Bluejay Diagnostics Announces Closing of Up to $23.7 Million Private Placement Priced At-The-Market Under Nasdaq Rules

Bluejay Diagnostics (NASDAQ:BJDX) closed a private placement raising $8.5 million in gross proceeds through 3,655,917 shares (or pre-funded warrants) plus series G and H warrants.

Rhea-AI Summary

Bluejay Diagnostics (NASDAQ:BJDX) closed a private placement raising $8.5 million in gross proceeds through 3,655,917 shares (or pre-funded warrants) plus series G and H warrants.

Bluejay anticipates the net proceeds will fund FDA-related activities and extend its cash runway into the first quarter of 2027.

Positive

• Gross proceeds of $8.5 million from the private placement
• Potential additional $15.2 million if all warrants are exercised for cash
• Cash runway anticipated to extend into Q1 2027, beyond expected FDA submission
• Proceeds earmarked for FDA approval efforts, clinical studies, R&D and working capital

Negative

• Issuance of 3,655,917 shares and matching warrants increases potential share dilution
• Approximately $15.2 million in potential warrant proceeds is not assured if warrants are not exercised for cash

Argus Jun 8 session

+8.96% close to close Open Argus

Details

News Market Reaction – BJDX

In the Jun 8 session, BJDX gained 8.96%, reflecting a notable positive market reaction.

Data tracked by StockTitan Argus on the day of publication.

Market Context

The stock moved +9.0% in the session following this news. A strong positive reaction aligns with how...

Analysis

The stock moved +9.0% in the session following this news. A strong positive reaction aligns with how BJDX has historically traded around private placement announcements, where prior deals saw moves averaging 54.91%. Investors previously rewarded financings that extended cash runway into key FDA milestones. However, existing resale registrations covering 6,930,000 shares and new warrant overhang mean additional stock supply could limit sustainability if sentiment toward dilution shifts.

Key Figures

Total private placement size: up to $23.7M Upfront gross proceeds: $8.5M Potential warrant proceeds: approximately $15.2M +5 more

Total private placement size

up to $23.7M

Aggregate potential gross proceeds from shares and warrant exercises

Upfront gross proceeds

$8.5M

Gross proceeds from initial closing before fees and expenses

Potential warrant proceeds

approximately $15.2M

Additional gross proceeds if Series G and H warrants fully exercised for cash

Shares/Prefunded units

3,655,917

Common shares (or pre-funded warrants) sold in private placement

Purchase price

$2.325 per share

Per-share (or pre-funded warrant) price for the private placement

Warrant exercise price

$2.075 per share

Exercise price for Series G and short-term Series H warrants

Cash runway guidance

into Q1 2027

Net proceeds expected to extend cash runway beyond anticipated FDA submission

Series H term

24 months

Expiration after Effective Date for short-term Series H warrants

Previous Private placement Reports

3 past events · Latest: Jun 02

Same Type 3 events

1. Jun 02

   Private placement announced

   24h Move

   +100.0%

   Announced up to $23.6M private placement to extend cash runway around FDA work.

2. Oct 10

   Placement closing filed

   24h Move

   -10.7%

   Closed $4.5M at-the-market private placement with Series F warrants under Nasdaq rules.

3. Oct 09

   Private placement announced

   24h Move

   +75.4%

   Announced $4.5M private placement, funding FDA approval efforts and R&D.

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

Key Terms

private placement, at-the-market, pre-funded warrant, warrants, +4 more

8 terms

private placement financial

"announced the closing of its previously announced private placement for the purchase and sale"

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.

at-the-market financial

"and accompanying warrants priced at-the-market under Nasdaq rules"

"At-the-market" is a method for companies to sell new shares of stock directly into the open market over time, rather than all at once. It allows companies to raise money gradually, similar to selling slices of a pie instead of the entire pie at once, which can help manage the sale's impact on the stock price. This approach gives investors a steady supply of shares while providing companies with flexible funding options.

pre-funded warrant financial

"shares of common stock (or pre-funded warrant in lieu thereof), series G warrants"

A pre-funded warrant is a financial instrument that gives the holder the right to buy shares of a company's stock at a set price, with most of the purchase cost already paid upfront. It functions like a nearly fully paid option, allowing investors to secure shares quickly while minimizing the amount of additional money they need to invest later. This helps investors gain ownership rights efficiently, often used to avoid certain regulatory restrictions or to prepare for future stock purchases.

warrants financial

"series G warrants to purchase up to 3,655,917 shares of common stock and short-term series H warrants"

Warrants are special documents that give you the right to buy a company's stock at a set price before a certain date. They are often used as a way for companies to attract investors or raise money, and their value can increase if the company's stock price goes up.

