Exhibit 10.16


 


SEVENTH AMENDMENT


TO


AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT


 


This
Seventh Amendment to Amended and Restated Loan and Security Agreement (this “Amendment”) is entered into this 21st
day of June, 2021, by and between SILICON VALLEY BANK (“Bank ”) and OUTBRAIN INC., a Delaware corporation
(“Borrower”) whose address is 39 West 13th Street, 3rd Floor, New York, New York 10011.


 


Recitals


 


A.           Bank and
Borrower have entered into that certain Amended and Restated Loan and Security Agreement dated as of September 15, 2014, as amended by
that certain First Amendment to Amended and Restated Loan and Security Agreement by and between Borrower and Bank dated as of November
20, 2014, as further amended by that certain Second Amendment to Amended and Restated Loan and Security Agreement by and between Borrower
and Bank dated as of January 27, 2016, as further amended by that certain Third Amendment to Amended and Restated Loan and Security Agreement
by and between Borrower and Bank dated as of August 25, 2016, as further amended by that certain Fourth Amendment to Amended and Restated
Loan and Security Agreement dated as of October 6, 2016, amended by that certain Fifth Amendment to Amended and Restated Loan and Security
Agreement, dated as of November 2, 2018, and as further amended by that certain Sixth Amendment to Amended and Restated Loan and Security
Agreement, dated as of March 27, 2020 (as amended, and as the same may from time to time be further amended, modified, supplemented or
restated, the “Loan Agreement”).


 


B.            Bank
has extended credit to Borrower for the purposes permitted in the Loan Agreement.


 


C.           
Borrower has requested that Bank amend the Loan Agreement to make certain revisions to the Loan Agreement as more fully set forth
herein.


 


D.          
Bank has agreed to so amend certain provisions of the Loan Agreement, but only to the extent, in accordance with the terms, subject
to the conditions and in reliance upon the representations and warranties set forth below.


 


Agreement


 


NOW, THEREFORE,
in consideration of the foregoing recitals and other good and valuable consideration, the receipt and adequacy of which is hereby
acknowledged, and intending to be legally bound, the parties hereto agree as follows:


 


1.            
Definitions. Capitalized terms used but not defined in this Amendment shall have the meanings given to them in the Loan Agreement.


 


 2.             Amendments to Loan Agreement. 




 


2.1        Section 6.8(a) (Operating Accounts).
     Section 6.8(a) is amended in its entirety and replaced with the following:








 



     


     


    

 


“            (a)       Maintain all of Borrower’s,
any of its Subsidiaries’ operating accounts, depository accounts and excess cash with Bank or Bank’s Affiliates with the exception
of the Offshore Accounts.”


 


2.2        Section 6.9 (Financial Covenants).
     Section 6.9(b) is amended in its entirety and replaced with the following:


 


              “(b)       EBITDA.
Achieve, measured as of the last day of each period set forth below on a trailing six (6) month basis, EBITDA of at least the following
amounts:


 


	Period	 	Minimum
    EBITDA	 
	June 30,
    2021	 	$	14,000,000	 
	September
    30, 2021 and thereafter	 	$	11,000,000	 



 


For the avoidance of doubt, Bank waives testing of the
foregoing covenant for the six (6) month period ending March 30, 2021.”


 


2.3        Section 13.1 (Definitions).
    The following terms and their definitions set forth in Section 13.1 are amended in their entirety and replaced with the following:


 


“            “Offshore Accounts”
are accounts maintained by Borrower’s Subsidiaries outside the United States and United Kingdom with financial institutions other
than Bank or Bank’s Affiliates, provided that the maximum balance maintained in such accounts does not exceed the aggregate amount
of Forty-Five Million Dollars ($45,000,000.00) at any time.”


 


2.4         Section 13.1 (Definitions).
      The following defined terms set forth in Section 13.1 are deleted in their entirety:


 


“            “HSBC Accounts”
is defined in Section 6.8(a).”


 


“            “Outbrain UK”
means Outbrain UK Ltd., a company organized under the laws of England and Wales, and a wholly-owned Subsidiary of Borrower.”


 


2.5         Exhibit B (Compliance
Certificate).    The Compliance Certificate appearing as Exhibit B to the Loan Agreement is amended in its entirety and replaced
with the Compliance Certificate in the form of Schedule 1 attached hereto.


 


3.             Limitation
of Amendments.


 


3.1        The amendments
set forth in Section 2 above are effective for the purposes set forth herein and shall be limited precisely as written and shall not be
deemed to (a) be a consent to any amendment, waiver or modification of any other term or condition of any Loan Document, or (b) otherwise
prejudice any right or remedy which Bank may now have or may have in the future under or in connection with any Loan Document.





 






     


     


    




 


3.2        This Amendment
shall be construed in connection with and as part of the Loan Documents and all terms, conditions, representations, warranties, covenants
and agreements set forth in the Loan Documents, except as herein amended, are hereby ratified and confirmed and shall remain in full force
and effect.


 


4.            Representations
and Warranties. To induce Bank to enter into this Amendment, Borrower hereby represents and warrants to Bank as follows:


 


4.1        Immediately
after giving effect to this Amendment (a) the representations and warranties contained in the Loan Documents are true, accurate and complete
in all material respects as of the date hereof (except to the extent such representations and warranties relate to an earlier date, in
which case they are true and correct as of such date), and (b) no Event of Default has occurred and is continuing;


 


4.2         Borrower
has the power and authority to execute and deliver this Amendment and to perform its obligations under the Loan Agreement, as amended
by this Amendment;


 


4.3        The organizational
documents, as amended, of Borrower previously delivered to Bank remain true, accurate and complete and have not been amended, supplemented
or restated and are and continue to be in full force and effect, or have otherwise been delivered by Borrower to Bank in connection with
this Amendment;


 


4.4        The execution
and delivery by Borrower of this Amendment and the performance by Borrower of its obligations under the Loan Agreement, as amended by
this Amendment, have been duly authorized;


