Neuronetics Agrees To Acquire Greenbrook In All-stock Transaction

(RTTNews) - Monday, Neuronetics, Inc. (STIM) announced a fefinitive agreement to acquire all outstanding shares of Greenbrook TMS Inc. (GBNHF) in an all-stock deal.

Under the terms of the definitive agreement, all of Greenbrook's existing credit facilities and subordinated convertible debt will be converted into common shares. Each Greenbrook share is expected to be exchanged for 0.01149 shares of Neuronetics stock at closing, with adjustments for interim funding and other modifications. A total of 25,304,971 Neuronetics shares will be issued to Greenbrook shareholders.

The agreement includes a $1.9 million mutual termination fee, if either party terminates under certain conditions.

The merger aims to create a vertically integrated organization for TMS therapy, enhancing brand recognition, improving best practices, and achieving at least $15 million in annual cost savings, with expected mid-teens revenue growth in full year 2025 and 2026.

The combined entity will operate as Neuronetics, Inc., with Neuronetics shareholders owning 57% and Greenbrook shareholders 43%.

The transaction is expected to close in the fourth quarter of 2024, pending approvals.