BioSig Technologies(BSGM)
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BioSig Enters into an LOI to Merge with Streamex Exchange Corp.
Globenewswire· 2025-05-05 13:42
Core Insights - BioSig Technologies, Inc. has entered into a Letter of Intent for a proposed merger with Streamex Exchange Corporation in an all-stock transaction [1] - The merger is viewed as a transformative opportunity that will unlock significant growth potential and enhance market reach for both companies [2] Proposed Terms of Merger - Post-merger, current stockholders of Streamex will own approximately 19.9% of BioSig's outstanding Common Stock, and after the conversion of Preferred Stock, they will own about 75% of the outstanding Common Stock [5] Management Changes - Henry McPhie, Co-Founder and CEO of Streamex, will become the new CEO of BioSig, while Morgan Lekstrom, Co-Founder and Chairman of Streamex, will serve as Chairman of the Board [6] - Anthony Amato, the current CEO and Chairman of BioSig, will remain on the Board [6] Strategic Advisor Additions - Frank Giustra will join as a Strategic Investor and Advisor on Commodities, with a notable background in founding major companies [6] - Mathew August and Mitchell Williams will serve as Strategic Advisors on US Capital Markets, bringing extensive experience in investment and venture capital [6]
BioSig Enters into an LOI to Merge with Streamex Exchange Corp. Creating a Publicly Listed Real-World Asset Tokenization Company Led by Seasoned Industry Executives
Globenewswire· 2025-05-05 12:30
Core Viewpoint - BioSig Technologies, Inc. has entered into a Letter of Intent to merge with Streamex Exchange Corporation in an all-stock transaction, aiming to bring a real-world asset tokenization company public on Nasdaq [1][2] Proposed Transaction Highlights - The merger will create a platform for real-world asset tokenization, focusing on commodities, enhancing investment processes, and increasing capital availability for companies and investors [5][6] - Streamex aims to revolutionize commodity finance by bringing commodity markets on-chain, leveraging advanced financial technologies and blockchain transparency [7] Company Background - Streamex is a real-world asset tokenization company targeting the commodities sector, led by experienced executives from financial, commodities, and blockchain industries [6] - The company believes in the future of finance through tokenization and decentralized markets, aiming to enhance liquidity and accessibility for investors [7] Leadership Changes - Post-merger, Henry McPhie will become the CEO, and Morgan Lekstrom will serve as Chairman of the Board, with Anthony Amato remaining on the Board [12] - Strategic advisors with significant industry experience will be added to the Board, including Frank Giustra, Mathew August, and Mitchell Williams [12] Ownership Structure - After the merger, former stockholders of Streamex will own approximately 75% of the outstanding Common Stock of the combined company, while current BioSig stakeholders will hold the remaining equity [13]
Biosig Technologies (BSGM) Upgraded to Buy: What Does It Mean for the Stock?
ZACKS· 2025-04-24 17:00
Core Viewpoint - Biosig Technologies, Inc. (BSGM) has been upgraded to a Zacks Rank 2 (Buy) due to an upward trend in earnings estimates, which is a significant factor influencing stock prices [1][3]. Earnings Estimates and Stock Price Movement - The Zacks rating system tracks the Zacks Consensus Estimate, which reflects EPS estimates from sell-side analysts for the current and following years, indicating a changing earnings picture [1][2]. - A strong correlation exists between changes in earnings estimates and near-term stock price movements, with institutional investors using these estimates to determine fair value [4][6]. Company Performance and Outlook - The upgrade for Biosig Technologies suggests an improvement in the company's underlying business, which could lead to increased buying pressure and a rise in stock price [5][10]. - For the fiscal year ending December 2025, Biosig Technologies is expected to earn -$0.20 per share, reflecting a 73.3% change from the previous year, with a 72.6% increase in the Zacks Consensus Estimate over the past three months [8][10]. Zacks Rank System - The Zacks Rank system classifies stocks into five groups based on earnings estimates, with Zacks Rank 1 stocks historically generating an average annual return of +25% since 1988 [7]. - Biosig Technologies' upgrade to Zacks Rank 2 places it in the top 20% of Zacks-covered stocks, indicating a strong potential for market-beating returns in the near term [9][10].
