Algernon Pharmaceuticals Inc. has closed its acquisition of NoBrainer Imaging Centers, Inc. securing exclusive master franchise and licensing rights

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Algernon Pharmaceuticals Inc. (AGN:CSE; AGNPF:OTCQB; AGW0:XFRA) has closed its acquisition of NoBrainer Imaging Centers, Inc. (NIC), securing exclusive master franchise and licensing rights to operate Alzheimer’s Disease (AD) diagnostic and treatment centers across Canada and several U.S. markets. The Canadian healthcare and clinical-stage drug development company announced the completion of the transaction on May 22, 2025, noting that the move expands its neurological focus into the AD screening and treatment space.

The acquisition terms included the issuance of 5.5 million common shares and an equal number of common share purchase warrants to NIC shareholders, alongside 450,000 preferred shares and 450,000 preferred share purchase warrants, the latter contingent on shareholder approval for the creation of the preferred share class. The preferred shares, if approved, will be convertible into ten common shares each, with a 10% annual dividend payable in either share class, at the discretion of Algernon’s board.

NIC holds franchise rights from NoBrainer Alzheimer’s Treatment Centers, Inc. for Canada (excluding Oakville and Ottawa) and for U.S. territories including Florida (excluding Miami), Los Angeles, and five additional major cities. According to the company, NIC possesses CA$250,000 in working capital, which includes a deposit on a Positrigo NeuroLF PET brain scanner expected to be delivered to Algernon’s first U.S. clinic in the fourth quarter of 2025.

On May 27, Algernon also announced a non-brokered private placement for gross proceeds of US$1 million, offering units priced at US$0.07 for common units and US$0.70 for preferred units. Each common unit comprises one Class A common share and one-half of a common share purchase warrant. Each full warrant allows for the purchase of an additional common share at US$0.15 for two years, subject to acceleration clauses. Similarly, each preferred unit includes one preferred share and one-half of a preferred share purchase warrant, with each full warrant exercisable at US$1.50 over the same term, also subject to acceleration.

The company expects to use proceeds from the placement to advance its new Alzheimer’s Disease program, support the U.S. clinic launch in late 2025, provide additional deposits for medical imaging technology, and fund general and administrative expenses. Algernon intends to close the placement in tranches by June 30, 2025.

All securities issued in connection with the acquisition and the private placement will be subject to a statutory hold period in accordance with Canadian securities law. The company plans to seek CSE approval for trading the preferred shares and both classes of warrants. In the event that shareholder approval for the preferred shares is not granted, these securities will convert into common shares on a one-for-ten basis.

Growth Accelerates Across Alzheimer’s Therapeutics and Neurodiagnostics

According to Grand View Research, the global neurodiagnostics market was valued at US$17.54 billion in 2023 and projected to grow at a compound annual growth rate (CAGR) of 3.8% through 2030. The firm attributed growth to “technological advancements, increasing prevalence of neurological disorders, and rising demand for early diagnosis.” Neuroimaging technologies accounted for 57.9% of the market share in 2023, driven by innovations in MRI, CT, and AI-based imaging tools. Hospitals and clinics represented the largest end-use segment, while imaging centers were forecasted to expand the fastest. Grand View Research also highlighted how partnerships, such as the February 2024 collaboration between Philips and SyntheticMR, were expected to support AI-based imaging that improves diagnostic efficiency.

On March 10, MagHub published a detailed report on the commercialization of Alzheimer’s treatments and diagnostics in China, where the disease prevalence is highest globally. The report stated, “Typically, the approval of innovative medicines with new treatment pathways triggers growth in diagnostic demand,” noting that disease-modifying drugs like Leqembi and Kisunla had already stimulated the biomarker testing market. The article also referenced blood-based diagnostics as a turning point for the sector in 2024, citing challenges around affordability, hospital access, and regulatory standards. The introduction of China’s 2024–2030 National Action Plan for Coping with Dementia aimed to raise public awareness and increase cognitive screening among the at-risk population to 80%.

According to a report released on April 17 by BCC Research, the global market for Alzheimer’s disease (AD) therapeutics and diagnostics was expected to grow from US$9.7 billion in 2024 to US$19.6 billion by 2029, representing a CAGR of 15.1%. The report stated, “Emerging blood-based diagnostics and disease-modifying therapeutics [are] set to revolutionize [the] Alzheimer's disease market,” emphasizing both clinical and commercial momentum. BCC Research highlighted several key growth drivers, including rising prevalence, the high unmet need for effective treatment, investment in neuroscience, and the growing importance of biomarker-based diagnostics. As of late 2024, more than 20 novel drug compounds for AD were in Phase 3 development, and advancements in diagnostic technologies were supporting earlier intervention strategies.

