IGC Pharma Raises Capital to Advance IGC-AD1 Phase 2 Trial

Rhea-AI Summary

IGC Pharma (NYSE American: IGC) announced a registered direct offering of 779,997 shares at $0.30 per share, expected to raise approximately $234,000 in gross proceeds on January 5, 2026. The company said net proceeds will be used for working capital and general corporate purposes, including continued funding of its IGC-AD1 Phase 2 clinical development program for Alzheimer’s disease.

The shares were offered under an effective shelf registration on Form S-3 (File No. 333-276330) declared effective January 8, 2024. Management described the new investors as long-term, strategic supporters who may provide experience and networks to advance IGC’s clinical programs.

Positive

• Gross proceeds of $234,000 to fund operations
• Issued 779,997 shares to support Phase 2 program
• Investors described as strategic partners with experience

Negative

• Common stock issuance will result in share dilution for existing holders
• Proceeds of $234,000 are limited relative to typical Phase 2 development costs

Key Figures

Registered direct shares 779,997 shares Common stock sold under 2025 Subscription Agreement at $0.30

Offering price $0.30 per share Purchase price in January 5, 2026 registered direct offering

Gross proceeds $234,000 Expected gross proceeds before expenses from January 2026 offering

Resale registration shares 978,235 shares Shares covered by amended S-3/A resale registration

Moran share purchase $200,000 588,235 shares at $0.34 under 2024 agreement in S-3/A

Quarterly revenue $191,000 Revenue for quarter ended September 30, 2025 (10-Q)

Quarterly net loss $1.821 million Net loss for quarter ended September 30, 2025 (10-Q)

Cash balance $1.105 million Cash and cash equivalents at September 30, 2025 (10-Q)

Market Reality Check

$0.3003 Last Close

Volume Today's volume of 380,593 shares is below the 20-day average of 978,632 (relative volume 0.39). low

Technical Price at 0.291 is trading below the 200-day MA of 0.34.

Peers on Argus 1 Up

Peers show mixed moves: CASI -4.96%, ESLA -8.55%, KLTO +12.11%, LSB -20.62%, LTRN +3.32%. One peer, KLTO, appears in momentum scans, suggesting stock‑specific rather than broad sector flows.

Common Catalyst Capital-raising activity among small-cap biotech peers, with ESLA also announcing a registered direct offering and concurrent private placement.

Historical Context

Date	Event	Sentiment	Move	Catalyst
Dec 19	Patent issuance	Positive	-10.7%	USPTO issued new patent for microdose-based cannabinoid treatment.
Dec 15	Policy positioning	Positive	-3.9%	Company positioned as beneficiary of possible Schedule III reclassification.
Dec 10	Analyst coverage	Positive	+14.8%	Analyst raised price target citing potential future clinical catalysts.
Dec 09	Trial enrollment	Positive	+2.5%	Reported 65% enrollment milestone in Phase 2 CALMA Alzheimer’s trial.
Dec 02	Educational outreach	Neutral	-2.9%	Announced publication of caregiver-focused Alzheimer’s disease book.

Pattern Detected

Recent fundamentally positive or strategic news has often met with weak or negative next-day price reactions, with only some clinical/coverage items moving the stock higher.

Recent Company History

Over the past months, IGC Pharma has focused on advancing Alzheimer’s-related programs and visibility. On Dec 9, 2025, it reported reaching 65% enrollment in the Phase 2 CALMA trial, followed on Dec 10 by an analyst coverage update that raised a price target. Other updates included a new U.S. patent on Dec 19, commentary on potential Schedule III cannabinoid reclassification on Dec 15, and publication of a caregiver book on Dec 2. Today’s financing ties directly into funding the same Phase 2 IGC‑AD1 program.

Regulatory & Risk Context

Active S-3 Shelf Registration 2025-12-03

$200,000 registered capacity

An effective Form S-3/A resale registration filed on Dec 3, 2025 covers up to 978,235 shares for existing holders, including 588,235 shares issued for $200,000 at $0.34 and 390,000 option shares. The company does not receive proceeds from these resales but bears registration costs, while the active shelf structure facilitates potential secondary sales by current security holders.

Market Pulse Summary

This announcement details a registered direct sale of 779,997 shares at $0.30 for expected gross proceeds of $234,000 to support the Phase 2 IGC‑AD1 trial and general corporate needs. In context, IGC last reported cash of $1.105 million and a quarterly net loss of $1.821 million, highlighting the importance of incremental funding. Investors may track future financing steps, progress toward Phase 2 completion in early 2026, and any additional use of the effective resale registration.

