Bluejay Diagnostics, a medical diagnostics company focused on near-patient testing for critical care, announced that it has entered into definitive agreements for the purchase and sale of an aggregate of 3,655,917 shares of common stock (or pre-funded warrant in lieu thereof), series G warrants to purchase up to 3,655,917 shares of common stock and short-term series H warrants to purchase up to 3,655,917 shares of common stock at a purchase price of $2.325 per share of common stock (or per pre-funded warrant in lieu thereof) and accompanying warrants in a private placement priced at-the-market under Nasdaq rules.
Related: CereVasc closes $85M Series C to support eShunt system
The series G warrants and the short-term series H warrants will have an exercise price of $2.075 per share and will be immediately exercisable upon issuance. The series G warrants will expire five years from the effective date (the “Effective Date”) of the resale registration statement registering the shares of common stock issuable upon exercise of the series G warrants, and the short-term series H warrants will expire twenty-four months from the Effective Date. The private placement is expected to close on or about June 3, 2026, subject to the satisfaction of customary closing conditions.
H.C. Wainwright & Co. is acting as the exclusive placement agent for the offering.
The gross proceeds from the offering are expected to be $8.5 million, prior to deducting placement agent’s fees and other offering expenses payable by the Company. The potential additional gross proceeds to the Company from the series G warrants and the short-term series H warrants, if fully exercised on a cash basis, will be approximately $15.1 million. No assurance can be given that any of the series warrants will be exercised, or that the Company will receive cash proceeds from the exercise of the series warrants. The Company intends to use the net proceeds from the offering to fund matters related to obtaining FDA approval (including clinical studies related thereto), as well as for other research and development activities, and for general working capital needs.
The securities described above are being offered in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), and/or Regulation D promulgated thereunder and, along with the shares of common stock underlying the warrants, have not been registered under the Securities Act, or applicable state securities laws. Accordingly, the securities issued in the private placement and shares of common stock underlying the warrants may not be offered or sold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Securities Act and such applicable state securities laws. Pursuant to a registration rights agreement with investors, the Company has agreed to file a resale registration statement covering the securities described above.
