Assure Holdings Corp. Announces Business Combination with Danam Health, Inc. - Seite 2

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.

Advisors

Joseph Gunnar & Co., LLC is serving as the exclusive financial advisor to Assure and Danam in connection with the Merger. Dorsey & Whitney LLP is serving as legal counsel for Assure and Dykema Gossett PLLC is serving as legal counsel for Danam.

About Danam

Danam Health is a dedicated platform fostering holistic wellness. Through a blend of cutting-edge technology and compassionate care, we offer personalized solutions for mental, physical, and emotional health. Danam’s experts curate innovative approaches to empower individuals on their unique wellness journeys. With a focus on integrative health, Danam aims to nurture comprehensive well-being, guiding our community towards a balanced, thriving life. For more information, visit Danam’s website at www.danamhealth.com.

About Assure

Assure Holdings Corp. is a best-in-class provider of outsourced intraoperative neuromonitoring and remote neurology services. Assure 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 Assure’s website at www.assureneuromonitoring.com.