Basic Stats
| LEI | 984500F5945AFAFFCB30 |
| CIK | 1840502 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Taboola.com Ltd.
SEC Filings (Chronological Order)
This page provides a complete, chronological list of SEC Filings, excluding ownership filings which we provide elsewhere.
| August 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40566 TABOOLA.COM LTD. (Exact |
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| August 6, 2025 |
Exhibit 99.1 Taboola Reports Strong Q2 2025 Financial Results, Surpassing High-End of Guidance; Increases Full-Year Guidance & Announces $200M Share Repurchase Expansion NEW YORK, Aug. 6, 2025 (GLOBE NEWSWIRE) - Taboola (Nasdaq: TBLA), a global leader in delivering performance at scale for advertisers, today announced its results for the second quarter ended June 30, 2025. "We delivered a strong s |
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| August 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): August 6, 2025 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) Israel (State or Other Jurisdiction of Incorporation) 001-40566 (Commission File Number) Not app |
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| August 6, 2025 |
Amendment to Compensation Package, dated as of June Amended Chief Executive Officer Compensation Package As Approved by Taboola.com Ltd.’s Shareholders on June 4, 2025 For a period of five years beginning on the Closing Date of the Agreement and Plan of Merger between Taboola.com Ltd., a company organized under the laws of the State of Israel (the “Company”), Toronto Sub Ltd., a Cayman Islands exempted company and a direct, wholly-owned subsidiary |
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| June 4, 2025 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): June 4, 2025 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) Israel 001-40566 Not applicable (State or Other Jurisdiction of Incorporation) (Commission File Nu |
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| May 7, 2025 |
Exhibit 99.1 Taboola Reports Strong Q1 2025 Financial Results; Results Above High-End of Guidance Across All Key Metrics NEW YORK, May 7, 2025 (GLOBE NEWSWIRE) - Taboola (Nasdaq: TBLA), a global leader in delivering performance at scale for advertisers, today announced its results for the first quarter ended March 31, 2025. “We’re pleased to start the year off strong, coming in above our guidance |
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| May 7, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 7, 2025 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) Israel 001-40566 Not applicable (State or Other Jurisdiction of Incorporation) (Commission File Num |
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| May 7, 2025 |
Execution Version $270,000,000 REVOLVING CREDIT FACILITY among TABOOLA.COM LTD, as the Company, TABOOLA, INC., as the Borrower, The Several Lenders and L/C Issuers from Time to Time Parties Hereto, and BANK OF AMERICA, N.A., as Swing Line Lender, an L/C Issuer, Administrative Agent and Collateral Agent Dated as of March 18, 2025 BANK OF AMERICA, N.A., CITIBANK, N.A., LONDON BRANCH AND VALLEY NATIO |
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| May 7, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40566 TABOOLA.COM LTD. (Exac |
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| April 25, 2025 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Ru |
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| April 25, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ De |
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| April 15, 2025 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rul |
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| March 19, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 14, 2025 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) Israel 001-40566 Not applicable (State or Other Jurisdiction of Incorporation) (Commission File |
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| March 19, 2025 |
Exhibit 99.1 Taboola Announces Successful Completion of Debt Refinancing, Significantly Reducing Annual Interest Expenses NEW YORK, March 19, 2025 (GLOBE NEWSWIRE) - Taboola (Nasdaq: TBLA), a global leader in delivering performance at scale for advertisers, today announced that it has entered into a new $270 million revolving credit facility. Concurrent with the closing, the Company used proceeds |
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| February 27, 2025 |
STOCK REPURCHASE AGREEMENT TABOOLA.COM LTD. COLLEGE TOP HOLDINGS, INC. EX-99.E 2 tm257685d1ex99-e.htm EXHIBIT 99.E Exhibit E STOCK REPURCHASE AGREEMENT AMONG TABOOLA.COM LTD. AND COLLEGE TOP HOLDINGS, INC. THIS STOCK REPURCHASE AGREEMENT (this “Agreement”), dated as of February 24, 2025, is made by and between Taboola.com Ltd., a company organized under the laws of the State of Israel (“Taboola” or “Buyer”) and College Top Holdings, Inc. (“Selling Stockholder”). WHER |
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| February 26, 2025 |
nsider Trading Policy and Procedures Exhibit 19 Insider Trading Compliance Policy Adopted April 11, 2021 (as amended through November 5, 2024) 1 TABLE OF CONTENTS Page No. |
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| February 26, 2025 |
As filed with the Securities and Exchange Commission on February 26, 2025 As filed with the Securities and Exchange Commission on February 26, 2025 Registration No. |
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| February 26, 2025 |
Exhibit 107.1 Calculation of Filing Fee Table Form S-8 (Form Type) Taboola.com Ltd. (Exact Name of Registrant as Specified in its Charter) Newly Registered Securities Security Type Security Class Title(1) Fee Calculation Rule Amount Registered(2) Proposed Maximum Offering Price Per Unit(3) Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Ordinary Shares, no par value, to |
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| February 26, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40566 TABOOLA.COM LTD. (Exact |
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| February 26, 2025 |
Exhibit 4.1 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED As of December 31, 2024, Taboola.com Ltd. had two classes of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended: ordinary shares and warrants to purchase ordinary shares. References herein to “we,” “us,” “our” “Taboola” a |
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| February 26, 2025 |
Exhibit 99.1 Taboola Reports Strong Fourth Quarter & Full Year 2024 Financial Results; Announces $200M Share Repurchase Expansion; Launches Realize Platform NEW YORK, Feb. 26, 2025 (GLOBE NEWSWIRE) - Taboola (Nasdaq: TBLA), a global leader in delivering performance at scale for advertisers, today announced its results for the fourth quarter and full year ended December 31, 2024. “2024 proved to be |
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| February 26, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): February 26, 2025 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) Israel 001-40566 Not applicable (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| February 26, 2025 |
Significant Subsidiaries of Taboola.com Ltd. Exhibit 21 Significant Subsidiaries of Taboola.com Ltd. Legal Name of Subsidiary Direct Parent Company Jurisdiction of Organization Taboola, Inc. Taboola.com Ltd. Delaware, USA Taboola Europe Limited Taboola.com Ltd. United Kingdom Connexity, Inc. Taboola, Inc. Delaware, USA |
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| February 10, 2025 |
EX-99 2 Rule13DJointFilingAgreement.htm JOINT FILING AGREEMENT JOINT FILING AGREEMENT The undersigned hereby agree that this Schedule 13G (the “Schedule 13G”) with respect to the common stock of Taboola.com Ltd. is, and any additional amendment thereto signed by each of the undersigned shall be, filed on behalf of each undersigned pursuant to and in accordance with the provisions of 13d-1(k) under |
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| December 19, 2024 |
VIA EDGAR December 19, 2024 Securities and Exchange Commission Division of Corporation Finance Office of Technology 100 F Street, N. |
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| November 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40566 TABOOLA.COM LTD. (E |
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| November 7, 2024 |
TBLA / Taboola.com Ltd. / Evergreen Venture Partners Ltd. - SC 13G/A Passive Investment SC 13G/A 1 d880099dsc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1)* Taboola.com Ltd. (Name of Issuer) ORDINARY SHARES, NO PAR VALUE (Title of Class of Securities) M8744T106 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriat |
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| November 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 7, 2024 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) Israel 001-40566 Not applicable (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| November 7, 2024 |
Exhibit 99.1 Taboola Reports Strong Q3 2024, Beating Revenues, ex-TAC and Adj. EBITDA; Reiterating 2024 Revenues, ex-TAC, & Adj. EBITDA Guidance; Raising 2024 Free Cash Flow Target Q3 2024 and FY 2024 Key Highlights Q3 Financials - Beat on Revenues, ex-TAC, and Adj. EBITDA; $97M YTD FCF already approaching FY 2024 target of $100M+ - Q3 2024 Results: Revenues $433M, Gross profit $133M, ex-TAC Gross |
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| November 7, 2024 |
Exhibit 10.1 Certain confidential information contained in this document, marked by brackets [***], has been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K. TABOOLA, INC. DIGITAL PROPERTY AND DEMAND SERVICES AGREEMENT This Digital Property and Demand Services Agreement, together with the attached Terms and Conditions and Appendices (collectively, the “Agreement”) is entered into by and |
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| September 26, 2024 |
September 26, 2024 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance Office of Technology 100 F Street, N. |
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| August 7, 2024 |
Exhibit 99.1 Taboola Reports Strong Q2 2024, Beating Revenues, ex-TAC and Adj. EBITDA; Reiterating ex-TAC, Adj. EBITDA and Free Cash Flow Guidance in 2024 Growth Rates Accelerate in Q2 and FY 2024 Q2 2024 and FY 2024 Key Highlights Q2 Financials - Beat on Revenues, ex-TAC and Adj. EBITDA; Growth rates accelerate - Q2 2024 Results: Revenues $428M, Gross profit $115M, ex-TAC Gross Profit $150M, Net |
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| August 7, 2024 |
Compensation Package for the Board of Directors, amended as of May 28, 2024 Exhibit 10.1 Compensation Package for the Taboola.com Ltd. Board of Directors (Amended as of May 28, 2024) Non-Employee Director Compensation Compensation Element Compensation Board Annual Cash Retainer $40,000 Initial Equity Award (for new directors) $360,000 Annual RSU Award $190,000 Total Board Comp (Sum of: Annual Cash Retainer + Annual Equity Award) $230,000 Audit Committee Chair $20,000 Audi |
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| August 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): August 7, 2024 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) Israel 001-40566 Not applicable (State or Other Jurisdiction of Incorporation) (Commission File |
