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 name of registrant as specified in its charter)

_________________________

Israel (State or other jurisdiction of incorporation or organization)	Not Applicable (I.R.S. Employer Identification No.)
16 Madison Square West 7th Floor New York, NY (Address of principal executive offices)	10010 (Zip code)
212-206-7633 (Registrant’s telephone number, including area code)

_________________________

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Ordinary shares, no par value	TBLA	The Nasdaq Global Market
Warrants to purchase ordinary shares	TBLAW	The Nasdaq Global Market

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

☒ Yes ☐ No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). ☒ Yes ☐ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☐	Accelerated filer	☒
Non-accelerated filer	☐	Smaller reporting company	☐
		Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

☐ Yes ☒ No

As of April 30, 2023 the Registrant had outstanding 297,952,725 Ordinary Shares and 45,198,702 Non-Voting Ordinary Shares.

Taboola.com Ltd.

Quarterly Report on Form 10-Q

Table of Contents

Page No.
	PART I.	FINANCIAL INFORMATION	4
	Item 1.	Financial Statements (Unaudited)	4
		Consolidated Interim Balance Sheets	5
		Consolidated Interim Statements of Income (Loss)	6
		Consolidated Interim Statements of Comprehensive Income (Loss)	7
		Consolidated Interim Statements of Shareholders’ Equity	8
		Consolidated Interim Statements of Cash Flows	9
		Notes to Consolidated Interim Financial Statements	11
	Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	27
	Item 3.	Quantitative and Qualitative Disclosures About Market Risk	45
	Item 4.	Controls and Procedures	46
	PART II.	OTHER INFORMATION	48
	Item 1.	Legal Proceedings	48
	Item 1A.	Risk Factors	48
	Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	48
	Item 3.	Defaults upon Senior Securities	48
	Item 4.	Mine Safety Disclosures	48
	Item 5.	Other Information	48
	Item 6.	Exhibits	49
	Signatures		50

Table of Contents

NOTE REGARDING FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q contains forward-looking statements. All statements contained in this Quarterly Report on Form 10-Q other than statements of historical fact, including statements regarding our future results of operations and financial position, our business strategy and plans, and our objectives for future operations, are forward-looking statements. The words “believe,” “may,” “will,” “estimate,” “continue,” “anticipate,” “intend,” “expect,” and similar expressions are intended to identify forward-looking statements. We have based these forward-looking statements largely on our current expectations and projections about future events and trends that we believe may affect our financial condition, results of operations, business strategy, short-term and long-term business operations and objectives, and financial needs. These forward-looking statements are subject to a number of risks, uncertainties and assumptions, including those described in Part I, Item 1A, “Risk Factors” in our Annual Report on Form 10-K. Moreover, we operate in a very competitive and rapidly changing environment. New risks emerge from time to time. It is not possible for our management to predict all risks, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements we may make. In light of these risks, uncertainties and assumptions, the future events and trends discussed in this Quarterly Report on Form 10-Q may not occur and actual results could differ materially and adversely from those anticipated or implied in the forward-looking statements. We undertake no obligation to revise or publicly release the results of any revision to these forward-looking statements, except as required by law. Given these risks and uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements.

Unless otherwise stated or unless the context otherwise requires, the terms “Company,” “the registrant,” “our company,” “the company,” “we,” “us,” “our,” “ours,” and “Taboola” refer to Taboola.com Ltd., a company organized under the laws of the State of Israel, and its consolidated subsidiaries.

Table of Contents

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements

TABOOLA.COM LTD.

CONSOLIDATED INTERIM FINANCIAL STATEMENTS

AS OF MARCH 31, 2023

UNAUDITED

INDEX

	Page

Consolidated Interim Balance Sheets	5

Consolidated Interim Statements of Income (Loss)	6

Consolidated Interim Statements of Comprehensive Income (Loss)	7

Consolidated Interim Statements of Shareholders’ Equity	8

Consolidated Interim Statements of Cash Flows	9-10

Notes to Consolidated Interim Financial Statements	11-26

Table of Contents

TABOOLA.COM LTD.

CONSOLIDATED INTERIM BALANCE SHEETS

U.S. dollars in thousands, except share and per share data

	March 31,		December 31,
	2023		2022
	Unaudited
ASSETS
CURRENT ASSETS
Cash and cash equivalents	$	218,849	$	165,893
Short-term investments		55,582		96,914
Restricted deposits		1,091		750
Trade receivables (net of allowance for credit losses of $9,242 and $6,748 as of March 31, 2023 and December 31, 2022, respectively)		212,346		256,708
Prepaid expenses and other current assets		73,531		73,643
Total current assets		561,399		593,908
NON-CURRENT ASSETS
Long-term prepaid expenses		41,262		42,945
Commercial agreement asset		289,451		—
Restricted deposits		3,998		4,059
Deferred tax assets, net		3,218		3,821
Operating lease right of use assets		67,740		66,846
Property and equipment, net		71,731		73,019
Intangible assets, net		173,177		189,156
Goodwill		555,931		555,869
Total non-current assets		1,206,508		935,715
Total assets	$	1,767,907	$	1,529,623


LIABILITIES AND SHAREHOLDERS’ EQUITY
CURRENT LIABILITIES
Trade payables	$	223,040	$	247,504
Short-term operating lease liabilities		15,663		14,753
Accrued expenses and other current liabilities		95,182		102,965
Current maturities of long-term loan		33,000		3,000

SEC Form 10-Q filed by Taboola.com Ltd.