Full Press Release Details
Technologies Announces Pricing of Registered Direct Offering and Concurrent Private Placement and Warrant Inducement for Aggregate Gross
Proceeds of $1.75 Million
ANTONIO, Texas (August 2, 2024) - bioAffinity Technologies, Inc. (NASDAQ: BIAF and BIAFW) announced today it 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.
Company also announced today it 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.
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.
Capital is acting as sole placement agent for the registered direct offering and private placement and financial advisor for the warrant
inducement transaction.
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.
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.
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
bioAffinity Technologies, Inc.
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
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.
(733-2447) or 407-491-4498