Silo Pharma Announces up to $11.7 Million Private Placement Priced At-The-Market Under Nasdaq Rules

Rhea-AI Summary

Silo Pharma (Nasdaq: SILO) entered definitive agreements for a private placement of 619,965 common shares (or pre-funded warrants) plus Series A-3 and short-term Series A-4 warrants to purchase up to an additional 1,239,930 shares in total, at $6.452 per share and associated warrants.

The upfront aggregate gross proceeds are expected to be approximately $4 million, before fees, with up to approximately $7.7 million in potential additional gross proceeds if all warrants are exercised in cash at an exercise price of $6.21 per share. The offering, led by H.C. Wainwright & Co. as exclusive placement agent, is expected to close on or about July 10, 2026, subject to customary conditions. According to Silo Pharma, net proceeds will be used for working capital and general corporate purposes, and the securities are being issued in a private placement under Section 4(a)(2) and Regulation D, with resale registration statements to be filed for the unregistered securities.

Positive

• $4 million expected upfront gross proceeds from private placement
• Up to approximately $7.7 million additional gross proceeds if warrants fully exercised in cash
• Warrants exercisable immediately at $6.21 per share, with up to five-year term for Series A-3
• Stated use of proceeds supports working capital and general corporate purposes

Negative

• Issuance of 619,965 shares plus warrants adds potential shareholder dilution
• Additional 1,239,930 shares could be issued upon full warrant exercise, increasing overhang
• Offering conducted as unregistered private placement, relying on resale registration for liquidity
• No assurance that warrants will be exercised, making up to $7.7 million proceeds uncertain

Argus Jul 10 session 13 alerts

-26.26% close to close 0.6x rel. volume Open Argus

Details

Market move: SILO -26.26% in the Jul 10 session. at-the-market private placement

-23.5% Trough in 2 hr 48 min

$7.65M Market Cap

On Jul 10, the day this news came out, SILO closed 26.26% below the previous close. Argus tracked a trough of -23.5% from its starting point during tracking. Our momentum scanner recorded 13 alerts for this stock that day.

Data tracked by StockTitan Argus for the Jul 10 session.

Market Context

On Jul 10, the day this news came out, the stock closed 26.3% below the previous close. A steep decl...

Analysis

On Jul 10, the day this news came out, the stock closed 26.3% below the previous close. A steep decline would fit concerns about dilution from the 619,965 new shares and warrants, even with low reported short interest. Prior positive news sometimes met selling, suggesting investors may be sensitive to balance-sheet and capital-structure moves.

Key Figures

Upfront gross proceeds: $4 million Potential warrant proceeds: $7.7 million Common shares issued: 619,965 shares +5 more

Upfront gross proceeds

$4 million

Aggregate gross proceeds from private placement before fees and expenses

Potential warrant proceeds

$7.7 million

Additional gross proceeds if all warrants are exercised for cash

Common shares issued

619,965 shares

Common stock (or pre-funded warrants) to be sold in the placement

Series A-3 warrant amount

619,965 warrants

Series A-3 warrants to purchase common stock

Series A-4 warrant amount

619,965 warrants

Short-term Series A-4 warrants to purchase common stock

Purchase price

$6.452 per share

Per share (or pre-funded warrant) price including associated warrants

Warrant exercise price

$6.21 per share

Exercise price for Series A-3 and Series A-4 warrants

Series A-4 term

18 months

Expiry after effective date of the Resale Registration Statement

Historical Context

5 past events · Latest: Jul 07

5 events

1. Jul 07

   AI platform update

   24h Move

   -9.0%

   Subsidiary QwikAgents joined NVIDIA Developer Program for AI agent platform.

2. Jun 29

   Clinical planning update

   24h Move

   +0.3%

   Robustness study for SPC-15 nasal spray ahead of FDA Type C meeting.

3. Jun 23

   Clinical data update

   24h Move

   +3.7%

   Positive SPC-15 stability data supporting first-in-human Phase 1 trial plans.

4. Jun 18

   Nasdaq compliance

   24h Move

   +5.3%

   Regained compliance with Nasdaq minimum bid price requirement.

5. May 07

   Patent filing

   24h Move

   -0.2%

   Provisional patent for ibogaine-based therapeutic targeting traumatic brain injury.

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

Key Terms

private placement, at-the-market, section 4(a)(2), regulation d, +1 more

5 terms

private placement financial

"at a purchase price of $6.452 per share ... in a private placement priced at-the-market"

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.

at-the-market financial

"at a purchase price of $6.452 per share ... in a private placement priced at-the-market"

"At-the-market" is a method for companies to sell new shares of stock directly into the open market over time, rather than all at once. It allows companies to raise money gradually, similar to selling slices of a pie instead of the entire pie at once, which can help manage the sale's impact on the stock price. This approach gives investors a steady supply of shares while providing companies with flexible funding options.

section 4(a)(2) regulatory

"offered in a private placement under Section 4(a)(2) of the Securities Act of 1933"

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

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

resale registration statement regulatory

"will expire five years after the effective date of the Resale Registration Statement"

A resale registration statement is a document filed with regulators that allows existing shareholders to sell their shares to the public. It provides the necessary legal approval and information for these shares to be resold on the market, helping to increase the availability of shares for trading. For investors, it signals that shares held by current owners can be offered for sale, potentially affecting share prices and market liquidity.

