IPO - bioAffinity Technologies, Inc.

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Form Type: 8-K

Filing Date: 2025-05-08

Corporate Action: Ipo

Type: New

Accession Number: 000164117225009309

Filing Summary: On May 7, 2025, bioAffinity Technologies, Inc. completed a best efforts public offering, raising approximately $3.2 million by issuing 7,784,904 shares of common stock at $0.32 each, alongside pre-funded warrants for up to 2,371,346 shares and additional warrants for 15,234,375 shares. The offering is intended to provide working capital. A securities purchase agreement was signed on May 5, restricting the issuance of further shares for 60 days. A placement agency agreement was also established with WallachBeth Capital, who received an 8% fee on the proceeds and warrants to purchase 304,687 shares. The terms of the offering include adjustments for stock splits and dilution. A press release regarding the pricing and closing of the offering was shared on May 6 and May 7, respectively. After the offering, 27,249,462 shares of common stock are outstanding.

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Additional details:

Title Of Each Class: Common Stock


Trading Symbol: BIAF


Name Of Each Exchange: The Nasdaq Stock Market LLC


Pre Funded Warrants: 2,371,346


May 2025 Warrants: 15,234,375


Aggregate Gross Proceeds: $3.2 million


Offering Price Per Share: $0.32


Placement Agent Fee: 8.0%


Placement Agent Warrants: 304,687


Exercise Price Pre Funded Warrant: $0.007


Initial Exercise Price May 2025 Warrant: $0.352


Form Type: 424B4

Filing Date: 2025-05-07

Corporate Action: Ipo

Type: New

Accession Number: 000164117225008977

Filing Summary: bioAffinity Technologies, Inc. is conducting an initial public offering (IPO) of up to 7,784,904 shares of common stock and various warrants, including pre-funded warrants to purchase common stock. The offering price for the common stock is set at $0.32 per share, with each share bundled with a May 2025 Warrant. The May 2025 Warrants will have an initial exercise price of $0.352 per share. An increase in the number of shares may occur as a result of a reverse stock split before the expiration of the warrants, with additional shares subject to anti-dilution adjustments if subsequent offerings happen at lower prices. The total offering may reach approximately $3,233,400.58, contingent on sales and investor interest. The financial performance and strategic growth efforts are focused on improving the sales of the CyPath® Lung diagnostic tests. Engaged with WallachBeth Capital, LLC as the placement agent, bioAffinity aims to capitalize on emerging growth opportunities and cost-saving measures to drive expansion. The Greber Site provides institutional reviews necessary for pivotal clinical trials which have garnered positive responses from multiple VA medical centers, indicating strong interest in the CyPath® Lung tests. Investors are cautioned about the speculative nature of the investment and associated risks in the prospectus's risk factors section.

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Additional details:

Share Price: $0.32


Total Shares Offered: 7,784,904


Pre Funded Warrants: 2,371,346


Tradeable Warrants: 19,804,687


Placement Agent Warrants: 304,687


Total Shares Issuable: 22,480,720


Initial Exercise Price: $0.352


Combined Public Offering Price: $0.32


Expected Delivery Date: 2025-05-07


Form Type: S-1/A

Filing Date: 2025-05-05

Corporate Action: Ipo

Type: Update

Accession Number: 000164117225008629

Filing Summary: bioAffinity Technologies, Inc. filed an amendment to their S-1 registration statement with the SEC on May 5, 2025, seeking to offer up to 7,014,028 shares of common stock along with various warrants. The amendment outlines the terms of the offering, which includes pre-funded warrants to purchase additional shares. The warrants will have an initial exercise price set at a specified percentage above the combined offering price and are subject to adjustments based on future financing activities. Importantly, the document provides details on the structure of the offerings, the potential for anti-dilution adjustments, and the conditions for the exercise of the warrants. Additionally, it states that the offering could terminate by May 15, 2025, unless decided otherwise. Investors are cautioned regarding the lack of a minimum offering amount, which could impact the proceeds and the ability to achieve corporate goals. The document emphasizes that investing in bioAffinity’s securities carries risks, as outlined in the prospectus’s risk factors section.

