GREENBROOK TMS INC - GBNHF STOCK NEWS

Greenbrook TMS (OTC: GBNHF) has received final court approval from the Ontario Superior Court of Justice for its previously announced arrangement with Neuronetics. Under the arrangement, Neuronetics will acquire all issued and outstanding common shares of Greenbrook, with each Greenbrook share being exchanged for a fraction of Neuronetics common stock. The arrangement received overwhelming shareholder approval, with over 99% of votes in favor from both general and minority shareholders at the November 8, 2024 special meeting. The transaction is expected to close by end of November 2024. Following completion, Greenbrook shares will be delisted from OTCQB Market and the company will cease to be a reporting issuer in Canada.

Greenbrook TMS shareholders have overwhelmingly approved the proposed acquisition by Neuronetics at a special meeting held on November 8, 2024. The arrangement resolution received approximately 99.9% approval from both Company Shareholders and Minority Shareholders. Neuronetics has also secured all necessary stockholder approvals for the transaction. The final court order is scheduled for November 15, 2024, with the arrangement expected to complete during the week of November 18, 2024. Following completion, Greenbrook shares will be delisted from the OTCQB Market, and the company will cease to be a public reporting issuer.

Neuronetics (NASDAQ: STIM) and Greenbrook TMS (OTCMKTS: GBNHF) have announced the receipt of an interim order from the Ontario Superior Court of Justice for their proposed all-stock arrangement. The order authorizes a special meeting of Greenbrook shareholders to vote on the arrangement. Under the plan, each Greenbrook share will be exchanged for 0.01149 Neuronetics shares, subject to adjustments. Post-arrangement, Neuronetics and Greenbrook shareholders are expected to own approximately 57% and 43% of the combined company, respectively.

The boards of both companies unanimously recommend shareholders vote in favor of the arrangement. Special meetings for both companies are scheduled for November 8, 2024. The arrangement requires approval from two-thirds of Greenbrook shareholders and a majority of minority shareholders. For Neuronetics, a majority vote is required for both the Charter Amendment and Share Issuance proposals.

Greenbrook TMS Inc. (OTC: GBNHF) has completed the conversion of approximately US$10.5 million in aggregate principal amount of unsecured subordinated convertible promissory notes into common shares. The conversion resulted in the issuance of 134,667,522 common shares at a conversion price of US$0.0780. Following the conversion, there are 168,635,122 common shares issued and outstanding.

The conversion significantly impacted the ownership structure of Greenbrook. Greybrook Health and Greybrook Realty now own approximately 30.1% of the issued and outstanding common shares, an increase of about 9.5%. Madryn and its affiliated entities now own approximately 37.98% of the common shares, an increase of about 19.25% on a non-diluted basis.

Greenbrook TMS Inc. (OTCQB: GBNHF) reported its Q2 2024 results, showing 8% growth in quarterly service revenue to $19.1 million. The company recognized $1.3 million in other revenue from its research collaboration with Compass Pathways. Regional operating loss decreased by 97% to $0.04 million. Greenbrook announced a settlement agreement with Benjamin Klein, involving a $0.8 million payment and the transfer of 12 Treatment Centers. Additionally, the company entered into a definitive arrangement agreement with Neuronetics, Inc. for an all-stock acquisition, expected to close in Q4 2024. This transaction aims to create a vertically-integrated organization with increased revenue scale, cost synergies, and an accelerated path to profitability in the mental health treatment sector.

Greenbrook TMS Inc. (OTC: GBNHF) has reached a settlement agreement with Benjamin Klein and other plaintiffs to resolve a lawsuit filed in Delaware. The settlement includes a cash payment of US$800,000, the transfer of 12 Treatment Center locations in New Jersey to Klein, and payment of approximately US$110,000 in payroll taxes. In return, Klein will relinquish 11,634,660 common shares of Greenbrook, which will be cancelled. This reduces the total outstanding shares to 33,967,600. The settlement is expected to close around August 15, 2024. Greenbrook's CEO, Bill Leonard, expressed satisfaction in resolving the dispute, allowing the company to focus on its core business operations and growth.

Greenbrook TMS (OTCQB: GBNHF) announced Q1 2024 results, reporting a 7% revenue drop to $18 million, impacted by the closure of treatment centers and billing disruptions from a Change Healthcare ransomware attack. Regional operating loss surged by 401% to $2.5 million due to increased marketing spend and investments in Spravato® nasal spray. Comprehensive loss grew by 36% to $14.5 million, influenced by higher interest expenses from new debt. The company continued rolling out Spravato® at 84 centers and expanded medication management and talk therapy pilots. Net loss per share was $0.32.

Greenbrook TMS Inc. reported its fiscal year 2023 operational and financial results, showcasing a 10% revenue increase to $73.8 million despite closing 53 treatment centers. The company achieved its targeted revenue and cost savings goals, reducing regional operating loss by 56% and comprehensive loss by 44%. Greenbrook expanded its Spravato® and medication management offerings, aiming to enhance patient access and care quality. The CEO expressed optimism for future profitability and growth, emphasizing the company's focus on mental health solutions.

Greenbrook TMS Inc. (OTC: GBNHF) has been approved to quote its Common Shares on the OTCQB Market by the OTC Market Group Inc. The Common Shares will be listed under the symbol GBNHF starting March 22, 2024. Following the suspension of trading on Nasdaq, the Company plans to voluntarily delist its Common Shares from Nasdaq due to non-compliance with listing requirements.