aibioCan-Fite files $100,000,000 shelf with at-the-market program of up to $1,065,000
Tickers CANF
Can-Fite BioPharma's shelf sets a ceiling of $100,000,000, but the at-the-market sales agreement with H.C. Wainwright & Co., LLC covers only $1,065,000, a limit set by its public float.
Key facts
- Company
- Can-Fite BioPharma Ltd. (TASE: CANF)
- News type
- Financings
- Primary source
- Can-Fite BioPharma Ltd. F-3 (2026-08-28)
The shelf and the sales agreement
Can-Fite BioPharma Ltd. (NYSE American and TASE: CANF) filed a Form F-3 shelf registration statement on August 28, 2026. It covers an indeterminate number of ordinary shares, American Depositary Shares (ADSs), warrants, subscription rights and units, with an aggregate initial offering price of up to $100,000,000. Each ADS represents two ordinary shares. The filing says the terms of any sale will be set in later prospectus supplements.
The filing includes a prospectus supplement for an at-the-market offering. Under an offering agreement with H.C. Wainwright & Co., LLC, Can-Fite may sell ADSs worth up to $1,065,000 in total. That amount is included in the $100,000,000.
Wainwright is not required to sell a specific number or dollar amount, and there is no escrow or trust arrangement for the funds. Its commission is 3.0% of the gross sales price. The company has agreed to indemnify Wainwright against certain liabilities, and the filing says Wainwright will be deemed an underwriter under the Securities Act.
The size of the program is limited by the company's public float. The F-3 says the market value of shares held by non-affiliates on July 1, 2026 was about $9.9 million. General Instruction I.B.5 of Form F-3 caps primary offerings at one-third of public float in any 12-month period.
Who is named
H.C. Wainwright & Co., LLC is the only sales agent named for the at-the-market program. The F-3 names Greenberg Traurig, P.A., of Tel Aviv, as passing upon certain matters under U.S. law, and Amit Pollak Matalon & Co. as passing upon certain matters under Israeli law. Kost Forer Gabbay & Kasierer audited the consolidated financial statements in the company's annual report on Form 20-F for 2025, which the F-3 incorporates by reference. The F-3 names no placement agent for the shelf itself.
The company's finances
Can-Fite is a clinical-stage biotechnology company based in Ramat Gan, Israel, developing small-molecule drugs for oncological and inflammatory diseases. Its 20-F for 2025 reports revenue of $405,000, against $674,000 in 2024. Research and development expense was $6.7 million in 2025, against $5.8 million in 2024. The net loss was $9.8 million for 2025 and $7.9 million for 2024.
Cash used in operating activities was $8.9 million in 2025, against $7.6 million in 2024. Year-end cash and cash equivalents were $5.5 million at December 31, 2025. The F-3 does not give a cash balance for a later date.
The pipeline and the money raised
According to the F-3, Can-Fite's candidates are piclidenoson (CF101), namodenoson (CF102) and CF602. Piclidenoson is described as in an advanced stage of clinical development for psoriasis, and the company plans a Phase II study in Lowe syndrome. Namodenoson is being developed for hepatocellular carcinoma, where it has orphan drug designation in the United States and Europe and FDA Fast Track designation for patients who failed first-line treatment, and for pancreatic cancer and MASH. CF602 is a candidate for erectile dysfunction that has shown efficacy only in preclinical studies, and the company ended its Leiden University license for it in January 2026. The filing lists out-licensing deals for piclidenoson with partners including Cipher Pharmaceuticals, Gebro Holding and CMS Medical.
The company's 2025 cash flow statement shows $8,949 thousand used in operating activities and $9,644 thousand provided by financing, which the 20-F attributes to higher proceeds from issuing shares and warrants. The 20-F says it cannot be sure further funding will be available on acceptable terms, and that without it the company may have to delay, reduce or eliminate research or development programs.
What the filings leave open
The F-3 does not say how many ADSs under the $1,065,000 program have been sold, or whether any have been sold. It says the net proceeds will go to general corporate purposes, which may include working capital and capital expenditures, except as a prospectus supplement provides.
The shelf's $100,000,000 is a ceiling, and the public float cap limits what can be sold in any 12 months. The filing does not connect the year-end cash of $5.5 million, against $8.9 million of operating cash use in 2025, to a funding plan.