BioSig Technologies(BSGM) - 2024 Q4 - Annual Report
2025-04-15 20:29
Financial Performance and Funding - BioSig Technologies has generated minimal revenue to date, indicating operations are in an early commercialization stage[17]. - On March 7, 2024, the company issued a promissory note for $500,000 at a 12% interest rate, which was later converted into 348,624 shares of common stock[25][27]. - The company raised approximately $1,040,000 from the sale of 260,720 shares at $3.989 per share on January 12, 2024[28]. - A total of 4,403,166 ATM Shares were sold at an average price of $0.91 per share, generating gross proceeds of $4,019,063 from January 17, 2025, to April 14, 2025[34]. - The company incurred a net loss of $10.3 million and used $4.8 million in cash for operating activities for the year ended December 31, 2024[141]. - As of December 31, 2024, the company's cash and cash equivalents were approximately $0.1 million, which is insufficient to fund operations in the near future[148]. - The company expects to incur substantial additional operating expenses over the next several years as it focuses on marketing, commercialization, and customer development for its PURE EP product[144]. - Future revenue generation from the PURE EP and other products is uncertain and subject to market acceptance and competitive pressures[142]. - The company may need to raise additional funds through public or private equity offerings, debt financings, or corporate collaborations, which may not be on favorable terms[149]. Corporate Structure and Ownership - The company has a majority ownership of 69.08% in ViralClear Pharmaceuticals and 84.5% in BioSig AI Sciences as of April 14, 2025[18][19]. - ViralClear Pharmaceuticals, Inc. is currently dormant, with the company retaining 69.08% ownership as of April 14, 2025[97]. - BioSig AI Sciences, Inc. holds an 84.5% majority interest as of April 14, 2025, but its business operations are currently on hold due to lack of resources[100][101]. Intellectual Property and Patents - The patent portfolio includes 41 issued utility patents and 31 pending applications related to the PURE EP System, with additional patents focused on artificial intelligence[24]. - The company has signed three patent and know-how license agreements with Mayo Foundation, focusing on novel ablation therapy methods[104]. - The company currently holds 41 issued/allowed utility patents and has 31 additional U.S. and foreign utility patent applications pending related to its PURE EP System[206]. - The company has one U.S. patent and one pending application directed to artificial intelligence (AI), along with 30 issued worldwide design patents[206]. - The company plans to file additional patent applications to provide market exclusivity for its products, but cannot predict the outcome of these applications[207]. - The company faces risks related to the enforcement of its intellectual property rights, particularly in foreign jurisdictions where legal systems may not favor patent enforcement[209]. - The company relies on trade secret protection and confidentiality agreements to safeguard proprietary information, but these measures may not provide adequate protection[213]. - The company may face challenges from competitors who could successfully challenge its patent applications or produce similar products[214]. - If the company infringes upon third-party patents, it could face litigation and be prevented from selling its products[216]. Regulatory and Compliance Issues - The company is subject to various U.S. healthcare fraud and abuse laws, which impose civil and criminal penalties for false claims[131]. - The company must comply with Quality System Regulation (QSR) and other FDA requirements for medical device manufacturing[127]. - The company’s PURE EP product is affected by the European Union Medical Device Directive, which requires CE marking for commercial distribution[134]. - The medical device industry is highly regulated, and compliance with FDA regulations is essential for the company's operations and product marketing[162]. - The company may face increased compliance costs due to changing regulations, which could impact its ability to obtain or maintain regulatory approvals for its products[163]. - The company is classified as a "smaller reporting company," which may make it more challenging for investors to analyze its financial prospects due to reduced disclosure requirements[195]. - The company must navigate complex state healthcare laws that may impose broader restrictions than federal laws, increasing compliance risks[184]. - The company has identified a material weakness in its internal control over financial reporting, which could adversely affect its ability to report results accurately and timely[200]. - Remediation of the identified material weakness will require substantial effort throughout 2025 and beyond, with ongoing testing of the effectiveness of new and existing controls[202]. Market and Competitive Landscape - The global electrophysiology laboratory devices market is projected to grow at a CAGR of 15.1% from 2025 to 2030, reaching an estimated USD 12.9 billion in 2024[62]. - Atrial fibrillation (AF) affects nearly 40 million individuals globally, with an estimated 12.1 