 


4.5        The execution and
delivery by Borrower of this Amendment and the performance by Borrower of its obligations under the Loan Agreement, as amended by this
Amendment, do not and will not contravene (a) any law or regulation binding on or affecting Borrower, (b) any contractual restriction
with a Person binding on Borrower, (c) any order, judgment or decree of any court or other governmental or public body or authority,
or subdivision thereof, binding on Borrower, or (d) the organizational documents of Borrower;


 


4.6        The execution
and delivery by Borrower of this Amendment and the performance by Borrower of its obligations under the Loan Agreement, as amended by
this Amendment, do not require any order, consent, approval, license, authorization or validation of, or filing, recording or registration
with, or exemption by any governmental or public body or authority, or subdivision thereof, binding on Borrower, except as already has
been obtained or made; and


 


4.7        This Amendment
has been duly executed and delivered by Borrower and is the binding obligation of Borrower, enforceable against Borrower in accordance
with its terms, except as such enforceability may be limited by bankruptcy, insolvency, reorganization, liquidation, moratorium or other
similar laws of general application and equitable principles relating to or affecting creditors’ rights.


 






     


     


    

 


5.            Ratification
of Intellectual Property Security Agreement. Borrower hereby ratifies, confirms and reaffirms, all and singular, the terms and conditions
of a certain Intellectual Property Security Agreement dated as of November 20, 2014 between Borrower and Bank, as supplemented by that
certain First Supplement to Intellectual Property Security Agreement between Borrower and Bank dated as of January 27, 2016, as further
supplemented by that certain Second Supplement to Intellectual Property Security Agreement between Borrower and Bank dated as of August
9, 2016, as further supplemented by that certain Third Supplement to Intellectual Property Security Agreement between Borrower and Bank
dated as of April 24, 2020, and as further supplemented by that certain Fourth Supplement to Intellectual Property Security Agreement
between Borrower and Bank dated as of the date hereof (as supplemented, the “Intellectual Property Security Agreement”)
and acknowledges, confirms and agrees that said Intellectual Property Security Agreement (a) contains an accurate and complete listing
of all Intellectual Property Collateral, as defined in said Intellectual Property Security Agreement, except for such additional Intellectual
Property Collateral set forth in the Updated Perfection Certificate and (b) shall remain in full force and effect.


 


6.            Perfection Certificate. Attached
as Schedule 2 hereto is an updated Perfection Certificate (the “Updated Perfection Certificate”). Borrower agrees that
all references in the Loan Agreement to “Perfection Certificate” shall hereinafter be deemed to be a reference to the Updated
Perfection Certificate.


 


7.           
Integration. This Amendment and the Loan Documents represent the entire agreement about this subject matter and supersede prior negotiations
or agreements. All prior agreements, understandings, representations, warranties, and negotiations between the parties about the subject
matter of this Amendment and the Loan Documents merge into this Amendment and the Loan Documents.


 


8.            
Counterparts. This Amendment may be executed in any number of counterparts and all of such counterparts taken together shall be deemed
to constitute one and the same instrument. Each party hereto may execute this Amendment by electronic means and recognizes and accepts
the use of electronic signatures and records by any other party hereto in connection with the execution and storage hereof.


 


9.            
Effectiveness. As a condition precedent to the effectiveness of this Amendment (the “Seventh Amendment Effective
Date”) and the Bank’s obligation to make further Advances under the Revolving Line, the Bank shall have received the
following documents prior to or concurrently with this Amendment, each in form and substance acceptable to Bank:


 


		9.1	this Amendment duly executed by each party hereto;



 


9.2          a good
standing certificate of Borrower, certified by the Secretary of State of the state of incorporation of Borrower, dated as of a date
no earlier than thirty (30) days prior to the Seventh Amendment Effective Date;


 


9.3         certified
copies, dated as of a recent date, of financing statement searches of Borrower, as Bank may request and which shall be obtained by
Bank, accompanied by written evidence (including any UCC termination statements) that the Liens revealed in any such search either
(i) will be terminated prior to or in connection with the Agreement, or (ii) in the sole discretion of Bank, will constitute
Permitted Liens;


 






     


     


    

 


9.4         the
Updated Perfection Certificate;




 


9.5         Borrower’s
payment of Bank’s legal fees and expenses incurred in connection with this Amendment;


 


9.6         evidence
satisfactory to Bank that the insurance policies required for Borrower are in full force and effect, together with appropriate evidence
showing lender loss payable, notice of cancellation and additional insured clauses or endorsements in favor of Bank and


 


9.7         such additional
documents as Bank may reasonably request to effectuate the terms of this Amendment.


 


[Signature page follows.]








 



     


     


    




 





IN WITNESS WHEREOF, the parties
hereto have caused this Amendment to be duly executed and delivered as of the date first written above.


 


 


	BANK	 	BORROWER
	 
	SILICON VALLEY BANK	 	OUTBRAIN INC.
	 	 	 
	By:		 	By:	
	Name:	Dylan Wong	 	Name:	Barry Schofield
	Title:	Vice President	 	Title:	Vice President, Corporate Finance & Treasurer










 



     


     


    




 


	 	EXHIBIT B	Schedule 1 to Seventh Amendment	 
	 	 	 	 
	 	COMPLIANCE CERTIFICATE	 	 	 
	TO:	SILICON VALLEY BANK	Date:	 
	FROM:	OUTBRAIN INC.	 	 	 


