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 OF
THE SECURITIES EXCHANGE ACT OF 1934
For the Month of March 2023
Commission File Number 001-40504
Tremor International Ltd.
(Translation of registrant’s name into English)
82 Yigal Alon Street, Tel Aviv 6789124, Israel
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover 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): ☐
Explanatory Note
On March 21, 2023, March 22, 2023, and March 23, 2023, the Company issued announcements titled “Share buyback-transaction in own shares”
pursuant to the AIM Market Rules, copies of which are attached as Exhibit 99.1, 99.2, and 99.3 to this Form 6-K.
The information in this report of foreign private issuer on Form 6-K is hereby incorporated by reference into the Company’s
registration statement on Form S-8 (Registration No. 333-258731), to be a part thereof from the date on which this report is submitted, to the extent not superseded by documents or reports subsequently filed or furnished.
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Exhibit 99.1
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Company announcement dated March 21, 2023, “Share buyback-transaction in own shares”.
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Exhibit 99.2
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Company announcement dated March 22, 2023, “Share buyback-transaction in own shares”.
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Exhibit 99.3
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Company announcement dated March 23, 2023, “Share buyback-transaction in own shares”.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed
on its behalf by the undersigned, thereunto duly authorized.
Tremor International Ltd.
| By: |
/S/ Sagi Niri
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| Name: |
Sagi Niri
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| Title: |
Chief Financial Officer
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Date: March 27, 2023
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Exhibit List
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Exhibit 99.1
21 March 2023
Tremor International Ltd
(“Tremor” or the “Company”)
Share buyback-transaction in own shares
Tremor International Ltd. (AIM/NASDAQ: TRMR) ("Tremor" or the "Company"), a global leader in Video, Data, and Connected TV ("CTV")
advertising offering an end-to-end technology platform that enables advertisers to optimize their campaigns and media partners to maximize yield on their digital advertising inventory, announces that on 20 March
2023 it bought-back 35,000 ordinary shares of NIS0.01 each in the capital of the Company ("Ordinary Shares") in the AIM market at an average price of 215.91 pence per Ordinary Share. The Ordinary Shares were acquired through finnCap Ltd. pursuant
to the Company’s Buyback Programme on the AIM market as announced on 20 September 2022 and will be reclassified as dormant shares under the Israeli Companies Law (without any rights attached thereon) and will be held in treasury.
Total Voting Rights
For the purposes of the Financial Conduct Authority’s Disclosure and Transparency Rules, Tremor notifies the market that as at the
date of this announcement, the Company’s issued share capital consists of 190,559,347 ordinary shares with a nominal value of NIS0.01 each (“Ordinary Shares”), along with 48,213,275 shares reclassified as
dormant shares under the Israeli Companies Law (without any rights attached thereon), the Company holds these dormant shares in Treasury. Therefore, the total number of shares with voting rights is 142,346,072.
The above figure of 142,346,072 Ordinary Shares may be used by shareholders in the Company as the denominator for the calculations by
which they will determine if they are required to notify their interest in, or a change in their interest in, the share capital of the Company under the FCA’s Disclosure and Transparency Rules.
The information communicated in this announcement contains inside information for the purposes of Article 7 of the Market Abuse
Regulation (EU) No. 596/2014.
For further information or enquiries please contact:
Tremor International Ltd.
Billy Eckert, Senior Director Investor Relations
ir@tremorinternational.com
KCSA (U.S. Investor Relations)
David Hanover, Investor Relations
tremorir@kcsa.com
Vigo Consulting (U.K. Financial PR & Investor Relations)
Jeremy Garcia
Kate Kilgallen
Tel: +44 20 7390 0230 or tremor@vigoconsulting.com
finnCap Ltd.
Jonny Franklin-Adams / Charlie Beeson / George Dollemore (Corporate Finance)
Tim Redfern / Harriet Ward (ECM)
Tel: +44 20 7220 0500
Stifel Nicolaus Europe Limited
Fred Walsh
Alain Dobkin
Nick Adams
Richard Short
Tel: +44 20 7710 7600
The information communicated in this announcement contains inside information for the purposes of Article 7 of the Market Abuse
Regulation (EU) No. 596/2014. The Company confirms that it is no longer in possession of any unpublished price sensitive information.
About Tremor International
Tremor is a global company offering an end-to-end technology advertising platform, operating across three core capabilities - Video,
Data and CTV. Tremor's unique approach is centered on offering a full stack of end-to-end solutions which provides it with a major competitive advantage within the video advertising ecosystem.