million cases in the U.S. by 2030, leading to significant healthcare impacts[65]. - The average selling price of competing electrophysiology recording systems is approximately $160,000, indicating a competitive market landscape[93]. - The competitive landscape in the EP market includes major players like GE and Medtronic, which possess greater resources and may develop superior products[167]. - The addressable market size estimate for the EP market may be inaccurate, potentially limiting future growth prospects[165]. Product Development and Clinical Trials - The PURE EP™ Platform aims to improve the quality of cardiac signal recordings, addressing limitations in current electrophysiology recording systems[75]. - Clinical evaluations showed a 75% overall improvement in intracardiac signal quality and an 83% improved confidence in interpreting complex signals compared to conventional sources[88]. - The PURE EP™ System has been tested in 24 pre-clinical studies, with 21 conducted at Mayo Clinic, validating its clinical effectiveness[82]. - The system's design allows for the acquisition of high-fidelity signals with minimal noise, enhancing the diagnostic value of cardiac signals[76]. - The PURE EP™ System has shown potential to reduce the need for multiple ablation procedures, improving patient outcomes[79]. - The company has completed one clinical trial, but further studies may not support the usefulness of its technology[139]. - The company relies on collaboration with Mayo Clinic for research and development of PURE EP's advanced features[140]. Operational Challenges and Workforce - The Company faced workforce reductions, laying off 42 employees in early 2024 due to funding issues, leaving only the CEO[51][53]. - The Company currently has 5 employees and 3 key consultants, with plans to hire 4-6 additional staff depending on funding[58]. - The company is highly dependent on key personnel, and their loss could adversely affect product development and operational efficiency[168]. Risks and Uncertainties - The company faces substantial doubt about its ability to continue as a going concern due to its development stage[139]. - The company expects to incur operating losses as it reverts to a development stage[139]. - The company faces risks related to the development and commercialization of its technology, including potential delays and the need for additional capital[151]. - Cybersecurity risks are a growing concern, with potential impacts on financial condition and operational integrity[179]. - The company may face product liability claims, which could result in significant financial liabilities and reputational damage[178]. - Violations of healthcare laws could result in substantial penalties, including exclusion from federal healthcare programs like Medicare and Medicaid, and reputational harm[186]. - Changes in U.S. healthcare legislation, such as the Healthcare Reform Law, could negatively impact the company's revenue and market for its products[191]. - Global economic uncertainty and geopolitical tensions could hinder the company's ability to raise capital and disrupt its supply chain for research and development[197].
BioSig Technologies Confirms Full Compliance with Nasdaq Requirements for Continued Listing on The Nasdaq Capital Market
Globenewswire· 2025-03-26 13:00
Core Viewpoint - BioSig Technologies, Inc. has regained compliance with Nasdaq listing requirements, allowing its common stock to continue trading on The Nasdaq Capital Market [1][2][3] Company Compliance - On March 24, 2025, BioSig received confirmation from Nasdaq that it met the minimum stockholders' equity threshold of $2.5 million, resolving a previously disclosed deficiency [2] - The company is now in full compliance with all applicable Nasdaq continued listing standards [2] Leadership Statement - CEO Anthony Amato expressed satisfaction with the company's regained compliance, emphasizing a commitment to corporate governance and financial stability [3] - The company aims to deliver long-term value to shareholders and is focused on advancing operational goals and strengthening market position [3] Strategic Focus - BioSig is committed to innovation, strategic partnerships, and investments in advanced technologies to meet shareholder expectations [3] - Further details on specific initiatives and partnerships will be announced as they progress [3] Company Overview - BioSig Technologies is a medical device technology company with the PURE EP™ Platform, which enhances signal processing for electrophysiologists in treating cardiovascular arrhythmias [4][5] - The PURE EP™ Platform allows for real-time acquisition of raw signal data, improving procedural success and efficiency [5]
BioSig Technologies(BSGM) - 2024 Q3 - Quarterly Report
2024-11-14 19:33