 


The undersigned,
in his or her capacity as authorized officer of Outbrain Inc. (“Borrower”) and not in her or her individual capacity
certifies that under the terms and conditions of the Loan and Security Agreement between Borrower and Bank (as amended, the “Agreement”):
(1) Borrower is in complete compliance for the period ending _______________ with all required covenants except as noted below; (2) there
are no Events of Default; (3) all representations and warranties in the Agreement are true and correct in all material respects on this
date except as noted below; provided, however, that such materiality qualifier shall not be applicable to any representations
and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those
representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as
of such date; (4) Borrower, and each of its Subsidiaries, has timely filed all required tax returns and reports, and Borrower has timely
paid all foreign, federal, state and local taxes, assessments, deposits and contributions owed by Borrower except as otherwise permitted
pursuant to the terms of Section 5.9 of the Agreement; and (5) no Liens have been levied or claims made against Borrower or any of its
Subsidiaries relating to unpaid employee payroll or benefits of which Borrower has not previously provided written notification to Bank.
Attached are the required documents supporting the certification. The undersigned certifies that these are prepared in accordance with
GAAP consistently applied from one period to the next except as explained in an accompanying letter or footnotes. The undersigned acknowledges
that no borrowings may be requested at any time or date of determination that Borrower is not in compliance with any of the terms of the
Agreement, and that compliance is determined not just at the date this certificate is delivered. Capitalized terms used but not otherwise
defined herein shall have the meanings given them in the Agreement.


 


Please indicate compliance status by circling Yes/No under
 “Complies” column.


 


	Reporting Covenants	Required	Complies
	 	 	 	 
	Monthly financial statements with	Monthly within 30 days	Yes	No
	Compliance Certificate	 	 	 
	Annual financial statement (CPA Audited) + CC	FYE within 180 days	Yes	No
	10-Q, 10-K and 8-K	Within 5 days after filing with SEC	Yes	No
	A/R & A/P Agings	Monthly within 30 days	Yes	No
	Borrowing Base Reports	Monthly
    within 7 Business Days and with each request for an Advance	Yes	No
	Projections	FYE within 30 days	Yes	No
	409A Report	As completed, but at least annually	Yes	No
	Capitalization Table	As updated, but at least annually	Yes	No
	The
    following Intellectual Property was registered (or a registration application submitted) after the Effective Date (if no registrations,
    state “None).	 
	 	                           	 	 	 	 
	 	 	 	 	 	 
	 	 	 	 



 






     


     


    




 


	Financial Covenants	Required	Actual	Complies
	 	 	 	 
	Maintain as indicated:	 	 	 
	Liquidity Ratio	1.15:1.00	_____:1.00	Yes  No
	EBITDA	*	$_____	Yes  No


*See Section 6.9(b)


 


	Streamline Period	Applies
	 	 	   
	Liquidity Ratio > 1.75:1.00 or	Prime + 0.25%	Yes  No
	Uncapped Availability Ratio > 1.50:1.00	 	   
	Liquidity Ratio ≤ 1.75:1.00 and	Prime + 0.75%	Yes  No
	Uncapped Availability Ratio < 1.50:1.00	 	   



 


The following financial covenant analysis
and information set forth in Schedule 1 attached hereto are true and accurate as of the date of this Certificate.


 


The following are the exceptions with
respect to the certification above: (If no exceptions exist, state “No exceptions to note.”)








 


 


 





 


	OUTBRAIN INC.	 	BANK USE ONLY
	 	 	 
		 	Received by:  	 
	By:	 	 	 	AUTHORIZED SIGNER
	Name:	 	 	Date:	 
	Title:	 	 	 
	   	 	 	Verified:	
	   	 	 	 	AUTHORIZED SIGNER
	   	 	 	Date:	
	 	 	 	 	 
	   	 	 	Compliance Status:
Yes   No




  






     


     


    

 


Schedule 1 to Compliance Certificate


 


Financial Covenants of Borrower


 


In the event of a conflict between
this Schedule and the Loan Agreement, the terms of the Loan Agreement shall govern.


 


I.       Liquidity Ratio
(Section 6.9(a))


 


		Required:	Maintain at all times, to be certified to Bank as of the last day of each month,
a Liquidity Ratio of greater than 1.15 to 1.00. In connection therewith, Borrower shall also comply with the requirement set forth in
the definition of Quick Assets.



 


	Actual:	 	 	 	 	 
	 	 	 	 	 	 
	A.	Aggregate value of Borrower’s unrestricted and unencumbered cash	$	 
	B.	Aggregate value
    of Borrower’s net billed accounts receivable, determined according to GAAP	$	 
	C.	Quick Assets (the sum of lines A and B)	 	 	$	 
	D.	Aggregate value of accounts payable of Borrower	 	 	$	 
	E.	Aggregate value of traffic acquisition cost accruals	 	 	$	 
	F.	Line C minus line D minus line E	 	 	$	 
	G.	Aggregate value of all Obligations	 	 	$	 
	H.	Liquidity Ratio (line E divided by line G)	 	 	 	 
	 	 	 	 	 	 
	Is line H greater than 1.15:1:00?	 	 	 	 
	 	 	 	 	 





	 	No, not in compliance	 	Yes, in compliance



 


Is the unrestricted and unencumbered cash of Borrower in
Deposit Accounts at Bank equal to or greater than $12,500,000?


 


	 	No, not in compliance	 	Yes, in compliance




 









     


     


    




 


II.       EBITDA (Section
6.9(b))


 


	Required:	Achieve, measured as of the last day of each period set forth below on a trailing six (6) month basis, EBITDA of at least the following
amounts:




 


	Period	 	Minimum
    EBITDA	 
	June 30,
    2021	 	$	14,000,000	 
	September
    30, 2021 and thereafter	 	$	11,000,000	 



 


Actual: all amounts measured on a trailing six (6) month basis:


 


	A.	Net Income of Borrower	$	           	 
	 	 	 	 	 	 	 
	B.	To the extent included in the determination of Net Income:	 	 	 	 
	 	 	 	 	 	 	 
	 	1.	Interest Expense	$	           	 
	 	 	 	 	 	 	 
	 	2.	Depreciation expense	$	           	 
	 	 	 	 	 	 	 
	 	3.	Amortization expense	$	           	 
	 	 	 	 	 	 	 
	 	4.	To
    the extent deducted in the calculation of Net Income, federal, state and local income taxes, whether paid, payable or accrued	$	           	 
	 		 	 	 	 
	 	5.	Non-cash
    expenses reflected in Net Income in an amount not to exceed $2,500,000 in any fiscal year	$	           	 
	 	 	 	 	 	 	 
	 	6.	Non-cash stock compensation expense	$	           	 
	 	 	 	 	 	 	 
	 	7.	Non-recurring
    add-backs in an amount not to exceed $2,500,000 in any fiscal year	$	           	 
	 	 	 	 	 	 	 
	 	8.	Other
    add-backs to EBITDA approved by Bank on a case-by-case basis in its sole
    discretion (including non-recurring deal related costs, such approval not to be unreasonably withheld)	$	           	 
	 		 	 	 	 
	 	9.	The sum of lines 1 through 8	$	           	 
	 	 	 	 	 	 
	C.	EBITDA (line A plus line B.9)	 	  	           	 
	 	 	 	 	 	 	 


 


Is line C at least (loss not worse than) $_________________?


