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Aspira Women's Health closes $1.485 million private placement

Tickers AWHL

The June 5, 2026 deal sold 3,300,000 shares at $0.45 each, with warrants to buy up to 4,455,000 more shares. The filing names no underwriter or placement agent.

Key facts

Company
Aspira Women's Health Inc. (OTC: AWHL)
News type
Financings
Primary source
Aspira Women's Health Inc. 8-K (2026-06-09)
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Aspira Women's Health Inc. entered into securities purchase agreements on June 5, 2026, with accredited and institutional investors for a private placement of 3,300,000 shares of common stock and warrants to purchase up to 4,455,000 shares. The company reported the deal in a Form 8-K filed June 9, 2026, under Items 1.01, 3.02 and 9.01.

The terms

The shares were sold at $0.45 per share, together with accompanying warrants. The common warrants are exercisable immediately at an exercise price of $0.75 per share and have a term of exercise equal to three years from the date of issuance. The closing took place on June 5, 2026. The company says gross proceeds were approximately $1.485 million, before deducting estimated offering expenses payable by the company.

The purchase agreement contains customary representations and warranties, agreements and obligations, conditions to closing and termination provisions, as well as an anti-dilutive provision. The company also granted the purchasers customary registration rights for the common stock and for the shares underlying the warrants. The filing says its descriptions are qualified by the full text of the form of purchase agreement and the form of common warrant, which are filed as Exhibits 10.1 and 4.1.

Who is involved

The filing names no underwriter or placement agent for the private placement. It names no financial advisor, lender or counsel for the transaction either. The purchasers are described only as accredited and institutional investors. John Strahley, the chief financial officer, signed the report on behalf of the company, which is dated June 9, 2026.

Use of proceeds and background

The company intends to use the net proceeds for working capital and general corporate purposes. Its annual report on Form 10-K, filed April 1, 2026, says the company's current capital resources are not sufficient to fund its operations for the remainder of 2026. The report says the company has been pursuing strategic alternatives and seeking to raise additional capital.

The annual report also recounts an earlier financing. In March 2025 the company entered into a securities purchase agreement with existing accredited shareholders for senior secured convertible promissory notes with an aggregate principal amount of approximately $1,365,000. The company exercised its option to convert those notes into units on March 11, 2025, after the combined net proceeds from the notes and from later sales of common stock and warrants reached at least $4 million. The report also states that the Nasdaq Hearings Panel determined to delist the company's shares, which began trading on the OTC Markets Group effective April 17, 2025.

The company

Aspira is dedicated to noninvasive, AI-powered tests to aid in the diagnosis of gynecologic diseases, starting with ovarian cancer. Its commercial portfolio includes OvaWatch and the OvaSuite tests. Its pipeline includes ENDOinform, a multi-marker test for endometriosis, and OVAinform, a program for assessing the risk of ovarian cancer.

Financial position

For fiscal 2025 the company reported revenue of $343,000, compared with $4,000 in fiscal 2024. The net loss was $12.8 million in 2025, against $13.1 million in 2024. Cash from operations was negative $7.0 million in 2025 and negative $12.1 million in 2024. Research and development expense was $2.9 million in 2025 and $3.3 million in 2024. These figures come from the company's SEC financial data as reported in its 10-K.

What comes next

The raise is small next to the need. Gross proceeds were about $1.485 million, while cash used in operations was $7.0 million in 2025 and the net loss was $12.8 million. The warrants cover up to 4,455,000 shares against 3,300,000 shares sold, with an exercise price of $0.75, and the purchasers also received an anti-dilutive provision and registration rights. The filing names no placement agent and gives no use of proceeds beyond working capital and general corporate purposes. The shares trade on the OTC Markets after the Nasdaq delisting. The filing describes no financing steps beyond this closing, and the annual report says capital resources are not sufficient for the rest of 2026.

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