WallachBeth Capital Announces Closing of bioAffinity Technologies $4 Million Registered Direct Financing of Common Stock and Concurrent Private Placement Priced At-The-Market Under Nasdaq Rules

Placement agent fees and other offering expenses will reduce the approximately $4 million in gross proceeds available to the company.

Rhea-AI Summary

bioAffinity Technologies (BIAF) closed a registered direct offering and concurrent private placement, raising approximately $4 million in gross proceeds.

An institutional investor purchased common stock at $6.122 per share or pre-funded warrants at $6.115 each, with a $0.007 exercise price. The private placement included warrants to purchase up to 980,072 shares at $6.122 per share. Those warrants become exercisable following stockholder approval and expire five years from that approval. WallachBeth Capital served as sole placement agent. bioAffinity intends to use net proceeds for working capital, support for expected growing CyPath Lung test sales, and general corporate purposes.

1 point · 1 major

MixediHow this balance works

How this balance works

Rhea-AI gives every point it takes from this document a weight. Minor counts 1, Moderate 3 and Major 9, so one Major point outweighs several Minor ones. The bar adds up the weights on each side, and when neither side holds more than 65% of the total the balance reads Mixed.

It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.

Rhea-AI Sentiment measures something else, the tone of the wording.

How the balance worksHow Sentiment works

1 major · 4 points

Hollow bars mark forward-looking points. How the balance works

Positive

• Major pointCompleted financing raised approximately $4 million in gross proceeds for bioAffinity. 1.2× market cap

Negative

• Major pointCommon stock at $6.122 or pre-funded warrants at $6.115, exercisable at $0.007, introduce dilution.
• Minor point. Forward-looking: it has not happened yet and may not happen.Private-placement warrants create potential dilution of up to 980,072 shares at a $6.122 exercise price.
• Minor point. Forward-looking: it has not happened yet and may not happen.Private-placement warrants require stockholder approval before exercise and expire five years from that approval.
• Minor pointPlacement agent fees and other offering expenses reduce net proceeds.

News Explained

The approximately $4 million gross raise equates to 113.7 days of second-quarter operating cash use, compared with 69.1 days represented by cash at June 30, 2026, at the same cash-use rate and before offering fees and expenses.

Sources and calculations

• WallachBeth Capital release on bioAffinity Technologies financing (2026-10-09)
• bioAffinity Technologies second-quarter 2026 fundamentals (2026Q2)

• Offering gross against the last reported quarterly operating outflow, in days at that rate $4,000,000 / ($3,201,104 / 91) = 113.7 days
• Available liquidity against the last reported quarterly operating outflow, in days at that rate $2,429,719 / ($3,201,104 / 91) = 69.1 days

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Details

Market Reaction – BIAF

$4.75 – $5.50 Day Range

$2.90M Market Cap

On Oct 9, the day this news came out, the latest delayed price for BIAF is 14.36% below the previous close. Our momentum scanner has recorded 22 alerts for this stock so far that day. The latest delayed price is $4.83. Relative volume is very high at 3.6x the average.

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Key Figures

Gross proceeds: $4 million Common stock purchase price: $6.122 per share Pre-funded warrant purchase price: $6.115 per warrant +4 more

Gross proceeds

$4 million

Before placement-agent fees and other offering expenses

Common stock purchase price

$6.122 per share

Registered direct offering

Pre-funded warrant purchase price

$6.115 per warrant

Registered direct offering

Concurrent warrants

Up to 980,072 shares

Warrants issued in the private placement

Warrant exercise price

$6.122 per share

Concurrent private-placement warrants; exercisable following stockholder approval

Pre-funded warrant exercise price

$0.007 per share

Common stock issuable upon exercise

Warrant expiration term

Five years

Measured from the date of stockholder approval

Previous Private placement Reports

1 past event · Latest: Oct 08

Same Type 1 event

1. Oct 08

   Private placement

   24h Move

   -8.4%

   Announced financing terms and expected closing date for the transaction that subsequently closed.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Key Terms

registered direct offering, private placement, pre-funded warrants, shelf registration statement

4 terms

registered direct offering financial

"closed its previously announced registered direct offering of shares of common stock"

A registered direct offering is a way for a company to sell new shares of its stock directly to select investors with regulatory approval. This method allows the company to raise funds quickly and efficiently without needing a public auction, similar to offering exclusive access to a limited number of buyers. For investors, it often provides an opportunity to purchase shares at a favorable price, while giving the company immediate access to capital.

