SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 26th, 2024 • RedHill Biopharma Ltd. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of January 25, 2024, between RedHill Biopharma Ltd., a company organized under the laws of Israel (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and, collectively, the “Purchasers”).
WARRANT TO PURCHASE ORDINARY SHARES REPRESENTED BY AMERICAN DEPOSITARY SHARES REDHILL BIOPHARMA LTD.Warrant Agreement • January 26th, 2024 • RedHill Biopharma Ltd. • Pharmaceutical preparations
THIS WARRANT TO PURCHASE ORDINARY SHARES REPRESENTED BY AMERICAN DEPOSITARY SHARES (the “Warrant”) certifies that, for value received, ________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on _____1 (the “Termination Date”) but not thereafter, to subscribe for and purchase from RedHill Biopharma Ltd., a company organized under the laws of the State of Israel (the “Company”), up to _________ Ordinary Shares, par value NIS 0.01 per share, of the Company (the “Warrant Shares”) represented by _____ American Depositary Shares (each, an “ADS” and, collectively, the “ADSs” and the ADSs issuable upon exercise of this Warrant, the “Warrant ADSs”), as subject to adjustment hereunder. The purchase price of one Warrant ADS shall be equal to the Exercise Price, as defined in Section 2
PLACEMENT AGENT WARRANT TO PURCHASE ORDINARY SHARES REPRESENTED BY AMERICAN DEPOSITARY SHARESPlacement Agent Warrant • January 26th, 2024 • RedHill Biopharma Ltd. • Pharmaceutical preparations
THIS PLACEMENT AGENT WARRANT TO PURCHASE ORDINARY SHARES REPRESENTED BY AMERICAN DEPOSITARY SHARES (the “Warrant”) certifies that, for value received, ________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on January 25, 2029 (the “Termination Date”) but not thereafter, to subscribe for and purchase from RedHill Biopharma Ltd., a company organized under the laws of the State of Israel (the “Company”), up to _________ Ordinary Shares, par value NIS 0.01 per share, of the Company (the “Warrant Shares”) represented by _____ American Depositary Shares (each, an “ADS” and, collectively, the “ADSs” and the ADSs issuable upon exercise of this Warrant, the “Warrant ADSs”), as subject to adjustment hereunder. The purchase price of one Warrant ADS shall be equal to the Exercise Pric
REDHILL BIOPHARMA LTD. UNDERWRITING AGREEMENTUnderwriting Agreement • August 13th, 2018 • RedHill Biopharma Ltd. • Pharmaceutical preparations • New York
PLEDGE AGREEMENTPledge Agreement • March 4th, 2020 • RedHill Biopharma Ltd. • Pharmaceutical preparations
THIS PLEDGE AGREEMENT dated as of February 23, 2020 (as amended, modified, restated or supplemented from time to time, this “Pledge Agreement”) is by and among the parties identified as “Pledgors” on the signature pages hereto and such other parties as may become Pledgors hereunder after the date hereof (individually a “Pledgor”, and collectively, the “Pledgors”) and HCR Collateral Management, LLC, as administrative agent (in such capacity, the “Administrative Agent”) for the Secured Parties (defined below).
SECURITY AGREEMENTSecurity Agreement • March 4th, 2020 • RedHill Biopharma Ltd. • Pharmaceutical preparations
THIS SECURITY AGREEMENT dated as of February 23, 2020 (as amended, modified, restated or supplemented from time to time, this “Security Agreement”) is by and among the parties identified as “Grantors” on the signature pages hereto and such other parties as may become Grantors hereunder after the date hereof (individually a “Grantor”, and collectively the “Grantors”) and HCR Collateral Management, LLC, as administrative agent (in such capacity, the “Administrative Agent”) for the Secured Parties (defined below).
