Assure Holdings Corp. Quarterly report pursuant to Section 13 or 15(d)

Quarterly report pursuant to Section 13 or 15(d)

DISCONTINUED OPERATIONS

DISCONTINUED OPERATIONS

9 Months Ended

Sep. 30, 2023

Discontinued Operations and Disposal Groups [Abstract]

4. DISCONTINUED OPERATIONS

During September 2023, the Company’s Board of Directors approved a plan to explore strategic alternatives. In consultation with financial and legal advisors, a comprehensive strategic review process began immediately and is evaluating a broad range of options to maximize shareholder value.

As part of this review process, Assure is exploring potential strategic alternatives that may include, but are not limited to, an acquisition, merger, business combination, sale of assets or other strategic or financial transaction. The process is ongoing and there can be no assurance that this review process will result in pursuing a transaction or that any transaction, if pursued, will be completed.

As a result of the corporate actions described above, the Company’s technical and professional services meet the criteria to be considered “held for sale”. Accordingly. the assets associated with these services are classified and reflected on our consolidated balance sheets as “held for sale” as of September 30, 2023, and December 31, 2022, and their results of operations are classified as “discontinued operations” in the consolidated statements of operations for the three and nine months ended September 30, 2023 and 2022.

The following table presents the major classes of assets of the discontinued operations (stated in thousands):


	September 30,		December 31,
	2023		2022
ASSETS
Fixed assets	$	311	$	70
Finance lease right of use asset, net		118		382
Intangibles, net		98		390
Goodwill		1,910		1,025
Total assets	$	2,437	$	1,867
LIABILITIES AND SHAREHOLDERS’ EQUITY
LIABILITIES
SHAREHOLDERS’ EQUITY
Accumulated deficit	S	2,437	$	1,867
Total shareholders’ equity		2,437		1,867
Total liabilities and shareholders’ equity	$	2,437	$	1,867

The following table summarizes the results of operations of the discontinued operations (stated in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022
Revenue
Technical services	$	—	$	1,685	$	1,332	$	2,654
Professional services		826		3,783		3,571		7,605
Other		103		574		939		1,936
Revenue, net		929		6,042		5,842		12,195
Cost of revenues, excluding depreciation and amortization		3,115		3,072		8,514		9,638
Gross margin		(2,186)		2,970		(2,672)		2,557
Operating expenses
Sales and marketing		87		198		284		688
Depreciation and amortization		218		229		583		716
Total operating expenses		305		427		867		1,404
(Loss) income from discontinued operations		(2,491)		2,543		(3,539)		1,153
Other expenses
Interest expense		(10)		(19)		(36)		(63)
Total other expense		(10)		(19)		(36)		(63)
(Loss) income from discontinued operations		(2,501)		2,524		(3,575)		1,090
Income tax expense		—		728		—		371
Net (loss) income from discontinued operations	$	(2,501)	$	1,796	$	(3,575)	$	719