IceCure Announces Pricing of $4.0 Million Registered Direct Offering and Concurrent Private Placement

Rhea-AI Summary

IceCure (Nasdaq: ICCM) priced a registered direct offering of 8,000,000 ordinary shares at $0.50 per share for gross proceeds of approximately $4.0 million. In a concurrent private placement the company will issue Series B and Series C warrants to purchase up to 8,000,000 shares each, exercisable at $0.55.

The Series B warrants expire five years after issuance; Series C warrants expire one year after issuance. Closing is expected on or about March 27, 2026. Net proceeds are intended for working capital and general corporate purposes. A.G.P./Alliance Global Partners is sole placement agent.

Positive

• Registered direct offering raises $4.0 million gross proceeds
• Warrants exercisable immediately, enabling potential near‑term capital
• Offering made from SEC effective Form F-3 (declared effective March 24, 2026)

Negative

• Issuance of 8,000,000 new shares will dilute existing shareholders
• Up to 16,000,000 underlying warrant shares could further dilute if exercised

News Market Reaction – ICCM

-33.66% 9.8x vol

10 alerts

-33.66% News Effect

-21.1% Trough in 24 hr 20 min

-$22M Valuation Impact

$43.00M Market Cap

9.8x Rel. Volume

On the day this news was published, ICCM declined 33.66%, reflecting a significant negative market reaction. Argus tracked a trough of -21.1% from its starting point during tracking. Our momentum scanner triggered 10 alerts that day, indicating notable trading interest and price volatility. This price movement removed approximately $22M from the company's valuation, bringing the market cap to $43.00M at that time. Trading volume was exceptionally heavy at 9.8x the daily average, suggesting significant selling pressure.

Data tracked by StockTitan Argus on the day of publication.

Key Figures

Gross proceeds: $4.0 million Shares offered: 8,000,000 ordinary shares Offering price: $0.50 per share +5 more

8 metrics

Gross proceeds $4.0 million Registered direct offering gross proceeds before fees

Shares offered 8,000,000 ordinary shares Registered direct offering share count

Offering price $0.50 per share Purchase price for ordinary shares in the offering

Series B warrants 8,000,000 warrants Unregistered Series B warrants in concurrent private placement

Series C warrants 8,000,000 warrants Unregistered Series C warrants in concurrent private placement

Warrant exercise price $0.55 per share Exercise price for Series B and Series C warrants

Series B term 5 years Series B warrants expire five years after issuance

Series C term 1 year Series C warrants expire one year after issuance

Market Reality Check

Price: $0.3748 Vol: Volume 677,496 is 1.72x t...

high vol

$0.3748 Last Close

Volume Volume 677,496 is 1.72x the 20-day average of 393,594, indicating elevated trading ahead of the offering. high

Technical Shares at $0.588 are trading below the $0.81 200-day MA and sit close to the $0.5401 52-week low.

Peers on Argus

ICCM’s move appears stock-specific. Healthcare device peers show mixed performan...

ICCM’s move appears stock-specific. Healthcare device peers show mixed performance: several down (e.g., VNRX -18.6%, TELA -9.32%, APYX -2.75%, LUNG -1.52%) and one notable gainer (BDMD +5.74%). No peers appeared in the momentum scanner.

Historical Context

5 past events · Latest: Mar 25 (Positive)

Pattern 5 events

Date	Event	Sentiment	Move	Catalyst
Mar 25	Clinical trial data	Positive	-3.4%	Positive 5-year ICESECRET kidney cancer cryoablation recurrence-free data.
Mar 24	Management changes	Positive	-4.5%	New CFO appointment and planned Medical Director role for breast indications.
Mar 17	Full-year earnings	Positive	-8.9%	Record Q4 sales and higher 2025 revenue with narrowed net loss and higher cash.
Mar 11	FDA study approval	Positive	+8.9%	FDA approval of ChoICE post‑market study design for ProSense in breast cancer.
Mar 10	Earnings date notice	Neutral	+0.3%	Announcement of timing and webcast details for 2025 results release.

Pattern Detected

Recent positive clinical, regulatory and earnings news often saw negative price reactions, suggesting a pattern of selling into good news.

Recent Company History

Over March 2026, ICCM released multiple positive updates: FDA approval of the ChoICE post‑market study on Mar 11, record 2025 revenue of $3.379M on Mar 17, a new CFO appointment and medical leadership plans on Mar 24, and strong 5‑year ICESECRET kidney cancer data on Mar 25. Despite this, shares often fell after news. Today’s dilutive $4.0M registered direct offering and concurrent warrants financing taps the new shelf and fits a pattern of capital raises following clinical and regulatory progress.

