Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16]

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16

of the Securities Exchange Act of 1934

For the month of August 2023

Commission File No.:001-35773

REDHILL BIOPHARMA LTD.

(Translation of registrant’s name into English)

21 Ha'arba'a Street, Tel Aviv, 6473921, Israel

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F ☒ Form 40-F ☐

Indicate by check mark if the Registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ____

Indicate by check mark if the Registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ____

Attached hereto and incorporated by reference herein are the following:

Exhibit 99.1: Registrant's press release entitled “RedHill Biopharma Provides H1/23 Financial Results and Operational Highlights”.

Exhibit 99.2: Registrant’s condensed consolidated interim unaudited financial information as of June 30, 2023, and for the six months then ended.

Exhibits 99.1 (solely with respect to “Financial results for the six months ended June 30, 2023 (unaudited)”, “Business Updates”, “Commercial Highlights”, “R&D Highlights”, “Condensed Consolidated Interim Statements of Comprehensive Loss”, “Condensed Consolidated Interim Statements of Financial Position”, “Condensed Consolidated Interim Statements of Cash Flows”) and 99.2 to this Report on Form 6-K hereby incorporated by reference into the Company's Registration Statements on Form S-8 filed with the Securities and Exchange Commission on May 2, 2013 (Registration No. 333-188286), on October 29, 2015 (Registration No. 333-207654), on July 25, 2017 (Registration No. 333-219441), on May 23, 2018 (Registration No. 333-225122), on July 24, 2019 (File No. 333-232776), on March 25, 2021 (File No. 333-254692), on May 3, 2021 (File No. 333-255710), on January 11, 2022 (File No. 333-262099), on June 27, 2022 (File No. 333-265845) and on June 29, 2023 (File No. 333-273001) and its Registration Statements on Form F-3 filed with the Securities and Exchange Commission on March 30, 2021 (File No. 333-254848), on July 29, 2021 (File No. 333-258259) and on August 4, 2023 (File No. 333-273709).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	REDHILL BIOPHARMA LTD.
	(the "Registrant")

Date: August 17, 2023	By:	/s/ Dror Ben-Asher
	Name:	Dror Ben-Asher
	Title:	Chief Executive Officer

Press Release

RedHill Biopharma Provides H1/23 Financial Results and Operational Highlights

RHB-107 included in the U.S. Department of Defense-supported ACESO PROTECT multinational platform trial for early COVID-19 outpatient treatment; The 300-patient Phase 2 study received FDA clearance and is estimated to be completed by the end of 2024

Opaganib awarded a further $1.7 million in U.S. government medical countermeasure (MCM) development funding – additional to the multimillion dollar-valued National Institutes of Health’s Radiation and Nuclear Countermeasures Program (RNCP) product development contract for gastrointestinal acute radiation syndrome (GI-ARS)

Following the divestiture of Movantik and the ongoing commercial and financial streamlining, the Company is debt-free, with a significantly reduced cost-base

H1/23 Talicia net revenues of $5.1 million; Cash balance of $16.3 million as of June 30, 2023¹

TEL AVIV, ISRAEL & RALEIGH, N.C., August 17, 2023 /PRNewswire/ -- RedHill Biopharma Ltd. (Nasdaq: RDHL) (“RedHill” or the “Company”), a specialty biopharmaceutical company, today provided first half, 2023, financial results and operational highlights.

Dror Ben-Asher, RedHill’s Chief Executive Officer, said: “RedHill has delivered significant achievements in the first half of 2023. We are now debt-free with a significantly reduced cost-base. Our two lead R&D candidates, RHB-107 and opaganib, are progressing their development in outpatient COVID-19 and Acute Radiation Syndrome, respectively, both supported extensively by U.S. government funding. Additionally, we are in active discussions with multiple parties regarding potential divestment of certain RedHill assets, in order to further strengthen our balance sheet and enhance our focus.”

Financial results for the six months ended June 30, 2023 (Unaudited)²

Net Revenues for the six months ended June 30, 2023, were $5.4 million, as compared to $31.5 million for the six months ended June 30, 2022. The decrease was primarily attributable to the divestiture of Movantik, resulting in the discontinuation of revenue recognition from this product starting from February 2, 2023. Talicia net revenues for the six months ended June 30, 2023, were $5.1 million, as compared to $4 million for the six months ended June 30, 2022, primarily due to an increase of 10% in units sold.

Cost of Revenues for the six months ended June 30, 2023, was $2.4 million, as compared to $15.3 million for the six months ended June 30, 2022. This decrease was primarily attributable to the divestiture of Movantik. As a result of this divestiture, both the recognition of revenues and the associated cost of revenues for this product were discontinued starting from February 2, 2023. Additionally, the amortization of the intangible asset related to Movantik was also discontinued as of that date.

Gross Profit for the six months ended June 30, 2023, was $3 million, as compared to $16.2 million for the six months ended June 30, 2022, in line with the decrease in Net Revenues and Cost of Revenues as explained above and primarily attributable to the divestiture of Movantik.

Research and Development Expenses for the six months ended June 30, 2023, were $2.3 million, as compared to $4.5 million for the six months ended June 30, 2022. The decrease is attributable to completion of clinical trials related to COVID-19 and ongoing cost-reduction measures.

Selling, Marketing and General and Administrative Expenses for the six months ended June 30, 2023, were $19 million, as compared to $37.4 million for the six months ended June 30, 2022. The difference was primarily attributable to the ongoing cost-reduction measures.

Other Income for the six months ended June 30, 2023, was $43 million, as compared to no other income recognized for the six months ended June 30, 2022. The other income was comprised of (i) $35.5 million from the divestiture of Movantik, calculated as the difference between the fair value of the rights and the carrying amount of this asset; and (ii) $7.5 million from transitional services fees provided to the buyer of Movantik.

Operating Income for the six months ended June 30, 2023, was $24.7 million, as compared to an operating loss of $25.8 million for the six months ended June 30, 2022, primarily attributable to the changes resulting from the divestiture of Movantik, as detailed above.

Financial Income, net for the six months ended June 30, 2023, was $26.3 million, as compared to Financial Expenses, net of $6.5 million for the six months ended June 30, 2022. The income recognized in the six months ended June 30, 2023, was primarily attributable to gain resulting from the extinguishment of the HCR Collateral Management LLC (“HCR”) debt in exchange for the transfer of rights to Movantik, calculated as the difference between the carrying amount of the financial liability and the fair value of the rights transferred.

Net Income for the six months ended June 30, 2023, was $51 million, as compared to Net Loss of $32.2 million for the six months ended June 30, 2022, primarily attributable to the changes resulting from the sale of Movantik, as detailed above.

Total Assets as of June 30, 2023, were $35 million, as compared to $158.9 million as of December 31, 2022. The decrease was primarily attributable to the divestiture of Movantik, resulting in the transfer of the rights to Movantik, as well as to a significant decrease in the Trade Receivables balance (attributed to the fact that the receivables as of December 31, 2022, were primarily associated with Movantik).

Total Liabilities as of June 30, 2023, were $31.6 million, as compared to $207.3 million as of December 31, 2022. The decrease was primarily attributable to the extinguishment of HCR debt in exchange for the transfer of Movantik rights, assumption of certain liabilities by HCR, and payments made towards pre-closing liabilities related to Movantik. Remaining pre-closing liabilities related to Movantik as of June 30, 2023, are estimated at $14.9 million.

Net Cash Used in Operating Activities for the six months ended June 30, 2023, was $17.8 million, as compared to $20.7 million for the six months ended June 30, 2022. The difference was primarily attributable to the ongoing cost reductions. In the six months ended June 30, 2023, the cash used in operating activities was primarily directed towards settling pre-closing liabilities related to Movantik.

Net Cash Provided by Financing Activities for the six months ended June 30, 2023, was $4.8 million, comprised primarily from the net proceeds from the offering completed on April 3, 2023, and the decrease in restricted cash, partially offset by repayment of payables in respect of intangible asset purchase.

Cash Balance as of June 30, 2023, was $16.3 million¹.

Business updates

On July 31, 2023, the Company announced that RHB-107 (upamostat)³ had been accepted for inclusion in the 300-patient U.S. Department of Defense-supported Austere environments Consortium for Enhanced Sepsis Outcomes' (ACESO) PROTECT multinational platform trial for early COVID-19 outpatient treatment to be conducted in the U.S., Thailand, Ivory Coast and South Africa.

On July 21, 2023, the Company announced that opaganib⁴ had been awarded a further $1.7 million in U.S. government funding, via a Small Business Innovation Research (SBIR) grant to the Company’s development partner, Apogee Biotechnology Corporation (“Apogee”). This SBIR grant will support research to further the development of opaganib as a medical countermeasure (MCM) for gastrointestinal acute radiation syndrome (GI-ARS). This grant is in addition and complementary to the multimillion dollar-valued NIH’s Radiation and Nuclear Countermeasures Program (RNCP) product pipeline development contract awarded to opaganib following its selection by the RNCP for ARS development, announced on February 28, 2023.

