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8-KAccepted Sep 18, 4:08 PM ET

CapsoVision, Inc. Announces $18M Registered Direct Offering

CVCapsoVision, Inc

Accepted (ET)

4:08 PM

Sep 18, 2026

Filed

Sep 18, 2026

Documents

14

Size

354.8 KB

Summary

CapsoVision, Inc. Announces $18M Registered Direct Offering

Updated

What Happened
CapsoVision, Inc. announced it entered into a securities purchase agreement on September 17, 2026, for a registered direct offering of 3,163,444 shares of common stock at $5.69 per share. The aggregate gross proceeds are approximately $18 million (before offering expenses), and the offering is expected to close on or about September 18, 2026, subject to customary closing conditions. The offering is being made without an underwriter or placement agent and is being conducted under the Company’s effective Form S-3 registration statement.

Key Details

  • Shares offered: 3,163,444 common shares at $5.69 per share (≈5% discount to the last reported Nasdaq sale price on Sept 16, 2026).
  • Aggregate gross proceeds: approximately $18.0 million (before expenses).
  • Purchasers: all existing stockholders. Star One Global Capital Limited (owned by Ching‑Hang Shen) is buying 878,734 shares ($5.0M); Eliyahou Harari is buying 1,757,469 shares ($10.0M); another existing holder (owns <5%) is buying 527,241 shares (~$3.0M). Shen and Harari are related persons (each beneficially owns >5% of outstanding common stock).
  • Corporate approvals and documents: The board approved the offering; the audit committee reviewed and approved related-person aspects under company policy. The Purchase Agreement contains customary representations and closing conditions; a legal opinion from O’Melveny & Myers LLP is included in the filing.

Why It Matters
This transaction will raise immediate cash (≈$18M) for general corporate purposes including sales & marketing, R&D, G&A, and working capital, which can support operations and strategic initiatives. Because the shares are being issued at a ~5% discount and to existing/related stockholders, investors should note both the potential impact on share supply (issuance of 3,163,444 new shares) and the endorsement signaled by insider participation. The offering is registered, board-approved, and subject to customary closing conditions.

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