STOCK TITAN

Can-Fite Announces Exercise of Warrants for Approximately $4.0 Million in Gross Proceeds

Can-Fite expects about $4.0 million in gross proceeds from warrant exercises before fees, to fund R&D and clinical trials.

(Very High)

Sentiment and the balance of points

Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.

Tags

Can-Fite BioPharma (CANF) entered a definitive agreement for the immediate exercise of certain outstanding warrants to purchase up to 1,591,738 ADSs at a reduced exercise price of $2.50 per ADS, down from $5.00. Gross proceeds are expected to be approximately $4.0 million before fees and expenses.

In consideration for the cash exercise, Can-Fite will issue new unregistered warrants to purchase up to 3,183,476 ADSs, also at $2.50 per ADS, exercisable until 24 months after the effective date of a planned resale registration statement. Closing of the offering is expected on or about September 3, 2026, with H.C. Wainwright & Co. as exclusive placement agent. The company intends to use net proceeds for research and development, clinical trials, and general corporate and working capital purposes.

Loading...
Loading translation...

Positive

  • Approx. $4.0 million in expected gross proceeds from warrant exercises
  • Exercise of 1,591,738 ADS warrants provides immediate cash inflow
  • Net proceeds earmarked for R&D and clinical trials, supporting pipeline development

Negative

  • Exercise price cut from $5.00 to $2.50 per ADS for existing warrants
  • Issuance of new warrants for up to 3,183,476 ADSs adds potential future dilution
  • New warrants and underlying ADSs in private placement are unregistered, requiring future resale registration

News Explained

The agreed cash exercise has not yet closed; if the new warrants for up to 3,183,476 ADSs are exercised, issuing those additional securities would increase the share count and reduce existing holders’ percentage ownership.

Argus Sep 2 session 92 alerts
-27.36% close to close 589.5x rel. volume Open Argus
Details

Market move: CANF -27.36% in the Sep 2 session. warrant exercise offering

+38.8% Peak Tracked
-32.6% Trough Tracked
$10.23M Mkt Cap at Peak Alert

On Sep 2, the day this news came out, CANF closed 27.36% below the previous close. Argus tracked a peak move of +38.8% during that session. Argus tracked a trough of -32.6% from its starting point during tracking. Our momentum scanner recorded 92 alerts for this stock that day. Relative volume reached 589.5x the daily average during tracking.

Data tracked by StockTitan Argus for the Sep 2 session.

Key Figures

Warrants exercised: 1,591,738 ADSs Original exercise price: $5.00 per ADS Reduced exercise price: $2.50 per ADS +5 more
Warrants exercised
1,591,738 ADSs
Immediate exercise
Original exercise price
$5.00 per ADS
Warrants issued in March 2026
Reduced exercise price
$2.50 per ADS
Immediate warrant exercise
Expected closing
September 3, 2026
Subject to customary closing conditions
New warrants
3,183,476 ADSs
Issued in consideration for cash exercise
New warrant exercise price
$2.50 per ADS
Newly issued warrants
New warrant term
24 months
From the effective date of the Resale Registration Statement
Gross proceeds
Approximately $4.0 million
Before placement agent fees and offering expenses

Previous Offering Reports

3 past events · Latest: Mar 04
Same Type 3 events
  1. Mar 04

    Warrant exercise

    24h Move
    +20.4%

    Warrant exercise generated approximately $4.0 million in gross proceeds.

  2. Jul 28

    Public offering

    24h Move
    -28.4%

    Public offering included ADSs and warrants for up to $15.0 million.

  3. Apr 14

    Direct offering

    24h Move
    -17.2%

    Registered direct offering planned to raise $3.0 million.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Key Terms

