On June 16, 2020 Cardiff Oncology, Inc. (Nasdaq: CRDF), a clinical-stage oncology therapeutics company developing drugs to treat cancers with the greatest medical need for new treatment options, including KRAS-mutated colorectal cancer, castration-resistant prostate cancer and leukemia, reported it has entered into a securities purchase agreement, jointly led by biotech-focused fundamental institutional investors, Acorn Bioventures and CAM Capital, at the closing price as of June 15, 2020 (Press release, Cardiff Oncology, JUN 16, 2020, View Source [SID1234561145]). The financing includes common stock, non-voting Series E preferred stock and warrants for aggregate gross proceeds of $13.5 million. The proceeds will be used to accelerate the development of onvansertib and associated capital expenditures.

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"We are thrilled to have the long-term investment and support of Acorn Bioventures and CAM Capital to help continue advancing our prioritized clinical programs towards value inflection milestones," said Dr. Mark Erlander, Chief Executive Officer of Cardiff Oncology. "Broadening our institutional investor base will also provide the opportunity for us to gain valuable insight and input from our new investors as part of their role as non-voting observers to our Board of Directors. We believe this financing will allow us to build on the momentum from the recent positive clinical data presented at ASCO (Free ASCO Whitepaper) in KRAS-mutated metastatic colorectal cancer. Ultimately, our goal is to provide cancer patients with more effective therapeutic options through development of combination regimens across a number of difficult-to-treat cancers."

The common stock is being offered pursuant to a shelf registration statement on Form S-3 (File No. 333-232321), previously filed with the Securities and Exchange Commission ("SEC") on June 25, 2019 and declared effective on July 1, 2019. Such shares of common stock are being offered only by means of a prospectus supplement. A prospectus supplement and the accompanying prospectus relating to the registered direct offerings may be obtained, when available, on the SEC’s website at View Source or by contacting Cardiff Oncology, Inc.

The Series E preferred stock and warrants described above are being offered in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended (the "Act"), and Rule 506(b) of Regulation D promulgated thereunder and, along with the common stock underlying the Series E preferred and the warrants, have not been registered under the Act or applicable state securities laws. Accordingly, the Series E preferred stock, warrants and underlying common stock may not be offered or sold in the United States except pursuant to an effective registration statement or an applicable exemption from registration requirements of the Act and such applicable state securities laws.

This press release shall not constitute an offer to sell, or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.