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

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$4 million upfront with up to approximately $7.7 million of potential additional gross proceeds upon the exercise in full of warrants in cash

SARASOTA, FLA., July 10, 2026 (GLOBE NEWSWIRE) -- Silo Pharma, Inc. (Nasdaq: SILO) (“Silo” or “the Company”), a diversified developmental-stage biopharmaceutical company with a therapeutic focus on addressing underserved conditions, including stress-induced psychiatric disorders, chronic pain, and central nervous system (CNS) diseases, today announced that it has entered into definitive agreements for the issuance and sale of 619,965 shares of its common stock (or pre-funded warrants in lieu thereof), Series A-3 warrants to purchase up to an aggregate of 619,965 shares of common stock and short-term Series A-4 warrants to purchase up to an aggregate of 619,965 shares of common stock, at a purchase price of $6.452 per share (or pre-funded warrant in lieu thereof) and associated warrants in a private placement priced at-the-market under Nasdaq rules. The warrants will have an exercise price of $6.21 per share and will be exercisable immediately upon issuance. The Series A-3 warrants will expire five years after the effective date of the Resale Registration Statement (as defined below) and the short-term Series A-4 warrants will expire eighteen months after the effective date of the Resale Registration Statement.

H.C. Wainwright & Co. is acting as the exclusive placement agent for the offering.

The aggregate gross proceeds to the Company from the offering are expected to be approximately $4 million, before deducting placement agent fees and other offering expenses payable by the Company. The potential additional gross proceeds to the Company from the warrants, if fully exercised on a cash basis, will be approximately $7.7 million. No assurance can be given that any of the warrants will be exercised, or that the Company will receive cash proceeds from the exercise of the warrants. The offering is expected to close on or about July 10, 2026, subject to the satisfaction of customary closing conditions. The Company intends to use the net proceeds from the offering for working capital and general corporate purposes.

The securities described above are being offered in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended (the “Act”) and Regulation D promulgated thereunder and, along with the shares of common stock underlying the warrants sold in the offering, have not been registered under the Act or applicable state securities laws. Accordingly, such securities may not be offered or sold in the United States absent registration with the SEC or an applicable exemption from such registration requirements. Pursuant to a registration rights agreement, the Company has agreed to file one or more registration statements with the SEC covering the resale of the unregistered securities to be issued in the offering (the “Resale Registration Statement”).

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

About Silo Pharma, Inc.

Silo Pharma is a diversified developmental-stage biopharmaceutical company with a therapeutic focus on addressing underserved conditions, including stress-induced psychiatric disorders, chronic pain, and central nervous system (CNS) diseases. The Company’s portfolio includes innovative programs such as SPC-15 for post-traumatic stress disorder (PTSD), SP-26 for fibromyalgia and chronic pain, and a preclinical asset targeting Alzheimer’s disease. Silo’s research is conducted in collaboration with leading universities and laboratories. silopharma.com

Forward Looking Statements

This news release contains “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. These statements are identified using words “could”, “believe”, “anticipate”, “intend”, “estimate”, “expect”, “may”, “continue”, “predict”, “potential”, and similar expressions that are intended to identify forward-looking statements. Such statements involve known and unknown risks, uncertainties, and other factors that could cause the actual results of the Company to differ materially from the results expressed or implied by such statements, including statements about the completion of the offering, the satisfaction of customary closing conditions related to the offering, the intended use of proceeds from the offering, the potential exercise of the warrants prior to their expiration and potential proceeds therefrom, changes to anticipated sources of revenues, future economic and competitive conditions, difficulties in developing the Company’s technology platforms, retaining and expanding the Company’s customer base, fluctuations in consumer spending on the Company’s products and other factors. Accordingly, although the Company believes that the expectations reflected in such forward-looking statements are reasonable, there can be no assurance that such expectations will prove to be correct. The Company disclaims any obligations to publicly update or release any revisions to the forward-looking information contained in this press release, whether as a result of new information, future events, or otherwise, after the date of this press release or to reflect the occurrence of unanticipated events except as required by law.

Contact

(800) 705-0120
investors@silopharma.com

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What is the size of Silo Pharma's (SILO) July 2026 private placement?

Silo Pharma expects approximately $4 million in upfront gross proceeds from this private placement. According to Silo Pharma, investors will receive 619,965 shares (or pre-funded warrants) plus Series A-3 and A-4 warrants, with additional potential proceeds of about $7.7 million from warrant exercises.

At what price is Silo Pharma (SILO) pricing its July 2026 private placement?

The private placement is priced at $6.452 per share (or pre-funded warrant) with associated warrants. According to Silo Pharma, the Series A-3 and A-4 warrants carry an exercise price of $6.21 per share and are exercisable immediately upon issuance, subject to their respective expiration dates.

How many shares and warrants are included in Silo Pharma's July 2026 financing (SILO)?

Silo Pharma is issuing 619,965 common shares (or pre-funded warrants) plus Series A-3 and A-4 warrants for up to 619,965 shares each. According to Silo Pharma, this structure creates potential for up to 1,859,895 shares outstanding if all warrants are exercised in cash.

What are the terms of the Series A-3 and A-4 warrants in Silo Pharma's (SILO) offering?

The Series A-3 and A-4 warrants are immediately exercisable at $6.21 per share. According to Silo Pharma, the Series A-3 warrants expire five years after the resale registration’s effective date, while the short-term Series A-4 warrants expire eighteen months after that effective date.

How will Silo Pharma (SILO) use the proceeds from its July 2026 private placement?

Silo Pharma plans to use the net proceeds for working capital and general corporate purposes. According to Silo Pharma, the company expects approximately $4 million in upfront gross proceeds, before fees, with additional potential cash if investors exercise the attached warrants.

Is Silo Pharma's July 2026 (SILO) private placement registered with the SEC?

The securities are being issued in an unregistered private placement under Section 4(a)(2) and Regulation D. According to Silo Pharma, the company has agreed to file resale registration statements with the SEC covering the unregistered securities and underlying warrant shares.