Kitov Closes $10 Million Registered Direct Offering

TEL-AVIV, Israel, May 08, 2020 (GLOBE NEWSWIRE) -- Kitov Pharma Ltd. (“Kitov”) (NASDAQ/TASE: KTOV), a clinical-stage company advancing first-in-class therapies to overcome tumor immune evasion and drug resistance, today announced the closing of its previously announced registered direct offering of 25,000,002 of the Company’s ordinary shares represented by American Depositary Shares (ADSs), at a purchase price of $0.40 per ADS, in a registered direct offering, for aggregate gross proceeds of approximately $10 million.

Kitov has also issued to the investors unregistered warrants to purchase up to an aggregate of 25,000,002 ADSs. The warrants have a term of 5.5 years, are exercisable immediately and have an exercise price of $0.4 per ADS.

Each ADS represents one ordinary share, no par value, of Kitov.

H.C. Wainwright & Co. acted as the exclusive placement agent for the offering.

The ADSs described above (but not the warrants or the ADSs underlying the warrants) were offered pursuant to a shelf registration statement on Form F-3 (File No. 333-235327), which was declared effective by the United States Securities and Exchange Commission (the “SEC”) on December 13, 2019. Such ADSs were offered only by means of a prospectus, including a prospectus supplement, forming a part of the effective registration statement filed with the SEC on May 8, 2020.

Electronic copies of the final prospectus supplement and the accompanying prospectus relating to the registered direct offering may be obtained at the SEC’s website at http://www.sec.gov and may also be obtained by contacting H.C. Wainwright & Co., LLC at 430 Park Avenue, 3rd Floor, New York, NY 10022, by calling [phone] or emailing [e-mail].

The 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 “Act”), and, along with the ADSs issuable upon their exercise, have not been registered under the 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.

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.