Algernon Announces Warrant Extension

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VANCOUVER, British Columbia, May 05, 2025 (GLOBE NEWSWIRE) — Algernon Pharmaceuticals Inc. (CSE: AGN) (FRANKFURT: AGW0) (OTCQB: AGNPF) (the “Company” or “Algernon”) a Canadian clinical stage pharmaceutical development company announces that it has extended the expiry date of an aggregate of 4,752,969 outstanding warrants (the “2023 Warrants”). The 2023 Warrants were issued in connection with the closing of a rights offering by the Company on May 5, 2023.

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The initial exercise price of the 2023 Warrants is $0.52 and remains unchanged. The 2023 Warrants had an original expiration date of November 5, 2024, which had previously been extended to May 5, 2025. The Company proposes to extend the expiration date of the 2023 Warrants by an additional six months, so that the 2023 Warrants will expire on November 5, 2025 (the “Amendment”). All other terms and conditions of the 2023 Warrants will remain unchanged.

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The Amendment is subject to final Canadian Securities Exchange (the “CSE”) approval; however, the CSE has granted an exemption from the requirements of Section 6.7(3)(d) (at least 10 trading days remain before expiry) of CSE Policy 6 to permit the Company to undertake the Amendment. No action will be required on the part of the holders of the 2023 Warrants to give effect to the Amendment. In accordance with the requirements of the CSE, the terms of any warrants issued as compensation warrants or as finder warrants are not eligible for amendment.

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400 of the 2023 Warrants have been exercised; however, no exercises have occurred within six months of the date hereof. 2,018,982 of the 2023 Warrants are owned by insiders of the Company, representing 42.5% of the aggregate number of 2023 Warrants. As a portion of the 2023 Warrants are held by insiders of the Company, the Amendment may constitute a “related party transaction” as defined under Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions (“MI 61-101”). A material change report will be filed with respect to the Amendment as it pertains to insiders. The Amendment are exempt from the formal valuation and minority shareholder approval requirements under MI 61-101 as neither the fair market value of the 2023 Warrants issued to insiders nor the cash consideration paid for such 2023 Warrants exceeds 25% of the market capitalization of the Company.

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The 2023 Warrants and the underlying Class A common shares have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act“), or any state securities laws and may not be offered or sold within the United States or to, or for the account or benefit of, a U.S. person (as defined in Regulation S under the U.S. Securities Act) unless registered under the U.S. Securities Act and applicable state securities laws, or an exemption from such registration is available. This press release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities referred to herein.

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About Algernon Pharmaceuticals  

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Algernon Pharmaceuticals is a Canadian healthcare and clinical stage pharmaceutical development company investigating multiple drugs for unmet global medical needs. Algernon Pharmaceuticals is also the parent company of a private subsidiary called Algernon NeuroScience, that is advancing a psychedelic program investigating a proprietary form of DMT for stroke and traumatic brain injury.