SEC Form SC 13D filed by Otonomo Technologies Ltd.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Lehman & Eilen LLP
50 Charles Lindbergh Boulevard
Suite 505
Uniondale, New York 11553
5162220888
* The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
| CUSIP No. M7571L103 | ||||||
| (1) |
Names of Reporting Persons/ I.R.S. Identification Nos. of Above Persons (Entities Only)
Mithaq Capital SPC 00-0000000 |
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| (2) |
Check the Appropriate Box if a Member of a Group (See Instructions)
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| (3) | SEC Use Only
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| (4) | Source of Funds (See Instructions)
WC |
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| (5) | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) [ ] |
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| (6) | Citizenship or Place of Organization
Cayman Islands |
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| Number of Shares Beneficially Owned by Each Reporting Person With |
(7) | Sole Voting Power
28,310,690 |
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| (8) | Shared Voting Power
0 |
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| (9) | Sole Dispositive Power
28,310,690 |
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| (10) | Shared Dispositive Power
0 |
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| (11) |
Aggregate Amount Beneficially Owned by Each Reporting Person
0 |
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| (12) |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares [ ] |
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| (13) |
Percent of Class Represented by Amount in Row (9)
20.41% |
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| (14) |
Type of Reporting Person (See Instructions)
CO |
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| CUSIP No. M7571L103 | ||||||
| (1) |
Names of Reporting Persons/ I.R.S. Identification Nos. of Above Persons (Entities Only)
Turki Saleh A. AlRajhi
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| (2) |
Check the Appropriate Box if a Member of a Group (See Instructions)
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| (3) | SEC Use Only
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| (4) | Source of Funds (See Instructions)
WC |
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| (5) | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) [ ] |
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| (6) | Citizenship or Place of Organization
Saudi Arabia |
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| Number of Shares Beneficially Owned by Each Reporting Person With |
(7) | Sole Voting Power
0 |
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| (8) | Shared Voting Power
28,310,690 |
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| (9) | Sole Dispositive Power
0 |
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| (10) | Shared Dispositive Power
28,310,690 |
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| (11) |
Aggregate Amount Beneficially Owned by Each Reporting Person
28,310,690 |
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| (12) |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares [ ] |
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| (13) |
Percent of Class Represented by Amount in Row (9)
20.41% |
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| (14) |
Type of Reporting Person (See Instructions)
IN |
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| CUSIP No. M7571L103 | ||||||
| (1) |
Names of Reporting Persons/ I.R.S. Identification Nos. of Above Persons (Entities Only)
Muhammad Asif Seemab
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| (2) |
Check the Appropriate Box if a Member of a Group (See Instructions)
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| (3) | SEC Use Only
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| (4) | Source of Funds (See Instructions)
WC |
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| (5) | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) [ ] |
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| (6) | Citizenship or Place of Organization
Pakistan |
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| Number of Shares Beneficially Owned by Each Reporting Person With |
(7) | Sole Voting Power
0 |
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| (8) | Shared Voting Power
28,310,690 |
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| (9) | Sole Dispositive Power
0 |
|||||
| (10) | Shared Dispositive Power
28,310,690 |
|||||
| (11) |
Aggregate Amount Beneficially Owned by Each Reporting Person
28,310,690 |
|||||
| (12) |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares [ ] |
|||||
| (13) |
Percent of Class Represented by Amount in Row (9)
20.41% |
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| (14) |
Type of Reporting Person (See Instructions)
IN |
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Otonomo Technologies Ltd.
16 Abba Eban Blvd.
Herzliya Pituach 467256, Israel
(ii) Turki Saleh A. AlRajhi
(iii) Muhammad Asif Seemab
c/o Synergy, Anas Ibn Malik Road
Al Malqa, Riyadh 13521 Saudi Arabia
(ii) Turki Saleh A. AlRajhi
Mithaq Capital SPC
c/o Synergy, Anas Ibn Malik Road
Al Malqa, Riyadh 13521 Saudi Arabia
(iii) Muhammad Asif Seemab
Mithaq Capital SPC
c/o Synergy, Anas Ibn Malik Road
Al Malqa, Riyadh 13521 Saudi Arabia
(ii) The principal occupation of Turki Saleh A. AlRajhi is an investor and Chairman and Chief Executive Officer of Mithaq Holding Company, an affiliate of Mithaq
Capital SPC.
(iii) The principal occupation of Muhammad Asif Seemab is Managing Director of Mithaq Capital, an affiliate of Mithaq Capital SPC.
(ii) Turki Saleh A. AlRajh is a citizen of Saudi Arabia.
(iii) Muhammad Asif Seemab is a citizen of Pakistan.
Mithaq Capital SPC intends to review its investment in the Issuer on an ongoing basis. Mithaq Capital SPC may take a number of actions to maximize the value of its investment, including increasing or decreasing the size of its investment in the Issuer, although it has no present intention to increase its ownership to 25% or more of the outstanding Shares. The actions taken by Mithaq Capital SPC to maximize the value of its investment will depend upon numerous factors, including, among other things, the price and availability of securities of the Issuer; subsequent developments affecting the Issuer; the Issuer's business and prospects; general stock market and money market and economic conditions; tax considerations; ongoing evaluation of the Issuer's business, financial condition, operations, prospects and strategic alternatives; the relative attractiveness of alternative business and investment opportunities; the attitudes and actions of the board of directors and management of the Issuer; and other factors deemed relevant.
The Reporting Persons do not have any plans or proposals with respect to any extraordinary corporate transaction involving the Issuer or any sale of its assets or any change in the Issuer's board of directors, management, capitalization, dividend policy, charter or by-laws, or any other change in its business or corporate structure or with respect to any of the matters described in subparagraphs (a) through (j) of Item 4 of Schedule 13D.
All percentages referred to on the cover pages are based on 138,676,820 ordinary shares issued and outstanding as of 20 July 2022 as confirmed by management.
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EX-1.1
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Transactions
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EX-1.2
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Joint Filing Statement
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| SIGNATURES |
Mithaq Capital SPC |
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| By: | /s/ Turki Saleh A. AlRajhi |
| Name: Turki Saleh A. AlRajhi | |
| Title: Director | |
Mithaq Capital SPC |
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| By: | /s/ Muhammad Asif Seemab |
| Name: Muhammad Asif Seemab | |
| Title: Director | |
| By: | /s/ Turki Saleh A. AlRajhi |
| Name: Turki Saleh A. AlRajhi | |
| By: | /s/ Muhammad Asif Seemab |
| Name: Muhammad Asif Seemab | |
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Exhibit No.
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Description
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EX-1.1
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Transactions
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EX-1.2
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Joint Filing Statement
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