Algernon Pharmaceuticals closes private placement

Executive Summary

• Algernon Pharmaceuticals Inc. has closed the second tranche of its non-brokered private placement, bringing the total gross proceeds from both the first and second tranches to $761,000.
• The transaction includes a related party transaction where company insiders contributed $90,000, relying on specific exemptions from Multilateral Instrument 61-101 regarding valuation and minority shareholder approval.
• Proceeds will be utilized to advance the company's Alzheimer's disease initiative, specifically for opening the first U.S. neuroimaging clinic planned for Q4 2025, as well as for general and administrative expenses and working capital.

Key Details

• Transaction Structure: Non-brokered private placement, closed in two tranches (first tranche closed June 30, 2025; second tranche closed concurrently).
• Gross Proceeds: Total gross proceeds from the first and second tranches combined are $761,000, derived from the sale of subscription receipts.
• Insider Participation: Insiders participated in the offering with a total investment of $90,000.
• Regulatory Exemptions: The company relied on exemptions under sections 5.5(a) and 5.7(1)(a) of Multilateral Instrument 61-101. Neither the fair market value of shares purchased by insiders nor the consideration paid exceeded 25% of the company's market capitalization.
• Disclosure Timing: No material change report was filed 21 days prior to closing, as the company deemed it reasonable due to the late settlement of insider participation details and the desire to expedite the offering.
• Use of Proceeds: Funds are allocated to advancing the new Alzheimer's disease initiative (specifically the opening of the first U.S. neuroimaging clinic in Q4 2025), general and administrative expenses, and working capital.
• Finders' Fees: No cash finders' fees were paid pertaining to the second tranche.
• Securities Restrictions: Securities issued are subject to a statutory hold period of four months plus one day from the date of issuance under Canadian securities legislation.

Notable Quotes

• No direct quotes from the CEO or President were included in the provided text.