FONR FONAR CORP
Price Chart
Executive Summary
FONAR Corporation completed its management-led going-private merger on June 3, 2026, with shareholders receiving $19.00 per common share. The company entered into a $35M credit facility with OceanFirst Bank, delisted from Nasdaq, and will cease SEC reporting obligations. All directors resigned effective at the merger close.
Actionable Insight
The merger has closed — FONR common stock is no longer trading on Nasdaq. Shareholders who did not tender should contact their broker regarding the merger consideration. The company will file Form 15 to suspend SEC reporting, ending public disclosure. No further trading or public equity opportunity exists in FONR.
Key Facts
- Merger closed June 3, 2026 — FONAR became wholly owned subsidiary of FONAR, LLC
- Common and Class B shareholders received $19.00 per share; Class C received $6.34; Class A Non-voting Preferred received $10.50
- Parent and Company entered $20M term loan and $15M revolving credit facility with OceanFirst Bank, secured by substantially all assets
- Nasdaq trading suspended prior to open on June 3, 2026; Form 25 and Form 15 to follow for deregistration
- All four directors (Lehman, Turk, Maher, Carrino) resigned effective at merger close
- Certificate of incorporation amended and restated to reflect new single-class 10,000-share authorized structure
Financial Impact
Shareholders received $19.00 per common share; total deal value not disclosed but based on ~6.6M shares outstanding at $125M market cap, implied equity value ~$125M. New $35M debt facility ($20M term + $15M revolver) added to post-merger capital structure.
Risk Factors
- Appraisal rights exercised by dissenting shareholders could result in additional cash outflows if court awards higher per-share value
- New $35M debt facility increases leverage; post-merger servicing depends on FONAR's operating cash flow as private entity
- Delisting and deregistration eliminate public market liquidity and transparency
Market Snapshot
Documents Analyzed
This report is based on 5 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| 8-K Filing (Primary) | 0001193125-26-255449 |
| Document: d121091dex31.htm | 0001193125-26-255449 |
| Document: 0001193125-26-255449-index-headers.html | 0001193125-26-255449 |
| Document: 0001193125-26-255449-index.html | 0001193125-26-255449 |
| Document: 0001193125-26-255449.txt | 0001193125-26-255449 |
Track record builds as more directional reports settle.
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
|
Jun 3, 2026
9d ago
|
8-K
| $19.09 awaiting T+5 | awaiting T+5 | — | — |
|
May 21, 2026
22d ago
|
DEFA14A
| $18.90 $19.11 | ▲ +1.14% | ▼ −0.52% | — |
|
May 21, 2026
22d ago
|
8-K
| $18.90 $19.11 | ▲ +1.14% | ▼ −0.52% | — |
|
May 12, 2026
4w ago
|
DEFA14A
| $18.86 $18.86 | · 0.00% | ▼ −1.16% | — |
|
May 12, 2026
4w ago
|
8-K
| $18.86 $18.86 | · 0.00% | ▼ −1.16% | — |
US Market Status
Subscribe to SecBot
Get Real-Time SEC Filing Intelligence
Comprehensive SEC filing analysis delivered the moment filings hit EDGAR. Sentiment scoring, impact analysis, and actionable insights for every material event.
Try SecBot Free Coming soon: SecBot Pro with alerts, watchlists, and API access