  


	 	No, not in compliance	 	Yes, in compliance











 






     


     


    

 


 


 



 


	III.	Streamline Period (Liquidity Ratio or Uncapped Availability
Ratio)




 


Was
the Liquidity Ratio set forth in line H above greater than 1.75:1:00 for each consecutive day in the immediately preceding calendar month?
   




 


		 No, not in Streamline Period	 	 Yes, in Streamline Period




 


Uncapped
Availability Ratio:    


 


	A.	Borrowing Base	$	 
	 	 	 	 
	B.	Aggregate value of all Obligations of Borrower to Bank including the amount of all outstanding Letters of Credit, but excluding all Obligations under the Mezzanine Loan Agreement	$	 
	 	 
	 	 
	C.	Uncapped Availability Ratio (line A divided by line B)	 	 



 


Was
the Uncapped Availability Ratio set forth in line C above greater than 1.50:1:00 for each consecutive day in the immediately preceding
calendar month?


 


		 No, not in Streamline Period	 	 Yes, in Streamline Period






 






     


     


    

 


Schedule 2 to Seventh Amendment


 


Updated Perfection Certificate


 


(Attached.)


 






     


     


    

 


	To: Silicon Valley Bank	 	Perfection Certificate




 


Notes:


 


	1.	This is a form designed to be completed in Microsoft Word. 



 


	2.	If there is not enough space for your answer, use the continuation sheet at the
end of this form or attach a separate Word document with the additional information. 



 


	3.	When completed, submit this form by e-mail or fax to Silicon Valley Bank. Please
also print this form and submit a hard copy signed by an officer of the Company. 



 


	4.	This completed and executed certificate is a condition to closing and funding the loan. Information
contained herein may have an impact on the drafting of the loan documents. The sooner this completed certificate is received by Silicon
Valley Bank, the more likely it is that the transaction can be finalized in a timely manner. 



 


PERFECTION CERTIFICATE


 


	TO: 	SILICON VALLEY BANK




 


The undersigned, the Vice President,
Corporate Finance & Treasury of Outbrain Inc. (the “Company”), hereby represents and warrants to
you on behalf of the Company as follows:


 


	 	1.	NAMES OF THE COMPANY




 


a.            The name of the Company as it appears in its current Articles or Certificate of Incorporation is:





 


Outbrain Inc.


 


 b.            The federal employer identification number of the Company is:




 


20 5391629


 


 c.            The Company is formed under the laws of the State of




 


Delaware


 


 d.            The organizational identification number issued to the Company under its jurisdiction of formation is:




 


4203949


 


e.            The Company transacts
business in the following states (and/or countries) (list jurisdictions other than jurisdiction of formation):


 


Throughout
the USA and internationally. The Company has offices in: New York, Illinois, California, Brazil, the United Kingdom, Spain, France,
Germany, Italy, Israel, Slovenia, Netherlands, Belgium, Singapore, Japan and Australia. The Company’s data centers are located in:
New Jersey, Illinois and California, Amsterdam and Singapore.


 


f.            The Company is duly
qualified to transact business as a foreign entity in the following states (and/or countries) (list jurisdictions other than jurisdiction
of formation):


 






    -1-


     


    

 


The Company is duly qualified to transact business in
the following states:


 




	To: Silicon Valley Bank	 	Perfection Certificate






 


	California	 
	Colorado	 
	Delaware	 
	Georgia	 
	Illinois	 
	Massachusetts	 
	Michigan	 
	Minnesota	 
	North Carolina	 
	Ohio	 
	Texas	 
	Washington	 
	New York	 
	Washington DC	 
	Pennsylvania	 
	Indiana	 
	Rhode Island	 




 


g.            Does the Company
have any employee(s) performing work in the State of California?


 


Yes      x
          No     ̈


 


h.             The following is a list of all other
names (including fictitious names, d/b/a’s, trade names or similar names) currently used by the Company or used within the past
five years:


 


	Name	Period of Use	Note whether prior legal name,
	 	 	fictitious  name,  d/b/a,  trade
	 	 	name, etc.
	 	 	 
	N/A	 	 
	 	 	 


 


h.              The following
are the legal names and jurisdictions of formation of all entities which have been merged into the Company during the past five years:


 


	Legal Name of Merged Entity	Entity Jurisdiction of Formation	Year of Merger
	N/A	 	 


 






    -2-


     


    





 





	To: Silicon Valley Bank	 Perfection Certificate




 


i.                The following
are the legal names and addresses (including jurisdictions of formation) of all entities from whom the Company has acquired any personal
property in a transaction not in the ordinary course of business during the past five years, together with the date of such acquisition
and the type of personal property acquired (e.g., equipment, inventory, etc.):


 


	Legal Name	Jurisdiction
    of Formation / Address	Date
    of Acquisition	Type of Property
	 	 	 	 
	 	 	 	 
	Monitization Advanced	Israel	2018	IP, license to their
	Advertising Technologies	 	 	AdNgin
	Ltd.	 	 	technology
	 	 	 	 
	Zemanta Holding USA,	Delaware	July 13, 2017	 
	Inc.	 	 	 
	 	 	 	 
