouncements Issued and N ot Y et Adopted
In November 2024, the FASB issued ASU 2024-03 Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (“ASU 2024-03”) which requires entities to 1.
6 unchanged sentences
The Company is currently evaluating ASU 2024-03 to determine the impact it may have on its consolidated financial statements.
−Removed: In July 2025, the FASB issued ASU 2025-05 Measurement of Credit Losses for Accounts Receivable and Contract Assets (“ASU 2025-05”) which provides (1) all entities with a practical expedient and (2) entities other than public business entities, with an accounting policy election when estimating credit losses for current accounts receivable and current contract assets arising from transactions accounted for under Topic 606.
−Removed: ASU 2025-05 is effective for annual reporting periods beginning after December 15, 2025 and interim reporting periods within those annual reporting periods.
−Removed: Early adoption is permitted in both interim and annual reporting periods in which financial statements have not yet been issued or made available for issuance.
−Removed: The Company is currently evaluating ASU 2025-05 to determine the impact it may have on its consolidated financial statements.
−Removed: Third Quarter and Nine-Month Period 2025 Results
−Removed: Revenues increased by $172,000 and $1,083,000 to $7,171,000 and $20,354,000 for the three and nine-month periods ended September 30, 2025 compared to $6,999,000 and $19,271,000 for the same periods in the prior year, respectively.
−Removed: Revenues from the Company’s leasing segment decreased by $175,000 and $1,765,000 to $3,137,000 and $9,699,000 for the three and nine-month periods ended September 30, 2025 compared to $3,312,000 and $11,464,000 for the same periods in the prior year, respectively.
−Removed: The decrease in leasing revenue was primarily driven by lower PBRT volumes.
−Removed: Revenues from the Company’s direct patient services segment increased by $347,000 and $2,848,000 to $4,034,000 and $10,655,000 for the three and nine-month periods ended September 30, 2025 compared to $3,687,000 and $7,807,000 for the same periods in the prior year, respectively.
−Removed: The increase in direct patient services revenue was due to revenue generated by the RI Companies following the closing of the RI Acquisition on May 7, 2024 and the Company’s radiation therapy facility in Puebla, Mexico which began treating patients in July 2024.
−Removed: The Company acquired its interests in the RI Companies on May 7, 2024 and included the financial results from their operations from May 7, 2024, the closing date of the transaction, through September 30, 2025.
−Removed: The Company’s stand-alone radiation therapy facility in Puebla, Mexico began treating patients in July 2024.
−Removed: Radiation therapy revenues generated from the three stand-alone facilities acquired through the RI Acquisition and the radiation therapy facility in Puebla were $2,918,000 and $7,832,000 for the three and nine-month periods ended September 30, 2025, compared to $2,862,000 and $4,754,000 for the same periods in the prior year (when the results of operations of the RI facilities were only included in the Company’s results of operations from May 7, 2024 forward), respectively.
−Removed: Radiation therapy procedures for the three stand-alone facilities acquired through the RI Acquisition and the radiation therapy facility in Puebla were 7,355 and 20,401 for the three and nine-month periods ended September 30, 2025, compared to and 5,186 and 7,785 for the same periods in the prior year, respectively.
−Removed: Revenues generated from the Company’s PBRT system decreased by $189,000 and $1,695,000 to $2,127,000 and $5,691,000 for the three and nine-month periods ended September 30, 2025 , compared to $2,316,000 and $7,386,000 for the same periods in the prior year, respectively.
−Removed: The decrease for the three and nine-month periods ended September 30, 2025 , was driven by lower volumes.
−Removed: The number of PBRT fractions decreased by 102 and 669 to 1,150 and 3,095 for the three and nine-month periods ended September 30, 2025 compared to 1,252 and 3,764 for the same periods in the prior year, respectively.
−Removed: The decrease in PBRT volumes for the three and nine-month periods ended September 30, 2025 was due to what the Company believes are normal, cyclical fluctuations.
−Removed: Gamma Knife revenue increased by $305,000 and decreased by $300,000 to $2,126,000 and $6,831,000 for the three and nine-month periods ended September 30, 2025 compared to $1,821,000 and $7,131,000 for the same periods in the prior year, respectively.
−Removed: The increase for the three-month period ended September 30, 2025 was due to increased procedure volume from the direct patient services segment, offset by lower procedure volume from the leasing segment.
−Removed: The decrease in Gamma Knife revenue for the nine-month period ended September 30, 2025 was due to a decrease in procedure volume from both the direct patient services and leasing segments.
−Removed: The number of Gamma Knife procedures increased by 13 and decreased by 128 to 231 and 703 for the three and nine-month periods ended September 30, 2025 compared to 218 and 831 for the same periods in the prior year, respectively.
−Removed: Gamma Knife procedures from the Company’s leasing segment decreased 18% and 15% for the three and nine-month periods ended September 30, 2025 due to the expiration of three customer contracts in December 2024, February 2025, and April 2025.
