WallachBeth Capital Announces bioAffinity Technologies Pricing of Registered Direct Offering and Concurrent Private Placement and Warrant Inducement for Aggregate Gross Proceeds of $1.75 Million

Rhea-AI Summary

WallachBeth Capital announced that bioAffinity Technologies (NASDAQ: BIAF) has entered into warrant exercise agreements and a securities purchase agreement for aggregate gross proceeds of $1.75 million. The transactions include:

1. Exercise of existing warrants by three accredited investors for 1,041,667 shares at $1.25 per share, generating $1,302,083.

2. Issuance of new warrants to purchase 1,302,083 shares at $1.50 per share.

3. A registered direct offering of 360,000 shares and private placement of warrants to purchase 450,000 shares at a combined price of $1.25, generating $450,000.

The transactions are expected to close on August 5, 2024. WallachBeth Capital is acting as the sole placement agent and financial advisor for these transactions.

Positive

• Raised $1.75 million in gross proceeds through warrant exercises and share offerings
• Existing warrant holders exercised their warrants, indicating confidence in the company
• New warrants issued with a higher exercise price of $1.50, potentially generating additional future capital

Negative

• Dilution of existing shareholders due to issuance of new shares and warrants
• Reduction of existing warrant exercise price from $1.64 to $1.25, potentially indicating weak demand
• New share issuance at $1.25, which may be below current market price, suggesting unfavorable terms for the company

JERSEY CITY, N.J., Aug. 2, 2024 /PRNewswire/ -- WallachBeth Capital LLC, a leading provider of capital markets and institutional execution services, announced today that bioAffinity Technologies, Inc. (NASDAQ: BIAF) (the "Company") has entered into warrant exercise agreements with three existing accredited investors to exercise certain outstanding warrants to purchase an aggregate of 1,041,667 of the Company's shares of common stock (the "Existing Warrants"). In consideration for the immediate exercise in full of the Existing Warrants for gross cash proceeds of approximately $1,302,083, the exercising holders received in a private placement new unregistered warrants (the "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) with an exercise price of $1.50 per share and are initially exercisable on the date that stockholder approval of the exercise of the New 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 agreed to reduce the exercise price of the Existing Warrants from $1.64 to $1.25 per share. The exercise of the Existing Warrants and the issuance of the New Warrants are expected to occur on August 5, 2024.

WallachBeth Capital LLC also announced today that the Company has entered into a 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 (the "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 will 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 closing of the offering is expected to occur on or about August 5, 2024, subject to the satisfaction of customary closing conditions. 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 is acting as sole placement agent for the registered direct offering and private placement and financial advisor for the warrant inducement transaction.

The common stock will be 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 of 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 WallachBeth Capital LLC:

WallachBeth Capital offers a robust range of capital markets and investment banking services to the healthcare community, connecting corporate clients with leading institutions. The firm's experience includes initial public offerings, follow-on issues, PIPE offerings, and private transactions.

Forward-Looking Statements

This press release contains forward-looking statements, including statements regarding the anticipated exercise of warrants, the anticipated gross proceeds from the Company's offering of securities and the expected closing of the offering. 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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SOURCE WallachBeth Capital LLC

FAQ

How much capital did bioAffinity Technologies (BIAF) raise in the recent offering?

bioAffinity Technologies (BIAF) raised aggregate gross proceeds of $1.75 million through warrant exercises, a registered direct offering, and a private placement of warrants.

What is the exercise price of the new warrants issued by bioAffinity Technologies (BIAF)?

The new warrants issued by bioAffinity Technologies (BIAF) have an exercise price of $1.50 per share.

When is the expected closing date for bioAffinity Technologies' (BIAF) recent offerings?

The closing of bioAffinity Technologies' (BIAF) recent offerings is expected to occur on or about August 5, 2024, subject to customary closing conditions.

Who is acting as the placement agent for bioAffinity Technologies' (BIAF) offerings?

WallachBeth Capital is acting as the sole placement agent for the registered direct offering and private placement, and as the financial advisor for the warrant inducement transaction for bioAffinity Technologies (BIAF).