PETACH TIKVA, Israel, December 20, 2021 (GLOBE NEWSWIRE) – Can-Fite BioPharma Ltd. (NYSE American: CANF) (TASE: CFBI), a biotechnology company developing a pipeline of proprietary small molecule drugs that treat inflammatory and cancerous diseases and liver disease, today announced the agreement of a healthcare-focused institutional investor to exercise certain warrants to purchase up to a total of 150,000,000 common shares represented by 5,000,000 US Depository Shares (ADS) priced at exercise of $ 2.00 per ADS issued by Can-Fite in August 2021, at an exercise price of $ 2.00 per ADS.
ADSs and ordinary shares issuable upon exercise of the warrants are registered in accordance with a registration statement on Form F-1 (File No. 333-259085) which came into effect by the Securities and Exchange Commission ( LP) on August 31, 2021. The gross proceeds to Can-Fite from the exercise of the warrants are expected to be $ 10.0 million, before the deduction of sales agent fees and expenses. offer.
HC Wainwright & Co. is acting as the exclusive placement agent for the offering.
In consideration for the immediate exercise of the cash warrants, the exercising holder will be issued new non-registered warrants to purchase ordinary shares represented by ADSs as part of a private placement in accordance with Article 4 (a) (2) of the Securities Act of 1933, as amended (the “1933 Act”). The warrants may be exercised in a total of up to 180,000,000 common shares represented by 6,000,000 ADS, at an exercise price of $ 2.00 per ADS and will have a term of exercise equal to five (5) years after the entry into force of an initial resale registration declaration listing the ADSs that may be issued during the exercise of the BSA.
Can-Fite intends to use the net proceeds of the offering for working capital, including for the launch of the Phase II NASH study and the Phase III liver cancer study. as well as other general business objectives.
The new warrants described above were offered by way of a private placement pursuant to an exemption applicable to the registration requirements of the 1933 Act and, together with the ADSs or the common shares issuable upon of their exercise, have not been registered under the 1933 Act, and may not be offered or sold in the United States absent registration with the SEC or an applicable exemption from these requirements. recording. The securities were only offered to qualified investors. The Company has agreed to file a registration statement with the SEC covering the resale of the ADSs and the common shares issuable upon exercise of the new warrants.
This press release does not constitute an offer to sell or the solicitation of an offer to buy and there will be no sale of such securities in any state or jurisdiction in which such an offer, solicitation or sale would be illegal. prior to registration or qualification under the securities laws of any such state or jurisdiction.
About Can-Fite BioPharma Ltd.
Can-Fite BioPharma Ltd. (NYSE American: CANF) (TASE: CFBI) is an advanced clinical drug development company with a technology platform designed to address multi-billion dollar markets in the treatment of cancer, liver and inflammatory diseases . The Company’s lead drug candidate, Piclidenoson, is currently in a Phase III trial for psoriasis. Can-Fite’s liver drug Namodenoson is heading into a Phase III trial for hepatocellular carcinoma (HCC), the most common form of liver cancer, and a Phase IIb trial for the treatment of steatohepatitis non-alcoholic (NASH). Namodenoson has received orphan drug designation in the United States and Europe and expedited designation as a second-line treatment for HCC by the United States Food and Drug Administration. Namodenoson has also shown proof of concept to potentially treat other cancers, including colon, prostate, and melanoma. CF602, the Company’s third drug candidate, has been shown to be effective in the treatment of erectile dysfunction. These drugs have an excellent safety profile with experience in over 1,500 patients in clinical studies to date. For more information, please visit: www.can-fite.com.
This press release may contain forward-looking statements regarding Can-Fite’s expectations, beliefs or intentions regarding, among other things, the use of the product, market risks and uncertainties, its product development efforts, its activities, its financial position, operating results, strategies or prospects. In addition, from time to time, Can-Fite or its representatives have made or may make forward-looking statements, either orally or in writing. Forward-looking statements may be identified by the use of forward-looking words such as “believe”, “expect”, “intend”, “plan”, “may”, “should” or “anticipate” or their negatives or other variations of these or other comparable words or that such statements do not relate strictly to historical or current matters. These forward-looking statements may be included, without limitation, in various documents filed by Can-Fite with the United States Securities and Exchange Commission, press releases or oral statements made by or with the approval of the one of Can-Fite’s authorized officers. officers. Forward-looking statements relate to events, activities, trends or results anticipated or expected on the date they are made. Since forward-looking statements relate to events which have not yet occurred, such statements are inherently subject to risks and uncertainties which could cause Can-Fite’s actual results to differ materially from future results expressed. or implied by forward-looking statements. Many factors could cause Can-Fite’s actual activities or results to differ materially from the activities and results anticipated in these forward-looking statements. Factors that could cause our actual results to differ materially from those expressed or implied in these forward-looking statements include, but are not limited to: our history of losses and our need for additional capital to fund our operations and our inability to obtain additional capital on acceptable terms, or not at all; uncertainties over cash flow and inability to meet working capital requirements; the impact of the COVID-19 pandemic; the initiation, timing, progress and results of our preclinical studies, clinical trials and other product candidate development efforts; our ability to advance our product candidates into clinical trials or complete our preclinical studies or clinical trials; our receipt of regulatory approvals for our product candidates, and the timing of other regulatory filings and approvals; the clinical development, commercialization and market acceptance of our product candidates; our ability to establish and maintain strategic partnerships and other corporate collaborations; implementing our business model and strategic plans for our business and product candidates; the extent of protection we are able to establish and maintain for intellectual property rights covering our product candidates and our ability to conduct our business without infringing the intellectual property rights of others; competitive businesses, technologies and our industry; statements on the impact of the political and security situation in Israel on our activities; and the risks and other risk factors detailed in Can-Fite’s filings with the SEC and in its periodic filings with the TASE. In addition, Can-Fite operates in an industrial sector where the values of securities are highly volatile and may be influenced by economic and other factors beyond its control. Can-Fite assumes no obligation to publicly update these forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.