Key Terms

subscription agreement financial

"entered into a Subscription Agreement (the "2025 SA") with a group of investors"

A subscription agreement is a legal contract in which an investor agrees to buy a specific number of a company’s shares or other securities under set terms, including price, payment method and conditions for closing the sale. It matters to investors because it legally locks in their purchase and the company’s obligations, determines ownership percentage and any investor rights, and can include conditions or promises that affect future control or returns—like signing a detailed purchase order for equity.

registered direct offering financial

"shares of common stock in a registered direct offering, at a purchase price"

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.

shelf registration statement regulatory

"offered pursuant to an effective shelf registration statement on Form S-3"

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 s-3 regulatory

"effective shelf registration statement on Form S-3 (File No. 333-276330)"

Form S-3 is a legal document companies use to register their stock sales with the government, making it easier and faster for them to raise money by selling shares to investors. It’s like having a pre-approved shopping list that lets a company quickly sell new shares when they need funds, without going through a lengthy approval process each time.

prospectus supplement regulatory

"and a related prospectus supplement filed with the SEC."

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.

AI-generated analysis. Not financial advice.

- New Financing Supports Disciplined Clinical Execution and Value Creation in Alzheimer's Drug Development -

POTOMAC, MARYLAND / ACCESS Newswire / January 5, 2026 / IGC Pharma, Inc. (NYSE American:IGC) ("IGC" or the "Company"), a clinical-stage biotechnology company leveraging Artificial Intelligence (AI) to develop innovative treatments for Alzheimer's disease, today announced that it has entered into a Subscription Agreement (the "2025 SA") with a group of investors for the purchase and sale of an aggregate of 779,997 shares of common stock in a registered direct offering, at a purchase price of $0.30 per share. Gross proceeds from the offering are expected to be approximately $234,000, before deducting estimated offering expenses payable by the Company.

"We're pleased to welcome a group of sophisticated, long-term investors who understand both the science and the opportunity ahead of us. These shareholders bring more than capital - they bring experience, conviction, and networks that can meaningfully support IGC's growth. We view them as partners and ambassadors as we advance our clinical programs and expand the Company's visibility in the market." said Ram Mukunda, CEO of IGC Pharma.

The Company intends to use the net proceeds for working capital and general corporate purposes, including continued funding of its Phase 2 clinical development program for IGC-AD1. The shares were offered pursuant to an effective shelf registration statement on Form S-3 (File No. 333-276330), which was declared effective by the U.S. Securities and Exchange Commission (the "SEC") on January 8, 2024, and a related prospectus supplement filed with the SEC.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities, 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 IGC Pharma (dba IGC):

IGC Pharma (NYSE American: IGC) is a clinical-stage biotechnology company leveraging AI to develop innovative treatments for Alzheimer's and metabolic disorders. Our lead asset, IGC-AD1, is a cannabinoid-based therapy currently in a Phase 2 trial (CALMA) for agitation in Alzheimer's dementia. Our pipeline includes TGR-63, targeting amyloid plaques, and early-stage programs focused on neurodegeneration, tau proteins, and metabolic dysfunctions. We integrate AI to accelerate drug discovery, optimize clinical trials, and enhance patient targeting. With a complete patent portfolio and a commitment to innovation, IGC Pharma is advancing breakthrough therapies.

Forward-Looking Statements:

This press release contains forward-looking statements. These forward-looking statements are based largely on IGC Pharma's expectations and are subject to several risks and uncertainties, certain of which are beyond IGC Pharma's control. Actual results could differ materially from these forward-looking statements as a result of, among other factors, the Company's failure or inability to commercialize one or more of the Company's products or technologies, including the products or formulations described in this release, or failure to obtain regulatory approval for the products or formulations, where required, or government regulations affecting AI or the AI algorithms not working as intended or producing accurate predictions; general economic conditions that are less favorable than expected; the FDA's general position regarding cannabis- and hemp-based products; and other factors, many of which are discussed in IGC Pharma's U.S. Securities and Exchange Commission ("SEC") filings. IGC incorporates by reference its Annual Report on Form 10-K filed with the SEC on June 27, 2025, as if fully incorporated and restated herein. Considering these risks and uncertainties, there can be no assurance that the forward-looking information contained in this release will occur. IGC Pharma, Inc. assumes no obligation to update forward-looking statements contained in this release as the result of new information or future events or developments.

Contact Information:

Rosalyn Christian / John Nesbett
IMS Investor Relations
igc@imsinvestorrelations.com
(203) 972-9200

SOURCE: IGC Pharma, Inc.

View the original press release on ACCESS Newswire

FAQ

What did IGC announce on January 5, 2026 regarding financing?

IGC announced a registered direct offering of 779,997 shares at $0.30 per share to raise about $234,000 in gross proceeds.

How will IGC use the proceeds from the offering (IGC)?

The company intends to use net proceeds for working capital and general corporate purposes, including funding the IGC-AD1 Phase 2 program.

Under what registration was IGC able to sell the shares?

The shares were offered under an effective shelf registration on Form S-3 (File No. 333-276330), declared effective January 8, 2024.

How many shares did IGC offer and at what price (IGC)?

IGC offered 779,997 shares at a purchase price of $0.30 per share.

Does the offering change IGC's clinical plans for IGC-AD1?

The company said proceeds will support continued funding of the IGC-AD1 Phase 2 clinical development program.