Pulsenmore Announces Pricing of $7.5 Million Private Placement with a Single Healthcare Focused Institutional Investor

Rhea-AI Summary

Pulsenmore (NASDAQ: PLSM) priced a $7.5 million private placement with a single healthcare-focused institutional investor. The deal covers 1,562,500 ordinary shares (or pre-funded warrants) plus warrants for 1,562,500 shares at a combined purchase price of $4.80, above the Nasdaq Minimum Price.

Warrants are immediately exercisable at $4.80 for five years. Closing is expected on or about June 26, 2026. Net proceeds are earmarked for marketing, commercialization, working capital and general corporate purposes.

Positive

• Gross proceeds of approximately $7.5 million to fund operations and growth
• Pricing at $4.80 per share, a premium to the Nasdaq Minimum Price
• Participation by a single healthcare-focused institutional investor
• Ordinary warrants immediately exercisable for up to 1,562,500 shares at $4.80
• Pre-funded warrants with a minimal exercise price of $0.0001 per share

Negative

• Issuance of up to 1,562,500 new shares plus the same amount via warrants may dilute existing holders
• Private placement relies on exemptions, and resale requires a future SEC registration statement
• Offering closing remains subject to customary closing conditions, adding execution risk

News Market Reaction – PLSM

-10.47%

39 alerts

-10.47% Session close to close

-25.5% Trough in 5 hr 24 min

$42.85M Market Cap

0.2x Rel. Volume

In the Jun 25 session, PLSM declined 10.47%, reflecting a significant negative market reaction. Argus tracked a trough of -25.5% from its starting point during tracking. Our momentum scanner triggered 39 alerts that day, indicating elevated trading interest and price volatility.

Data tracked by StockTitan Argus on the day of publication.

Market Context

The stock dropped -10.5% in the session following this news. A negative reaction despite positive gr...

Analysis

The stock dropped -10.5% in the session following this news. A negative reaction despite positive growth ambitions fits a pattern where financings raise dilution concerns. The $7.5 million placement and attached warrants may pressure sentiment even as proceeds support commercialization and U.S. expansion plans.

Key Figures

Gross proceeds: $7.5 million Ordinary shares offered: 1,562,500 shares Investor warrants: 1,562,500 ordinary warrants +5 more

8 metrics

Gross proceeds $7.5 million Expected from the private placement before fees

Ordinary shares offered 1,562,500 shares Ordinary shares (or pre-funded warrants) sold in the placement

Investor warrants 1,562,500 ordinary warrants Warrants to purchase ordinary shares issued with the placement

Purchase price $4.80 per share + warrant Combined purchase price per ordinary share and accompanying warrant

Pre-funded warrant price $4.7999 per unit Per pre-funded warrant and accompanying ordinary warrant

Warrant exercise price $4.80 per share Exercise price of ordinary warrants issued in the placement

Warrant term 5 years Ordinary warrants expire five years after issuance

Pre-funded warrant exercise price $0.0001 per share Exercise price for pre-funded warrants, exercisable immediately

Historical Context

5 past events · Latest: Jun 24 (Positive)

Pattern 5 events

Date	Event	Sentiment	24h Move	Catalyst
Jun 24	Strategic partnership	Positive	+93.3%	Ouma Health partnership to integrate home ultrasound into U.S. virtual care.
Mar 30	Earnings results	Positive	+0.0%	Full-year 2025 results with sharp revenue growth and narrowed net loss.
Mar 25	Earnings call notice	Neutral	-5.5%	Announcement of timing and speakers for full-year 2025 earnings call.
Feb 09	Commercial agreement	Positive	+0.9%	Commercial services agreement to deploy home ultrasound in Maryland clinics.
Feb 02	First U.S. engagement	Positive	+4.8%	First U.S. commercial engagement following FDA clearance for home ultrasound.

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

Pattern Detected

Recent Pulsenmore news with clear commercial or partnership catalysts has more often led to positive price moves than to muted or negative reactions.