Tremor Video helps advertisers deliver impactful brand stories across all screens through the power of innovative video technology
combined with advanced audience data and captivating creative content. Tremor Video's innovative video advertising technology has offerings in CTV, in-stream, out-stream and in-app. To learn more, visit www.tremorvideo.com
Amobee optimizes outcomes for advertisers and media companies, while providing a better consumer experience. Its platform assists
customers by furthering their audience development, optimizing their cross-channel performance across all TV, connected TV, and digital media, and driving new customer growth through detailed analytics and reporting. To learn more, visit www.amobee.com
Unruly, the media side of Tremor, drives real business outcomes in multiscreen advertising. Its programmatic platform efficiently and
effectively delivers performance, quality, and actionable data to demand and supply-focused clients and partners. Tremor has a meaningful number of direct integrations with premium publishers, unique demand relationships with a variety of advertisers
and privileged access to News Corp inventory. Unruly connects to the world's largest DSPs and is compatible with most Ad Age top 100 brands. To learn more, visit www.unruly.co
Tremor is headquartered in Israel and maintains offices throughout the United States, Canada, Europe, Asia-Pacific and is traded on
the London Stock Exchange (AIM: TRMR) and NASDAQ: (TRMR).
For more information, visit: https://www.tremorinternational.com/
Exhibit 99.2
22 March 2023
Tremor International Ltd
(“Tremor” or the “Company”)
Share buyback-transaction in own shares
Tremor International Ltd. (AIM/NASDAQ: TRMR) ("Tremor" or the "Company"), a global leader in Video, Data, and Connected TV
("CTV") advertising offering an end-to-end technology platform that enables advertisers to optimize their campaigns and media partners to maximize yield on their digital advertising inventory, announces that on 21
March 2023 it bought-back 43,172 ordinary shares of NIS0.01 each in the capital of the Company ("Ordinary Shares") in the AIM market at an average price of 223.47 pence per Ordinary Share. The Ordinary Shares were acquired through finnCap Ltd.
pursuant to the Company’s Buyback Programme on the AIM market as announced on 20 September 2022 and will be reclassified as dormant shares under the Israeli Companies Law (without any rights attached thereon) and will be held in treasury.
Total Voting Rights
For the purposes of the Financial Conduct Authority’s Disclosure and Transparency Rules, Tremor notifies the market that as at
the date of this announcement, the Company’s issued share capital consists of 190,559,347 ordinary shares with a nominal value of NIS0.01 each (“Ordinary Shares”), along with 48,256,447 shares reclassified
as dormant shares under the Israeli Companies Law (without any rights attached thereon), the Company holds these dormant shares in Treasury. Therefore, the total number of shares with voting rights is 142,302,900.
The above figure of 142,302,900 Ordinary Shares may be used by shareholders in the Company as the denominator for the
calculations by which they will determine if they are required to notify their interest in, or a change in their interest in, the share capital of the Company under the FCA’s Disclosure and Transparency Rules.
The information communicated in this announcement contains inside information for the purposes of Article 7 of the Market Abuse
Regulation (EU) No. 596/2014.
For further information or enquiries please contact:
Tremor International Ltd.
Billy Eckert, Senior Director Investor Relations
ir@tremorinternational.com
KCSA (U.S. Investor Relations)
David Hanover, Investor Relations
tremorir@kcsa.com
Vigo Consulting (U.K. Financial PR & Investor Relations)
Jeremy Garcia
Kate Kilgallen
Tel: +44 20 7390 0230 or tremor@vigoconsulting.com
finnCap Ltd.
Jonny Franklin-Adams / Charlie Beeson / George Dollemore (Corporate Finance)
Tim Redfern / Harriet Ward (ECM)
Tel: +44 20 7220 0500
Stifel Nicolaus Europe Limited
Fred Walsh
Alain Dobkin
Nick Adams
Richard Short
Tel: +44 20 7710 7600
The information communicated in this announcement contains inside information for the purposes of Article 7 of the Market Abuse
Regulation (EU) No. 596/2014. The Company confirms that it is no longer in possession of any unpublished price sensitive information.
About Tremor International
Tremor is a global company offering an end-to-end technology advertising platform, operating across three core capabilities -
Video, Data and CTV. Tremor's unique approach is centered on offering a full stack of end-to-end solutions which provides it with a major competitive advantage within the video advertising ecosystem.
Tremor Video helps advertisers deliver impactful brand stories across all screens through the power of innovative video
technology combined with advanced audience data and captivating creative content. Tremor Video's innovative video advertising technology has offerings in CTV, in-stream, out-stream and in-app. To learn more, visit www.tremorvideo.com
Amobee optimizes outcomes for advertisers and media companies, while providing a better consumer experience. Its platform
assists customers by furthering their audience development, optimizing their cross-channel performance across all TV, connected TV, and digital media, and driving new customer growth through detailed analytics and reporting. To learn more, visit www.amobee.com
Unruly, the media side of Tremor, drives real business outcomes in multiscreen advertising. Its programmatic platform
efficiently and effectively delivers performance, quality, and actionable data to demand and supply-focused clients and partners. Tremor has a meaningful number of direct integrations with premium publishers, unique demand relationships with a
variety of advertisers and privileged access to News Corp inventory. Unruly connects to the world's largest DSPs and is compatible with most Ad Age top 100 brands. To learn more, visit www.unruly.co
Tremor is headquartered in Israel and maintains offices throughout the United States, Canada, Europe, Asia-Pacific and is traded
on the London Stock Exchange (AIM: TRMR) and NASDAQ: (TRMR).