On July 25, 2023, the Company closed a $3.8 million registered direct offering for the purchase and sale of 1,301,923 of the Company's American Depositary Shares ("ADSs") (or ADS equivalents), each ADS representing four hundred (400) ordinary shares, at a purchase price of $1.35 per ADS (or ADS equivalent). Pursuant to a warrant exercise and reload agreement, dated July 21, 2023, with a certain holder holding Series A warrants to purchase up to an aggregate of 1,500,000 ADSs and Series B warrants to purchase up to an aggregate of 1,500,000 ADSs previously issued in March 2023, such holder exercised its Series A warrants in full at a reduced exercised price of $1.35 per ADS, in exchange for new unregistered warrants to purchase up to an aggregate of 1,500,000 ADSs at an exercise price of $1.80 per ADS and an expiration date of April 3, 2028, and a reduction in the exercise price of the Series B warrants to $1.80 per ADS. The Company had also agreed to amend (i) certain existing warrants to purchase up to an aggregate of 330,106 ADSs at an exercise price of $4.75 per ADS and (ii) certain existing warrants to purchase up to an aggregate of 971,817 ADSs at an exercise price of $4.6305 per ADS, so that the amended warrants have a reduced exercise price of $1.80 per ADS effective upon the closing of the registered direct offering.

On May 9, 2023, the Company received a written notification from the Nasdaq Stock Market LLC (“Nasdaq”), indicating that the Company is not in compliance with the minimum Market Value of Publicly Held Shares (“MVPHS”) set forth in the Nasdaq Rules for continued Nasdaq listing. Nasdaq Listing Rule 5450(b)(3)(C) requires companies to maintain a minimum MVPHS of $15 million, and Listing Rule 5810(c)(3)(D) provides that a failure to meet the MVPHS requirement exists if the deficiency continues for a period of 30 consecutive business days. Pursuant to Nasdaq Listing Rule 5810(c)(3)(D), the Company has a compliance period of 180 calendar days

(or until November 6, 2023) to regain compliance. If at any time during this compliance period the Company’s MVPHS closes at US$15 million or more for a minimum of ten consecutive business days, Nasdaq will notify the Company that it has achieved compliance with the MVPHS requirement, and the MVPHS matter will be closed. In the event the Company does not regain compliance with Rule 5450(b)(3)(C) prior to the expiration of the compliance period, it will receive written notification that its securities are subject to delisting. Alternatively, the Company may consider applying to transfer its securities to the Nasdaq Capital Market. This notification does not impact the listing and trading of the Company’s securities at this time.

On April 3, 2023, the Company closed a $6 million registered direct offering for the purchase and sale of 1,500,000 of the ADSs (or ADS equivalents), Series A warrants to purchase up to an aggregate of 1,500,000 ADSs and Series B warrants to purchase up to an aggregate of 1,500,000 ADSs. The Series A warrants had an exercise price of $4.75 per ADS, which was subsequently reduced to $1.35 per ADS as discussed above, were exercisable immediately and had a term of five years following issuance, and the Series B warrants had an exercise price of $4.00 per ADS, which was subsequently reduced to $1.80 per ADS as discussed above, are exercisable immediately and have a term of nine months following issuance. 811,000 ADSs underlying pre-funded warrants purchased at the registered direct offering were exercised following the closing of the offering. The Company recognized $1.1 million as a financial expense in the second quarter of 2023 due to the difference between the fair value of the warrants arising from the registered direct offering to the transaction price.

As of August 15, 2023, the Company had 5,854,528 ADSs outstanding.

On February 6, 2023, the Company announced the extinguishment of all RedHill’s debt obligations (including all principal, interest, revenue interest, prepayment premiums and exit fees) under the Credit Agreement between RedHill’s U.S. subsidiary, RedHill Biopharma Inc., and HCR, announced February 25, 2020, as amended, in exchange for the transfer of its rights in Movantik^® (naloxegol) to Movantik Acquisition Co., an affiliate of HCR. HCR assumed substantially all post-closing liabilities, and RedHill retained substantially all pre-closing liabilities relating to Movantik. As part of the parties’ arrangement, and to ensure continuous patient care, RedHill provides HCR with transition services for up to 12 months, paid for by HCR. HCR will retain security interests in certain RedHill assets until substantially all pre-closing liabilities relating to Movantik have been paid or other specific conditions are met.

RedHill continues its litigation against Kukbo Co. Ltd. (“Kukbo”) which was filed on September 2022 as a result of Kukbo’s default in delivering to RedHill a total of $6.5 million under the Subscription Agreement, dated October 25, 2021, and the Exclusive License Agreement, dated March 14, 2022. Following a recent decision denying RedHill’s motion to reargue while otherwise correcting the misapprehension that was the basis for the motion, the parties continue to proceed with discovery and RedHill plans to continue to rigorously pursue the Kukbo litigation.

RedHill is actively pursuing, and in discussions with multiple parties, regarding strategic business development transactions, including potential divestment of certain RedHill assets.

Commercial Highlights

Talicia^®(omeprazole magnesium, amoxicillin and rifabutin)⁵

●

H1/23 saw Talicia recording net revenues of $5.1 million, maintaining its place as the leading prescribed branded H. pylori therapy by U.S. gastroenterologists⁶.

●

On August 1, 2023, the Company announced that its partner, Gaelan Medical LLC ("Gaelan Medical"), a wholly owned subsidiary of the Ghassan Aboud Group (GAG), had received marketing approval from the United Arab Emirates (UAE) Ministry of Health for Talicia and that Gaelen had placed an initial Talicia order and were commencing commercialization activities.

●

On May 9, 2023, the Company announced new Talicia PBPK modeling data, published in AP&T Journal⁷, showing that generically substituted regimens are non-bioequivalent to Talicia. Separately, new Talicia PBPK modeling data, presented at Digestive Diseases Week (DDW) 2023, supports bioequivalence between TID and Q8H dosing regimens for Helicobacter pylori (H. pylori) eradication therapy; TID dosing is thought to promote patient adherence without impacting efficacy.

●

Total Talicia coverage stood at more than 202 million American lives as of June 30, 2023, with 7 out of 10 commercial lives covered⁸.

Movantik^® (naloxegol)⁹

●

Following the sale of Movantik to Movantik Acquisition Co., an affiliate of HCR, and to ensure continuous patient care, RedHill continues to and will provide HCR with transition services for up to 12 months, paid for by HCR.

R&D Highlights

Opaganib (ABC294640) – A novel broad-acting, host-directed oral small molecule capsule targeting radioprotection, COVID-19, other viruses as part of a pandemic preparedness approach, inflammatory and oncology indications.

Nuclear Medical Countermeasures (Acute Radiation Syndrome):

●

On July 21, 2023, the Company announced that opaganib had been awarded a further $1.7 million in U.S. government funding, via a SBIR grant to the Company’s development partner, Apogee. This SBIR grant will support research to further the development of opaganib as a medical countermeasure (MCM) for gastrointestinal acute radiation syndrome (GI-ARS). This grant is in addition and complementary to the multimillion dollar-valued RNCP product pipeline development contract awarded to opaganib following its selection by the RNCP for ARS development, announced on February 28, 2023.

●

On February 28, 2023, the Company announced that the RNCP, of the National Institute of Allergy and Infectious Diseases, part of the National Institutes of Health, has selected opaganib for the nuclear medical countermeasures product development pipeline as a potential treatment for Acute Radiation Syndrome (ARS). As part of this collaboration, contractors directed and supported by the RNCP will undertake studies, designed in collaboration with RedHill, to test opaganib in established ARS models. This announcement followed the February 15, 2023, announcement that the FDA provided guidance on the use of the Animal Rule for opaganib’s developmental pathway for Acute Radiation Syndrome (ARS), utilizing pivotal animal model efficacy studies instead of human clinical trials. Sponsors of approved medical countermeasures are eligible for a Priority Review Voucher. These announcements followed

publication of data from eight U.S. government-funded in vivo studies, and additional experiments, indicating that opaganib was associated with¹⁰:

o

Protection of normal tissue, including gastrointestinal, from radiation damage due to ionizing radiation exposure or cancer radiotherapy.

o

Improvement of antitumor activity, response to chemoradiation, and enhancement of tolerability and survival.

●

Additional collaboration discussions with the U.S. and other governments are ongoing.

Pandemic preparedness and oncology:

●

Preclinical development of opaganib, in collaboration with the U.S. Army and NIAID, for various antiviral indications is ongoing.

●

On May 1, 2023, the Company announced that the U.S. Patent and Trademark Office (USPTO) had granted a new patent for opaganib in respect to combination compositions for treatment of cancer, extending protection to October 2036.

RHB-107 (upamostat) – A novel broad-acting, host-directed oral antiviral targeting COVID-19, other viruses as part of a pandemic preparedness approach, inflammatory and oncology indications.

Outpatient treatment of COVID-19:

●

On July 31, 2023, the Company announced that RHB-107 (upamostat) had been accepted for inclusion in the U.S. Department of Defense-supported Austere environments Consortium for Enhanced Sepsis Outcomes' (ACESO) PROTECT multinational platform trial for early COVID-19 outpatient treatment to be conducted in the U.S., Thailand, Ivory Coast and South Africa. The 300-patient Phase 2 study has received FDA clearance to start and is estimated to be completed by the end of 2024.

●

On January 3, 2023, the Company announced publication of positive data from a Phase 2 study of once-daily oral investigational RHB-107 (upamostat) in non-hospitalized symptomatic COVID-19 patients, in the peer-reviewed International Journal of Infectious Diseases¹¹. The study showed that RHB-107 successfully met the primary endpoint of safety and tolerability and delivered promising efficacy results, despite the small number of patients in each treatment group, including faster recovery from severe COVID-19 symptoms and 100% reduction in hospitalization due to COVID-19.

●

Discussions are ongoing for external non-dilutive funding for additional late-stage COVID-19 clinical development.