american depositary shares, form f-3, private placement, resale registration statement
4 terms
american depositary shares financial
"purchase up to an aggregate of 1,591,738 American Depositary Shares"
American depositary shares (ADSs) are a way for investors in the United States to buy shares of foreign companies without dealing with international markets directly. They represent ownership in a foreign company's stock and are traded on U.S. stock exchanges, making it easier for American investors to buy, sell, and own parts of companies from around the world.
form f-3 regulatory
"registered pursuant to an effective registration statement on Form F-3"
Form F-3 is a U.S. securities filing that lets eligible foreign companies pre-register and then quickly sell shares or other securities to raise money, because they already meet ongoing reporting and size tests. For investors it signals that the company is up-to-date with regulatory disclosure and has an efficient way to issue new securities — similar to a pre-approved credit line — which can mean faster capital raises but also potential dilution of existing holdings.
private placement financial
"were offered in a private placement pursuant to an applicable exemption"
A private placement is a sale of securities directly to a selected group of investors, typically institutions or accredited investors, instead of through a public offering. It lets a company raise money faster and with fewer regulatory steps; for existing shareholders it matters because the newly issued shares, often sold at a discount, increase the share count and can dilute their ownership.
resale registration statement regulatory
"file a registration statement with the SEC covering the resale"
A resale registration statement is a document filed with regulators that allows existing shareholders to sell their shares to the public. It provides the necessary legal approval and information for these shares to be resold on the market, helping to increase the availability of shares for trading. For investors, it signals that shares held by current owners can be offered for sale, potentially affecting share prices and market liquidity.

AI-generated analysis. How Rhea-AI works. Not financial advice.

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google

RAMAT GAN, Israel, Sept. 02, 2026 (GLOBE NEWSWIRE) -- Can-Fite BioPharma Ltd. (NYSE American: CANF) (TASE: CANF) (“Can-Fite” or the “Company”), a clinical-stage biotechnology company developing 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 1,591,738 American Depositary Shares (ADSs), having an exercise price of $5.00 per ADS, issued by Can-Fite in March 2026, at a reduced exercise price of $2.50 per ADS. The ADSs representing ordinary shares issuable upon exercise of the warrants are registered pursuant to an effective registration statement on Form F-3 (File No. 333-294760). The closing of the offering is expected to occur on or about September 3, 2026, subject to satisfaction of customary closing conditions.

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 3,183,476 ADSs. The new warrants will have an exercise price of $2.50 per ADS, will be immediately exercisable until the twenty-four month anniversary of the effective date of the Resale Registration Statement.

The gross proceeds to Can-Fite from the exercise of the warrants are expected to be approximately $4.0 million, prior to deducting placement agent fees and offering expenses. The Company intends to use the net proceeds for funding research and development and clinical trials and for other working capital and 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 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 recently reported topline results in a Phase 3 trial for psoriasis and commenced a pivotal Phase 3 trial. Can-Fite’s liver drug, Namodenoson, is being evaluated in a Phase III trial for hepatocellular carcinoma (HCC), a Phase 2b trial for the treatment of MASH, and in a Phase 2a 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: 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 March 26, 2026 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

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Can-Fite BioPharma (CANF) announce about its warrants on September 2, 2026?

Can-Fite announced a definitive agreement for the immediate exercise of certain outstanding warrants to purchase up to 1,591,738 ADSs at a reduced exercise price of $2.50 per ADS, with expected gross proceeds of about $4.0 million before fees.

How much capital will Can-Fite (CANF) raise from the warrant exercise?

Can-Fite expects to raise approximately $4.0 million in gross proceeds from the immediate cash exercise of warrants to purchase up to 1,591,738 ADSs at $2.50 per ADS, before deducting placement agent fees and offering expenses.

What are the terms of the new warrants issued by Can-Fite (CANF) in this transaction?

In consideration for the cash exercise, Can-Fite will issue new unregistered warrants to purchase up to 3,183,476 ADSs at an exercise price of $2.50 per ADS. These warrants are immediately exercisable and will remain exercisable until 24 months after the effective date of the Resale Registration Statement.

How will Can-Fite (CANF) use the proceeds from the warrant exercises?

The company intends to use the net proceeds from the approximately $4.0 million gross capital raise to fund research and development, support clinical trials, and for other working capital and general corporate purposes.

When is the closing of Can-Fite’s (CANF) warrant exercise offering expected?

The closing of the offering related to the immediate warrant exercises is expected to occur on or about September 3, 2026, subject to the satisfaction of customary closing conditions, with H.C. Wainwright & Co. acting as exclusive placement agent.

Are the new Can-Fite (CANF) warrants and underlying ADSs registered with the SEC?

The new warrants and the ADSs issuable upon their exercise are being offered in a private placement and are not registered under the 1933 Act. Can-Fite has agreed to file a registration statement with the SEC to cover the resale of the ADSs issuable upon exercise.

What change was made to the exercise price of Can-Fite’s (CANF) existing warrants?

The exercise price of certain outstanding warrants issued in March 2026 was reduced from $5.00 per ADS to $2.50 per ADS to facilitate their immediate cash exercise for up to 1,591,738 ADSs.

Keep reading