Mama’s Creations Announces Pricing of $100 Million Public Offering of Common Stock

Rhea-AI Summary

Mama’s Creations (Nasdaq:MAMA) priced a registered underwritten public offering of 5,555,556 shares of common stock at $18.00 per share, targeting gross proceeds of about $100 million before fees. Underwriters hold a 30-day option for 833,333 additional shares, which could raise gross proceeds to roughly $115 million. The offering is expected to close on July 1, 2026, subject to customary conditions. Net proceeds are intended for working capital and general corporate purposes, including potential acquisitions for which there are currently no agreements.

Positive

• Primary offering size of approximately $100 million in gross proceeds
• Upsize option could increase gross proceeds to about $115 million
• Use of proceeds targeted for working capital and general corporate purposes
• Flexibility to fund potential acquisitions of complementary businesses or assets

Negative

• Issuance of up to 6,388,889 new shares may dilute existing shareholders if fully exercised
• Underwritten public equity offering increases share count rather than using non-dilutive financing

News Market Reaction – MAMA

-13.56% 2.2x vol

31 alerts

-13.56% Session close to close

-12.0% Trough in 21 hr 8 min

$840.59M Market Cap

2.2x Rel. Volume

In the Jun 30 session, MAMA declined 13.56%, reflecting a significant negative market reaction. Argus tracked a trough of -12.0% from its starting point during tracking. Our momentum scanner triggered 31 alerts that day, indicating elevated trading interest and price volatility. Trading volume was elevated at 2.2x the daily average, suggesting increased selling activity.

Data tracked by StockTitan Argus on the day of publication.

Market Context

The stock dropped -13.6% in the session following this news. A negative reaction despite positive ba...

Analysis

The stock dropped -13.6% in the session following this news. A negative reaction despite positive balance-sheet effects fits a pattern where good fundamentals met selling pressure. The raise of up to $115 million adds dilution risk, while relatively low short interest may limit any sharp short-covering reversals.

Key Figures

Offering size: $100 million gross proceeds Shares offered: 5,555,556 shares Offering price: $18.00 per share +5 more

8 metrics

Offering size $100 million gross proceeds Public offering of common stock before fees and expenses

Shares offered 5,555,556 shares Registered underwritten public offering

Offering price $18.00 per share Public offering price for common stock

Underwriters’ option 833,333 additional shares 30-day option to purchase extra shares at offering price

Max gross proceeds $115 million gross proceeds If underwriters’ option is exercised in full

Automatic shelf date June 29, 2026 Form S-3ASR became effective for open-ended shelf

Shares outstanding 40,941,735 shares Common stock outstanding as of June 24, 2026

Wasatch ownership 2,077,031 shares (5.1%) Beneficial ownership reported in Schedule 13G/A

Historical Context

5 past events · Latest: Jun 08 (Positive)

Pattern 5 events

Date	Event	Sentiment	24h Move	Catalyst
Jun 08	Earnings results	Positive	-7.3%	Q1 fiscal 2027 revenue and earnings grew strongly with higher EBITDA.
Jun 04	Investor conferences	Positive	+4.2%	Participation in multiple June investor conferences to engage institutions.
Jun 02	Product showcase	Positive	+2.7%	Showcasing new deli prepared foods and formats at IDDBA 2026.
May 26	Earnings call notice	Neutral	-2.8%	Announcement of timing and details for upcoming Q1 earnings call.
May 12	Investor outreach	Positive	+0.5%	Spring 2026 conference attendance highlighting growth and distribution goals.

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

Pattern Detected

Recent history shows strong fundamental updates can trigger selloffs, while conference and marketing news often see aligned positive reactions.

