Greenbrook TMS Inc.: auditor change — Greenbrook TMS restates FY2022 and Q3 2023 financials; borrows $2.03M under credit amendment

Greenbrook TMS Inc.

Audited FY2022 financials restated: revenue overstated and loss understated by $2.3M; accounts receivable overstated by $6.6M.
Q3 2023 quarterly financials restated: revenue overstated and loss understated by $1.9M; accounts receivable overstated by $8.5M.
Entered credit agreement amendment borrowing $2,030,457; aggregate principal ~$96M at 9% + SOFR + 0.10% interest.
Waiver granted for FY2023 audited financials reporting deadline extended to April 26, 2024.
Madryn affiliates, company's largest shareholder, own 63.4% of common shares on conversion.

item 1.01 item 2.03 item 4.02 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Auditor Changes SEC 8-K Item 4.01/4.02 confidence 0.9

Greenbrook TMS Inc. reported that prior financial statements should not be relied upon.

Action: non reliance
Auditor: KPMG LLP

Exact text from the filing

Accordingly, the Audit Committee determined that the Company’s previously issued financial statements for Fiscal 2022 should no longer be relied upon.

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Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.9

Greenbrook TMS Inc. incurred term loan of $2,030,457 with Madryn Fund Administration, LLC at 9.0% plus the 3-month term Secured Overnight Financing Rate (subject to a floor maturing over 63 months.

Instrument: term loan
Principal: $2,030,457
Counterparty: Madryn Fund Administration, LLC
Rate: 9.0% plus the 3-month term Secured Overnight Financing Rate (subject to a floor
Maturity: over 63 months
Event: incurrence

Exact text from the filing

On April 15, 2024, the Company entered into the thirtieth amendment (the “ Amendment ”) to the Company’s credit agreement, dated as of July 14, 2022 (as previously amended and as amended by the Amendment, the “ Credit Agreement ”), by and among the Company, certain of its subsidiaries party thereto as guarantors, Madryn Fund Administration, LLC, as administrative agent (“ Madryn ”) and the lenders party thereto. Pursuant to the Amendment, the Company borrowed US$2,030,457 in senior secured term loans (the “ New Loan ”), the proceeds of which are expected to be used by the Company for general corporate and working capital purposes.

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

Greenbrook TMS Inc. entered into thirtieth amendment to credit agreement with Madryn Fund Administration, LLC valued at US$2,030,457 borrowed, aggregate principal outstanding approx. US$96 million (effective 2024-04-15).

Action: entry
Agreement: credit facility
Counterparty: Madryn Fund Administration, LLC
Value: US$2,030,457 borrowed, aggregate principal outstanding approx. US$96 million
Effective: 2024-04-15

Exact text from the filing

On April 15, 2024, the Company entered into the thirtieth amendment (the " Amendment ") to the Company’s credit agreement, dated as of July 14, 2022 (as previously amended and as amended by the Amendment, the " Credit Agreement "), by and among the Company, certain of its subsidiaries party thereto as guarantors, Madryn Fund Administration, LLC, as administrative agent (" Madryn ") and the lenders party thereto.

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Source: SEC EDGAR

accession 0001104659-24-049181

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