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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 3/06/24 Oddity Tech Ltd. 20-F 12/31/23 101:13M Toppan Merrill/FA |
Document/Exhibit Description Pages Size
1: 20-F Annual or Annual-Transition Report by a Foreign HTML 3.54M
Non-Canadian Issuer
2: EX-1.1 Underwriting Agreement or Conflict Minerals Report HTML 263K
3: EX-2.2 Plan of Acquisition, Reorganization, Arrangement, HTML 55K
Liquidation or Succession
4: EX-4.14 Instrument Defining the Rights of Security Holders HTML 46K
5: EX-4.15 Instrument Defining the Rights of Security Holders HTML 48K
6: EX-4.16 Instrument Defining the Rights of Security Holders HTML 129K
7: EX-8.1 Opinion of Counsel re: Tax Matters HTML 32K
10: EX-13.1 Annual or Quarterly Report to Security Holders HTML 30K
11: EX-13.2 Annual or Quarterly Report to Security Holders HTML 30K
13: EX-97.1 Clawback Policy re: Recovery of Erroneously HTML 44K
Awarded Compensation
8: EX-12.1 Statement re: the Computation of Ratios HTML 34K
9: EX-12.2 Statement re: the Computation of Ratios HTML 34K
12: EX-15.1 Letter re: Unaudited Interim Financial Info HTML 29K
19: R1 Document and Entity Information HTML 106K
20: R2 Consolidated Balance Sheets HTML 152K
21: R3 Consolidated Balance Sheets (Parentheticals) HTML 54K
22: R4 Consolidated Statements of Income HTML 88K
23: R5 Consolidated Statements of Comprehensive Income HTML 50K
24: R6 Statements of Redeemable A Shares and HTML 136K
Shareholders' Equity
25: R7 Consolidated Statements of Cash Flows HTML 143K
26: R8 General HTML 34K
27: R9 Significant Accounting Policies HTML 127K
28: R10 Acquisitions HTML 40K
29: R11 Cash and Cash Equivalents, Restricted Cash, HTML 103K
Short-Term Deposits and Marketable Securities
30: R12 Fair Value Measurement HTML 79K
31: R13 Inventory HTML 39K
32: R14 Property, Plant and Equipment HTML 48K
33: R15 Goodwill and Other Intangible Assets, Net HTML 89K
34: R16 Other Accounts Payable and Accrued Expenses HTML 42K
35: R17 Loans HTML 34K
36: R18 Contingencies HTML 31K
37: R19 Leases HTML 65K
38: R20 Shareholders' Equity HTML 115K
39: R21 Earnings Per Share HTML 184K
40: R22 Geographical Information HTML 55K
41: R23 Taxes on Income HTML 181K
42: R24 Related Party Transactions HTML 34K
43: R25 Digital Securities HTML 33K
44: R26 Subsequent Events HTML 31K
45: R27 Significant Accounting Policies (Policies) HTML 192K
46: R28 Significant Accounting Policies (Tables) HTML 65K
47: R29 Acquisitions (Tables) HTML 36K
48: R30 Cash and Cash Equivalents, Restricted Cash, HTML 106K
Short-Term Deposits and Marketable Securities
(Tables)
49: R31 Fair Value Measurement (Tables) HTML 78K
50: R32 Inventory (Tables) HTML 40K
51: R33 Property, Plant and Equipment (Tables) HTML 46K
52: R34 Goodwill and Other Intangible Assets, Net (Tables) HTML 93K
53: R35 Other Accounts Payable and Accrued Expenses HTML 42K
(Tables)
54: R36 Leases (Tables) HTML 68K
55: R37 Shareholders' Equity (Tables) HTML 98K
56: R38 Earnings Per Share (Tables) HTML 179K
57: R39 Geographical Information (Tables) HTML 56K
58: R40 Taxes on Income (Tables) HTML 174K
59: R41 General (Details) HTML 41K
60: R42 Significant Accounting Policies (Details) HTML 63K
61: R43 Significant Accounting Policies - Estimated Useful HTML 39K
Lives (Details)
62: R44 SIGNIFICANT ACCOUNTING POLICIES - Intangible HTML 40K
Assets Estimated Useful Lives (Details)
63: R45 SIGNIFICANT ACCOUNTING POLICIES - Comprehensive HTML 48K
income (Details)
64: R46 Acquisitions (Details) HTML 42K
65: R47 Acquisitions - Schedule of purchase price HTML 45K
allocation (Details)
66: R48 Cash and Cash Equivalents, Restricted Cash, HTML 51K
Short-Term Deposits and Marketable Securities
(Details)
67: R49 Cash and Cash Equivalents, Restricted Cash, HTML 44K
Short-Term Deposits and Marketable Securities -
Marketable securities by contractual maturities
(Details)
68: R50 CASH AND CASH EQUIVALENTS, RESTRICTED CASH, HTML 47K
SHORT-TERM DEPOSITS AND MARKETABLE SECURITIES -
Amortized cost and fair value of marketable
securities (Details)
69: R51 CASH AND CASH EQUIVALENTS, RESTRICTED CASH, HTML 35K
SHORT-TERM DEPOSITS AND MARKETABLE SECURITIES -
Additional information (Details)
70: R52 Fair Value Measurement (Details) HTML 47K
