IceCure Announces Pricing of $5.5 Million Private Placement Priced At a Premium to the Market Price with a Single Healthcare Focused Institutional Investor

Rhea-AI Summary

IceCure (Nasdaq: ICCM) priced a $5.5 million private placement with a single healthcare-focused institutional investor at $3.00 per share, a premium to the prior Nasdaq close.

The deal includes Series D and E warrants, immediate exercisability, and planned use of proceeds for working capital and general corporate purposes.

Positive

• Private placement raises approximately $5.5 million in gross proceeds
• Offering priced at $3.00 per share, above prior Nasdaq closing price
• Immediate exercisability of Series D and E warrants at $3.00 per share
• Potential additional capital from warrants for up to 3,666,668 shares

Negative

• Issuance of 1,833,334 shares plus new warrants creates potential shareholder dilution
• Planned reduction of March 2026 warrant exercise price from $16.50 to $3.00
• Resale registration of shares and warrant shares may add selling pressure after effectiveness

News Market Reaction – ICCM

+200.47% 650.3x vol

53 alerts

+200.47% Session close to close

+304.3% Peak in 1 hr 56 min

$26.66M Market Cap

650.3x Rel. Volume

In the Jun 17 session, ICCM gained 200.47%, reflecting a significant positive market reaction. Argus tracked a peak move of +304.3% during that session. Our momentum scanner triggered 53 alerts that day, indicating high trading interest and price volatility. Trading volume was exceptionally heavy at 650.3x the daily average, suggesting very strong buying interest.

Data tracked by StockTitan Argus on the day of publication.

Market Context

The stock surged +200.5% in the session following this news. A strong positive reaction aligns with ...

Analysis

The stock surged +200.5% in the session following this news. A strong positive reaction aligns with the stock’s low pre-announcement level of $2.13 and heavy prior dilution signals, including a recent 1-for-30 reverse split and an active $100,000,000 shelf. Investors would have viewed the $5.5M private placement at a premium price and concurrent warrant repricing against this backdrop. Future trading could hinge on how much additional capital is raised under existing programs and how quickly fundamentals such as revenue growth progress.

Key Figures

Private placement shares: 1,833,334 ordinary shares Series D warrant shares: 1,833,334 ordinary shares Series E warrant shares: 1,833,334 ordinary shares +5 more

8 metrics

Private placement shares 1,833,334 ordinary shares Offered to a single healthcare-focused institutional investor

Series D warrant shares 1,833,334 ordinary shares Underlying shares for Series D Warrants

Series E warrant shares 1,833,334 ordinary shares Underlying shares for Series E Warrants

Combined purchase price $3.00 per share Per share with accompanying warrants in private placement

Gross proceeds $5.5 million Expected gross proceeds before fees and expenses

Warrant exercise price $3.00 per share Exercise price for both Series D and Series E Warrants

March 2026 warrants shares 266,666 ordinary shares Underlying Series B and C warrants to be repriced

March 2026 warrants repricing From $16.50 to $3.00 per share Exercise price reduction upon shareholder approval

Historical Context

5 past events · Latest: 2026-06-02 (Negative)

Pattern 5 events

Date	Event	Sentiment	24h Move	Catalyst
2026-06-02	Reverse share split	Negative	-30.9%	1-for-30 reverse split to regain Nasdaq minimum bid compliance.
2026-05-19	Clinical data update	Positive	+3.6%	ProSense® kidney and breast cryoablation data showing high recurrence-free rates.
2026-05-13	Nasdaq extension	Neutral	+1.7%	Nasdaq grants 180-day extension to fix $1.00 minimum bid deficiency.
2026-05-12	Earnings results	Positive	+0.0%	Q1 2026 revenue rises 26% to $911,000 with gross margin at 32%.
2026-05-06	Earnings date set	Neutral	-6.6%	Schedules Q1 2026 earnings release and conference call on May 12.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Pattern Detected

Recent binary corporate actions (reverse split, compliance steps, financings) have often been followed by sharp or mixed price reactions, while positive clinical and operating updates saw more moderate moves.

Recent Company History

Over the last few months, IceCure has balanced capital markets actions with operating and clinical progress. A 1-for-30 reverse split on June 4, 2026 to support Nasdaq compliance was followed by a -30.88% move. Positive ProSense® clinical data on May 19 led to a 3.64% gain. Nasdaq granted a 180-day extension to regain the $1.00 bid price. Q1 2026 results showed revenue growth to $911,000 but no immediate price change, and the earnings-date announcement on May 6 coincided with a -6.57% move.

Key Terms

private placement, warrants, registration statement, securities purchase agreements, +3 more

7 terms

private placement financial

"at a combined purchase price of $3.00 per share and accompanying Warrants in a private placement"

A private placement is a sale of securities directly to a selected group of investors, typically institutions or accredited investors, instead of through a public offering. It lets a company raise money faster and with fewer regulatory steps; for existing shareholders it matters because the newly issued shares, often sold at a discount, increase the share count and can dilute their ownership.

warrants financial

"Series D Warrants to purchase up to 1,833,334 ordinary shares (the "Series D Warrants") and Series E Warrants"

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.

View in glossary

registration statement regulatory

"the Company has agreed to file a registration statement with the U.S. Securities and Exchange Commission"

A registration statement is a formal document that companies file with a government agency to offer new shares of stock to the public. It provides essential information about the company's finances, operations, and risks, helping investors make informed decisions. Think of it as a detailed product description that ensures transparency and trust before buying into a company.

securities purchase agreements financial

"it has entered into securities purchase agreements with a single healthcare focused institutional investor"

A securities purchase agreement is a legal contract that spells out the terms when a company sells stocks, bonds, or other investment instruments to buyers. It lays out price, how many securities change hands, any promises or protections for each side, and when the sale is completed—like a detailed sales contract for investments. Investors care because it determines ownership stakes, potential dilution, rights attached to the securities, and conditions that affect the company’s future value.