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| August 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40566 TABOOLA.COM LTD. (Exact |
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| May 29, 2024 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 28, 2024 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) Israel (State or Other Jurisdiction of Incorporation) 001-40566 (Commission File Number) Not appli |
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| May 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 8, 2024 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) Israel (State or Other Jurisdiction of Incorporation) 001-40566 (Commission File Number) Not applic |
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| May 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40566 TABOOLA.COM LTD. (Exact |
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| May 8, 2024 |
Exhibit 99.1 Taboola Q1 2024 Results Beat High End of Guidance; Reiterates 2024 Guidance and Expects Accelerating Growth Across All Key Metrics Q1 2024 and FY 2024 Key Highlights Q1 Financials - beat high end of guidance across all key metrics - Q1 2024 Revenues $414M, Gross profit $109M, ex-TAC Gross Profit $139M, Net loss $26M, Non-GAAP Net Income $4M, Adj. EBITDA $23M, Free Cash Flow $27M - Acc |
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| April 23, 2024 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule |
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| April 12, 2024 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule |
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| April 1, 2024 |
EX-99.A 2 d820054dex99a.htm EX-99.A EXHIBIT A 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 shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing statements. The undersign |
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| April 1, 2024 |
TBLA / Taboola.com Ltd. / STG III LP - SC 13G/A Passive Investment SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Taboola.com LTD. (Name of Issuer) Ordinary Shares, no par value per share (Title of Class of Securities) M8744T106 (CUSIP Number) April 1, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the ru |
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| April 1, 2024 |
EX-99.B 3 d820054dex99b.htm EX-99.B EXHIBIT B Due to the relationships between them, the reporting persons hereunder may be deemed to constitute a “group” with one another for purposes of Section 13(d)(3) of the Securities Exchange Act of 1934. |
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| February 28, 2024 |
Compensation Policy for Non-Employee Directors Exhibit 10.3 Compensation Policy for Non-Employee Directors Compensation Element Compensation Board Annual Cash Retainer $35,000 Initial Equity Award (for new directors) $360,000 (2x Annual) Annual RSU Award $180,000 Total Board Comp (Sum of: Annual Cash Retainer + Annual Equity Award) $215,000 Audit Committee Chair Audit Committee Member $20,000 $10,000 Comp Committee Chair Comp Committee Member |
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| February 28, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40566 TABOOLA.COM LTD. (Exact name |
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| February 28, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Taboola.com Ltd. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry |
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| February 28, 2024 |
Exhibit 107.1 Calculation of Filing Fee Table Form S-8 (Form Type) Taboola.com Ltd. (Exact Name of Registrant as Specified in its Charter) Newly Registered Securities Security Type Security Class Title(1) Fee Calculation Rule Amount Registered(2) Proposed Maximum Offering Price Per Unit(3) Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Ordinary Shares, no par value, to |
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| February 28, 2024 |
As filed with the Securities and Exchange Commission on February 28, 2024. TABLE OF CONTENTS As filed with the Securities and Exchange Commission on February 28, 2024. |
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| February 28, 2024 |
Significant Subsidiaries of Taboola.com Ltd. Exhibit 21 Significant Subsidiaries of Taboola.com Ltd. Legal Name of Subsidiary Direct Parent Company Jurisdiction of Organization Taboola, Inc. Taboola.com Ltd. Delaware, USA Taboola Europe Limited Taboola.com Ltd. United Kingdom |
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| February 28, 2024 |
Taboola.com Ltd. Dated as of [___] [___], as Trustee TABLE OF CONTENTS Exhibit 4.2 Taboola.com Ltd. INDENTURE Dated as of [] [], as Trustee TABLE OF CONTENTS Page ARTICLE 1 Definition and Incorporation by Reference Section 1.01. Definitions 1 Section 1.02. Other Definitions 4 Section 1.03. Incorporation by Reference of Trust Indenture Act 5 Section 1.04. Rules of Construction 5 ARTICLE 2 The Securities Section 2.01. Issuable in Series 5 Section 2.02. Establishment of |
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| February 28, 2024 |
Form of Restricted Share Unit Grant Agreement under Taboola.com Ltd.’s 2021 Share Incentive Plan Exhibit 10.21 NOTICE OF RESTRICTED SHARE UNIT GRANT You (“Grantee”) have been granted the following Restricted Share Units (the “RSU(s)” or “Award”) settled in ordinary shares, of no par value (the “Shares”), of Taboola.com Ltd., a company incorporated in Israel (the “Company”), pursuant and subject to the terms and conditions of the Company’s 2021 Share Incentive Plan, that is viewable at https:/ |
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| February 28, 2024 |
Taboola Reports Strong Q4 Net Income and Adj. EBITDA; Exhibit 99.1 Taboola Reports Strong Q4 Net Income and Adj. EBITDA; Profits Beat High End of Guidance for Q4 and FY 2023; 2024 Guidance Calls for Record Year With Substantial Growth Across All Key Metrics Key Highlights 2023 Financials - strong exiting momentum sets Taboola up for great 2024 - Q4 2023 Revenue +13%, Gross profit +4%, and ex-TAC Gross Profit +6% inline with guidance midpoint (includi |
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| February 28, 2024 |
Exhibit 4.1 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED As of December 31, 2023, Taboola.com Ltd. had two class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended: ordinary shares and warrants to purchase ordinary shares. References herein to “we,” “us,” “our” “Taboola” and |
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| February 28, 2024 |
As filed with the Securities and Exchange Commission on February 28, 2024 As filed with the Securities and Exchange Commission on February 28, 2024 Registration No. |
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| February 28, 2024 |
Policy for Recovery of Erroneously Awarded Compensation Exhibit 97 TABOOLA.COM LTD. POLICY FOR RECOVERY OF ERRONEOUSLY AWARDED COMPENSATION Taboola.com Ltd. (the “Company”) has adopted this Policy for Recovery of Erroneously Awarded Compensation (the “Policy”), effective as of October 2, 2023 (the “Effective Date”). Capitalized terms used in this Policy but not otherwise defined herein are defined in Section 11 of this Policy. 1. Persons Subject to Pol |
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| February 28, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): Februray 28, 2024 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) Israel 001-40566 Not applicable (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| February 14, 2024 |
EX-99.1 2 tm245429d44ex99-1.htm EXHIBIT 99.1 EXHIBIT 99.1 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 shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing statements. T |
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| February 14, 2024 |
TBLA / Taboola.com Ltd. / Marker Lantern II Ltd. - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2)* Taboola.com Ltd. (Name of Issuer) ORDINARY SHARES, NO PAR VALUE (Title of Class of Securities) M8744T106 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to |
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| February 8, 2024 |
TBLA / Taboola.com Ltd. / WELLINGTON MANAGEMENT GROUP LLP - SEC SCHEDULE 13G Passive Investment SC 13G 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Taboola.com Ltd. (Name of Issuer) Common Stock (Title of Class of Securities) M8744T106 (CUSIP Number) December 29, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to design |
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| February 2, 2024 |
EX-99.A 2 d764992dex99a.htm EX-99.A EXHIBIT A 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 shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing statements. The undersign |
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| February 2, 2024 |
TBLA / Taboola.com Ltd. / STG III LP - SC 13G/A Passive Investment SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Taboola.com LTD. (Name of Issuer) Ordinary Shares, no par value per share (Title of Class of Securities) M8744T106 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate th |
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| February 2, 2024 |
EX-99.B 3 d764992dex99b.htm EX-99.B EXHIBIT B Due to the relationships between them, the reporting persons hereunder may be deemed to constitute a “group” with one another for purposes of Section 13(d)(3) of the Securities Exchange Act of 1934. |
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| January 24, 2024 |
TBLA / Taboola.com Ltd. / TOCATLY DAN S - SC 13G/A Passive Investment SC 13G/A 1 zk2430815.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Taboola.com Ltd. (Name of Issuer) Ordinary Shares, No Par Value (Title of Class of Securities) M8744T106 (CUSIP Number) Dan Tocatly, 47 David Hamelech Blvd. Tel Aviv, 6423715 (Name, Address and Telephone Number of Person |
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| November 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 21, 2023 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) Israel 001-40566 Not applicable (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| November 8, 2023 |
Taboola Beats High End of Guidance in Q3 On All Metrics, Exhibit 99.1 Taboola Beats High End of Guidance in Q3 On All Metrics, Raises Adj. EBITDA and Non-GAAP Net Income Guidance for 2023 - Exceeded high end of guidance on all metrics - Q3 2023 Revenues of $360.2M, Gross Profit of $100.7M, ex-TAC Gross Profit of $128.4M, Net loss of $23.1M, Non-GAAP Net Income of $6.7M and Adjusted EBITDA of $22.8M. - Net cash provided by operating activities of $32.5M |
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| November 8, 2023 |
Exhibit 99.2 Dear Shareholder, I’m very happy with Taboola’s Q3 2023 performance. Here’s why: ● Beat the high-end of our Q3 guidance across all metrics, and raise Adj. EBITDA for the year ● Free Cash Flow over the last 12 months is $55M, 3x+ what it was a year ago, same time. ● Reiterating 2024 guidance of over $200M in Adj. EBITDA and over $100M Free Cash Flow ● Microsoft is nearly 2x in Q3 vs pr |
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| November 8, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40566 TABOOLA.COM LTD. (E |
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| November 8, 2023 |