Pandemic preparedness / additional viral indications:

●

RHB-107 is also the subject of several cooperative research projects with government and non-government bodies, evaluating RHB-107 against multiple viral targets, including influenza and Ebola (amongst others).

RHB-102 (BEKINDA)¹² – Oncology Support

●

On May 1, 2023, the Company announced that the European Patent Office granted RHB-102 (BEKINDA), a 24-hr bimodal release, once-daily oral tablet formulation of ondansetron, a patent covering antiemetic extended-release solid dosage forms for the prevention of nausea and vomiting (CINV/RINV). The patent provides the potential for UK and EU protection of RHB-102 to March 2034.

●

On February 16, 2023, the Company announced that it held a positive pre-Marketing Authorisation Application meeting with the UK Medicines & Healthcare products Regulatory Agency (MHRA) with regard to seeking marketing approval for RHB-102 (BEKINDA) for oncology support (management of

nausea and vomiting induced by cytotoxic chemotherapy and radiotherapy, also referred to as CINV and RINV).

RHB-204¹³ - Pulmonary Nontuberculous Mycobacteria (NTM) Disease

●

On May 22, 2023, the Company announced the termination of RHB-204's U.S. Phase 3 study for non-tuberculosis mycobacteria (NTM) disease due to a very low accrual rate.

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, and Aemcolo^®, for the treatment of travelers’ diarrhea in adults¹⁴. 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, 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. Such statements, including, but not limited to, statements regarding the intended use of net proceeds therefrom, 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 anticipated 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 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, 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, as well as 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 Securities and Exchange Commission (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, 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

REDHILL BIOPHARMA LTD.

CONDENSED CONSOLIDATED INTERIM STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(Unaudited)


	Six Months Ended
	June 30,
	2023	2022

	U.S. dollars in thousands
NET REVENUES	5,395	31,450
COST OF REVENUES	2,418	15,288
GROSS PROFIT	2,977	16,162
RESEARCH AND DEVELOPMENT EXPENSES	2,331	4,534
SELLING AND MARKETING EXPENSES	9,632	21,833
GENERAL AND ADMINISTRATIVE EXPENSES	9,335	15,583
OTHER INCOME	(42,993)	—
OPERATING INCOME (LOSS)	24,672	(25,788)
FINANCIAL INCOME	28,677	1,672
FINANCIAL EXPENSES	2,347	8,123
FINANCIAL INCOME (EXPENSES), net	26,330	(6,451)
INCOME (LOSS) AND COMPREHENSIVE INCOME (LOSS) FOR THE PERIOD	51,002	(32,239)
EARNINGS (LOSS) PER ORDINARY SHARE, basic and diluted (U.S. dollars)	0.04	(0.06)
WEIGHTED AVERAGE OF ORDINARY SHARE (in thousands)	1,277,931	546,616

The accompanying notes are an integral part of these condensed consolidated financial statements.

REDHILL BIOPHARMA LTD.

CONDENSED CONSOLIDATED INTERIM STATEMENTS OF FINANCIAL POSITION

(Unaudited)


	June 30,	December 31,
	2023	2022

	U.S. dollars in thousands
CURRENT ASSETS:
Cash and cash equivalents	6,996	19,968
Bank deposits	18	15
Restricted cash	9,140	16,000
Trade receivables	2,903	34,521
Prepaid expenses and other receivables	3,050	4,387
Inventory	4,939	11,009
	27,046	85,900
NON-CURRENT ASSETS:
Restricted cash	144	150
Fixed assets	244	502
Right-of-use assets	2,010	6,692
Intangible assets	5,593	65,626
	7,991	72,970
TOTAL ASSETS	35,037	158,870


CURRENT LIABILITIES:
Account payable	3,112	4,230
Lease liabilities	1,290	1,032
Allowance for deductions from revenue	16,384	47,870
Accrued expenses and other current liabilities	7,401	17,949
Borrowing	—	115,216
Payable in respect of intangible assets purchase	—	11,157
	28,187	197,454

NON-CURRENT LIABILITIES:
Lease liabilities	994	6,443
Derivative financial instruments	1,635	2,623
Royalty obligation	750	750
	3,379	9,816
TOTAL LIABILITIES	31,566	207,270

EQUITY (Capital Deficiency):
Ordinary shares	4,620	2,835
Additional paid-in capital	380,860	382,625
Accumulated deficit	(382,009)	(433,860)
TOTAL EQUITY (Capital Deficiency)	3,471	(48,400)
TOTAL LIABILITIES AND EQUITY (Capital Deficiency)	35,037	158,870

The accompanying notes are an integral part of these condensed consolidated financial statements.

REDHILL BIOPHARMA LTD.

CONDENSED CONSOLIDATED INTERIM STATEMENTS OF CASH FLOWS

(Unaudited)


	Six Months Ended
	June 30,
	2023	2022

	U.S. dollars in thousands
OPERATING ACTIVITIES:
Comprehensive income (loss)	51,002	(32,239)
Adjustments in respect of income and expenses not involving cash flow:
Share-based compensation to employees and service providers	849	2,924
Depreciation	1,055	1,154
Amortization of intangible assets	530	2,900
Gains from the transfer of rights in Movantik® and extinguishment of debt obligations, (see below)	(56,082)	—
Gains from early termination of leases	(694)	—
Non-cash expenses related to borrowing and payable in respect of intangible assets purchase	—	2,813
Fair value gains on derivative financial instruments	(8,071)	(1,981)
Loss from modification of warrants terms as part of a new issuance, see note 3b	1,084	—
Issuance costs in respect of warrants	922	334
Exchange differences and revaluation of bank deposits	(13)	(63)
	(60,420)	8,081
Changes in assets and liability items:
Decrease (increase) in trade receivables	31,618	(2,078)
Decrease in prepaid expenses and other receivable	1,337	1,872
Decrease in inventories	1,837	3,091
Decrease in accounts payable	(1,118)	(7,291)
Decrease in accrued expenses and other liabilities	(10,545)	(684)
Increase (decrease) in allowance for deductions from revenue	(31,486)	8,512
	(8,357)	3,422
Net cash used in operating activities	(17,775)	(20,736)
INVESTING ACTIVITIES:
Purchase of fixed assets	(7)	(176)
Change in investment in current bank deposits	—	8,500
Net cash provided (used in) by investing activities	(7)	8,324
FINANCING ACTIVITIES:
Proceeds from issuance of ordinary shares and warrants, net of issuance costs	5,097	16,221
Repayment of payable in respect of intangible asset purchase	(6,555)	(5,778)
Decrease in restricted cash	6,860	—
Payment of principal with respect to lease liabilities	(589)	(470)
Net cash provided by financing activities	4,813	9,973
DECREASE IN CASH AND CASH EQUIVALENTS	(12,969)	(2,439)
EXCHANGE DIFFERENCES ON CASH AND CASH EQUIVALENTS	(3)	(47)
BALANCE OF CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD	19,968	29,474
BALANCE OF CASH AND CASH EQUIVALENTS AT THE END OF PERIOD	6,996	26,988

SUPPLEMENTARY INFORMATION ON INTEREST RECEIVED IN CASH	123	11
SUPPLEMENTARY INFORMATION ON INTEREST PAID IN CASH	315	5,283
SUPPLEMENTARY INFORMATION ON NON-CASH INVESTING AND FINANCING ACTIVITIES:
Acquisition of right-of-use assets by means of lease liabilities	224	4,767
Decrease in lease liability (with corresponding decrease in right of use asset in amount of $4,117) resulting from early termination of lease.	4,811	—

Transfer of rights in Movantik® and extinguishment of debt obligations:
Decrease in Intangible asset	(59,503)
Decrease in Inventories	(4,233)
Decrease in Payable in respect of Intangible asset	4,602
Decrease in Borrowing	115,216
Gains from the transfer of the rights in Movantik® and extinguishment of debt obligations	56,082

The accompanying notes are an integral part of these condensed consolidated financial statements.

¹ Including cash, cash equivalents, short-term bank deposits and restricted cash.

² All financial highlights are approximate and are rounded to the nearest hundreds of thousands

³ RHB-107 is an investigational new drug, not available for commercial distribution.

⁴ Opaganib is an investigational new drug, not available for commercial distribution.

⁵ 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.

⁶ IQVIA XPO Data on file

⁷ Howden et al. Physiologically based pharmacokinetic modelling to predict intragastric rifabutin concentrations in the treatment of Helicobacter pylori infection. Alimentary Pharmacology and Therapeutics, April 2023. https://doi.org/10.1111/apt.17526

⁸ Managed Markets Insight & Technology, LLC

⁹ Movantik^® (naloxegol) is indicated for opioid-induced constipation (OIC). Full prescribing information see: www.movantik.com.

¹⁰ Maines LW, Schrecengost RS, Zhuang Y, Keller SN, Smith RA, Green CL, Smith CD. Opaganib Protects against Radiation Toxicity: Implications for Homeland Security and Antitumor Radiotherapy. International Journal of Molecular Sciences. 2022; 23(21):13191. https://doi.org/10.3390/ijms232113191

¹¹ Plasse et al. A randomized, placebo-controlled pilot study of upamostat, a host-directed serine protease inhibitor, for outpatient treatment of COVID-19. International Journal of Infectious Diseases, Vol 128, P148-156, March 2023. https://doi.org/10.1016/j.ijid.2022.12.003

¹² RHB-102 is an investigational new drug, not available for commercial distribution.

¹³ RHB-204 is an investigational new drug, not available for commercial distribution.

¹⁴ 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.

Table of Contents

Exhibit 99.2

REDHILL BIOPHARMA LTD.

