Algernon Closes First Tranche of its Recently Announced Private Placement Financing

Executive Summary

• Algernon Health Inc. closed the first tranche of its non‑brokered private placement, raising CAD $177,000 from the sale of 2,528,752 units at CAD $0.07 per unit.
• Insiders purchased CAD $37,000 of units; the related‑party transaction was exempt from valuation and minority‑shareholder approval requirements under MI 61‑101.
• Proceeds will be used to advance the company’s Alzheimer’s Disease program (including opening its first U.S. AD clinic), cover general & administrative expenses, and provide working capital.

Key Details

• Offering Size: First Tranche gross proceeds of CAD $177,000.
• Units Sold: 2,528,752 units at an issue price of CAD $0.07 per unit.
• Insider Participation: CAD $37,000 purchased by certain insiders; treated as a related‑party transaction under MI 61‑101.
• Regulatory Exemptions: Company relied on sections 5.5(a) and 5.7(1)(a) of MI 61‑101; no material change report filed due to timing constraints.
• Finder’s Fees: No cash finder’s fees were paid in connection with the First Tranche.
• Use of Proceeds: Funding for Alzheimer’s Disease program (including opening first U.S. AD clinic), general and administrative expenses, and working capital.
• Future Closings: Additional tranches are expected to close on or before 2025‑12‑01.
• Statutory Hold Period: Securities subject to a four‑month plus one day hold period under Canadian securities law.
• U.S. Offering Restrictions: Units not registered under the U.S. Securities Act; cannot be offered/sold in the United States or to “U.S. persons” without exemption or registration.

Notable Quotes

“The proceeds from this financing will accelerate our Alzheimer’s Disease program and enable us to open our first U.S. AD clinic, advancing our mission to provide early‑stage detection of neurodegenerative diseases.” – Christopher J. Moreau, CEO, Algernon Health Inc.