Revenue Performance - Revenue for the three months ended September 30, 2024 was $0, compared to $1 for the same period in 2023, indicating a significant decline in recognized service revenue [203]. - Revenue for the nine months ended September 30, 2024 was $27, compared to $6 for the same period in 2023 [217]. Acquisitions and Business Development - The company announced the intent to acquire Neuro-Kinesis Corporation, with a purchase price involving the issuance of shares and potential cash contributions of $2.5 million to $6 million [176]. - The company plans to hire 4-6 additional employees to support business development and commercialization of the PURE EP System, contingent on funding availability [200]. - The company expects to incur additional marketing and commercialization expenses related to the PURE EP system, along with increased general and administrative expenses as it expands [247]. Financial Condition and Compliance - The company has been notified of non-compliance with Nasdaq listing requirements, including a minimum bid price of $1.00 per share and a market value of listed securities of at least $35 million [179][181]. - The company has received a grace period until March 7, 2025, to regain compliance with Nasdaq's market value listing requirements [185]. - The company’s common stock began trading on the OTCQB on July 23, 2024, after being delisted from Nasdaq [185]. - The accumulated deficit as of September 30, 2024 was $254.24 million, with expectations of continued losses until products reach full commercial profitability [241]. - The company has incurred net losses and negative cash flows from operations since inception, raising substantial doubt about its ability to continue as a going concern [242]. Expenses and Financial Performance - Research and development expenses for Q3 2024 were $156, a decrease of $989 or 86.38% from $1,145 in Q3 2023 [206]. - General and administrative expenses for Q3 2024 were $2,763, a decrease of $52 or 1.85% from $2,815 in Q3 2023 [208]. - Payroll related expenses increased to $1,744 in Q3 2024 from $1,302 in Q3 2023, an increase of $442 or 33.95% [209]. - Net loss attributable to common shareholders for Q3 2024 was $1,940 compared to a net loss of $4,569 in Q3 2023 [216]. - Research and development expenses for the nine months ended September 30, 2024 were $736, a decrease of $3,180 or 81.21% from $3,916 in the same period in 2023 [220]. - General and administrative expenses for the nine months ended September 30, 2024 were $10,559, a decrease of $7,608 or 41.88% from $18,167 in the same period in 2023 [222]. - Net loss attributable to common shareholders for the nine months ended September 30, 2024 was $9,395 compared to a net loss of $22,999 in the same period in 2023 [233]. - Cash used in operations for the nine months ended September 30, 2024 was $4,284, a decrease from $14,371 in the same period in 2023 [239]. Legal Matters - The company received a threat of litigation on December 4, 2023, seeking $775,782 for alleged wrongful termination, which was concluded to be without merit [277]. - A second threat of litigation was received on February 22, 2024, claiming losses of $1,440,000 due to unlawful actions by the board of directors, which the company believes is also without merit [278]. - A lawsuit was filed on March 22, 2024, seeking at least $288,000 in damages related to stock certificate issuance, which the company intends to contest vigorously [279]. - The company believes that the final disposition of legal proceedings should not have a material adverse effect on its financial position or results of operations [280]. - The company is unable to provide an evaluation of the outcome of ongoing litigation or estimate potential losses at this time [279]. - The company has moved to dismiss the claims made by the plaintiff in the recent lawsuit, with a hearing set for September 2024 [279]. - There are no material proceedings involving directors, officers, or significant shareholders that are adverse to the company's interests [281]. Internal Controls and Management - Management identified material weaknesses in internal control over financial reporting, including inadequate identification and reporting of stock-based compensation [271]. - The company intends to add sufficient staff and oversight controls in 2025 to remediate identified deficiencies in internal controls [272]. - The company may experience negative impacts on its ability to accurately report financial results due to material weaknesses in internal controls [273]. - Management has remediation plans that will be implemented in 2025 to address identified weaknesses [275]. - There have been no changes in internal control over financial reporting that materially negatively affected the company during the last completed fiscal quarter [275]. Funding and Capital Requirements - The company completed a securities purchase agreement on May 1, 2024, selling 783,406 shares at $1.4605 per share, raising a total of $1,144,164 [190]. - The company raised gross proceeds of approximately $3.0 million from a registered direct offering and concurrent private placement on May 30, 2024 [253]. - A promissory note for $500,000 was issued on March 7, 2024, with a 12% interest rate due in 2026 [254]. - Future capital requirements will depend on various factors, including the progress of research and development and the timing of regulatory approvals [248]. - The company may need to delay or reduce research and development programs if additional financing is not available on acceptable terms [250]. Strategic Focus - The company plans to shift focus from technology development to commercialization, resulting in meaningful reductions in annual expenses [243].
