Small Company Offering and Sale of Securities Without Registration (d)
May 15 2020 - 4:49PM
Edgar (US Regulatory)
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NoneEntity Type | 0001614744 | Mainrom Line Logistics Ltd. Kitov Pharmaceuticals Holdings Ltd. |
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Corporation
o
Limited Partnership
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Limited Liability Company
o
General Partnership
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Business Trust
x
Other
Limited company |
| Name of Issuer |
Kitov Pharma Ltd. |
| Jurisdiction of Incorporation/Organization |
| ISRAEL |
| |
| Year of Incorporation/Organization |
| |
x
| Over Five Years Ago |
| |
o
| Within Last Five Years (Specify Year) | |
| |
o
| Yet to Be Formed | |
| 2. Principal Place of Business and Contact Information |
| Name of Issuer | |
| Kitov Pharma Ltd. | |
| Street Address 1 | Street Address 2 |
| ONE AZRIELI CENTER | ROUND BUILDING |
| City | State/Province/Country | ZIP/Postal Code | Phone No. of Issuer |
| TEL AVIV | ISRAEL | 6701101 | 97239333121 |
| Last Name | First Name | Middle Name |
| Israel | Isaac | |
| Street Address 1 | Street Address 2 |
| One Azrieli Center | Round Building |
| City | State/Province/Country | ZIP/Postal Code |
| Tel Aviv | ISRAEL | 6701101 |
| Relationship: |
x
| Executive Officer |
x
| Director |
o
| Promoter |
| Clarification of Response (if Necessary) |
| | Chief Executive Officer and Director of the Issuer |
| Last Name | First Name | Middle Name |
| Rowinsky | Eric | |
| Street Address 1 | Street Address 2 |
| One Azrieli Center | Round Building |
| City | State/Province/Country | ZIP/Postal Code |
| Tel Aviv | ISRAEL | 6701101 |
| Relationship: |
o
| Executive Officer |
x
| Director |
o
| Promoter |
| Clarification of Response (if Necessary) |
| | Independent Director and Chairman of the Board of Directors of the Issuer |
| Last Name | First Name | Middle Name |
| Rock | Simcha | |
| Street Address 1 | Street Address 2 |
| One Azrieli Center | Round Building |
| City | State/Province/Country | ZIP/Postal Code |
| Tel Aviv | ISRAEL | 6701101 |
| Relationship: |
o
| Executive Officer |
x
| Director |
o
| Promoter |
| Clarification of Response (if Necessary) |
| | Director of the Issuer |
| Last Name | First Name | Middle Name |
| Steinberg | Steven | |
| Street Address 1 | Street Address 2 |
| One Azrieli Center | Round Building |
| City | State/Province/Country | ZIP/Postal Code |
| Tel Aviv | ISRAEL | 6701101 |
| Relationship: |
o
| Executive Officer |
x
| Director |
o
| Promoter |
| Clarification of Response (if Necessary) |
| | Independent Director of the Issuer |
| Last Name | First Name | Middle Name |
| Agmon | Ido | |
| Street Address 1 | Street Address 2 |
| One Azrieli Center | Round Building |
| City | State/Province/Country | ZIP/Postal Code |
| Tel Aviv | ISRAEL | 6701101 |
| Relationship: |
o
| Executive Officer |
x
| Director |
o
| Promoter |
| Clarification of Response (if Necessary) |
| | Independent Director of the Issuer |
| Last Name | First Name | Middle Name |
| Tzror | Ran | |
| Street Address 1 | Street Address 2 |
| One Azrieli Center | Round Building |
| City | State/Province/Country | ZIP/Postal Code |
| Tel Aviv | ISRAEL | 6701101 |
| Relationship: |
o
| Executive Officer |
x
| Director |
o
| Promoter |
| Clarification of Response (if Necessary) |
| | Independent Director of the Issuer |
| Last Name | First Name | Middle Name |
| Stern-Raff | Revital | |
| Street Address 1 | Street Address 2 |
| One Azrieli Center | Round Building |
| City | State/Province/Country | ZIP/Postal Code |
| Tel Aviv | ISRAEL | 6701101 |
| Relationship: |
o
| Executive Officer |
x
| Director |
o
| Promoter |
| Clarification of Response (if Necessary) |
