Can-Fite Announces Exercise of Warrants for Cash Proceeds of $10 Million
December 20 2021 - 3:05PM
Can-Fite BioPharma Ltd. (NYSE American: CANF) (TASE:CFBI), a
biotechnology company advancing a pipeline of proprietary small
molecule drugs that address inflammatory, cancer and liver
diseases, today announced the agreement by an healthcare-focused
institutional investor to exercise certain warrants to purchase up
to an aggregate of 150,000,000 ordinary shares represented by
5,000,000 American Depositary Shares (ADSs) having an exercise
price of $2.00 per ADS issued by Can-Fite in August 2021, at an
exercise price of $2.00 per ADSs.
The ADSs and the ordinary shares issuable upon
exercise of the warrants are registered pursuant to a registration
statement on Form F-1 (File No. 333-259085) which became effective
by the Securities and Exchange Commission (SEC) on August 31, 2021.
The gross proceeds to Can-Fite from the exercise of the warrants
are expected to be $10.0 million, prior to deducting placement
agent fees and offering expenses.
H.C. Wainwright & Co. is acting as the
exclusive placement agent for the offering.
In consideration for the immediate exercise of
the warrants for cash, the exercising holder will be issued new
unregistered warrants to purchase ordinary shares represented by
ADSs in a private placement pursuant to Section 4(a)(2) of the
Securities Act of 1933, as amended (the “1933 Act”). The
warrants will be exercisable into an aggregate of up to 180,000,000
ordinary shares represented by 6,000,000 ADS, at an exercise price
of $2.00 per ADS and have a term of exercise equal to five (5)
years following the effectiveness of an initial resale registration
statement registering the ADSs issuable upon the exercise of the
warrants.
Can-Fite intends to use the net proceeds from
the offering for working capital including for the launch of the
Phase II study in NASH and Phase III liver cancer study as well as
other general corporate purposes.
The new warrants described above were offered in
a private placement pursuant to an applicable exemption from the
registration requirements of the 1933 Act and, along with the ADSs
or the ordinary shares issuable upon 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 such registration requirements. The securities were
offered only to accredited investors. The Company has agreed
to file a registration statement with the SEC covering the resale
of the ADSs and ordinary shares of issuable upon exercise of the
new warrants.
This press release shall not constitute an offer
to sell or a solicitation of an offer to buy nor shall there be any
sale of these securities in any state or jurisdiction in which such
offer, solicitation or sale would be unlawful prior to the
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 stage drug development Company
with a platform technology that is designed to address
multi-billion dollar markets in the treatment of cancer, liver, and
inflammatory disease. The Company’s lead drug candidate,
Piclidenoson, is currently in a Phase III trial for psoriasis.
Can-Fite’s liver drug, Namodenoson, is headed 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
non-alcoholic steatohepatitis (NASH). Namodenoson has been granted
Orphan Drug Designation in the U.S. and Europe and Fast Track
Designation as a second line treatment for HCC by the U.S. 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 shown
efficacy 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.
Forward-Looking Statements
This press release may contain forward-looking
statements, about Can-Fite’s expectations, beliefs or intentions
regarding, among other things, use of proceeds, market risks and
uncertainties, its product development efforts, business, financial
condition, results of operations, strategies or prospects. In
addition, from time to time, Can-Fite or its representatives have
made or may make forward-looking statements, orally or in writing.
Forward-looking statements can 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 words or other comparable words or by the fact
that these statements do not relate strictly to historical or
current matters. These forward-looking statements may be included
in, but are not limited to, various filings made by Can-Fite with
the U.S. Securities and Exchange Commission, press releases or oral
statements made by or with the approval of one of Can-Fite’s
authorized executive officers. Forward-looking statements relate to
anticipated or expected events, activities, trends or results as of
the date they are made. Because forward-looking statements relate
to matters that have not yet occurred, these statements are
inherently subject to risks and uncertainties that could cause
Can-Fite’s actual results to differ materially from any future
results expressed or implied by the forward-looking statements.
Many factors could cause Can-Fite’s actual activities or results to
differ materially from the activities and results anticipated in
such forward-looking statements. Factors that could cause our
actual results to differ materially from those expressed or implied
in such forward-looking statements include, but are not limited to:
our history of losses and needs for additional capital to fund our
operations and our inability to obtain additional capital on
acceptable terms, or at all; uncertainties of cash flows and
inability to meet working capital needs; 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 to successfully 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; the implementation of our business model and
strategic plans for our business and product candidates; the scope
of protection we are able to establish and maintain for
intellectual property rights covering our product candidates and
our ability to operate our business without infringing the
intellectual property rights of others; competitive companies,
technologies and our industry; statements as to the impact of the
political and security situation in Israel on our business; and
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 industry sector where securities values are
highly volatile and may be influenced by economic and other factors
beyond its control. Can-Fite does not undertake any obligation to
publicly update these forward-looking statements, whether as a
result of new information, future events or otherwise, except as
required by law.
Contact:
Can-Fite BioPharmaMotti
Farbsteininfo@canfite.com+972-3-9241114
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