BioSig Regains Compliance with Nasdaq's Minimum Bid Price Requirement
GlobeNewswire News Room· 2024-11-13 20:14
Core Viewpoint - BioSig Technologies, Inc. has regained compliance with Nasdaq's minimum bid price requirement, indicating a positive development for the company's stock status [1][2]. Company Overview - BioSig Technologies is a medical technology company focused on enhancing intra-cardiac signal visualization, particularly in heart rhythms, through innovative software solutions [3]. - The company's FDA 510(k) cleared PURE EP™ Platform offers superior real-time signal visualization, improving the efficiency and efficacy of cardiac ablation procedures [4]. Compliance Achievement - To regain compliance, BioSig's common stock needed to maintain a minimum closing bid price of $1.00 for at least 10 consecutive business days, which was achieved as of November 13, 2024 [2]. - Nasdaq has closed the prior bid price deficiency matter, confirming the company's compliance status [2]. Leadership Statement - The CEO of BioSig expressed gratitude for the support received during the relisting process and emphasized the company's commitment to increasing shareholder value [3].
BioSig Technologies' Common Stock to Resume Trading on the NASDAQ Exchange, Wednesday, October 23, 2024 After Its Successful Appeal to the NASDAQ Panel
GlobeNewswire News Room· 2024-10-22 19:13
Core Insights - BioSig Technologies, Inc. successfully appealed to the NASDAQ Panel, allowing its common stock to resume trading on the NASDAQ Capital Market Exchange starting October 23, 2024 [1] - The company received an extension until March 7, 2025, providing a 360-day grace period for compliance with the Market Value of Listed Securities requirement [1] Company Overview - BioSig Technologies is a medical technology company focused on enhancing the accuracy of intra-cardiac signal visualization, particularly in heart rhythms [2] - The company utilizes a unique software platform to provide clear cardiac signal clarity, addressing significant healthcare challenges such as time, cost, and life-saving measures [2] Product Information - The FDA 510(k) cleared PURE EP™ Platform offers superior real-time signal visualization, enabling physicians to conduct targeted cardiac ablation procedures with improved efficiency and efficacy [3]
BioSig Technologies(BSGM) - 2024 Q2 - Quarterly Report
2024-08-14 21:07
Financial Performance - Revenue for the three months ended June 30, 2024, was $13, compared to $0 for the same period in 2023, indicating a significant increase in recognized service revenue[148] - Net loss attributable to common shareholders for the three months ended June 30, 2024 was $3,918 compared to a net loss of $11,096 for the same period in 2023[154] - Revenue for the six months ended June 30, 2024 was $27, compared to $5 for the same period in 2023[155] - Other income for the six months ended June 30, 2024 totaled $1,403, an increase of $1,621 over the expense of $(218) incurred in the same period in 2023[163] - Cash used in operations for the six months ended June 30, 2024 was $2,795, a decrease from $10,543 in the same period in 2023[167] Expenses - Research and development expenses decreased by $1,367, or 79.99%, to $342 for the three months ended June 30, 2024, down from $1,709 in the same period of 2023[149] - General and administrative expenses were $4,914 for the three months ended June 30, 2024, a decrease of $4,193 or 46.04% from $9,107 in the same period of 2023[150] - Payroll related expenses decreased to $3,971 from $5,936, a decrease of $1,965, or 33.11%[151] - Research and development expenses for the six months ended June 30, 2024 were $580, a decrease of $2,191, or 79.07% from $2,771 for the same period in 2023[156] - General and administrative expenses for the six months ended June 30, 2024 were $7,796, a decrease of $7,556 or 49.22% from $15,352 for the same period in 2023[157] - Stock-based compensation for research and development personnel decreased from $761 in Q2 2023 to $133 in Q2 2024[149] Workforce and Operations - The company has reduced its workforce significantly, laying off 16 employees in January 2024 and an additional 26 employees in February 2024 due to funding issues[140] - The company is currently operating with only 5 employees and 6 key consultants, with plans to hire 4-6 additional staff depending on funding[144] Legal Matters - The company received a threat of litigation on December 4, 2023, with a claim for $775,782, which