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Neuronetics Inks a New Merger Agreement With Greenbrook

Neuronetics, Inc. (NASDAQ: STIM) recently announced a definitive agreement with Greenbrook TMS Inc. (OTC: GBNHF) to acquire its outstanding common shares in an all-stock transaction. Following the merger's completion, Greenbrook will be able to improve its existing sites to provide the benefits of NeuroStar to any practice across the country. It will do so using Neuronetics' innovative NeuroStar platform as well as its education and training expertise. The merger agreement will help Neuronetics strengthen its position in the mental health market. The agreement provides the company with multiple strategic benefits. It also offers compelling financial benefits for both entities under the agreement. Financial Details Per the terms of the deal, Neuronetics shareholders will hold approximately 57% of the combined company, and Greenbrook shareholders will own approximately 43% on a fully diluted basis. As of the date of the Definitive Agreement, each Greenbrook share is expected to be exchanged for 0.01149 shares of Neuronetics common stock at the closing of the transaction, subject to adjustment for any interim period funding by Madryn and other customary adjustments prior to the closing (based on the terms of the agreement). An aggregate of 25,304,971 Neuronetics shares will be issued to Greenbrook shareholders in connection with the transaction. Rationale Behind the Acquisition The merger is aimed at driving significant increase in awareness of NeuroStar among patients, caregivers and providers. Under centralized management, Neuronetics can better operationalize NeuroStar TMS best practices across Greenbrook sites nationwide. The agreement also offers financial benefits for the combined company, including expected mid-teens year-over-year revenue growth in fiscal 2025 and 2026, improved balance sheet to ...