| | Independent Director of the Issuer |
| Last Name | First Name | Middle Name |
| Ben-Menachem | Gil | |
| Street Address 1 | Street Address 2 |
| One Azrieli Center | Round Building |
| City | State/Province/Country | ZIP/Postal Code |
| Tel Aviv | ISRAEL | 6701101 |
| Relationship: |
x
| Executive Officer |
o
| Director |
o
| Promoter |
| Clarification of Response (if Necessary) |
| | Vice President of Business Development of the Issuer |
| Last Name | First Name | Middle Name |
| Reuveni | Hadas | |
| Street Address 1 | Street Address 2 |
| One Azrieli Center | Round Building |
| City | State/Province/Country | ZIP/Postal Code |
| Tel Aviv | ISRAEL | 6701101 |
| Relationship: |
x
| Executive Officer |
o
| Director |
o
| Promoter |
| Clarification of Response (if Necessary) |
| | VP R&D of the Issuer |
| Last Name | First Name | Middle Name |
| Efron | Gil | |
| Street Address 1 | Street Address 2 |
| One Azrieli Center | Round Building |
| City | State/Province/Country | ZIP/Postal Code |
| Tel Aviv | ISRAEL | 6701101 |
| Relationship: |
x
| Executive Officer |
o
| Director |
o
| Promoter |
| Clarification of Response (if Necessary) |
| | Deputy CEO and Chief Financial Officer of the Issuer |
| Last Name | First Name | Middle Name |
| Liang | Bertrand | |
| Street Address 1 | Street Address 2 |
| One Azrieli Center | Round Building |
| City | State/Province/Country | ZIP/Postal Code |
| Tel Aviv | ISRAEL | 6701101 |
| Relationship: |
x
| Executive Officer |
o
| Director |
o
| Promoter |
| Clarification of Response (if Necessary) |
| | Chief Medical Officer of the Issuer |
| Last Name | First Name | Middle Name |
| Schickler | Michael | |
| Street Address 1 | Street Address 2 |
| One Azrieli Center | Round Building |
| City | State/Province/Country | ZIP/Postal Code |
| Tel Aviv | ISRAEL | 6701101 |
| Relationship: |
x
| Executive Officer |
o
| Director |
o
| Promoter |
| Clarification of Response (if Necessary) |
| | Head of Clinical Operations of the Issuer |
|
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| Agriculture | | Health Care |
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| Retailing |
| | Banking & Financial Services | |
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| Biotechnology |
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| Restaurants |
| |
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| Commercial Banking | |
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| Health Insurance | | Technology |
| |
o
| Insurance | |
o
| Hospitals & Physicians | |
o
| Computers |
| |
o
| Investing | |
x
| Pharmaceuticals | |
o
| Telecommunications |
| |
o
| Investment Banking | |
o
| Other Health Care | |
o
| Other Technology |
| |
o
| Pooled Investment Fund
| | | | | Travel |
| |
o
| Other Banking & Financial Services |
o
| Manufacturing | |
o
| Airlines & Airports |
| | Real Estate | |
o
| Lodging & Conventions |
| |
o
| Commercial | |
o
| Tourism & Travel Services |
| |
o
| Construction | |
o
| Other Travel |
| |
o
| REITS & Finance |
o
| Other |
| |
o
| Residential | |
| |
o
| Other Real Estate | |
|
o
| Business Services | |
| | Energy | |
| |
o
| Coal Mining | |
| |
o
| Electric Utilities | |
| |
o
| Energy Conservation | |
| |
o
| Environmental Services | |
| |
o
| Oil & Gas | |
| |
o
| Other Energy | |
| Revenue Range | Aggregate Net Asset Value Range |
|
o
| No Revenues |
o
| No Aggregate Net Asset Value |
|
o
| $1 - $1,000,000 |
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| $1 - $5,000,000 |
|
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| $1,000,001 - $5,000,000 |
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| $5,000,001 - $25,000,000 |
|
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| $5,000,001 - $25,000,000 |