was concluded to be without merit[200] - Another threat of litigation was received on February 22, 2024, seeking restitution for losses totaling $1.44 million, which the company believes is without merit[201] - Plaintiff Michael Gray Fleming filed a lawsuit against the Company seeking at least $288,000 in damages related to stock certificate issuance[202] - The Company believes the allegations are baseless and intends to contest them vigorously[202] - A hearing for the motion to dismiss the Plaintiff's claims is scheduled for September 2024[202] - The Company does not anticipate that the final disposition of other legal proceedings will materially affect its financial position or results of operations[203] - There are no material legal proceedings involving directors, officers, or significant shareholders that are adverse to the Company's interests[203] Capital and Funding - The company announced the intent to acquire Neuro-Kinesis Corporation, with a potential cash contribution of $2.5 million to $6 million upon closing[132] - On January 12, 2024, the company raised gross proceeds of $1.04 million by selling 260,720 shares of common stock and warrants[178] - On May 1, 2024, the company raised $1.14 million by selling 783,406 shares of common stock and warrants, including $634,999 in cash[179] - On May 30, 2024, the company closed an offering raising approximately $3.0 million for working capital and general corporate purposes[181] - A promissory note for $500,000 was issued on March 7, 2024, with a 12% interest rate due in 2026[182] Internal Controls and Compliance - Management identified material weaknesses in internal control over financial reporting, including inadequate identification and reporting of stock-based compensation[193] - The company’s common stock was delisted from Nasdaq due to non-compliance with minimum stockholders' equity requirements, and it is now trading on the OTC Markets[137] Future Outlook - The company expects to incur losses from operations in the near future, with increased marketing, commercialization, and R&D expenses related to the PURE EP system[174] - Future capital requirements will depend on R&D progress, regulatory approvals, and competitive product status[175] Intellectual Property - The company currently holds 41 issued/allowed utility patents and has 27 additional patent applications pending related to the PURE EP System[133]
BioSig Technologies Announces Intent to Acquire the Assets of Neuro-Kinesis Corporation
Newsfilter· 2024-07-31 13:45
Acquisition Intent - BioSig Technologies has executed a non-binding letter of intent to acquire the assets of Neuro-Kinesis Corporation (NKC), with the purchase price to be paid through the issuance of BioSig's common stock [1][8] - NKC will provide BioSig with a minimum of $2.5 million and potentially up to $6 million in unrestricted cash at closing [1] Management and Expertise - NKC is managed by a team of seasoned professionals with extensive backgrounds in medical technology, electrophysiology, clinical research, regulatory affairs, and technology commercialization [3] - The management team includes notable figures such as Josh Shachar, the CEO, and Dr. Eli Gang, the Chief Medical Officer, who bring significant expertise in their respective fields [24][25] Technology Overview - NKC's Huygens™ Catheter aims to improve the resolution of signal detection in electrophysiology (EP) procedures, addressing limitations of current mapping technologies [23] - The Proteus™ Robotic Arm enhances catheter navigation, providing precision control during EP diagnostic procedures [16][30] - The Huygens™ Catheter incorporates micro-electronics for signal amplification and digital processing, reducing noise contamination and improving signal clarity [28] Market Potential - The acquisition is expected to accelerate the market entry of NKC's breakthrough technology for diagnosing and treating complex cardiac arrhythmias [9] - NKC's technology is positioned to address the needs of the 35% of patients suffering from complex arrhythmias, where traditional ablation therapies are often ineffective [14][23] Future Developments - NKC plans to develop automated EP mapping systems utilizing AI-based applications to enhance the efficiency and efficacy of EP procedures [32] - The company holds an extensive portfolio of 47 issued patents related to its catheter and robotic arm technologies, along with nearly 200 additional patents in the smart surgical device arena [31]