Check the appropriate box to designate
the rule pursuant to which this Schedule is filed:
*The remainder of this cover page shall
be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for
any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
**There is no CUSIP number assigned to the ordinary shares of
the Issuer. CUSIP number 09071M205 has been assigned to the American Depositary Shares of the Issuer, which are quoted on The
Nasdaq Capital Market under the symbol “BLRX.” Each such American Depositary Share represents fifteen (15) ordinary
shares of the Issuer.
The information required in the remainder
of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of
1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions
of the Act (however, see the Notes).
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1.
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Names of Reporting Persons.
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Mitchell P. Kopin
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a)
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(b)
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3.
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SEC Use Only
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4.
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Citizenship or Place of Organization United
States of America
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Number of
Shares Beneficially
Owned by Each
Reporting Person
With:
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5. Sole Voting Power
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0
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6. Shared Voting Power
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19,132,860
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7. Sole Dispositive Power
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0
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8. Shared Dispositive Power
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19,132,860
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person 19,132,860
(see Item 4)
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10.
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Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
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11.
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Percent of Class Represented by Amount in Row (9) 6.1%
(see Item 4)
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12.
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Type of Reporting Person (See Instructions)
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IN; HC
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1.
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Names of Reporting Persons.
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Daniel B. Asher
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a)
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(b)
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3.
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SEC Use Only
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4.
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Citizenship or Place of Organization United
States of America
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Number of
Shares Beneficially
Owned by Each
Reporting Person
With:
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5. Sole Voting Power
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0
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6. Shared Voting Power
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19,132,860
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7. Sole Dispositive Power
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0
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8. Shared Dispositive Power
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19,132,860
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person 19,132,860
(see Item 4)
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10.
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Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
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11.
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Percent of Class Represented by Amount in Row (9) 6.1%
(see Item 4)
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12.
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Type of Reporting Person (See Instructions)
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IN; HC
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1.
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Names of Reporting Persons.
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Intracoastal Capital LLC
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a)
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(b)
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3.
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SEC Use Only
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4.
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Citizenship or Place of Organization Delaware
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Number of
Shares Beneficially
Owned by Each
Reporting Person
With:
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5. Sole Voting Power
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0
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6. Shared Voting Power
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19,132,860
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7. Sole Dispositive Power
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0
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8. Shared Dispositive Power
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19,132,860
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person 19,132,860
(see Item 4)
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10.
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Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
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11.
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Percent of Class Represented by Amount in Row (9) 6.1%
(see Item 4)
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12.
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Type of Reporting Person (See Instructions)
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OO
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Item 1.
(a) Name of Issuer
BioLineRx Ltd. (the “Issuer”)
(b) Address of Issuer’s Principal
Executive Offices
2 HaMa’ayan Street
Modi’in 7177871, Israel
Item 2.
(a) Name of Person Filing
(b) Address of Principal Business Office or, if none,
Residence
(c) Citizenship
This Schedule 13G is being filed
on behalf of (i) Mitchell P. Kopin, an individual who is a citizen of the United States of America (“Mr. Kopin”),
(ii) Daniel B. Asher, an individual who is a citizen of the United States of America (“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 Reporting Persons have entered
into a Joint Filing Agreement, a copy of which is filed with this Schedule 13G as Exhibit 1, pursuant to which the
Reporting Persons have agreed to file this Schedule 13G jointly in accordance with the provisions of Rule 13d-1(k) of the Securities
Exchange Act of 1934, as amended.
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.
(d) Title of Class of Securities
Ordinary shares, NIS 0.10 par value
per share, of the Issuer (the “Ordinary Shares”). All Ordinary Shares reported herein as being held or beneficially
owned by the Reporting Persons are represented by American Depositary Shares of the Issuer (the “ADSs”), which
are quoted on The Nasdaq Capital Market under the symbol “BLRX.” Each
ADS represents fifteen (15) Ordinary Shares.
(e) CUSIP Number
There is no CUSIP number assigned
to the Ordinary Shares. CUSIP number 09071M205 has been assigned to the ADSs.
Item 3. If this statement is filed pursuant
to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
Not applicable.