Taboola Beats High End of Guidance in Q3 On All Metrics, Exhibit 99.1 Taboola Beats High End of Guidance in Q3 On All Metrics, Raises Adj. EBITDA and Non-GAAP Net Income Guidance for 2023 - Exceeded high end of guidance on all metrics - Q3 2023 Revenues of $360.2M, Gross Profit of $100.7M, ex-TAC Gross Profit of $128.4M, Net loss of $23.1M, Non-GAAP Net Income of $6.7M and Adjusted EBITDA of $22.8M. - Net cash provided by operating activities of $32.5M |
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| November 8, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 8, 2023 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) Israel 001-40566 Not applicable (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| November 8, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 8, 2023 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) Israel 001-40566 Not applicable (State or Other Jurisdiction of Incorporation) (Commission F |
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| November 8, 2023 |
Exhibit 99.2 Dear Shareholder, I’m very happy with Taboola’s Q3 2023 performance. Here’s why: ● Beat the high-end of our Q3 guidance across all metrics, and raise Adj. EBITDA for the year ● Free Cash Flow over the last 12 months is $55M, 3x+ what it was a year ago, same time. ● Reiterating 2024 guidance of over $200M in Adj. EBITDA and over $100M Free Cash Flow ● Microsoft is nearly 2x in Q3 vs pr |
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| September 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): September 21, 2023 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) Israel 001-40566 Not applicable (State or Other Jurisdiction of Incorporation) (Commission F |
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| August 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): August 9, 2023 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) Israel 001-40566 Not applicable (State or Other Jurisdiction of Incorporation) (Commission File |
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| August 9, 2023 |
Exhibit 99.2 Dear Shareholder, We had strong performance in Q2, beating the high end of our guidance across all metrics. We achieved $123.1M in ex-TAC Gross Profit, $15.7M in Adjusted EBITDA and $7.8M in Free Cash Flow. We’re raising the midpoint of our full year 2023 guidance across all metrics. As we’re getting closer to 2024, we still expect a step change in next year’s financial performance, w |
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| August 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40566 TABOOLA.COM LTD. (Exact |
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| August 9, 2023 |
Exhibit 10.2 AMENDMENT NO. 2 THIS AMENDMENT NO. 2 (this “Agreement”) dated as of June 12, 2023, is entered into among TABOOLA.COM LTD, a limited liability company organized under the laws of the State of Israel (the “Company”), TABOOLA, INC., a Delaware corporation (the “Borrower”), each other Guarantor party hereto (together with the Company and the Borrower, the “Loan Parties”) and JPMORGAN CHAS |
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| August 9, 2023 |
Exhibit 10.1 Amended Chief Executive Officer Compensation Package As Approved by Taboola.com Ltd.’s Shareholders on June 1, 2023 For a period of five years beginning on the Closing Date of the Agreement and Plan of Merger between Taboola.com Ltd., a company organized under the laws of the State of Israel (the “Company”), Toronto Sub Ltd., a Cayman Islands exempted company and a direct, wholly-owne |
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| August 9, 2023 |
Exhibit 99.3 Q2 2023 Earnings Call Thank you, and good morning everyone. And welcome to Taboola's second quarter 2023 earnings conference call. I'm here with Adam Singolda, Taboola’s Founder and CEO; and Steve Walker, Taboola’s CFO. The company issued earnings materials today before the market and they are available in the Investors section of Taboola’s website. Now, I'll quickly cover the safe ha |
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| August 9, 2023 |
Taboola Beats High End of Guidance in Q2 On All Metrics, Raises Mid-point for 2023 Exhibit 99.1 Taboola Beats High End of Guidance in Q2 On All Metrics, Raises Mid-point for 2023 - Exceeded high end of guidance on all metrics - Q2 2023 Revenues of $332.0M, Gross Profit of $97.1M, ex-TAC Gross Profit of $123.1M, Net loss of $31.3M and Adjusted EBITDA of $15.7M. - Net cash provided by operating activities of $11.6M and Free Cash Flow in Q2 2023 of $7.8M after net publisher prepaym |
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| June 5, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): June 1, 2023 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) Israel 001-40566 Not applicable (State or Other Jurisdiction of Incorporation) (Commission File Nu |
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| May 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 28, 2023 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) Israel 001-40566 Not applicable (State or Other Jurisdiction of Incorporation) (Commission File Nu |
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| May 10, 2023 |
EX-99.1 2 brhc20052396ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Taboola Beats Guidance in Q1 On All Metrics; Raises Mid-point for 2023; Announcing Up to $40M Buyback and $50M Debt Repayment - Q1 2023 Revenues of $327.7M, Gross Profit of $89.6M, ex-TAC Gross Profit of $115.7M, Net loss of $31.3M and Adjusted EBITDA of $10.1M, exceeding the high end of all guidance metrics. - Net cash provided by operati |
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| May 10, 2023 |
Exhibit 99.4 Q1 2023 Earnings Call Thank you, and good morning everyone. And welcome to Taboola's first quarter 2023 earnings conference call. I'm here with Adam Singolda our Founder and CEO; and Steve Walker our CFO. We issued our earnings materials today before the market and they are available in the Investors section of our website. Now, I'll quickly cover the safe harbor. Certain statements t |
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| May 10, 2023 |
Exhibit 99.2 Dear Shareholder, We had strong performance in Q1, beating the high end of our guidance across all metrics. We achieved $115.7M in ex-TAC Gross Profit, $10.1M in Adjusted EBITDA and $11.2M in Free Cash Flow. We’re raising the midpoint of our full year 2023 guidance across all metrics. We still expect a step change in financial performance, with over $200M of Adj. EBITDA and over $100M |
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| May 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 10, 2023 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) Israel 001-40566 Not applicable (State or Other Jurisdiction of Incorporation) (Commission File Nu |
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| May 10, 2023 |
Exhibit 99.3 INVESTOR PRESENTATION 2 Certain statements in this presentation are forward-looking statements, including our Q2 and full-year 2023 guidance. Forward-looking statements generally relate to future events including future financial or operating performance of Taboola.com Ltd. (the “Company”). In some cases, you can identify forward-looking statements by terminology such as “may”, “shoul |
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| May 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40566 TABOOLA.COM LTD. (Exact |
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| April 27, 2023 |
TABOOLA.COM LTD. 12,350,000 Ordinary Shares 7,175,000 Warrants to Purchase Ordinary Shares TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(3) of the Rules and Regulations Under the Securities Act of 1933 Registration Statement No. |
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| April 25, 2023 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule |
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| April 17, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 17, 2023 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) Israel 001-40566 Not Applicable (State or Other Jurisdiction of Incorporation) (Commission File |
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| April 12, 2023 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule |
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| March 13, 2023 |
Employment Agreement, dated April 20, 2017, by and between Taboola, Inc. and Adam Singolda Exhibit 10.12 April 20, 2017 Adam Singolda Re: Offer of Employment by Taboola, Inc. Dear Adam: This letter summarizes the terms of your employment with Taboola, Inc. (the “Company”), effective as of January 1, 2017 (the “Effective Date”): 1. Term - The term of your employment under this offer letter will commence on the Effective Date and will continue until terminated in accordance with Section 7 |
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| March 13, 2023 |
Compensation Package, dated April 18, 2021, by and between Taboola.com Ltd. and Adam Singolda Exhibit 10.13 Chief Executive Officer Compensation Package For a period of five years beginning on the Closing Date of the Agreement and Plan of Merger between Taboola.com Ltd., a company organized under the laws of the State of Israel (the “Company”), Toronto Sub Ltd., a Cayman Islands exempted company and a direct, wholly-owned subsidiary of the Company (“Merger Sub”), and ION Acquisition Corp. |
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| March 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40566 TABOOLA.COM LTD. (Exact name |
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| March 13, 2023 |
Employment Agreement, dated August 31, 2012, by and between Taboola.com Ltd. and Eldad Maniv Exhibit 10.14 Certain confidential information contained in this document, marked by brackets, has been omitted because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed. EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the “Agreement”) is effective as of the Commencement Date, by and between Taboola.Com Ltd., a company organized under the laws of the State o |
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| March 13, 2023 |
Offer Letter, dated September 4, 2019, by and between Taboola, Inc. and Kristy Sundjaja Exhibit 10.18 August 1, 2019 Kristy Sundjaja [email protected] Dear Kristy, We are thrilled at the prospect of you joining Taboola, Inc. (the “Company”). When signed by both you and the Company, this letter (“Offer Letter”) will set forth the terms and conditions of your employment with the Company. Section 1. START DATE, POSITION AND DUTIES. Your anticipated start date is Oct. 1st, 2019. You wil |
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| March 13, 2023 |
Exhibit 10.16 AMENDMENT TO EMPLOYMENT AGREEMENT THIS AMENDMENT TO THE EMPLOYMENT AGREEMENT (the “Amendment”) is effective as of the Commencement Date by and between Taboola.Com Ltd., a company organized under the laws of the State of Israel, company number 51-387068-3 (the “Company”) and the Employee. WHEREAS, the Employee has been employed by the Company since the Prior Commencement Date, and the |
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| March 13, 2023 |
As filed with the Securities and Exchange Commission on March 13, 2023 As filed with the Securities and Exchange Commission on March 13, 2023 Registration No. |
