IONM - Assure Holdings Corp. Announces Business Combination with Danam Health Inc. | Benzinga
DENVER, Feb. 12, 2024 (GLOBE NEWSWIRE) -- Assure Holdings Corp. ("Assure") (NASDAQ:IONM) today announced that it has entered into a definitive Agreement and Plan of Merger (the "Merger Agreement") with Danam Health, Inc. ("Danam") under which Danam will merge with a newly-formed, wholly-owned subsidiary of Assure in a stock-for-stock transaction (the "Merger") in which Danam will survive as a wholly-owned subsidiary of Assure. Assure will change its name to "Danam Health Holdings Corp." and the combined company is intended to continue as a Nasdaq-listed company.
If completed, the Merger will result in a combined company that will focus on pharmaceutical and healthcare services that will advance Danam's micro health ecosystem, and is anticipated to include a portfolio of companies with pharmacy, wholesale operations and a technology division with a novel platform for hub and clinical services.
Danam is focused on improving the lives of patients while delivering unique solutions for pharmacies, providers, pharmaceutical manufacturers, and payors. With the successful integration of its patient-centric approach and innovative healthcare applications, Danam intends to shift the dynamic of care to revolve around the patient for a wide range of therapeutic conditions. Danam offers a full spectrum of integrated solutions by leveraging the synergies of its business segments to address access, care coordination, dispensing, delivery, and clinical management of pharmaceutical products ranging from "specialty-lite" to general maintenance conditions.
"We are very excited about the merger and believe the new combined company will provide the vehicle for our future expansion," stated Suren Ajjarapu, Chairman of Danam Health. "Our mission at Danam is to empower our network of pharmacy partners and patients by providing cost savings on pharmaceutical products, automating patient centric services and overcoming inefficiencies that prevent optimal patient care. We are committed to providing manufacturers, physicians, patients and other healthcare stakeholders with technology geared to support their initiatives to attain better health outcomes."
About the Proposed Merger:
The Merger is structured as a stock for stock exchange whereby all of the outstanding equity securities of Danam are to be exchanged for shares of Assure common stock. Upon completion of the proposed Merger, on a pro forma basis and based upon the number of Assure shares to be issued in the proposed Merger, current Danam stockholders are expected to own approximately 90% of the combined company and current Assure stockholders are expected to own approximately 10% of the combined company, in each case subject to certain adjustments in the Merger Agreement, and resulting in a combined publicly traded company valued in the Merger Agreement at approximately $150 million on a fully diluted basis.
The boards of directors of both companies have unanimously approved the Merger Agreement. The Merger is expected to close in the second quarter of 2024, subject to satisfying certain closing conditions, including the completion of certain acquisitions by Danam, a sale of assets by Assure, the receipt of shareholder approval by both companies and approval for listing of the combined company on Nasdaq.
Upon closing of the proposed merger, Suren Ajjarapu will serve as Chairman of the combined company. The Merger Agreement provides that the Board of Directors of the combined company will comprise of five members designated by Danam.
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