Greenbrook TMS Inc. (TSX: GTMS) (NASDAQ: GBNH)
(“Greenbrook” or the “Company”), a leading provider
of Transcranial Magnetic Stimulation (“TMS”) therapy in the
United States, is pleased to announce that, due to strong demand,
the Company has agreed with a syndicate of underwriters co-led by
Stifel GMP and Bloom Burton Securities Inc. (collectively, the
“Underwriters”), to increase the size of its previously
announced US$10,075,000 (or C$12,909,000) bought deal offering.
Pursuant to the upsized deal terms, the Underwriters have agreed to
purchase, on a “bought deal” basis, 1,485,000 common shares of the
Company (the “Common Shares”) at a price of US$7.75 (or
C$9.93) per Common Share (the “Offering Price”), for
aggregate gross proceeds of US$11,508,750 (or C$14,746,050) (the
“Offering”).
In connection with the Offering, the Company has granted the
syndicate of underwriters an over-allotment option, exercisable in
whole or in part at any time up to 30 days following closing of the
Offering, to purchase up to an additional 222,750 Common Shares at
the Offering Price (the “Over-Allotment Option”) which, if
exercised in full, would increase the gross proceeds of the
Offering to approximately US$13,235,063 (or C$16,957,958).
The Company intends to use net proceeds of the Offering to fund
the previously announced acquisition of Achieve TMS East, LLC and
Achieve TMS Central, LLC, and for working capital and general
corporate purposes.
Closing of the Offering is expected to occur on or about
September 27, 2021, and is subject to a number of customary
conditions, including, without limitation, receipt of all
regulatory and stock exchange approvals. The Company has applied to
list the Common Shares to be issued in the Offering on the Toronto
Stock Exchange (“TSX”), subject to customary listing
conditions. The Common Shares will also be listed on The NASDAQ
Stock Market LLC (“NASDAQ”) and the Company will make all
required notifications (if any) to NASDAQ in connection with the
Offering. The Offering is not conditional on the closing of the
Acquisition.
In connection with the Offering, the Company will file a
prospectus supplement (the “Prospectus Supplement”) to its
short form base shelf prospectus dated July 22, 2021 (the “Base
Shelf Prospectus”) in the United States and Canada. The
Prospectus Supplement will also be filed with the U.S. Securities
and Exchange Commission (the “SEC”) to the Base Shelf
Prospectus as part of the Company’s effective registration
statement on Form F-10 (the “Registration Statement”)
previously filed under the U.S./Canada multi-jurisdictional
disclosure system, and will amend and restate the U.S. prospectus
supplement previously filed in respect of the Offering. The
Prospectus Supplement, together with the Base Shelf Prospectus,
contain important detailed information about the Company and the
Offering. Prospective investors should read the Prospectus
Supplement and the Base Shelf Prospectus, and the documents
incorporated by reference therein, before making an investment
decision. Copies of the Prospectus Supplement and the Base Shelf
Prospectus will be available on SEDAR at www.sedar.com and on the
SEC’s website at www.sec.gov, and a copy of the Registration
Statement is available on the SEC’s website at www.sec.gov.
Copies of the Prospectus Supplement and the Base Shelf
Prospectus may also be obtained in the United States, upon request,
from the offices of Stifel, Nicolaus & Company, Incorporated at
Attention: Syndicate, One Montgomery Street, Suite 3700, San
Francisco, CA 94104, by telephone at (415) 364-2720, or by email at
syndprospectus@stifel.com and in Canada, upon request, from Stifel
GMP by email at ECMCanada@stifel.com and from the offices of Bloom
Burton Securities Inc. at Attention: Equity Capital Markets, 65
Front Street East, Suite 300 Toronto, ON M5E 1B5, by telephone at
(416) 640-7575 or by email at ecm@bloomburton.com.
No securities regulatory authority has either approved or
disapproved of the contents of this press release. This press
release is for informational purposes only and shall not constitute
an offer to sell or the solicitation of an offer to buy securities,
nor will there be any sale of the securities in any province,
territory, state or jurisdiction in which such offer, solicitation
or sale would be unlawful prior to the registration or
qualification under the securities laws of any such province,
territory, state or jurisdiction.
About Greenbrook TMS Inc.
Operating through 132 Company-operated treatment centers,
Greenbrook is a leading provider of TMS therapy, an FDA-cleared,
non-invasive therapy for the treatment of Major Depressive Disorder
and other mental health disorders, in the United States. TMS
therapy provides local electromagnetic stimulation to specific
brain regions known to be directly associated with mood regulation.
Greenbrook has provided more than 675,000 TMS treatments to over
19,000 patients struggling with depression.
Forward-Looking Statements:
Certain information in this press release, including statements
regarding the Offering, including the listing of the Common Shares
to be issued in the Offering on the TSX and NASDAQ, and the
anticipated use of the net proceeds of the Offering, constitutes
forward-looking information within the meaning of applicable
securities laws in Canada and the United States, including the
United States Private Securities Litigation Reform Act of 1995. In
some cases, but not necessarily in all cases, forward-looking
information can be identified by the use of forward-looking
terminology such as “plans”, “targets”, “expects” or “does not
expect”, “is expected”, “should”, “an opportunity exists”, “is
positioned”, “estimates”, “intends”, “assumes”, “anticipates” or
“does not anticipate” or “believes”, or variations of such words
and phrases or state that certain actions, events or results “may”,
“could”, “would”, “might”, “will” or “will be taken”, “occur” or
“be achieved”. In addition, any statements that refer to
expectations, projections or other characterizations of future
events or circumstances contain forward-looking information.
Statements containing forward-looking information are not
historical facts but instead represent management’s expectations,
estimates and projections regarding future events.
Forward-looking information is necessarily based on a number of
opinions, assumptions and estimates that, while considered
reasonable by the Company as of the date of this press release, are
subject to known and unknown risks, uncertainties, assumptions and
other factors that may cause the actual results, level of activity,
performance or achievements to be materially different from those
expressed or implied by such forward-looking information, including
but not limited to the factors described in greater detail in the
“Risk Factors” section of the Company’s current annual information
form and in the Company’s other materials filed with the Canadian
securities regulatory authorities and the SEC from time to time,
available at www.sedar.com and
www.sec.gov, respectively, including
the Base Shelf Prospectus and the Registration Statement. These
factors are not intended to represent a complete list of the
factors that could affect the Company; however, these factors
should be considered carefully. There can be no assurance that such
estimates and assumptions will prove to be correct. The
forward-looking statements contained in this press release are made
as of the date of this press release, and the Company expressly
disclaims any obligation to update or alter statements containing
any forward-looking information, or the factors or assumptions
underlying them, whether as a result of new information, future
events or otherwise, except as required by law.
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version on businesswire.com: https://www.businesswire.com/news/home/20210922005730/en/
Glen Akselrod Investor Relations Greenbrook TMS Inc. Contact
information: investorrelations@greenbrooktms.com 1-855-797-4867
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