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| March 13, 2023 |
Exhibit 4.1 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED As of December 31, 2022, Taboola.com Ltd. had two class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended: ordinary shares and warrants to purchase ordinary shares. References herein to “we,” “us,” “our” “Taboola” and |
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| March 13, 2023 |
Exhibit 10.17 March 2, 2023 Stephen Walker [email protected] Dear Steve, You started your employment with Taboola, Inc. (the “Company”) on July 30th, 2014. This amended and restated offer letter (“Offer Letter”) supersedes and replaces any previous offer letter that may have been provided to you by the Company, and once signed by both you and the Company, serves as a complete and final express |
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| March 13, 2023 |
Exhibit 107.1 Calculation of Filing Fee Table Form S-8 (Form Type) Taboola.com Ltd. (Exact Name of Registrant as Specified in its Charter) Newly Registered Securities Security Type Security Class Title(1) Fee Calculation Rule Amount Registered(2) Proposed Maximum Offering Price Per Unit(3) Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Ordinary Shares, no par value, to |
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| March 13, 2023 |
Subsidiaries of Taboola.com Ltd. Exhibit 21 Legal Name of Subsidiary Direct Parent Company Jurisdiction of Organization Taboola, Inc. Taboola.com Ltd. Delaware, USA Taboola Cayman Ltd. Taboola.com Ltd. Cayman Islands Connexity, Inc. Taboola, Inc. Delaware, USA Skimbit Ltd. Connexity, Inc. United Kingdom |
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| March 13, 2023 |
Exhibit 107 Calculation of Filing Fee Tables POS AM (Form Type) TABOOLA.COM LTD. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Fo |
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| March 13, 2023 |
Exhibit 10.15 Amendment to Employment Agreement This Amendment (the "Amendment") to the Employment Agreement signed on August 31, 2012 (the “Employment Agreement”), by and between Taboola.Com Ltd., a company organized under the laws of the State of Israel, company number 51-387068-3 (the “Company”) and Eldad Maniv, ID number [*], residing at [*] (the “Employee”), is executed as of this 24 day of J |
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| March 13, 2023 |
As filed with the Securities and Exchange Commission on March 13, 2023 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on March 13, 2023 Registration No. |
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| March 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 1, 2023 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) Israel 001-40566 Not applicable (State or Other Jurisdiction of Incorporation) (Commission File N |
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| March 1, 2023 |
Exhibit 99.1 Yahoo! + TaboolaInvestor Presentation March 1, 2023 Forward-Looking Statements Disclaimer Certain statements in this presentation are forward-looking statements. Forward-looking statements generally relate to future events, including Taboola.com Ltd.’s (the “Company’s”) expectations for the Company’s partnership with Yahoo described in this presentation and future financial or operati |
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| February 24, 2023 |
Exhibit 99.3 INVESTOR PRESENTATION 2 Certain statements in this presentation are forward-looking statements, including our Q1 and full-year 2023 guidance. Forward-looking statements generally relate to future events including future financial or operating performance of Taboola.com Ltd. (the “Company”). In some cases, you can identify forward-looking statements by terminology such as “may”, “shoul |
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| February 24, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): February 24, 2023 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) Israel 001-40566 Not applicable (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| February 24, 2023 |
Exhibit 99.1 Taboola Meets Guidance for Q4 and FY2022; Guiding for Positive Free Cash Flow in 2023 and $100M+ in 2024 (partial Yahoo rollout) - 2022 Revenues of $1,401.2M, Gross Profit of $464.3M, ex-TAC Gross Profit of $569.6M, Net Loss of $12.0M, and Adjusted EBITDA of $156.7M were all around mid-point of guidance while Non-GAAP Net Income of $91.4M exceeded our guidance. - Free Cash Flow in 202 |
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| February 24, 2023 |
Q4 2022 Earnings Call Script February 24, 2023 Exhibit 99.4 Q4 2022 Earnings Call Script February 24, 2023 Thank you, and good morning everyone. And welcome to Taboola’s fourth quarter 2022 earnings conference call. I’m here with Adam Singolda our Founder, and CEO; and Steve Walker our CFO. We issued our earnings materials today before the market and they are available in the Investors section of our website. Now, I’ll quickly cover the safe h |
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| February 24, 2023 |
Exhibit 99.2 Dear Shareholder, We delivered solid financial performance in Q4 - we came in the middle of our guidance on all metrics, while Non-GAAP Net Income was slightly ahead. For the full year 2022 we achieved $569.6M of ex-TAC, $156.7M of Adjusted EBITDA and positive Free Cash Flow. 2022 was a challenging year, but also a year of significant accomplishments. I am very proud of our team at Ta |
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| February 14, 2023 |
TBLA / Taboola.com Ltd. / Marker Lantern II Ltd. - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1)* Taboola.com Ltd. (Name of Issuer) ORDINARY SHARES, NO PAR VALUE (Title of Class of Securities) M8744T106 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to |
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| February 14, 2023 |
EXHIBIT 99.1 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 shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing statements. The undersigned acknowledge that each shall be |
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| February 10, 2023 |
TBLA / Taboola.com Ltd. / Singolda Adam - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Taboola.com Ltd. (Name of Issuer) ORDINARY SHARES, NO PAR VALUE (Title of Class of Securities) M8744T106 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to |
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| February 7, 2023 |
TBLA / Taboola.com Ltd. / TOCATLY DAN S - SC 13G/A Passive Investment SC 13G/A 1 a2329129.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Taboola.com Ltd. (Name of Issuer) Ordinary Shares, No Par Value (Title of Class of Securities) M8744T106 (CUSIP Number) Dan Tocatly, 47 David Hamelech Blvd. Tel Aviv, 6423715 (Name, Address and Telephone Number of Person |
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| January 20, 2023 |
TBLA / Taboola.com Ltd. / Apollo Management Holdings GP, LLC - SC 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13d (Amendment No. )* Under the Securities Exchange Act of 1934 Taboola.com Ltd. (Name of Issuer) Ordinary Shares, No Par Value (Title of Class of Securities) M8744T106 (CUSIP Number) David A. Sirignano, Esq. Morgan, Lewis & Bockius LLP 1111 Pennsylvania Avenue, NW Washington, DC 20004-2541 (202) 739-3000 (Name, Addre |
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| January 17, 2023 |
EX-10.2 4 brhc10046656ex10-2.htm EXHIBIT 10.2 Exhibit 10.2 CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. [*****] INDICATES THAT INFORMATION HAS BEEN REDACTED OR OMITTED. FORM OF INVESTOR RIGHTS AGREEMENT DATED AS OF JANUARY 17, 2023 TABLE OF CONTENTS Page Article I INTRODUCTOR |
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| January 17, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): January 17, 2023 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) Israel 001-40566 Not applicable (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| January 17, 2023 |
Exhibit 10.1 CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. [*****] INDICATES THAT INFORMATION HAS BEEN REDACTED OR OMITTED. OMNIBUS AGREEMENT by and among Taboola.com Ltd. College Top Holdings, Inc. and Yahoo AdTech JV, LLC Dated as of November 28, 2022 TABLE OF CONTENTS Page |
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| January 17, 2023 |
EX-99.1 5 brhc10046656ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Yahoo and Taboola Announce Closing of Deal; 30-Year Strategic Partnership, Taboola to Power Recommendations for Yahoo Estimated $1 Billion in Annual Revenue; Monica Mijaleski, CFO at Yahoo Joins Taboola Board NEW YORK, January 17, 2023 – Yahoo and Taboola (NASDAQ: TBLA), a global leader in powering recommendations for the open web, today a |
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| January 17, 2023 |
Articles of Association of Taboola.com Ltd. as Amended on December 30, 2022 Exhibit 3.1 THE COMPANIES LAW, 1999 A LIMITED LIABILITY COMPANY - - - - - - - - - - ARTICLES OF ASSOCIATION OF TABOOLA.COM LTD. As Amended on December 30, 2022 Preliminary 1. Definitions; Interpretation. (a) In these Articles, the following terms (whether or not capitalized) shall bear the meanings set forth opposite them, respectively, unless the subject or context requires otherwise. “Affiliate” |
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| January 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): December 30, 2022 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) Israel 001-40566 Not applicable (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| December 21, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2022 Commission File Number: 001-40566 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) 16 Madison Square West 7th Floor New York, NY 10010 (Address of principal |
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| November 28, 2022 |
Exhibit 99.2 |
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| November 28, 2022 |
Notice of Special General Meeting of Shareholders To be Held on Friday, December 30, 2022 Exhibit 99.1 November 28, 2022 Dear Shareholder: We cordially invite you to the Special General Meeting of Shareholders of Taboola.com Ltd. (the “Meeting”), to be held on Friday, December 30, 2022 at 9:00 a.m. (Eastern time), at the offices of Davis Polk & Wardwell LLP, 450 Lexington Ave., Floor 8, New York, NY 10017. At the Meeting, shareholders will be asked to consider and vote on the matters |
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| November 28, 2022 |
Exhibit 99.1 FOR IMMEDIATE RELEASE Yahoo and Taboola Enter 30- Y ear Commercial Agreement, Developing a Leading Offering for Advertisers, Publishers and Merchants on the Open Web; Partnership to Generate Approximately $1 Billion in Annual Revenue ● Taboola to Power Native Advertising Exclusively Across Yahoo’s Iconic Digital Properties Reaching Nearly 900 Million Monthly Active Users Worldwide ● R |
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| November 28, 2022 |
Exhibit 99.2 |
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| November 28, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2022 Commission File Number: 001-40566 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) 16 Madison Square West 7th Floor New York, NY 10010 (Address of principal |
