BioAtla Enters Material Definitive Agreement

TL;DR

BioAtla just signed a big deal creating a financial obligation.

AI Summary

On November 20, 2025, BioAtla, Inc. entered into a material definitive agreement, creating a direct financial obligation. The company, incorporated in Delaware, is based in San Diego, California, and operates in the biological products sector.

Why It Matters

This filing indicates BioAtla, Inc. has entered into a significant agreement that creates a financial obligation, which could impact its financial standing and future operations.

Risk Assessment

Risk Level: medium — Entering into material definitive agreements and creating financial obligations can introduce financial risks and operational changes for a company.

Key Numbers

• 001-39787 — Commission File Number (SEC File Number for BioAtla, Inc.)
• 85-1922320 — IRS Employer Identification No. (EIN for BioAtla, Inc.)

Key Players & Entities

• BioAtla, Inc. (company) — Registrant
• November 20, 2025 (date) — Date of earliest event reported
• Delaware (jurisdiction) — State of Incorporation
• San Diego, California (location) — Principal Executive Offices
• 858 558-0708 (phone_number) — Registrant's Telephone Number

FAQ

Key Financial Figures

• $0.0001 — nge on which registered Common Stock, $0.0001 par value per share BCAB The Nasdaq
• $7.5 million — estors agreed to advance to the Company $7.5 million (the "Pre-Paid Advance"). The Pre-Paid
• $7.13 million — nce for gross proceeds of approximately $7.13 million. The purchase of the Pre-Paid Advance i
• $1.39 — o the date of such Pre-Paid Advance, or $1.39 (the "Fixed Price") and (b) 95% of the
• $500,000 — ents, specified crossdefaults exceeding $500,000, late SEC periodic reports, trading sus
• $15.0 million — as the right to sell to Yorkville up to $15.0 million of shares of Common Stock (the "Commitm
• $300,000 — l to 2.00% of the Commitment Amount, or $300,000, which was satisfied by the issuance to
• $1.2324 — diately prior to the Effective Date, or $1.2324. The Agreements contain customary rep

Filing Documents

• bcab-20251120.htm (8-K) — 81KB
• bcab-ex5_1.htm (EX-5.1) — 22KB
• bcab-ex10_1.htm (EX-10.1) — 437KB
• bcab-ex10_2.htm (EX-10.2) — 416KB
• img125052188_0.jpg (GRAPHIC) — 53KB
• img266578755_0.jpg (GRAPHIC) — 298KB
• 0001193125-25-290474.txt ( ) — 1669KB
• bcab-20251120.xsd (EX-101.SCH) — 24KB
• bcab-20251120_htm.xml (XML) — 4KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. Pre-Paid Advance Agreement On November 20, 2025, BioAtla, Inc. (the "Company") entered into Pre-Paid Advance Agreements (the "PPAs") with each of YA II PN, Ltd., a Cayman Islands exempt limited partnership ("Yorkville"), Anson Investments Master Fund LP and Anson East Master Fund LP (collectively, the "Investors"). Pursuant to the PPAs, the Investors agreed to advance to the Company $7.5 million (the "Pre-Paid Advance"). The Pre-Paid Advance will be purchased by the Investors at 95% of the face amount of the Pre-Paid Advance for gross proceeds of approximately $7.13 million. The purchase of the Pre-Paid Advance is expected to occur on or about November 21, 2025 (the "Closing Date"), subject to customary closing conditions. The Pre-Paid Advance may be repaid in cash or, at each Investor's option and from time to time, converted into shares (the "PPA Shares") of the Company's common stock, par value $0.0001 per share ("Common Stock"), as described below. At any time that there is an outstanding balance under the Pre-Paid Advance, the Investors may provide written notice (each, a "Purchase Notice") requiring the Company to issue and sell PPA Shares to the applicable Investor, with the aggregate purchase price of such shares to be offset against and reduce the amounts outstanding under the applicable Pre-Paid Advance. The price per share for each Purchase Notice equal to the lower of (a) 115% of the daily volume weighted average price (the "VWAP") of the Common Stock on The Nasdaq Capital Market on the last full trading day immediately prior to the date of such Pre-Paid Advance, or $1.39 (the "Fixed Price") and (b) 95% of the lowest daily VWAP of the Common Stock on The Nasdaq Capital Market during the seven consecutive trading days immediately preceding the date on which the applicable Investor provides the Purchase Notice to the Company (the "Market Price"), but in no event shall the Market Price be less than

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Number Description 5.1 Opinion of Orrick, Herrington & Sutcliffe LLP. 10.1* Form of Pre-Paid Advance Agreement. 10.2 Standby Equity Purchase Agreement, dated as of November 20, 2025, between BioAtla, Inc. and YA II PN, Ltd. 23.1 Consent of Orrick, Herrington & Sutcliffe LLP (included in Exhibit 5.1). 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). * Pursuant to Item 601(a)(5) of Regulation S-K, certain exhibits have been omitted and will be furnished supplementally to the Securities and Exchange Commission upon request.

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. BioAtla, Inc. Date: November 21, 2025 By: /s/ Richard A. Waldron Richard A. Waldron Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR