Otonomo, Main Platform and Market for Car Knowledge, to Record on Nasdaq By way of a Enterprise Mixture with Software program Acquisition Group Inc. II
HERZLIYA, Israel & LAS VEGAS, February 1, 2021 (BUSINESS WIRE) —
Otonomo Applied sciences, Ltd., a number one platform and market for automobile information, and Software program Acquisition Group, Inc. II (Nasdaq: SAII), a US publicly traded particular goal acquisition firm, at this time introduced they’ve entered right into a definitive settlement for a enterprise mixture. Upon closing of the transaction, the mixed firm will function underneath the Otonomo title and will probably be listed on Nasdaq underneath the brand new ticker image “OTMO”.
Firm Overview
Otonomo is the premier one-stop store for automobile information. Since its founding in 2015, Otonomo has constructed a automobile information platform and market that now fuels an ecosystem of 16 OEMs, fleets and greater than 100 service suppliers. The platform ingests greater than 4 billion information factors per day from over 40 million world linked automobiles, then reshapes and enriches them, in an effort to speed up the time to marketplace for new companies that enhance the in-and-around the automobile expertise. Otonomo’s platform permits automotive OEMs the chance to create new income streams by enabling the utilization of the huge quantities of information automobiles generate each day and that OEMs are required to retailer and preserve.
Along with its proprietary information platform, Otonomo has developed a strong suite of SaaS choices that present information shoppers with extra capabilities and vertically particular purposes. Privateness by design and neutrality are on the core of Otonomo’s platform, which permits GDPR, CCPA, and different privacy-regulation-compliant options utilizing each private and combination information.
Otonomo automobile information is being utilized by organizations and companies throughout various areas, together with, however not restricted to fleet administration, insurance coverage, in-vehicle administration, emergency companies, mapping, electrical automobile (EV) administration, subscription-based companies, parking, predictive upkeep, in-vehicle companies, visitors administration and sensible cities.
Administration Feedback
Jonathan Huberman, Software program Acquisition Group Inc. II, CEO, stated:
“We established Software program Acquisition Group Inc. II to put money into a world class software program firm that’s positioned to be the main participant in a market that has huge potential. We reviewed a number of potential companions and Otonomo stood out because the clear selection. Otonomo administration not solely recognized the numerous alternative that exists within the automotive information area, however they’ve additionally achieved early market management and are positioned for spectacular progress.”
Ben Volkow, Otonomo, CEO and Founder, stated:
“That is an trade defining second. Otonomo’s automobile information platform and market are primed to unleash the complete potential of linked automobile information. We’ve succeeded in bringing the widest range of information suppliers to a market, growing a proprietary and extremely scalable know-how platform, and constructing a worldwide and various community of information suppliers and shoppers. Latest investments and our partnership with Software program Acquisition Group II signify confidence in our technique, the ahead drive of our enterprise and the numerous progress alternative that awaits. We look ahead to Otonomo’s continued and growing affect on the driving expertise, unlocking new alternatives for our information shoppers throughout a number of markets and your complete transportation ecosystem.”
Otonomo Highlights
Otonomo’s mission is to harness the immense potential of automotive information by offering hundreds of organizations throughout a broad vary of markets the flexibility to seamlessly entry, discover, analyze, and unlock the complete potential of car information. By doing so, Otonomo is dedicated to delivering options that adhere to the strictest privateness and safety requirements. We aspire to create a mobility ecosystem that makes use of information to make each driving expertise really rewarding. Our imaginative and prescient is to allow a world of environmentally pleasant cities that run extra effectively. Our information companies platform reshapes, harmonizes, enriches and secures linked automobile information in order that our rising community of know-how companions and prospects can ship superior driver and transportation options.
Transaction Overview
Pursuant to the transaction, Software program Acquisition will mix with Otonomo at an estimated $1.4 billion professional forma fairness worth. Otonomo’s present shareholders are rolling roughly 97% of their fairness into the mixed firm and can personal roughly 72% of the issued and excellent shares instantly following closing of the enterprise mixture, assuming no redemptions by Software program Acquisition’s public stockholders.
