BIOAFFINITY TECHNOLOGIES, INC. UNDERWRITING AGREEMENT 1,282,600 UNITS, EACH UNIT CONSISTING OF ONE SHARE OF COMMON STOCK AND TWO WARRANTS; EACH WARRANT TO PURCHASE ONE SHARE OF COMMON STOCKUnderwriting Agreement • September 6th, 2022 • bioAffinity Technologies, Inc. • Services-commercial physical & biological research • New York
BIOAFFINITY TECHNOLOGIES, INC., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters,” or each, an “Underwriter”), for whom WallachBeth Capital, LLC is acting as representative (the “Representative”), an aggregate of 1,282,600 units (“Units”) at an initial public offering price of $6.125 per Unit . Each Unit will consist of: (i) one share of the Company’s common stock, $0.007 par value per share (the “Common Stock”); (ii) one five year tradeable warrant (“Tradeable Warrant”) to purchase one share of Common Stock at an exercise price equal to $7.35 per share of Common Stock ; and one five year non-tradeable warrant (“Non-Tradeable Warrant”) to purchase one share of Common Stock (“Warrant Shares”) at an exercise price equal to$7.656 per share of Common Stock. The Tradeable Warrant and the Non-Tradeable Warrant are referred to herein together as the “Warrants
bioAffinity Technologies, Inc. and VStock Transfer, LLC, as Warrant Agent Warrant Agent Agreement WARRANT AGENT AGREEMENTWarrant Agent Agreement • September 6th, 2022 • bioAffinity Technologies, Inc. • Services-commercial physical & biological research • New York
This WARRANT AGENT AGREEMENT (this “Warrant Agreement”), dated as of September 6, 2022 (the “Initial Exercise Date”) is between bioAffinity Technologies, Inc., a Delaware corporation (the “Company”), and VStock Transfer, LLC, a California limited liability company (the “Warrant Agent”).
BIOAFFINITY TECHNOLOGIES, INC. Non-Tradeable Warrant To Purchase Common StockNon-Tradeable Warrant • September 6th, 2022 • bioAffinity Technologies, Inc. • Services-commercial physical & biological research • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on [_____]1 (the “Termination Date”) but not thereafter, to subscribe for and purchase from bioAffinity Technologies, Inc., a Delaware corporation (the “Company”), up to ______ fully paid and non-assessable shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant shall initially be issued and maintained in the form of a security held in book-entry form and the Depository Trust Company or its nominee (“DTC”) shall initially be the sole registered holder of this
BIOAFFINITY TECHNOLOGIES, INC. Tradeable Warrant To Purchase Common StockTradeable Warrant • September 6th, 2022 • bioAffinity Technologies, Inc. • Services-commercial physical & biological research • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on [_____]1 (the “Termination Date”) but not thereafter, to subscribe for and purchase from bioAffinity Technologies, Inc., a Delaware corporation (the “Company”), up to ______ fully paid and non-assessable shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant shall initially be issued and maintained in the form of a security held in book-entry form and the Depository Trust Company or its nominee (“DTC”) shall initially be the sole registered holder of this