Bullish Technical and Strategic Outlook

According to a May 23 report from technical analyst Clive Maund, Algernon Pharmaceuticals Inc. received a strong technical endorsement following the completion of its acquisition of NoBrainer Imaging Centers, Inc. Maund stated that the company was “remarkably inexpensive here following a severe bear market and long basing process,” and noted that technical signals suggested Algernon was “ready to break out into a new bull market.” He rated the stock an "Immediate Strong Buy."

Maund highlighted several catalysts supporting this assessment, including Algernon’s recent transition into the Alzheimer’s Disease diagnostic and treatment space. He noted that the acquisition provided Algernon with exclusive master franchise rights in multiple major North American markets and described the company’s strategy to launch a series of diagnostic clinics as “a unique and exciting approach to help fight this devastating disease.” He added that the company’s plans to integrate Positrigo’s NeuroLF PET imaging technology into clinic operations represented a major step forward for diagnostic capabilities.

In his analysis, Maund also referenced Algernon’s sale of its chronic cough program, Ifenprodil, to Seyltx Inc. for US$2 million and a 20% carried interest. He characterized the transaction as providing “much-needed capital” while retaining long-term exposure to potential upside. He drew attention to the market value of comparable late-stage assets, stating that “a comparable Phase 2 study completed by Bellus Health resulted in it being acquired…for US$2 billion,” and noted that Algernon’s retained interest could be meaningful if development continued as expected.

Maund further emphasized the significance of Algernon’s primary research program targeting stroke treatment using DMT, a naturally occurring psychedelic compound. He described the stroke treatment market as “massive” and referenced internal data showing that 78% of stroke patients currently lack any treatment option.

From a technical perspective, Maund’s analysis of Algernon’s chart patterns showed a base formation since late 2023, characterized by increasing trading volume and a rising Accumulation line—both indicators of institutional support. He observed a developing bullish pattern resembling a Double Bottom with a Head-and-Shoulders formation, suggesting “we are at an excellent entry point.”

He concluded his report by stating, “Algernon Pharma is at a very favorable entry point here… and it is rated an Immediate Strong Buy.” He identified near-term technical targets at CA$0.12, CA$0.17, and CA$0.25, with additional upside possible.

Pipeline Momentum: Advancing Two Late-Stage Assets

Algernon’s current pipeline includes two lead clinical-stage drug candidates: NP-120 (Ifenprodil) for chronic cough and NP-251 (Repirinast) for chronic kidney disease (CKD). According to the company’s investor overview, both candidates are based on drug repurposing, a strategy aimed at reducing development risk, cost, and time by exploring new therapeutic applications for previously approved compounds.

Ifenprodil, previously used in select global markets for vascular and vestibular disorders, is now being developed to treat refractory chronic cough. The chronic cough market was valued at approximately US$6.15 billion in 2021 and is projected to reach US$11.38 billion by 2029. In a Phase 2a study, Ifenprodil demonstrated a 50% or greater reduction in 24-hour cough counts in 30% of patients and showed a 1.75-point improvement on the Leicester Cough Questionnaire, a measure of quality of life. The next step in development is a Phase 2b clinical trial involving approximately 180 patients, with an estimated budget of US$10 million.

Repirinast, originally marketed in Japan as an asthma treatment, is under evaluation for its antifibrotic properties in CKD and non-alcoholic steatohepatitis (NASH). In preclinical models, Repirinast reduced kidney fibrosis by 57%, outperforming telmisartan, a current standard of care, which achieved a 26% reduction. The company plans to begin Phase 1 clinical testing in Australia, encompassing both healthy volunteers and CKD patients. Algernon holds method-of-use patents for Repirinast in these indications with protection through 2038.

Algernon’s model emphasizes capital efficiency and intellectual property generation through new formulations, dosing methods, and novel salt forms of its candidate drugs. The company continues to build momentum across multiple fronts as it prepares to open its first AD clinic and progress both drug candidates through clinical development.

Ownership and Share Structure

According to the company, management and insiders own about 11% of the company, and about 21% is owned by institutions. The rest is with retail.

Top shareholders include Alpha North Asset Management with 20.52%, Chief Executive Officer Christopher Moreau with 5.05%, Chairman of the Board Harry Bloomfield with 1.97%, and Chief Financial Officer James Kinley with 1.4%, and Director Rajpaul Attariwala with 1.2%.