	Ligatus GmbH	Germany	April 1, 2019	 
	 	 	 	 


 


		2.	EQUITY-RELATED MATTERS 



 





	 	a.	Is the Company publicly-traded or privately held?
	 	 	 	 
	 	 	Public  ̈	Private þ
	 	 	 	 
	 	b.	If public, provide the following information:




 


	Date
    of Listing	N/A
	 	 
	Exchange (e.g., NASDAQ, NYSE, LSE,
    etc.)	 
	 	 
	Ticker/Trading symbol	 
	 	 
	Tax/Accounting Year	 
	 	 
	Is the Company current in its SEC
    and/or other reporting?	 
	 	 
	Last report filed	 
	 	 




 


		c.	If private, attach a current capitalization table as a schedule.



 


		3.	PARENT/SUBSIDIARIES OF THE COMPANY 



 


a.            The legal name of
each subsidiary and parent of the Company is as follows. (A “parent” is an entity directly owning more than 50% of the
outstanding capital stock of the Company. A “subsidiary” is an entity, 50% or more of the outstanding capital stock of
which is directly owned by the Company.)


 






    -3-


     


    

 


	To:
    Silicon Valley Bank	 	Perfection Certificate
	Name	Subsidiary/Parent	Fed. Employer ID No.
	Outbrain UK Ltd	Sub þ   Parent  ̈	 
	Outbrain Israel Ltd	Sub
    þ   Parent
     ̈	 
	Outbrain Singapore Pty. Ltd	Sub
    þ   Parent
     ̈	 
	Outbrain Australia PTY Ltd	Sub
    þ   Parent
     ̈	 
	Outbrain Monetizacao de Contuedo Ltda	Sub
    þ   Parent
     ̈	 
	Outbrain Japan KK	Sub
    þ   Parent
     ̈	 
	Outbrain Germany Gmbh	Sub
    þ   Parent
     ̈	 
	Outbrain New Zealand Limited	Sub
    þ   Parent
     ̈	 
	Outbrain India Private Limited	Sub
    þ   Parent
     ̈	 
	Outbrain AMC LLC	Sub
    þ   Parent
     ̈	 
	Zemanta Holding USA, Inc.	Sub
    þ   Parent
     ̈	 
	Ligatus GmbH	Sub
    þ   Parent
     ̈	 
	Outbrain Spain S.L. (Spain)	Sub
    þ   Parent
     ̈	 
	Outbrain Italy S.r.l. (Italy)	Sub
    þ   Parent
     ̈	 
	Outbrain Netherlands B.V. (NL)	Sub
    þ   Parent
     ̈	 
	Outbrain Belgium BVBA (BE)	Sub
    þ   Parent
     ̈	 
	Outbrain France SAS (France)	Sub
    þ   Parent
     ̈	 
	New Ottawa, Inc.	Sub
    þ   Parent
     ̈	 
	Ottawa Merger Sub, Inc.	Sub
    þ   Parent
 ̈    	 


 


b. The following is a list of the respective
jurisdictions and dates of formation of the parent and each subsidiary of the Company:


 


	Name	Jurisdiction	Date of Formation
	Outbrain Inc.	Delaware, U.S.A.	August 11, 2006
	Outbrain UK Ltd	United Kingdom	December 29, 2010
	Outbrain Israel Ltd	Israel	September 5, 2006
	Outbrain Singapore Pty. Ltd	Singapore	July 10, 2012
	Outbrain Australia PTY Ltd	Australia	July 4, 2012
	Outbrain Monetizacao de Contuedo Ltda	Brazil	April 18, 2013


 






    -4-


     


    

  


	To:
    Silicon Valley Bank	 	Perfection
    Certificate
	Outbrain Japan KK	Japan	October 3, 2013
	Outbrain India Private Limited	India	August 4, 2015
	Outbrain Germany Gmbh	Germany	August 1, 2014
	Outbrain New Zealand Limited	New Zealand	August 24, 2016
	Outbrain AMC LLC	Delaware	September 10, 2015
	Zemanta Holding USA, Inc.	Delaware	July 13, 2017
	Ligatus GmbH	Germany	April 1, 2019
	Outbrain France SAS	France	 
	Outbrain Italy S.r.l.	Italy	 
	Outbrain Netherlands B.V.	Netherlands	 
	Outbrain Belgium BVBA	Belgium	 
	New Ottawa, Inc.	Delaware	September 27, 2019
	Ottawa Merger Sub, Inc.	Delaware	September 27, 2019


 


c. The following
is a list of all other names (including fictitious names, d/b/a’s, trade names or similar names) currently used by each subsidiary
of the Company or used during the past five years:


 


	Name	Subsidiary
	N/A	 


 


d. The following
are the names of all entities which have been merged into a subsidiary of the Company during the five years:


 


	Name	Subsidiary
	Visual Revenue Inc.	Visual Revenue LLC
	Zemanta Holding USA, Inc.	Zemanta, Inc.
	OBL Inc.; OBL Acquisition Inc.	Ligatus GmbH


 


e. The following
are the names and addresses of all entities from whom each subsidiary of the Company has acquired any personal property in a transaction
not in the ordinary course of business during the past five years, together with the date of such acquisition and the type of personal
property acquired (e.g., equipment, inventory, etc.):


 









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	Name	Address	Date of	Type of Property	Subsidiary
	 	 	Acquisition	 	 
	 	 	 	 	 
	Zemanta, Inc.  	N/A  	July 13, 2017  	All tangible and intangible property	Zemanta Holding USA, Inc.
	Ligatus GmbH  	N/A  	April 1, 2019  	All tangible and intangible property	Ligatus, S.L.U. (Spain);
	Ligatus S.r.l. (Italy);
	 	 	 	 	Outbrain Netherlands
	 	 	 	 	B.V. (NL); Outbrain
	 	 	 	 	Belgium BVBA (BE);
	 	 	 	 	Outbrain France SAS (France)




 





4.           LOCATIONS
OF COMPANY AND ITS SUBSIDIARIES


 


a.        The Company and each of its subsidiaries
maintain books or records at the following addresses:


 


	Complete street and mailing address, including county	Name of Company/Subsidiary	 
	 	 	 
	 	Outbrain Inc.	 
	615 South DuPont Highway, Dover, Delaware 19901	 	 
	 	 	 
	 	Outbrain AMC LLC	 
	 	 	 
	 	Zemanta Holding USA, Inc.	 
	 	 	 
