Registration of securities issued in business combination transactions

DISCONTINUED OPERATIONS

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DISCONTINUED OPERATIONS
12 Months Ended
Dec. 31, 2023
Discontinued Operations and Disposal Groups [Abstract]  
DISCONTINUED OPERATIONS

7. DISCONTINUED OPERATIONS

During September 2023, the Company’s Board of Directors initiated a process to explore strategic alternatives for the business. In consultation with financial and legal advisors, a comprehensive strategic review process began immediately and evaluated a broad range of options to maximize shareholder value. As part of this review process, Assure’s board agreed to conduct an auction process for the sale of its clinical operations. During February 2024, Assure entered a Definitive Agreement and Plan of Merger with Danam Health, Inc. (“Danam”). Danam delivers unique solutions for pharmacies, providers, pharmaceutical manufacturers, and payors focused on improving the lives of patients. On March 26, 2024, Assure closed the disposal transaction resulting in the sale of most of the Company’s clinical operations, equipment, and contracts. As of the filing date of this Annual Report on Form 10K, Assure is providing IONM services in limited markets, primarily Arizona and Montana.

 

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 and December 31, 2023 and 2022, and their results of operations are classified as “discontinued operations” in the consolidated statements of operations for the years ended December 31, 2023 and 2022.

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

    

December 31, 

    

December 31, 

2023

2022

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

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

Year Ended December 31, 

    

2023

    

2022

Revenue

  

 

  

Technical services

$

2,991

$

3,519

Professional services

3,785

8,476

Other

 

978

 

(1,490)

Revenue, net

7,754

10,505

Cost of revenues, excluding depreciation and amortization

 

11,380

 

12,658

Gross margin

 

(3,626)

 

(2,153)

Operating expenses

Sales and marketing

 

366

 

945

Depreciation and amortization

 

582

 

4,051

Total operating expenses

 

948

 

4,996

Loss from discontinued operations

 

(4,574)

 

(7,149)

Other expenses

Interest expense

 

(45)

 

(100)

Total other expense

 

(45)

 

(100)

Loss from discontinued operations

(4,619)

(7,249)

Income tax expense

(12)

Net loss from discontinued operations

$

(4,631)

$

(7,249)