Can-Fite Announces Exercise of Warrants for Approximately $4.0 Million in Gross Proceeds
Rhea-AI Summary
Can-Fite (NYSE American: CANF) entered a definitive agreement for immediate exercise of warrants to buy up to 795,869 ADSs at a reduced price of $5.00 per ADS (originally $9.34). Closing is expected on or about March 5, 2026, subject to customary conditions.
The company will issue new unregistered warrants to purchase up to 1,591,738 ADSs, exercisable at $5.00 until the 24-month anniversary of the Resale Registration Statement. Gross proceeds are expected to be approximately $4.0 million before placement agent fees and expenses. Net proceeds will fund R&D, clinical trials, working capital and general corporate purposes.
Positive
- Gross proceeds of approximately $4.0 million
- Reduced exercise price to $5.00 per ADS enables immediate cash
- New warrants exercisable for 24 months
Negative
- Issuance of up to 1,591,738 new warrants may dilute shareholders
- Reduced exercise from $9.34 to $5.00 is a discounted financing
- Placement agent fees and offering expenses will lower net proceeds
Market Reaction – CANF
Following this news, CANF has declined 13.96%, reflecting a significant negative market reaction. Our momentum scanner has triggered 61 alerts so far, indicating high trading interest and price volatility. The stock is currently trading at $5.18. This price movement has removed approximately $1M from the company's valuation. Trading volume is elevated at 2.3x the average, suggesting increased selling activity.
Data tracked by StockTitan Argus (15 min delayed). Upgrade to Silver for real-time data.
Key Figures
Market Reality Check
Peers on Argus
CANF was up 2.88% while close biotech peers showed mixed moves (e.g., BIVI up 6.2%, ADAP down 17.57%, CYCC down 5.84%, MTVA up 1.3%, NXTC down 3.6%). This pattern points to stock-specific dynamics around the warrant exercise rather than a coordinated sector move.
Previous Offering Reports
| Date | Event | Sentiment | Move | Catalyst |
|---|---|---|---|---|
| Jul 28 | Public equity offering | Negative | -28.4% | Announced public offering up to $15.0M with ADSs and short-term warrants. |
| Apr 14 | Registered direct sale | Negative | -17.2% | Announced $3.0M registered direct ADS offering under an existing shelf. |
| Aug 08 | Warrant exercise deal | Negative | -3.0% | Immediate warrant exercise raising ~$5.0M in gross proceeds plus new warrants. |
For past capital-raising and warrant-related offerings, CANF has typically traded lower, with an average move of -16.21% across 3 tagged offering events.
Over the past year, CANF has repeatedly tapped equity markets via offerings and warrant exercises. In Aug 2024, an exercise of warrants for about $5.0M in gross proceeds coincided with a -2.99% move. A $3.0M registered direct offering in Apr 2025 saw shares fall 17.2%, while a larger public offering of up to $15.0M in Jul 2025 preceded a -28.43% reaction. Today’s warrant exercise continues this pattern of funding R&D and trials via equity-linked structures.
Historical Comparison
In the past, CANF disclosed 3 offering/warrant transactions tagged similarly, with an average move of -16.21% over 24 hours. This new warrant exercise fits the company’s recurring pattern of equity-linked funding for R&D and trials.
The company has repeatedly used ADS offerings and warrant exercises to fund research, clinical trials, working capital, and general purposes, often pairing immediate cash exercises with issuance of new warrants.
Market Pulse Summary
The stock is dropping -14.0% following this news. A negative reaction despite added cash would fit prior patterns, where three tagged offerings saw an average -16.21% move. This transaction reduces the warrant exercise price to $5.00 and adds 1,591,738 new warrants, which can be viewed as dilutive overhang. The balance between near-term funding of trials and longer-term equity issuance risk has historically driven cautious trading around CANF’s capital raises.