71: R53 Inventory (Details) HTML 37K
72: R54 Property, Plant and Equipment (Details) HTML 48K
73: R55 GOODWILL AND OTHER INTANGIBLE ASSETS, NET - HTML 34K
Goodwill (Details)
74: R56 GOODWILL AND OTHER INTANGIBLE ASSETS, NET - Other HTML 47K
intangible assets, net (Details)
75: R57 GOODWILL AND OTHER INTANGIBLE ASSETS, NET - Future HTML 43K
amortization expense (Details)
76: R58 Other Accounts Payable and Accrued Expenses HTML 37K
(Details)
77: R59 Loans (Details) HTML 46K
78: R60 Leases - (Details) HTML 42K
79: R61 Leases - Supplemental balance sheet information HTML 38K
related to operating leases (Details)
80: R62 LEASES - Future minimum lease payments under HTML 47K
non-cancelable operating lease agreements
(Details)
81: R63 SHAREHOLDERS' EQUITY - Narratives (Details) HTML 134K
82: R64 SHAREHOLDERS' EQUITY - Schedule of company's stock HTML 63K
option activity (Details)
83: R65 SHAREHOLDERS' EQUITY - Schedule of weighted HTML 51K
average assumptions (Details)
84: R66 SHAREHOLDERS' EQUITY - Schedule of Unvested RSUs HTML 55K
(Details)
85: R67 EARNINGS PER SHARE - Additional Information HTML 35K
(Details)
86: R68 EARNINGS PER SHARE - Computation of basic and HTML 78K
diluted earnings per share (Details)
87: R69 GEOGRAPHICAL INFORMATION - Revenue from customers HTML 37K
(Details)
88: R70 GEOGRAPHICAL INFORMATION - Long-lived assets HTML 34K
(Details)
89: R71 TAXES ON INCOME - Narratives (Details) HTML 45K
90: R72 TAXES ON INCOME - Deferred income taxes (Details) HTML 65K
91: R73 TAXES ON INCOME - Effective tax rate HTML 58K
reconciliation (Details)
92: R74 TAXES ON INCOME - Income Tax Expense (Details) HTML 62K
93: R75 TAXES ON INCOME - Unrecognized tax benefits HTML 39K
(Details)
94: R76 Related Party Transactions (Details) HTML 48K
95: R77 Digital Securities (Details) HTML 47K
96: R78 Subsequent Events (Details) HTML 36K
98: XML IDEA XML File -- Filing Summary XML 175K
101: XML XBRL Instance -- tmb-20231231x20f_htm XML 2.73M
97: EXCEL IDEA Workbook of Financial Report Info XLSX 170K
15: EX-101.CAL XBRL Calculations -- tmb-20231231_cal XML 231K
16: EX-101.DEF XBRL Definitions -- tmb-20231231_def XML 603K
17: EX-101.LAB XBRL Labels -- tmb-20231231_lab XML 1.51M
18: EX-101.PRE XBRL Presentations -- tmb-20231231_pre XML 1.09M
14: EX-101.SCH XBRL Schema -- tmb-20231231 XSD 189K
99: JSON XBRL Instance as JSON Data -- MetaLinks 539± 826K
100: ZIP XBRL Zipped Folder -- 0001104659-24-031179-xbrl Zip 1.15M
Exhibit 4.15
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To | Date: January 30, 2024 |
Oddity Tech Ltd. (hereinafter: the “Company”)
Dear Sir/Madam,
Pursuant to your request, we wish to inform you that we, Bank Leumi Le-Israel Ltd. (hereinafter: the “Bank”), will be willing in principle to extend credit to you in foreign exchange for a total amount that will not exceed USD 30,000,000 (USD thirty million) (hereinafter: the “Credit Facility” or the “Credit”) for your routine activity and/or short-term bridge financing in accordance with the Company’s needs, and all subject to all the terms and conditions set forth in this Deed below:
1. | The Credit Facility |
1.1. | The Credit Facility shall be extended as short-term credits for an overall amount that shall not exceed USD 30,000,000 (USD thirty million), whereby the drawdown date for the aforementioned credits shall occur no later than _______. “Short-term Credits” mean – credits whose final repayment date occurs no later than 30 (thirty) days after the date of their provision, and in any event no later than the drawdown date. |
1.2. | The Credit will bear variable annual interest of Daily Simple SOFR in addition to a margin of 2.7%. The Daily Simple SOFR interest calculation format, its definition and the definition of the benchmark interest rate – as of the date of signing this Deed alone – are as set forth in Appendix A of this Letter. |
It should be clarified that the definition of the variable interest (Daily Simple SOFR interest in addition to the interest margin) and/or its rate, will vary in accordance with the changes occurring in the aforementioned interest rate as shall be set forth in the definition of the aforementioned interest rate as part of the Credit documents to be signed on the date of extending the credit in practice.