Securities Act regulatory

"under Section 4(a)(2) of the Securities Act of 1933, as amended (the "Securities Act")"

A securities act is a law that governs the offering, sale and disclosure of stocks, bonds and other investment products to the public. It requires companies to provide clear, truthful information—like a product label for an investment—so buyers can understand risks and value before they invest. For investors, these rules reduce fraud, promote transparency, and help ensure fair access to market information.

Regulation D regulatory

"and/or Regulation D promulgated thereunder, and applicable state securities laws"

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.

Section 4(a)(2) regulatory

"in reliance on an exemption from the registration requirement under Section 4(a)(2) of the Securities Act"

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.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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CAESAREA, Israel, June 17, 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 a single healthcare focused institutional investor, for the purchase and sale of 1,833,334 ordinary shares (or ordinary share equivalents in lieu thereof), Series D Warrants to purchase up to 1,833,334 ordinary shares (the "Series D Warrants") and Series E Warrants to purchase up to 1,833,334 ordinary shares (the "Series E Warrants," and together with the Series D Warrants, the "Warrants") at a combined purchase price of $3.00 per share and accompanying Warrants in a private placement, priced at a premium to the previous Nasdaq closing price for the Company's ordinary shares. The gross proceeds from the offering are expected to be approximately $5.5 million, before deducting placement agent commissions and other estimated offering expenses. The Warrants will have an exercise price of $3.00 per share and will be exercisable immediately upon issuance. The Series D Warrants will expire five years following the date of issuance and the Series E Warrants will expire one year following the date of issuance.

The closing of the offering is expected to occur on or about June 18, 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 offer and sale of the foregoing securities is being made in reliance on an exemption from the registration requirement under Section 4(a)(2) of the Securities Act of 1933, as amended (the "Securities Act"), and/or Regulation D promulgated thereunder, and applicable state securities laws, and the securities have not been and will not initially be registered under the Securities Act, or applicable state securities laws. Accordingly, the securities 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. Pursuant to the terms of the securities purchase agreement entered into with the investor, the Company has agreed to file a registration statement with the U.S. Securities and Exchange Commission (the "SEC") covering the resale of the ordinary shares and ordinary shares underlying warrants sold in the offering.

The Company has also agreed, subject to receipt of shareholder approval to the extent required by applicable law and Nasdaq rules, to amend certain Series B and Series C warrants issued to the investor in March 2026 (the "March 2026 Warrants") to purchase up to an aggregate of 266,666 ordinary shares. Upon obtaining such shareholder approval, the exercise price of the March 2026 Warrants will be reduced from $16.50 per share, to $3.00 per share. The Series B Warrants will expire in June 2031 and the Series C Warrants will expire in June 2027.  

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

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 anticipated proceeds from the offering, the closing of the offering and the anticipated amendment of the March 2026 Warrants, including the receipt of any required shareholder approvals relating thereto. Historical results of scientific research and clinical and preclinical trials do not guarantee that the conclusions of future research or trials will suggest identical or even similar conclusions. 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 United States Securities and Exchange Commission ("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:

E-mail: investors@icecure-medical.com
Meir Peleg, CFO

View original content to download multimedia:https://www.prnewswire.com/news-releases/icecure-announces-pricing-of-5-5-million-private-placement-priced-at-a-premium-to-the-market-price-with-a-single-healthcare-focused-institutional-investor-302803416.html

SOURCE IceCure Medical

FAQ

What did IceCure (ICCM) announce in its June 17, 2026 private placement?

IceCure announced a $5.5 million private placement with a single healthcare-focused institutional investor at $3.00 per share. According to IceCure, the transaction includes new ordinary shares and Series D and E warrants exercisable immediately.

How many shares and warrants are included in IceCure (ICCM) June 2026 private placement?

The private placement covers 1,833,334 ordinary shares and Series D and E warrants to purchase up to 1,833,334 ordinary shares each. According to IceCure, all securities carry a combined purchase price of $3.00 per share and accompanying warrants.

What are the terms of IceCure (ICCM) Series D and Series E warrants in June 2026?

Both Series D and Series E warrants have an exercise price of $3.00 per share and are exercisable immediately. According to IceCure, Series D warrants expire five years after issuance, while Series E warrants expire one year after issuance.

When is IceCure (ICCM) expected to close its June 2026 private placement?

The private placement closing is expected on or about June 18, 2026, subject to customary closing conditions. According to IceCure, A.G.P./Alliance Global Partners is serving as sole placement agent for the transaction.

How will IceCure (ICCM) use the proceeds from the June 2026 private placement?

IceCure currently intends to use the net proceeds for working capital and other general corporate purposes. According to IceCure, the gross proceeds from this private placement are expected to be approximately $5.5 million before fees and expenses.

What changes are planned for IceCure (ICCM) March 2026 Series B and C warrants?

Subject to shareholder approval, IceCure plans to reduce the exercise price of March 2026 Series B and C warrants from $16.50 to $3.00 per share. According to IceCure, these warrants cover up to 266,666 ordinary shares.

Will IceCure (ICCM) register the resale of shares from the June 2026 private placement?

Yes. IceCure agreed to file an SEC registration statement covering the resale of the ordinary shares and warrant shares sold in the private placement. According to IceCure, this obligation is part of the securities purchase agreement with the investor.