Small Company Offering and Sale of Securities Without Registration (d)

Name	Symbol	Market	Type
Redhill Biopharma Ltd	NASDAQ:RDHL	NASDAQ	Depository Receipt

	Price Change	% Change	Price	Bid Price	Offer Price	High Price	Low Price	Open Price	Traded	Last Trade
	-0.0007	-0.16%	0.4498	0.415	0.458	0.4674	0.4498	0.4674	173,901	01:00:00

x NoneEntity Type

0001553846

x Corporation

o Limited Partnership

o Limited Liability Company

o General Partnership

o Business Trust

o Other

Name of Issuer

RedHill Biopharma Ltd.

Jurisdiction of Incorporation/OrganizationISRAEL

Year of Incorporation/Organization
	x	Over Five Years Ago
	o	Within Last Five Years (Specify Year)
	o	Yet to Be Formed

2. Principal Place of Business and Contact Information
Name of Issuer
RedHill Biopharma Ltd.

Street Address 1		Street Address 2
21 HA'ARBA'A STREET

City	State/Province/Country	ZIP/Postal Code	Phone No. of Issuer
TEL AVIV	ISRAEL	6473921	972-3-541-3131

3. Related Persons

Last Name	First Name	Middle Name
Ben-Asher	Dror

Street Address 1	Street Address 2
21 HA'ARBA'A STREET

City	State/Province/Country	ZIP/Postal Code
TEL AVIV	ISRAEL	6473921

Relationship:

Executive Officer

Director

Promoter

Clarification of Response (if Necessary)

Last Name	First Name	Middle Name
Swenden	Eric

Street Address 1	Street Address 2
21 HA'ARBA'A STREET

City	State/Province/Country	ZIP/Postal Code
TEL AVIV	ISRAEL	6473921

Relationship:

Executive Officer

Director

Promoter

Clarification of Response (if Necessary)

Last Name	First Name	Middle Name
Reed	Kenneth

Street Address 1	Street Address 2
21 HA'ARBA'A STREET

City	State/Province/Country	ZIP/Postal Code
TEL AVIV	ISRAEL	6473921

Relationship:

Executive Officer

Director

Promoter

Clarification of Response (if Necessary)

Last Name	First Name	Middle Name
Tsimchi	Ofer

Street Address 1	Street Address 2
21 HA'ARBA'A STREET

City	State/Province/Country	ZIP/Postal Code
TEL AVIV	ISRAEL	6473921

Relationship:

Executive Officer

Director

Promoter

Clarification of Response (if Necessary)

Last Name	First Name	Middle Name
Cabilly	Shmuel

Street Address 1	Street Address 2
21 HA'ARBA'A STREET

City	State/Province/Country	ZIP/Postal Code
TEL AVIV	ISRAEL	6473921

Relationship:

Executive Officer

Director

Promoter

Clarification of Response (if Necessary)

Last Name	First Name	Middle Name
Scruggs	Rick	D

Street Address 1	Street Address 2
21 HA'ARBA'A STREET

City	State/Province/Country	ZIP/Postal Code
TEL AVIV	ISRAEL	6473921

Relationship:

Executive Officer

Director

Promoter

Clarification of Response (if Necessary)

Last Name	First Name	Middle Name
Weinstein	Nicolas

Street Address 1	Street Address 2
21 HA'ARBA'A STREET

City	State/Province/Country	ZIP/Postal Code
TEL AVIV	ISRAEL	6473921

Relationship:

Executive Officer

Director

Promoter

Clarification of Response (if Necessary)

Last Name	First Name	Middle Name
Felder	Alla

Street Address 1	Street Address 2
21 HA'ARBA'A STREET

City	State/Province/Country	ZIP/Postal Code
TEL AVIV	ISRAEL	6473921

Relationship:

Executive Officer

Director

Promoter

Clarification of Response (if Necessary)

Last Name	First Name	Middle Name
Ben Chorin	Micha

Street Address 1	Street Address 2
21 HA'ARBA'A STREET

City	State/Province/Country	ZIP/Postal Code
TEL AVIV	ISRAEL	6473921

Relationship:

Executive Officer

Director

Promoter

Clarification of Response (if Necessary)

Last Name	First Name	Middle Name
Frish	Adi

Street Address 1	Street Address 2
21 HA'ARBA'A STREET

City	State/Province/Country	ZIP/Postal Code
TEL AVIV	ISRAEL	6473921

Relationship:

Executive Officer

Director

Promoter

Clarification of Response (if Necessary)

Last Name	First Name	Middle Name
Raday	Gilead

Street Address 1	Street Address 2
21 HA'ARBA'A STREET

City	State/Province/Country	ZIP/Postal Code
TEL AVIV	ISRAEL	6473921

Relationship:

Executive Officer

Director

Promoter

Clarification of Response (if Necessary)

Last Name	First Name	Middle Name
Goldberg	Guy

Street Address 1	Street Address 2
21 HA'ARBA'A STREET

City	State/Province/Country	ZIP/Postal Code
TEL AVIV	ISRAEL	6473921

Relationship:

