Assure Holdings Announces Settlement with Former President and Director
DENVER, March 04, 2019 (GLOBE NEWSWIRE) -- Assure Holdings Corp. (the “Company” or “Assure”) (TSXV: IOM; OTCQB: ARHH), a provider of intraoperative neuromonitoring services, has entered into a settlement and mutual release agreement (the “Settlement Agreement”) with Matthew Willer, the former president and director of the Company to compensate the Company for losses incurred as a result of Mr. Willer’s previously disclosed misconduct.
The Settlement Agreement contains, among other things, the following terms and conditions:
- As part of a Stock Grant Agreement dated November 8, 2016, while the Company was still operating privately, Mr. Willer was granted the right to receive 1,000,000 shares of the Company (the “Performance Shares”) if the Company achieved $7.5 million in EBITDA (the “Threshold EBITDA”) at the end of the 2017 fiscal year. Although the Company achieved the EBITDA Threshold while Mr. Willer was still with the Company, the Company and Mr. Willer agreed to reduce the issuance of the Performance Shares to Mr. Willer by 250,000 at a deemed price of $1.50 USD per share, to compensate the Company for losses incurred as a result of Mr. Willer’s misconduct; and
- Prior to the Company listing on the TSX Venture Exchange, the Company had issued 500,000 stock options to Mr. Willer exercisable at a price of $0.05 until August 26, 2025. As part of the Settlement Agreement, the Company cancelled the remaining 450,000 stock options still held by Mr. Willer.
About Assure Holdings
Assure 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. While Assure focuses primarily on supporting spinal and vascular surgeries, plans are in place to support other classes of medicine that rely on the standard of care that intraoperative neuromonitoring provides. For more information, visit the company’s website at www.assureneuromonitoring.com.
This news release contains certain statements that may constitute forward-looking information under applicable securities laws. All statements, other than those of historical fact, which address activities, events, outcomes, results, developments, performance or achievements that Assure anticipates or expects may or will occur in the future (in whole or in part) should be considered forward-looking information. Such information may involve, but is not limited to, comments with respect to strategies, expectations, planned operations and future actions of the Company. Often, but not always, forward-looking information can be identified by the use of words such as "plans", "expects", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates", or "believes" or variations (including negative variations) of such words and phrases, or statements formed in the future tense or indicating that certain actions, events or results "may", "could", "would", "might" or "will" (or other variations of the forgoing) be taken, occur, be achieved, or come to pass. Forward-looking information is based on currently available competitive, financial and economic data and operating plans, strategies or beliefs as of the date of this news release, but involve known and unknown risks, uncertainties, assumptions and other factors that may cause the actual results, performance or achievements of Assure to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information. Such factors may be based on information currently available to Assure, including information obtained from third-party industry analysts and other third-party sources, and are based on management's current expectations or beliefs regarding future growth, results of operations, future capital (including the amount, nature and sources of funding thereof) and expenditures. Any and all forward-looking information contained in this press release is expressly qualified by this cautionary statement.
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.
The securities of the Corporation have not been and will not be registered under the United States Securities Act of 1933, as amended and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirement. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
John Farlinger, Executive Chairman
Assure Holdings Corp.
Cody Slach, Managing Director
Liolios Investor Relations
Released March 4, 2019