0001178913-21-003793.txt : 20211206 0001178913-21-003793.hdr.sgml : 20211206 20211206160216 ACCESSION NUMBER: 0001178913-21-003793 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20211206 FILED AS OF DATE: 20211206 DATE AS OF CHANGE: 20211206 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Fiverr International Ltd. CENTRAL INDEX KEY: 0001762301 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 000000000 STATE OF INCORPORATION: L3 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-38929 FILM NUMBER: 211473214 BUSINESS ADDRESS: STREET 1: 8 ELIEZER KAPLAN STREET CITY: TEL AVIV STATE: L3 ZIP: 6473409 BUSINESS PHONE: 972 (72) 228-0910 MAIL ADDRESS: STREET 1: 8 ELIEZER KAPLAN STREET CITY: TEL AVIV STATE: L3 ZIP: 6473409 6-K 1 zk2126929.htm 6-K

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

FORM 6-K
 

REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO SECTION 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
 
For the month of December 2021
 
Commission File Number: 001-38929
 

Fiverr International Ltd.
(Translation of registrant’s name into English)
 

8 Eliezer Kaplan Street
Tel Aviv 6473409, Israel
 (Address of principal executive offices)


Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
 
Form 20-F  ☒                 Form 40-F  ☐
 
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):  ☐
 
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):  ☐
 
On December 5, 2021, Fiverr International Ltd. (the “Company”) received the approval of the Israeli court for its motion to extend its former motion to allow the Company, if required, to realize mechanisms established in the convertible senior notes issued by the Company for repurchase of the notes and to utilize in shares the capped call transactions entered into by the Company in connection with the issuance of the notes for the aggregate amount of up to $143,000,000 until June 6, 2022. The Company’s board of directors will have the authority to determine if and when to implement any repurchase program. The Company intends to continue filing extension requests for the court approval on an ongoing basis as required.

This information in this Report on Form 6-K (the “Form 6-K”) is hereby incorporated by reference into the Company's registration statements on Form S-8 (Registration Nos. 333-232310, 333-237511, 333-248580 and 333-253261) and Form F-3 (Registration No. 333-253782).
 
Forward-Looking Statements
 
This Form 6-K contains forward-looking statements. All statements contained in this Form 6-K that do not relate to matters of historical fact should be considered forward-looking statements, including, without limitation, statements regarding the Israeli court approval, including any applicable extension request filings, and share or notes repurchase program. These forward-looking statements are based on management's current expectations. These statements are neither promises nor guarantees, but involve known and unknown risks, uncertainties and other important factors that may cause our actual results, performance or achievements to be materially different from our expectations expressed or implied by the forward-looking statements, including without limitation the important factors discussed under the caption “Risk Factors” in our annual report on Form 20-F filed with the U.S. Securities and Exchange Commission (“SEC”) on February 18, 2021, and our other reports filed with the SEC. Any such forward-looking statements represent management’s estimates as of the date of this Form 6-K. While we may elect to update such forward-looking statements at some point in the future, we disclaim any obligation to do so, even if subsequent events cause our views to change. These forward-looking statements should not be relied upon as representing our views as of any date subsequent to the date of this Form 6-K.

SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
Fiverr International Ltd.
  
       
Date: December 6, 2021
By:
/s/ Gurit Kainan Vardi    
 
 
Gurit Kainnan Vardi
  
 
EVP & General Counsel