PURCHASE WARRANT TO PURCHASE ORDINARY SHARES REPRESENTED BY AMERICAN DEPOSITARY SHARES REDHILL BIOPHARMA LTD.Purchase Warrant • December 5th, 2022 • RedHill Biopharma Ltd. • Pharmaceutical preparations • New York
THIS WARRANT TO PURCHASE ORDINARY SHARES REPRESENTED BY AMERICAN DEPOSITARY SHARES (the “Warrant”) certifies that, for value received, [●] or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on December [●], 2027 (the “Termination Date”) but not thereafter, to subscribe for and purchase from RedHill Biopharma Ltd, a company limited by shares organized under the laws of the State of Israel (the “Company”), up to [●] Ordinary Shares, par value NIS 0.01 (as subject to adjustment hereunder, the “Warrant Shares”), represented by [●] American Depositary Share (“ADSs”), each Ordinary Shares representing ten (10) Ordinary Shares, as subject to adjustment hereunder (the ADSs issuable hereunder, the “Warrant ADSs”). The purchase price of one ADS under this Warrant shall be equal to the Ex
CO-DEVELOPMENT AND COMMERCIALIZATION AGREEMENTCo-Development and Commercialization Agreement • December 3rd, 2012 • RedHill Biopharma Ltd. • Pharmaceutical preparations • London
THIS CO-DEVELOPMENT AND COMMERCIALIZATION AGREEMENT (this “Agreement”) is made and entered into as of August 26, 2010 (the “Effective Date”), by and between IntelGenx Corp., a Canadian corporation (“IntelGenx”), and RedHill Biopharma Ltd., an Israeli company (“RedHill”). IntelGenx and RedHill each may be referred to herein individually as a “Party,” or collectively as the “Parties”.
CERTAIN IDENTIFIED INFORMATION MARKED [***] HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED. ASSET PURCHASE AGREEMENTAsset Purchase Agreement • September 13th, 2022 • RedHill Biopharma Ltd. • Pharmaceutical preparations • New South Wales
This Asset Purchase Agreement is made and entered into as of August 11, 2010 (the "Effective Date"), by and among Giaconda Limited ABN 68 108 088 517, an Australian public limited company having its registered office at Ground Floor, 44 East Street, Five Dock, NSW 2046 Australia (the "Seller") and RedHill Biopharma Ltd., an Israeli company, having its business address at 42 Givati Street, Ramat-Gan 52232, Israel (the "Buyer").
REDHILL BIOPHARMA LTD. UNDERWRITING AGREEMENTUnderwriting Agreement • November 22nd, 2021 • RedHill Biopharma Ltd. • Pharmaceutical preparations • New York
EXCLUSIVE LICENSE AGREEMENTExclusive License Agreement • October 26th, 2012 • RedHill Biopharma Ltd. • Pharmaceutical preparations • London
THIS EXCLUSIVE LICENSE AGREEMENT (this “Agreement”) is made and entered into as of May 2, 2010 (the “Effective Date”), by and between SCOLR Pharma Inc., a Delaware corporation (“SCOLR”), and RedHill Biopharma Ltd., an Israeli company (“RedHill”). SCOLR and RedHill each may be referred to herein individually as a “Party,” or collectively as the “Parties”.
THE SYMBOL “[****]” DENOTES PLACES WHERE CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH (i) NOT MATERIAL, AND (ii) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED AMENDMENT TO EXCLUSIVE...Exclusive License Agreement • May 15th, 2019 • RedHill Biopharma Ltd. • Pharmaceutical preparations
This Amendment to the Exclusive License Agreement (the "Amendment') is entered into as of September 7, 2018 (the "Amendment Effective Date") by and between Entera Health, Inc., an Iowa Corporation, having an address at 2425 SE Oak Tree Court, Ankeny, Iowa 50021 (the ''Licensor''), and RedHill Biopharma, Inc. a Delaware corporation, having an address at 8045 Arco Corporate Drive, Suite 120, Raleigh, North Carolina 27617, along with all Affiliates thereof (as defined in that certain Exclusive License Agreement dated as of April 4, 2017 between the parties hereto (the "Agreement")) ("Licensee"). Unless otherwise specifically defined in this Amendment, any term used in this Amendment which is defined in the Agreement shall have the meaning assigned to it in the Agreement.
