UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934
For the month of July 2023
Commission File Number: 001-40199
Greenbrook TMS Inc.
(Translation of the registrant’s name into English)
890 Yonge Street, 7th Floor
Toronto, Ontario
Canada M4W 3P4
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F x Form 40-F ¨
Exhibits 1.1 and 5.1 included in this Form 6-K are incorporated by reference into the registrant’s registration statement on Form F-3 (File No. 333-264067).
INFORMATION CONTAINED IN THIS FORM 6-K REPORT
On July 13, 2023, Greenbrook TMS Inc. (the “Corporation”) filed a prospectus supplement, dated as of July 13, 2023 (the “Prospectus Supplement”) under its registration statement on Form F-3 (File No. 333-264067), in respect of an equity line financing with Alumni Capital LP (the “Offering”). The Prospectus Supplement included certain updated disclosures regarding the Corporation, in particular, in the sections captioned “Prospectus Supplement Summary—Recent Developments”, “Risk Factors”, “Capitalization” and “Dilution”. In addition, the Corporation is filing, as exhibits hereto, the purchase agreement in respect of the Offering and an opinion of counsel of Torys LLP. The Corporation is also furnishing a copy of the press release announcing the Offering.
This Report on Form 6-K does not constitute an offer to sell or a solicitation of an offer to buy any securities of the Corporation in any jurisdiction in which such offer, solicitation or sale would be unlawful.
EXHIBIT INDEX
The following documents, which are attached as exhibits hereto, are incorporated by reference herein:
Exhibit | Title | |
1.1 | Purchase Agreement, dated July 13, 2023 between Greenbrook TMS Inc. and Alumni Capital LP | |
5.1 | Opinion of Torys LLP | |
99.1 | Press Release dated July 13, 2023 |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
GREENBROOK TMS INC. | ||
Date: July 13, 2023 | By: | /s/ Bill Leonard |
Name: Bill Leonard | ||
Title: President & CEO |