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| November 28, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2022 Commission File Number: 001-40566 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) 16 Madison Square West 7th Floor New York, NY 10010 (Address of principal |
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| November 25, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2022 Commission File Number: 001-40566 TABOOLA.COM LTD. (Translation of registrant’s name into English) 16 Madison Square West 7th Floor New York, NY 10010 (Address of principal execut |
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| November 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2022 Commission File Number: 001-40566 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) 16 Madison Square West 7th Floor New York, NY 10010 (Address of principal |
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| November 16, 2022 |
TABOOLA.COM LTD. CONSOLIDATED INTERIM FINANCIAL STATEMENTS AS OF SEPTEMBER 30, 2022 Exhibit 99.1 TABOOLA.COM LTD. CONSOLIDATED INTERIM FINANCIAL STATEMENTS AS OF SEPTEMBER 30, 2022 UNAUDITED INDEX Page Consolidated Interim Balance Sheets 2 Consolidated Interim Statements of Income (Loss) 3 Consolidated Interim Statements of Comprehensive Income (Loss) 4 Consolidated Interim Statements of Convertible Preferred Shares and Shareholders' Equity 5-6 Consolidated Interim Statements of |
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| November 16, 2022 |
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION EX-99.2 3 brhc10044218ex99-2.htm EXHIBIT 99.2 Exhibit 99.2 MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS You should read the following discussion and analysis of our financial condition and results of operations together with Taboola’s audited consolidated financial statements and the related notes appearing in our Annual Report on Form 20-F for the year end |
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| November 9, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2022 Commission File Number: 001-40566 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) 16 Madison Square West 7th Floor New York, NY 10010 (Address of principal |
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| November 9, 2022 |
Exhibit 99.3 INVESTOR PRESENTATION ‹#› Certain statements in this presentation are forward-looking statements, including our Q4 and full-year 2022 guidance. Forward-looking statements generally relate to future events including future financial or operating performance of Taboola.com Ltd. (the “Company”). In some cases, you can identify forward-looking statements by terminology such as “may”, “sho |
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| November 9, 2022 |
Taboola Reports Q3 2022 Results EX-99.1 2 brhc10043815ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Taboola Reports Q3 2022 Results - Beat Q3 Revenues, Gross Profit, Adjusted EBITDA and Non-GAAP Net Income. - Gross Profit of $102.7M and ex-TAC Gross Profit of $129.3M. - GAAP Net Loss of $26.0M, Non-GAAP Net Income of $10.2M and Adjusted EBITDA of $24.2M. - Maintain and reiterate 2022 Adjusted EBITDA Guidance of $152-160M. - For FY 2022, |
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| November 9, 2022 |
Number of Live DCO advertisers Exhibit 99.2 Dear Shareholder, Our financial performance has been solid in Q3—we beat or came near the high end of our guidance on all metrics. We’re holding our annual Adjusted EBITDA guidance for 2022 at $152-$160M while generating strong cash flow. Lastly, due to continued softness in advertising, and to be cautious, we decided to lower 2022 Revenue guidance by 4%, and ex-TAC guidance by 6%. De |
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| October 6, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2022 Commission File Number: 001-40566 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) 16 Madison Square West 7th Floor New York, NY 10010 (Address of principal |
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| September 29, 2022 |
Exhibit 107 Calculation of Filing Fee Tables POS AM (Form Type) TABOOLA.COM LTD. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Fo |
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| September 29, 2022 |
As filed with the Securities and Exchange Commission on September 29, 2022. TABLE OF CONTENTS As filed with the Securities and Exchange Commission on September 29, 2022. |
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| September 13, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2022 Commission File Number: 001-40566 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) 16 Madison Square West 7th Floor New York, NY 10010 (Address of principa |
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| September 13, 2022 |
Taboola Announces Cost Restructuring To Ensure Continued Profitable Growth and Free Cash Flow Exhibit 99.1 Taboola Announces Cost Restructuring To Ensure Continued Profitable Growth and Free Cash Flow - Realigning and restructuring teams to focus on three top priorities: performance advertising, e-Commerce and header bidding - Expect to reduce 2023 Operating Expenses by $50M, further improving Adjusted EBITDA* and Free Cash Flow*, two non-GAAP metrics we focus on - Cost savings achieved vi |
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| August 23, 2022 |
TABOOLA.COM LTD. Ordinary Shares Warrants to Purchase Ordinary Shares PROSPECTUS SUPPLEMENT Filed pursuant to Rule (To Prospectus dated April 20, 2022) 424(b)(3) of the Rules and Regulations Under the Securities Act of 1933 Registration Statement No. |
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| August 22, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2022 Commission File Number: 001-40566 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) 16 Madison Square West 7th Floor New York, NY 10010 (Address of principal e |
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| August 22, 2022 |
INCREMENTAL FACILITY AMENDMENT NO. 1 EX-99.1 2 brhc10041063ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Execution Version INCREMENTAL FACILITY AMENDMENT NO. 1 INCREMENTAL FACILITY AMENDMENT NO. 1 (this “Agreement”) dated as of August 9, 2022 to the Credit Agreement dated as of September 1, 2021 (as amended, supplemented or otherwise modified prior to the Amendment No. 1 Amendment Effective Date, the “Credit Agreement”) by and among TABOOLA.C |
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| August 19, 2022 |
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION Exhibit 99.2 MANAGEMENT?S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS You should read the following discussion and analysis of our financial condition and results of operations together with Taboola?s audited consolidated financial statements and the related notes appearing in our Annual Report on Form 20-F for the year ended December 31, 2021 filed with the U.S. Secur |
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| August 19, 2022 |
TABOOLA.COM LTD. CONSOLIDATED INTERIM FINANCIAL STATEMENTS AS OF JUNE 30, 2022 Exhibit 99.1 TABOOLA.COM LTD. CONSOLIDATED INTERIM FINANCIAL STATEMENTS AS OF JUNE 30, 2022 UNAUDITED INDEX Page Consolidated Interim Balance Sheets 2 Consolidated Interim Statements of Loss 3 Consolidated Interim Statements of Comprehensive Loss 4 Consolidated Interim Statements of Convertible Preferred Shares and Shareholders' Equity 5-6 Consolidated Interim Statements of Cash Flows 7 Notes to C |
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| August 19, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2022 Commission File Number: 001-40566 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) 16 Madison Square West 7th Floor New York, NY 10010 (Address of principal e |
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| August 9, 2022 |
Exhibit 99.3 INVESTOR PRESENTATION ?#? Certain statements in this presentation are forward-looking statements, including our Q3 and full-year 2022 guidance. Forward-looking statements generally relate to future events including future financial or operating performance of Taboola.com Ltd. (the ?Company?). In some cases, you can identify forward-looking statements by terminology such as ?may?, ?sho |
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| August 9, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2022 Commission File Number: 001-40566 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) 16 Madison Square West 7th Floor New York, NY 10010 (Address of principal e |
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| August 9, 2022 |
Taboola Reports Q2 2022 Results Exhibit 99.1 Taboola Reports Q2 2022 Results - Beat Q2 across all metrics. - Gross Profit of $116.4M grew 16.1% and ex-TAC Gross Profit of $143.2M grew 22.5% over Q2 2021 (25.4% on a constant currency basis*) and 4.7% pro forma with Connexity** (7.1% on a constant currency basis*). - GAAP Net Loss of $5.0M, Non-GAAP Net Income of $15.8M and Adjusted EBITDA of $34.2M. - Maintaining full year guidan |
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| August 9, 2022 |
Exhibit 99.2 Dear Shareholder, On June 30th, we reached our one year anniversary as a public company. It?s been a year of significant achievement: we won numerous new, and renewed large, partnerships with publishers; we acquired Connexity to uniquely position us in e-Commerce; we launched new products like Homepage For You, Smartbid Dimensions and the bidder on Microsoft; and we realized hyper gro |
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| June 15, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2022 Commission File Number: 001-40566 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) 16 Madison Square West 7th Floor New York, NY 10010 (Address of principal exe |
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| May 23, 2022 |
TBLA / Taboola.com Ltd. / TOCATLY DAN S - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Taboola.com Ltd. (Name of Issuer) Ordinary Shares, No Par Value (Title of Class of Securities) M8744T106 (CUSIP Number) Dan Tocatly, 47 David Hamelech Blvd. Tel Aviv, 6423715 (Name, Address and Telephone Number of Person Authorized to Receive Notices and |
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| May 23, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2022 Commission File Number: 001-40566 TABOOLA.COM LTD. (Translation of registrant?s name into English) 16 Madison Square West 7th Floor New York, NY 10010 (Address of principal executive o |
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| May 20, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2022 Commission File Number: 001-40566 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) 16 Madison Square West 7th Floor New York, NY 10010 (Address of principal exec |
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| May 20, 2022 |
TABOOLA.COM LTD. CONSOLIDATED INTERIM FINANCIAL STATEMENTS AS OF MARCH 31, 2022 Exhibit 99.1 TABOOLA.COM LTD. CONSOLIDATED INTERIM FINANCIAL STATEMENTS AS OF MARCH 31, 2022 UNAUDITED INDEX Page Consolidated Interim Balance Sheets 2 Consolidated Interim Statements of Income 3 Consolidated Interim Statements of Comprehensive Income 4 Consolidated Interim Statements of Convertible Preferred Shares and Shareholders' Equity 5 Consolidated Interim Statements of Cash Flows 6 Notes t |
