Assure Announces it will Remain Listed on the Nasdaq Capital Market Pursuant to Nasdaq Panel Decision
16 May 2024 - 11:44PM
Assure Holdings Corp. (the “Company” or “Assure”) (NASDAQ: IONM), a
provider of intraoperative neuromonitoring (“IONM”) and remote
neurology services, announced today it received a written notice
from the Nasdaq Listing Qualifications Panel (the “Hearings Panel”)
of The Nasdaq Stock Market LLC (“Nasdaq”) that it has granted the
Company an extension to regain compliance with the continued
listing requirements for The Nasdaq Capital Market (the “Panel
Decision”). The Hearings Panel granted the Company an extension
until July 22, 2024, by which date the Company will be required to
demonstrate compliance with all applicable initial listing
requirements for the Nasdaq Capital Market in relation to its
completion of its previously announced transaction with Danam
Health Inc.
About Assure
Holdings
Assure Holdings Corp. is a provider of outsourced intraoperative
neuromonitoring and remote neurology services. The Company delivers
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. For more information, visit
the company’s website at www.assureneuromonitoring.com.
Additional Information and Where to Find It
This communication may be deemed to be solicitation material
with respect to the proposed transactions between Assure and Danam
Health Inc. In connection with the proposed transaction, Assure has
filed relevant materials with the SEC, including a registration
statement on Form S-4, filed with the SEC on May 3, 2024,that
contains a prospectus and a proxy statement. Assure will mail the
proxy statement/prospectus to the Assure and Danam stockholders,
and the securities may not be sold or exchanged until the
registration statement becomes effective.
Investors and securityholders of Assure and Danam are urged to
read these materials when they become available because they will
contain important information about Assure, Danam and the proposed
transactions. This communication is not a substitute for the
registration statement, definitive proxy statement/prospectus or
any other documents that Assure may file with the SEC or send to
securityholders in connection with the proposed transactions.
Investors and securityholders may obtain free copies of the
documents filed with the SEC, once available, on Assure’s website
at www.assureneuromonitoring.com, on the SEC’s website at
www.sec.gov or by directing a request to Assure at 7887 E.
Belleview Ave., Suite 240, Denver, Colorado, USA 80111, Attention:
John Farlinger, Chief Executive Officer; or by email at
ir@assureiom.com.
This communication shall not constitute an offer to sell or the
solicitation of an offer to sell or the solicitation of an offer to
buy any securities, nor shall there be any sale of securities in
any jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such jurisdiction. No offering of securities
shall be made except by means of a prospectus meeting the
requirements of Section 10 of the Securities Act of 1933, as
amended.
Participants in the Solicitation
Each of Assure and Danam and their respective directors and
executive officers may be deemed to be participants in the
solicitation of proxies from the stockholders of Assure in
connection with the proposed transaction. Information about the
executive officers and directors of Assure are set forth in
Assure’s Definitive Proxy Statement on Schedule 14A relating to the
2023 Annual Meeting of Stockholders of Assure, filed with the SEC
on December 5, 2023 and in Assure’s Annual Report on Form 10-K for
the fiscal year ended December 31, 2023, filed with the SEC on
April 26, 2024. Other information regarding the interests of such
individuals, who may be deemed to be participants in the
solicitation of proxies for the stockholders of Assure are set
forth in the proxy statement/prospectus, which is included in
Assure’s registration statement on Form S-4 filed with the SEC on
May 3, 2024. You may obtain free copies of these documents as
described above.
Cautionary Statements
Regarding Forward-Looking
Statements
This press release contains forward-looking statements based
upon the current expectations of Assure and Danam. Forward-looking
statements involve risks and uncertainties and include, but are not
limited to, statements about the structure, timing and completion
of the proposed transactions; the listing of the combined company
on Nasdaq after the closing of the proposed merger; expectations
regarding the ownership structure of the combined company after the
closing of the proposed merger; the expected executive officers and
directors of the combined company; the expected cash position of
each of Assure and Danam and the combined company at the closing of
the proposed merger; the future operations of the combined company;
and other statements that are not historical fact. Actual results
and the timing of events could differ materially from those
anticipated in such forward-looking statements as a result of these
risks and uncertainties, which include, without limitation: (i) the
risk that the conditions to the closing of the proposed transaction
are not satisfied, including the failure to timely obtain
stockholder approval for the transaction, if at all; (ii)
uncertainties as to the timing of the consummation of the proposed
transaction and the ability of each of Assure and Danam to
consummate the proposed merger, as applicable; (iii) risks related
to Assure’s ability to manage its operating expenses and its
expenses associated with the proposed transactions pending closing;
(iv) risks related to the failure or delay in obtaining required
approvals from any governmental or quasi-governmental entity
necessary to consummate the proposed transactions; (v) the risk
that as a result of adjustments to the exchange ratio, Assure
stockholders and Danam stockholders could own more or less of the
combined company than is currently anticipated; (vi) risks related
to the market price of Assure’s common stock; (vii) unexpected
costs, charges or expenses resulting from either or both of the
proposed transaction; (viii) potential adverse reactions or changes
to business relationships resulting from the announcement or
completion of the proposed transactions; (ix) risks related to the
inability of the combined company to obtain sufficient additional
capital to continue to advance its business plan; and (x) risks
associated with the possible failure to realize certain anticipated
benefits of the proposed transactions, including with respect to
future financial and operating results. Actual results and the
timing of events could differ materially from those anticipated in
such forward-looking statements as a result of these risks and
uncertainties. These and other risks and uncertainties are more
fully described in periodic filings with the SEC, including the
factors described in the section titled “Risk Factors” in Assure’s
Annual Report on Form 10-K for the year ended December 31, 2023
filed with the SEC, and in other filings that Assure makes and will
make with the SEC in connection with the proposed transaction,
including the proxy statement/prospectus described under
“Additional Information and Where to Find It.” You should not place
undue reliance on these forward-looking statements, which are made
only as of the date hereof or as of the dates indicated in the
forward-looking statements. Except as required by law, Assure
expressly disclaims any obligation or undertaking to update or
revise any forward-looking statements contained herein to reflect
any change in its expectations with regard thereto or any change in
events, conditions or circumstances on which any such statements
are based.
ContactsBrett Maas, Managing Principal Hayden IR
ionm@haydenir.com(646) 536-7331
Source: Assure Holdings Corp.
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