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Additional details:

Shares Offered: 7014028


Pre Funded Warrants: 7014028


Warrants To Purchase: 13677354


Placement Agent Warrants: 210420


Total Shares Issuable: 20901802


Public Offering Price Per Share: 0.499


Market Price Nasdaq: 0.499


Last Reported Warrant Price: 0.227


Minimum Offering Requirement: none


Trading Symbol Common Stock: BIAF


Trading Symbol Tradeable Warrants: BIAFW


Form Type: S-1

Filing Date: 2025-05-02

Corporate Action: Ipo

Type: New

Accession Number: 000164117225008170

Filing Summary: bioAffinity Technologies, Inc. is filing a Form S-1 registration statement with the SEC to offer up to 7,014,028 shares of its common stock, along with various warrant options to purchase additional shares. The securities will be offered in conjunction with Pre-Funded Warrants and Placement Agent Warrants. The placement agent for this offering is WallachBeth Capital, LLC, which will not be purchasing any of the securities directly but will act as the exclusive placement agent. The offering price is set at approximately $0.499 per share, which was the last reported sale price of the company’s common stock on Nasdaq as of April 25, 2025. The April 2025 Warrants will be exercisable for additional shares, possibly reflecting adjustments for stock splits and subsequent offerings. The offering is projected to terminate on May 15, 2025, unless terminated earlier by the company. As an emerging growth company, bioAffinity Technologies is eligible to utilize certain reduced reporting requirements under federal securities laws, highlighting its focus on securing adequate funding for growth and managing market risks.

Document Link: View Document

Additional details:

Common Stock Offering: 7014028

Pre Funded Warrants: 7014028

Warrants: 10521042

Placement Agent Warrants: 210420

Total Shares Issuable: 17745490

Offering Price: 0.499


Form Type: DRS

Filing Date: 2025-04-15

Corporate Action: Ipo

Type: New

Accession Number: 000164117225004915

Filing Summary: bioAffinity Technologies, Inc. has confidentially submitted a draft registration statement on Form DRS to the SEC for an initial public offering (IPO) of securities. The registration will allow the offering of common stock and warrants, including Pre-Funded Warrants, with the potential for significant cost savings and strategic growth in operations. The offering aims to raise capital to support the commercial growth of their CyPath® Lung noninvasive diagnostic test, addressing the critical area of lung cancer detection. The company has engaged WallachBeth Capital, LLC as a placement agent and is preparing for approximately $4 million in annual cost savings while advancing its research efforts and optimizing operational efficiency. The securities offered will have a combined public offering price and may have limited liquidity due to lack of established trading markets for some warrants. The offering is expected to commence after the statement becomes effective, barring any unexpected delays or changes in market conditions.

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Additional details:

State Of Incorporation: Delaware


Irs Employer Identification Number: 46-5211056


Name Ceo: Maria Zannes


Address Ceo: 3300 Nacogdoches Road, Suite 216 San Antonio, Texas 78217


Telephone Ceo: (210) 698-5334


Proceeds To Us Before Expenses: N/A


Placement Agent Fees: 8.0% of the gross proceeds


Form Type: S-1

Filing Date: 2025-04-11

Corporate Action: Ipo

Type: New

Accession Number: 000164117225003892

Filing Summary: bioAffinity Technologies, Inc. filed a registration statement on Form S-1 with the SEC on April 11, 2025, to facilitate the resale of 3,013,951 shares of common stock by Selling Stockholders. This includes 2,926,166 shares issuable under common warrants, known as Inducement Warrants, which were part of a private placement transaction conducted on February 25, 2025. Additionally, 87,785 shares are allocated for Advisor Warrants issued to WallachBeth as partial compensation for financial advisory services. The filing aims to satisfy contractual obligations related to these registrations and emphasizes that the company will not receive proceeds from the resale but will benefit from future cash raises upon exercise of the Common Warrants. Common Stock is traded on the Nasdaq under the symbol 'BIAF' and the last reported sale price was $0.63 per share. The document details the proposed use of proceeds, risk factors, and company overview, highlighting the company's focus on developing noninvasive diagnostic tests for early-stage lung cancer and advancing therapeutic discoveries. The effective date for the registration is anticipated soon after it gains SEC approval.

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Additional details:

Selling Stockholders: 2,926,166 shares from Inducement Warrants, 87,785 shares from Advisor Warrants


Common Stock Price: $0.63


Trading Symbol: BIAF


Form Type: CORRESP

Filing Date: 2024-12-04

Corporate Action: Ipo

Type: Update

Accession Number: 000149315224048695

Filing Summary: bioAffinity Technologies, Inc. has requested the U.S. Securities and Exchange Commission to accelerate the effective date of its Registration Statement on Form S-1 (File No. 333-283521) to December 6, 2024, at 5:00 p.m., Eastern Time. This action indicates the company's readiness to proceed with its initial public offering, suggesting a significant step toward raising capital by issuing securities. The Registrant acknowledges its responsibilities under federal securities laws regarding the issuance of these securities. Further, the Registrant has authorized legal representative Leslie Marlow from Blank Rome LLP to modify or withdraw this request as necessary. The communication is signed by Maria Zannes, the Chief Executive Officer of bioAffinity Technologies, Inc.

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Additional details:

Date Requested: 2024-12-06T17:00:00-05:00


Registration Statement File No: 333-283521


Ceo Name: Maria Zannes


Legal Representative: Leslie Marlow


Law Firm: Blank Rome LLP


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