RedHill Biopharma Announces Closing of Concurrent Public Offering and Registered Direct Offering of its American Depositary Shares and Warrants and Partial Exercise of the Option of Underwriters
(Thomson Reuters ONE) -
TEL-AVIV, Israel, Dec. 27, 2016 (GLOBE NEWSWIRE) -- RedHill Biopharma Ltd.
(NASDAQ:RDHL) (TASE:RDHL) ("RedHill" or the "Company"), a biopharmaceutical
company primarily focused on the development and commercialization of late
clinical-stage, proprietary, orally-administered, small molecule drugs for
gastrointestinal and inflammatory diseases and cancer, today announced the
closing of its previously announced underwritten public offering and its
concurrent registered direct offering of American Depositary Shares ("ADSs") and
warrants to purchase ADSs for aggregate gross proceeds, from both offerings
combined, before deducting underwriting discounts and commissions, placement
agent fees and other offering expenses, of approximately $38 million.
The underwritten public offering was for a total number of 2,250,000 ADSs, each
representing ten of its ordinary shares, and warrants to purchase 1,125,000
ADSs, with gross proceeds of approximately $23 million. The concurrent
registered direct offering was for a total number of 1,463,415 ADSs and warrants
to purchase 731,708 ADSs with gross proceeds of approximately $15 million.
Aggregate gross proceeds from both offerings combined totaled approximately $38
million.
The price in both offerings was $10.25 for a fixed combination of one ADS and a
warrant to purchase 0.5 of an ADS. The warrants in both offerings have a per ADS
exercise price of $13.33 and have a term of three years.
In addition, the Company announced that the underwriters exercised their option
in part and purchased warrants to purchase 168,750 ADSs for a purchase price of
$0.0047 per warrant. Following the partial exercise of the option by the
underwriters, the underwriters have the 30-day option to purchase up to an
additional 337,500 ADSs representing 3,375,000 ordinary shares. With this
partial exercise, the number issued by the Company in the two offerings
aggregates to a total of 3,713,415 ADSs, each representing ten of its ordinary
shares, and warrants to purchase 2,025,458 ADSs.
Immediately following the closing of both the underwritten public offering and
the registered direct offering, the number of outstanding ordinary shares of the
Company is 164,974,234 (equivalent to approximately 16,497,423 ADS), excluding
possible exercise of the warrants issued in either offering and excluding
possible exercise by the underwriters of their option to purchase up to an
additional 337,500 ADSs.
EMC2 Fund Ltd participated in the registered direct offering. Investors in the
public offering included, among others, Sabby Management, LLC, DAFNA Capital
Management, Rosalind Advisors, Inc., Koramic Holding, Lincoln Park Capital,
Nexthera Capital LP and others.
Roth Capital Partners acted as the sole book-running manager and Echelon Wealth
Partners acted as Canadian manager for the underwritten public offering with
respect to sales in Canada. Roth Capital Partners acted as placement agent in
the registered direct offering.
The ADSs and warrants were issued pursuant to a shelf registration statement
that was previously filed with, and declared effective by, the Securities and
Exchange Commission (the "SEC"). A final prospectus supplement related to each
of the offerings was filed with the SEC and is available on the SEC's website
located at www.sec.gov.
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
jurisdiction in which such offer, solicitation or sale would be unlawful prior
to the registration or qualification under the securities laws of any such
jurisdiction.
These offerings were made only by means of a prospectus. Copies of the final
prospectus supplements and the accompanying prospectus relating to these
offerings may be obtained, when available, by contacting Roth Capital Partners,
Attention: Equity Capital Markets, 888 San Clemente Drive, Newport Beach, CA
92660, or by telephone at 800-678-9147, or by email at RothECM(at)roth.com.
About RedHill Biopharma Ltd.:
RedHill Biopharma Ltd. (NASDAQ:RDHL) (TASE:RDHL) is a biopharmaceutical company
headquartered in Israel, primarily focused on the development and
commercialization of late clinical-stage, proprietary, orally-administered,
small molecule drugs for the treatment of gastrointestinal and inflammatory
diseases and cancer. RedHill's pipeline of proprietary products includes:
(i) RHB-105 - an oral combination therapy for the treatment of Helicobacter
pylori infection with successful results from a first Phase III study; (ii) RHB-
104 - an oral combination therapy for the treatment of Crohn's disease with an
ongoing first Phase III study and a completed proof-of-concept Phase IIa study
for multiple sclerosis; (iii) BEKINDA(®) (RHB-102) - a once-daily oral pill
formulation of ondansetron with an ongoing Phase III study for acute
gastroenteritis and gastritis and an ongoing Phase II study for IBS-D; (iv) RHB-
106 - an encapsulated bowel preparation licensed to Salix Pharmaceuticals, Ltd.;
(v) YELIVA(®) (ABC294640)- a Phase II-stage, orally-administered, first-in-class
SK2 selective inhibitor targeting multiple oncology, inflammatory and
gastrointestinal indications; (vi) MESUPRON - a Phase II-stage first-in-class,
orally-administered uPA inhibitor, targeting gastrointestinal and other solid
tumors and (vii) RIZAPORT(®) (RHB-103) - an oral thin film formulation of
rizatriptan for acute migraines, with a U.S. NDA currently under discussion with
the FDA and marketing authorization received in Germany in October 2015.
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 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, risks and uncertainties
associated with (i) the initiation, timing, progress and results of the
Company's research, manufacturing, preclinical studies, clinical trials, and
other therapeutic candidate development efforts; (ii) the Company's ability to
advance its therapeutic candidates into clinical trials or to successfully
complete its preclinical studies or clinical trials; (iii) the extent and number
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; (v) the Company's ability to establish and
maintain corporate collaborations; (vi) the interpretation of the properties and
characteristics of the Company's therapeutic candidates and of the results
obtained with its therapeutic candidates in research, preclinical studies or
clinical trials; (vii) the implementation of the Company's business model,
strategic plans for its business and therapeutic candidates; (viii) 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; (ix)
parties from whom the Company licenses its intellectual property defaulting in
their obligations to the Company; (x) estimates of the Company's expenses,
future revenues capital requirements and the Company's needs for additional
financing (xi) competitive companies and technologies within the Company's
industry; and (xii) the impact of the political and security situation in Israel
on the Company's business. 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
February 26, 2015. All forward-looking statements included in this Press Release
are made only as of the date of this Press Release. We assume no obligation to
update any written or oral forward-looking statement unless required by law.
Company contact:
Adi Frish
Senior VP Business Development & Licensing
RedHill Biopharma
+972-54-6543-112
adi(at)redhillbio.com
IR contact (U.S.):
Marcy Nanus
Senior Vice President
The Trout Group
+1-646-378-2927
Mnanus(at)troutgroup.com
This announcement is distributed by Nasdaq Corporate Solutions on behalf of Nasdaq Corporate Solutions clients.
The issuer of this announcement warrants that they are solely responsible for the content, accuracy and originality of the information contained therein.
Source: RedHill Biopharma Ltd. via GlobeNewswire
Datum: 27.12.2016 - 16:23 Uhr
Sprache: Deutsch
News-ID 514954
Anzahl Zeichen: 10234
contact information:
Town:
Tel-Aviv
Kategorie:
Business News
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"RedHill Biopharma Announces Closing of Concurrent Public Offering and Registered Direct Offering of its American Depositary Shares and Warrants and Partial Exercise of the Option of Underwriters"
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