Co-Diagnostics, Inc. Announces Closing of $7.0 Million Registered Direct Offering of Common Stock Priced At-The-Market Under Nasdaq Rules

Rhea-AI Summary

Co-Diagnostics (Nasdaq: CODX) announced the closing of a registered direct offering of 12,727,272 shares of common stock (or pre-funded warrants) at $0.55 per share, generating gross proceeds of approximately $7.0 million before placement agent fees and offering expenses. The company said it intends to use the proceeds for working capital and general corporate purposes. Maxim Group acted as sole placement agent. The securities were offered under a shelf registration statement on Form S-3 declared effective by the SEC on April 6, 2023, and a prospectus supplement related to the Offering was filed with the SEC.

Positive

• Gross proceeds of approximately $7.0 million
• 12,727,272 shares issued to raise capital
• Proceeds earmarked for working capital and general corporate purposes
• Offering completed under an SEC effective Form S-3 registration

Negative

• Issuance of 12,727,272 shares may cause shareholder dilution
• Gross proceeds are before placement agent fees and offering expenses, reducing net cash
• Offer price of $0.55 per share may reflect downward pressure on per-share valuation

Insights

Equity Capital Markets Analyst

Co-Dx completed an at‑market raise of 12,727,272 shares for about $7.0 million; proceeds earmarked for working capital.

The Company issued 12,727,272 shares (or pre‑funded warrants) at $0.55 per share, generating gross proceeds of approximately $7.0 million before placement agent fees and expenses. Maxim Group LLC served as sole placement agent and the securities were sold under an existing Form S‑3 shelf registration declared effective on April 6, 2023. The stated use of proceeds is working capital and general corporate purposes.

The primary operational effect is immediate capital availability to fund near‑term needs. Key dependencies include the size of placement agent fees and offering expenses (which reduce net proceeds) and how management allocates the funds to working capital items. Watch for the Company’s next public filing or press release detailing net proceeds received, fee levels, and specific working capital uses in the short term; those items will clarify the cash runway impact within the coming quarters.

SALT LAKE CITY, Oct. 29, 2025 /PRNewswire/ -- Co-Diagnostics, Inc. (Nasdaq: CODX) (the "Company" or "Co-Dx"), a molecular diagnostics company with a unique, patented platform for the development of molecular diagnostic tests, today announced the closing of its previously announced offering of 12,727,272 shares of common stock (or pre-funded warrants in-lieu thereof) at an offering price of $0.55 per share (the "Offering").

The gross proceeds to the Company from the Offering were approximately $7.0 million before deducting the placement agent's fees and other offering expenses. The Company intends to use proceeds from the Offering for working capital and general corporate purposes.

Maxim Group LLC acted as the sole placement agent in connection with the Offering.

The securities were offered pursuant to a shelf registration statement on Form S-3 (File No. 333-270628), which was declared effective by the U.S. Securities and Exchange Commission (the "SEC") on April 6, 2023. The Offering was made only by means of a prospectus supplement and the accompanying prospectus that form a part of such registration statement. A prospectus supplement relating to the Offering was filed by the Company with the SEC. Copies of the prospectus supplement and accompanying prospectus can be obtained at the SEC's website at www.sec.gov or from Maxim Group LLC, 300 Park Avenue, New York, NY 10022, Attention: Syndicate Department, via email at syndicate@maximgrp.com, or telephone at (212) 895-3500.

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 Co-Diagnostics, Inc.:
Co-Diagnostics, Inc., a Utah corporation, is a molecular diagnostics company that develops, manufactures and markets state-of-the-art diagnostics technologies. The Company's technologies are utilized for tests that are designed to detect and/or analyze nucleic acid molecules (DNA or RNA). The Company also uses its proprietary technology to design specific tests for its Co-Dx PCR at-home and point-of-care platform (subject to regulatory review and not currently for sale) and to identify genetic markers for use in applications other than infectious disease.

Forward-Looking Statements:

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements may include, but are not limited to, statements regarding the anticipated use of proceeds. Forward-looking statements are subject to numerous risks and uncertainties that could cause actual results to differ materially from those expressed or implied in these statements, including but not limited to risks related risks described in the Company's filings with the Securities and Exchange Commission, including its most recent Annual Report on Form 10-K and subsequent Quarterly Reports on Form 10-Q. All forward-looking statements are based on current expectations and assumptions, and the Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by law.

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SOURCE Co-Diagnostics

FAQ

What did Co-Diagnostics (CODX) announce on October 29, 2025 about a stock offering?

Co-Diagnostics announced the closing of a registered direct offering of 12,727,272 shares (or pre-funded warrants) at $0.55 per share for approximately $7.0 million gross proceeds.

How will Co-Diagnostics (CODX) use the $7.0 million raised in the October 29, 2025 offering?

The company intends to use the proceeds for working capital and general corporate purposes.

Who acted as placement agent for Co-Diagnostics (CODX) October 29, 2025 offering?

Maxim Group acted as the sole placement agent for the offering.

Was the Co-Diagnostics (CODX) offering registered with the SEC and under what filing?

Yes; the securities were offered pursuant to a shelf registration statement on Form S-3 (File No. 333-270628) declared effective by the SEC on April 6, 2023.

How can investors obtain the prospectus supplement for Co-Diagnostics (CODX) offering?

Investors can obtain the prospectus supplement from the SEC website at www.sec.gov or by contacting Maxim Group Syndicate Department.

Does the $7.0 million figure represent net proceeds to Co-Diagnostics (CODX)?

No; the $7.0 million is gross proceeds before deducting placement agent fees and other offering expenses.