Empery Asset Management Divests Sole Voting Power in RedHill Biopharma

Ticker: RDHL · Form: SC 13G/A · Filed: Jan 8, 2024 · CIK: 1553846

Redhill Biopharma Ltd. SC 13G/A Filing Summary
FieldDetail
CompanyRedhill Biopharma Ltd. (RDHL)
Form TypeSC 13G/A
Filed DateJan 8, 2024
Risk Levelmedium
Pages7
Reading Time9 min
Sentimentbearish

Complexity: simple

Sentiment: bearish

Topics: institutional-ownership, ownership-change, divestment

TL;DR

**Empery Asset Management dumped its sole voting shares in RedHill Biopharma.**

AI Summary

Empery Asset Management, LP, a Delaware-based investment firm, filed an amended SC 13G/A on January 8, 2024, indicating a change in their beneficial ownership of RedHill Biopharma Ltd. ordinary shares as of December 31, 2023. The filing shows Empery now holds 0 shares with sole voting power, a significant decrease from their previous holdings. This matters to investors because a major institutional investor has completely divested its sole voting power in RedHill Biopharma, which could signal a lack of confidence in the company's future prospects.

Why It Matters

This filing reveals that a significant institutional investor, Empery Asset Management, no longer holds any shares with sole voting power in RedHill Biopharma, potentially signaling a bearish outlook or a strategic portfolio reallocation.

Risk Assessment

Risk Level: medium — The complete divestment of sole voting power by an institutional investor like Empery Asset Management could indicate underlying concerns about RedHill Biopharma's performance or future, posing a medium risk to current and prospective shareholders.

Analyst Insight

A smart investor would investigate the reasons behind Empery Asset Management's complete divestment of sole voting power in RedHill Biopharma, potentially looking for any negative news or changes in the company's fundamentals before making investment decisions.

Key Numbers

  • 0 — Sole Voting Power Shares (Empery Asset Management's current sole voting power in RedHill Biopharma Ltd. as of December 31, 2023.)
  • 757468202 — CUSIP Number (Identifies RedHill Biopharma's American Depository Shares (ADSs) on NASDAQ, each representing 400 Ordinary Shares.)

Key Players & Entities

  • Empery Asset Management, LP (company) — the reporting person that filed the SC 13G/A
  • RedHill Biopharma Ltd. (company) — the subject company whose shares are being reported
  • 0 (dollar_amount) — number of shares with sole voting power held by Empery Asset Management
  • December 31, 2023 (date) — the date of the event requiring the filing
  • January 8, 2024 (date) — the filing date of the SC 13G/A

Forward-Looking Statements

  • RedHill Biopharma's stock price may experience downward pressure due to the institutional divestment. (RedHill Biopharma Ltd.) — medium confidence, target: Q1 2024
  • Other institutional investors might re-evaluate their positions in RedHill Biopharma following this filing. (RedHill Biopharma Ltd.) — medium confidence, target: Q1 2024

FAQ

What is the primary purpose of this SC 13G/A filing by Empery Asset Management, LP?

The primary purpose of this SC 13G/A filing is to amend a previous Schedule 13G, indicating a change in beneficial ownership of RedHill Biopharma Ltd. ordinary shares by Empery Asset Management, LP, specifically noting a reduction to 0 shares with sole voting power as of December 31, 2023.

What specific change in ownership is reported by Empery Asset Management, LP?

Empery Asset Management, LP reported a change in ownership such that they now hold 0 shares with sole voting power in RedHill Biopharma Ltd., as detailed in Item 5 of the filing.

What is the CUSIP number for RedHill Biopharma Ltd. securities mentioned in the filing, and what does it represent?

The CUSIP number is 757468202. This number is for the American Depository Shares ("ADSs") of RedHill Biopharma Ltd. traded on the NASDAQ Stock Market, with each ADS being equivalent to 400 Ordinary Shares, as stated on page 1 of the filing.

What was the 'Date of event which requires filing of this statement'?

The 'Date of event which requires filing of this statement' was December 31, 2023, as indicated on page 1 of the filing.

Under which rule was this Schedule 13G filed?

This Schedule 13G was filed under Rule 13d-1(b), as indicated by the checked box on page 1 of the filing.