	 	 	 
	100 New Bridge Street	Outbrain UK Ltd	 
	 	 
	EC4V 6JA	 	 
	London, UK	 	 
	 	 	 
	c/o COVISORY C & A LIMITED PARTNERSHIP, 12a Jack	Outbrain New Zealand Ltd	 
	 	 
	Conway Avenue, Manukau, Auckland, 2104 , New Zealand	 	 
	 	 	 
	Suite 2204 Level 22, 520 Oxford Street, Bondi Junction, NSW, 2022	Outbrain Australia PTY Ltd	 
	 	 
	 	 	 
	30 Cecil Street, #19-08 Prudential Tower, Singapore 049712	Outbrain Singapore Pty. Ltd	 
	 	 
	 	 	 


 















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	Oberanger 28, 80331 Munich / Germany	Outbrain Germany Gmbh	 
	 	 
	 	 	 
	6 Arye Regev Street, 1st & 2nd Floor, Netanya, Israel 4250213	Outbrain Israel Ltd	 
	 	 	 
	1206, Lodha Supremus, Senapati Bapat Marg, Upper Worli, Opp. Lodha	Outbrain India Private Limited	 
	World Tower, Lower Parel West, Mumbai 400013, Maharashtra, India	 	 
	 	Outbrain Monetizacao de	 
	Alameda Santos, 2300, suite 11 – part, CEP 01418-200	Contuedo Ltda	 
	 	 	 
	Ebisu SA building, 1-20-5 Ebisu nishi, Shibuya-ku, Tokyo	Outbrain Japan KK	 
	 	 	 
	Zemanta d.o.o.	Zemanta, Inc.	 
	Celovska 32	 	 
	SI-1000 Ljubljana	 	 
	Slovenia	 	 
	 	 	 
	Christophstr. 19, 50670 Koln	Ligatus GmbH	 
	 	 	 
	10 rue chaptal, 75009 Paris	Outbrain France SAS	 
	 	 	 
	Ronda General Mitre, 28-30, Barcelona	Outbrain Spain S.L.	 
	08017 Barcelona	 	 
	Spain	 	 
	 	 	 
	Louis Schmidtlaan 87, Etterbeek (1040 Brussel)	Outbrain Belgium BVBA	 
	 	 	 
	Corso Magenta 56	Outbrain Italy Srl	 
	Milano (MI),	 	 
	Cap 20123	 	 
	Italy	 	 
	 	 	 
	Nieuwezijds Voorburgwal 162, 1012 SJ Amsterdam	Outbrain Netherlands BV	 
	 	 	 


 


b.          The Company and its subsidiaries own,
lease, or occupy real property located at the following addresses and maintain equipment, inventory, or other property at such address:


 









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	Complete
street and mailing address, including county	Name of	Equipment/Inventory/other
Collateral	 
	 	Company/Subsidiary	 
	 	 	 	 
	In process of securing new NY office address	Outbrain Inc.	Office furniture & computer
equipment	 
	 	 	 	 
	150 North Wacker Drive, Chicago, IL 60606	 	 	 
	 	 	 	 
	 	 	 	 
	175 High Holborn, London WC1V 7AA	Outbrain UK Ltd	Office furniture & computer	 
	 	 
	 	 	equipment	 
	Paseo de la Castellana, 43 Madrid, M, 28046, Spain	 	 	 
	 	 	 	 
	Oberanger 28, 80331 München	 	 	 
	 	 	 	 
	 	 	 	 
	 	 	 	 
	 	Ligatus GmbH	Office furniture & computer	 
	10 rue chaptal, 75009 Paris	 
	(and subsidiaries)	equipment	 
	 	 	 	 
	Christophstr. 19, 50670 Koln	 	 	 
	 	 	 	 
	Nieuwezijds Voorburgwal 162, Amsterdam	 	 	 
	 	 	 	 
	Louis Schmidtlaan 87 Blvd, 1040, Etterbeek (Belgium)	 	 	 
	 	 	 	 
	Via Sant'Antonio 5, 20122 Milano	 	 	 
	 	 	 	 
	6 Arye Regev Street, 1st   2nd, and 5th  Fl., Netanya, Israel	Outbrain Israel Ltd	Office furniture & computer	 
	4250213	 	equipment	 
	 	 	 	 
	1 George Street, #10-01, Singapore 049145	Outbrain	Office furniture & computer	 
	 	Singapore Pty. Ltd	equipment	 
	 	 	 	 
	N/A	Outbrain India	 	 
	 	 	 
	 	Private Limited	 	 
	 	 	 	 
	241 Commonwealth Street, Surry Hills, NSW 2010 (The	Outbrain Australia	Office furniture & computer	 
	Georges – shared space)	PTY Ltd	equipment	 
	 	 	 	 
	N/A	Outbrain	 	 
	 	 	 
	 	Monetizacao de	 	 
	 	Contuedo Ltda	 	 
	 	 	 	 
	Ebisu SA building, 1-20-5 Ebisu nishi, Shibuya-ku, Tokyo  	Outbrain Japan KK	Office furniture & computer equipment	
	 	 	 	 
	Outbrain Cage IE136 c/o ServerCentral, 2200 Busse	Outbrain Inc.	Data center / serving equipment	 
	Road, Elk Grove Village, IL, 60007	 		 
	 	 	 
	Outbrain / Internap, 1 North Enterprise Ave, Secaucus,	 	 	 
	NJ 07094	 	 	 




 






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	Raging
    Wire Data Centers	 	 	 
	1625
    National Dr (CA3) Sacramento, CA 95834	 	 	 
	Zemanta
    d.o.o.