Key Terms

registered underwritten public offering, automatic shelf registration, form s-3, prospectus supplement, +1 more

5 terms

registered underwritten public offering financial

"today announced the pricing of its registered underwritten public offering of 5,555,556 shares"

A registered underwritten public offering is when a company files official paperwork with regulators to sell new shares or bonds to the public and hires one or more investment banks to buy those securities from the company and resell them to investors. For investors, it matters because it brings new supply that can dilute existing holdings, signals the company’s need for cash, and typically sets the market price through a coordinated sale rather than piecemeal trades — think of a store placing a guaranteed bulk order through a distributor who then resells individual items to customers.

automatic shelf registration regulatory

"The offering is being made pursuant to an automatic shelf registration statement on Form S-3"

Automatic shelf registration is a process that allows companies to register securities with regulators in advance, so they can sell new shares or bonds quickly whenever market conditions are favorable. For investors, this means companies can raise money more efficiently, often leading to more timely investment opportunities. It helps ensure that companies can respond swiftly to financing needs without lengthy approval delays.

form s-3 regulatory

"automatic shelf registration statement on Form S-3, including a base prospectus"

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

"A preliminary prospectus supplement and accompanying base prospectus relating to and describing the terms"

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.

underwriting discounts and commissions financial

"at the public offering price, less underwriting discounts and commissions"

Underwriting discounts and commissions are fees paid to financial institutions that help sell new securities to investors. They act like a commission for their role in connecting companies with buyers, often reducing the amount of money the issuing company raises. For investors, understanding these costs helps gauge how much of their investment is going toward the actual securities versus fees paid to middlemen.

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

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EAST RUTHERFORD, New Jersey, June 29, 2026 (GLOBE NEWSWIRE) -- Mama’s Creations, Inc. (Nasdaq: MAMA) (“Mama’s Creations” or the “Company”), a leading national marketer and manufacturer of fresh deli prepared foods, today announced the pricing of its registered underwritten public offering of 5,555,556 shares of its common stock, par value $0.00001 per share (“Common Stock”) at a public offering price of $18.00 per share, resulting in gross proceeds to the Company of approximately $100 million, before deducting the underwriters’ discount and commissions and estimated offering fees and expenses. In addition, Mama’s Creations has granted the underwriters a 30-day option to purchase up to an additional 833,333 shares of Common Stock at the public offering price, less underwriting discounts and commissions. If the underwriters exercise their option in full, the expected gross proceeds of the offering, before deducting the underwriters’ discount and commissions and estimated offering fees and expenses, would be approximately $115 million. The offering is expected to close on July 1, 2026, subject to customary closing conditions.

The Company intends to use the net proceeds from the offering for working capital and general corporate purposes, which may include, among other things, funding the acquisition of businesses or other assets that it believes are complementary to its own, although it currently has no arrangements or commitments with respect to any such transaction.

William Blair & Company, L.L.C. and D.A. Davidson & Co. are serving as lead book-running managers for the offering. Craig-Hallum Capital Group LLC, Lake Street Capital Markets, LLC and Roth Capital Partners, LLC are acting as co-managers for the offering.

The offering is being made pursuant to an automatic shelf registration statement on Form S-3, including a base prospectus, that was filed with the Securities and Exchange Commission (the “SEC”) and became effective on June 29, 2026 and is available on the SEC’s website located at www.sec.gov. A preliminary prospectus supplement and accompanying base prospectus relating to and describing the terms of the offering has been filed with the SEC and is available on the SEC’s website. A final prospectus supplement relating to the offering will be filed with the SEC and will be available on the SEC’s website. When available, copies of the final prospectus supplement and the accompanying base prospectus may be obtained, for free by contacting: William Blair & Company, L.L.C., Attn: Prospectus Department, 150 North Riverside Plaza, Chicago, Illinois 60606, by telephone at 1-800-621-0687 or by email at: prospectus@williamblair.com; or D.A. Davidson & Co., Attn: Equity Syndicate Department, 1325 Avenue of the Americas, 17th Floor, New York, New York 10019, by telephone at 1-800-332-5915, or by email at: prospectusrequest@dadco.com.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy any of the securities described herein, 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 Mama’s Creations, Inc.

