OKLAHOMA CITY, OK--(Marketwired - Jul 23, 2013) - Graymark Healthcare Inc. (
As part of the acquisition, Graymark acquired 100% of the member interests in Foundation Surgery Affiliates LLC ("FSA"), and Foundation Surgical Hospital Affiliates LLC ("FSHA") from Foundation Healthcare Affiliates LLC ("FHA"). FSA owns noncontrolling equity interests in eleven surgery centers in seven states while FSHA owns controlling equity interests in two surgical hospitals and noncontrolling interest in two other hospitals all located in Texas. The combined entity will be headquartered in Oklahoma City, Oklahoma. Tom Michaud, the founder of Foundation, will become the new chairman of the Company. Stanton Nelson, Graymark's current CEO, will continue to serve the Company in that role. In addition, Dr. Robert A. Moreno was elected to the Graymark Board. Ms. Jamie Hopping, the Company's current Chairman and Dr. S. Edward Dakil have both resigned from the Board.
"The combination of Graymark and Foundation creates a highly scalable surgery-focused hospital company and will result in substantial benefits and synergies to our existing sleep business. In addition, Graymark's public vehicle will allow Foundation more flexibility to make accretive acquisitions in existing markets as well as entering into new markets throughout the United States," stated Stanton Nelson, Chief Executive Officer of Graymark.
"This merger will take the Company into new geographic markets, expand the breadth of our service offerings, and position the Company for growth. In addition, I am very excited about the opportunities that will be created for our 600 physician partners," said Tom Michaud. "The combination of talent will immediately increase the Company's depth and scale."
FHA will receive 114,500,000 shares of Graymark common stock and a note payable in the amount of $2,000,000. The note bears interest at 7% and is due on demand. In addition, Graymark reduced the debt obligation to its senior lender, Arvest Bank, by $6,000,000 in exchange for 13,333,333 shares of Graymark common stock. Graymark also converted approximately $8,000,000 in debt owed to Mr. Roy Oliver, one of the Company's greater than 10% shareholders and an affiliate, into 17,970,295 shares of Graymark common stock. The board of directors of both companies have approved the transaction.
About Graymark Healthcare
Headquartered in Oklahoma City, Okla., Graymark Healthcare, Inc. (
About Foundation Surgical Hospital Affiliates and Foundation Surgery Affiliates
Foundation Surgical Hospital Affiliates, LLC (FSHA) was formed in 2009 from the success of the outpatient surgery company, Foundation Surgery Affiliates (FSA) which was founded by Thomas A. Michaud in 1996. FSHA focuses on the development and management of surgical hospitals and the inclusion of ancillary service lines. These additional service lines, such as hyperbarics, sleep labs, intraoperative monitoring, imaging and robotic surgery, truly make the Foundation specialty hospital environment unique.
Foundation Surgery Affiliates, LLC is an industry leading ASC management and development company focused on partnering with physicians and employees to create an outstanding patient experience, while maximizing partner and shareholder value. Foundation is a leader in offering turnkey management and development solutions for physician partners, as well as creating an optimal experience for the patients we serve. You can visit Foundation at www.foundationsurgery.com .
Company Contact: Graymark Healthcare, Inc. Stanton Nelson Chief Executive Officer Tel 1-405-601-5390 Investor Relations: Genesis Select, Inc. Kim Rogers-Carrete Partner Tel 1-303-415-0200
