BIO-key International, Inc. announced that it has entered into securities purchase agreement with new investor Dillon Hill Investment Company LLC to issue common units, each consisting of one share of common stock and one common warrant to purchase one and one-half shares of Common Stock at a purchase price of $0.175 per Common Unit and pre-funded units each consisting of one pre-funded warrant to purchase one share of Common Stock and one Common Warrant, at a purchase price of $0.174 per Pre-Funded Unit. In the aggregate, the Company issued to the Investor 872,502 shares of Common Stock at an issue price of $0.175 for the gross proceeds of $152,687.85, 2,270,335 Pre-Funded Warrants at an issue price of $0.174 for the gross proceeds of $395,038.29, and 4,714,285 Common Warrants pursuant to the Securities Purchase Agreement; aggregate gross proceeds of $547,726.14 on December 20, 2023. The Common Warrants will become exercisable six months following closing and will be exercisable at $0.175 per share.

The Pre-Funded Warrants are exercisable immediately following closing and will be exercisable at $0.001 per share. The offer and sale of the securities was exempt from registration pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended (the ?Securities Act?), and Rule 506 of Regulation D thereunder. The sale of the securities did not involve a public offering and was made without general solicitation or general advertising to one accredited investor, as such term is defined in Rule 501(a) of Regulation D under the Securities Act.

The Company paid a placement agent fee in the amount of 7% of the gross proceeds from the sale of the securities to Maxim Group LLC, a broker dealer registered under the Securities Exchange Act of 1934, as amended.