TEL
AVIV, Israel and RALEIGH,
N.C., April 2, 2024 /PRNewswire/ -- RedHill
Biopharma Ltd. (Nasdaq: RDHL) ("RedHill" or the "Company"), a
specialty biopharmaceutical company, today announced that it has
entered into definitive agreements with private investors for the
purchase and sale, at a premium, of 2,144,487 of the Company's
American Depositary Shares ("ADSs"), each ADS representing four
hundred (400) ordinary shares, par value NIS
0.01 per share, of the Company, and warrants to purchase up
to an aggregate of 2,144,487ADSs, at a purchase price of
$0.58289 per ADS and accompanying
warrant, in a registered direct offering. The price per ADS and
accompanying warrant represents a premium of 10% over $0.5299, the closing price of the ADSs as
reported by the Nasdaq Capital Market on March 28, 2024. The warrants will have an
exercise price of $0.75 per ADS, will
be immediately exercisable upon issuance and have a term of five
years following the issuance date. The closing of the offering is
expected to occur on or about April 3,
2024, subject to the satisfaction of customary closing
conditions.
No placement agent was used in connection with the offering.
The gross proceeds to the Company from the offering are expected
to be $1.25 million, before deducting
offering expenses payable by the Company. The Company intends to
use the net proceeds from the offering for general corporate
purposes and working capital. The Company also announces that it
plans to file its 2023 20-F on or about April 8, 2024.
The securities described above are being offered by the Company
pursuant to a "shelf" registration statement on Form F-3 (File No.
333-258259) previously filed with the Securities and Exchange
Commission (the "SEC") on July 29,
2021, and declared effective by the SEC on August 9, 2021. The offering of the securities is
made only by means of a prospectus, including a prospectus
supplement, forming a part of the effective registration statement.
A final prospectus supplement and accompanying prospectus relating
to the securities being offered will be filed with the SEC.
Electronic copies of the final prospectus supplement and
accompanying prospectus may be obtained, when available, on the
SEC's website at http://www.sec.gov.
This press release shall not constitute an offer to sell or a
solicitation of an offer to buy any of the securities described
herein, nor shall there be any sale of these securities in any
state or other 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 other
jurisdiction.
About RedHill Biopharma
RedHill Biopharma Ltd. (Nasdaq: RDHL) is a specialty
biopharmaceutical company primarily focused on gastrointestinal and
infectious diseases. RedHill promotes the gastrointestinal drugs
Talicia®, for the treatment of Helicobacter
pylori (H. pylori) infection in adults[1], and
Aemcolo®, for the treatment of travelers'
diarrhea in adults[2]. RedHill's key clinical
late-stage development programs include: (i) opaganib
(ABC294640), a first-in-class oral broad-acting,
host-directed SPHK2 selective inhibitor with potential for pandemic
preparedness, targeting multiple indications with a U.S. government
collaboration for development for Acute Radiation Syndrome (ARS), a
Phase 2/3 program for hospitalized COVID-19, and a Phase 2 program
in oncology; (ii) RHB-107 (upamostat), an
oral broad-acting, host-directed, serine protease inhibitor with
potential for pandemic preparedness is in late-stage development as
a treatment for non-hospitalized symptomatic COVID-19, with
non-dilutive external funding covering the entirety of the RHB-107
arm of the 300-patient Phase 2 adaptive platform trial, and is also
targeting multiple other cancer and inflammatory gastrointestinal
diseases; (iii) RHB-102, with potential UK submission
for chemotherapy and radiotherapy induced nausea and vomiting,
positive results from a Phase 3 study for acute gastroenteritis and
gastritis and positive results from a Phase 2 study for IBS-D;
(iv) RHB-104, with positive results from a first Phase
3 study for Crohn's disease; and (v) RHB-204, a
Phase 3-stage program for pulmonary nontuberculous mycobacteria
(NTM) disease.
More information about the Company is available at
www.redhillbio.com / twitter.com/RedHillBio.
Forward Looking Statements
This press release contains "forward-looking statements"
within the meaning of the Private Securities Litigation Reform Act
of 1995 and may discuss investment opportunities, stock analysis,
financial performance, investor relations, and market trends. Such
statements, including, but not limited to, statements regarding the
completion of the offering, the satisfaction of customary closing
conditions related thereto and the intended use of net proceeds
from the offering, may be preceded by the words "intends," "may,"
"will," "plans," "expects," "anticipates," "projects," "predicts,"
"estimates," "aims," "believes," "hopes," "potential" or similar
words and include statements regarding the risk that the Company
will not regain or maintain compliance with the listing
requirements of the Nasdaq Capital Market ("Nasdaq") to
remain listed for trading on Nasdaq, the addition of new revenue
generating products, out-licensing of the Company's development
pipeline assets, timing of opaganib's development for Acute
Radiation Syndrome, non-dilutive development funding from RHB-107
and its inclusion in a key platform study. Forward-looking
statements are based on certain assumptions and are subject to
various known and unknown risks and uncertainties, many of which
are beyond the Company's control and cannot be predicted or
quantified, and consequently, actual results may differ materially
from those expressed or implied by such forward-looking statements.
