Caring Brands, Inc. Completes Additional Private Placement Closing

What Happened

• Caring Brands, Inc. (CABR) announced on September 11, 2026 that it completed a subsequent closing under a Securities Purchase Agreement entered August 21, 2026. At the Subsequent Closing the company issued 2,549.9 shares of Series B Convertible Preferred Stock and issued Series A and Series B warrants to purchase up to 2,549,900 shares of common stock each, for aggregate gross proceeds of $2,549,900.
• Following this closing, the Offering has resulted in an aggregate issuance of 7,149.9 shares of Series B Preferred Stock and Series A and B warrants to purchase up to 7,149,900 shares of common stock each, for total gross proceeds of $7,149,900 to date. The Series B shares issued at the Subsequent Closing are initially convertible into an aggregate of 3,642,714 common shares at an initial conversion price of $0.70 per share, subject to adjustment and a 19.99% exchange cap and other beneficial ownership limits disclosed previously.

Key Details

• Subsequent Closing date: September 11, 2026; proceeds: $2,549,900.
• Aggregate issued in Offering to date: 7,149.9 Series B Preferred shares; warrants to purchase up to 7,149,900 common shares (Series A) and 7,149,900 common shares (Series B); total gross proceeds $7,149,900.
• Conversion/exercise economics: Series B conversion price $0.70/share (3,642,714 shares from the recent tranche); Series A warrant exercise price $0.825; Series B warrant exercise price $0.95.
• Securities sold to accredited investors under Section 4(a)(2) and Rule 506(b) (private placement); the securities and shares issuable upon conversion/exercise are not registered.

Why It Matters

• Financing and dilution: The company has raised $7.15M so far under this private placement, with additional subscribed amounts previously disclosed but not yet closed. The convertible preferred stock and warrants, if converted/exercised, could materially increase the number of outstanding common shares and dilute existing shareholders — although conversion is subject to a 19.99% exchange cap and other ownership limits.
• Liquidity and registration: The new securities were sold in a private offering to accredited investors and the shares issuable on conversion/exercise are unregistered, meaning resale will be restricted unless registered or an exemption applies. Investors should monitor future closings, registration efforts, and any filings that quantify fully diluted share counts.