For more information, visit: https://www.tremorinternational.com/
Exhibit 99.3
23 March 2023
Tremor International Ltd
(“Tremor” or the “Company”)
Share buyback-transaction in own shares
Tremor International Ltd. (AIM/NASDAQ: TRMR) ("Tremor" or the "Company"), a global leader in Video, Data, and Connected TV
("CTV") advertising offering an end-to-end technology platform that enables advertisers to optimize their campaigns and media partners to maximize yield on their digital advertising inventory, announces that on 22
March 2023 it bought-back 47,495 ordinary shares of NIS0.01 each in the capital of the Company ("Ordinary Shares") in the AIM market at an average price of 228.67 pence per Ordinary Share. The Ordinary Shares were acquired through finnCap Ltd.
pursuant to the Company’s Buyback Programme on the AIM market as announced on 20 September 2022 and will be reclassified as dormant shares under the Israeli Companies Law (without any rights attached thereon) and will be held in treasury.
Total Voting Rights
For the purposes of the Financial Conduct Authority’s Disclosure and Transparency Rules, Tremor notifies the market that as at
the date of this announcement, the Company’s issued share capital consists of 190,559,347 ordinary shares with a nominal value of NIS0.01 each (“Ordinary Shares”), along with 48,303,942 shares reclassified
as dormant shares under the Israeli Companies Law (without any rights attached thereon), the Company holds these dormant shares in Treasury. Therefore, the total number of shares with voting rights is 142,255,405.
The above figure of 142,255,405 Ordinary Shares may be used by shareholders in the Company as the denominator for the
calculations by which they will determine if they are required to notify their interest in, or a change in their interest in, the share capital of the Company under the FCA’s Disclosure and Transparency Rules.
This marks the end of the share buyback as announced on 20th September 2022. The Board will continue to evaluate the
best use of its capital going forwards.
The information communicated in this announcement contains inside information for the purposes of Article 7 of the Market Abuse
Regulation (EU) No. 596/2014.
For further information or enquiries please contact:
Tremor International Ltd.
Billy Eckert, Senior Director Investor Relations
ir@tremorinternational.com
KCSA (U.S. Investor Relations)
David Hanover, Investor Relations
tremorir@kcsa.com
Vigo Consulting (U.K. Financial PR & Investor Relations)
Jeremy Garcia
Kate Kilgallen
Tel: +44 20 7390 0230 or tremor@vigoconsulting.com
finnCap Ltd.
Jonny Franklin-Adams / Charlie Beeson / George Dollemore (Corporate Finance)
Tim Redfern / Harriet Ward (ECM)
Tel: +44 20 7220 0500
Stifel Nicolaus Europe Limited
Fred Walsh
Alain Dobkin
Nick Adams
Richard Short
Tel: +44 20 7710 7600
The information communicated in this announcement contains inside information for the purposes of Article 7 of the Market Abuse
Regulation (EU) No. 596/2014. The Company confirms that it is no longer in possession of any unpublished price sensitive information.
About Tremor International
Tremor is a global company offering an end-to-end technology advertising platform, operating across three core capabilities -
Video, Data and CTV. Tremor's unique approach is centered on offering a full stack of end-to-end solutions which provides it with a major competitive advantage within the video advertising ecosystem.
Tremor Video helps advertisers deliver impactful brand stories across all screens through the power of innovative video
technology combined with advanced audience data and captivating creative content. Tremor Video's innovative video advertising technology has offerings in CTV, in-stream, out-stream and in-app. To learn more, visit www.tremorvideo.com
Amobee optimizes outcomes for advertisers and media companies, while providing a better consumer experience. Its platform
assists customers by furthering their audience development, optimizing their cross-channel performance across all TV, connected TV, and digital media, and driving new customer growth through detailed analytics and reporting. To learn more, visit www.amobee.com
Unruly, the media side of Tremor, drives real business outcomes in multiscreen advertising. Its programmatic platform
efficiently and effectively delivers performance, quality, and actionable data to demand and supply-focused clients and partners. Tremor has a meaningful number of direct integrations with premium publishers, unique demand relationships with a
variety of advertisers and privileged access to News Corp inventory. Unruly connects to the world's largest DSPs and is compatible with most Ad Age top 100 brands. To learn more, visit www.unruly.co
Tremor is headquartered in Israel and maintains offices throughout the United States, Canada, Europe, Asia-Pacific and is traded
on the London Stock Exchange (AIM: TRMR) and NASDAQ: (TRMR).
For more information, visit: https://www.tremorinternational.com/