Such risks and uncertainties include, without limitation, market
and other conditions; the ability of the Company to satisfy all
conditions precedent to the closing of the offering; the completion
of the offering; the intended use of proceeds from the offering;
the risk that the addition of new revenue generating products or
out-licensing transactions will not occur; the risk that acceptance
onto the RNCP Product Development Pipeline will not guarantee
ongoing development or that any such development will not be
completed or successful; the risk that the FDA does not agree with
the Company's proposed development plans for opaganib for any
indication; the risk that observations from preclinical studies are
not indicative or predictive of results in clinical trials; the
risk that the FDA pre-study requirements will not be met and/or
that the Phase 3 study of RHB-107 in COVID-19 outpatients will not
be approved to commence or if approved, will not be completed or,
should that be the case, that we will not be successful in
obtaining alternative non-dilutive development funding for
RHB-107; the risk that HB-107's late-stage development for
non-hospitalized COVID-19 will not benefit from the resources
redirected from the terminated RHB-204 Phase 3 study; the risk,
that the Phase 2/3 COVID-19 study for RHB-107 may not be successful
and, even if successful, such studies and results may not be
sufficient for regulatory applications, including emergency use or
marketing applications, and that additional COVID-19 studies for
opaganib and RHB-107 are likely to be required; risks and
uncertainties associated with the risk that the Company will not
successfully commercialize its products; as well as risks and
uncertainties associated with (i) the initiation, timing, progress
and results of the Company's research, manufacturing, pre-clinical
studies, clinical trials, and other therapeutic candidate
development efforts, and the timing of the commercial launch of its
commercial products and ones it may acquire or develop in the
future; (ii) the Company's ability to advance its therapeutic
candidates into clinical trials or to successfully complete its
pre-clinical studies or clinical trials or the development of a
commercial companion diagnostic for the detection of MAP; (iii) the
extent and number and type of additional studies that the Company
may be required to conduct and the Company's receipt of regulatory
approvals for its therapeutic candidates, and the timing of other
regulatory filings, approvals and feedback; (iv) the manufacturing,
clinical development, commercialization, and market acceptance of
the Company's therapeutic candidates and Talicia®; (v) the
Company's ability to successfully commercialize and promote
Talicia® and Aemcolo®; (vi) the Company's ability to establish and
maintain corporate collaborations; (vii) the Company's ability to
acquire products approved for marketing in the U.S. that achieve
commercial success and build its own marketing and
commercialization capabilities; (viii) the interpretation of the
properties and characteristics of the Company's therapeutic
candidates and the results obtained with its therapeutic candidates
in research, pre-clinical studies or clinical trials; (ix) the
implementation of the Company's business model, strategic plans for
its business and therapeutic candidates; (x) the scope of
protection the Company is able to establish and maintain for
intellectual property rights covering its therapeutic candidates
and its ability to operate its business without infringing the
intellectual property rights of others; (xi) parties from whom the
Company licenses its intellectual property defaulting in their
obligations to the Company; (xii) estimates of the Company's
expenses, future revenues, capital requirements and needs for
additional financing; (xiii) the effect of patients suffering
adverse experiences using investigative drugs under the Company's
Expanded Access Program; (xiv) competition from other companies and
technologies within the Company's industry; and (xv) the hiring and
employment commencement date of executive managers. More detailed
information about the Company and the risk factors that may affect
the realization of forward-looking statements is set forth in the
Company's filings with the SEC, including the Company's Annual
Report on Form 20-F filed with the SEC on April 28, 2023. All forward-looking statements
included in this press release are made only as of the date of this
press release. The Company assumes no obligation to update any
written or oral forward-looking statement in this press release,
whether as a result of new information, future events or otherwise
unless required by law.
Company contact:
Adi Frish
Chief Corporate & Business Development Officer
RedHill Biopharma
+972-54-6543-112
adi@redhillbio.com
Category: Financials
[1] Talicia® (omeprazole magnesium, amoxicillin
and rifabutin) is indicated for the treatment of H. pylori
infection in adults. For full prescribing information see:
www.Talicia.com.
[2] Aemcolo® (rifamycin) is indicated for the
treatment of travelers' diarrhea caused by noninvasive strains of
Escherichia coli in adults. For full prescribing information
see: www.aemcolo.com.
Logo -
https://mma.prnewswire.com/media/1334141/RedHill_Biopharma_Logo.jpg
View original
content:https://www.prnewswire.com/news-releases/redhill-biopharma-announces-1-25-million-registered-direct-offering-at-a-premium-to-market-price-302105607.html
SOURCE RedHill Biopharma Ltd.