TEL AVIV, Israel and
RALEIGH, N.C., March 1, 2021 /PRNewswire/ -- RedHill
Biopharma Ltd. (Nasdaq: RDHL) ("RedHill" or the "Company"), a
specialty biopharmaceutical company, today announced that it has
entered into an underwriting agreement with H.C. Wainwright &
Co., LLC under which the underwriter has agreed to purchase on a
firm commitment basis 1,250,000 American Depositary Shares (ADSs)
of the Company, at a price to the public of $8.00 per ADS, less underwriting discounts and
commissions. Each ADS represents ten ordinary shares, par value
NIS 0.01 per share, of the Company.
The closing of the offering is expected to occur on or about
March 4, 2021, subject to
satisfaction of customary closing conditions.
H.C. Wainwright & Co. is acting as the sole book-running
manager for the offering.
The Company also has granted to the underwriter a 30-day option
to purchase up to additional 187,500 ADSs at the public offering
price, less underwriting discounts and commissions.
The gross proceeds to RedHill, before deducting underwriting
discounts and commissions and offering expenses and assuming no
exercise of the underwriter's option to purchase additional ADSs,
are expected to be $10 million. The
Company intends to use the net proceeds from this offering to fund
its clinical development programs, commercialization activities and
for acquisitions and general corporate purposes.
The securities described above are being offered by RedHill
pursuant to a "shelf" registration statement on Form F-3 (File No.
333-232777) previously filed with the Securities and Exchange
Commission (the "SEC") on July 24,
2019 and declared effective by the SEC on August 8, 2019. The offering of the securities is
being made only by means of a prospectus, including a prospectus
supplement, forming a part of the effective registration statement.
A preliminary prospectus supplement and accompanying prospectus
relating to the securities being offered will be filed with the
SEC. Electronic copies of the preliminary prospectus supplement and
accompanying prospectus may be obtained, when available, on the
SEC's website at http://www.sec.gov or by contacting H.C.
Wainwright & Co., LLC at 430 Park Avenue, 3rd Floor,
New York, NY 10022, by phone at
(646) 975-6996 or e-mail at firstname.lastname@example.org.
This press release shall not constitute an offer to sell or a
solicitation of an offer to buy these securities, 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,
Movantik® for opioid-induced constipation in
adults, Talicia® for the
treatment of Helicobacter pylori (H. pylori) infection in
adults, and Aemcolo® for the
treatment of travelers' diarrhea in adults. RedHill's
key clinical late-stage development programs include: (i)
RHB-204, with an ongoing Phase 3 study for pulmonary
nontuberculous mycobacteria (NTM) disease; (ii) opaganib
(Yeliva®, ABC294640), a first-in-class
SK2 selective inhibitor targeting multiple indications with a Phase
2/3 program for COVID-19 and Phase 2 studies for prostate cancer
and cholangiocarcinoma ongoing; (iii) RHB-107
(upamostat), a serine protease inhibitor in a U.S. Phase 2/3
study as treatment for symptomatic COVID-19, and targeting multiple
other cancer and inflammatory gastrointestinal diseases; (iv)
RHB-104, with positive results from a first Phase 3 study
for Crohn's disease; (v) RHB-102
(Bekinda®), with positive results from a Phase 3
study for acute gastroenteritis and gastritis and positive results
from a Phase 2 study for IBS-D; and (vi) RHB-106, an
encapsulated bowel preparation.
This press release contains "forward-looking statements"
within the meaning of the Private Securities Litigation Reform Act
of 1995. Such statements may be preceded by the words "intends,"
"may," "will," "plans," "expects," "anticipates," "projects,"
"predicts," "estimates," "aims," "believes," "hopes," "potential"
or similar words. Forward-looking statements include statements
regarding: the completion of the offering, the satisfaction of
customary closing conditions related to the offering and the
intended use of net proceeds from the offering. 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 and the satisfaction of customary closing
conditions related to the offering; the risk that the Company will
not succeed to complete the patient recruitment; the risk that the
Company will not receive the relevant data required for benefiting
from the Fast Track designation; the risk that the U.S. Phase 3
clinical study evaluating RHB-204 will not be successful or, if
successful, will not suffice for regulatory marketing approval
without the need for additional clinical and/or other studies; 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® and Movantik®; (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 Securities and Exchange Commission
(SEC), including the Company's Annual Report on Form 20-F filed
with the SEC on March 4, 2020. 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,
whether as a result of new information, future events or otherwise
unless required by law.
Chief Corporate &
Business Development Officer
 Full prescribing information for Movantik®
(naloxegol) is available at: www.Movantik.com.
 Full prescribing information for Talicia®
(omeprazole magnesium, amoxicillin and rifabutin) is available at:
 Full prescribing information for Aemcolo®
(rifamycin) is available at: www.Aemcolo.com.
SOURCE RedHill Biopharma Ltd.