Assure Strengthens Balance Sheet by Securing US$11 Million Credit Facility
June 10 2021 - 7:30AM
Assure Holdings Corp. (the “
Company” or
“
Assure”) (TSXV: IOM; OTCQB: ARHH), a provider of
intraoperative neuromonitoring services (“
IONM”),
is pleased to announce that it has entered into a definitive
agreement (the “
Agreement”) with Centurion
Financial Trust, an investment trust formed by Centurion Asset
Management Inc. (“
Centurion”) in respect of an
US$11,000,000 credit facility comprised of a US$6,000,000 senior
term loan (the “
Senior Term Loan”), a US$2,000,000
senior revolving loan (the “
Senior Revolving
Loan”) and a US$3,000,000 senior term acquisition line
(the “
Senior Term Acquisition Line” and together
with the Senior Term Loan and the Senior Revolving Loan, the
“
Credit Facility”).
”We have capitalized on the recent momentum in our business to
further strengthen our balance sheet and provide additional
financial flexibility and liquidity,” said John A. Farlinger,
Assure’s executive chairman and CEO. “This refinancing is expected
to support our ability to take advantage of numerous growth
opportunities including organically extending the Company’s
operational footprint into new states and expanding our telehealth
function for professional neurology services relating to IONM. In
addition, this facility includes a line specifically for
acquisitions and our M&A pipeline remains very active.”
“We are pleased to partner with Assure on a capital solution to
help grow the Company,” said Daryl W. Boyce, Executive Vice
President, Corporate Finance of Centurion. “We believe in Assure’s
business model, are impressed with the quality of the management
team and are confident the Company is well positioned for the
future.”
Pursuant to the terms of the Agreement, the Senior Term Loan and
the Senior Revolving Loan will be advanced to the Company as of the
date hereof. The Senior Term Acquisition Line will be made
available to the Company to fund future acquisitions, subject to
certain conditions and approvals of Centurion. Interest on the
Credit Facility will accrue at an annual rate equal to the greater
of 9.5% per annum or the Royal Bank of Canada Prime Rate plus
7.05%, payable in monthly arrears. In addition, and pursuant to the
Agreement, the Company shall pay Centurion a monthly standby fee of
1.50% per annum on any undrawn balance of the Credit Facility, as
well as a one-time non-refundable commitment fee of $247,500 on the
first advance under the Credit Facility.
The Credit Facility will mature 48 months from the date hereof
and is secured by a first ranking security interest in all of the
present and future assets of the Company and certain of its
subsidiaries and affiliates (collectively, the “Assure
Group”). The Credit Facility is guaranteed by the Assure
Group, as more particularly set out in the Agreement. A description
of the Credit Facility and a copy of the Agreement will be filed
under the Company’s issuer profile on SEDAR at www.sedar.com and a
current report on Form 8-K available at www.sec.gov.
Assure expects to use the net proceeds of the Credit Facility to
repay all outstanding amounts under the Company’s previous credit
facility, for general working capital purposes and to fund future
acquisitions.
In addition, and subject to the approval of the TSX Venture
Exchange (the “TSXV”), Assure has agreed to issue
to Centurion an aggregate of 1,375,000 non-transferable common
share purchase warrants of the Company (the
“Warrants”). Each Warrant will entitle Centurion
to acquire one common share in the capital of the Company at an
exercise price equal to US$1.51 (representing the closing price of
the Company’s common shares as of the close of business on June 9,
2021 and multiplied by the Bank of Canada’s daily exchange rate on
June 9, 2021) for a term of 48 months from the date of issuance.
The Warrants and underlying common shares will be subject to a hold
period of four months and one day from the date of issuance
pursuant to Canadian securities laws as well as applicable hold
periods under U.S. securities laws.
About Assure HoldingsAssure Holdings Corp. is a
Colorado-based company that works with neurosurgeons and orthopedic
spine surgeons to provide a turnkey suite of services that support
intraoperative neuromonitoring activities during invasive
surgeries. Assure employs its own staff of technologists and uses
its own state-of-the-art monitoring equipment, handles 100% of
intraoperative neuromonitoring scheduling and setup, and bills for
all technical services provided. Assure Neuromonitoring is
recognized as providing the highest level of patient care in the
industry and has earned the Joint Commission’s Gold Seal of
Approval®. For more information, visit the Company’s website
at www.assureneuromonitoring.com.
About Centurion Centurion Asset Management Inc.
is one of Canada’s leading asset management companies specializing
in real estate and other alternative asset classes. Centurion’s
investment solutions – Centurion Apartment Real Estate Investment
Trust and Centurion Financial Trust – offer investors diversified
portfolios of rental apartments, mortgages, real estate
developments and debt instruments that deliver solid returns on
their investments. Centurion Financial Trust provides customized
financing solutions that address the core needs of companies. For
more information, please visit the company’s website at
https://www.centurion.ca/.
Forward-Looking StatementsThis news release may
contain “forward-looking statements” within the meaning of
applicable securities laws, including but not limited to: comments
with respect to strategies; expectations; planned operations;
future actions of the Company; the Company’s growth potential,
opportunities and strategy; the Company’s M&A pipeline; the
expected effects of the Agreement and Credit Facility on the
Company’s business operations, financial flexibility and liquidity;
and the use of the net proceeds of the Credit Facility. 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 and
uncertainties include, but are not limited to: the Company may not
receive the approval of the TSXV in respect of the issuance of the
Warrants; the Company may not meet the conditions or receive the
approvals of Centurion in respect of the Senior Term Acquisition
Line; the ability of the Company to service its obligations under
the Credit Facility; the ability of the Company to take advantage
of growth opportunities, including extending the Company’s
operational footprint into new states and expanding its telehealth
function for professional neurology services related to IONM; the
uncertainty surrounding the spread of COVID-19 and the impact it
will have on the Company’s operations and economic activity in
general; and the risks and uncertainties discussed in our most
recent annual and quarterly reports filed with the Canadian
securities regulators and available on the Company’s profile on
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.Neither the TSX
Venture Exchange nor its Regulation Services Provider (as that term
is defined in the policies of the TSX Venture Exchange) accepts
responsibility for the adequacy or accuracy of this release.
ContactScott Kozak, Investor and Media
RelationsAssure Holdings
Corp.1-720-287-3093Scott.Kozak@assureiom.com
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