---
title: "Alpha Cognition prices $34,999,052 public offering of shares at $6.25"
url: "https://aibio.space/news/alpha-cognition-prices-34-999-052-public-offering-shares-6-25/"
publisher: "aibio.space (Biotech Investor Relations News)"
date: "2025-09-30"
section: "Financings"
tickers: "NASDAQ:ACOG"
source: "https://www.sec.gov/Archives/edgar/data/1655923/000121390025094024/ea0259415-424b5_alpha.htm"
summary: "Alpha Cognition priced 4,651,516 common shares and pre-funded warrants for 948,484 shares at $6.25 and $6.249, for a total of $34,999,052 before fees. Tita"
---

By the aibio.space news desk.

Sources

- [Alpha Cognition Inc. 424B5 (2025-09-30)](https://www.sec.gov/Archives/edgar/data/1655923/000121390025094024/ea0259415-424b5_alpha.htm)
- [ea0259787-424b5_alpha.htm](https://www.sec.gov/Archives/edgar/data/1655923/000121390025094786/ea0259787-424b5_alpha.htm)
- [ea025966001ex99-1_alpha.htm](https://www.sec.gov/Archives/edgar/data/1655923/000121390025094911/ea025966001ex99-1_alpha.htm)
- [Alpha Cognition Inc. 10-K (2025-03-31): business](https://www.sec.gov/Archives/edgar/data/1655923/000121390025026225/ea0233390-10k_alpha.htm)

[ACOG](https://aibio.space/companies/alpha-cognition/)

2025-09-30

# Alpha Cognition prices $34,999,052 public offering of shares at $6.25

Tickers [ACOG](https://aibio.space/companies/alpha-cognition/)

Alpha Cognition priced 4,651,516 common shares and pre-funded warrants for 948,484 shares at $6.25 and $6.249, for a total of $34,999,052 before fees. Titan Partners Group is the sole bookrunner, and the company says the money will fund a sales push for ZUNVEYL.

## Key facts

- **Company**: Alpha Cognition Inc. (NASDAQ: ACOG)

- **News type**: Financings

- **Primary source**: [Alpha Cognition Inc. 424B5 (2025-09-30)](https://www.sec.gov/Archives/edgar/data/1655923/000121390025094024/ea0259415-424b5_alpha.htm)

*A city skyline in morning haze. CC0, via rawpixel. The picture shows the field, not the companies named.*

## The offering

Alpha Cognition Inc. (Nasdaq: [ACOG](https://aibio.space/companies/alpha-cognition/)) priced an underwritten public offering of common shares and pre-funded warrants for a total public offering price of $34,999,052 before fees, according to its final prospectus supplement dated September 30, 2025. The company sold 4,651,516 common shares at $6.25 each and pre-funded warrants to buy up to 948,484 common shares at $6.249 each. A pre-funded warrant can be exercised for $0.001 per share. Buyers cannot exercise any part of a warrant if that would take their stake above 4.99%, or 9.99% if they elect it.

Underwriter fees are $0.40625 per share and per warrant, or $2,000,875 in total. Proceeds before expenses to the company are $32,998,177. The underwriter has 30 days to buy up to 840,000 more common shares at the offering price. Delivery was expected on or about October 2, 2025.

The stock closed at $6.51 on Nasdaq on September 30, 2025, the day the deal was announced, and at $6.62 on September 29. The offering price is below both closes. The shares were sold under a Form S-3 shelf registration filed August 22, 2025 and declared effective August 29, 2025.

Titan Partners Group, a division of American Capital Partners, is the sole bookrunner. The cover page and the company's announcement name no co-manager or placement agent.

## What the money is for

The company says it will use the net proceeds to accelerate the commercial launch of ZUNVEYL, with an emphasis on sales expansion, marketing and payer coverage and reimbursement. The 10-K describes ZUNVEYL as a delayed-release oral tablet for mild to moderate dementia of the Alzheimer's type. The FDA approved it on July 26, 2024. The 10-K says the company announced the official launch on March 19, 2025. The September prospectus says ZUNVEYL launched on March 17, 2025.

The company plans to target large nursing homes that specialize in Alzheimer's care, with an account-based sales team, and the prospectus sets the wholesale acquisition cost at $749 per month. The release says the spending is meant to maximize near-term adoption while laying the foundation for long-term revenue growth. The prospectus says the product is differentiated from donepezil and rivastigmine because its active metabolite binds neuronal nicotinic receptors, mainly the alpha-7 subtype. These are the company's own descriptions, given here without trial data.

## The risks the company lists

The 10-K says that, even though ZUNVEYL was approved, it "may not achieve commercial success." The company's announcement lists risks tied to market adoption, to regulatory oversight of the drug's safety, to intellectual property, to manufacturing and distribution, and to product liability. The 10-K also lists six preclinical programs, including ZUNVEYL with memantine for moderate to severe Alzheimer's disease and an intranasal formulation for cognitive impairment after mild traumatic brain injury.

The 10-K says the company believes it has sufficient capital to break even in year three, provided it executes its commercial plan in long term care and does not advance compounds in the pipeline. Before the sale Alpha Cognition had 16,250,588 common shares outstanding as of September 29, 2025. After it, 20,902,104 shares will be outstanding, or 21,742,104 if the underwriter option is exercised in full, assuming no pre-funded warrants are exercised. Outstanding warrants cover 3,494,962 shares at an average weighted exercise price of $7.41. The company completed a one-for-25 reverse stock split on November 5, 2024 to meet the Nasdaq Capital Market's minimum share price.

The prospectus also records that, as of August 22, 2025, European and Canadian patents derived from WO2009127218, and several others derived from WO2014016430, are abandoned, intended to be abandoned or in the process of abandonment. In January 2025 the company licensed ZUNVEYL to China Medical System Holdings Limited for Asia excluding Japan, Australia and New Zealand, on terms the prospectus puts at $44 million in total, including $6 million in upfront payments.

## What comes next

The next step the company names is the launch spending the proceeds will fund. The underwriter's 30-day option for up to 840,000 more shares is open for that period. The prospectus gives no dates for sales results, reimbursement decisions or new indications.

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## Companies in this story

ACOG

Alpha Cognition Inc.

NASDAQ · United States

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Source page: https://aibio.space/news/alpha-cognition-prices-34-999-052-public-offering-shares-6-25/. Facts in aibio.space stories are checked against company filings and releases; opinion is labelled. Cite as: aibio.space, "Alpha Cognition prices $34,999,052 public offering of shares at $6.25", 2025-09-30, https://aibio.space/news/alpha-cognition-prices-34-999-052-public-offering-shares-6-25/