CERTAIN IDENTIFIED INFORMATION MARKED [***] HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED. EXCLUSIVE LICENSE AGREEMENTExclusive License Agreement • June 1st, 2022 • RedHill Biopharma Ltd. • Pharmaceutical preparations • London
THIS EXCLUSIVE LICENSE AGREEMENT is made and entered into as of March, __ 2015 (the “Effective Date”), by and between Apogee Biotechnology Corp., a Pennsylvania corporation (“Apogee”) and RedHill Biopharma Ltd., an Israeli company (“RedHill”). Apogee and RedHill each may be referred to herein individually as a “Party,” or collectively as the “Parties”.
EXCLUSIVE LICENSE AGREEMENTExclusive License Agreement • December 3rd, 2012 • RedHill Biopharma Ltd. • Pharmaceutical preparations • England
THIS EXCLUSIVE LICENSE AGREEMENT (this “Agreement”) is made and entered into effective as of November 18, 2009 (the “Effective Date”), by and between Egalet a/s, a Danish corporation also registered under the name BM Research a/s (“Egalet”), and RedHill Biopharma Ltd., an Israeli company (“RedHill”). Egalet and RedHill each may be referred to herein individually as a “Party,” or collectively as the “Parties”.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 25th, 2014 • RedHill Biopharma Ltd. • Pharmaceutical preparations • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of December 31, 2013, is by and among RedHill Biopharma Ltd., a company limited by shares organized under the laws of the State of Israel (the “Company”), and Broadfin Healthcare Master Fund, LTD, a corporation formed under the laws of the State of the Cayman Islands (the “Buyer”).
Master Service Agreement RedHill Biopharma Ltd. - 7810962 Canada Inc.Master Service Agreement • September 10th, 2015 • RedHill Biopharma Ltd. • Pharmaceutical preparations • Quebec
BETWEEN: 7810962 Canada Inc., a corporation duly incorporated under the laws of Canada and having its principal place of business at 5320 13e Avenue, Montréal, Québec, H1X 2X8;
RESEARCH and TECH TRANSFER, MANUFACTURING AND SUPPLY AGREEMENT FOR RHB-104 [Clinical Trial Batches Only]Tech Transfer, Manufacturing and Supply Agreement • December 3rd, 2012 • RedHill Biopharma Ltd. • Pharmaceutical preparations • Quebec
This TECH TRANSFER, MANUFACTURING AND SUPPLY AGREEMENT (“Agreement”) is made as of this 28th day of April, 2011, (the «Effective Date») by and between 7810962 CANADA INC., a corporation having its principal place of business at 245 Victoria Ave, Suite 100, Montreal, QC H3Z 2M6, Canada, (“PROVIDER”) and RedHill Biopharma Ltd., with principle place of business at 42 Givati St. Ramat-Gan 52232, Israel (“CUSTOMER”). UMAN and CUSTOMER shall be collectively referred as the “Parties”, with each being a “Party”.
REDHILL BIOPHARMA LTD. 2,462,000 American Depositary Shares UNDERWRITING AGREEMENT Dated: July 16, 2015Underwriting Agreement • July 21st, 2015 • RedHill Biopharma Ltd. • Pharmaceutical preparations • New York
Nomura Securities International, Inc. As Representative of the several Underwriters c/o Nomura Securities International, Inc. 309 West 48th Street New York, New York 10019
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 11th, 2022 • RedHill Biopharma Ltd. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of May 9, 2022, between RedHill Biopharma Ltd., a company organized under the laws of Israel (the “Company”), and the purchaser identified on the signature pages hereto (including its successors and assigns, the “Purchaser”).
THE SYMBOL "[****]" DENOTES PLACES WHERE PORTIONS OF THIS DOCUMENT HAVE BEEN OMIITTED PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT. SUCH MATERIAL HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION Amendment #2 To EXCLUSIVE...Exclusive License Agreement • February 22nd, 2018 • RedHill Biopharma Ltd. • Pharmaceutical preparations
This Amendment is entered into effective as of the date of the last signature below (the “Effective Date”) by and between RedHill Biopharma Ltd (“RedHill”) and Apogee Biotechnology Corporation (“Apogee”) to amend the terms of that Exclusive License Agreement entered into by the parties effective March 30, 2015 (“Agreement”).