Key Terms
registration statement regulatory
form f-1 regulatory
placement agent financial
private placement financial
registration statement with the sec regulatory
resale registration statement regulatory
AI-generated analysis. Not financial advice.
RAMAT GAN, Israel, March 04, 2026 (GLOBE NEWSWIRE) -- Can-Fite BioPharma Ltd. (NYSE American: CANF) (TASE: CANF) (“Can-Fite” or the “Company”), a biotechnology company advancing a pipeline of proprietary small-molecule drugs targeting oncological and inflammatory diseases, today announced the entry into a definitive agreement for the immediate exercise of certain outstanding warrants to purchase up to an aggregate of 795,869 American Depositary Shares (ADSs), having an exercise price of
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, Can-Fite will issue new unregistered warrants to purchase up to 1,591,738 ADSs. The new warrants will have an exercise price of
The gross proceeds to Can-Fite from the exercise of the warrants are expected to be approximately
The new warrants described above were offered in a private placement pursuant to an applicable exemption from the registration requirements of the Securities Act of 1933, as amended (the "1933 Act"), and, along with the ADSs issuable upon exercise, have not been registered under the 1933 Act, and may not be offered or sold in the United States absent registration with the Securities and Exchange Commission ("SEC") or an applicable exemption from such registration requirements. Can-Fite has agreed to file a registration statement with the SEC covering the resale of the shares of ADSs issuable upon exercise of the new warrants (the “Resale Registration Statement”).
This press release does not constitute an offer to sell or a solicitation of an offer to buy the securities in this offering, nor shall there be any sale of these securities in any state or other 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 other jurisdiction.
About Can-Fite BioPharma Ltd.
Can-Fite BioPharma Ltd. (NYSE American: CANF) (TASE: CANF) 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 reported topline results in a Phase III trial for psoriasis and commenced a pivotal Phase III trial. Can-Fite's liver drug, Namodenoson, is being evaluated in a Phase III trial for hepatocellular carcinoma (HCC), a Phase IIb trial for the treatment of MASH, and in a Phase IIa study in pancreatic cancer. 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 1,600 patients in clinical studies to date. For more information please visit: https://www.canfite.com/.
Forward-Looking Statements
This press release may contain forward-looking statements, about Can-Fite’s expectations, beliefs or intentions regarding, among other things, its product development efforts, business, financial condition, results of operations, strategies or prospects. All statements in this communication, other than those relating to historical facts, are “forward looking statements”. 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. For example, the Company is using forward-looking statements when it discusses the completion of the offering, the satisfaction of customary closing conditions related to the offering and the intended use of proceeds therefrom. 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 known and unknown risks, uncertainties and other factors that may cause Can-Fite’s actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Important factors that could cause actual results, performance or achievements to differ materially from those anticipated in these forward-looking statements include, among other things, our market and other conditions, 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 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; risks related to not satisfying the continued listing requirements of NYSE American; and statements as to the impact of the political and security situation in Israel on our business. More information on these risks, uncertainties and other factors is included from time to time in the “Risk Factors” section of Can-Fite’s Annual Report on Form 20-F filed with the SEC on April 14, 2025 and other public reports filed with the SEC and in its periodic filings with the TASE. Existing and prospective investors are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. Can-Fite undertakes no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by any applicable securities laws.
Contact
Can-Fite BioPharma
Motti Farbstein
info@canfite.com
+972-3-9241114
FAQ
What is Can-Fite (CANF) announcing on March 4, 2026 about warrant exercises?
How much cash will Can-Fite (CANF) raise from the warrant exercises and what are proceeds for?
What new securities will Can-Fite (CANF) issue as part of the exercise transaction?
When do the new warrants issued by Can-Fite (CANF) expire and what is the exercise price?
Will the warrant exercise and new warrants be registered for resale for Can-Fite (CANF) shareholders?
Who is acting as placement agent for Can-Fite's (CANF) warrant exercise offering and when is closing expected?
