VANCOUVER, British Columbia / Nov 08, 2023 / Business Wire / Alpha Cognition Inc. (CSE: ACOG, OTCQB: ACOGF) (“Alpha Cognition” or the “Company”) announces that it has completed a third closing pursuant to its previously announced private placement of units of the Company. Pursuant to the third closing, the Company issued 4,590,903 units of the Company at a price of US$0.22 per unit for gross proceeds of US$1,009,999. Each Unit consists of a common share and a half warrant, with each whole warrant entitling the holder to purchase an additional common share at a price of US$0.31 for a period of three years. The gross proceeds of the offering received to date are US$2.7 million. The Company is continuing the offering of units on the same terms for up to an additional US$3.8 million.

The Company expects to use the net proceeds from the private placement for research and development, general and administrative matters, and working capital. The Company may complete additional closings pursuant to the private placement.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States of America. The securities have not been and will not be registered under the United States Securities Act of 1933 (the “1933 Act”) or any state securities laws, and may not be offered or sold within the United States or to U.S. Persons (as defined in the 1933 Act) unless registered under the 1933 Act and applicable state securities laws, or an exemption from such registration is available.