THE SYMBOL “[****]” DENOTES PLACES WHERE PORTIONS OF THIS DOCUMENT HAVE BEEN OMITTED PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT. SUCH MATERIAL HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. Amendment #4 to Clinical...Clinical Services Agreement • February 26th, 2015 • RedHill Biopharma Ltd. • Pharmaceutical preparations
This Change Order 4 (“Change Order”) to the Clinical Services Agreement signed 15 June 2011 (“Clinical Services Agreement”), is by and among:
Loan AgreementLoan Agreement • October 26th, 2012 • RedHill Biopharma Ltd. • Pharmaceutical preparations • Tel-Aviv
This Loan Agreement is made and entered into as of the date set forth on the signature page below by and between RedHill Biopharma Ltd., a company organized and registered under the laws of the State of Israel, with offices at 42 Givati Street, Ramat-Gan, 52232, Israel (“Borrower”) and the person or entity whose name, signature and address appear on the signature page hereof (“Lender”).
Amendment 2 to Clinical Services Agreement Sponsor’s study drug RHB-104Clinical Services Agreement • July 7th, 2014 • RedHill Biopharma Ltd. • Pharmaceutical preparations
This Change Order constitutes an amendment to the Clinical Services Agreement pursuant to section 3.0 therein. As such, this Change Order is subject in all respects to the terms and provisions of the Clinical Services Agreement.
INDEPENDENT CONSULTING AGREEMENTIndependent Consulting Agreement • October 26th, 2012 • RedHill Biopharma Ltd. • Pharmaceutical preparations
This Independent Consulting Agreement ("Agreement") is made by and among RedHill Biopharma Ltd., having an address at 42 Givati St. Ramat-Gan 52232 Israel (the “Company”), and R.E. Investments, with an address at R.E.Investments bvba, Zeedijk 842 bus 34, 8300 Knokke, Belgium, BE 0874.456.874, represented hereby by Benjamin Van Oudenhove (“the Consultant”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 3rd, 2024 • RedHill Biopharma Ltd. • Pharmaceutical preparations • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of March 29, 2024, between RedHill Biopharma Ltd., a company organized under the laws of the State of Israel (the “Company”), and each investor identified on the signature pages hereto (each, including its successors and assigns, an “Investor” and collectively, the “Investors”). Subject to the terms and conditions set forth in this Agreement and pursuant to an effective registration statement under the Securities Act of 1933, as amended (the “Securities Act”), the Company desires to issue and sell to each Investor, and each Investor, severally and not jointly, desires to purchase from the Company, securities of the Company as more fully described in this Agreement.
THE SYMBOL “[****]” DENOTES PLACES WHERE PORTIONS OF THIS DOCUMENT HAVE BEEN OMITTED PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT. SUCH MATERIAL HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. Clinical Trials Global Master...Clinical Trials Global Master Services Agreement • February 26th, 2015 • RedHill Biopharma Ltd. • Pharmaceutical preparations • England
THIS CLINICAL TRIALS GLOBAL MASTER SERVICES AGREEMENT (“the Agreement”) is made effective as of the date of the last signature by the parties’ authorized representatives (the “Effective Date”) by and between Quest Diagnostics Clinical Laboratories, Inc. (“Quest Diagnostics”), with a principal office located at 1201 South Collegeville Road, Collegeville, PA 19426-2998 USA and RedHill Biopharma, Ltd., with a principal office located at 21 Haarba’a St., Tel-Aviv 64739, Israel (“Client”). Quest Diagnostics and Client shall each herein be referred to as a “Party” and together as the “Parties”.