Regulatory & Risk Context

Active S-3 Shelf · $100,000,000

Shelf Active

Active S-3 Shelf Registration 2026-03-20

$100,000,000 registered capacity

IceCure has an effective Form F-3/A shelf dated Mar 20, 2026, registering up to $100,000,000 of ordinary shares, warrants or units. Today’s $4.0M registered direct share sale, combined with concurrent private Warrants, represents initial usage capacity, with shelf data indicating 0 prior takedowns recorded in this context.

Market Pulse Summary

The stock dropped -33.7% in the session following this news. The decline reflects common pressure fr...

Analysis

The stock dropped -33.7% in the session following this news. The decline reflects common pressure from discounted equity offerings and added warrant overhang. ICCM sold 8,000,000 shares at $0.50 alongside 16,000,000 warrants at $0.55, under a $100,000,000 shelf. This followed a series of positive clinical and regulatory updates, so selling may indicate concern about dilution and future use of the shelf rather than fundamentals alone.

Key Terms

registered direct offering, private placement, warrants, shelf registration statement, +4 more

8 terms

registered direct offering financial

"for the purchase and sale of 8,000,000 ordinary shares at a purchase price of $0.50 per share in a registered direct offering."

A registered direct offering is a way for a company to sell new shares of its stock directly to select investors with regulatory approval. This method allows the company to raise funds quickly and efficiently without needing a public auction, similar to offering exclusive access to a limited number of buyers. For investors, it often provides an opportunity to purchase shares at a favorable price, while giving the company immediate access to capital.

private placement financial

"In addition, in a concurrent private placement, IceCure will issue and sell unregistered Series B warrants"

A private placement is a way for companies to raise money by selling securities directly to a small group of investors instead of through a public offering. This process is often quicker and less regulated, making it similar to offering a special, exclusive investment opportunity to select individuals or institutions. For investors, it can provide access to unique investment options that are not available on public markets.

warrants financial

"Series B warrants to purchase up to 8,000,000 ordinary shares and Series C warrants to purchase up to 8,000,000 ordinary shares"

Warrants are special documents that give you the right to buy a company's stock at a set price before a certain date. They are often used as a way for companies to attract investors or raise money, and their value can increase if the company's stock price goes up.

shelf registration statement regulatory

"are being offered pursuant to an effective shelf registration statement on Form F-3 (File No. 333-290046)"

A shelf registration statement is a document a company files with regulators that allows it to sell shares or bonds quickly when it’s a good time to raise money. It’s like having a pre-approved plan ready so the company can act fast without going through lengthy paperwork each time they want to sell, making fundraising more flexible.

Form F-3 regulatory

"pursuant to an effective shelf registration statement on Form F-3 (File No. 333-290046)"

Form F-3 is a U.S. securities filing that lets eligible foreign companies pre-register and then quickly sell shares or other securities to raise money, because they already meet ongoing reporting and size tests. For investors it signals that the company is up-to-date with regulatory disclosure and has an efficient way to issue new securities — similar to a pre-approved credit line — which can mean faster capital raises but also potential dilution of existing holdings.

prospectus supplement regulatory

"The offering is being made only by means of a prospectus supplement and accompanying prospectus"

A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.

Section 4(a)(2) regulatory

"in reliance on an exemption from registration under Section 4(a)(2) of the Securities Act of 1933, as amended"

Section 4(a)(2) is a part of U.S. securities laws that allows companies to sell their stock directly to certain investors without registering the sale with regulators. This process is often used for private placements, making it easier and faster for companies to raise money from knowledgeable or institutional investors. It matters to investors because it provides an alternative way to buy shares, often with fewer disclosures and lower costs.

Regulation D regulatory

"and Regulation D promulgated thereunder."

Regulation D is a set of rules that govern how companies can raise money from investors without going through the full process required for public stock offerings. It provides simplified options for private placements, making it easier for companies to seek investments from a smaller group of investors. For investors, it offers opportunities to invest in private companies, often with fewer restrictions, but also with different levels of risk and disclosure.

AI-generated analysis. Not financial advice.

CAESAREA, Israel, March 26, 2026 /PRNewswire/ -- IceCure Medical Ltd. (Nasdaq: ICCM) ("IceCure", "IceCure Medical" or the "Company"), developer of minimally-invasive cryoablation technology that destroys tumors by freezing as an option to surgical tumor removal, today announced that it has entered into securities purchase agreements with healthcare focused institutional investors for the purchase and sale of 8,000,000 ordinary shares at a purchase price of $0.50 per share in a registered direct offering. The gross proceeds from the offering are expected to be approximately $4.0 million, before deducting placement agent fees and other offering expenses. In addition, in a concurrent private placement, IceCure will issue and sell unregistered Series B warrants to purchase up to 8,000,000 ordinary shares (the "Series B Warrants") and Series C warrants to purchase up to 8,000,000 ordinary shares (the "Series C Warrants," and together with the Series B Warrants, the "Warrants"). The Warrants will have an exercise price of $0.55 per share and will be exercisable immediately upon issuance. The Series B Warrants will expire five years following the date of issuance and the Series C Warrants will expire one year following the date of issuance.

