Full Press Release Details
Million Registered Direct Offering
TEL-AVIV, Israel, January 18,
2019 (GLOBE NEWSWIRE) -- Kitov Pharma Ltd. (NASDAQ/TASE: KTOV), an innovative pharmaceutical company, today announced the
closing of its previously announced registered direct offering of 3,428,572 American Depositary Shares (ADS) at a purchase price
of $1.75 per ADS, for gross proceeds of $6 million.
Kitov also issued unregistered
warrants to purchase up to 2,571,430 ADSs. The warrants have a term of 5.5 years, are exercisable immediately and have an exercise
price of $2.00 per ADS
H.C. Wainwright & Co. acted
as the exclusive placement agent in connection with this offering.
The ADSs described above were
offered pursuant to a shelf registration statement on Form F-3 (File No. 333-215037), which was declared effective by the United
States Securities and Exchange Commission (the "SEC") on December 14, 2016. Such ADSs were offered only by means of
a prospectus, including a prospectus supplement, forming a part of the effective registration statement.
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 (646) 975-6996 or emailing placements@hcwco.com.
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.
Kitov Pharma (Kitov Pharma Ltd.; NASDAQ/TASE: KTOV) is an innovative pharmaceutical drug development company. Leveraging deep
regulatory and clinical-trial expertise, Kitov's veteran team of healthcare and business professionals maintains a proven track
record in streamlined end-to-end drug development and approval. Kitov's flagship combination drug, Consensi , treating osteoarthritis
pain and hypertension simultaneously, was approved by the FDA for marketing in the U.S and is partnered in the U.S., China and
South Korea. In addition, Kitov's NT219, a novel patented small molecule designed to overcome cancer drug resistance, is
currently in pre-clinical development. By lowering development risk and cost through fast-track regulatory approval of novel therapeutics,
Kitov plans to deliver rapid ROI and long-term potential to investors, while making a meaningful impact on people's lives. For
more information on Kitov, the content of which is not part of this press release, please visit http://www.kitovpharma.com.
Forward-Looking Statements and
Kitov's Safe Harbor Statement
Certain statements in this press release that are forward-looking and not statements of historical fact are forward-looking statements
within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such forward-looking
statements include, but are not limited to, statements that are not statements of historical fact, and may be identified by words
such as "believe", "expect", "intend", "plan", "may", "should",
"could", "might", "seek", "target", "will", "project",
"forecast", "continue" or "anticipate" or their negatives or variations of these words or other
comparable words or by the fact that these statements do not relate strictly to historical matters. You should not place undue
reliance on these forward-looking statements, which are not guarantees of future performance. Forward-looking statements reflect
our current views, expectations, beliefs or intentions with respect to future events, and are subject to a number of assumptions,
involve known and unknown risks, many of which are beyond our control, as well as uncertainties and other factors that may cause
our actual results, performance or achievements to be significantly different from any future results, performance or achievements
expressed or implied by the forward-looking statements. Important factors that could cause or contribute to such differences include,
among others, risks relating to: uncertainties associated with the fact that drug development and commercialization involves a
lengthy and expensive process with uncertain outcomes; our ability to successfully develop and commercialize our pharmaceutical
products; the expense, length, progress and results of any clinical trials; the lack of sufficient funding to finance the clinical
trials; the impact of any changes in regulation and legislation that could affect the pharmaceutical industry; the difficulty in
receiving the regulatory approvals necessary in order to commercialize our products; the difficulty of predicting actions of the
U.S. Food and Drug Administration or any other applicable regulator of pharmaceutical products; the regulatory environment and
changes in the health policies and regimes in the countries in which we operate; the uncertainty surrounding the actual market
reception to our pharmaceutical products once cleared for marketing in a particular market; the introduction of competing products;
patents attained by competitors; dependence on the effectiveness of our patents and other protections for innovative products;
our ability to obtain, maintain and defend issued patents with protective claims; the commencement of any patent interference or
infringement action; our ability to prevail, obtain a favorable decision or recover damages in any such action; and the exposure
to litigation, including patent litigation, and/or regulatory actions; the uncertainty surrounding an investigation by the Israel
Securities Authority into our historical public disclosures and the potential impact of such investigation on the trading of our
securities or on our clinical, commercial and other business relationships, or on receiving the regulatory approvals necessary
in order to commercialize our products, and other factors that are discussed in our in our Annual Report on Form 20-F for the year
ended December 31, 2017 and in our other filings with the SEC, including our cautionary discussion of risks and uncertainties
under Risk Factors' in our Registration Statements and Annual Reports. These are factors that we believe could cause
our actual results to differ materially from expected results. Other factors besides those we have listed could also adversely
affect us. Any forward-looking statement in this press release speaks only as of the date which it is made. We disclaim any intention
or obligation to publicly update or revise any forward-looking statement, or other information contained herein, whether as a result
of new information, future events or otherwise, except as required by applicable law. You are advised, however, to consult any
additional disclosures we make in our reports to the SEC, which are available on the SEC's website, http://www.sec.gov
For further information, contact:
Deputy CEO & Chief Financial Officer