Filed Pursuant to Rule 424(b)(5) Registration No. 333-222332 |
American Depositary Shares Representing Ordinary Shares
S - 1 | |
S - 7 | |
S - 9 | |
S - 12 | |
S - 13 | |
S - 14 |
Issuer | BioLineRx, Ltd. | |
ADSs offered by us | ADSs with aggregate gross sale proceeds of up to $18,951,753. Each ADS represents 15 ordinary shares. | |
Ordinary shares to be outstanding immediately after this offering | Up to 463,797,081 ordinary shares, assuming a sales price of $2.48 per ADS, which was the closing price of our ADSs on Nasdaq on December 29, 2020. The actual number of ADSs issued will vary depending on the price at which ADSs may be sold from time to time during this offering. | |
Form of offering | The Sales Agent may, according to the terms of the Offering Agreement, sell the ADSs offered under this Prospectus Supplement in an “at-the-market” offering as defined in Rule 415 under the Securities Act. Wainwright has agreed to use commercially reasonable efforts consistent with its normal trading and sales practices to make sales of the ADSs offered hereby. | |
Depositary | The Bank of New York Mellon. | |
Use of Proceeds | We intend to use the net proceeds of this offering for general corporate purposes, which may include but are not limited to working capital and funding clinical trials. See “Use of Proceeds” on page S-12. | |
Listings | The ADSs are listed on Nasdaq under the symbol “BLRX.” Our ordinary shares currently trade on the TASE under the symbol “BLRX.” | |
Risk Factors | Before investing in our securities, you should carefully read and consider the “Risk Factors” beginning on page S-9 of this Prospectus Supplement and in the documents we incorporate by reference in this Prospectus Supplement and the Original Prospectus. |
● | 34,904,449 ordinary shares issuable upon the exercise of outstanding warrants, at a weighted average exercise price of $1.14 per share, as of September 30, 2020; |
● | 18,913,808 ordinary shares issuable upon the exercise of outstanding options, at a weighted average exercise price of $0.77 per share, as of September 30, 2020; |
● | 77,142,885 ordinary shares represented by 5,142,859 ADSs issuable upon exercise of unregistered warrants issued to the investors in the May 2020 Private Placement, at an exercise price of $2.25 per ADS; |
● | 3,857,145 ordinary shares represented by 257,143 ADSs issuable upon exercise of unregistered warrants issued to the placement agent or its designees as compensation in connection the May 2020 Private Placement, at an exercise price of $2.1875 per ADS; |
● | 37,654,290 ordinary shares represented by 2,510,286 ADSs issuable upon exercise of unregistered warrants issued to the investors in the June 2020 Private Placement, at an exercise price of $2.25 per ADS; |
● | 1,882,710 ordinary shares represented by 125,514 ADSs issuable upon exercise of unregistered warrants issued to the placement agent or its designees as compensation in connection with the June 2020 Private Placement, at an exercise price of $2.1875 per ADS; |
● | 31,201,350 ordinary shares represented by 2,080,090 ADSs issued in an “at the market” equity offering under the Offering Agreement since September 30, 2020; and |
● | 13,125,000 ordinary shares represented by 875,000 ADSs issued upon exercise of unregistered warrants issued to investors at an exercise price of $2.25 per ADS since September 30, 2020. |
An investment in our securities involves a high degree of risk, you should carefully consider the risk factors set forth in our most recent Annual Report on Form 20-F on file with the SEC and our Forms 6-K filed on May 20, 2020, August 6, 2020 and November 23, 2020, which are incorporated by reference into this Prospectus Supplement, as well as the following risk factors, which supplement or augment the risk factors set forth in our Annual Report on Form 20-F and our Forms 6-K filed on May 20, 2020, August 6, 2020 and November 23, 2020. Before making an investment decision, you should carefully consider these risks as well as other information we include or incorporate by reference in this prospectus. The risks and uncertainties not presently known to us or that we currently deem immaterial may also materially harm our business, operating results and financial condition and could result in a complete loss of your investment.
Assumed offering price per ADS | $ | 2.48 | ||||||
Net tangible book value per ADS at September 30, 2020 | $ | 0.16 | ||||||
Increase in net tangible book value per ADS after this offering | $ | 0.62 | ||||||
As adjusted net tangible book value per ADS as of September 30, 2020 after giving effect to this offering | $ | 0.78 | ||||||
Dilution per ADS to investors purchasing the ADSs in this offering | $ | 1.70 |
• | 34,904,449 ordinary shares issuable upon the exercise of outstanding warrants, at a weighted average exercise price of $1.14 per share, as of September 30, 2020; |
• | 18,913,808 ordinary shares issuable upon the exercise of outstanding options, at a weighted average exercise price of $0.77 per share, as of September 30, 2020; |
• | 77,142,885 ordinary shares represented by 5,142,859 ADSs issuable upon exercise of unregistered warrants issued to the investors in the May 2020 Private Placement at an exercise price of $2.25 per ADS; |
• | 3,857,145 ordinary shares represented by 257,143 ADSs issuable upon exercise of unregistered warrants issued to the placement agent or its designees as compensation in connection the May 2020 Private Placement, at an exercise price of $2.1875 per ADS; |
• | 37,654,290 ordinary shares represented by 2,510,286 ADSs issuable upon exercise of unregistered warrants issued to the investors in the June 2020 Private Placement at an exercise price of $2.25 per ADS; |
• | 1,882,710 ordinary shares represented by 125,514, ADSs issuable upon exercise of unregistered warrants issued to the placement agent or its designees as compensation in connection with the June 2020 Private Placement at an exercise price of $2.1875 per ADS; |
• | 39,535,995 ordinary shares represented by 2,635,733 ADSs issued in an “at the market” equity offering under the Offering Agreement since September 30, 2020; and |
• | 13,125,000 ordinary shares represented by 875,000 ADSs issued upon exercise of unregistered warrants issued to investors at an exercise price of $2.25 per ADS since September 30, 2020. |
• | Our Annual Report on Form 20-F for the year ended December 31, 2019, filed with the SEC on March 12, 2020; and |
• | Our Report on Forms 6-K filed with the SEC on May 20, 2020, May 26, 2020 (two filings), May 27, 2020, May 28, 2020, June 1, 2020, June 3, 2020, August 6, 2020, August 19, 2020 (two filings), September 24, 2020, September 25, 2020, October 29, 2020, October 30, 2020, November 18, 2020, November 23, 2020 and December 16, 2020 (two filings) (in each case, to the extent expressly incorporated by reference into our effective registration statements filed by us under the Securities Act). |
BioLineRx Ltd. Modi’in Technology Park 2 HaMa’ayan Street Modi’in 7177871, Israel Attention: Corporate Secretary Tel.: +972-8-642-9100 e-mail: info@BioLineRx.com |