Assure Holdings Signs Letter of Intent to Purchase Certain Assets of Innovation Neuromonitoring, LLC
26 Juin 2023 - 2:00PM
Assure Holdings Corp. (the “
Company” or
“
Assure”) (NASDAQ: IONM), a provider of
intraoperative neuromonitoring (“
IONM”) and remote
neurology services, today announced that it has signed a Letter of
Intent (“
LOI”) to purchase certain assets of
Innovation Neuromonitoring, LLC (“
Innovation”) for
approximately $1.2 million in a cash and equity transaction.
Established in 2016, Innovation is a leading
IONM company primarily serving the Greater Dallas, Texas and
Charleston, South Carolina regions. In 2022, Innovation performed
more than 4,000 IONM procedures and approximately 51% of these
procedures were with commercial insurance payors. The company
currently employs 18 full-time staff, including 13 technologists
supporting more than 50 surgeons at over 40 facilities.
John Farlinger, Assure’s executive chairman and
CEO, commented, “The purchase of assets from Innovation is a strong
strategic fit with our existing business in Texas and provides us
with the opportunity to scale our operations rapidly. Innovation
believes that they will service more than 3,000 surgeries this
year. It will add density in the state of Texas, our largest market
and it also extends our geographic footprint to South Carolina.
Importantly, we are deploying capital in a manner that we believe
will increase value for our current shareholders and help us move
towards delivering positive cash from operations more quickly.”
Farlinger concluded, “Accredited by The Joint Commission,
Innovation’s commitment to providing superior IONM services aligns
with Assure’s core values.”
“We are excited at the opportunity to join the
Assure team given our shared core values of providing exceptional
service to surgeons and care for patients,” Anthony Casarez,
Innovation Founder commented. “We are proud of the business we have
built, and I believe the resources and expertise Assure provides
will provide stability to our surgeon partners and opportunities
for our employees, all while driving top and bottom-line
growth.”
The purchase price to be paid is $800,000 in
cash and $400,000 in Assure common stock, subject to escrow and
other requirements. Under the LOI, Assure will acquire Innovation’s
contracts, employees, business relationships, equipment and other
assets. Approximately $500,000 of the $800,000 cash will be paid
over 24 monthly installments, with adjustments based on the number
of surgeries and the commercial payor mix. The proposed Acquisition
will take the form of either an asset or equity purchase by Assure
at its choice at closing.
The transaction is expected to close in early
July subject to, among other things, customary closing conditions,
satisfactory due diligence and the negotiation and execution of a
definitive asset purchase agreement.
About Assure
HoldingsAssure Holdings Corp. is a best-in-class
provider of outsourced intraoperative neuromonitoring and remote
neurology services. The Company delivers a turnkey suite of
clinical and operational services to support surgeons and medical
facilities during invasive procedures that place the nervous system
at risk including neurosurgery, spine, cardiovascular, orthopedic
and ear, nose and throat surgeries. Assure employs highly trained
technologists that provide a direct point of contact in the
operating room. Physicians employed through Assure subsidiaries
simultaneously monitor the functional integrity of patients’ neural
structures throughout the procedure communicating in real-time with
the surgeon and technologist. Accredited by The Joint Commission,
Assure’s mission is to provide exceptional surgical care and a
positive patient experience. For more information, visit the
company’s website at www.assureneuromonitoring.com.
About
Innovation
NeuromonitoringInnovation Neuromonitoring is a
CNIM owned company that was established in 2015 in the Dallas-Fort
Worth Area. Innovation’s vision has been focused and centered on
outstanding patient care. Leading these services are the highly
trained CNIM’s and Physicians representing Innovation
Neuromonitoring. Since its inception, Innovation Neuromonitoring
has expanded its services throughout Texas, South Carolina and
Nevada. Its outstanding services are highly recognized by its
surgeons and have led to Innovation Neuromonitoring’s services
being expanded almost exclusively by surgeon and hospital
referrals.
Forward-Looking
StatementsThis news release may contain
“forward-looking statements” within the meaning of applicable
securities laws. Forward-looking statements may generally be
identified by the use of the words "anticipates," "expects,"
"intends," "plans," "should," "could," "would," "may," "will,"
"believes," "estimates," "potential," "target," or "continue" and
variations or similar expressions. Forward-looking statements
include, but are not limited to, management’s expectations
regarding the acquisition of Innovation Neuromonitoring LLC,
increase in procedures, and other similar statements. These
statements are based upon the current expectations and beliefs of
management and are subject to certain risks and uncertainties that
could cause actual results to differ materially from those
described in the forward-looking statements. These risks include
risks regarding our patient volume or cases not growing as
expected, or decreasing, which could impact revenue and
profitability; unfavorable economic conditions could have an
adverse effect on our business; risks related to increased leverage
resulting from incurring additional debt; the policies of health
insurance carriers may affect the amount of revenue we receive; our
ability to successfully market and sell our products and services;
we may be subject to competition and technological risk which may
impact the price and amount of services we can sell and the nature
of services we can provide; regulatory changes that are unfavorable
in the states where our operations are conducted or concentrated;
our ability to comply and the cost of compliance with extensive
existing regulation and any changes or amendments thereto; changes
within the medical industry and third-party reimbursement policies
and our estimates of associated timing and costs with the same; our
ability to adequately forecast expansion and the Company’s
management of anticipated growth; and risks and uncertainties
discussed in our most recent annual and quarterly reports filed
with the United States Securities and Exchange Commission,
including our annual report on Form 10-K filed on March 31, 2023,
and with the Canadian securities regulators and available on the
Company’s profiles on EDGAR at www.sec.gov and SEDAR at
www.sedar.com, which risks and uncertainties are incorporated
herein by reference. Readers are cautioned not to place undue
reliance on forward-looking statements. Except as required by law,
Assure does not intend, and undertakes no obligation, to update any
forward-looking statements to reflect, in particular, new
information or future events.
ContactsBrett Maas, Managing PrincipalHayden IR
ionm@haydenir.com (646) 536-7331
Assure (NASDAQ:IONM)
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