RAMAT GAN, Israel — March 4, 2026 — Leads & Copy — Can-Fite BioPharma Ltd. (NYSE American: CANF) (TASE: CANF) has entered into a definitive agreement for the immediate exercise of certain outstanding warrants. The warrants are to purchase up to 795,869 American Depositary Shares (ADSs) at a reduced exercise price of $5.00 per ADS, the company said.
The original exercise price was $9.34 per ADS, and the warrants were issued in July 2025. The ADSs issuable upon exercise of the warrants are registered pursuant to an effective registration statement on Form F-1 (File No. 333-288890).
The closing of the offering is expected to occur on or about March 5, 2026, pending satisfaction of customary closing conditions.
H.C. Wainwright & Co. is the exclusive placement agent for the offering.
In exchange for the immediate exercise of the warrants for cash, Can-Fite will issue new unregistered warrants to purchase up to 1,591,738 ADSs. These new warrants will have an exercise price of $5.00 per ADS and will be immediately exercisable until the twenty-four month anniversary of the effective date of the Resale Registration Statement.
Can-Fite anticipates gross proceeds of approximately $4.0 million from the exercise of the warrants, before deducting placement agent fees and offering expenses. The company plans to use the net proceeds to fund research and development, clinical trials, working capital, and general corporate purposes.
The new warrants were offered in a private placement pursuant to an applicable exemption from the registration requirements of the Securities Act of 1933, as amended. The warrants and the ADSs issuable upon exercise have not been registered under the 1933 Act and may not be offered or sold in the United States without registration with the SEC or an applicable exemption.
Can-Fite has agreed to file a registration statement with the SEC covering the resale of the ADSs issuable upon exercise of the new warrants.
Can-Fite BioPharma Ltd. is a biotechnology company focused on developing small-molecule drugs for oncological and inflammatory diseases. The company’s lead drug candidate, Piclidenoson, reported topline results in a Phase III trial for psoriasis and has commenced a pivotal Phase III trial. The company’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. CF602, Can-Fite’s third drug candidate, has shown efficacy in the treatment of erectile dysfunction.
Source: Can-Fite BioPharma Ltd.