CONDENSED CONSOLIDATED INTERIM FINANCIAL INFORMATION

(UNAUDITED)

June 2023

Table of Contents

REDHILL BIOPHARMA LTD.

CONDENSED CONSOLIDATED INTERIM FINANCIAL INFORMATION

(UNAUDITED)

June 30, 2023

TABLE OF CONTENTS


UNAUDITED CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS AS OF JUNE 30, 2023, IN U.S. DOLLARS:	Page

Condensed consolidated interim statements of comprehensive income (loss)	3

Condensed consolidated interim statements of financial position	4

Condensed consolidated interim statements of changes in equity (capital deficiency)	5

Condensed consolidated interim statements of cash flows	6

Notes to the condensed consolidated interim financial statements	7-10

Table of Contents

REDHILL BIOPHARMA LTD.

CONDENSED CONSOLIDATED INTERIM STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(Unaudited)


	Six Months Ended
	June 30,
	2023	2022

	U.S. dollars in thousands
NET REVENUES	5,395	31,450
COST OF REVENUES	2,418	15,288
GROSS PROFIT	2,977	16,162
RESEARCH AND DEVELOPMENT EXPENSES	2,331	4,534
SELLING AND MARKETING EXPENSES	9,632	21,833
GENERAL AND ADMINISTRATIVE EXPENSES	9,335	15,583
OTHER INCOME	(42,993)	—
OPERATING INCOME (LOSS)	24,672	(25,788)
FINANCIAL INCOME	28,677	1,672
FINANCIAL EXPENSES	2,347	8,123
FINANCIAL INCOME (EXPENSES), net	26,330	(6,451)
INCOME (LOSS) AND COMPREHENSIVE INCOME (LOSS) FOR THE PERIOD	51,002	(32,239)
EARNINGS (LOSS) PER ORDINARY SHARE, basic and diluted (U.S. dollars)	0.04	(0.06)
WEIGHTED AVERAGE OF ORDINARY SHARE (in thousands)	1,277,931	546,616

The accompanying notes are an integral part of these condensed consolidated financial statements.

Table of Contents

REDHILL BIOPHARMA LTD.

CONDENSED CONSOLIDATED INTERIM STATEMENTS OF FINANCIAL POSITION

(Unaudited)



	June 30,	December 31,
	2023	2022

	U.S. dollars in thousands
CURRENT ASSETS:
Cash and cash equivalents	6,996	19,968
Bank deposits	18	15
Restricted cash	9,140	16,000
Trade receivables	2,903	34,521
Prepaid expenses and other receivables	3,050	4,387
Inventory	4,939	11,009
	27,046	85,900
NON-CURRENT ASSETS:
Restricted cash	144	150
Fixed assets	244	502
Right-of-use assets	2,010	6,692
Intangible assets	5,593	65,626
	7,991	72,970
TOTAL ASSETS	35,037	158,870


CURRENT LIABILITIES:
Account payable	3,112	4,230
Lease liabilities	1,290	1,032
Allowance for deductions from revenue	16,384	47,870
Accrued expenses and other current liabilities	7,401	17,949
Borrowing	—	115,216
Payable in respect of intangible assets purchase	—	11,157
	28,187	197,454

NON-CURRENT LIABILITIES:
Lease liabilities	994	6,443
Derivative financial instruments	1,635	2,623
Royalty obligation	750	750
	3,379	9,816
TOTAL LIABILITIES	31,566	207,270

EQUITY (Capital Deficiency):
Ordinary shares	4,620	2,835
Additional paid-in capital	380,860	382,625
Accumulated deficit	(382,009)	(433,860)
TOTAL EQUITY (Capital Deficiency)	3,471	(48,400)
TOTAL LIABILITIES AND EQUITY (Capital Deficiency)	35,037	158,870

The accompanying notes are an integral part of these condensed consolidated financial statements.

Table of Contents

REDHILL BIOPHARMA LTD.

CONDENSED CONSOLIDATED INTERIM STATEMENTS OF CHANGES IN EQUITY (CAPITAL DEFICIENCY)

(Unaudited)


	Ordinary	Additional	Accumulated	Total
	shares	paid-in capital	deficit	equity (Capital Deficiency)

	U.S. dollars in thousands

BALANCE AT JANUARY 1, 2023	2,835	382,625	(433,860)	(48,400)

CHANGES IN THE SIX-MONTHS PERIOD ENDED JUNE 30, 2023:
Share-based compensation to employees and service providers	—	—	849	849
Issuance of ordinary shares, net of expenses	1,761	(1,741)	—	20
Issuance of ordinary shares for vested RSUs	24	(24)	—	—
Comprehensive income	—	—	51,002	51,002
BALANCE AT JUNE 30, 2023	4,620	380,860	(382,009)	3,471

BALANCE AT JANUARY 1, 2022	1,495	375,246	(367,866)	8,875
CHANGES IN THE SIX-MONTHS PERIOD ENDED JUNE 30, 2022:
Share-based compensation to employees and service providers	—	—	2,924	2,924
Issuance of ordinary shares, net of expenses	332	8,168	—	8,500
Comprehensive loss	—	—	(32,239)	(32,239)
BALANCE AT JUNE 30, 2022	1,827	383,414	(397,181)	(11,940)

The accompanying notes are an integral part of these condensed consolidated financial statements.

Table of Contents

REDHILL BIOPHARMA LTD.

CONDENSED CONSOLIDATED INTERIM STATEMENTS OF CASH FLOWS

(Unaudited)


	Six Months Ended
	June 30,
	2023	2022

	U.S. dollars in thousands
OPERATING ACTIVITIES:
Comprehensive income (loss)	51,002	(32,239)
Adjustments in respect of income and expenses not involving cash flow:
Share-based compensation to employees and service providers	849	2,924
Depreciation	1,055	1,154
Amortization of intangible assets	530	2,900
Gains from the transfer of rights in Movantik® and extinguishment of debt obligations, (see below)	(56,082)	—
Gains from early termination of leases	(694)	—
Non-cash expenses related to borrowing and payable in respect of intangible assets purchase	—	2,813
Fair value gains on derivative financial instruments	(8,071)	(1,981)
Loss from modification of warrants terms as part of a new issuance, see note 3b	1,084	—
Issuance costs in respect of warrants	922	334
Exchange differences and revaluation of bank deposits	(13)	(63)
	(60,420)	8,081
Changes in assets and liability items:
Decrease (increase) in trade receivables	31,618	(2,078)
Decrease in prepaid expenses and other receivable	1,337	1,872
Decrease in inventories	1,837	3,091
Decrease in accounts payable	(1,118)	(7,291)
Decrease in accrued expenses and other liabilities	(10,545)	(684)
Increase (decrease) in allowance for deductions from revenue	(31,486)	8,512
	(8,357)	3,422
Net cash used in operating activities	(17,775)	(20,736)
INVESTING ACTIVITIES:
Purchase of fixed assets	(7)	(176)
Change in investment in current bank deposits	—	8,500
Net cash provided (used in) by investing activities	(7)	8,324
FINANCING ACTIVITIES:
Proceeds from issuance of ordinary shares and warrants, net of issuance costs	5,097	16,221
Repayment of payable in respect of intangible asset purchase	(6,555)	(5,778)
Decrease in restricted cash	6,860	—
Payment of principal with respect to lease liabilities	(589)	(470)
Net cash provided by financing activities	4,813	9,973
DECREASE IN CASH AND CASH EQUIVALENTS	(12,969)	(2,439)
EXCHANGE DIFFERENCES ON CASH AND CASH EQUIVALENTS	(3)	(47)
BALANCE OF CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD	19,968	29,474
BALANCE OF CASH AND CASH EQUIVALENTS AT THE END OF PERIOD	6,996	26,988

SUPPLEMENTARY INFORMATION ON INTEREST RECEIVED IN CASH	123	11
SUPPLEMENTARY INFORMATION ON INTEREST PAID IN CASH	315	5,283
SUPPLEMENTARY INFORMATION ON NON-CASH INVESTING AND FINANCING ACTIVITIES:
Acquisition of right-of-use assets by means of lease liabilities	224	4,767
Decrease in lease liability (with corresponding decrease in right of use asset in amount of $4,117) resulting from early termination of lease.	4,811	—

Transfer of rights in Movantik® and extinguishment of debt obligations:
Decrease in Intangible asset	(59,503)
Decrease in Inventories	(4,233)
Decrease in Payable in respect of Intangible asset	4,602
Decrease in Borrowing	115,216
Gains from the transfer of the rights in Movantik® and extinguishment of debt obligations	56,082

The accompanying notes are an integral part of these condensed consolidated financial statements.

REDHILL BIOPHARMA LTD.

NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

(Unaudited)

NOTE 1 - GENERAL:

a.General

1)RedHill Biopharma Ltd. (the “Company”), incorporated on August 3, 2009, together with its wholly-owned subsidiary, RedHill Biopharma Inc. (“RedHill Inc.”), incorporated in Delaware, U.S. on January 19, 2017, is a specialty biopharmaceutical company primarily focused on gastrointestinal (“GI”) diseases and infectious diseases.

The Company’s ordinary shares were traded on the Tel-Aviv Stock Exchange (“TASE”) from February 2011 to February 2020, after which the Company voluntarily delisted from trading on the TASE, effective February 13, 2020. The Company’s American Depositary Shares (“ADSs”) were traded on the Nasdaq Capital Market from December 27, 2012, and have been listed on the Nasdaq Global Market (“Nasdaq”) since July 20, 2018. On March 23, 2023, the Company implemented a ratio change of the Company's ADSs to its non-traded ordinary shares from ratio of 1 ADS representing 10 ordinary shares to a new ratio of 1 ADS representing 400 ordinary shares.

