---
title: "Anavex signs at-the-market sales agreement"
url: "https://aibio.space/news/anavex-signs-market-sales-agreement-td-cowen-up-150-million/"
publisher: "aibio.space (Biotech Investor Relations News)"
date: "2025-07-25"
section: "Financings"
tickers: "NASDAQ:AVXL"
source: "https://www.sec.gov/Archives/edgar/data/1314052/000173112225001025/e6731_424b5.htm"
summary: "The company may sell common stock from time to time but is not obligated to sell any. TD Cowen can earn up to 3.0% in commissions."
---

By the aibio.space news desk.

Sources

- [Anavex Life Sciences Corp. 424B5 (2025-07-25)](https://www.sec.gov/Archives/edgar/data/1314052/000173112225001025/e6731_424b5.htm)
- [Anavex Life Sciences Corp. 8-K (2025-07-28)](https://www.sec.gov/Archives/edgar/data/1314052/000173112225001033/e6735_8k.htm)
- [Anavex Life Sciences Corp. 10-K (2024-12-23): business](https://www.sec.gov/Archives/edgar/data/1314052/000173112224002041/e6219_10-k.htm)

[AVXL](https://aibio.space/companies/anavex-life-sciences/)

2025-07-25

# Anavex signs at-the-market sales agreement with TD Cowen for up to $150 million

Tickers [AVXL](https://aibio.space/companies/anavex-life-sciences/)

The company may sell common stock from time to time but is not obligated to sell any. TD Cowen can earn up to 3.0% in commissions.

## Key facts

- **Company**: Anavex Life Sciences Corp. (NASDAQ: AVXL)

- **News type**: Financings

- **Primary source**: [Anavex Life Sciences Corp. 424B5 (2025-07-25)](https://www.sec.gov/Archives/edgar/data/1314052/000173112225001025/e6731_424b5.htm)

*Two people shaking hands across a table. Photo: Kristin Hardwick, CC0, via StockSnap. The picture shows the field, not the companies named.*

Anavex Life Sciences Corp. (Nasdaq: [AVXL](https://aibio.space/companies/anavex-life-sciences/)) entered into a Sales Agreement on July 25, 2025, with TD Securities (USA) LLC, known as TD Cowen. Under the agreement, Anavex may offer and sell common stock with an aggregate offering price of up to $150,000,000 from time to time, through TD Cowen acting as sales agent or principal. The company reported the agreement in a Form 8-K under Item 1.01.

The sales would be at-the-market offerings, sold into The Nasdaq Capital Market or another existing trading market at prevailing prices, or in negotiated transactions with the company's prior written consent. Anavex gives instructions through placement notices, and TD Cowen will use commercially reasonable efforts to sell the shares. TD Cowen is not required to sell any specific amount. Anavex is not obligated to make any sales, and either side may suspend or terminate the offering on notice, subject to certain conditions.

TD Cowen would be paid a commission of up to 3.0% of gross proceeds. Anavex has agreed to customary indemnification and contribution rights for TD Cowen, and the prospectus supplement refers readers to its plan of distribution on page S-41 for the compensation terms.

## The shelf, the counsel and the price

The shares come from a Form S-3 shelf registration statement, file number 333-288661, that Anavex filed on July 14, 2025. The SEC declared it effective on July 23, 2025, and the prospectus supplement was filed on July 25, 2025. The supplement uses a price of $12.74 per share, the last reported sale price on The Nasdaq Capital Market on July 24, 2025.

Snell & Wilmer, L.L.P., Nevada counsel to the company, has issued a legal opinion on the shares, filed as Exhibit 5.1 to the 8-K. The company's principal executive offices are at 630 5th Avenue, 20th Floor, New York.

## Shares, options and the deficit

The post-offering share count in the supplement is based on 85,333,652 shares of common stock outstanding as of March 31, 2025. It excludes 15,700,622 shares issuable on exercise of outstanding stock options, vested and unvested, at a weighted-average exercise price of $7.19.

The supplement says Anavex has generated no revenue to date and has accumulated a deficit of approximately $359 million through March 31, 2025. It warns that its history of losses and lack of revenue raises a risk regarding its ability to continue as a going concern in the future. It also says it may suspend or cease operations if it cannot generate sufficient revenue. Its research and development plans will require substantial additional funding, and it may be unable to raise capital.

The supplement says the net proceeds, together with existing cash and cash equivalents, are intended to fund research and clinical development of current or additional product candidates, with the remainder for working capital and other general corporate purposes. It also says management will retain broad discretion over how the money is used.

The supplement puts a number on dilution. Anavex's net tangible book value at March 31, 2025 was approximately $99.8 million, or approximately $1.17 per share. If 11,773,940 shares were sold at $12.74 to raise $150 million, the supplement says new investors would experience immediate dilution of $10.22 per share, and the share count would rise to as many as 97,107,592. It also lists outstanding warrants exercisable for 10,000 shares at a weighted-average exercise price of $12.00 per share.

## The lead asset

The annual report filed on December 23, 2024 describes Anavex as a clinical-stage biopharmaceutical company applying precision medicine to central nervous system diseases. Its focus includes Alzheimer's disease, Parkinson's disease, schizophrenia, neurodevelopmental and neurodegenerative conditions, and Rett syndrome. Its main compound in the report is ANAVEX 2-73, also called blarcamesine, a SIGMAR1 agonist.

The annual report says the company analyzes genomic data from its trials to identify biomarkers. For blarcamesine, it describes the biomarker work as having led to an early hypothesis about which patients might respond.

The 8-K covers only the sales agreement, the shelf registration and the legal opinion.

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## Companies in this story

AVXL

Anavex Life Sciences Corp.

NASDAQ · United States

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Source page: https://aibio.space/news/anavex-signs-market-sales-agreement-td-cowen-up-150-million/. Facts in aibio.space stories are checked against company filings and releases; opinion is labelled. Cite as: aibio.space, "Anavex signs at-the-market sales agreement", 2025-07-25, https://aibio.space/news/anavex-signs-market-sales-agreement-td-cowen-up-150-million/