Executive Officer

Director

Promoter

Clarification of Response (if Necessary)

Last Name	First Name	Middle Name
Fathi	Reza

Street Address 1	Street Address 2
21 HA'ARBA'A STREET

City	State/Province/Country	ZIP/Postal Code
TEL AVIV	ISRAEL	6473921

Relationship:

Executive Officer

Director

Promoter

Clarification of Response (if Necessary)

Last Name	First Name	Middle Name
Almenoff	June

Street Address 1	Street Address 2
21 HA'ARBA'A STREET

City	State/Province/Country	ZIP/Postal Code
TEL AVIV	ISRAEL	6473921

Relationship:

Executive Officer

Director

Promoter

Clarification of Response (if Necessary)

4. Industry Group

o	Agriculture			Health Care		o	Retailing
	Banking & Financial Services			o	Biotechnology	o	Restaurants
	o	Commercial Banking		o	Health Insurance		Technology
	o	Insurance		o	Hospitals & Physicians		o	Computers
	o	Investing		x	Pharmaceuticals		o	Telecommunications
	o	Investment Banking		o	Other Health Care		o	Other Technology
	o	Pooled Investment Fund					Travel
	o	Other Banking & Financial Services	o	Manufacturing			o	Airlines & Airports
				Real Estate			o	Lodging & Conventions
				o	Commercial		o	Tourism & Travel Services
				o	Construction		o	Other Travel
				o	REITS & Finance	o	Other
				o	Residential
				o	Other Real Estate
o	Business Services
	Energy
	o	Coal Mining
	o	Electric Utilities
	o	Energy Conservation
	o	Environmental Services
	o	Oil & Gas
	o	Other Energy

5. Issuer Size

Revenue Range		Aggregate Net Asset Value Range
o	No Revenues	o	No Aggregate Net Asset Value
o	$1 - $1,000,000	o	$1 - $5,000,000
o	$1,000,001 - $5,000,000	o	$5,000,001 - $25,000,000
x	$5,000,001 - $25,000,000	o	$25,000,001 - $50,000,000
o	$25,000,001 - $100,000,000	o	$50,000,001 - $100,000,000
o	Over $100,000,000	o	Over $100,000,000
o	Decline to Disclose	o	Decline to Disclose
o	Not Applicable	o	Not Applicable

6. Federal Exemption(s) and Exclusion(s) Claimed (select all that apply)

o	Rule 504(b)(1) (not (i), (ii) or (iii))	o	Rule 505
o	Rule 504 (b)(1)(i)	x	Rule 506(b)
o	Rule 504 (b)(1)(ii)	o	Rule 506(c)
o	Rule 504 (b)(1)(iii)	o	Securities Act Section 4(a)(5)
		o	Investment Company Act Section 3(c)

7. Type of Filing

New Notice

Date of First Sale

2019-10-22

First Sale Yet to Occur

Amendment

8. Duration of Offering

Does the Issuer intend this offering to last more than one year?

Yes

9. Type(s) of Securities Offered (select all that apply)

o	Pooled Investment Fund Interests	x	Equity
o	Tenant-in-Common Securities	o	Debt
o	Mineral Property Securities	o	Option, Warrant or Other Right to Acquire Another Security
o	Security to be Acquired Upon Exercise of Option, Warrant or Other Right to Acquire Security	o	Other (describe)

10. Business Combination Transaction

Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer?	o	Yes	x	No

Clarification of Response (if Necessary)

11. Minimum Investment

Minimum investment accepted from any outside investor

$ 0 USD

12. Sales Compensation

Recipient			Recipient CRD Number	o	None

(Associated) Broker or Dealer	o	None	(Associated) Broker or Dealer CRD Number	o	None

Street Address 1			Street Address 2

City	State/Province/Country	ZIP/Postal Code

State(s) of Solicitation	o	All States

13. Offering and Sales Amounts

Total Offering Amount	$ 48300000 USD	o Indefinite
Total Amount Sold	$ 48300000 USD
Total Remaining to be Sold	$ 0 USD	o Indefinite

Clarification of Response (if Necessary)

A portion of the ADSs were issued at an agreed value of $12 million, as an upfront payment for rights granted to the issuer under an exclusive license agreement

14. Investors

o	Select if securities in the offering have been or may be sold to persons who do not qualify as accredited investors, Number of such non-accredited investors who already have invested in the offering
	Regardless of whether securities in the offering have been or may be sold to persons who do not qualify as accredited investors, enter the total number of investors who already have invested in the offering:	2

15. Sales Commissions & Finders' Fees Expenses

Provide separately the amounts of sales commissions and finders' fees expenses, if any. If the amount of an expenditure is not known, provide an estimate and check the box next to the amount.

Sales Commissions	$ 0 USD	o	Estimate
Finders' Fees	$ 0 USD	o	Estimate

Clarification of Response (if Necessary)

16. Use of Proceeds

Provide the amount of the gross proceeds of the offering that has been or is proposed to be used for payments to any of the persons required to be named as executive officers, directors or promoters in response to Item 3 above. If the amount is unknown, provide an estimate and check the box next to the amount.

$ 0 USD