The Company’s registered address is 21 Ha’arba’a St, Tel-Aviv, Israel.

Since the Company established its commercial presence in the U.S. in 2017, it has promoted or commercialized various GI-related products that were either developed internally or acquired through in-licensing agreements. As of the date of approval of these condensed consolidated interim financial statements, the Company commercializes in the U.S., mainly Talicia^®, for the treatment of Helicobacter pylori infection in adults, the first product approved by the U.S. Food and Drug Administration (“FDA”) being developed primarily internally by the Company. Until February 1, 2023, the Company commercialized Movantik® in the U.S, for the treatment of opioid-induced constipation. See also note 3(a) regarding the transfer of the Company’s rights in Movantik® to HCR Collateral Management, LLC (“HCRM”) in exchange for all the Company’s debt obligations under the Credit Agreement with HCRM. The Company also continues to advance the development of part of its late-stage therapeutic candidates.

3) Through June 30, 2023, the Company has an accumulated deficit and its activities have been funded primarily through public and private offerings of the Company’s securities as well as a senior secured borrowing (now fully extinguished, see note 3(a)). There is no assurance that the Company’s business will generate sustainable positive cash flows to fund its business.

The Company plans to further fund its future operations through commercialization and out-licensing of its therapeutic candidates, commercialization of in-licensed or acquired products and raising additional capital through equity or debt financing or through other non-dilutive financing. Furthermore, the Company is actively pursuing and in discussions with multiple parties regarding strategic business development transactions, including potential acquisition of revenue-generating assets in the U.S. and the sale of certain assets of the Company. The Company’s current cash resources are not sufficient to complete the research and development of any of its therapeutic candidates and to fully support its commercial operations until generation of sustainable positive cash flows. Management expects that the Company will incur additional losses as it continues to focus its resources on advancing the development of its therapeutic candidates, as well as advancing its commercial operations, that will result in negative cash flows from operating activities. Management believes that there is presently insufficient funding available to allow the Company to fund its activities for a period exceeding one year from the date of this filing. These conditions and events may cast significant doubt about the Company’s ability to continue as a going concern.

The accompanying condensed consolidated interim financial statements have been prepared assuming that the Company will continue as a going concern and do not include any adjustments that might result from the outcome of this uncertainty.

b. Approval of the condensed consolidated interim financial statements:

These condensed consolidated interim financial statements were approved by the Board of Directors (the "BoD") on August 16, 2023.

NOTE 2 - BASIS OF PREPARATION OF THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS:

The Company’s condensed consolidated interim financial statements for the six months ended June 30, 2023 (the "Condensed Consolidated Interim Financial Statements"), have been prepared in accordance with International Accounting Standard IAS 34, “Interim Financial Reporting”. These Condensed Consolidated Interim Financial Statements, that are unaudited, do not include all the information and disclosures that would otherwise be required in a complete set of annual financial statements and should be read in conjunction with the annual financial statements as of December 31, 2022, and their accompanying notes, which have been prepared in accordance with International Financial Reporting Standards (“IFRS”) as published by the International Accounting Standards Board (“IASB”). The results of operations for the six months ended June 30, 2023, are not necessarily indicative of the results that may be expected for the entire fiscal year or for any other interim period.

REDHILL BIOPHARMA LTD.

NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

(Unaudited)

NOTE 3 - SIGNIFICANT EVENTS DURING THE CURRENT REPORTING PERIOD:

Movantik Transaction:

On February 2, 2023 (“Closing Date”), the Company and RedHill Inc. have reached an agreement with HCRM resulting in the extinguishment of all of RedHill Inc. debt obligations (including all principal, interest, revenue interest, prepayment premiums and exit fees) under the Credit Agreement in exchange for the transfer of its rights in Movantik® to Movantik Acquisition Co., an affiliate of HCRM. HCRM assumes substantially all post-closing liabilities, and RedHill Inc. retains substantially all pre-closing liabilities relating to Movantik®. As part of the parties' arrangement, and to ensure continuous patient care, RedHill Inc. will provide HCRM with paid transition services for up to 12 months. HCRM retains security interests in certain of the Company’s assets until substantially all pre-closing liabilities relating to Movantik® have been paid or other specific conditions are met. Following the sale of the rights to Movantik®, the $16 million held as restricted cash under the Credit Agreement was deposited into an escrow account to pay pre-closing liabilities related to Movantik®.

Accounting treatment:

Prior to the sale of Movantik®, the Company presented the rights to Movantik® as an intangible asset in its consolidated statement of financial position (classified under the non-current assets). In addition, the Company measured the carrying amount of the borrowing to reflect all amounts owing or payable under the Credit Agreement as being immediately due (classified under the current liabilities).

The total gain in the Company’s consolidated statement of comprehensive income (loss) was composed of two elements: (1) the gain from the sale of Movantik® resulted from the difference between the carrying value and fair value of the assets transferred was presented as other income and (2) the gain from the debt extinguishment resulted from the difference between the carrying amount (the amortized cost) of the financial liability to HCRM and the fair value of the assets transferred was presented as financial income.

To determine the fair value of the rights to Movantik®, the Company based its estimate on the terms outlined in a non-binding term sheet with a third party which ultimately did not materialize, which included a cash payment of $95 million for the rights to Movantik®.

The fair value of nonmonetary assets relating to Movantik® transferred to settle debt obligations was used to measure debt extinguishment gains.

The service fees relating to the transition services are presented in the Company’s consolidated statement of comprehensive income (loss) as other income.

On April 3, 2023, the Company completed a registered direct offering to an existing shareholder with gross proceeds to the Company of approximately $6 million, before deducting offering expenses of approximately $0.6 million. The offering consisted of 1,500,000 ADSs (or ADS equivalent which consist of pre-funded warrants with an exercise price of $0.001 per pre-funded warrant) as well as granted (i) unregistered private warrants to purchase up to 1,500,000 ADSs. These warrants have an exercise price of $4.75 per ADS, are exercisable immediately after the issuance date and have a term of 5 years. (ii) unregistered private warrants to purchase up to 1,500,000 ADSs. These warrants have an exercise price of $4.00 per ADS, are exercisable immediately after the issuance date and have a term of 9 months. In addition, the Company has agreed to amend certain existing warrants to purchase up to 330,106 ADSs with an exercise price of $59.20 per ADS and a termination date of November 11, 2027. The amended warrants have a reduced exercise price of $4.75 per ADS and a termination date of 5 years following the closing of the offering. As part of the offering, the Company has issued to the placement agent warrants to purchase up to 90,000 ADSs with an exercise price of $5.00 per ADS, exercisable for 5 years. All the warrants may be exercised either for cash or on a cashless basis.

The warrants were classified as financial liability due to a net settlement provision. Loss from modification of warrants terms as part of the new registered offering with an existing shareholder, in an amount of $1.1 million, was included as a financial expense. See also note 10 regarding amendment to the above warrants.

In June 2023, the company terminated an operating lease agreement that was signed in March 2022 resulting in the recognition of $0.7 million as a gain in the Company’s consolidated statement of comprehensive income (loss).

Write-downs of inventories to net realizable value amounted to $0.7 million in the six months ended June 30, 2023. These were recognized as an expense, included in cost of revenues in the Company’s consolidated statement of comprehensive income (loss).

REDHILL BIOPHARMA LTD.

NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

(Unaudited)

NOTE 4: - ALLOWANCE FOR DEDUCTIONS FROM REVENUES:

The following table shows the movement of the allowance for deductions from revenues:


	Rebates and patient discount programs	Product returns	Total
	U.S. dollars in thousands
As of January 1, 2023	46,636	1,234	47,870
Increases	16,918	759	17,677
Decreases (utilized)	(48,598)	(1,072)	(49,670)
Adjustments	910	(403)	507
As of June 30, 2023	15,866	518	16,384
	Rebates and patient discount programs	Product returns	Total
	U.S. dollars in thousands
As of January 1, 2022	29,742	969	30,711
Increases	53,282	1,714	54,996
Decreases (utilized)	(45,317)	(1,363)	(46,680)
Adjustments	271	(75)	196
As of June 30, 2022	37,978	1,245	39,223

NOTE 5 - SHARE-BASED PAYMENTS:

During the six months ended June 30, 2023, approximately 18 thousand (taking into effect the ratio changes described in note 1), options and RSUs of the Company's ADSs were forfeited resulting in reversal of expenses of approximately $2 million. The forfeited options and RSUs are mainly due to a reduction in the employee count, as part of the cost reduction plan that was implemented in the second half of 2022.

NOTE 6 - NET REVENUES:


	Six Months Ended June 30,
	2023	2022
	U.S dollars in thousands
Licensing revenues	—	2,000
Movantik® revenues	(182)	25,456
Sales of Other products (mainly Talicia®)	5,577	3,994
	5,395	31,450

NOTE 7 - FINANCIAL INSTRUMENTS:

The financial instrument of the Company presented at fair value is a derivative financial liability. The derivative financial instrument of the Company represents warrants, see also note 3(b) above. This instrument is classified as level 3. The fair value adjustments are recognized in profit or loss under financial income or financial expenses. The following table presents the change in the derivative liability measured at level 3 for the six months ended June 30, 2023, and June 30,2022:


	Six Months Ended
	June 30,
	2023	2022

	U.S. dollars in thousands
Balance at beginning of the period	2,623	—
Initial recognition of financial liability	7,083	8,055
Fair value adjustments recognized in profit or loss	(8,071)	(1,981)
Balance at end of the period	1,635	6,074

The fair value of the warrants is computed using the Black and Scholes option pricing model. The fair value of the warrants is based on the price of an ADS as of June 30,2023 and on the following key parameters: risk-free interest rate of 4.17%-5.47% and volatility of 86.6%-99.5%.

