M&A - Neuronetics, Inc.

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Form Type: 424B5

Filing Date: 2025-02-10

Corporate Action: Acquisition

Type: New

Accession Number: 000119312525022824

Filing Summary: Neuronetics, Inc. has filed a prospectus supplement for the offering of 8,000,000 shares of common stock, listing them on The Nasdaq Global Market under the symbol 'STIM'. The public offering price is set at $2.25 per share, totaling approximately $18 million, with underwriting discounts amounting to $1.08 million. The document also details the company’s recent acquisition of Greenbrook TMS Inc., effective December 9, 2024, making it a wholly-owned subsidiary. This acquisition will allow Neuronetics to enhance its treatment offerings for mental health conditions through Greenbrook’s extensive network of treatment centers. The company’s NeuroStar Advanced Therapy system, which is a noninvasive treatment for major depressive disorder (MDD), is emphasized as a significant component of their operational model, supported by clinical data and practice management resources. The aim is to deliver innovative treatments for neurohealth conditions, leveraging the integrated practices of both companies to address mental health disorders more effectively.

Document Link: View Document

Additional details:

Public Offering Price: $2.25


Total Proceeds: $18,000,000


Underwriting Discounts: $1,080,000


Proceeds To Company: $16,920,000


Underwriter: Canaccord Genuity


Shares Offered: 8,000,000


Additional Shares Option: 1,200,000


Form Type: 424B5

Filing Date: 2025-02-06

Corporate Action: Acquisition

Type: New

Accession Number: 000119312525021888

Filing Summary: Neuronetics, Inc. is offering shares of its common stock, currently trading on The Nasdaq Global Market under the symbol 'STIM'. The last reported sale price was $3.27 per share. Neuronetics, a smaller reporting company, has filed a preliminary prospectus supplement detailing a public offering, which includes an agreement with Greenbrook TMS Inc., acquired as of December 9, 2024. Greenbrook is recognized as a leading provider of mental health services specializing in NeuroStar Advanced Therapy for major depressive disorder (MDD). The combination with Greenbrook allows Neuronetics to operate 95 treatment centers across the U.S., thus enhancing access to non-invasive therapies for patients. The prospectus provides risks associated with the offering, including potential dilution of shares, uncertainties in achieving profitability, and challenges in the integration process with Greenbrook. The document emphasizes the importance of understanding risk factors for potential investors, particularly regarding regulatory challenges and dependency on customer relationships.

Document Link: View Document

Additional details:

Public Offering Price:

Underwriting Discounts And Commissions:

Proceeds To Us Before Expenses:

Underwriter: Canaccord Genuity


Acquisition Date: 2024-12-09

Acquired Company: Greenbrook TMS Inc.

Acquisition Type: Arrangement Agreement


Form Type: 8-K/A

Filing Date: 2025-02-06

Corporate Action: Acquisition

Type: Update

Accession Number: 000119312525021800

Filing Summary: Neuronetics, Inc. announced the filing of Amendment No. 1 to Form 8-K to update information regarding its acquisition of Greenbrook TMS Inc. This acquisition was initially disclosed on August 11, 2024, and became effective on December 9, 2024. The amendment includes historical financial statements of Greenbrook for the years ended December 31, 2022, and December 31, 2023, along with unaudited financial statements for nine months ended November 30, 2024. Additionally, the amendment provides unaudited pro forma financial information post-acquisition, reflecting adjustments related to the integration of Greenbrook into Neuronetics' financials.

Document Link: View Document

Additional details:

Item Type: financial_statements_audited

Description: Audited financial statements of Greenbrook for the years ended December 31, 2022, and December 31, 2023.


Item Type: financial_statements_unaudited

Description: Unaudited financial statements of Greenbrook for the nine months ended November 30, 2024.


Item Type: pro_forma_financial_information

Description: Unaudited pro forma combined balance sheet and statement of operations reflecting the acquisition of Greenbrook.


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