bioAffinity Technologies Announces Closing of Registered Direct Offering, Concurrent Private Placement and Warrant Inducement for Aggregate Gross Proceeds of $1.75 Million
2024年8月6日 - 2:17AM
ビジネスワイヤ（英語）
bioAffinity Technologies, Inc. (Nasdaq: BIAF,
BIAFW) announced today that pursuant to warrant exercise
agreements dated Aug. 2, 2024, three existing accredited investors
have exercised outstanding warrants to purchase an aggregate of
1,041,667 of the Company’s shares of common stock (“Existing
Warrants”) at an exercise price that was reduced from $1.64 to
$1.25 per share for gross cash proceeds of approximately
$1,302,083.
As part of the transaction, the exercising holders received in a
private placement new unregistered warrants (“New Warrants”) to
purchase up to an aggregate of 1,302,083 shares of common stock
(equal to 125% of the shares of common stock issued in connection
with the exercise of the Existing Warrants). The New Warrants have
an exercise price of $1.50 per share and are initially exercisable
on the date that stockholder approval of the exercise of the
warrants is obtained and will expire five years from the date of
such approval. In connection with the exercise of the Existing
Warrants, the Company reduced the exercise price of the Existing
Warrants from $1.64 to $1.25 per share.
The Company also announced today it has closed the previously
announced securities purchase agreement with an institutional
investor for the purchase and sale of 360,000 shares of common
stock in a registered direct offering and, in a concurrent private
placement, common warrants (“Private Warrants”) to purchase up to
450,000 shares of common stock (together with the registered direct
offering) at a combined purchase price of $1.25. The Private
Warrants have an exercise price of $1.50 per share, are initially
exercisable on the date that stockholder approval of the exercise
of the warrants is obtained and will expire five years from the
date of such approval.
The gross proceeds from the offering are expected to be
approximately $450,000, excluding any proceeds that may be received
upon the exercise of the Private Warrants and before deducting
placement agent fees and other offering expenses payable by the
Company.
WallachBeth Capital acted as sole placement agent for the
registered direct offering and financial advisor for the warrant
inducement transaction.
The common stock was issued in a registered direct offering
pursuant to an effective shelf registration statement on Form S-3
(File No. 333-275608) previously filed with the U.S. Securities and
Exchange Commission (“SEC”), under the Securities Act of 1933, as
amended (the “Securities Act”), and declared effective by the SEC
on Nov. 27, 2023. The Private Warrants to be issued in the
concurrent private placement and the shares issuable upon exercise
of such warrants were offered pursuant to an exemption from the
registration requirements of the Securities Act under Section
4(a)(2) thereof and Regulation D promulgated thereunder and have
not been registered under the Securities Act or applicable state
securities laws. A prospectus supplement describing the terms of
the proposed registered direct offering will be filed with the SEC
and available on the SEC’s website located at http://www.sec.gov.
Electronic copies of the prospectus supplements may be obtained,
when available, from WallachBeth Capital, LLC, via email at
cap-mkts@wallachbeth.com, by calling +1-646-237-8585, or by
standard mail at WallachBeth Capital LLC, Attn: Capital Markets,
185 Hudson St., Suite 1410, Jersey City, NJ 07311, USA.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy, nor will there be any sales of
these securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of such jurisdiction.
About CyPath® Lung
CyPath® Lung uses advanced flow cytometry and artificial
intelligence (AI) to identify cell populations in patient sputum
that indicate malignancy. Automated data analysis helps determine
if cancer is present or if the patient is cancer-free. CyPath® Lung
incorporates a fluorescent porphyrin, TCPP, that is preferentially
taken up by cancer and cancer-related cells. Clinical study results
demonstrated that CyPath® Lung had 92% sensitivity, 87% specificity
and 88% accuracy in detecting lung cancer in patients at high risk
for the disease who had small lung nodules less than 20
millimeters. Diagnosing and treating early-stage cancer can improve
outcomes and increase patient survival.
About bioAffinity Technologies, Inc.
bioAffinity Technologies, Inc. addresses the need for
noninvasive diagnosis of early-stage cancer and diseases of the
lung and broad-spectrum cancer treatments. The Company’s first
product, CyPath® Lung, is a noninvasive test that has shown high
sensitivity, specificity and accuracy for the detection of
early-stage lung cancer. CyPath® Lung is marketed as a Laboratory
Developed Test (LDT) by Precision Pathology Laboratory Services, a
subsidiary of bioAffinity Technologies. For more information, visit
www.bioaffinitytech.com and follow us on LinkedIn, Facebook and
X.
Forward-Looking Statements
This press release contains forward-looking statements,
including statements regarding the anticipated exercise of warrants
and the anticipated gross proceeds from the Company’s offering of
securities. Forward-looking statements can be identified by words
such as “believes,” “expects,” “estimates,” “intends,” “may,”
“plans,” “will” and similar expressions, or the negative of these
words. Such forward-looking statements are based on facts and
conditions as they exist at the time such statements are made and
predictions as to future facts and conditions. Readers of this
press release are cautioned not to place undue reliance on any
forward-looking statements. Because forward-looking statements
relate to the future, they are subject to inherent uncertainties,
risks and changes in circumstances that are difficult to predict
and many of which are outside of the Company’s control. Many
factors could cause actual future events to differ materially from
the forward-looking statements in this press release, including but
not limited to risks and uncertainties included under the heading
“Risk Factors” in the Company’s Annual Report on Form 10-K,
Quarterly Reports on Form 10-Q and other reports filed with the SEC
from time to time. The Company does not undertake any obligation to
update any forward-looking statement relating to matters discussed
in this press release, except as may be required by applicable
securities laws.
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version on businesswire.com: https://www.businesswire.com/news/home/20240805453685/en/
bioAffinity Technologies Julie Anne Overton Director of
Communications jao@bioaffinitytech.com
Investor Relations Dave Gentry RedChip Companies Inc.
1-800-RED-CHIP (733-2447) or 407-491-4498 BIAF@redchip.com
bioAffinity Technologies (NASDAQ:BIAFW)
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