View in glossary

exercise price financial

"The series G warrants and the short-term series H warrants have an exercise price of $2.075 per share"

The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.

resale registration statement regulatory

"from the Effective Date of the resale registration statement registering the shares of common stock"

A resale registration statement is a document filed with regulators that allows existing shareholders to sell their shares to the public. It provides the necessary legal approval and information for these shares to be resold on the market, helping to increase the availability of shares for trading. For investors, it signals that shares held by current owners can be offered for sale, potentially affecting share prices and market liquidity.

Section 4(a)(2) regulatory

"offered in a private placement under Section 4(a)(2) of the Securities Act of 1933"

Section 4(a)(2) is a part of U.S. securities laws that allows companies to sell their stock directly to certain investors without registering the sale with regulators. This process is often used for private placements, making it easier and faster for companies to raise money from knowledgeable or institutional investors. It matters to investors because it provides an alternative way to buy shares, often with fewer disclosures and lower costs.

Regulation D regulatory

"and/or Regulation D promulgated thereunder and, along with the shares of common stock"

Regulation D is a set of rules that govern how companies can raise money from investors without going through the full process required for public stock offerings. It provides simplified options for private placements, making it easier for companies to seek investments from a smaller group of investors. For investors, it offers opportunities to invest in private companies, often with fewer restrictions, but also with different levels of risk and disclosure.

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$8.5 million upfront with up to approximately $15.2 million of potential additional gross proceeds upon the exercise in full of warrants

Net proceeds anticipated to extend cash runway into first quarter of 2027, beyond expected FDA submission; if warrants are exercised in full for cash, it is anticipated that the cash runway would extend well beyond FDA approval and first full year of commercialization

ACTON, Mass., June 05, 2026 (GLOBE NEWSWIRE) -- Bluejay Diagnostics, Inc. (NASDAQ: BJDX) (“Bluejay” or the “Company”), a medical diagnostics company focused on near-patient testing for critical care, today announced the closing of its previously announced private placement for the purchase and sale of an aggregate of 3,655,917 shares of common stock (or pre-funded warrant in lieu thereof), series G warrants to purchase up to 3,655,917 shares of common stock and short-term series H warrants to purchase up to 3,655,917 shares of common stock at a purchase price of $2.325 per share of common stock (or per pre-funded warrant in lieu thereof) and accompanying warrants priced at-the-market under Nasdaq rules. The series G warrants and the short-term series H warrants have an exercise price of $2.075 per share and are immediately exercisable upon issuance. The series G warrants expire five years from the effective date (the “Effective Date”) of the resale registration statement registering the shares of common stock issuable upon exercise of the series G warrants, and the short-term series H warrants expire twenty-four months from the Effective Date.

H.C. Wainwright & Co. acted as the exclusive placement agent for the offering.

The gross proceeds from the offering were $8.5 million, prior to deducting placement agent’s fees and other offering expenses payable by the Company. The potential additional gross proceeds to the Company from the series G warrants and the short-term series H warrants, if fully exercised on a cash basis, will be approximately $15.2 million. No assurance can be given that any of the series warrants will be exercised, or that the Company will receive cash proceeds from the exercise of the series warrants. The Company intends to use the net proceeds from the offering to fund matters related to obtaining FDA approval (including clinical studies related thereto), as well as for other research and development activities, and for general working capital needs.

The securities described above were offered in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), and/or Regulation D promulgated thereunder and, along with the shares of common stock underlying the warrants, have not been registered under the Securities Act, or applicable state securities laws. Accordingly, the securities issued in the private placement and shares of common stock underlying the warrants may not be offered or sold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Securities Act and such applicable state securities laws. Pursuant to a registration rights agreement with investors, the Company has agreed to file a resale registration statement covering the securities described above.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or other jurisdiction.