Mama’s Creations, Inc. (Nasdaq: MAMA) is a leading marketer and manufacturer of fresh deli prepared foods, found in over 12,000 grocery, mass, club and convenience stores nationally. The Company’s broad product portfolio, born from MamaMancini’s rich history in Italian foods, now consists of a variety of high quality, fresh, clean and easy to prepare foods to address the needs of both our consumers and retailers. Our vision is to become a one-stop-shop deli solutions platform, leveraging vertical integration and a diverse family of brands to offer a wide array of prepared foods to meet the changing demands of the modern consumer.

Forward-Looking Statements

This press release contains “forward-looking statements.” Forward-looking statements reflect the current view about future events. When used in this press release, the words “anticipate,” “believe,” “estimate,” “expect,” “future,” “intend,” “plan” or the negative of these terms and similar expressions, as they relate to us or our management, identify forward-looking statements. Such statements include, but are not limited to, risks associated with market conditions and the satisfaction of customary closing conditions related to the offering and uncertainties related to the offering, the use of proceeds from the offering, statements contained in this press release relating to our business strategy, our future operating results and liquidity and capital resources outlook. Forward-looking statements are based on our current expectations and assumptions regarding our business, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. These statements involve known and unknown risks, uncertainties and other factors which may cause the results of Mama’s Creations to be materially different than those expressed or implied in such statements. Certain of these risk factors and others are included in documents Mama’s Creations files with the Securities and Exchange Commission, including but not limited to, the Company’s Annual Report on Form 10-K for the year ended January 31, 2026, as well as subsequent reports filed with the SEC. Other unknown or unpredictable factors also could have material adverse effects on Mama’s Creations’ future results. The forward-looking statements included in this press release are made only as of the date hereof. Mama’s Creations cannot guarantee future results, levels of activity, performance or achievements. Accordingly, you should not place undue reliance on these forward-looking statements. Finally, Mama’s Creations expressly disclaims any intent or obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.

For investor inquiries, please contact:

Lucas A. Zimmerman
Managing Director
MZ Group – MZ North America
(949) 259-4987
MAMA@mzgroup.us
www.mzgroup.us

FAQ

What did Mama’s Creations (Nasdaq:MAMA) announce about its June 2026 stock offering?

Mama’s Creations announced pricing of a public offering of 5,555,556 common shares at $18.00 per share. According to Mama’s Creations, this is expected to generate about $100 million in gross proceeds before underwriting discounts, commissions, and offering expenses.

How many shares are included in the MAMA June 2026 public offering and overall share count?

The base offering covers 5,555,556 common shares, with an underwriter option for 833,333 additional shares. According to Mama’s Creations, full exercise would bring total issued offering shares to 6,388,889, increasing the company’s outstanding share count.

What is the price per share for the Mama’s Creations (MAMA) June 2026 stock offering?

The public offering is priced at $18.00 per share of common stock. According to Mama’s Creations, this pricing implies expected gross proceeds of around $100 million before fees, or approximately $115 million if the underwriters’ option is fully exercised.

How much capital could Mama’s Creations (MAMA) raise from this public stock offering?

Mama’s Creations expects about $100 million in gross proceeds from the base deal. According to Mama’s Creations, if underwriters fully exercise their 30-day option, total gross proceeds would increase to roughly $115 million, both figures stated before offering-related costs.

What will Mama’s Creations use the proceeds from the June 2026 MAMA offering for?

Net proceeds are earmarked for working capital and general corporate purposes. According to Mama’s Creations, this may include funding acquisitions of complementary businesses or assets, though the company currently has no arrangements or commitments for any specific transaction.

When is the Mama’s Creations (MAMA) public offering expected to close?

The closing of the offering is expected on July 1, 2026, subject to customary conditions. According to Mama’s Creations, completion depends on standard closing requirements typically seen in underwritten public equity offerings in the U.S. capital markets.

Who are the underwriters for the June 2026 Mama’s Creations (MAMA) stock offering?

William Blair and D.A. Davidson are serving as lead book-running managers for the offering. According to Mama’s Creations, Craig-Hallum, Lake Street Capital Markets, and Roth Capital Partners are acting as co-managers on the common stock transaction.