Filing Stats: 2,200 words · 9 min read · ~7 pages · Grade level 11.7 · Accepted 2024-01-08 10:23:58

Filing Documents

(a)

Item 1(a). NAME OF ISSUER: The name of the issuer is RedHill Biopharma Ltd. (the " Company ").

(b)

Item 1(b). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES: The Company's principal executive offices are located at 21 Ha'arba'a Street, Tel Aviv, Israel, 64739.

(a)

Item 2(a). NAME OF PERSON FILING: This statement is filed by the entities and persons listed below, who are collectively referred to herein as " Reporting Persons ," with respect to the Ordinary Shares (as defined in Item 2(d) below) of the Company: Investment Manager (i)Empery Asset Management, LP (the " Investment Manager "), with respect to the ADSs held by, and underlying the Reported Warrants (as defined below) held by, funds to which the Investment Manager serves as investment manager (the " Empery Funds "). Reporting Individuals (ii)Mr. Ryan M. Lane (" Mr. Lane "), with respect to the ADSs held by, and underlying the Reported Warrants held by, the Empery Funds. (iii)Mr. Martin D. Hoe (" Mr. Hoe "), with respect to the ADSs held by, and underlying the Reported Warrants held by, the Empery Funds. The Investment Manager serves as the investment manager to each of the Empery Funds. Each of Mr. Lane and Mr. Hoe (the " Reporting Individuals ") is a Managing Member of Empery AM GP, LLC (the " General Partner "), the general partner of the Investment Manager.

(b)

Item 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE: The address of the business office of each of the Reporting Persons is: 1 Rockefeller Plaza, Suite 1205 New York, New York 10020 CUSIP No. 757468202 13G Page 6 of 9 Pages

(c)

Item 2(c). CITIZENSHIP: Citizenship is set forth in Row 4 of the cover page for each Reporting Person hereto and is incorporated herein by reference for each such Reporting Person.

(d)

Item 2(d). TITLE OF CLASS OF SECURITIES: Ordinary Shares, par value 0.01 NIS per share (the " Ordinary Shares ")

(e)

Item 2(e). CUSIP NUMBER: 757468202 Item 3. IF THIS STATEMENT IS FILED PURSUANT TO RULES 13d-1(b) OR 13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A: (a) ¨ Broker or dealer registered under Section 15 of the Act, (b) ¨ Bank as defined in Section 3(a)(6) of the Act, (c) ¨ Insurance Company as defined in Section 3(a)(19) of the Act, (d) ¨ Investment Company registered under Section 8 of the Investment Company Act of 1940, (e) x Investment Adviser registered under Section 203 of the Investment Advisers Act of 1940, (f) ¨ Employee Benefit Plan or Endowment Fund in accordance with Rule 13d1(b)(1)(ii)(F), (g) ¨ Parent Holding Company or control person in accordance with Rule 13d1(b)(1)(ii)(G), (h) ¨ Savings Association as defined in Section 3(b) of the Federal Deposit Insurance Act, (i) ¨ Church Plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940, (j) ¨ A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J); (k) ¨ Group, in accordance with Rule 13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J), please specify the type of institution: _________________________ CUSIP No. 757468202 13G Page 7 of 9 Pages Item 4. The information as of the date of the event which requires filing of this statement required by Items 4(a) – (c) is set forth in Rows 5 – 11 of the cover page for each Reporting Person hereto and is incorporated herein by reference for each such Reporting Person. The percentage set forth in Row 11 of the cover page for each Reporting Person is based on 7,869,853,200 Ordinary Shares issued and outstanding (disclosed as 19,674,633 ADSs outstanding) as of December 6, 2023, as represented in the Company's Report of Foreign Private Issuer on Form 6-K filed with the Securities and Exchange Commission on December 6, 2023 and as

SIGNATURES

SIGNATURES After reasonable inquiry and to the best of our knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct. DATED: January 8, 2024 EMPERY ASSET MANAGEMENT, LP By: EMPERY AM GP, LLC, its General Partner By: _ /s/ Ryan M. Lane ___________________ Name: Ryan M. Lane Title: Managing Member _ /s/ Ryan M. Lane ______________________ Ryan M. Lane _ /s/ Martin D. Hoe ______________________ Martin D. Hoe

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