−Removed: The decrease for the nine-month period ended September 30, 2025 was also impacted by downtime to upgrade a fourth customer to the Esprit.
−Removed: Gamma Knife procedures from the Company’s direct patient services segment, which are the two international Gamma Knife locations, decreased 11% and increased 35% for the three and nine-month periods ended September 30, 2025.
+Added: First Quarter 2026 Results
+Added: Revenues increased by $972,000 to $7,084,000 for the three-month period ended March 31, 2026 compared to $6,112,000 for the same period in the prior year.
+Added: Revenues from the Company’s leasing segment increased by $29,000 to $3,020,000 for the three-month period ended March 31, 2026 compared to $2,991,000 for the same period in the prior year.
+Added: The increase in leasing revenue was due to a higher number of Gamma Knife and PBRT procedures compared to the same period in the prior year.
+Added: Revenues from the Company’s direct patient services segment increased by $943,000 to $4,064,000 for the three-month period ended March 31, 2026 compared to $3,121,000 for the same period in the prior year.
+Added: The increase in direct patient services revenue was due to a higher number of procedures at the RI facilities and the Company’s radiation therapy facility in Puebla.
+Added: Radiation therapy revenues generated from the three stand-alone facilities acquired through the RI Acquisition and the radiation therapy facility in Puebla were $2,920,000 for the three-month period ended March 31, 2026, compared to $2,374,000 for the same period in the prior year.
+Added: Radiation therapy procedures for the three stand-alone facilities acquired through the RI Acquisition and the radiation therapy facility in Puebla were 6,311 for the three-month period ended March 31, 2026, compared to 6,726 for the same period in the prior year.
+Added: Revenues generated from the Company’s PBRT system increased by $314,000 to $1,956,000 for the three-month period ended March 31, 2026 , compared to $1,642,000 for the same period in the prior year, respectively.
+Added: The increase for the three-month period ended March 31, 2026 , was driven by higher procedure volumes.
+Added: The number of PBRT fractions increased by 172 to 1,003 for the three-month period ended March 31, 2026 compared to 831 for the same period in the prior year.
+Added: The increase in PBRT volumes for the three-month period ended March 31, 2026 was due to what the Company believes are normal, cyclical fluctuations.
+Added: Gamma Knife revenue increased by $112,000 to $2,208,000 for the three-month period ended March 31, 2026 compared to $2,096,000 for the same period in the prior year.
+Added: The increase for the three-month period ended March 31, 2026 was due to increased procedure volume from the direct patient services segment, offset by lower procedure volume from the leasing segment.
+Added: The number of Gamma Knife procedures increased by 21 to 229 for the three-month period ended March 31, 2026 compared to 208 for the same period in the prior year.
+Added: Gamma Knife procedures from the Company’s leasing segment decreased 10.1% for the three-month period ended March 31, 2026 due to the expiration of one customer contract in April 2025.
+Added: Gamma Knife procedures from the Company’s direct patient services segment, which are the two international Gamma Knife locations, increased 44% for the three-month period ended March 31, 2026, compared to the same period in the prior year.
The Company completed the equipment upgrade in Peru to a Gamma Knife Esprit in June 2025.
−Removed: Following the upgrade, there was an increase in volume driven by short treatment times.
−Removed: Equipment downtime in Peru during the second quarter of 2025, contributed to lower volumes for the nine-month period ended September 30, 2025.
+Added: Following the upgrade, there was an increase in volume driven by shorter treatment times.
+Added: The Company’s facility in Ecuador also experienced a 49% increase in volumes for the three-month period ended March 31, 2026 compared to same period in the prior year.
The patient populations in Peru and Ecuador are primarily insured by local government therefore volumes can be impacted by local legislation changes or social and economic factors.
−Removed: The stand-alone facility in Peru signed a new contract with social security in May 2025, but treatment of patients covered by this payor was delayed during the first five months of 2025.
−Removed: Total costs of revenue decreased by $44,000 and increased by $2,906,000 to $5,585,000 and $16,196,000 for the three and nine-month periods ended September 30, 2025 compared to $5,629,000 and $13,290,000 for the same periods in the prior year, respectively.
−Removed: Maintenance and supplies and other direct operating costs, related party, increased by $145,000 and $464,000 to $928,000 and $2,645,000 for the three and nine-month periods ended September 30, 2025 compared to $783,000 and $2,181,000 for the same periods in the prior year, respectively.
−Removed: The increase in maintenance and supplies and other direct operating costs, related party, for the three and nine-month periods ended September 30, 2025 , was primarily due to maintenance for two of the Gamma Knife Esprit systems and the LINAC in Puebla, Mexico that were previously under warranty.