The fair value of the warrants as of June 30,2022, is based on the price of an ADS as of June 30,2022 and on the following key parameters: risk-free interest rate of 3.02% and volatility of 73.69%.

b. The carrying amount of cash equivalents, bank deposits, restricted cash, receivables, account payables and accrued expenses approximate their fair value due to their short-term characteristics.

REDHILL BIOPHARMA LTD.

NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

(Unaudited)

NOTE 8 - SEGMENT INFORMATION:

The Chief Executive Officer is the Company’s Chief Operating Decision Maker (“CODM”). The CODM allocates resources and assesses the Company’s performance based on the following segmentation: Commercial Operations and Research & Development.

Adjusted EBITDA represents net loss before depreciation, amortization, and financial income (expenses), adjusted to exclude share-based compensation, gains from early termination of leases, and income from service provided to HCRM and gain from the sale of Movantik® presented as other income.

The following table presents segment profitability and a reconciliation to the consolidated net loss and comprehensive loss for the periods indicated:


	Six Months Ended June 30,
	2023	2022
	U.S. dollars in thousands
Commercial Operations Segment Adjusted EBITDA	(11,031)	(12,190)
Research And Development Adjusted EBITDA	(5,550)	(6,620)
Financial income (expenses), net	26,330	(6,451)
Share-based compensation to employees and service providers	(849)	(2,924)
Depreciation	(1,055)	(1,154)
Amortization and impairment of intangible assets	(530)	(2,900)
Gain from early termination of leases	694	—
Othe income	42,993	—
Consolidated Comprehensive income (loss)	51,002	(32,239)

NOTE 9 - EARNING PER SHARE:

The basic and diluted earnings (loss) per share are the same since the effect of all potentially diluted ordinary shares for all reporting periods is anti-dilutive.

NOTE 10 - EVENT SUBSEQUENT TO JUNE 30, 2023:

On July 25, 2023, the Company completed a registered direct offering to existing shareholders of 1,301,923 ADSs (or ADS equivalent which consist of pre-funded warrants with an exercise price of $0.001 per pre-funded warrant), for gross proceeds of approximately $1.8 million, before deducting offering expenses of approximately $0.4 million.

In connection with this offering, the Company also agreed with the investors in this offering on the following:

(i)

To reduce the exercise price to $1.80 per ADS to the following existing warrants: (i) warrants originally issued on May 11, 2022, and subsequently amended on April 3, 2023, to purchase up to an aggregate of 330,106 ADSs at an exercise price of $4.75 per ADS, (ii) warrants issued on December 6, 2022, to purchase up to an aggregate of 971,817 ADSs at an exercise price of $4.6305 per ADS, and (iii) warrants issued on April 3, 2023, to purchase up to an aggregate of 1,500,000 ADSs at an exercise price of $4.00 per ADS.

(ii)

Warrants issued on April 3,2023, to purchase 1,500,000 ADSs, will be exercised at a reduced exercise price of $1.35 per ADS, for gross proceeds of $2 million. New unregistered private warrants to purchase up to 1,500,000 ADSs will be granted to the same investor. The new warrants have an exercise price of $1.80 per ADS, are exercisable 6 months after the issuance date and have a term of 5 years.

As part of the offering, the Company has issued to the placement agent warrants to purchase up to 78,115 ADSs with an exercise price of $1.6875 per ADS, exercisable for 5 years.

All the warrants may be exercised either for cash or on a cashless basis.

Document and Entity Information	6 Months Ended
Document and Entity Information	Jun. 30, 2023
Document Information [Line Items]
Document Type	6-K
Document Period End Date	Jun. 30, 2023
Entity Registrant Name	RedHill Biopharma Ltd.
Entity Central Index Key	0001553846
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q2
Amendment Flag	false

CONDENSED CONSOLIDATED INTERIM STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) shares in Thousands, $ in Thousands	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
CONDENSED CONSOLIDATED INTERIM STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
NET REVENUES	$ 5,395	$ 31,450
COST OF REVENUES	2,418	15,288
GROSS PROFIT	2,977	16,162
RESEARCH AND DEVELOPMENT EXPENSES	2,331	4,534
SELLING AND MARKETING EXPENSES	9,632	21,833
GENERAL AND ADMINISTRATIVE EXPENSES	9,335	15,583
OTHER INCOME	(42,993)
OPERATING INCOME (LOSS)	24,672	(25,788)
FINANCIAL INCOME	28,677	1,672
FINANCIAL EXPENSES	2,347	8,123
FINANCIAL INCOME (EXPENSES), net	26,330	(6,451)
INCOME (LOSS) AND COMPREHENSIVE INCOME (LOSS) FOR THE PERIOD	$ 51,002	$ (32,239)
EARNINGS (LOSS) PER ORDINARY SHARE, basic (U.S. dollars)	$ 0.04	$ (0.06)
EARNINGS (LOSS) PER ORDINARY SHARE, diluted (U.S. dollars)	$ 0.04	$ (0.06)
WEIGHTED AVERAGE OF ORDINARY SHARE, basic (in thousands)	1,277,931	546,616
WEIGHTED AVERAGE OF ORDINARY SHARE, diluted (in thousands)	1,277,931	546,616

CONDENSED CONSOLIDATED INTERIM STATEMENTS OF FINANCIAL POSITION - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
CURRENT ASSETS:
Cash and cash equivalents	$ 6,996	$ 19,968
Bank deposits	18	15
Restricted cash	9,140	16,000
Trade receivables	2,903	34,521
Prepaid expenses and other receivables	3,050	4,387
Inventory	4,939	11,009
Total current assets	27,046	85,900
NON-CURRENT ASSETS:
Restricted cash	144	150
Fixed assets	244	502
Right-of-use assets	2,010	6,692
Intangible assets	5,593	65,626
Total non-current assets	7,991	72,970
TOTAL ASSETS	35,037	158,870
CURRENT LIABILITIES:
Accounts payable	3,112	4,230
Lease liabilities	1,290	1,032
Allowance for deductions from revenue	16,384	47,870
Accrued expenses and other current liabilities	7,401	17,949
Borrowing		115,216
Payable in respect of intangible asset purchase		11,157
Total current liabilities	28,187	197,454
NON-CURRENT LIABILITIES:
Lease liabilities	994	6,443
Derivative financial instruments	1,635	2,623
Royalty obligation	750	750
Total non-current liabilities	3,379	9,816
TOTAL LIABILITIES	31,566	207,270
EQUITY (Capital Deficiency):
Ordinary shares	4,620	2,835
Additional paid-in capital	380,860	382,625
Accumulated deficit	(382,009)	(433,860)
TOTAL EQUITY (Capital Deficiency)	3,471	(48,400)
TOTAL LIABILITIES AND EQUITY (Capital Deficiency)	$ 35,037	$ 158,870

CONDENSED CONSOLIDATED INTERIM STATEMENTS OF CHANGES IN EQUITY (CAPITAL DEFICIENCY) - USD ($) $ in Thousands	Ordinary shares.	Additional paid-in capital	Accumulated deficit	Total
Balance at beginning of period at Dec. 31, 2021	$ 1,495	$ 375,246	$ (367,866)	$ 8,875
Share-based compensation to employees and service providers			2,924	2,924
Issuance of ordinary shares and warrants, net of expenses	332	8,168		8,500
Comprehensive income (loss)			(32,239)	(32,239)
Balance at end of period at Jun. 30, 2022	1,827	383,414	(397,181)	(11,940)
Balance at beginning of period at Dec. 31, 2022	2,835	382,625	(433,860)	(48,400)
Share-based compensation to employees and service providers			849	849
Issuance of ordinary shares and warrants, net of expenses	1,761	(1,741)		20
Issuance of ordinary shares for vested RSUs	24	(24)
Comprehensive income (loss)			51,002	51,002
Balance at end of period at Jun. 30, 2023	$ 4,620	$ 380,860	$ (382,009)	$ 3,471

