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Re: fourdueces post# 33995

Tuesday, 11/10/2015 6:13:39 AM

Tuesday, November 10, 2015 6:13:39 AM

Post# of 462168
7/8 more shares given to lincoln park.




Securities Offered

Common Stock offered by the selling stockholder

9,975,267 shares consisting of:





341,858 commitment shares issued to Lincoln Park



9,500,000 shares we may sell to Lincoln Park under the Purchase Agreement, including 250,000 issued in connection with the $100,000 initial purchase and



133,409 shares that we are required to issue proportionally in the future, as an additional commitment fee, if and when we sell additional shares to Lincoln Park under the Purchase Agreement

Common stock outstanding prior to the offering

77,243,580 shares, including 250,000 initial purchase



shares and 341,858 commitment shares previously issued



to Lincoln Park under the Purchase Agreement (and



included in this offering).

Common stock to be outstanding after giving effect to the total issuance of 9,975,267 shares to Lincoln Park under the Purchase Agreement registered hereunder

87,218,847 shares

5


Use of proceeds

We will not receive any proceeds from the sale of the shares of common stock by Lincoln Park in this offering. However, we may receive up to $10,000,000 from sales of shares under the Purchase Agreement. Any proceeds that we receive from sales to Lincoln Park under the Purchase Agreement will be used to further our business plan of advancing human clinical trials of ANAVEX 2-73 and for general corporate purposes. See “Use of Proceeds.”

Risk factors

This investment involves a high degree of risk. See “Risk Factors” for a discussion of factors you should consider carefully before making an investment decision.

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