aibioBioAtla signs $40.0 million standby equity deal with Yorkville
Tickers BCAB
BioAtla can sell up to $40.0 million of stock to Yorkville over 36 months, but its cash was $1.5 million at June 30, 2026, and its prior $15.0 million line raised about $0.4 million.
Key facts
- Company
- BioAtla, Inc. (OTC: BCAB)
- News type
- Financings
- Primary source
- BioAtla, Inc. 8-K (2026-10-20)
BioAtla, Inc. entered into a Standby Equity Purchase Agreement with YA II PN, Ltd., known as Yorkville, on October 15, 2026. The agreement gives the company the right, but not the obligation, to sell up to $40.0 million of common stock to Yorkville during the 36 months after that date. The company reported it in a Form 8-K dated October 15, 2026 and signed October 19, 2026. The cover of that filing lists the common stock on the OTCQB Venture Market.
How the sales would work
BioAtla decides when to sell and how much. Each advance may cover up to 100% of the average daily trading volume over the five trading days before the advance notice. The company may set a minimum acceptable price below which it need not sell. Yorkville pays 97% of the lowest daily volume-weighted average price over the three trading days beginning on the day the notice is delivered. Yorkville may not own more than 4.99% of the company's stock, and the company may not deliver an advance notice until a resale registration statement is declared effective. The company agreed to file that registration statement.
The agreement ends automatically after 36 months or once Yorkville has paid advances equal to the $40.0 million commitment.
The fee and the prior line
BioAtla agreed to pay a commitment fee of $500,000. Half was due within five days and half by December 31, 2026, in cash or warrants. On October 16, 2026, the company issued warrants for 182,110 shares to pay the first installment. The filing says the fee is approximately 2% of the increase from the prior commitment amount.
The new agreement replaces a standby equity purchase agreement with Yorkville dated November 20, 2025, which allowed sales of up to $15.0 million. BioAtla terminated it on October 15, 2026. Under the prior agreement it sold 48,092 shares for aggregate gross proceeds of approximately $0.4 million.
Advisers and counsel
Tungsten Partners LLC, doing business as Tungsten Advisors, acted as sole placement agent for the SEPA through its broker-dealer, Finalis Securities LLC. The 8-K does not name counsel for the company or for the placement agent. It is signed by Chief Financial Officer Christian Vasquez.
The resale registration and the placement fee
A Form S-1 filed on October 19, 2026 registers 8,182,110 shares for resale by Yorkville, made up of 8,000,000 advance shares and the 182,110 commitment shares. BioAtla had 1,668,261 shares outstanding on October 16, 2026, so the S-1 says the registered shares would equal approximately 490.5% of the shares outstanding. It also says only 8,000,000 advance shares are registered even though the agreement allows $40,000,000 of sales. BioAtla agreed to pay the placement agent a fee of 3% of the aggregate purchase price of any advance shares that Yorkville buys. The S-1 says the stock is quoted on the OTCQB, where the last reported sale price was $1.36 on October 16, 2026.
The cash position
The company's annual figures in its filings show a net loss of $59.6 million for 2025, against $69.8 million for 2024. Research and development expense was $43.6 million, down from $63.1 million. Cash used in operations was $48.2 million for 2025, against $71.9 million for 2024.
Year-end 2025 cash and cash equivalents were $7.1 million, against $49.0 million at year-end 2024. The company reported $1.5 million in cash and cash equivalents at June 30, 2026.
The 8-K does not discuss the company's cash position or how it expects to fund operations after this agreement. The S-1 does: it says cash and cash equivalents of approximately $1.5 million at June 30, 2026 are not sufficient to fund operations for at least twelve months, that this raises substantial doubt about the company's ability to continue as a going concern, and that the company may be forced to wind down if it cannot complete a strategic transaction or obtain enough funding. It describes the facility as an option, not a commitment, and it sets the price of each share at 97% of the lowest daily volume-weighted average price. The facility's size is therefore a ceiling, not cash in hand.