Celovska
    32	Zemanta,
    Inc.	Office furniture & computer
    equipment	 
	 	 	 
	SI-1000
    Ljubljana	 	 	 
	Slovenia	 	 	 
	 	 	 	 
	 	 	 	 
	Zemanta
    – Data centers:	Zemanta,
    Inc.	Data
    center / serving equipment	 
	 	 
	Amsterdam
    AMS-01 Data Center	 	 	 
	J.W.
    Lucasweg 35, 2031 BE Haarlem, The Netherlands	 	 	 
	 	 	 	 
	Singapore
    SIN-01 Data Center, 1 Serangoon North Ave	 	 	 
	6,
    Singapore 554502	 	 	 
	 	 	 	 
	 	 	 	 


 


c.
The following are the names and addresses of all warehousemen, bailees, or other third parties who have possession of any of the Company’s
inventory, equipment, or other property or that of its subsidiaries:


 


	Name
    and complete mailing address of	Description
    of assets held with third party	Name
    of
	third
    party	including
    estimated FMV	Company/Subsidiary
	 	 	 
	N/A	 	 
	 	 	 


 


5.       SPECIAL
TYPES OF COLLATERAL


 


a. The Company and its subsidiaries own
(or have any ownership interest in) the following kinds of assets. Overview explanation


 


	Copyrights
    or copyright applications registered with the U.S. Copyright Office	Yes
     ̈	No
    þ
	Software
    registered with the U.S. Copyright Office	Yes
     ̈	No
    þ
	Software
    not registered with the U.S. Copyright Office	Yes
     ̈	No
    þ
	Patents
    and patent applications	Yes
    þ	No
     ̈
	Trademarks
    or trademark applications (including any service marks, collective marks and certification marks)	Yes
    þ	No
     ̈
	Licenses
    to use trademarks, patents and copyrights of others	Yes
     ̈	No
    þ
	Licenses,
    permits (including environmental), authorizations, or certifications issued by federal, state, or local governments issued to the
    Company and/or its subsidiaries or with respect to their assets, properties, or businesses	Yes
     ̈	No
    þ


 






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	Stocks,
    bonds or other securities held by the Company or its subsidiaries in other entities (Company or sub is the stock owner)	Yes
     ̈	No
    þ
	Promissory
    notes, or other instruments or evidence of indebtedness issued in favor of the Company or any of its subsidiaries (Company or sub
    is the lender)	Yes
     ̈	No
    þ
	Leases
    of equipment, security agreements naming the Company or its subsidiaries as secured party or other chattel paper (Company or sub
    is the lessor/secured party)	Yes
    þ	No
     ̈
	Aircraft	Yes
     ̈	No
    þ
	Vessels,
    Boats or Ships	Yes
     ̈	No
    þ
	Railroad
    Rolling Stock	Yes
     ̈	No
    þ
	Motor
    Vehicles	Yes
     ̈	No
    þ





 





 






If the answer
is “yes” to any of the above questions, attach a Schedule 5(a) listing each asset owned by the Company and/or its subsidiaries
(separately identified and scheduled for each entity) and identifying which party owns the asset, the relevant jurisdiction (such as
IP registered in non-U.S. jurisdictions or the jurisdiction under which a motor vehicle is registered), each registration, application,
or other identification number, and all other relevant information. In the cases of licenses, include the relevant parties and the specific
property being licensed, and, if any licenses are material to the Company’s and/or any of its subsidiaries’ business, provide
copies of such licenses.


 


b. The following
are all banks, brokerages, or financial institutions at which the Company and its subsidiaries maintain deposit or securities accounts:


 


	Institution
    Name and Address	Account
    Number	Average
    Monthly	Name
    of Account Owner
	 	 	Balance
    in Account	 
	Silicon Valley Bank

    3003 Tasman Drive,

    Santa Clara, CA 95054
	3300992448	$563
    USD	Outbrain
    Inc.
	6600000031	$68,304,190
    USD	 
	3301163387	ZBA	 
	 	00500009274	$
    368,025 AUD	 
	 	00500009240	$682,714
    SGD	 
	 	0050009255	ILS
    1,000,054	 
	 	00500009289	$196,557
    CAD	 
	 	0500138806	$432  Euro	 
	 	0050030856	$76,069
    NZD	 
	HSBC	84028820	€12,127	Outbrain
    UK Ltd
	133
    Regent Street, UK W1B 4HX, UK	189/8843/005	€187,331	 
	 	84028839	€0	 
	 	74400725	€346,495	 



 






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	 	71478822	€15,027,954	 
	 	73930660	€ 7,733	 
	 	73930679	€ 92,176	 
	 	74201124	£ 855,060	 
	 	84966414	€ 38,731	 
	 	71481369	$3,627,028 USD	 
	
    Leumi Bank

    10 arie shenkar st. herzelia pitha, Israel
	744-111100/30	ILS 11,125,043	Outbrain Israel Ltd
	 	USD 288,022	 
	
    HSBC

    Level 32, 580 George Street, Sydney

    NSW 2000, Australia
	011-472891-001	$158,752 AUD	Outbrain Australia PTY Ltd
	011-472891-091	$0 USD
	 	 	 
	OCBC	641795349001	$157,041 SGD	Outbrain Singapore Pty. Ltd
	65 Chulia St. Singapore	503134744301	$0 USD
	Shinsei Bank	4006398575	663,535,419 JPY	Outbrain Japan KK
	4-3, 2 chrome, Muromachi,	 	 	 
	Nihombashi, Chuo-ku, Tokyo 103-8303	4006491641	$1,081 USD	 
	
    Banco Itau

    Av. Jardim Japao, 1420

    Jardim Brasil, Sao Paulo - SP
	61895-6	BRL 4,156,027	
    Outbrain Monetizacao de

    Contuedo Ltda

	 
	