CONDENSED CONSOLIDATED INTERIM STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
OPERATING ACTIVITIES:
Comprehensive income (loss)	$ 51,002	$ (32,239)
Adjustments in respect of income and expenses not involving cash flow:
Share-based compensation to employees and service providers	849	2,924
Depreciation	1,055	1,154
Amortization of Intangible assets	530	2,900
Gains from the transfer of rights in Movantik and extinguishment of debt obligations (see below)	(56,082)
Gains from early termination of leases	(694)
Non-cash expenses related to borrowing and payable in respect of intangible assets purchase		2,813
Fair value gains on derivative financial instruments	(8,071)	(1,981)
Loss from modification of warrants terms as part of a new issuance, see note 3b	1,084
Issuance costs in respect of warrants	922	334
Exchange differences and revaluation of bank deposits	(13)	(63)
Total adjustments in respect of income and expenses not involving cash flow	(60,420)	8,081
Changes in assets and liability items:
Decrease (increase) in trade receivables	31,618	(2,078)
Decrease in prepaid expenses and other receivable	1,337	1,872
Decrease in Inventories	1,837	3,091
Decrease in accounts payable	(1,118)	(7,291)
Decrease in accrued expenses and other liabilities	(10,545)	(684)
Increase (decrease) in allowance for deductions from revenue	(31,486)	8,512
Total changes in assets and liability items	(8,357)	3,422
Net cash used in operating activities	(17,775)	(20,736)
INVESTING ACTIVITIES:
Purchase of fixed assets	(7)	(176)
Change in investment in current bank deposits		8,500
Net cash provided (used in) by investing activities	(7)	8,324
FINANCING ACTIVITIES:
Proceeds from issuance of ordinary shares and warrants, net of issuance costs	5,097	16,221
Repayment of payable in respect of intangible asset purchase	(6,555)	(5,778)
Decrease in restricted cash	6,860
Payment of principal with respect to lease liabilities	(589)	(470)
Net cash provided by financing activities	4,813	9,973
DECREASE IN CASH AND CASH EQUIVALENTS	(12,969)	(2,439)
EXCHANGE DIFFERENCES ON CASH AND CASH EQUIVALENTS	(3)	(47)
BALANCE OF CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD	19,968	29,474
BALANCE OF CASH AND CASH EQUIVALENTS AT END OF PERIOD	6,996	26,988
SUPPLEMENTARY INFORMATION ON INTEREST RECEIVED IN CASH	123	11
SUPPLEMENTARY INFORMATION ON INTEREST PAID IN CASH	315	5,283
SUPPLEMENTARY INFORMATION ON NON-CASH INVESTING AND FINANCING ACTIVITIES:
Acquisition of right-of-use assets by means of lease liabilities	224	$ 4,767
Decrease in lease liability (with corresponding decrease in right of use asset in amount of $4,117) resulting from early termination of lease	4,811
Transfer of rights in Movantik and extinguishment of debt obligations
Decrease in Intangible asset	(59,503)
Decrease in Inventories	(4,233)
Decrease in Payable in respect of Intangible asset	4,602
Decrease in Borrowing	115,216
Gains from the transfer of the rights in Movantik and extinguishment of debt obligations	$ 56,082

CONDENSED CONSOLIDATED INTERIM STATEMENTS OF CASH FLOWS (Parenthetical) $ in Thousands	6 Months Ended
	Jun. 30, 2023 USD ($)
CONDENSED CONSOLIDATED INTERIM STATEMENTS OF CASH FLOWS
Decrease in right of use asset	$ 4,117

GENERAL

6 Months Ended

Jun. 30, 2023

GENERAL

GENERAL

NOTE 1 - GENERAL:

a.General

The Company’s registered address is 21 Ha’arba’a St, Tel-Aviv, Israel.

b. Approval of the condensed consolidated interim financial statements:

These condensed consolidated interim financial statements were approved by the Board of Directors (the "BoD") on August 16, 2023.

BASIS OF PREPARATION OF THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

6 Months Ended

Jun. 30, 2023

BASIS OF PREPARATION OF THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

BASIS OF PREPARATION OF THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

NOTE 2 - BASIS OF PREPARATION OF THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS:

SIGNIFICANT EVENTS DURING THE CURRENT REPORTING PERIOD

6 Months Ended

Jun. 30, 2023

SIGNIFICANT EVENTS DURING THE CURRENT REPORTING PERIOD

SIGNIFICANT EVENTS DURING THE CURRENT REPORTING PERIOD

NOTE 3 - SIGNIFICANT EVENTS DURING THE CURRENT REPORTING PERIOD:

Movantik Transaction:

Accounting treatment:

The fair value of nonmonetary assets relating to Movantik® transferred to settle debt obligations was used to measure debt extinguishment gains.

The service fees relating to the transition services are presented in the Company’s consolidated statement of comprehensive income (loss) as other income.

ALLOWANCE FOR DEDUCTIONS FROM REVENUES

6 Months Ended

Jun. 30, 2023

ALLOWANCE FOR DEDUCTIONS FROM REVENUES

ALLOWANCE FOR DEDUCTIONS FROM REVENUES

NOTE 4: - ALLOWANCE FOR DEDUCTIONS FROM REVENUES:

The following table shows the movement of the allowance for deductions from revenues:


	Rebates and patient discount programs	Product returns	Total
	U.S. dollars in thousands
As of January 1, 2023	46,636	1,234	47,870
Increases	16,918	759	17,677
Decreases (utilized)	(48,598)	(1,072)	(49,670)
Adjustments	910	(403)	507
As of June 30, 2023	15,866	518	16,384
	Rebates and patient discount programs	Product returns	Total
	U.S. dollars in thousands
As of January 1, 2022	29,742	969	30,711
Increases	53,282	1,714	54,996
Decreases (utilized)	(45,317)	(1,363)	(46,680)
Adjustments	271	(75)	196
As of June 30, 2022	37,978	1,245	39,223

SHARE-BASED PAYMENTS

6 Months Ended

Jun. 30, 2023

SHARE-BASED PAYMENTS

SHARE-BASED PAYMENTS

NOTE 5 - SHARE-BASED PAYMENTS:

NET REVENUES

6 Months Ended

Jun. 30, 2023

NET REVENUES

NET REVENUES

NOTE 6 - NET REVENUES:


	Six Months Ended June 30,
	2023	2022
	U.S dollars in thousands
Licensing revenues	—	2,000
Movantik® revenues	(182)	25,456
Sales of Other products (mainly Talicia®)	5,577	3,994
	5,395	31,450

FINANCIAL INSTRUMENTS

6 Months Ended

Jun. 30, 2023

FINANCIAL INSTRUMENTS

FINANCIAL INSTRUMENTS

NOTE 7 - FINANCIAL INSTRUMENTS:


	Six Months Ended
	June 30,
	2023	2022

	U.S. dollars in thousands
Balance at beginning of the period	2,623	—
Initial recognition of financial liability	7,083	8,055
Fair value adjustments recognized in profit or loss	(8,071)	(1,981)
Balance at end of the period	1,635	6,074

The fair value of the warrants as of June 30,2022, is based on the price of an ADS as of June 30,2022 and on the following key parameters: risk-free interest rate of 3.02% and volatility of 73.69%.

b. The carrying amount of cash equivalents, bank deposits, restricted cash, receivables, account payables and accrued expenses approximate their fair value due to their short-term characteristics.

SEGMENT INFORMATION

6 Months Ended

Jun. 30, 2023

SEGMENT INFORMATION

SEGMENT INFORMATION

NOTE 8 - SEGMENT INFORMATION:

The following table presents segment profitability and a reconciliation to the consolidated net loss and comprehensive loss for the periods indicated:


	Six Months Ended June 30,
	2023	2022
	U.S. dollars in thousands
Commercial Operations Segment Adjusted EBITDA	(11,031)	(12,190)
Research And Development Adjusted EBITDA	(5,550)	(6,620)
Financial income (expenses), net	26,330	(6,451)
Share-based compensation to employees and service providers	(849)	(2,924)
Depreciation	(1,055)	(1,154)
Amortization and impairment of intangible assets	(530)	(2,900)
Gain from early termination of leases	694	—
Othe income	42,993	—
Consolidated Comprehensive income (loss)	51,002	(32,239)

EARNING PER SHARE

6 Months Ended

Jun. 30, 2023

EARNING PER SHARE

EARNING PER SHARE

NOTE 9 - EARNING PER SHARE:

The basic and diluted earnings (loss) per share are the same since the effect of all potentially diluted ordinary shares for all reporting periods is anti-dilutive.

EVENT SUBSEQUENT TO JUNE 30, 2023

6 Months Ended

Jun. 30, 2023

EVENT SUBSEQUENT TO JUNE 30, 2023

EVENT SUBSEQUENT TO JUNE 30, 2023

NOTE 10 - EVENT SUBSEQUENT TO JUNE 30, 2023:

In connection with this offering, the Company also agreed with the investors in this offering on the following:

(i)

(ii)

As part of the offering, the Company has issued to the placement agent warrants to purchase up to 78,115 ADSs with an exercise price of $1.6875 per ADS, exercisable for 5 years.

All the warrants may be exercised either for cash or on a cashless basis.

ALLOWANCE FOR DEDUCTIONS FROM REVENUES (Tables)

6 Months Ended

Jun. 30, 2023

ALLOWANCE FOR DEDUCTIONS FROM REVENUES

Schedule of movement of allowance for deductions from revenue


	Rebates and patient discount programs	Product returns	Total
	U.S. dollars in thousands
As of January 1, 2023	46,636	1,234	47,870
Increases	16,918	759	17,677
Decreases (utilized)	(48,598)	(1,072)	(49,670)
Adjustments	910	(403)	507
As of June 30, 2023	15,866	518	16,384
	Rebates and patient discount programs	Product returns	Total
	U.S. dollars in thousands
As of January 1, 2022	29,742	969	30,711
Increases	53,282	1,714	54,996
Decreases (utilized)	(45,317)	(1,363)	(46,680)
Adjustments	271	(75)	196
As of June 30, 2022	37,978	1,245	39,223

NET REVENUES (Tables)

6 Months Ended

Jun. 30, 2023

NET REVENUES

Schedule of net revenues


	Six Months Ended June 30,
	2023	2022
	U.S dollars in thousands
Licensing revenues	—	2,000
Movantik® revenues	(182)	25,456
Sales of Other products (mainly Talicia®)	5,577	3,994
	5,395	31,450

FINANCIAL INSTRUMENTS (Tables)