−Removed: Depreciation and amortization decreased by $225,000 and $35,000 to $1,441,000 and $4,383,000 for the three and nine-month periods ended September 30, 2025 compared to $1,666,000 and $4,418,000 for the same periods in the prior year, respectively.
−Removed: The decrease in depreciation and amortization for the three and nine-month periods ended September 30, 2025 was due to the expiration of three customer contracts in December 2024, February 2025, and April 2025.
−Removed: The decrease in depreciation expense for the nine-month period ended September 30, 2025 was offset by higher depreciation for upgraded equipment at four of the Company’s Gamma Knife locations, depreciation incurred for the equipment acquired in the RI Acquisition, and the Company’s new facility in Puebla, Mexico.
−Removed: As of December 31, 2024, the Company reduced its estimate of salvage value for all remaining domestic Gamma Knife units to $0.
−Removed: The net effect of the change in estimate, for the three and nine-month periods ended September 30, 2025 , was a decrease in net income of approximately $10,000 or $0.00 per diluted share and $103,000 or $0.01 per diluted share, respectively.
−Removed: This change in estimate will be $10,000, or $0.00 per share in future periods, following the expiration of one customer contract in April 2025.
−Removed: Other direct operating costs increased by $36,000 and $2,477,000 to $3,216,000 and $9,168,000 for the three and nine-month periods ended September 30, 2025 compared to $3,180,000 and $6,691,000 for the same periods in the prior year, respectively.
−Removed: The increase in other direct operating costs for the three and nine-month periods ended September 30, 2025 was due to operating costs from the acquired facilities in Rhode Island and the Company’s new facility in Puebla, Mexico, which are part of the Company’s direct patient services segment and have higher operating costs compared to facilities in the Company’s leasing segment.
−Removed: Selling and administrative expense decreased by $385,000 and $606,000 to $1,538,000 and $5,092,000 for the three and nine-month periods ended September 30, 2025 compared to $1,923,000 and $5,698,000 for the same periods in the prior year, respectively.
−Removed: The decrease for the three and nine-month periods ended September 30, 2025 was primarily due to lower legal and other costs as these expenses were higher in the 2024 periods, in part, due to the costs and expenses attributable to the Company’s pursuit of new business opportunities, including the RI Acquisition, which closed in May 2024.
−Removed: These decreases were offset, in part, by increased staffing in the sales, finance, and customer retention areas during the 2025 periods.
−Removed: Interest expense increased by $56,000 and $183,000 to $392,000 and $1,253,000 for the three and nine-month periods ended September 30, 2025 compared to $336,000 and $1,070,000 for the same periods in the prior year, respectively.
−Removed: The increase for the three and nine-month periods ended September 30, 2025 was due to an increase in borrowings, including the Second Supplemental Term Loan received in December 2024.
−Removed: During the three and nine-month periods ended September 30, 2024, the Company recorded a $263,000 and $3,942,000 net bargain purchase gain related to the RI Acquisition that closed on May 7, 2024.
−Removed: The Company acquired 60% of the equity interests of the RI Companies, which operate three radiation therapy facilities for $2,850,000.
−Removed: The assets acquired exceeded the total purchase price by the bargain purchase amount and the Company recorded this difference as a gain for the nine-month period ended September 30, 2024.
−Removed: During the three-month period ended September 30, 2024, the Company made adjustments to the initial provisional accounting for the RI Acquisition.
−Removed: The net impact of the adjustments resulted in an increase to the net bargain purchase gain of $263,000.
−Removed: Interest and other income, net, increased by $16,000 and decreased by $40,000 to $63,000 and $172,000 for the three and nine-month periods ended September 30, 2025 compared to $47,000 and $212,000 for the same periods in the prior year, respectively.
−Removed: The increase for the three-month period ended September 30, 2025 was due to nonrecurring, miscellaneous income at the facilities in Rhode Island.
−Removed: This increase was offset by lower interest income received on the Company’s cash, driven primarily by lower average cash balances.
−Removed: The decrease for the nine-month period ended September 30, 2025 was due to a decrease in the interest received on the Company’s cash, driven primarily by lower average cash balances, compared to the same periods in the prior year.
−Removed: Income tax expense increased by $217,000 and decreased by $52,000 to expense of $48,000 and an income tax benefit of $296,000 for the three and nine-month periods ended September 30, 2025 compared to an income tax benefit of $169,000 and $244,000 for the same periods in the prior year, respectively.
−Removed: The income tax benefit for the nine-month period ended September 30, 2025 , included a non-recurring adjustment for unrecognized tax benefits related to foreign taxes of $71,000, which offset income tax expense for the same period, compared to $100,000 for the nine-month period ended September 30, 2024.
−Removed: Excluding this adjustment, income tax benefit for the nine-month period ended September 30, 2025 increased $81,000.
−Removed: The increase in income tax expense for the three-month period ended September 30, 2025 was due to profit at the Company’s direct patient service and leasing international locations.
