POS EX 1 zk2227569.htm POS EX
 
As filed with the Securities and Exchange Commission on March 31, 2022
 
Registration No. 333-260571
 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
  WASHINGTON, D.C. 20549
 

Post-Effective Amendment No. 1
 
to
 
FORM F-1
REGISTRATION STATEMENT
 
UNDER
THE SECURITIES ACT OF 1933
 

OTONOMO TECHNOLOGIES LTD.
(Exact Name of Registrant as Specified in its Charter)
 

State of Israel
7372
Not Applicable
(State or Other Jurisdiction of
Incorporation or Organization)
(Primary Standard Industrial
Classification Code Number)
(I.R.S. Employer
Identification No.)
 
Otonomo Technologies Ltd.
16 Abba Eban Blvd.
Herzliya Pituach 467256, Israel
+(972) 52-432-9955
(Address, including zip code, and telephone number, including area code, of Registrant’s principal executive offices)
 

Cogency Global Inc.
122 East 42nd Street, 18th Floor
New York, NY 10168
(800) 221-0102
(Name, address, including zip code, and telephone number, including area code, of agent for service)
 
 
Copies to:
 
Ryan J. Maierson
John M. Greer
Latham & Watkins LLP
811 Main Street, Suite 3700
Houston, Texas 77002
Tel: (713) 546-5400
Joshua G. Kiernan
Latham & Watkins LLP
99 Bishopsgate
London EC2M 3XF
United Kingdom
Tel: (+44) (20) 7710-1000
Amir Raz
Perry Wildes
Gross & Co.
One Azrieli Center
Tel Aviv 6701101, Israel
Tel: +972 (3) 607-4444
 

Approximate date of commencement of proposed sale to the public: From time to time after the effectiveness of this registration statement.
 
If any of the securities being registered on this form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, check the following box. ☒
 
If this form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐
 
If this form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐
 
If this form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☒ 333-260571 and 333-259144
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933. Emerging growth company ☒
 
If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act. ☐
 
† The term “new or revised financial accounting standard” refers to any update issued by the Financial Accounting Standards Board to its Accounting Standards Codification after April 5, 2012.
 
This post-effective amendment shall become effective immediately upon filing with the Securities and Exchange Commission in accordance with Rule 462(d) under the Securities Act.
 
EXPLANATORY NOTE
 
This Post-Effective Amendment No. 1 (this “Amendment”) to the registration statement on Form F-1 (File No. 333-260571) (the “Registration Statement”) also constitutes Post-Effective Amendment No. 2 to the registration statement on Form F-1 (File No. 333-259144) filed by Otonomo Technologies Ltd. and, in that regard, is being filed pursuant to the undertakings in Item 9 in such Form F-1 to file a post-effective amendment in relation thereto.
 
This Amendment is being filed as an exhibit-only filing solely to file a consent of Somekh Chaikin, Member Firm of KPMG International, with respect to its report dated March 31, 2022 relating to the financial statements of Otonomo Technologies Ltd. contained in its Annual Report on Form 20-F for the year ended December 31, 2021 and included in the Prospectus Supplement No. 4 dated March 31, 2022 filed pursuant to Rule 424(b)(3), filed herewith as Exhibit 23.1 (the “Consent”). Accordingly, this Amendment consists only of the facing page, this explanatory note, Item 8 of Part II of the Registration Statement, the signature pages to the Registration Statement, and the Consent. The prospectus and the balance of Part II of the Registration Statement are unchanged hereby and have been omitted.
 
PART II-INFORMATION NOT REQUIRED IN PROSPECTUS
 
Item 8.          Exhibits and Financial Statements.
 
(a) Exhibits
 
Exhibit
Number
  
Description


_________________

*
Filed herewith.
 
SIGNATURES
 
Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in Herzliya Pituach, Israel, on the 31st of March, 2022.

 
OTONOMO TECHNOLOGIES LTD.
     
 
By:
/s/ Ben Volkow
 
Name:
Ben Volkow
 
Title:
Chief Executive Officer
 
Pursuant to the requirements of the Securities Act, as amended, this registration statement has been signed by the following persons in the capacities and on the dates indicated.

NAME
  
POSITION
  
DATE
     
/s/ Ben Volkow
  
Chief Executive Officer and Director 
  
March 31, 2022
Ben Volkow
   (Principal Executive Officer)    
     
*
  
Chief Financial Officer
  
March 31, 2022
Bonnie Moav
   (Principal Financial Officer and Principal Accounting Officer)    
     
*
  
Director
  
March 31, 2022
Benny Schnaider
        
     
*
  
Director
  
March 31, 2022
Andy Geisse
        
     
*
  
Director
  
March 31, 2022
Amit Karp
        
     
*
  
Director
  
March 31, 2022
Yuval Cohen
        
     
*
  
Director
  
March 31, 2022
Jonathan Huberman
        
     
*
  
Director
  
March 31, 2022
Vered Raviv Schwarz
        

* By: /s/ Ben Volkow
Ben Volkow
Attorney-in-fact
 
AUTHORIZED REPRESENTATIVE
 
Pursuant to the requirements of the Securities Act of 1933, as amended, the undersigned, the duly authorized representative in the United States of Otonomo Technologies Ltd. has signed this registration statement in the City of New York, State of New York, on the 31st day of March, 2022.
 
 
By:
/s/ Colleen A. De Vries
 
Name:
Colleen A. De Vries
 
Title:
Senior Vice President on behalf of Cogency Global Inc.