Re: Offer from RedHill Biopharma Ltd. to 2010 Acquisition Financing Loan Agreement Lenders Dear Dr. Cabilly (a Financing Lender pursuant to the "Acquisition Financing Loan" with RedHill Biopharma Ltd.)Acquisition Financing Loan Agreement • February 14th, 2013 • RedHill Biopharma Ltd. • Pharmaceutical preparations
THE SYMBOL “[****]” DENOTES PLACES WHERE PORTIONS OF THIS DOCUMENT HAVE BEEN OMITTED PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT. SUCH MATERIAL HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. AMENDMENT TO ASSET PURCHASE...Asset Purchase Agreement • February 26th, 2015 • RedHill Biopharma Ltd. • Pharmaceutical preparations
This Amendment to Asset Purchase Agreement (this “Amendment”) is made as of 27 February 2014 (the “Amendment Effective Date”), by and among RedHill Biopharma Ltd., an Israeli company having its principal place of business at 21 Ha’arba’a Street, Tel-Aviv 64739, Israel (“RedHill”), and Giaconda Limited ACN 108 088 517, an Australian public limited company having its registered office at Ground Floor, 44 East Street, Five Dock, NSW 2046, Australia (“Giaconda”). Each of RedHill and Giaconda is sometimes referred to individually herein as a “Party” and collectively as the “Parties.”
Service Agreement – A Formulation development of RHB-105 in oral solid dosage form and manufacture of clinical supplies Amendment 3Service Agreement • February 26th, 2015 • RedHill Biopharma Ltd. • Pharmaceutical preparations
LICENSE AGREEMENTLicense Agreement • March 4th, 2020 • RedHill Biopharma Ltd. • Pharmaceutical preparations • New York
CERTAIN IDENTIFIED INFORMATION MARKED [***] HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED. AMENDMENT TO EXCLUSIVE LICENSE AGREEMENTExclusive License Agreement • March 17th, 2022 • RedHill Biopharma Ltd. • Pharmaceutical preparations
This Amendment (the “Amendment”) is entered into as of December 2, 2021 (the “Amendment Effective Date”) by and between Cosmo Technologies Ltd., a company duly incorporated and existing under the laws of Ireland, with registered offices at Riverside II, Sir־ John Rogerson’s Quay, Dublin 2, Ireland (“Cosmo”) and RedHill Biopharma, Inc. a Delaware corporation, having an address at 8045 Arco Corporate Drive, Suite 120, Raleigh, North Carolina 27617 and all Affiliates thereof (“RedHill”). Cosmo and RedHill each may be referred to herein individually as a “Party,” or collectively as the “Parties”.
ContractService Agreement • September 10th, 2015 • RedHill Biopharma Ltd. • Pharmaceutical preparations
THE SYMBOL “[****]” DENOTES PLACES WHERE PORTIONS OF THIS DOCUMENT HAVE BEEN OMITTED PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT. SUCH MATERIAL HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.
Execution Version FIRST AMENDMENT TO CREDIT AGREEMENT THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this “ Amendment ”), dated as of March 31 , 2020 (the “ Amendment Effective Date ”), is made by and among REDHILL BIOPHARMA INC . , a Delaware corporation...Credit Agreement • April 2nd, 2020 • RedHill Biopharma Ltd. • Pharmaceutical preparations • New York
Change Order 6 to Clinical Services AgreementChange Order to Clinical Services Agreement • February 23rd, 2017 • RedHill Biopharma Ltd. • Pharmaceutical preparations
This Change Order 6 (“Change Order”) to the Clinical Services Agreement signed 15 June 2011 (“Clinical Services Agreement”), is by and among:
STRICTLY CONFIDENTIALConfidentiality Agreement • February 26th, 2015 • RedHill Biopharma Ltd. • Pharmaceutical preparations • New York
This Agreement (the “Agreement”) is made and entered into to be effective as of 27 February 2014 (the “Effective Date”) by and between RedHill Biopharma Ltd., an Israeli company (“RedHill”), and Salix Pharmaceuticals, Inc., a California corporation (“Salix”). RedHill and Salix are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