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| May 20, 2022 |
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION Exhibit 99.2 MANAGEMENT?S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS You should read the following discussion and analysis of our financial condition and results of operations together with Taboola?s audited consolidated financial statements and the related notes appearing in our Annual Report on Form 20-F for the year ended December 31, 2021 filed with the U.S. Secur |
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| May 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2022 Commission File Number: 001-40566 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) 16 Madison Square West 7th Floor New York, NY 10010 (Address of principal exec |
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| May 16, 2022 |
TABOOLA.COM LTD. Ordinary Shares Warrants to Purchase Ordinary Shares PROSPECTUS SUPPLEMENT Filed pursuant to Rule (To Prospectus dated April 20, 2022) 424(b)(3) of the Rules and Regulations Under the Securities Act of 1933 Registration Statement No. |
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| May 16, 2022 |
Exhibit 99.1 INVESTOR PRESENTATION 2 Certain statements in this presentation are forward-looking statements, including our Q2 and full-year 2022 guidance. Forward-looking statements generally relate to future events including future financial or operating performance of Taboola.com Ltd. (the ?Company?). In some cases, you can identify forward-looking statements by terminology such as ?may?, ?shoul |
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| May 12, 2022 |
Exhibit 99.2 Dear Shareholder, Two years ago, in March of 2020, we experienced the pandemic, which caused a global panic that was bad for many businesses, including for our advertiser business. Yields went down significantly overnight. Somewhere towards the end of Q1 this year, as the war in Ukraine began, we started seeing similar dynamics on a smaller scale with our advertisers in Europe, which |
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| May 12, 2022 |
Taboola Reports Q1 2022 Results Exhibit 99.1 Taboola Reports Q1 2022 Results - Beat Q1 guidance on both of the non-GAAP metrics we primarily focus on, ex-TAC Gross Profit and Adjusted EBITDA. - Revenues of $354.7M grew 17% over Q1 2021. - Gross Profit of $112.0M grew 25% and Ex-TAC Gross Profit of $138.2M grew 31% over Q1 2021 and 8.4% pro forma with Connexity**. - Generated net income of $3.9M, Non-GAAP Net Income of $21.9M and |
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| May 12, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2022 Commission File Number: 001-40566 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) 16 Madison Square West 7th Floor New York, NY 10010 (Address of principal exec |
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| May 10, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2022 Commission File Number: 001-40566 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) 16 Madison Square West 7th Floor New York, NY 10010 (Address of principal exec |
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| May 10, 2022 |
Exhibit 99.2 ? ? |
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| May 10, 2022 |
Notice of Annual General Meeting of Shareholders To be Held on Tuesday, June 14, 2022 Exhibit 99.1 ? May 10, 2022 Dear Shareholder: We cordially invite you to the 2022 Annual General Meeting of Shareholders of Taboola.com Ltd. (the ?Meeting?), to be held on Tuesday, June 14, 2022 at 4:00 p.m. (Israel time) / 9:00 a.m. (Eastern time) online via live audio webcast at www.virtualshareholdermeeting.com/TBLA2022. At the Meeting, shareholders will be asked to consider and vote on the mat |
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| April 13, 2022 |
Exhibit 107 Calculation of Filing Fee Tables Form F-1 (Form Type) TABOOLA.COM LTD. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title(1) Fee Calculation or Carry Forward Rule Amount Registered(2) Proposed Maximum Offering Price Per Unit(3) Maximum Aggregate Offering Price Fee Rate Amount of Registration F |
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| April 13, 2022 |
As filed with the Securities and Exchange Commission on April 13, 2022 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on April 13, 2022 Registration No. |
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| April 8, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2022 Commission File Number: 001-40566 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) 16 Madison Square West 7th Floor New York, NY 10010 (Address of principal ex |
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| March 29, 2022 |
Exhibit 99.1 Taboola Hosts Investor Day, Reaffirms Q1 Guidance, and Announces ex-TAC Gross Profit Target of over $1 Billion by 2025 NEW YORK, NY ? March 29, 2022 - Today, Taboola (Nasdaq: TBLA), a global leader in powering recommendations for the open web, helping people discover things they may like, is hosting its first investor day as a public company today at 8:30 a.m. ET in New York City. The |
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| March 29, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 29, 2022 Commission File Number: 001-40566 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) 16 Madison Square West 7th Floor New York, NY 10010 (Address of principa |
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| March 24, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F ?? REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934?? For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES E |
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| March 24, 2022 |
Exhibit 2.3 DESCRIPTION OF THE REGISTRANT?S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED As of December 31, 2021, Taboola.com Ltd. had two class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended: ordinary shares and warrants to purchase ordinary shares. References herein to ?we,? ?us,? ?our? ?Taboola? and |
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| March 24, 2022 |
Principal Executive Officer Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 Exhibit 12.1 CERTIFICATIONS I, Adam Singolda, Chief Executive Officer, certify that: 1. I have reviewed this annual report on Form 20-F of Taboola.com Ltd.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not mis |
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| March 24, 2022 |
Exhibit 107.1 Calculation of Filing Fee Table Form S-8 (Form Type) Taboola.com Ltd. (Exact Name of Registrant as Specified in its Charter) Newly Registered Securities Security Type Security Class Title(1) Fee Calculation Rule Amount Registered(2) Proposed Maximum Offering Price Per Unit(3) Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Ordinary Shares, no par value, to |
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| March 24, 2022 |
Principal Financial Officer Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 Exhibit 12.2 CERTIFICATIONS I, Stephen Walker, Chief Financial Officer, certify that: 1. I have reviewed this annual report on Form 20-F of Taboola.com Ltd.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not mi |
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| March 24, 2022 |
11th Amended and Restated Articles of Association of Taboola.com Ltd. EX-1.1 2 brhc10035439ex1-1.htm EXHIBIT 1.1 Exhibit 1.1 THE COMPANIES LAW, 1999 A LIMITED LIABILITY COMPANY - ARTICLES OF ASSOCIATION OF TABOOLA.COM LTD. As Adopted on May 13, 2021 Preliminary 1. Definitions; Interpretation. (a) In these Articles, the following terms (whether or not capitalized) shall bear the meanings set forth opposite them, respectively, unless the subject or context requires ot |
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| March 24, 2022 |
As filed with the Securities and Exchange Commission on March 24, 2022 As filed with the Securities and Exchange Commission on March 24, 2022 Registration No. |
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| March 24, 2022 |
Principal Financial Officer Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. Exhibit 13.2 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 The certification set forth below is being submitted in connection with the Annual Report on Form 20-F of Taboola.com Ltd. for the year ended December 31, 2021 (the “Report”) for the purpose of complying with Rule 13a-14(b) or Rule 15d-14(b) of the Securities Exchange |
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| March 24, 2022 |
TABOOLA.COM LTD. Ordinary Shares Warrants to Purchase Ordinary Shares PROSPECTUS SUPPLEMENT Filed pursuant to Rule (To Prospectus dated October 6, 2021) 424(b)(3) of the Rules and Regulations Under the Securities Act of 1933 Registration Statement No. |
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| March 24, 2022 |
Exhibit 15.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in the Registration Statement (Form S-8 No. 333-257478) pertaining to the 2021 Share Incentive Plan, Employee Stock Purchase Plan, 2020 Share Incentive Plan, 2016 Share Incentive Plan, and 2007 Share Option Plan of Taboola.com Ltd. of our report dated March 24, 2022, with respect to t |
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| March 24, 2022 |
Compensation Policy for Officers and Directors Exhibit 4.5 COMPENSATION POLICY TABOOLA.COM LTD. Compensation Policy for Executive Officers and Directors (As Amended by the Shareholders on December 14, 2021) A. Overview and Objectives 1. Introduction This document sets forth the Compensation Policy for Executive Officers and Directors (this ?Compensation Policy? or ?Policy?) of Taboola.com Ltd. (?Taboola? or the ?Company?), in accordance with t |
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| March 24, 2022 |
Principal Executive Officer Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Exhibit 13.1 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 The certification set forth below is being submitted in connection with the Annual Report on Form 20-F of Taboola.com Ltd. for the year ended December 31, 2021 (the “Report”) for the purpose of complying with Rule 13a-14(b) or Rule 15d-14(b) of the Securities Exchange |
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| February 22, 2022 |
Exhibit 99.3 MANAGEMENT PRESENTATION Forward-Looking Statements - DisclaimerCertain statements in this presentation are forward-looking statements, including our 2022 guidance. Forward-looking statements generally relate to future events including future financial or operating performance of Taboola.com Ltd. (the ?Company?). In some cases, you can identify forward-looking statements by terminology |
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| February 22, 2022 |
EXHIBIT 99.1 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 shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing statements. The undersigned acknowledge that each shall be |
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| February 22, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of February 2022 Commission File Number: 001-40566 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) 16 Madison Square West 7th Floor New York, NY 10010 (Address of principal |