Key Terms

securities purchase agreement, pre-funded warrants, ordinary warrants, section 4(a)(2), +2 more

6 terms

securities purchase agreement financial

"it has entered into a securities purchase agreement with a healthcare-focused institutional investor"

A securities purchase agreement is a written contract between a buyer and a seller outlining the terms for buying or selling financial assets such as stocks or bonds. It specifies details like the price, quantity, and conditions of the transaction, similar to a shopping list with agreed-upon terms. For investors, it provides clarity and legal protection when transferring ownership of these financial instruments.

pre-funded warrants financial

"1,562,500 ordinary shares (or pre-funded warrants in lieu thereof) and ordinary warrants"

Pre-funded warrants are financial instruments that give investors the right to purchase a company's stock at a set price, but with most or all of the purchase price paid upfront. They function like a coupon or gift card for stock, allowing investors to buy shares later at a fixed price, which can be beneficial if they want to avoid future price increases. This makes them important for investors seeking flexibility and certainty in their investment plans.

ordinary warrants financial

"and ordinary warrants to purchase up to 1,562,500 ordinary shares in a private placement"

A warrant that gives its holder the right to buy ordinary shares (common stock) at a fixed price for a set period. Think of it as a coupon that lets an investor purchase a share later at a predetermined price; if the market price rises above that price the coupon is valuable, otherwise it may expire worthless. Investors care because exercising warrants can amplify gains but also dilute existing shareholders by increasing the number of shares outstanding.

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.

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.

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.

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RAMAT GAN, Israel, June 25, 2026 /PRNewswire/ -- Pulsenmore Ltd. (NASDAQ: PLSM) (TASE: PLSM), a pioneer in home ultrasound technology, today announced that it has entered into a securities purchase agreement with a healthcare-focused institutional investor, for the purchase and sale of 1,562,500 ordinary shares (or pre-funded warrants in lieu thereof) and ordinary warrants to purchase up to 1,562,500 ordinary shares in a private placement at a combined purchase price of $4.80 per ordinary share and accompanying warrant  (or $4.7999 per pre-funded warrant and accompanying ordinary warrant), representing a premium to the Nasdaq Minimum Price under Nasdaq rules. The gross proceeds from the offering are expected to be approximately $7.5 million, before deducting placement agent commissions and other estimated offering expenses. The ordinary warrants will have an exercise price of $4.80 per share, will be exercisable immediately upon issuance, and will expire five years following the date of issuance. The pre-funded warrants will have at an exercise price of $0.0001 per share and will be exercisable immediately until exercised in full.

Elazar Sonnenschein, Chief Executive Officer of Pulsenmore commented, "This financing supports our next phase of growth and is intended to enable us to further expand our commercial footprint, particularly in the U.S. market, increase market penetration, and execute on strategic initiatives designed to drive long-term growth. We remain focused on advancing our mission, strengthening our market position, and delivering sustainable value to all stakeholders."

The closing of the Offering is expected to occur on or about June 26, 2026, subject to the satisfaction of customary closing conditions. The Company currently intends to use the net proceeds from the Offering for marketing and commercialization activities, 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.

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 Pulsenmore

Pulsenmore Ltd. is dedicated to revolutionizing maternal health through home-use ultrasound technology that connects mothers and healthcare providers remotely. By leveraging advanced imaging and telemedicine, Pulsenmore makes prenatal care patient-centric, expanding access and improving continuity of care. For more information, visit www.pulsenmore.com 

