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BioLineRx Ltd. — Major Shareholding Notification 2025
Jan 11, 2025
6692_mrq_2025-01-10_a1fec410-91b4-4515-ba9a-6b0611d7b0d5.zip
Major Shareholding Notification
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xml version="1.0" encoding="UTF-8"? SCHEDULE 13G Field: Pseudo-Tag; ID: Name; Data: INTRACOASTAL CAPITAL, LLC 0001646799 XXXXXXXX LIVE Ordinary shares, par value NIS 0.10 per share 01/06/2025 0001498403 BioLineRx Ltd. 09071M205 2 HaMa'ayan Street, Modi'in L3 7177871 Rule 13d-1(c) Mitchell P. Kopin X1 0.00 102236115.00 0.00 91736115.00 102236115.00 N 4.99 HC IN Daniel B. Asher X1 0.00 102236115.00 0.00 91736115.00 102236115.00 N 4.99 HC IN Intracoastal Capital LLC DE 0.00 102236115.00 0.00 91736115.00 102236115.00 N 4.99 OO BioLineRx Ltd. 2 HaMa'ayan Street, Modi'in 7177871, Israel This Schedule 13G is being filed on behalf of (i) Mitchell P. Kopin, an individual ("Mr. Kopin"), (ii) Daniel B. Asher, an individual ("Mr. Asher") and (iii) Intracoastal Capital LLC, a Delaware limited liability company ("Intracoastal" and together with Mr. Kopin and Mr. Asher, collectively the "Reporting Persons"). The principal business office of Mr. Kopin and Intracoastal is 245 Palm Trail, Delray Beach, Florida 33483. The principal business office of Mr. Asher is 111 W. Jackson Boulevard, Suite 2000, Chicago, Illinois 60604. Mr. Kopin is a citizen of the United States of America. Mr. Asher is a citizen of the United States of America. Intracoastal is a Delaware limited liability company. Y (i) Immediately following the execution of the Securities Purchase Agreement with the Issuer on January 6, 2025 (the "SPA") (as disclosed in the Form 6-K filed by the Issuer with the Securities and Exchange Commission on January 7, 2025), each of the Reporting Persons may have been deemed to have beneficial ownership of 164,550,538 Ordinary Shares, which consisted of (i) 163,500,000 Ordinary Shares to be issued to Intracoastal at the closing of the transaction contemplated by the SPA and (ii) 1,050,538 Ordinary Shares issuable upon exercise of a warrant to be issued to Intracoastal at the closing of the transaction contemplated by the SPA ("Intracoastal Warrant 1"), and all such Ordinary Shares represent beneficial ownership of approximately 9.99% of the Ordinary Shares, based on (1) 1,482,601,995 Ordinary Shares outstanding as of January 6, 2025, as reported by the Issuer, plus (2) 163,500,000 Ordinary Shares to be issued to Intracoastal at the closing of the transaction contemplated by the SPA and (3) 1,050,538 Ordinary Shares issuable upon exercise of Intracoastal Warrant 1. The foregoing excludes (I) 22,949,462 Ordinary Shares issuable upon exercise of Intracoastal Warrant 1 because Intracoastal Warrant 1 contains a blocker provision under which the holder thereof does not have the right to exercise Intracoastal Warrant 1 to the extent (but only to the extent) that such exercise would result in beneficial ownership by the holder thereof, together with the holder's affiliates, and any other persons acting as a group together with the holder or any of the holder's affiliates, of more than 9.99% of the Ordinary Shares and (II) 187,500,000 Ordinary Shares issuable upon exercise of a second warrant to be issued to Intracoastal at the closing of the transaction contemplated by the SPA ("Intracoastal Warrant 2") because Intracoastal Warrant 2 contains a blocker provision under which the holder thereof does not have the right to exercise Intracoastal Warrant 2 to the extent (but only to the extent) that such exercise would result in beneficial ownership by the holder thereof, together with the holder's affiliates, and any other persons acting as a group together with the holder or any of the holder's affiliates, of more than 4.99% of the Ordinary Shares. Without such blocker provisions, each of the Reporting Persons may have been deemed to have beneficial ownership of 375,000,000 Ordinary Shares. (ii) As of the close of business on January 10, 2025, each of the Reporting Persons may have been deemed to have beneficial ownership of 102,236,115 Ordinary Shares, which consisted of (i) 75,000,000 Ordinary Shares held by Intracoastal and (ii) 27,236,115 Ordinary Shares issuable upon exercise of Intracoastal Warrant 2, and all such Ordinary Shares represented beneficial ownership of approximately 4.99% of the Ordinary Shares, based on (1) 1,482,601,995 Ordinary Shares outstanding as of January 6, 2025, as reported by the Issuer, plus (2) 514,981,830 Ordinary Shares in the aggregate issued at the closing of transaction contemplated by the SPA, (3) 24,000,000 Ordinary Shares issued to Intracoastal upon exercise of Intracoastal Warrant 1 and (4) 27,236,115 Ordinary Shares issuable upon exercise of Intracoastal Warrant 2. The foregoing excludes 160,263,885 Ordinary Shares issuable upon exercise of Intracoastal Warrant 2 because Intracoastal Warrant 2 contains a blocker provision under which the holder thereof does not have the right to exercise Intracoastal Warrant 2 to the extent (but only to the extent) that such exercise would result in beneficial ownership by the holder thereof, together with the holder's affiliates, and any other persons acting as a group together with the holder or any of the holder's affiliates, of more than 4.99% of the Ordinary Shares. Without such blocker provision, each of the Reporting Persons may have been deemed to have beneficial ownership of 262,500,000 Ordinary Shares. 4.99 0 102,236,115 0 91,736,115 N Y Y Y Y Y N By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11. Exhibit 1 - Joint Filing Agreement Mitchell P. Kopin /s/ Mitchell P. Kopin Mitchell P. Kopin 01/10/2025 Daniel B. Asher /s/ Daniel B. Asher Daniel B. Asher 01/10/2025 Intracoastal Capital LLC /s/ Mitchell P. Kopin Mitchell P. Kopin/ Manager 01/10/2025