The transaction is predicted to lead to extra of $307 million in money comprised of Software program Acquisition’s $172.5 million money held in belief, assuming no redemptions by public stockholders, a totally dedicated $172.5 million PIPE comprised of $142.5 million major and $30 million secondary shares and roughly $25 million of money at the moment readily available. Money proceeds from the transaction will probably be used to fund progress of the mixed firm, accelerating go-to-market technique, strengthening our management place and unlocking new use circumstances and finish markets.
The PIPE is anchored by institutional traders Constancy Administration & Analysis Firm LLC, BNP Paribas Asset Administration Power Transition Fund and Senvest Administration LLC, with help from strategic traders Dell Applied sciences Capital, and Hearst Ventures. Present Otonomo shareholders will personal a majority of the mixed firm at closing.
The Board of Administrators of Otonomo has unanimously authorized the proposed transaction, which is predicted to shut within the second quarter of 2021. The board of administrators of Software program Acquisition has additionally unanimously authorized the proposed transaction. The proposed transaction is topic to approval by Otonomo and Software program Acquisition stockholders and the satisfaction of the closing circumstances set forth within the enterprise mixture settlement. Following completion of the transaction, Otonomo’s extremely skilled administration staff will function the mixed firm with Ben Volkow persevering with to function Chief Govt Officer.
Extra details about the proposed enterprise mixture, together with a duplicate of the enterprise mixture settlement and the investor presentation, will probably be filed by Software program Acquisition in a Present Report on Type 8-Ok with the Securities and Change Fee and will probably be obtainable at www.sec.gov.
Advisors
Citigroup is serving as monetary advisor to Otonomo, and Latham & Watkins LLP and Gross Regulation Agency are serving as authorized advisors to Otonomo. B. Riley Securities is performing as placement agent and capital markets advisor, and Kirkland & Ellis LLP and Gornitzky & Co are performing as authorized advisor to Software program Acquisition Group Inc. II.
Investor Convention Name Info
Otonomo and Software program Acquisition will host a joint investor convention name concerning the proposed transaction at this time, February 1, 2021. The investor presentation is being filed by Otonomo and Software program Acquisition with the SEC previous to the decision and will probably be obtainable on the SEC’s web site at www.sec.gov.
Entry the audio replay right here.
About Otonomo
Otonomo fuels an information ecosystem of 16 OEMs, fleets and greater than 100 service suppliers. Our platform securely ingests greater than 4 billion information factors per day from over 40 million world linked automobiles, then reshapes and enriches it, to speed up time to marketplace for new companies that enhance the in-and-around the automobile expertise. Privateness by design and neutrality are on the core of our platform, which permits GDPR, CCPA, and different privacy-regulation-compliant options utilizing each private and combination information. Use circumstances embrace emergency companies, mapping, EV administration, subscription-based companies, parking, predictive upkeep, insurance coverage, media, in-vehicle companies, visitors administration, and sensible metropolis options. Otonomo is headquartered and has an R&D middle in Israel, and it has a presence in the USA, and Europe.
For extra info, go to www.otonomo.io.
About Software program Acquisition Group Inc II
Software program Acquisition Group, Inc. II. is a clean verify firm shaped for the aim of effecting a merger, capital inventory alternate, asset acquisition, inventory buy, reorganization or related enterprise mixture. Software program Acquisition Group, Inc. II raised $172.5 million in its preliminary public providing in September 2020. Software program Acquisition securities are listed on the Nasdaq Capital Market underneath the ticker symbols SAII, SAIIU and SAIIW.