1.3. | The remaining terms and conditions of each Credit, including the definition of the interest described in this Deed as abovementioned, the interest calculation period, the Credit period (provided that in any event this involves Short-term Credits, as defined above) and the interest payment dates, shall be as shall be agreed in writing between the Bank and you prior to its extension. |
1.4. | It is hereby clarified that the Credit Facility also includes Credits of any type or kind that the Bank has provided you in practice in any account prior to signing this Deed and/or any Credit Facility agreed between the Bank and you prior to signing this Deed. |
2. | Collateral |
2.1. | The provision of any Credit from the Credit Facility as well as its continued management shall be contingent upon the fact that in order to guarantee the repayment of all your debts and the fulfillment of all your obligations towards the Bank, you shall create and record in favor of the Bank a special, first-ranking deed of set-off, regarding all the funds in the account/deposit no. ___________ managed in the Company’s name at the ______________ branch of the Bank, and all the rights in respect of and in relation to the aforementioned account/deposit, whereby the aforementioned deposit is clear of any lien, attachment or other right of any third party. |
3. | The undertakings |
The provision of any Credit from the Credit Facility as well as its continued management shall be contingent upon the fulfillment of all the following obligations:
3.1. | The following liens that you have created in favor of Bank Hapoalim shall be canceled: |
3.1.1. | A first-ranking fixed lien dated October 27, 2021, on the Company's rights in account no. * * * managed in the Company's name at Branch * * *of Bank Hapoalim Ltd. (Lien No. 3 on the Company’s information sheet). |
3.1.2. | A floating lien dated October 27, 2021 (Lien No. 3 on the Company’s information sheet). |
3.2. | The Company’s documents of incorporation, including the Company Articles of Association, will enable the Company to take out Credit articles of Association sign the obligations in favor of the credit provider, without any limitation. |
3.3. | A Deed of Undertaking (Covenant) will be signed by you towards the Bank that will include, inter alia, financial stipulations, under the terms and conditions and the wording attached to this Letter and marked as “A.” |
3.4. | You shall sign an undertaking to the Bank not to create liens on your assets, in the wording attached to this Deed as an integral part thereof and marked “B.” |
3.5. | IM PRO MAKEUP NY LP (hereinafter: the “First Guarantor”) shall sign an ongoing guarantee unlimited in amount to secure all your debts and to fulfill your obligations towards the Bank. |
3.6. | The First Guarantor shall sign an undertaking not to create current liens on its assets, in the wording attached to this Deed as an integral part thereof and marked “B.” |
3.7. | We shall receive an expert opinion from an attorney who is familiar with the laws of the state of incorporation of the First Guarantor, whose identity shall be to the satisfaction of the Bank, in the wording attached to this Deed as an integral part thereof and marked “C.” |
3.8. | Spoiled Child INC (hereinafter: the “Second Guarantor”) shall sign an ongoing guarantee unlimited in amount to secure all your debts and to fulfill your obligations towards the Bank. |
3.9. | The Second Guarantor shall sign an undertaking not to create current liens on its assets, in the wording attached to this Deed as an integral part thereof and marked “B.” |
3.10. | We shall receive an expert opinion from an attorney who is familiar with the laws of the state of incorporation of the Second Guarantor, whose identity shall be to the satisfaction of the Bank, in the wording attached to this Deed as an integral part thereof and marked “C.” |
3.11. | It is clarified that in addition to all the undertakings set forth above, in order to secure the full and precise payment of all your debts and obligations, all the other collateral and guarantees of any type or kind that were given and/or shall be given to the Bank by you and/or by any third party for you shall be available to the Bank. |
4. | Additional terms and conditions for the provision of the Credits: |
In addition to the aforementioned, the provisions of the Credits, all or part of them, and their continued management shall be contingent upon the fulfillment of all the additional terms and conditions as follows:
4.1. | You shall sign for us and provide us, immediately on our demand, with all the documents and the certifications that shall be required at our discretion, in the wording acceptable to us in order to extend the Credit and create the undertakings set forth above. |
4.2. | No event shall occur which entitles the Bank, under any document signed and/or to be signed by you, including and without derogating from the generality of the aforementioned, under the provisions of the General Terms Agreement for the Provision of Credits in Foreign Exchange and in Israeli Currency – that is the norm at the Bank – to require immediate repayment of your debts and obligations towards |
the Bank, all or part of them, whether the occurrence or non-occurrence of the aforementioned event is dependent on you or not.
