MIAMI, FL / ACCESSWIRE / October 24, 2023 / Daniel J. Stermer, Managing Director of DSI, in his role as assignee for the benefit of creditors of Armor Health Management, LLC ("Armor" or the "Assignor"), announces the sale of substantially all of the Assignor's assets. Interested parties must submit qualified bids by no later than 5:00 p.m. (prevailing Eastern time) on December 1, 2023.
Armor, a Florida LLC with operations based in Miami, entered into an Assignment for the Benefit of Creditors in favor of Mr. Stermer on October 11, 2023. The Assignee will now conduct a sale of substantially all of Armor's assets, including, but not limited to, the Assignor's right, title, and interest in, and to, current revenue-producing contracts, vendor accounts, equipment, and general intangibles (collectively, the "Assets"), through a sale process which solicits bids for a sale auction.
The Assignor is engaged in the business of providing correctional health management and related services to patients in correctional or related facilities. Specifically, the Assignor's primary asset is a Health Services Agreement for the Nueces County Correctional Facilities in the State of Texas. Armor also provides non-medical administrative and back-office services to other special purpose entities that are affiliates of the Assignor which provide similar healthcare-related services at other correctional facilities around the country.
The Assignee has received and entered into a Stalking Horse Asset Purchase Agreement ("Stalking Horse Bid") with a prospective buyer for substantially all of the Assignor's assets relating to Armor's operating business, including the Nueces Contract, subject to a sale process that includes the solicitation of higher and/or better bids. The Assets will be sold free and clear of all liens, claims, encumbrances, and interests, pursuant to the terms of the Stalking Horse Bid. The prospective buyer has also agreed to assume select liabilities of the Assignor.
The Assets are to be sold "as is where is" and will not be sold separately. The Assignee shall only consider qualified bids to purchase all or substantially all of the Assets and select assumed liabilities on terms which, in the business judgment of Seller, are no less favorable than the Stalking Horse Bid and are for a cash purchase price which is at or above the required minimum overbid of $625,000.00.
All interested parties wishing to make competitive offers for the Assets will need to submit a qualified bid to the Assignee by no later than 5:00 pm (prevailing Eastern time) on December 1, 2023, and contain the following: (i) information confirming that the qualified bidder ("Bidder") has the financial capacity to consummate a transaction if selected as the successful bidder ("Successful Bidder"), (ii) ability to expeditiously consummate the transaction if selected as the Successful Bidder, (iii) a signed Mutual Confidentiality and Non-Disclosure Agreement, and; (iv) a signed asset purchase agreement in the form substantially the same as the stalking horse.
The Stalking Horse Asset Purchase Agreement is available for review by contacting the Assignee or his legal counsel. Interested parties may receive further information upon qualification and signing a confidentiality agreement.
For more information regarding the Assignment for the Benefit of Creditors of Armor Health Management, LLC and the assets being sold, or to request a copy of the form Asset Purchase Agreement, please contact the Assignee Daniel J. Stermer at dstermer@dsiconsulting.com, or by calling (305) 374-2717.
Paul J. Battista, Esq. and Alison Day, Esq. of Venable LLP are serving as counsel for the Assignee and can be reached at PJBattista@Venable.com and ARDay@venable.com, or by phone at (305) 372-2457 and (305) 372-2453.
About DSI
DSI has been a leading provider of management consulting and financial advisory services, including turnaround consulting, fiduciary roles, financial restructuring, litigation support, wind-down oversight, and forensic accounting services for more than 40 years. As one of the first turnaround firms in the U.S., DSI has expanded from its headquarters in Chicago to include a significant national footprint with offices in New York, Los Angeles, San Francisco, South Florida, Wilmington, Madison, and Columbus, Ohio. Internationally, DSI has an office in London. For more information about DSI, visit www.dsiconsulting.com.
SOURCE: Armor Health/Development Specialists, Inc.
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