Extra info and The place to Discover It
This communication pertains to a proposed enterprise mixture between Otonomo Applied sciences Ltd. (“Otonomo”) and Software program Acquisition Group Inc. II (“Software program Acquisition”). In reference to the proposed enterprise mixture, Otonomo intends to file a registration assertion on Type F-4 that can embrace a proxy assertion of Software program Acquisition in reference to Software program Acquisition’s solicitation of proxies for the vote by Software program Acquisition’s stockholders with respect to the proposed enterprise mixture and a prospectus of Otonomo. The proxy assertion/prospectus will probably be despatched to all Software program Acquisition stockholders and Otonomo and Software program Acquisition will even file different paperwork concerning the proposed enterprise mixture with the SEC. This communication doesn’t comprise all the knowledge that ought to be thought of in regards to the proposed enterprise mixture and isn’t meant to type the premise of any funding choice or some other choice in respect of the enterprise mixture. Earlier than making any voting or funding choice, traders and safety holders are urged to learn the registration assertion, the proxy assertion/prospectus and all different related paperwork filed or that will probably be filed with the SEC in reference to the proposed Enterprise Mixture as they change into obtainable as a result of they are going to comprise essential details about the proposed transaction.
Traders and safety holders will be capable of get hold of free copies of the registration assertion, proxy assertion/prospectus and all different related paperwork filed or that will probably be filed with the SEC by Otonomo and Software program Acquisition via the web site maintained by the SEC at www.sec.gov. As well as, the paperwork filed by Otonomo could also be obtained freed from cost from Otonomo’s web site at www.otonomo.io or by written request to Otonomo at Otonomo Applied sciences Ltd., 16 Abba Eban Blvd., Herzliya Pituach, Israel 467256.
Contributors in Solicitation
Otonomo, Software program Acquisition and their respective administrators and govt officers could also be deemed to be contributors within the solicitation of proxies from Software program Acquisition’s shareholders with respect to the proposed enterprise mixture. You could find details about Software program Acquisition’s administrators and govt officers and their possession of Software program Acquisition’s securities in Software program Acquisition’s closing prospectus regarding its preliminary public providing, dated September 14, 2020, which was filed with the SEC on September 15, 2020 and is out there freed from cost on the SEC’s site at www.sec.gov. Extra info concerning the contributors within the solicitation of proxies from Software program Acquisition’s shareholders and their direct and oblique pursuits will probably be included within the proxy assertion/prospectus for the proposed enterprise mixture when it turns into obtainable. Shareholders, potential traders and different individuals ought to learn the proxy assertion/prospectus fastidiously when it turns into obtainable earlier than making any voting or funding selections. It’s possible you’ll get hold of free copies of those paperwork from the sources indicated above.
No Supply or Solicitation
This communication doesn’t represent a proposal to promote or alternate, or the solicitation of a proposal to purchase or alternate any securities, or a solicitation of any vote or approval, nor shall there be any sale of securities in any jurisdiction through which such provide, solicitation, sale or alternate could be illegal previous to registration or qualification underneath the securities legal guidelines of any such jurisdiction. No providing of securities shall be made besides by the use of a prospectus assembly the necessities of part 10 of the Securities Act, or an exemption therefrom.
Ahead-Wanting Statements
This communication contains forward-looking statements throughout the that means of the federal securities legal guidelines with respect to the proposed enterprise mixture between Otonomo and Software program Acquisition, together with statements concerning the advantages of the enterprise mixture, the anticipated timing of the enterprise mixture, the services and products provided by Otonomo and the markets through which it operates, and Otonomo’s projected future outcomes. These forward-looking statements are usually recognized by terminology reminiscent of “consider,” “might,” “will,” “doubtlessly,” “estimate,” “proceed,” “anticipate,” “intend,” “might,” “would,” “venture,” “goal,” “plan,” “anticipate,” or the negatives of those phrases or variations of them or related terminology. These forward-looking statements are based mostly upon estimates and assumptions that, whereas thought of affordable by Software program Acquisition and its administration, and Otonomo and its administration, because the case could also be, are inherently unsure. Such forward-looking statements are topic to dangers, uncertainties, and different elements that would trigger precise outcomes to vary materially from these expressed or implied by such ahead wanting statements. New dangers and uncertainties might emerge on occasion, and it isn’t attainable to foretell all dangers and uncertainties. Many elements might trigger precise