4.3. | You, your controlling shareholders, any entity included and/or that shall be included in your Group and anybody acting on your behalf, shall not appear on the Sanctions List of any of the following entities: |
4.3.1. | The Israel Ministry of Defense list of designations |
4.3.2. | The European Union |
4.3.3. | The USA (OFAC) |
4.3.4. | The UN |
You shall not incorporate under the laws of a state nor shall bear citizenship nor be residents of a state that appears on these lists.
Any such listing shall constitute grounds for cancellation of the Bank's consent to extend the Credit and/or to call for its immediate repayment and to limit the activity in your accounts.
4.4. | According to the Bank, no change shall occur that prevents, prohibits or limits the Bank’s possibilities to extend the Credits, including a change in the local or the international money market, or a change ensuing from a demand, directive or request that was issued or referred by the Bank of Israel or by another competent authority, whether the aforementioned directive, the demand or the request shall ensue from a change in the law or whether it ensues from an agreement concluded or that shall be concluded from time to time between the Bank and the Bank of Israel or any other competent authority, nor in the Bank's opinion shall there be any legal impediment to the provision of the Credit, all or part thereof, under any provision of law. |
In this Deed, “provision of law” means – any provision of law and legislation as well as the provisions of the Bank of Israel and of any other competent authority, whether they are of legal validity or not, and including agreements between the Bank of Israel or another competent authority, as aforementioned.
4.5. | For the avoidance of doubt alone, it is hereby clarified that the continued management of the Credits is subject to all the Bank's rights and subject to all your undertakings under all the documents that were signed and shall be signed by you and/or under any law, and nothing stated in this Deed shall prejudice, in any manner the Bank's rights and/or your undertakings under any other document to be signed by you for the Bank. |
5. | Our proposal to extend the Credit Facility under this Letter shall come into effect by the date of _____________ including, you shall confirm by your signature on the margins of this Letter your consent to all the terms and conditions set forth above and shall provide us with a copy of this Letter approved by you. |
6. | Commissions |
An additional condition for this Letter to come into effect is that you pay us the following commissions:
6.1. | Credit allocation commission |
Throughout the entire duration of the period in which the Credit Facility shall be valid, you shall pay us a credit allocation commission that shall amount to a rate of 0.32% per annum and it shall be calculated on the unutilized balance of the Credit Facility. A check of the total sum of the unutilized Credit Facility will be conducted on a daily basis and payment of the commission in respect of this
shall be made retroactively at the end of each calendar month, commencing from the date of the commencement of the validity of the Credit Facility.
6.2. | Handling fees for credit documents are pursuant to the Bank’s commission fee price list. |
7. | The Company's rights under this Deed are not transferable or assignable in any manner to any third party. Presentation of this Letter of ours or any part of its content to any entity shall be done only after obtaining our prior, written authorization. |
Sincerely,
Bank Leumi Le-Israel Ltd.
| |
To | Date: January 30, 2024 |
Bank Leumi Le-Israel Ltd.
Dear Sir/Madam,
We agree to what has been set forth in your Letter above and undertake to act according to it.
| /s/ ODDITY TECH Ltd. | |
| |
I the undersigned, Nadav Meir Illouz the attorney of Oddity Tech Ltd. (hereinafter: the “Corporation”) hereby certify that the above certification was signed before my as required by law by Messrs. Chen Russo and _______________________ who are authorized, pursuant to the provisions of the Corporation’s documents of incorporation, to sign in its name the above certification and that the aforementioned is binding on the Corporation.
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| Signature and stamp |
| This ‘20-F’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed as of: | 3/6/24 | |||
| Filed on: | 3/5/24 | 6-K | ||
| 1/30/24 | ||||
| For Period end: | 12/31/23 | |||
| 10/27/21 | ||||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 3/12/24 Oddity Tech Ltd. F-1 93:21M Toppan Merrill/FA |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 7/10/23 Oddity Tech Ltd. F-1/A 7:18M Toppan Merrill/FA 6/23/23 Oddity Tech Ltd. F-1 19:59M Toppan Merrill/FA |