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| $25,000,001 - $50,000,000 |
|
o
| $25,000,001 - $100,000,000 |
o
| $50,000,001 - $100,000,000 |
|
o
| Over $100,000,000 |
o
| Over $100,000,000 |
|
x
| Decline to Disclose |
o
| Decline to Disclose |
|
o
| Not Applicable |
o
| Not Applicable |
| 6. Federal Exemption(s) and Exclusion(s) Claimed (select all that apply) |
|
o
| Rule 504(b)(1) (not (i), (ii) or (iii)) |
o
| Rule 505 |
|
o
| Rule 504 (b)(1)(i) |
x
| Rule 506(b) |
|
o
| Rule 504 (b)(1)(ii) |
o
| Rule 506(c) |
|
o
| Rule 504 (b)(1)(iii) |
o
| Securities Act Section 4(a)(5) |
| |
o
| Investment Company Act Section 3(c) |
|
x
| New Notice | Date of First Sale | 2020-05-06 |
o
| First Sale Yet to Occur |
| Does the Issuer intend this offering to last more than one year? |
o
| Yes |
x
| No |
| 9. Type(s) of Securities Offered (select all that apply) |
|
o
| Pooled Investment Fund Interests |
o
| Equity |
|
o
| Tenant-in-Common Securities |
o
| Debt |
|
o
| Mineral Property Securities |
x
| Option, Warrant or Other Right to Acquire Another Security |
|
x
| Security to be Acquired Upon Exercise of Option, Warrant or Other Right to Acquire Security |
o
| Other (describe) |
| | |
| 10. Business Combination Transaction |
| Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer? |
o
| Yes |
x
| No |
| |
| Clarification of Response (if Necessary) | |
| |
| Minimum investment accepted from any outside investor | $ 0 USD |
| Recipient | Recipient CRD Number |
o
| None |
| H.C. Wainwright & Co., LLC | 375 |
| (Associated) Broker or Dealer |
x
| None | (Associated) Broker or Dealer CRD Number |
x
| None |
| | |
| Street Address 1 | Street Address 2 |
| 430 PARK AVENUE | 3RD FLOOR |
| City | State/Province/Country | ZIP/Postal Code |
| NEW YORK | NEW YORK | 10022 |
| State(s) of Solicitation |
o
| All States |
o
| Foreign/Non-US |
CALIFORNIA
NEW JERSEY
NEW YORK
|
| 13. Offering and Sales Amounts |
| Total Offering Amount | $ 10000001 USD |
o
Indefinite |
| Total Amount Sold | $ 10000001 USD | |
| Total Remaining to be Sold | $ 0 USD |
o
Indefinite |
| |
| Clarification of Response (if Necessary) |
| Represents the aggregate amount received from investors in connection with Issuer's registered offering of ADSs and concurrent private placement of warrants, respectively, which were issued jointly to investors for a single purchase price. |
|
o
| Select if securities in the offering have been or may be sold to persons who do not qualify as accredited investors,
Number of such non-accredited investors who already have invested in the offering
| |
| | Regardless of whether securities in the offering have been or may be sold to persons who do not qualify as accredited investors, enter the total number of investors who already have invested in the offering: | 3 |
| 15. Sales Commissions & Finders’ Fees Expenses |
Provide separately the amounts of sales commissions and finders' fees expenses, if any. If the amount of an expenditure is not known, provide an estimate and check the box next to the amount.
|
| Sales Commissions | $ 700000 USD |
x
| Estimate |
| Finders' Fees | $ 0 USD |
o
| Estimate |
| |
| Clarification of Response (if Necessary) |
| Represents 7% commission of gross proceeds from investors for sale of ADSs in the registered offering and concurrent private placement of warrants. We also paid or reimbursed expenses of $62,900 and issued unregistered warrants to purchase up to 1,750,000 |
Provide the amount of the gross proceeds of the offering that has been or is proposed to be used for payments to any of the persons required to be named as executive officers, directors or promoters in response to Item 3 above. If the amount is unknown, provide an estimate and check the box next to the amount.
|
| | $ 0 USD |
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