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. In particular, statements using words such as "may," "seek," "will," "consider," "likely," "assume," "estimate," "expect," "anticipate," "intend," "believe," "contemplate," "do not believe," "aim," "goal," "due," "predict," "plan," "project," "continue," "potential," "positioned," "guidance," "objective," "outlook," "trends," "future," "could," "would," "should," "target," "on track" or their negatives or variations, and similar terminology and words of similar import, generally involve future or forward-looking statements. Such forward-looking statements include, but are not limited to, the anticipated gross proceeds from the Offering, the intended use of proceeds therefrom, the satisfaction of customary closing conditions, and the expected timing and completion of the Offering. Forward-looking statements reflect Pulsenmore's current views, plans, or expectations with respect to future events or financial performance. They are inherently subject to significant business, economic, competitive, and other risks, uncertainties, and contingencies. Forward-looking statements are based on Pulsenmore's current expectations and are subject to inherent uncertainties, risks and assumptions that are difficult to predict, including, but not limited to, the following: the Company's lack of operating history; the Company's current and future capital requirements and the Company's belief that its existing cash will be sufficient to fund its operations for more than one year from the date that the financial statements are issued; the Company's ability to manufacture, market and sell its products and to generate revenues; the Company's ability to maintain its relationships with key partners and grow relationships with new partners; the Company's ability to maintain or protect the validity of its U.S. and other patents and other intellectual property; the Company's ability to launch and penetrate markets in new locations and new market segments; the Company's ability to retain key executive members and hire additional personnel; the Company's ability to maintain and expand intellectual property rights; interpretations of current laws and the passages of future laws; the Company's ability to achieve greater regulatory compliance needed in existing and new markets; the Company's ability to achieve key performance milestones in its planned operational testing; the Company's ability to establish adequate sales, marketing and distribution channels; security, political and economic instability in the Middle East that could harm its business; and acceptance of the Company's business model by investors. Further, certain forward-looking statements are based on assumptions as to future events that may not prove to be accurate. For a more detailed description of the risks and uncertainties affecting the Company, reference is made to the Company's reports filed from time to time with the SEC, including, but not limited to, the risks, uncertainties and other factors included in the Company's Annual Report on Form 20-F for the fiscal year ended December 31, 2025 filed with the SEC on March 30, 2026 and in subsequent filings with the SEC. The inclusion of forward-looking statements in this or any other communication should not be considered as a representation by Pulsenmore or any other person that current plans or expectations will be achieved. Forward-looking statements speak only as of the date on which they are made, and Pulsenmore undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future developments, or otherwise, except as otherwise required by law.

Investor Contact:

Miri Segal-Scharia
MS-IR LLC
msegal@ms-ir.com 

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SOURCE Pulsenmore Ltd.

FAQ

What did Pulsenmore (NASDAQ: PLSM) announce about its June 2026 private placement?

Pulsenmore announced a $7.5 million private placement with a single healthcare-focused institutional investor. According to Pulsenmore, it will issue 1,562,500 ordinary shares or pre-funded warrants plus warrants for 1,562,500 shares at a combined purchase price of $4.80.

What are the pricing terms of Pulsenmore’s new PLSM securities offering?

The private placement is priced at a combined $4.80 per ordinary share and warrant. According to Pulsenmore, this represents a premium to the Nasdaq Minimum Price, with ordinary warrants also carrying a $4.80 exercise price and five-year term.

When is the Pulsenmore (PLSM) private placement expected to close?

The private placement closing is expected on or about June 26, 2026. According to Pulsenmore, completion is subject to satisfaction of customary closing conditions, which must be met before funds are received and securities are issued.

How will Pulsenmore use the proceeds from the $7.5 million PLSM private placement?

Pulsenmore plans to use net proceeds for marketing and commercialization, working capital and general corporate purposes. According to Pulsenmore, the financing is intended to support expansion of its commercial footprint, particularly in the U.S., and fund strategic growth initiatives.

What are the key warrant terms in Pulsenmore’s June 2026 PLSM financing?

The ordinary warrants are immediately exercisable at $4.80 per share and expire five years after issuance. According to Pulsenmore, pre-funded warrants have a $0.0001 exercise price and are exercisable immediately until fully exercised, potentially adding future share issuance.

Is Pulsenmore’s June 2026 PLSM private placement registered with the SEC?

The securities are being offered under Section 4(a)(2) and/or Regulation D exemptions and are initially unregistered. According to Pulsenmore, the company has agreed to file an SEC registration statement covering resale of the ordinary shares and warrant shares.