Assure Holdings Corp. (NASDAQ:IONM), a medical equipment firm, has reached an agreement with Centurion Financial Trust to settle outstanding obligations under a debenture agreement.
The settlement, outlined in an amended and restated memorandum of understanding (MOU) dated August 30, 2024, will resolve the company's debt through asset assignments, equity issuance, and potentially a cash payment.
Under the terms of the settlement, Assure Holdings will assign 75% of its federal and state settlements and awards under the "No Surprises Act" and its Employee Retention Tax Credit refund to Centurion. Additionally, the company will issue 9,135,924 shares of common stock at $0.70 per share to reduce its obligations under the debenture.
If Assure Holdings conducts an equity securities offering before December 10, 2024, it has agreed to pay Centurion 50% of the net proceeds, which would also decrease the number of shares to be issued.
The agreement also includes a provision for a cash payment from Assure Holdings to Centurion, contingent on specific conditions being met. The full settlement is expected to be completed by October 10, 2024, with the share issuance due by September 10, 2024.
This settlement is intended to fully satisfy Assure Holdings' obligations under the debenture, leading to the cancellation of the debt instrument and the release of security interests and guarantees associated with it.
The MOU follows a period during which Assure Holdings may have been in default under certain covenants of the debenture and related security documents. Centurion has agreed to a forbearance period until October 10, 2024, refraining from exercising any rights or remedies against Assure Holdings or its assets.
However, this forbearance will terminate if Assure Holdings undergoes any bankruptcy or insolvency proceedings.
As part of the settlement, Centurion will also cancel all of its common stock purchase warrants of Assure Holdings. This news is based on a press release statement and the full details of the MOU can be found in the exhibit filed with the SEC.
In other recent news, Assure Holdings Corp. has made significant strategic moves to restructure its financial obligations and streamline operations. The company has entered an equity purchase agreement to sell the equity interests of its subsidiaries to 0915223 B.C. Ltd. The terms of the agreement include the buyer assuming approximately $2.6 million of the subsidiaries' debt and Assure Holdings issuing 450,000 shares of its common stock to the buyer.
Additionally, Assure Holdings has settled its $11 million debt with Centurion Financial Trust. The settlement involved assigning certain assets to Centurion and converting the remaining balance of the debenture into shares of its common stock. This agreement represents a significant financial restructuring for the company, allowing it to move forward with reduced debt obligations.
On the analyst front, the company faced a compliance issue with Nasdaq due to a delay in filing its quarterly report. However, the Nasdaq Listing Qualifications Panel granted an extension for Assure Holdings to regain compliance with continued listing requirements.
Lastly, Assure Holdings has rescheduled its special meeting of stockholders to August 21, 2024, and confirmed that the record date for determining eligible stockholders remains unchanged.
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