Item
4. Ownership.
(a) and (b):
(i)
Immediately following the execution of the Securities Purchase Agreement with the Issuer on May 26, 2020 (the
“SPA”) (as disclosed in the Form 6-K filed by the Issuer with the Securities and Exchange Commission on
May 28, 2020), each of the Reporting Persons may have been deemed to have beneficial ownership of 20,164,359 Ordinary Shares,
which consisted of (i) 12,857,145 Ordinary Shares to be issued to Intracoastal at the closing of the transaction contemplated
by the SPA and (ii) 7,307,214 Ordinary Shares issuable upon an 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 in the aggregate represent beneficial ownership of approximately 9.99% of the Ordinary Shares, based on (1) 181,681,077
Ordinary Shares outstanding as of May 25, 2020 as reported by the Issuer, plus (2) 12,857,145 Ordinary Shares to be issued to
Intracoastal at the closing of the transaction contemplated by the SPA and (3) 7,307,214 Ordinary Shares issuable upon an
exercise of Intracoastal Warrant 1. The foregoing excludes (I) 5,549,931 Ordinary Shares issuable upon an 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)
2,750,010 Ordinary Shares issuable upon an exercise of a warrant held by Intracoastal (“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 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 4.99% of the Ordinary Shares. Without such
blocker provision, each of the Reporting Persons may have been deemed to have beneficial ownership of 28,464,300 Ordinary
Shares.
(ii) As
of the close of business on June 4 2020, each of the Reporting Persons may have been deemed to have beneficial ownership of 19,132,860
Ordinary Shares, which consisted of (i) 12,857,145 Ordinary Shares issuable upon an
exercise of Intracoastal Warrant 1 and (ii) 6,275,715 Ordinary Shares issuable upon an exercise of a second warrant held by Intracoastal
(“Intracoastal Warrant 3”), and all such Ordinary Shares represented beneficial ownership of approximately 6.1%
of the Ordinary Shares, based on (1) 181,681,077 Ordinary Shares outstanding as of
May 25, 2020 as reported by the Issuer, plus (2) 77,142,885 Ordinary Shares in the
aggregate issued at the closing of the transaction contemplated by the SPA, (3) 37,654,290
Ordinary Shares in the aggregate issued at the closing of the transaction contemplated by a second Securities Purchase Agreement
with the Issuer dated May 31, 2020 (as disclosed in the Form 6-K filed by the Issuer with the Securities and Exchange Commission
on June 3, 2020), (4) 12,857,145 Ordinary Shares issuable upon an exercise of Intracoastal Warrant 1, and (5) 6,275,715 Ordinary
Shares issuable upon an exercise of Intracoastal Warrant 3. The foregoing excludes 2,750,010 Ordinary Shares issuable upon an 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 21,882,870 Ordinary Shares.
(iii)
(c) Number of shares
as to which each Reporting Person has:
(1) Sole power to vote or to direct the vote: 0 .
(2) Shared power to vote or to direct the vote: 19,132,860 .
(3) Sole power to dispose or to direct the disposition
of 0 .
(4) Shared power to dispose or to direct the disposition
of 19,132,860 .
Item
5. Ownership of Five Percent or Less of a Class
Not applicable.
Item
6. Ownership of More than Five Percent on Behalf of Another Person.
Not
applicable.
Item
7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company
Not applicable.
Item
8. Identification and Classification of Members of the Group
Not applicable.
Item
9. Notice of Dissolution of Group
Not applicable.
Item 10. Certification
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.
SIGNATURE
After reasonable inquiry
and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: June 4, 2020
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/s/ Mitchell P. Kopin
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Mitchell P. Kopin
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/s/ Daniel B. Asher
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Daniel B. Asher
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Intracoastal Capital LLC
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By:
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/s/ Mitchell P. Kopin
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Mitchell P. Kopin, Manager
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Exhibit 1
JOINT FILING AGREEMENT
The undersigned acknowledge
and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent
amendments to this statement on Schedule 13G may be filed on behalf of each of the undersigned without the necessity of filing
additional joint filing agreements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments,
and for the completeness and accuracy of the information concerning him or it contained herein and therein, but shall not be responsible
for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason
to believe that such information is inaccurate.
Date: June 4, 2020
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/s/ Mitchell P. Kopin
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Mitchell P. Kopin
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/s/ Daniel B. Asher
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Daniel B. Asher
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Intracoastal Capital LLC
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By:
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/s/ Mitchell P. Kopin
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Mitchell P. Kopin, Manager
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