6 Months Ended

Jun. 30, 2023

FINANCIAL INSTRUMENTS

Schedule of change in derivative financial instrument


	Six Months Ended
	June 30,
	2023	2022

	U.S. dollars in thousands
Balance at beginning of the period	2,623	—
Initial recognition of financial liability	7,083	8,055
Fair value adjustments recognized in profit or loss	(8,071)	(1,981)
Balance at end of the period	1,635	6,074

SEGMENT INFORMATION (Tables)

6 Months Ended

Jun. 30, 2023

SEGMENT INFORMATION

Schedule of segment profitability and reconciliation to consolidated net loss and comprehensive loss


	Six Months Ended June 30,
	2023	2022
	U.S. dollars in thousands
Commercial Operations Segment Adjusted EBITDA	(11,031)	(12,190)
Research And Development Adjusted EBITDA	(5,550)	(6,620)
Financial income (expenses), net	26,330	(6,451)
Share-based compensation to employees and service providers	(849)	(2,924)
Depreciation	(1,055)	(1,154)
Amortization and impairment of intangible assets	(530)	(2,900)
Gain from early termination of leases	694	—
Othe income	42,993	—
Consolidated Comprehensive income (loss)	51,002	(32,239)

GENERAL (Details) - shares	Mar. 23, 2023	Mar. 22, 2023
ADS
General [Line Items]
Number of Ordinary Shares Issued in Exchange of American Depository Receipts	400	10

SIGNIFICANT EVENTS DURING THE CURRENT REPORTING PERIOD - Agreements (Details) - USD ($) $ in Millions		1 Months Ended	6 Months Ended
	Feb. 02, 2023	Mar. 31, 2022	Jun. 30, 2023
Disclosure of detailed information about intangible assets [line items]
Write-downs of inventories			$ 0.7
U.S.
Disclosure of detailed information about intangible assets [line items]
Gain on termination of lease agreement		$ 0.7
Movantik
Disclosure of detailed information about intangible assets [line items]
Fair value estimate	$ 95.0
HCRM
Disclosure of detailed information about intangible assets [line items]
Paid transaction services arrangement term	12 months
Restricted cash transferred to collateral bank account	$ 16.0

SIGNIFICANT EVENTS DURING THE CURRENT REPORTING PERIOD - Equity Offerings (Details) - USD ($) $ / shares in Units, $ in Thousands		6 Months Ended
	Apr. 03, 2023	Jun. 30, 2023	Jun. 30, 2022	Mar. 23, 2023
Disclosure of classes of share capital [line items]
Proceeds from issuance		$ 5,097	$ 16,221
Class of warrant or right, number of securities called by warrants or rights	90,000
Exercise price of warrants	$ 5.00
Financial expense		2,347	$ 8,123
Warrants, exercisable term	5 years
Warrants
Disclosure of classes of share capital [line items]
Financial expense		$ 1,100
Registered Direct Offering
Disclosure of classes of share capital [line items]
Proceeds from issuance	$ 6,000
Number of shares issued	1,500,000
Offering expenses	$ 600
Class of warrant or right, number of securities called by warrants or rights				330,106
Exercise price of warrants	$ 4.00			$ 59.20
Warrants term	9 months
Registered Direct Offering \| Unregistered Private Warrants
Disclosure of classes of share capital [line items]
Class of warrant or right, number of securities called by warrants or rights	1,500,000
Exercise price of warrants	$ 4.75
Warrants term	5 years
Registered Direct Offering \| Pre-funded warrants
Disclosure of classes of share capital [line items]
Exercise price of warrants	$ 0.001
Warrants amendment \| Registered Direct Offering
Disclosure of classes of share capital [line items]
Exercise price of warrants	$ 4.75
Warrants, exercisable term	5 years

ALLOWANCE FOR DEDUCTIONS FROM REVENUES (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Disclosure of other provisions [line items]
Balance at beginning of the period	$ 47,870	$ 30,711
Increases	17,677	54,996
Decreases (utilized)	(49,670)	(46,680)
Adjustments	507	196
Balance at end of the period	16,384	39,223
Rebates and patient discount programs
Disclosure of other provisions [line items]
Balance at beginning of the period	46,636	29,742
Increases	16,918	53,282
Decreases (utilized)	(48,598)	(45,317)
Adjustments	910	271
Balance at end of the period	15,866	37,978
Product returns
Disclosure of other provisions [line items]
Balance at beginning of the period	1,234	969
Increases	759	1,714
Decreases (utilized)	(1,072)	(1,363)
Adjustments	(403)	(75)
Balance at end of the period	$ 518	$ 1,245

SHARE-BASED PAYMENTS (Details) - RSUs $ in Thousands	6 Months Ended
SHARE-BASED PAYMENTS (Details) - RSUs $ in Thousands	Jun. 30, 2023 USD ($)
Disclosure of terms and conditions of share-based payment arrangement [line items]
Shares forfeited	18
Shares forfeited, reversed expenses	$ 2,000

NET REVENUES (Details) - USD ($) $ in Thousands	6 Months Ended
NET REVENUES (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Jun. 30, 2022
Revenues
Licensing revenues		$ 2,000
Sales of Other products (mainly Talicia)	$ 5,577	3,994
Revenue	5,395	31,450
Movantik
Revenues
Movantik revenues	$ (182)	$ 25,456

FINANCIAL INSTRUMENTS AND FINANCIAL RISK MANAGEMENT - Changes in derivative liabilities (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Financial instruments
Balance at beginning of the period	$ 2,623
Initial recognition of financial liability	7,083	8,055
Fair value adjustments recognized in profit or loss	(8,071)	(1,981)
Balance at end of the period	$ 1,635	$ 6,074

FINANCIAL INSTRUMENTS - Significant Unobservable Inputs (Details)	Jun. 30, 2023 USD ($) item	Jun. 30, 2022 USD ($)
Risk-free interest rate
Financial instruments
Significant unobservable input		0.0302
Volatility
Financial instruments
Significant unobservable input		0.7369
Minimum \| Risk-free interest rate
Financial instruments
Significant unobservable input	0.0417
Minimum \| Volatility
Financial instruments
Significant unobservable input \| item	0.866
Maximum \| Risk-free interest rate
Financial instruments
Significant unobservable input	0.0547
Maximum \| Volatility
Financial instruments
Significant unobservable input	0.995

SEGMENT INFORMATION (Details) - USD ($) $ in Thousands	6 Months Ended
SEGMENT INFORMATION (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Jun. 30, 2022
Disclosure of operating segments [line items]
Financial income (expenses), net	$ 26,330	$ (6,451)
Share-based compensation to employees and service providers	(849)	(2,924)
Depreciation	(1,055)	(1,154)
Amortization and impairment of intangible assets	(530)	(2,900)
Gain from early termination of leases	694
Other income	42,993
Consolidated Comprehensive income (loss)	51,002	(32,239)
Commercial Operations
Disclosure of operating segments [line items]
Adjusted EBITDA	(11,031)	(12,190)
Research and Development
Disclosure of operating segments [line items]
Adjusted EBITDA	$ (5,550)	$ (6,620)

EVENT SUBSEQUENT TO JUNE 30, 2023 (Details) - USD ($) $ / shares in Units, $ in Thousands			6 Months Ended
	Jul. 25, 2023	Apr. 03, 2023	Jun. 30, 2023	Jun. 30, 2022
Disclosure of non-adjusting events after reporting period [line items]
Proceeds from issuance			$ 5,097	$ 16,221
Class of warrant or right, number of securities called by warrants or rights		90,000
Exercise price of warrants		$ 5.00
Warrants, exercisable term		5 years
Registered Direct Offering
Disclosure of non-adjusting events after reporting period [line items]
Proceeds from issuance	$ 1,800
Offering expenses	$ 400
Exercise price of warrants	$ 1.80
Registered Direct Offering \| Pre-funded warrants
Disclosure of non-adjusting events after reporting period [line items]
Exercise price of warrants	$ 0.001
Registered Direct Offering \| Amended certain existing warrants issued on May 11, 2022
Disclosure of non-adjusting events after reporting period [line items]
Class of warrant or right, number of securities called by warrants or rights	330,106
Exercise price of warrants	$ 4.75
Registered Direct Offering \| Amended certain existing warrants issued on December 6, 2022
Disclosure of non-adjusting events after reporting period [line items]
Class of warrant or right, number of securities called by warrants or rights	971,817
Exercise price of warrants	$ 4.6305
Registered Direct Offering \| Amended certain existing warrants issued on April 3, 2023
Disclosure of non-adjusting events after reporting period [line items]
Class of warrant or right, number of securities called by warrants or rights	1,500,000
Exercise price of warrants	$ 4.00
Registered Direct Offering \| Unregistered Private Warrants
Disclosure of non-adjusting events after reporting period [line items]
Class of warrant or right, number of securities called by warrants or rights	1,500,000
Exercise price of warrants	$ 1.80
Warrants, exercisable term	6 months
Warrants term	5 years
Registered Direct Offering \| Warrants issued to placement agent
Disclosure of non-adjusting events after reporting period [line items]
Class of warrant or right, number of securities called by warrants or rights	78,115
Exercise price of warrants	$ 1.6875
Warrants, exercisable term	5 years
Registered Direct Offering \| ADS
Disclosure of non-adjusting events after reporting period [line items]
Number of shares issued	1,301,923
Warrants amendment \| Amended certain existing warrants issued on April 3, 2023
Disclosure of non-adjusting events after reporting period [line items]
Proceeds from issuance	$ 2,000
Class of warrant or right, number of securities called by warrants or rights	1,500,000
Exercise price of warrants	$ 1.35