−Removed: The increase in the income tax benefit for the nine-month period ended September 30, 2025 was primarily due to losses incurred by the Company’s leasing and direct patient services segments, driven by lower overall volume.
−Removed: Net loss attributable to non-controlling interests increased by $109,000 and $706,000 to a loss of $312,000 and $797,000 for the three and nine-month periods ended September 30, 2025 compared to $203,000 and $91,000 for the same periods in the prior year, respectively.
+Added: Both facilities were impacted by local factors during the first quarter of 2025.
+Added: Total costs of revenue increased by $626,000 to $5,796,000 for the three-month period ended March 31, 2026 compared to $5,170,000 for the same period in the prior year.
+Added: Maintenance and supplies and other direct operating costs, related party, increased by $200,000 to $1,061,000 for the three-month period ended March 31, 2026 compared to $861,000 for the same period in the prior year.
+Added: The increase in maintenance and supplies and other direct operating costs, related party, for the three-month period ended March 31, 2026 , was due to maintenance for the LINAC in Puebla, Mexico that was previously under warranty, maintenance for the LINAC equipment in Rhode Island, and the PBRT maintenance contract, which increases on an annual basis.
+Added: Depreciation and amortization decreased by $156,000 to $1,289,000 for the three-month period ended March 31, 2026 compared to $1,445,000 for the same period in the prior year.
+Added: The decrease in depreciation and amortization for the three-month period ended March 31, 2026 was due to the expiration of one Gamma Knife customer contract in April 2025, depreciation on the Gamma Knife equipment in Peru that was replaced during the second quarter of 2025, and assets in Rhode Island that became fully depreciated.
+Added: Other direct operating costs increased by $582,000 to $3,446,000 for the three-month period ended March 31, 2026 compared to $2,864,000 for the same period in the prior year.
+Added: The increase in other direct operating costs for the three-month period ended March 31, 2026 was primarily due to operating costs at the RI facilities, which are part of the Company’s direct patient services segment and have higher operating costs compared to facilities in the Company’s leasing segment.
+Added: Selling and administrative expense increased by $102,000 to $1,910,000 for the three-month period ended March 31, 2026 compared to $1,808,000 for the same period in the prior year.
+Added: The increase in selling and administrative expense for the three-month period ended March 31, 2026 was primarily due to audit, tax and consulting fees, offset by lower legal fees.
+Added: Interest expense decreased by $131,000 to $302,000 for the three-month period ended March 31, 2026 compared to $433,000 for the same period in the prior year.
+Added: The decrease in interest expense for the three-month period ended March 31, 2026 was due to a lower average principal balance on the Company’s debt compared to the same period in the prior year.
+Added: Interest and other income, net, decreased by $10,000 to $54,000 for the three-month period ended March 31, 2026 compared to $64,000 for the same period in the prior year.
+Added: The decrease for the three-month period ended March 31, 2026 was due to lower interest income received on the Company’s cash, driven primarily by lower average cash balances compared to the same period in the prior year.
+Added: Income tax expense increased by $415,000 to an expense of $92,000 for the three-month period ended March 31, 2026 compared to an income tax benefit of $323,000 for the same period in the prior year.
+Added: Income tax expense for the three-month period ended March 31, 2026 , included a non-recurring adjustment for unrecognized tax benefits related to foreign taxes of $31,000 , which offset income tax expense for the same period, compared to $71,000 for the three-month period ended March 31, 2025.
+Added: Excluding this adjustment, income tax expense for the three-month period ended March 31, 2026 increased $375,000.
+Added: The increase in income tax expense for the three-month period ended March 31, 2026 was due to profits generated at the Compan y’s direct patient services segment in foreign jurisdictions .
+Added: The Company’s direct patient services segment conducts operations in the United States and certain foreign jurisdictions.
+Added: Net loss attributable to non-controlling interests increased by $63,000 to a loss of $350,000 for the three-month period ended March 31, 2026 compared to $287,000 for the same period in the prior year.
Net income or loss attributable to non-controlling interests represents net income or loss earned by the 40% non-controlling interest in the Rhode Island facilities, the 19% non-controlling interest in GKF, and net income or loss of the non-controlling interests in various subsidiaries controlled by GKF.
The change in net income or loss attributable to non-controlling interests reflects the relative profitability of the three Rhode Island facilities and GKF and its subsidiaries.
−Removed: Net loss attributable to American Shared Hospital Services decreased by $190,000 and increased by $4,436,000 to a net loss of $17,000, or $0.00 per diluted share and a net loss of $922,000 or $0.14 for the three and nine-month periods ended September 30, 2025 compared to a net loss of $207,000, or $0.03 per diluted share and net income of $3,514,000, or $0.54 per diluted share for the same periods in the prior year, respectively.
