---
schema_version: "secwatch.filing_event.v1"
accession: "0001104659-24-049181"
form_type: "8-K"
ticker: null
cik: "0001735948"
company_name: "Greenbrook TMS Inc."
filed_at: "2024-04-19T23:59:59+00:00"
generated_at: "2026-06-03T16:17:23.633620+00:00"
event_type: "other_material"
sentiment: "negative"
materiality_score: 0.85
calibrated_materiality_score: 0.85
confidence: "high"
source: SEC EDGAR
---

# Greenbrook TMS restates FY2022 and Q3 2023 financials; borrows $2.03M under credit amendment

## Summary
- 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.

## SEC filing metadata
- accession: 0001104659-24-049181
- form_type: 8-K
- cik: 0001735948
- company_name: Greenbrook TMS Inc.
- filed_at: 2024-04-19T23:59:59+00:00
- event_type: other_material
- sentiment: negative
- materiality_score: 0.85
- calibrated_materiality_score: 0.85
- confidence: high
- sec_items: 1.01, 2.03, 4.02, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1735948/000110465924049181/0001104659-24-049181-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1735948/000110465924049181/tm2412268d1_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001104659-24-049181
- JSON: https://secwatch.observer/filing/0001104659-24-049181.json
- Plain text: https://secwatch.observer/filing/0001104659-24-049181.txt

## Key facts
- Auditor Changes
  Greenbrook TMS Inc. reported that prior financial statements should not be relied upon.
  - Action: non reliance
  - Auditor: KPMG LLP
  source text: Accordingly, the Audit Committee determined that the Company’s previously issued financial statements for Fiscal 2022 should no longer be relied upon.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1735948/000110465924049181/0001104659-24-049181-index.htm
- Debt Financings
  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
  source text: 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.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1735948/000110465924049181/0001104659-24-049181-index.htm
- Material Agreements
  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
  source text: 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.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1735948/000110465924049181/0001104659-24-049181-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.