The closing of the offering is expected to occur on or about March 27, 2026, subject to the satisfaction of customary closing conditions. The Company currently intends to use the net proceeds from the offering for working capital and other general corporate purposes.

A.G.P./Alliance Global Partners is acting as the sole placement agent for the offering.

The ordinary shares offered to the institutional investors described above are being offered pursuant to an effective shelf registration statement on Form F-3 (File No. 333-290046), which was declared effective by the SEC on March 24, 2026. The offering is being made only by means of a prospectus supplement and accompanying prospectus that are a part of the effective registration statement. The Warrants will be issued in a concurrent private placement. A prospectus supplement and the accompanying prospectus relating to the registered direct offering will be filed with the SEC and will be available on the SEC's website at www.sec.gov. Additionally, when available, electronic copies of the prospectus supplement and the accompanying prospectus may be obtained from A.G.P./Alliance Global Partners, 590 Madison Avenue, 28th Floor, New York, NY 10022, or by telephone at (212) 624-2060, or by email at prospectus@allianceg.com.

The private placement of the Warrants and the ordinary shares underlying the Warrants offered to the institutional investors will be made in reliance on an exemption from registration under Section 4(a)(2) of the Securities Act of 1933, as amended (the "Securities Act"), and Regulation D promulgated thereunder. Accordingly, the securities issued in the concurrent private placement may not be offered or sold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Securities Act and such applicable state securities laws.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy the securities being offered, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About IceCure Medical Ltd.

IceCure Medical (Nasdaq: ICCM) develops and markets advanced liquid-nitrogen-based cryoablation therapy systems for the destruction of tumors (benign and cancerous) by freezing, with the primary focus areas being breast, kidney, bone and lung cancer. Its minimally invasive technology is a safe and effective option to surgical tumor removal that is easily performed in a relatively short procedure. The Company's flagship ProSense® system is marketed and sold worldwide for the indications cleared and approved to date including in the U.S., Europe and Asia.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995 and other Federal securities laws. Words such as "expects," "anticipates," "intends," "plans," "believes," "seeks," "estimates" and similar expressions or variations of such words are intended to identify forward-looking statements. For example, IceCure is using forward looking statements in this press release when it discusses: the Company's intended use of proceeds from the registered direct offering and concurrent private placement; and the expected closing date of the offering. Important factors that could cause actual results, developments and business decisions to differ materially from those anticipated in these forward-looking statements include, among others: the Company's planned level of revenues and capital expenditures; the Company's available cash and its ability to obtain additional funding; the Company's ability to market and sell its products; legal and regulatory developments in the United States and other countries; the Company's ability to maintain its relationships with suppliers, distributors and other partners; the Company's ability to maintain or protect the validity of its patents and other intellectual property; the Company's ability to expose and educate medical professionals about its products; political, economic and military instability in the Middle East, specifically in Israel; as well as those factors set forth in the Risk Factors section of the Company's Annual Report on Form 20-F for the year ended December 31, 2025 filed with the SEC on March 17, 2026, and other documents filed with or furnished to the SEC which are available on the SEC's website, www.sec.gov. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.

IR Contact:

Email: investors@icecure-medical.com
Michael Polyviou
Phone: 732-232-6914 

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SOURCE IceCure Medical

FAQ

What did IceCure (ICCM) announce on March 26, 2026 regarding a capital raise?

IceCure announced a registered direct offering of 8,000,000 shares at $0.50 each, totaling about $4.0 million gross. According to the company, the offering includes concurrent private placement of Series B and C warrants exercisable at $0.55, with specific expiration terms.

When is the IceCure (ICCM) offering expected to close and what conditions apply?

The closing is expected on or about March 27, 2026, subject to customary closing conditions. According to the company, completion depends on satisfaction of standard conditions and the availability of necessary documentation and regulatory filings.

What are the terms of the Series B and Series C warrants in IceCure's (ICCM) financing?

The Series B and C warrants have a $0.55 exercise price and are exercisable immediately upon issuance. According to the company, Series B warrants expire five years after issuance and Series C warrants expire one year after issuance.

How does IceCure (ICCM) plan to use the net proceeds from the March 2026 offering?

IceCure intends to use net proceeds for working capital and other general corporate purposes. According to the company, proceeds will support ongoing operations and corporate needs rather than being earmarked for a specific capital project.

How many potential shares could dilute IceCure (ICCM) shareholders from this financing?

The financing immediately issues 8,000,000 new shares and grants warrants covering up to 16,000,000 additional shares. According to the company, warrant exercises at $0.55 could convert into up to 16,000,000 ordinary shares, increasing total dilution.