bioAffinity Technologies, Inc. Files S-1 Registration Statement

TL;DR

<b>bioAffinity Technologies, Inc. has filed an S-1 registration statement, indicating a potential public offering or significant corporate event.</b>

AI Summary

bioAffinity Technologies, Inc. (BIAFW) filed a IPO Registration (S-1) with the SEC on April 4, 2024. bioAffinity Technologies, Inc. filed an S-1 registration statement on April 4, 2024. The company is incorporated in Delaware and has a fiscal year end of December 31. The filing includes financial data for the fiscal years ending December 31, 2023, 2022, and 2021. A securities purchase agreement was entered into on March 8, 2024. The company's business address is in San Antonio, Texas.

Why It Matters

For investors and stakeholders tracking bioAffinity Technologies, Inc., this filing contains several important signals. The S-1 filing suggests the company is preparing for a significant event such as an IPO or a large secondary offering, which could impact its capital structure and public float. The inclusion of detailed financial data for the past three fiscal years provides investors with a historical performance overview, crucial for evaluating the company's financial health and future prospects.

Risk Assessment

Risk Level: medium — bioAffinity Technologies, Inc. shows moderate risk based on this filing. The company is in the research and development phase for diagnostic solutions, which carries inherent risks related to product development, regulatory approval, and market adoption. Specific financial performance data is not yet available in this filing to fully assess its current financial stability.

Analyst Insight

Monitor for further updates on the S-1 filing, including the prospectus, to understand the specifics of any potential offering and the company's strategic direction.

Key Numbers

• 2024-04-04 — Filing Date (Date the S-1 registration statement was filed)
• 2023-12-31 — Fiscal Year End (Company's fiscal year end date)
• 2023 — Most Recent Fiscal Year (Financial data provided for this year)
• 2022 — Prior Fiscal Year (Financial data provided for this year)
• 2021 — Prior Fiscal Year (Financial data provided for this year)
• 2024-03-08 — Securities Purchase Agreement Date (Date of a subsequent event)

Key Players & Entities

• bioAffinity Technologies, Inc. (company) — Filer of the S-1 registration statement
• San Antonio, TX (location) — Business and mailing address

FAQ

Risk Factors

• Regulatory Approval Risk [high — regulatory]: The company's diagnostic solutions require stringent regulatory approvals, and delays or failures in this process could significantly impact commercialization.
• Funding and Liquidity Risk [high — financial]: As a development-stage company, bioAffinity Technologies may require significant additional funding to achieve profitability, and its ability to secure such funding is uncertain.
• Market Adoption Risk [medium — market]: The success of the company's products depends on their acceptance and adoption by healthcare providers and patients in a competitive market.
• Research and Development Risk [medium — operational]: The company's ability to successfully develop and commercialize its diagnostic technologies is subject to inherent risks in the research and development process.

Key Dates

• 2024-04-04: S-1 Filing — Indicates preparation for public offering or significant corporate event.
• 2024-03-08: Securities Purchase Agreement — A significant event occurring shortly before the S-1 filing.

Glossary

S-1 Filing

A registration statement filed with the SEC by companies planning to offer securities to the public. (Indicates the company is preparing for a public offering of its securities.)

Key Financial Figures

• $0.001 — 2,000 shares of common stock, par value $0.001 per share (the "Common Stock"), of bioA
• $2.24 — e of (i) our Common Stock on Nasdaq was $2.24 per share, and (ii) our Tradeable Warra
• $0.69 — i) our Tradeable Warrants on Nasdaq was $0.69 per Tradeable Warrant. There is no esta
• $2.5 million — Offering On March 6, 2024, we raised $2.5 million in gross proceeds from the sale to four
• $0.007 — Common Stock (the "Shares"), par value $0.007 per share ("Common Stock") in a registe
• $1.64 — on Warrants") with an exercise price of $1.64 in a concurrent private placement. See
• $1 billion — with a combined value of approximately $1 billion. She previously was Chief Operating Off
• $575 million — stics which was acquired by LabCorp for $575 million. We believe Dr. Platt's scientific acum
• $3,500,000 — rchase Agreement, Village Oaks received $3,500,000 in consideration for the assets to be p
• $1,000,000 — ssets to be purchased by PPLS, of which $1,000,000 was paid by the issuance of 564,972 sha
• $1,000,000 b — share number was determined by dividing $1,000,000 by $1.77, the average of the trading day
• $1 — as determined by dividing $1,000,000 by $1.77, the average of the trading day clos
• $333,333 — y Director of PPLS, at a base salary of $333,333 per year. Pursuant to the Joyce Employm

Filing Documents

• forms-1.htm (S-1) — 2434KB
• ex5-1.htm (EX-5.1) — 15KB
• ex23-2.htm (EX-23.2) — 4KB
• ex107.htm (EX-FILING FEES) — 14KB
• ex5-1_001.jpg (GRAPHIC) — 2KB
• image_001.jpg (GRAPHIC) — 5KB
• 0001493152-24-013214.txt (&nbsp;) — 7810KB
• biaf-20231231.xsd (EX-101.SCH) — 47KB
• biaf-20231231_cal.xml (EX-101.CAL) — 83KB
• biaf-20231231_def.xml (EX-101.DEF) — 197KB
• biaf-20231231_lab.xml (EX-101.LAB) — 412KB
• biaf-20231231_pre.xml (EX-101.PRE) — 322KB
• forms-1_htm.xml (XML) — 1017KB

RISK FACTORS

RISK FACTORS 8 DESCRIPTION OF THE PRIVATE PLACEMENT 35

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT 39 SELLING STOCKHOLDERS 41 MARKET INFORMATION FOR SECURITIES AND DIVIDEND POLICY 42

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 43

BUSINESS

BUSINESS 48 MANAGEMENT 64 EXECUTIVE AND DIRECTOR COMPENSATION 67 CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS 72

DESCRIPTION OF SECURITIES

DESCRIPTION OF SECURITIES 74 PLAN OF DISTRIBUTION 78 EXPERTS 79 LEGAL MATTERS 79 WHERE YOU CAN FIND ADDITIONAL INFORMATION 79 GLOSSARY OF SELECTED TERMS 80 INDEX TO FINANCIAL STATEMENTS F-1 The registration statement containing this prospectus, including the exhibits to the registration statement, provides additional information about us and the Common Stock offered under this prospectus. The registration statement, including the exhibits, can be read on our website and the website of the Securities and Exchange Commission. See "Where You Can Find More Information." Information contained in, and that can be accessed through our web site, www.bioaffinity.com, shall not be deemed to be part of this prospectus or incorporated herein by reference and should not be relied upon by any prospective investors for the purposes of determining whether to purchase the Common Stock offered hereunder. Unless the context otherwise requires, the terms ""we," "us," "our," "the Company," "bioAffinity" and "our business" refer to bioAffinity Technologies, Inc. and "this offering" refers to the offering contemplated in this prospectus. i ABOUT THIS PROSPECTUS Neither we nor the Selling Stockholders have authorized anyone to provide you with any information or to make any representations other than those contained in this prospectus, any post-effective amendment, or any applicable prospectus supplement prepared by or on behalf of us or to which we have referred you. We and the Selling Stockholders take no responsibility for and can provide no assurance as to the reliability of any other information that others may give you. This prospectus is an offer to sell only the securities offered hereby, but only under circumstances and in jurisdictions where it is lawful to do so. The information contained in this prospectus is current only as of the date on the front cover of the prospectus. Our business, financial condition, results of operations and prospects ma

View Full Filing

View this S-1 filing on SEC EDGAR