bioAffinity Technologies today announced agreements with three accredited investors to exercise outstanding warrants, totaling 1,041,667 shares of common stock, for gross proceeds of approximately $1,302,083. In exchange, the investors will receive new unregistered warrants (New Warrants) to purchase up to 1,302,083 shares of common stock at an exercise price of $1.50 per share. These New Warrants will be exercisable following stockholder approval and will expire five years from that date. The exercise price of the existing warrants has been reduced from $1.64 to $1.25 per share. The transaction and issuance of New Warrants are anticipated to take place on August 5, 2024.
Additionally, the company has entered into a securities purchase agreement with an institutional investor to sell 360,000 shares of common stock in a registered direct offering. Concurrently, in a private placement, the company will offer common warrants (Private Warrants) to purchase up to 450,000 shares of common stock at a combined purchase price of $1.25. The Private Warrants will have an exercise price of $1.50 per share and will also be exercisable following stockholder approval, expiring five years from that date.
The offering is expected to close on or about August 5, 2024, subject to customary closing conditions. The gross proceeds from the offering are expected to be approximately $450,000, excluding proceeds from the exercise of Private Warrants and before deducting fees and expenses.
WallachBeth Capital is serving as the sole placement agent for the registered direct offering and private placement and as the financial advisor for the warrant inducement transaction.
The common stock will be issued under an effective shelf registration statement (Form S-3) filed with the SEC and declared effective on November 27, 2023. The Private Warrants and shares issuable upon their exercise will be offered under an exemption from registration under the Securities Act and applicable state securities laws. A prospectus supplement detailing the registered direct offering will be available on the SEC’s website. For more information, electronic copies of the prospectus supplement can be obtained from WallachBeth Capital LLC.
This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities in any jurisdiction where such offer or sale would be unlawful.
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