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重大事件 即時報告 8-K 2026-07-22

DarioHealth 宣布以每股6.80美元進行約2350萬美元註冊直接發行

於 SEC 網站開啟原文

AI 繁中摘要

DarioHealth(納斯達克:DRIO,一間以AI驅動嘅醫療保健科技公司)今日宣佈,已與現有長期機構投資者及新加入嘅全球基本投資者簽訂證券購買協議,進行一項總額約2,350萬美元嘅註冊直接發行。是次發行按納斯達克規則以市價定價,每股作價6.80美元,涉及3,454,559股普通股(或等值普通股)。公司董事會成員亦以每股6.93美元認購14,430股。配售代理為A.G.P./Alliance Global Partners。 預期交易將於2026年7月23日或前後完成,所得款項淨額擬用於營運資金、投資、收購及一般企業用途。發行根據已生效嘅S-3表格(編號333-294454)進行,相關招股章程補充文件將提交美國證交會。 管理層表示,現有長期投資者持續支持,加上新基礎投資者參與,反映市場對公司戰略方向及轉型為AI驅動多重慢性病管理平台嘅信心。投資者需注意,每股6.80美元定價較近期市價可能存有折讓,是次發行將攤薄現有股東權益,但同時為公司提供額外資金以加速增長。前瞻性陳述涉及監管審批、產品需求及競爭風險等因素,實際結果可能與預期有重大差異。
展開英文正文
EX-99.1
6
tm2621105d1_ex99-1.htm
EXHIBIT 99.1

 

 

Exhibit 99.1

 

Dario Announces Pricing
of a $23.5 Million Registered Direct Offering of Common Stock Priced At-The-Market Under Nasdaq Rules

 

The financing was led by continued support of
existing long-term institutional investors along with participation from a new global fundamental institutional investor

 

NEW YORK, July 22, 2026 /PRNewswire/ -- DarioHealth
Corp. (NASDAQ: DRIO) (the “Company,” “DarioHealth” or “Dario”), a leading AI-powered healthcare technology
company transforming the management of chronic conditions, today announced that it has entered into securities purchase agreements with
current long term Dario institutional investors as well as new fundamental investors for the purchase and sale of 3,454,559 shares of
common stock (or common stock equivalents in lieu thereof), at a price of $6.80 per share, in a registered direct offering priced at-the-market
under Nasdaq rules (the “Offering”). A member of the Company’s Board of Directors participated in the Offering by purchasing
14,430 shares of the Company’s common stock at a purchase price of $6.93 per share. The gross proceeds from the Offering are expected
to be approximately $23.5 million, before deducting placement agent fees and other estimated Offering expenses.

 

The closing of the offering
is expected to occur on or about July 23, 2026, subject to the satisfaction of customary closing conditions. The Company intends to use
the net proceeds from the offering for working capital, investments, acquisitions, and general corporate purposes. 

 

The Offering was priced
at-the-market under Nasdaq rules. Existing long-term Dario institutional investors are participating alongside new fundamental investors,
reflecting continued support for the Company’s strategic direction and ongoing business transformation into an AI-powered platform
for the management of multiple chronic conditions.

 

A.G.P./Alliance Global
Partners is acting as the sole placement agent for the offering.

 

The securities described above are being offered
pursuant to an effective shelf registration statement on Form S-3 (File No. 333-294454) which became effective on March 27, 2026. The
Offering is being made only by means of a prospectus which is part of the effective registration statement. A prospectus supplement and
the accompanying prospectus relating to the Offering will be filed with the Securities and Exchange Commission (the “SEC”)
and will be available on the SEC's website located at http://www.sec.gov. Additionally, when available, electronic copies of the prospectus
supplement and the accompanying prospectus may be obtained, when available, from A.G.P./Alliance Global Partners, 590 Madison Avenue,
28th Floor, New York, NY 10022, or by telephone at (212) 624-2060, or by email at [email protected].

 

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 other jurisdiction in which such offer, solicitation, or sale would be unlawful prior to the registration or qualification
under the securities laws of any such state or other jurisdiction.

 

About DarioHealth Corp. (NASDAQ:
DRIO)

 

DarioHealth Corp. (NASDAQ: DRIO)
is an AI-powered healthcare technology company helping health plans, health systems and employers improve health outcomes while lowering
the cost of care. The Company's integrated platform combines connected devices, personalized member engagement, AI-driven insights and
provider-backed clinical care to support people living with conditions including diabetes, hypertension, weight management, musculoskeletal
and behavioral health needs.

 

  

  

 

 

Powered by more than 13 billion
proprietary longitudinal healthcare data points collected over more than a decade, Dario's AI platform personalizes care at the individual
member level by analyzing biometric, clinical and behavioral data to deliver more timely and effective interventions. By combining engagement,
clinical intelligence and care delivery within a single platform, Dario helps customers address multiple chronic conditions through one
solution.

 

Cautionary Note Regarding Forward-Looking
Statements

 

This news release and the statements
of representatives and partners of DarioHealth Corp. related thereto contain or may contain forward-looking statements within the meaning
of the Private Securities Litigation Reform Act of 1995. Statements that are not statements of historical fact may be deemed to be forward-looking
statements. For example, the Company is using forward-looking statements in this press release when discussing the expected timing of
the closing of the offering and the expected use of proceeds. Without limiting the generality of the foregoing, words such as "plan,"
 "project," "potential," "seek," "may," "will," "expect," "believe,"
 "anticipate," "intend," "could," "estimate" or "continue" are intended to identify forward-looking
statements. Readers are cautioned that certain important factors may affect the Company's actual results and could cause such results
to differ materially from any forward-looking statements that may be made in this news release. Factors that may affect the Company's
results include, but are not limited to, regulatory approvals, product demand, market acceptance, impact of competitive products and prices,
product development, commercialization or technological difficulties, the success or failure of negotiations and trade, legal, social
and economic risks, and the risks associated with the adequacy of existing cash resources. Additional factors that could cause or contribute
to differences between the Company's actual results and forward-looking statements include, but are not limited to, those risks discussed
in the Company's filings with the U.S. Securities and Exchange Commission. Readers are cautioned that actual results (including, without
limitation, the timing for and results of the Company's commercial and regulatory plans for Dario™ as described herein) may differ
significantly from those set forth in the forward-looking statements. The Company undertakes no obligation to publicly update any forward-looking
statements, whether as a result of new information, future events or otherwise, except as required by applicable law.

 

DarioHealth Corporate Contacts

 

Michael Lipari

SVP Corporate Development

[email protected]

+1-201-785-6310

 

Rob Halpern

SVP Marketing

[email protected]