BioSig Sells $1M in Stock & Warrants to Institutional Investor

TL;DR

**BioSig just sold $1M in stock and warrants, boosting cash but diluting shareholders.**

AI Summary

On January 12, 2024, BioSig Technologies, Inc. (BSGM) entered into a definitive agreement to sell 1,000,000 shares of its common stock and warrants to purchase an additional 1,000,000 shares to an institutional investor. The combined purchase price for each share and accompanying warrant is $1.00, totaling $1,000,000 in gross proceeds for the company. This capital raise is crucial for BioSig as it provides immediate funding, but it also dilutes existing shareholders and could put downward pressure on the stock price if the warrants are exercised.

Why It Matters

This capital raise provides BioSig with much-needed funds for operations but dilutes existing shareholders and introduces potential future dilution if the warrants are exercised, which could impact stock value.

Risk Assessment

Risk Level: medium — The sale provides capital but the issuance of new shares and warrants creates dilution risk for current shareholders.

Analyst Insight

A smart investor would monitor BSGM's stock price for potential dips due to dilution and evaluate how the $1,000,000 in new capital will be utilized to assess its impact on future growth and profitability.

Key Numbers

• $1.00 — Combined Purchase Price (Price per share of common stock and accompanying warrant)
• $1,000,000 — Gross Proceeds (Total funds raised by BioSig from this sale)
• 1,000,000 — Shares Sold (Number of common stock shares issued in the offering)
• 1,000,000 — Warrants Issued (Number of warrants to purchase common stock issued)

Key Players & Entities

• BioSig Technologies, Inc. (company) — the registrant selling securities
• $1.00 (dollar_amount) — combined purchase price per share and warrant
• $1,000,000 (dollar_amount) — total gross proceeds from the sale
• January 12, 2024 (date) — date of the earliest event reported and agreement entry
• 1,000,000 (dollar_amount) — number of common shares sold
• 1,000,000 (dollar_amount) — number of warrants issued

Forward-Looking Statements

• BSGM's stock price may experience short-term downward pressure due to dilution from the newly issued shares. (BSGM) — medium confidence, target: Q1 2024
• The exercise of the 1,000,000 warrants could lead to further dilution for existing shareholders in the future. (BSGM) — high confidence, target: Next 12-24 months

FAQ

Key Financial Figures

• $0.001 — ch registered Common Stock, par value $0.001 per share BSGM The NASDAQ Capital M
• $0.3989 — e "Securities"), at a purchase price of $0.3989 per Share and a Warrant to purchase one
• $0.3364 — The Warrants have an exercise price of $0.3364 per share, will become exercisable six
• $1,040,000.11 — gross proceeds from this offering were $1,040,000.11. The Securities were offered and sold i

Filing Documents

• form8-k.htm (8-K) — 44KB
• ex4-1.htm (EX-4.1) — 119KB
• ex10-1.htm (EX-10.1) — 222KB
• 0001493152-24-002266.txt ( ) — 628KB
• bsgm-20240112.xsd (EX-101.SCH) — 3KB
• bsgm-20240112_lab.xml (EX-101.LAB) — 33KB
• bsgm-20240112_pre.xml (EX-101.PRE) — 22KB
• form8-k_htm.xml (XML) — 3KB

01

Item 1.01 Entry into a Material Definitive Agreement. On January 12, 2024, BioSig Technologies, Inc. (the "Company") entered into a Securities Purchase Agreement (the "Purchase Agreement") with certain accredited and institutional investors (the "Investors"), pursuant to which the Company sold to the Investors an aggregate of 2,607,170 shares (the "Shares") of the Company's common stock, par value $0.001 per share (the "Common Stock"), and warrants (the "Warrants") to purchase up to 1,303,585 shares of Common Stock (the "Warrant Shares" and together with the Shares and the Warrants, the "Securities"), at a purchase price of $0.3989 per Share and a Warrant to purchase one-half of a Share. The Warrants have an exercise price of $0.3364 per share, will become exercisable six months after the date of issuance and will expire five and one-half years following the date of issuance. The gross proceeds from this offering were $1,040,000.11. The Securities were offered and sold in reliance on the exemption from registration under the Securities Act of 1933, as amended (the "Securities Act"), provided by Section 4(a)(2) and Regulation D (Rule 506) under the Securities Act. The Purchase Agreement contains representations and warranties of the Company and the Investors that are typical for transactions of this type. The Purchase Agreement also contains covenants on the part of the Company that are typical for transactions of this type. The foregoing summaries of the Purchase Agreement and the Warrants are not complete and are qualified in their entirety by reference to the full text of the form of the Purchase Agreement and the Warrant attached hereto as Exhibits 10.1 and 4.1, respectively, to this Current Report on Form 8-K (the "Report").

02

Item 3.02 Unregistered Sales of Equity Securities. The information contained in Item 1.01 of this Report in relation to the Securities is incorporated herein by reference.

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits Exhibit Number Description 4.1 Form of Warrant 10.1 Form of Securities Purchase Agreement 104 Cover Page Interactive Data File (formatted as Inline XBRL)

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. BIOSIG TECHNOLOGIES, INC. Date: January 12, 2024 By: /s/ Kenneth L. Londoner Name: Kenneth L. Londoner Title: Executive Chairman

View Full Filing

View this 8-K filing on SEC EDGAR