−Removed: Excluding the net bargain purchase gain from the RI Acquisition in the prior year of $263,000 and $3,942,000, net loss decreased $453,000 and net loss increased $494,000 for the three and nine-month periods ended September 30, 2025 .
−Removed: Net loss for the three-month period ended September 30, 2025 decreased due to increased revenues and lower operating and selling and administrative costs.
−Removed: The Company incurred a net loss for nine-month period ended September 30, 2025 , due to losses incurred by the leasing and direct patient services segments, driven by lower procedure volume.
+Added: Net loss attributable to American Shared Hospital Services decreased by $13,000 to a net loss of $612,000, or $0.09 per diluted share for the three-month period ended March 31, 2026 compared to a net loss of $625,000, or $0.10 per diluted share for the same period in the prior year.
+Added: Net loss for the three-month period ended March 31, 2026 decreased primarily due to increased revenues compared to the same period in the prior year.
+Added: The Company incurred a net loss for three-month period ended March 31, 2026 , due to losses incurred by the direct patient services segments, driven by higher operating costs for these facilities.
Liquidity and Capital Resources
The Company’s primary liquidity needs are to fund capital expenditures as well as support working capital requirements.
−Removed: In general, the Company’s principal sources of liquidity are cash and cash equivalents on hand and the $7,000,000 Revolving Line.
−Removed: As of September 30, 2025, the Company borrowed $2,000,000 on its Revolving Line.
−Removed: The Company had cash, cash equivalents and restricted cash of $5,345,000 at September 30, 2025 compared to $11,275,000 at December 31, 2024.
−Removed: The Company’s cash position decreased by $5,930,000 during the first nine months of 2025 due to payment for the purchase of property and equipment of $9,618,000, payments on long-term debt of $2,101,000, and distributions to non-controlling interests of $21,000.
−Removed: These decreases were offset by net advances on the Revolving Line of $2,000,000, cash provided by operating activities of $3,802,000, and capital contributions from non-controlling interests of $8,000.
+Added: In general, the Company’s principal sources of liquidity are cash and cash equivalents on hand.
+Added: The Company had cash, cash equivalents and restricted cash of $5,223,000 at March 31, 2026 compared to $3,712,000 at December 31, 2025.
+Added: The Company’s cash position increased by $1,511,000 during the first three months of 2026 driven by cash provided by operating activities of $2,149,000.
+Added: This increase was offset by payment for the purchase of property and equipment of $41,000, payments on long-term debt of $472,000, and distributions to non-controlling interests of $125,000.
The Company’s expected primary cash needs on both a short and long-term basis are for capital expenditures, business expansion, working capital, and other general corporate purposes.
The Company has scheduled interest and principal payments under its debt obligations of approximately $10,407,000 during the next 12 months .
+Added: Of this amount, there was an aggregate of $7,605,000 due on April 9, 2026 for the Term Loan and DDTL.
+Added: For a further discussion of these obligations, see “Long-Term Debt” below.
Working Capital
−Removed: The Company had working capital at September 30, 2025 of $3,420,000 compared to $15,853,000 at December 31, 2024.
−Removed: The $12,433,000 decrease in working capital was primarily due to decreasing cash, advances on the Revolving Line and an increase in the current portion of long-term debt, net.
−Removed: The Company believes that its cash on hand, cash flow from operations, and other cash resources are adequate to meet its scheduled debt obligations and working capital requirements during the next 12 months;
−Removed: however, as described elsewhere in this Quarterly Report, the Company’s Credit Agreement with Fifth Third matures in April 2026, and, although the Company is optimistic it will be able to negotiate an extension to the Credit Agreement, if the Company is unable to do so, the Company’s liquidity will be adversely impacted and the Company’s ability to satisfy all of its commitments over the next twelve months in accordance with their current terms would be jeopardized.
−Removed: See additional discussion in the “Commitments” section below.
+Added: The Company had a working capital deficit at March 31, 2026 of $5,446,000 compared to a working capital deficit of $5,724,000 at December 31, 2025.
+Added: The $278,000 decrease in working capital deficit was primarily due to increasing cash and a decrease in the current portion of long-term debt, net, offset in part by an increase in accounts payable and related party payables.
+Added: I f the Company is unable to negotiate an extension to the Credit Agreement, the Company’s liquidity will be adversely impacted and the Company’s ability to satisfy all of its commitments over the next twelve months in accordance with their current terms would be jeopardized.
+Added: See additional discussion in the “Long-Term Debt” and “Commitments” sections below.
The Company, in the past, has secured financing for its Gamma Knife and radiation therapy units.
The Company has secured financing for its projects from several lenders and anticipates that it will be able to secure financing on future projects from these or other lending sources, but there can be no assurance that financing will continue to be available on acceptable terms.
+Added: Furthermore, if the Company’s payment obligations under the Credit Agreements become accelerated due to the events of default under such agreements, the Company would not have sufficient cash on hand, cash flow from operations, and other cash resources to satisfy such accelerated payment obligations, which raises substantial doubt about the Company’s ability to continue as a going concern.