About Bluejay Diagnostics:

Bluejay Diagnostics, Inc. is a medical diagnostics company focused on improving patient outcomes using its Symphony System, a cost-effective, rapid, near-patient testing system for sepsis triage and monitoring of disease progression. Bluejay’s first product candidate, an IL-6 Test for sepsis, is designed to provide accurate, reliable results in approximately 20 minutes from ‘sample-to-result’ to help medical professionals make earlier and better triage/treatment decisions. More information is available at www.bluejaydx.com.

Forward-looking Statements

This press release contains statements that the Company believes are “forward-looking statements” within the meaning of the Private Litigation Reform Act. Forward-looking statements in this press release include, without limitation, statements related to the intended use of proceeds from the offering and the potential exercise of the series warrants prior to their expiration and potential proceeds therefrom. Forward-looking statements may be identified by words such as “anticipates,” “believes,” “estimates,” “expects,” “intends,” “may,” “plans,” “projects,” “seeks,” “should,” “suggest,” “will,” and similar expressions. The Company has based these forward-looking statements on its current expectations and projections about future events, nevertheless, actual results or events could differ materially from the plans, intentions and expectations disclosed in, or implied by, the forward-looking statements the Company makes. These statements are only predictions and involve known and unknown risks, uncertainties, and other factors, including market and other conditions and those discussed under Part I, Item 1A, “Risk Factors” in its Annual Report on Form 10-K for the fiscal year ended December 31, 2025, and in Part II, Item 1A, “Risk Factors” in its Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2026, as such factors may be updated from time to time in other filings with the SEC and accessible on the SEC’s website at www.sec.gov. You should not place undue reliance on these forward-looking statements, as they are subject to risks and uncertainties, and actual results and performance in future periods may not occur or may be materially different from any future results or performance suggested by the forward-looking statements in this release. This press release speaks as of the date indicated above. The Company expressly disclaims any obligation to update or revise any forward-looking statements found herein to reflect any future changes in the Company’s expectations of results or any future change in events, except as required by law.

Investor Contact:
Investor Relations
Bluejay Diagnostics, Inc.
ir@bluejaydx.com
Website: www.bluejaydx.com

FAQ

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

What did Bluejay Diagnostics (NASDAQ:BJDX) announce about its June 2026 private placement?

Bluejay Diagnostics announced closing a private placement raising $8.5 million in gross proceeds. According to Bluejay, the deal includes 3,655,917 shares (or pre-funded warrants) plus series G and H warrants priced at-the-market under Nasdaq rules.

How much capital could Bluejay Diagnostics (BJDX) raise from the new warrants?

Bluejay Diagnostics could receive about $15.2 million in additional gross proceeds if all series G and H warrants are exercised for cash. According to Bluejay, this is in addition to the initial $8.5 million upfront from the private placement.

How does the June 2026 BJDX private placement affect Bluejay Diagnostics' cash runway?

The private placement net proceeds are anticipated to extend Bluejay’s cash runway into the first quarter of 2027. According to Bluejay, this would carry the company beyond its expected FDA submission for its programs and early commercialization period if plans progress.

What will Bluejay Diagnostics use the BJDX private placement proceeds for?

Bluejay plans to use net proceeds to fund activities related to obtaining FDA approval, including clinical studies. According to Bluejay, remaining funds will support other research and development programs and general working capital needs across its diagnostic portfolio.

What are the key terms of the Bluejay Diagnostics (BJDX) series G and H warrants?

Series G and H warrants are immediately exercisable at $2.075 per share for up to 3,655,917 shares each. According to Bluejay, series G warrants expire five years after resale registration effectiveness, while short-term series H warrants expire 24 months after that date.

Will the BJDX private placement shares and warrants be freely tradable immediately?

The securities were issued in a private placement and are not initially registered under the Securities Act. According to Bluejay, they may only be resold under an effective registration statement or a valid exemption, and the company agreed to file a resale registration.