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| February 22, 2022 |
Taboola Reports Record Q4 and Full Year 2021 Results EX-99.1 2 ny20002859x1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Taboola Reports Record Q4 and Full Year 2021 Results - 2021 Gross Profit grew 38% and ex-TAC Gross Profit grew 36% over 2020 - Exceeded guidance across all financial measures - Q4 2021 Gross Profit and ex-TAC Gross Profit grew over 50% - Increasing 2022 guidance to $1.67 billion for Revenues, $556 million for Gross Profit, $665 million for |
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| February 22, 2022 |
TABOOLA.COM LTD. Ordinary Shares Warrants to Purchase Ordinary Shares PROSPECTUS SUPPLEMENT Filed pursuant to Rule (To Prospectus dated October 6, 2021) 424(b)(3) of the Rules and Regulations Under the Securities Act of 1933 Registration Statement No. |
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| February 22, 2022 |
TBLA / Taboola.com Ltd. / Marker Lantern II Ltd. - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )* Taboola.com Ltd. (Name of Issuer) ORDINARY SHARES, NO PAR VALUE (Title of Class of Securities) M8744T106 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to w |
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| February 22, 2022 |
Exhibit 99.2 Dear Shareholder, I?m excited to say we finished the year with a record Q4, and record 2021. Taboola is growing fast, our EBITDA margin is 30%+, we are generating cash, and there is meaningful momentum in the market: ? Q4 Revenues were $408M, ex-TAC Gross Profit $169M, Adjusted EBITDA $65M. ? Ex-TAC Gross Profit growth of 54% over Q4 2020 and 22% pro forma with Connexity**. ? Exceeded |
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| February 15, 2022 |
EXHIBIT 99.1 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 shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing statements. The undersigned acknowledge that each shall be |
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| February 15, 2022 |
TBLA / Taboola.com Ltd. / Evergreen Venture Partners Ltd. - SC 13G Passive Investment SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )* Taboola.com Ltd. (Name of Issuer) ORDINARY SHARES, NO PAR VALUE (Title of Class of Securities) M8744T106 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursua |
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| February 14, 2022 |
TBLA / Taboola.com Ltd. / Singolda Adam - FORM SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Taboola.com Ltd. (Name of Issuer) ORDINARY SHARES, NO PAR VALUE (Title of Class of Securities) M8744T106 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to w |
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| February 14, 2022 |
EXHIBIT 1 JOINT FILING AGREEMENT The undersigned parties hereby agree that this Statement on Schedule 13G filed herewith, and any amendments thereto filed hereafter by any of the undersigned parties, relating to the Class A ordinary shares, no par value, of Taboola. |
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| February 14, 2022 |
TBLA / Taboola.com Ltd. / PITANGO VENTURE CAPITAL FUND VI, L.P. - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Taboola.com Ltd. (Name of Issuer) Ordinary Shares, no par value per share (Title of Class of Securities) M8744T106 (CUSIP Number) Ofira Kadmor Senior VP Finance Pitango Venture Capital 11 HaMenofim St. Bldg. B Herzliya 4672562, Israel Tel +972-9-971-8100 |
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| December 21, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2021 Commission File Number: 001-40566 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) 16 Madison Square West 7th Floor New York, NY 10010 (Address of principal |
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| December 21, 2021 |
PROSPECTUS SUPPLEMENT Filed pursuant to Rule (To Prospectus dated October 6, 2021) 424(b)(3) of the Rules and Regulations Under the Securities Act of 1933 Registration Statement No. |
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| December 21, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2021 Commission File Number: 001-40566 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) 16 Madison Square West 7th Floor New York, NY 10010 (Address of principal |
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| December 21, 2021 |
EX-99.1 2 brhc10032053ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Taboola Announces Launch of a Native Bidding Service, Facilitating Expansion to Display, Social Networks and Other Platforms to Fuel Even Faster Growth, and Signs New Microsoft Agreement Through July 2024 New bidding service is slated to go live by end of Q1 2022 NEW YORK, Dec. 21, 2021 - Taboola (NASDAQ:TBLA) a global leader in powering r |
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| December 21, 2021 |
Exhibit 99.1 EXPLANATORY NOTE Selected Historical Unaudited Quarterly Results of Operations The following tables set forth select historical unaudited quarterly consolidated statements of operations data of Taboola.com Ltd. for each of the quarters indicated. The information for each quarter does not present and is not required to present all of the information that would be required to be include |
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| December 15, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2021 Commission File Number: 001-40566 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) 16 Madison Square West 7th Floor New York, NY 10010 (Address of principal |
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| December 15, 2021 |
PROSPECTUS SUPPLEMENT Filed pursuant to Rule (To Prospectus dated October 6, 2021) 424(b)(3) of the Rules and Regulations Under the Securities Act of 1933 Registration Statement No. |
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| November 23, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2021 Commission File Number: 001-40566 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) 16 Madison Square West 7th Floor New York, NY 10010 (Address of principal |
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| November 23, 2021 |
EX-99.1 2 brhc10031109ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 TABOOLA.COM LTD. AND ITS SUBSIDIARIES INTERIM CONSOLIDATED FINANCIAL STATEMENTS AS OF SEPTEMBER 30, 2021 UNAUDITED INDEX Page Consolidated interim Balance Sheets 2 Consolidated interim Statements of Income (Loss) 3 Consolidated Statement of Convertible Preferred Shares and Shareholders' Equity 4 Consolidated interim Statements of Cash Flow |
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| November 23, 2021 |
TABOOLA.COM LTD. Ordinary Shares Warrants to Purchase Ordinary Shares PROSPECTUS SUPPLEMENT Filed pursuant to Rule (To Prospectus dated October 6, 2021) 424(b)(3) of the Rules and Regulations Under the Securities Act of 1933 Registration Statement No. |
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| November 23, 2021 |
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION EX-99.2 3 brhc10031109ex99-2.htm EXHIBIT 99.2 Exhibit 99.2 MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS You should read the following discussion and analysis of our financial condition and results of operations together with Taboola’s audited consolidated financial statements and the related notes appearing in our registration statement on Form F-1 on file |
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| November 17, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2021 Commission File Number: 001-40566 TABOOLA.COM LTD. (Translation of registrant?s name into English) 16 Madison Square West 7th Floor New York, NY 10010 (Address of principal execut |
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| November 10, 2021 |
TABOOLA.COM LTD. Ordinary Shares Warrants to Purchase Ordinary Shares PROSPECTUS SUPPLEMENT Filed pursuant to Rule (To Prospectus dated October 6, 2021) 424(b)(3) of the Rules and Regulations Under the Securities Act of 1933 Registration Statement No. |
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| November 10, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K/A REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2021 Commission File Number: 001-40566 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) 16 Madison Square West 7th Floor New York, NY 10010 (Address of princip |
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| November 9, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2021 Commission File Number: 001-40566 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) 16 Madison Square West 7th Floor New York, NY 10010 (Address of principal |
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| November 9, 2021 |
Exhibit 99.2 Dear Shareholder, I am excited to share the progress we?ve made in our third quarter, which marks our second earnings since going public in June. We beat our Q3 guidance, we?re raising Q4, and as a result, are positioned to deliver a very strong 2021. In Q3, we delivered strong performance on all measures, while also closing our acquisition of Connexity, our largest acquisition to dat |
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| November 9, 2021 |
Exhibit 99.3 |
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| November 9, 2021 |
Taboola Reports Strong Q3 Results and Raises Full Year 2021 Guidance Exhibit 99.1 Taboola Reports Strong Q3 Results and Raises Full Year 2021 Guidance ? Company delivers strong growth and profitability to beat Q3 guidance ? Increases full year guidance across all key financial measures, expects to grow both Gross Profit and ex-TAC Gross Profit 34 to 35% for the full year 2021 ? Completed acquisition of Connexity on September 1, 2021 New York, NY, Nov 9, 2021 - Tabo |
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| November 5, 2021 |
Exhibit 99.2 ? ? |
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| November 5, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2021 Commission File Number: 001-40566 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) 16 Madison Square West 7th Floor New York, NY 10010 (Address of principal |
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| November 5, 2021 |
Notice of Special General Meeting of Shareholders To be Held on Tuesday December 14, 2021 Exhibit 99.1 ? November 5, 2021 Dear Taboola.com Ltd. Shareholders: We cordially invite you to attend the Special General Meeting of Shareholders of Taboola.com Ltd. (the ?Meeting?), to be held on December 14, 2021 at 5:00 p.m. (Israel time), at the Company?s offices located at 2 Jabotinsky Street, 32nd FL., Ramat Gan, 5250501 Israel. At the Meeting, shareholders will be asked to consider and vote |
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| October 12, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2021 Commission File Number: 001-40566 TABOOLA.COM LTD. (Translation of registrant?s name into English) 16 Madison Square West 7th Floor New York, NY 10010 (Address of principal executi |
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| October 6, 2021 |