+Added: See additional discussion in the “Long-Term Debt” and “Going-Concern Consideration” sections below.
Long-Term Debt
5 unchanged sentences
The third loan facility provides for a $7,000,000 revolving line of credit (the “Revolving Line”) available for future projects and general corporate purposes.
−Removed: The Company borrowed $2,000,000 on the Revolving Line as of September 30, 2025, which was repaid in July 2025.
−Removed: The facilities have a five-year maturity, which mature on April 9, 2026, and carry a floating interest rate based on the Secured Overnight Financing Rate (“SOFR”) plus 3.0% (7.36% as of September 30, 2025) and are secured by a lien on substantially all of the assets of the Loan Parties and guaranteed by ASHS.
+Added: The facilities have a five-year maturity, which matured on April 9, 2026, and carry a floating interest rate based on the Secured Overnight Financing Rate (“SOFR”) plus 3.0% (6.86% as of March 31, 2026) and are secured by a lien on substantially all of the assets of the Loan Parties and guaranteed by ASHS, Orlando and ASRS.
+Added: There was $7,075,000 due on April 9, 2026 for the Term Loan and DDTL.
On January 25, 2024 (the “First Amendment Effective Date”), the Company and Fifth Third entered into a First Amendment to Credit Agreement (the “First Amendment”), which amended the Credit Agreement to add a new term loan in the aggregate principal amount of $2,700,000 (the “Supplemental Term Loan”).
4 unchanged sentences
The Supplemental Term Loan is secured by a lien on substantially all of the assets of the Company and certain of its domestic subsidiaries.
−Removed: The First Amendment also replaced the LIBOR-based rates in the Credit Agreement with SOFR-based rates.
Pursuant to the First Amendment, advances under the Credit Agreement bear interest at a floating rate per annum equal to SOFR plus 3.00%, subject to a SOFR floor of 0.00%.
7 unchanged sentences
Pursuant to the First Amendment, advances under the Credit Agreement bear interest at a floating rate per annum equal to SOFR plus 3.00%, subject to a SOFR floor of 0.00%.
−Removed: The long-term debt on the condensed consolidated balance sheets related to the Term Loan, DDTL, Revolving Line, Supplemental Term Loan and Second Supplemental Term Loan was $16,933,000 and $18,462,000 as of September 30, 2025 and December 31, 2024, respectively.
−Removed: The Company capitalized debt issuance costs of $0 and $97,000 as of September 30, 2025 and December 31, 2024, related to the issuance of the Supplemental Term Loan and Second Supplemental Term Loan.
+Added: The long-term debt on the condensed consolidated balance sheets related to the Term Loan, DDTL, Revolving Line, Supplemental Term Loan and Second Supplemental Term Loan was $15,895,000 and $16,197,000 as of March 31, 2026 and December 31, 2025, respectively.
+Added: The Company did not capitalize any debt issuance as of March 31, 2026 and December 31, 2025, related to the issuance of the Supplemental Term Loan and Second Supplemental Term Loan.
The Credit Agreement contains customary covenants and representations, including without limitation, a minimum fixed charge coverage ratio of 1.25 and maximum funded debt to EBITDA ratio of 3.0 to 1.0 (tested on a trailing twelve-month basis at the end of each fiscal quarter), an obligation that the Company maintain $5,000,000 of unrestricted cash, reporting obligations, limitations on dispositions, changes in ownership, mergers and acquisitions, indebtedness, encumbrances, distributions, investments, transactions with affiliates and capital expenditures.
On September 30, 2025, the Company received a limited waiver from Fifth Third with respect to its failure to be in compliance with the maximum funded debt to EBITDA ratio covenant in the Credit Agreement as of June 30, 2025 and with respect to the delivery of items following the closing of the Second Amendment.
−Removed: The Loan Parties are in compliance with the Credit Agreement as of
−Removed: September 30, 2025.
+Added: As previously disclosed, (i) on December 10, 2025, the Loan Parties received notice from Fifth Third asserting that an Event of Default had occurred under the Credit Agreement due to the Borrowers’ failure to comply with the Minimum Cash Covenant as of September 30, 2025, and (ii) as of December 31, 2025, the Company was not in compliance with the minimum fixed-charge coverage ratio, the maximum funded debt-to-EBITDA ratio, and the Minimum Cash Covenant required by the Credit Agreement and notified Fifth Third of such non-compliance (all such defaults in clauses (i) and (ii), collectively, the “Financial Covenant Defaults”).
+Added: The Financial Covenant Defaults under the Credit Agreement remain uncured as of March 31, 2026, and, as a result, the Loan Parties are not in compliance with the Credit Agreement as of such date.
