Check-Cap has filed a prospectus with the US Securities and Exchange Commission (SEC) for an offering of ordinary shares valued at $12.5 million. The filing marks the company's move to raise capital through the issuance of equity securities in the US market.

The prospectus, submitted to the SEC, outlines the details of the proposed share offering. No further financial metrics, such as revenue or profit figures, were disclosed in the provided source data.

Filing Details

The filing is accessible via the SEC's Electronic Data Gathering, Analysis, and Retrieval system.

Check-Cap Ltd. (NASDAQ: MBAI) will implement a 1-for-7 reverse share split of its ordinary shares when trading resumes on August 12, 2026. This corporate action reduces the number of issued and outstanding shares from approximately 9,463,062 to approximately 1,351,866 shares. The split consolidates every seven issued and outstanding ordinary shares into one, a structural adjustment intended to maintain listing standards without altering the total market capitalization or an investor’s proportional ownership stake.

The Board of Directors approved the reverse share split on July 31, 2026, following shareholder approval granted at the Company’s Annual General Meeting held on November 14, 2025. Equiniti Trust Company, LLC is acting as transfer and exchange agent for the transaction. Registered shareholders are not required to take any action to receive post-split shares, and those holding shares in electronic form at brokerage firms will see the adjustment automatically reflected in their accounts.

Key Details of the Reverse Share Split

Trading mechanics remain largely unchanged, with the ordinary shares continuing to trade on The Nasdaq Capital Market tier of The Nasdaq Stock Market LLC under the ticker symbol "MBAI." However, investors and brokers must update their records to reflect the new CUSIP number, M6S83C106, which replaces the previous identifier for the post-split shares. This new CUSIP is critical for settlement and record-keeping purposes.

No fractional shares will be issued in connection with the Reverse Share Split. All fractional shares resulting from the consolidation will be rounded up to the nearest whole ordinary share. For example, an investor holding 700 shares before the split will hold 100 shares afterward, while an investor holding 701 shares would receive 101 shares due to the rounding-up provision. The aggregate value of the investment remains constant immediately following the split, assuming no market price movement occurs during the transition period.

What the Numbers Show

The reduction in share count from approximately 9.46 million to 1.35 million represents an 86% decrease in outstanding equity units. While this mechanical change does not reflect operational performance metrics such as revenue growth or profitability, it directly impacts per-share pricing multiples. The rounding-up policy for fractional shares provides a minor benefit to shareholders with holdings that are not exact multiples of seven, slightly increasing their post-split share count relative to a strict mathematical division. Check-Cap continues its strategic transformation through its shareholder-approved merger with MBody AI, aiming to become a publicly traded leader in embodied artificial intelligence.