future occasions to vary materially from the forward-looking statements on this doc, together with however not restricted to: (i) the chance that the transaction is probably not accomplished in a well timed method or in any respect, which can adversely have an effect on the value of Software program Acquisition’s securities, (ii) the chance that the transaction is probably not accomplished by Software program Acquisition’s enterprise mixture deadline and the potential failure to acquire an extension of the enterprise mixture deadline if sought by Software program Acquisition, (iii) the failure to fulfill the circumstances to the consummation of the transaction, together with the adoption of the enterprise mixture settlement by the shareholders of Software program Acquisition and Otonomo, the satisfaction of the minimal belief account quantity following redemptions by Software program Acquisition’s public shareholders and the receipt of sure governmental and regulatory approvals, (iv) the dearth of a 3rd occasion valuation in figuring out whether or not to pursue the proposed enterprise mixture, (v) the prevalence of any occasion, change or different circumstance that would give rise to the termination of the enterprise mixture settlement, (vi) the impact of the announcement or pendency of the transaction on Otonomo’s enterprise relationships, efficiency, and enterprise usually, (vii) dangers that the proposed enterprise mixture disrupts present plans of Otonomo and potential difficulties in Otonomo worker retention because of the proposed transaction, (viii) the result of any authorized proceedings which may be instituted in opposition to Otonomo or in opposition to Software program Acquisition associated to the enterprise mixture settlement or the proposed enterprise mixture, (ix) the flexibility of Otonomo to checklist its abnormal shares on the Nasdaq, (x) volatility within the worth of the mixed firm’s securities attributable to a wide range of elements, together with modifications within the aggressive and extremely regulated industries through which Otonomo plans to function, variations in efficiency throughout opponents, modifications in legal guidelines and rules affecting Otonomo’s enterprise and modifications within the mixed capital construction, and (xi) the flexibility to implement enterprise plans, forecasts, and different expectations after the completion of the proposed enterprise mixture, and to establish and notice extra alternatives. The foregoing checklist of things shouldn’t be exhaustive. It’s best to fastidiously contemplate the foregoing elements and the opposite dangers and uncertainties described within the “Danger Components” part of Software program Acquisition’s, Quarterly Report on Type 10-Q, and different paperwork filed by Software program Acquisition on occasion with the U.S. Securities and Change Fee (the “SEC”) and the registration assertion on Type F-4 and proxy assertion/prospectus mentioned above. These filings establish and deal with different essential dangers and uncertainties that would trigger precise occasions and outcomes to vary materially from these contained within the forward-looking statements. Ahead-looking statements converse solely as of the date they’re made. Readers are cautioned to not put undue reliance on forward-looking statements, and Otonomo and Software program Acquisition assume no obligation and don’t intend to replace or revise these forward-looking statements, whether or not because of new info, future occasions, or in any other case.
Nothing on this communication ought to be thought to be a illustration by any individual that the forward-looking statements set forth herein will probably be achieved or that any of the contemplated outcomes of such forward-looking statements will probably be achieved.
Any monetary and capitalization info or projections on this communication are forward-looking statements which can be based mostly on assumptions which can be inherently topic to vital uncertainties and contingencies, a lot of that are past Otonomo’s and Software program Acquisition’s management. Whereas such info and projections are essentially speculative, Otonomo and Software program Acquisition consider that the preparation of potential monetary info includes more and more greater ranges of uncertainty the additional out the projection extends from the date of preparation. The assumptions and estimates underlying the projected outcomes are inherently unsure and are topic to all kinds of great enterprise, financial and aggressive dangers and uncertainties that would trigger precise outcomes to vary materially from these contained within the projections. The inclusion of economic info or projections on this communication shouldn’t be thought to be a sign that Otonomo or Software program Acquisition, or their respective representatives and advisors, thought of or contemplate the knowledge or projections to be a dependable prediction of future occasions.
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SOURCE: Otonomo Applied sciences, Ltd.
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For Otonomo Media Jodi Joseph Asiag Otonomo [email protected] Traders Michael Anderson Blueshirt Capital Advisors [email protected] For Software program Acquisition Group Inc. II Media and Traders Jonathan Huberman [email protected]
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