+Added: Due to the Financial Covenant Defaults described above, Fifth Third may exercise any of its rights, powers, privileges, and remedies under the Credit Agreement, the other Loan Documents, and applicable law, including the right to accelerate the Borrowers’ payment obligations under the Credit Agreement.
+Added: In December 2025, as a result of the Financial Covenant Defaults, Fifth Third notified the Company that, among other things, it had suspended the Revolving Loan Commitment with respect to additional Revolving Loan Advances.
+Added: To date, Fifth Third has not accelerated the obligations of the Loan Parties under the Credit Agreement or other Loan Documents.
+Added: As noted above, the Credit Agreement matured on April 9, 2026 and is secured by a lien on substantially all of the assets of the Loan Parties and is guaranteed by ASHS.
+Added: The Loan Parties did not satisfy all outstanding obligations under the Credit Agreement on the maturity date.
+Added: ASHS is currently in discussions with Fifth Third regarding a waiver and an amendment to extend the maturity date of the Credit Agreement.
+Added: However, there can be no assurances regarding the outcome of such discussions.
The loan entered into with United States International Development Finance Corporation (“DFC”) in connection with the acquisition of GKCE in June 2020 (the “DFC Loan”) was obtained through the Company’s wholly-owned subsidiary, HoldCo and is guaranteed by GKF.
5 unchanged sentences
The long-term debt on the condensed consolidated balance sheets related to the DFC Loan was
−Removed: $1,313,000 and
$1,149,000 as of
−Removed: September 30, 2025 and
+Added: March 31, 2026 and
December 31, 2025, respectively.
2 unchanged sentences
On March 3, 2025, the Company received an additional waiver from DFC for certain covenants as of December 31, 2024 and through December 31, 2025.
−Removed: HoldCo was in compliance with all debt covenants pursuant to the DFC Loan as amended and waived at September 30, 2025.
+Added: HoldCo was not in compliance with the cash to debt covenant at March 31, 2026 .
+Added: The Company notified DFC of this non-compliance and is in discussions for an extended waiver or amendment to the DFC Loan.
+Added: However, there can be no assurances regarding the outcome of such discussions.
+Added: As a result of the Loan Parties’ Financial Covenant Defaults under the Credit Agreement with Fifth Third discussed above, ASHS determined that the non-compliance with the Credit Agreement could be deemed to have resulted in an Event of Default (as defined in the DFC Loan) under the DFC Loan.
+Added: However, as of the date of this Quarterly Report, DFC has not delivered any notice to HoldCo or ASHS asserting the occurrence of an Event of Default resulting from the Financial Covenant Defaults or sought to exercise any remedies it may have under the DFC Loan as a result thereof.
+Added: Furthermore, ASHS has determined that HoldCo’s non-compliance with the DFC Loan could be deemed to have resulted in an Event of Default (as defined in the Credit Agreement) under the Credit Agreement with Fifth Third.
+Added: However, as of the date of this Quarterly Report, Fifth Third has not delivered any notice to the Loan Parties asserting that such an Event of Default has occurred or sought to exercise any remedies it may have under the Credit Agreement as a result thereof.
+Added: The Company’s failure to comply with the covenants under the Credit Agreements could result in the Company’s credit commitments being terminated and the principal of any outstanding borrowings, together with any accrued but unpaid interest, under the Credit Agreements could be declared immediately due and payable.
+Added: Furthermore, the lenders under the Credit Agreements could also exercise their rights to take possession of, and to dispose of, the collateral securing the credit facilities and loans and could pursue additional default remedies upon default as set forth in each such agreement.
+Added: As long as the Company remains in default under the Credit Agreements, Fifth Third and DFC could accelerate all payment obligations under the Credit Agreements.
+Added: If Fifth Third or DFC were to accelerate all payment obligations under the Credit Agreements as a result of the defaults thereunder, the Company would not have sufficient cash on hand to satisfy such accelerated payment obligations.
+Added: As a result, these conditions raise substantial doubt about the Company’s ability to continue as a going concern.
In November and December 2024, GKCE obtained two loans with banks locally in Ecuador (the “GKCE Loans”).
The GKCE Loans carry interest rates of 12.60% and 12.78% and are payable in twelve and thirty-six equal monthly installments of principal and interest, respectively.
−Removed: Total long-term debt on the condensed consolidated balance sheets related to the GKCE Loans was $66,000 and $145,000 as of September 30, 2025 and December 31, 2024, respectively.
The Company did not capitalize any debt issuance costs related to the GKCE Loans.
−Removed: If the Company fails to comply with the Credit Agreement covenants or the DFC Loan covenants, the Company’s credit commitments could be terminated and the principal of any outstanding borrowings, together with any accrued but unpaid interest, under the Credit Agreement or the DFC Loan could be declared immediately due and payable.
