Assure Announces Further Extension of Exchange Offer Relating to its Convertible Notes

Rhea-AI Summary

Assure Holdings Corp. (OTC: IONM) has extended the expiration date of its exchange offer for its 9% Convertible Debentures due 2023 and 2024. The new expiration date is set for August 16, 2024 at 11:59 p.m. (Denver Time), unless further extended. This marks the third extension of the offer, which was originally scheduled to expire on July 19, 2024.

As of August 2, 2024, $2.4 million in principal face amount of Assure Convertible Debentures have been tendered into the offer. All other terms of the offer remain unchanged as outlined in the Offer Letter dated June 21, 2024, and the related Schedule TO filed with the SEC.

Assure emphasizes that this announcement is for informational purposes only and does not constitute an offer to purchase or sell securities. Holders of Assure Convertible Debentures are urged to carefully review the Schedule TO and Offer Letter for complete terms and conditions.

Positive

• $2.4 million in principal face amount of Convertible Debentures tendered so far

Negative

• Multiple extensions of the exchange offer may indicate lack of investor interest
• Continued need for debt restructuring suggests potential financial challenges

Insights

Financial Analyst

The extension of Assure Holdings' exchange offer for its convertible notes is a neutral development with potential implications for the company's financial structure. As of August 2, only $2.4 million in principal face amount of debentures have been tendered, which is likely below the company's expectations. This low participation rate could indicate:

• Reluctance from debenture holders to accept the terms of the exchange
• Potential cash flow challenges for Assure if a significant portion of the debt remains outstanding
• Uncertainty about the company's future prospects among investors

The repeated extensions suggest Assure is struggling to achieve desired participation. Investors should monitor the final outcome closely, as it will impact the company's debt structure and financial flexibility moving forward.

Legal Expert

From a legal perspective, Assure's handling of the exchange offer extension appears procedurally sound. Key points to note:

• The company is transparently communicating changes to the offer's expiration date
• Assure emphasizes that all other terms remain unchanged, maintaining consistency
• The reference to SEC filings and availability of documents demonstrates compliance with regulatory requirements

The statement that no recommendation is made by management or the board regarding participation in the offer is a standard legal precaution. This approach helps mitigate potential liability concerns. However, the repeated extensions might raise questions about the offer's attractiveness and could potentially lead to increased scrutiny from regulators or shareholders.

DENVER, Aug. 05, 2024 (GLOBE NEWSWIRE) -- Assure Holdings Corp. (“Assure” or the “Company”) (OTC: IONM), today announced that it has extended the expiration date of its exchange offer (the “Offer”) relating to the Company’s 9% Convertible Debentures due 2023 and 2024 (the “Assure Convertible Debentures”). As a result of the extension, the Exchange Offer is now scheduled to expire at 11:59 p.m. (Denver Time), on August 16, 2024 (the “Expiration Date”) unless further extended.

The Offer was originally scheduled to expire at 11:59 p.m. (Denver Time) on July 19, 2024, and was initially extended on July 22, 2024 to expire at 11:59 p.m. (Denver Time), on July 26, 2024 and further extended on July 29, 2024 to expire at 11:59 p.m. (Denver Time), on August 2, 2024. Except for the extension of the Expiration Date, all of the other terms of the Offer remain as set forth in the Offer Letter dated June 21, 2024, as amended (the “Offer Letter”), and a Schedule TO related thereto, as filed with the U.S. Securities and Exchange Commission (“SEC”) on June 21, 2024, as amended (the “Schedule TO”).

As of 11:59 p.m. (Denver Time) on August 2, 2024, $2.4 million in principal face amount of Assure Convertible Debentures have been tendered into the Offer.

Important Information Has Been Filed with the SEC

Copies of the Offer Letter (and all amendments thereto) and the Schedule TO (and all amendments thereto) are available free of charge at the website of the SEC at www.sec.gov. Requests for documents may also be directed to Assure Holdings Corp., 7887 E. Belleview Ave., Suite 240, Denver, Colorado, USA 80111 or email to ir@assureiom.com.

This announcement is for informational purposes only and shall not constitute an offer to purchase or a solicitation of an offer to sell the Assure Convertible Notes or an offer to sell or a solicitation of an offer to buy any shares of Assure’s common stock. The Offer is being made only through the Schedule TO and Offer Letter, and the complete terms and conditions of the Offer are set forth in the Schedule TO and Offer Letter. Holders of the Assure Convertible Debentures are urged to read the Schedule TO and Offer Letter carefully before making any decision with respect to the Offer because they contain important information, including the various terms of, and conditions to, the Offer. None of Assure, or any of its management or its board of directors makes any recommendation as to whether or not holders of Assure Convertible Debentures should tender such Assure Convertible Debentures for exchange in the Offer.

About Assure Holdings

Assure Holdings Corp. is a 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.

Forward-Looking Statements

This 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, the future expiration date of the Offer, 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 April 26, 2024, 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.

Investor Contact
Brett Maas, Managing Principal, Hayden IR
ionm@haydenir.com
(646) 536-7331

Source: Assure Holdings Corp. 

FAQ

When is the new expiration date for Assure Holdings' (IONM) exchange offer?

The new expiration date for Assure Holdings' (IONM) exchange offer is August 16, 2024, at 11:59 p.m. (Denver Time), unless further extended.

How much of Assure Holdings' (IONM) Convertible Debentures have been tendered as of August 2, 2024?

$2.4 million in principal face amount of Assure Convertible Debentures have been tendered into the offer as of August 2, 2024.

How many times has Assure Holdings (IONM) extended its exchange offer for Convertible Debentures?

Assure Holdings (IONM) has extended its exchange offer for Convertible Debentures three times. The original expiration date was July 19, 2024, with subsequent extensions to July 26, August 2, and now August 16, 2024.

What is the purpose of Assure Holdings' (IONM) exchange offer for Convertible Debentures?

While not explicitly stated in the press release, exchange offers are typically used to restructure debt, potentially improving the company's financial position or extending debt maturities. Holders of the Convertible Debentures are being offered to exchange their securities, likely for new terms or different securities.