private placement financial

"closed its previously announced concurrent private placement of warrants"

A private placement is a sale of securities directly to a selected group of investors, typically institutions or accredited investors, instead of through a public offering. It lets a company raise money faster and with fewer regulatory steps; for existing shareholders it matters because the newly issued shares, often sold at a discount, increase the share count and can dilute their ownership.

pre-funded warrants financial

"shares of common stock (or pre-funded warrants in lieu thereof)"

Pre-funded warrants are financial instruments that give investors the right to purchase a company's stock at a set price, but with most or all of the purchase price paid upfront. They function like a coupon or gift card for stock, allowing investors to buy shares later at a fixed price, which can be beneficial if they want to avoid future price increases. This makes them important for investors seeking flexibility and certainty in their investment plans.

shelf registration statement regulatory

"offered by the Company pursuant to a "shelf" registration statement on Form S-3"

A shelf registration statement is a document a company files with regulators that allows it to sell shares or bonds quickly when it’s a good time to raise money. It’s like having a pre-approved plan ready so the company can act fast without going through lengthy paperwork each time they want to sell, making fundraising more flexible.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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JERSEY CITY, N.J., Oct. 9, 2026 /PRNewswire/ -- WallachBeth Capital LLC, a leading provider of capital markets and institutional execution services, announced that bioAffinity Technologies, Inc. (NASDAQ: BIAF, BIAFW) a biotechnology company developing noninvasive healthcare solutions for the early detection and monitoring of lung disease, has closed its previously announced registered direct offering of shares of common stock (or pre-funded warrants in lieu thereof) with an institutional investor at a purchase price of $6.122 (or $6.115 per pre-funded warrant), in a registered direct offering priced at-the-market under Nasdaq rules.

Additionally, the Company closed its previously announced concurrent private placement of warrants to purchase up to an aggregate 980,072 shares of common stock at an exercise price of $6.122 per share. The pre-funded warrants have an exercise price of $0.007 per share of common stock, and the warrants have an exercise price of $6.122 per share, will be exercisable following stockholder approval, and will expire five years from the date of stockholder approval.

WallachBeth Capital, LLC acted as sole placement agent for the offering.

The gross proceeds to the Company from the offering were approximately $4 million before deducting placement agent fees and other offering expenses payable by the Company. The Company intends to use the net proceeds from the offering for working capital, to support expected growing sales for CyPath® Lung, its noninvasive test for lung cancer, and general corporate purposes.

The common stock described above was offered by the Company pursuant to a "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 November 27, 2023. The offering of the shares of common stock is being made only by means of a prospectus, including a prospectus supplement, forming a part of the effective registration statement. A prospectus supplement describing the terms of the registered direct offering and accompanying prospectus has been filed with the SEC. Electronic copies of the prospectus supplement and accompanying prospectus may be obtained, when available, on the SEC's website at https://www.sec.gov or by contacting 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, supporting issuers and investors in achieving their financial goals. The firm's experience includes initial public offerings, follow-on issues, PIPE offerings, and private transactions and ATM's.

Forward-Looking Statement

Certain statements in this press release constitute "forward-looking statements" within the meaning of the federal securities laws. Words such as "may," "might," "will," "should," "believe," "expect," "anticipate," "estimate," "continue," "predict," "forecast," "project," "plan," "intend" or similar expressions, or statements regarding intent, belief, or current expectations, are forward-looking statements. These forward-looking statements are subject to various risks and uncertainties, many of which are difficult to predict, that could cause actual results to differ materially from current expectations and assumptions from those set forth or implied by any forward-looking statements. Important factors that could cause actual results to differ materially from current expectations are discussed in the Company's Annual Report on Form 10-K for the year ended December 31, 2025, and its subsequent filings with the SEC, including subsequent periodic reports on Forms 10-Q and 8-K. 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. While the Company believes these forward-looking statements are reasonable, readers of this press release are cautioned not to place undue reliance on any forward-looking statements. The information in this release is provided only as of the date of this release, and 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

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How much did bioAffinity Technologies raise, and at what price?

bioAffinity raised approximately $4 million in gross proceeds, before placement agent fees and other offering expenses. The registered direct offering price was $6.122 per common share or $6.115 per pre-funded warrant, with an additional $0.007 exercise price per share.

What are the terms of bioAffinity Technologies' concurrent private-placement warrants?

The private-placement warrants cover up to 980,072 common shares at an exercise price of $6.122 per share. They become exercisable following stockholder approval and expire five years from the date of that approval.