−Removed: Furthermore, the lenders under the Credit Agreement and the DFC Loan could also exercise their rights to take possession of, and to dispose of, the collateral securing the credit facilities and loans and could take any additional remedies upon default as set forth in each such agreement.
−Removed: As of September 30, 2025, long-term debt on the condensed consolidated balance sheets was $18,184,000.
+Added: Total long-term debt on the condensed consolidated balance sheets related to the GKCE Loans was $47,000 and $53,000 as of March 31, 2026 and December 31, 2025, respectively.
+Added: As of March 31, 2026, long-term debt on the condensed consolidated balance sheets was $16,843,000.
See Note 3 - Long Term Debt to the condensed consolidated financial statements for additional information.
−Removed: As of September 30, 2025, the Company had commitments to purchase and install two Leksell Gamma Knife Esprit Systems (“Esprit”) and two Linear Accelerator (“LINAC”) systems.
−Removed: The Esprit upgrades and one LINAC installation are anticipated to occur in the first or second quarter of 2026 or later at existing customer sites.
+Added: As of March 31, 2026, the Company had commitments to purchase and install two Esprit and two LINAC systems.
+Added: The Esprit upgrades and one LINAC installation are anticipated to occur in the second half of 2026 or later at existing customer sites.
The remaining LINAC is reserved for a future customer site.
−Removed: Total Gamma Knife and LINAC commitments as of September 30, 2025 were $7,884,000.
−Removed: There are no deposits on the condensed consolidated balance sheets related to these commitments as of September 30, 2025 , nor are there any penalties if the Company decides to not execute these commitments.
−Removed: It is the Company’s current intent to finance substantially all of these commitments.
−Removed: There can be no assurance that financing will be available for the Company’s current or future projects, or at terms that are acceptable to the Company.
−Removed: However, the Company currently has cash on hand of $5,345,000 and capacity under its Revolving Line of $7,000,000 and is actively engaged with financing resources to fund these projects.
−Removed: The Company borrowed $2,000,000 on the Revolving Line as of September 30, 2025, which was repaid in October 2025.
−Removed: On September 4, 2022, the Company entered into a Maintenance and Support Agreement with Mevion Medical Systems, Inc.
−Removed: (“Mevion”), which provides for maintenance and support of the Company’s PBRT unit at Orlando Health from September 2022 through April 2026.
−Removed: The maintenance for the final service period, September 2025 through April 2026, is $1,184,000.
−Removed: As of September 30, 2025, the Company had commitments to service and maintain its Gamma Knife, LINAC, and PBRT equipment.
+Added: Total Gamma Knife and LINAC commitments as of March 31, 2026 were $7,884,000.
+Added: There are no deposits on the condensed consolidated balance sheets related to these commitments as of March 31, 2026 , nor are there any penalties if the Company decides to not execute these commitments.
+Added: The Company’s current intent is to finance substantially all of these commitments.
+Added: There can be no assurance that financing will be available for the Company’s initiatives or future projects, or at terms that are acceptable to the Company.
+Added: However, the Company currently has cash on hand of $5,223,000 and is actively engaged with financing resources to fund these projects.
+Added: As of March 31, 2026, the Company had commitments to service and maintain its Gamma Knife, LINAC, and PBRT equipment.
The service commitments are carried out via contracts with Mevion, Elekta, Solutech and Mobius Imaging, LLC.
The Company’s commitment to purchase one LINAC system also includes a 5-year agreement to service the equipment, respectively.
−Removed: Total service commitments as of September 30, 2025 were $6,870,000.
+Added: Total service commitments as of March 31, 2026 were $5,705,000.
The Gamma Knife and certain other service contracts are paid monthly, as service is performed.
5 unchanged sentences
Since the Company purchases its Gamma Knife units from Elekta, there are significant related party transactions with Elekta, such as equipment purchases, commitments to purchase and service equipment, and costs to maintain the equipment.
−Removed: The following table summarizes related party activity for the three and nine-month periods ended September 30, 2025 and 2024:
−Removed: Three Months Ended September 30,
−Removed: Nine Months Ended September 30,
+Added: The following table summarizes related party activity for the three-month periods ended March 31, 2026 and 2025:
+Added: Three Months Ended March 31,
Equipment purchases and de-install costs
1 unchanged sentence
Total related party transactions
−Removed: The Company also had commitments to purchase and install two Esprit units, two LINACs, and service the related equipment of $11,045,000 as of September 30, 2025.
−Removed: Related party liabilities on the condensed consolidated balance sheets consist of the following as of September 30, 2025 and December 31, 2024
−Removed: September 30,
+Added: The Company also had commitments to purchase and install two Esprit units and two LINACs, and service the related equipment totaling $10,464,000 as of March 31, 2026.
+Added: Related party liabilities on the condensed consolidated balance sheets consist of the following as of March 31, 2026 and December 31, 2025
Accounts payable, asset retirement obligation and other accrued liabilities
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.