TABOOLA.COM LTD. 40,970,000 Ordinary Shares 7,175,000 Warrants to Purchase Ordinary Shares TABLE OF CONTENTS Filed pursuant to Rule 424(b)(3) Registration No. 333-257879 PROSPECTUS TABOOLA.COM LTD. 40,970,000 Ordinary Shares 7,175,000 Warrants to Purchase Ordinary Shares The selling securityholders named in this prospectus (the ?Selling Securityholders?) may offer and sell from time to time up to 28,620,000 of our ordinary shares, no par value per share purchased in a private placement |
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| September 30, 2021 |
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION Exhibit 99.2 MANAGEMENT?S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS You should read the following discussion and analysis of our financial condition and results of operations together with Taboola?s audited consolidated financial statements and the related notes appearing elsewhere in our registration statement on Form F-1 on file with the U.S. Securities and Exchang |
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| September 30, 2021 |
TABOOLA.COM LTD. Ordinary Shares Warrants to Purchase Ordinary Shares PROSPECTUS SUPPLEMENT Filed pursuant to Rule (To Prospectus dated September 2, 2021) 424(b)(3) of the Rules and Regulations Under the Securities Act of 1933 Registration Statement No. |
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| September 30, 2021 |
TABOOLA.COM LTD. AND ITS SUBSIDIARIES INTERIM CONSOLIDATED FINANCIAL STATEMENTS AS OF JUNE 30, 2021 Exhibit 99.1 TABOOLA.COM LTD. AND ITS SUBSIDIARIES INTERIM CONSOLIDATED FINANCIAL STATEMENTS AS OF JUNE 30, 2021 UNAUDITED INDEX Page Consolidated interim Balance Sheets 2 Consolidated interim Statements of Income (Loss) 3 Consolidated Statement of Convertible Preferred Shares and Shareholders' Equity 4 Consolidated interim Statements of Cash Flows 6 Notes to Consolidated interim Financial Stateme |
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| September 30, 2021 |
As filed with the Securities and Exchange Commission on September 30, 2021 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on September 30, 2021 Registration No. |
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| September 30, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2021 Commission File Number: 001-40566 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) 16 Madison Square West 7th Floor New York, NY 10010 (Address of principa |
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| September 28, 2021 |
Exhibit 99.2 |
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| September 28, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2021 Commission File Number: 001-40566 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) 16 Madison Square West 7th Floor New York, NY 10010 (Address of principa |
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| September 28, 2021 |
EX-99.1 2 ny20000842x3ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Taboola to share its e-Commerce Strategy Following Connexity Acquisition Outlines approach to capturing share of an estimated $124 billion total addressable market Provides updated 2021 and initial 2022 guidance that incorporates recently closed Connexity acquisition New York, NY Taboola (Nasdaq: TBLA), a global leader in powering recommen |
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| September 15, 2021 |
TBLA / Taboola.com Ltd. / STG III LP - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Taboola.com LTD. (Name of Issuer) Ordinary Shares, no par value per share (Title of Class of Securities) M8744T106 (CUSIP Number) September 1, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pur |
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| September 2, 2021 |
TABOOLA.COM LTD. 40,970,000 Ordinary Shares 7,175,000 Warrants to Purchase Ordinary Shares TABLE OF CONTENTS Filed pursuant to Rule 424(b)(3) Registration No. 333-257879 PROSPECTUS TABOOLA.COM LTD. 40,970,000 Ordinary Shares 7,175,000 Warrants to Purchase Ordinary Shares The selling securityholders named in this prospectus (the ?Selling Securityholders?) may offer and sell from time to time up to 28,620,000 of our ordinary shares, no par value per share purchased in a private placement |
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| September 1, 2021 |
As filed with the Securities and Exchange Commission on August 31, 2021 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on August 31, 2021 Registration No. |
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| September 1, 2021 |
EXHIBIT 2.3 [NOTE: Schedules and exhibits to this agreement omitted pursuant to Regulation S-K Item 601(b)(2). The Registrant agrees to furnish supplementally a copy of any omitted schedule or exhibit to the SEC upon request.] STOCK PURCHASE AGREEMENT by and among SHOP MANAGEMENT, LLC, TABOOLA, INC. AND, SOLELY FOR THE LIMITED PURPOSES OF SECTIONS 2.02(b), 7.01, 8.01, 10.02, and 12.21 TABOOLA.COM |
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| September 1, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2021 Commission File Number: 001-40566 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) 16 Madison Square West 7th Floor New York, NY 10010 (Address of principa |
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| September 1, 2021 |
EX-99.2 2 nt10026806x5ex99-2.htm EXHIBIT 99.2 Exhibit 99.2 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) made as of September 1, 2021, by and among Taboola.com Ltd., a limited liability by shares Israeli company, the number of which is 513870683 (the “Company”), and Shop Management, LLC, a Delaware limited liability company (the “Holder”) (each a “Party” and t |
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| September 1, 2021 |
Exhibit 99.3 EXECUTION VERSION CREDIT AGREEMENT among TABOOLA.COM LTD, as the Company, TABOOLA, INC., as the Borrower, The Several Lenders from Time to Time Parties Hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent Dated as of September 1, 2021 JPMORGAN CHASE BANK, N.A. and CREDIT SUISSE LOAN FUNDING LLC, as Joint Lead Arrangers and Bookrunners TABLE OF CONTENTS Page SECTION 1. DEFINI |
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| September 1, 2021 |
EX-99.4 4 nt10026806x5ex99-4.htm EXHIBIT 99.4 Exhibit 99.4 Taboola.com URL: https://www.taboola.com/press-release/taboola-closes-connexity-acquisition Taboola Completes Acquisition of Connexity, Creating a Powerful e-Commerce Solution for Publishers, Advertisers and Merchants Outside of Walled Gardens Acquisition Expected to Significantly Expand Market Opportunity and Contribute to Accelerated Rev |
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| August 31, 2021 |
Taboola.com Ltd. 16 Madison Square West 7th Floor New York, NY 10010 Taboola.com Ltd. 16 Madison Square West 7th Floor New York, NY 10010 August 31, 2021 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Technology 100 F Street, N.E. Washington, D.C. 20549-6010 Attention: Katherine Wray Re: Taboola.com Ltd. Registration Statement on Form F-1 Registration No. 333-257879 Dear Ms. Wray Pursuant to Rule 461 under the Securities |
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| August 10, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2021 Commission File Number: 001-40566 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) 16 Madison Square West 7th Floor New York, NY 10010 (Address of principal e |
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| August 10, 2021 |
Exhibit 99.3 Management Presentation August 10, 2021 Forward-Looking StatementsCertain statements in this Presentation may be considered forward-looking statements. Forward-looking statements generally relate to future events or Taboola.com Ltd.?s (the ?Company?) future financial or operating performance. For example, projections of future Revenue, Adjusted EBITDA, Net Dollar Retention, New Publis |
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| August 10, 2021 |
Taboola Beats Q2 Guidance, Raises Expectations for Rest Of The Year and 2022 EX-99.1 2 brhc10027861ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Taboola Beats Q2 Guidance, Raises Expectations for Rest Of The Year and 2022 Increases full year guidance across all measures, now expects to grow Gross Profit and ex-TAC Gross Profit 22 to 24% and 22 to 23%, respectively, for the year. New York, NY, Aug 10, 2021 - Taboola (Nasdaq: TBLA), a global leader in powering recommendations for the |
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| August 10, 2021 |
Q2 2021 Founder/CEO Letter To Shareholders Exhibit 99.2 Q2 2021 Founder/CEO Letter To Shareholders Dear Shareholder, Last quarter, in advance of going public, I wrote my first shareholders letter where I shared our Q1 performance as well as introduced Taboola, our vision, our market, and our ability to drive predictable and profitable growth in a $60B+ open web market. Before we get into our Q2 update, I want to remind those who may be new |
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| July 23, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2021 Commission File Number: 001-40566 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) 16 Madison Square West 7th Floor New York, NY 10010 (Address of principal exe |
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| July 23, 2021 |
Exhibit 99.1 Taboola Acquiring Connexity, Bringing Personalized e-Commerce Recommendations To The Open Web Acquisition creates one of the largest e-Commerce media platforms on the open web; Connexity clients include Walmart, Wayfair, Skechers, Macy?s, eBay and Otto - Connexity is one of the largest e-Commerce media platforms on the open web, with over a million monthly transaction events. - The ac |
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| July 23, 2021 |
Exhibit 99.2 |
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| July 13, 2021 |
As filed with the Securities and Exchange Commission on July 13, 2021 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on July 13, 2021 Registration No. |
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| June 30, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2021 Commission File Number: 001-40566 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) 16 Madison Square West 7th Floor New York, NY 10010 (Address of principal exe |
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| June 29, 2021 |
Registration Statement on Form 8-A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 TABOOLA.COM LTD. (Exact name of registrant as specified in its charter) State of Israel Not Applicable (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification |
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| June 29, 2021 |
Filed by ION Acquisition Corp 1 Ltd. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Taboola.com Ltd. Commission File No. 001-39581 Date: June 29, 2021 Taboola to Become Publicly Traded Following Business Combination with ION Acquisition Corp. 1 Ltd. IACA shareholders voted to approve the prop |
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| June 28, 2021 |
Taboola.com Ltd. Employee Stock Purchase Plan Exhibit 99.5 TABOOLA.COM, LTD. EMPLOYEE STOCK PURCHASE PLAN Section 1. Purpose. This Taboola.com, Ltd. Employee Stock Purchase Plan (the ?Plan?) is intended to provide Eligible Employees of the Company and the Participating Companies with an opportunity to acquire a proprietary interest in the Company through the purchase of Shares. The Plan has two components: (a) one component (the ?423 Componen |