    HSBC Trinkaus & Burkhardt AG

    Königsallee 21/23

    40212 Düsseldorf

    Germany
	1/4009/019 	€ 13,016	
    Outbrain Germany Gmbh

     

     

	
    Axis Bank

    Block No 3.Ground Floor, 120,Dinshaw

    Vachha Road Opp K.C.College,

    Churchgate Mumbai 400020
	917020063559067	INR 51,839,589 	
    Outbrain India

     

     

	
    UniCredit Banka Slovenija

    Smartinska 140

    SI 1000 Ljubjana
	SI56 2900 00050148 954	€ 107,424	Zemanta d.o.o
	Silicon Valley Bank	3300961446	$2,594,460 USD	Outbrain Inc (Zemanta)
	3003 Tasman Drive,	3301299706	ZBA	 
	Santa Clara, CA 95054	3301140229	$1,316 USD	 
	 	0050030860	0 AUD	 
	 	0500263809	366,228 Euro	 
	
    Deutsche Bank

    Alter Wall 53 Street

    20457 Hamburg
	20070000/03019860000	€ 121,259	Ligatus GmbH
	
    Deutsche Bank

    Sussrsale de Paris

    23-25 Avene Franklin Roosevelt

    Paris 75008
	10510092002	€76,334	Outbrain France SAS



 






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	Deutsche Bank

    Via Flippo Turati 25-27

    Milan, Italy 20121
	460770152	€627	Ligatus
    S.R.L
	Deutsche Bank

    Bijkantoor Brussel/Succ.de Bruxelles

    Marnixlaan 13-15 Av. Marnix B-1000

    Brussel/Burxelles
	BE85826000600306	€17,255	Outbrain
    Belgium BVBA
	Deutsche Bank

    Paseo de la Castellana, 18 28046

    Madrid
	00190030614010220115	€17,142	Ligatus
    SL
	 	 	 
	 	 	 
	ING	652280420	€24,083	Outbrain
    Netherlands B.V.
	Antwoordnummer
    6135	 	 	 
	8900VC
    Leeuwarden, Netherlands	 	 	 
	Wells Fargo Bank

    420 Montgomery Street, San

    Francisco, CA

     

     

     

     

     

     

     
	4122526254

    7775024156

    7775033793

    7770798184

    7770811508

    7770801202

    4122526254

    7775018570

    4122526254
	0.22 (SGD)

    0.08 (AUD)

    0.00 (CAD)

    0.18 (ILS)

    0.00 (INR)

    0.55 (NZD)

    0.25 (USD)

    0.21 (Zemanta)

    0.19 (Zemanta)
	Outbrain Inc and Zemanta Inc where noted (accounts only used for
    Tipalti)

     

     

     

     

     

     

     







Offshore Limit: 45,000,000 (Total USD 36M)





 


c.
             The following is a list of all payment transmitters or services (including, but not limited to: PayPal, Stripe, Square, Dwolla, Bitcoin,
or similar services) at or through which the Company and/or its subsidiaries hold, deposit, or transmit funds:


 


	Name
    of	Name
    of Payment	Type
    of	 	Average
    Monthly Balance
	Company/Subsidiary	Transmitter/Service	Account	Account
    ID/Name	in
    Account
	N/A	 	 	 	 



 


d.      Does or is it
contemplated that the Company will regularly receive letters of credit from customers or other third parties to secure payments of sums
owed to the Company? The following is a list of letters of credit naming the Company as “beneficiary” thereunder:


 


	LC
    Number	Name
    of LC Issuer	LC
    Applicant
	N/A	 	 


 


6.     DEBT/ENCUMBRANCES


 


a.     The Company and its subsidiaries
have the following outstanding debt for money borrowed (whether or not convertible) (please attach copies of all instruments evidencing
the debt):


 	Name
    and Address of Lender	Original
    Principal	Maturity
    Date	Secured/Unsecured
    (if
	 	Amount/
    Principal	 	secured,
    complete 6(b))
	 	Outstanding	 	 
	Silicon
    Valley Bank	0.00	November
    2, 2021	Secured
	3003
    Tasman Drive; Santa Clara,	 	 	 
	CA
    95054	 	 	 
	 	 	 	 
	Dell
    Financial Services	$4.2M	Various  (3  year	Secured
	One
    Dell Way Round Rock, TX	 	lease
    terms)	 



 




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Do not list debt that is to be repaid prior to or concurrently
with the SVB loan.


 


b.       The Company’s
and its subsidiaries’ properties are subject to the following liens or encumbrances:


 


	 	Description
    of Property Encumbered	 	 
	Name
    of Holder of

    Lien/Encumbrance	Name
    of

    Company/Subsidiary	 
	 	 
	 	 	 	 
	Spansion
    Israel Ltd.	Lien
    on rent deposit	Outbrain
    Israel LTD	 
	 	 	 	 
	The
    New School	LOC
    issued by SVB $1,150,000 re: year of	Outbrain
    Inc.	 
	 	rent	 	 
	 	 	 	 
	SVF
    North Wacker Chicago	LOC
    issued by SVB $19,521 for Chicago	Outbrain
    Inc.	 
	 	office	 	 
	 	 	 	 
	HSBC	Bank
    Guarantee for €346,333 for German	Outbrain
    UK Ltd.	 
	and
    French offices	 
	 	 	 	 
	Dell
    Financial Services	Data
    center equipment	Outbrain
    Inc.	 
	 	 	 	 



 


Do not list liens that are
to be terminated prior to or concurrently with the SVB loan.


 


7.       GOVERNMENT
REGULATION


 


The Company and its subsidiaries are
subject to regulation by the following federal, state or local government entity or any department, agency, or instrumentality thereof:


 





	Name
    of Regulatory Entity	Description
    of Regulation	Company/Subsidiary	 
	 	 	 	 
	N/A	 	 	 
	 	 	 	 


 






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8.       LITIGATION


 


a.
The following is a complete list of pending and threatened litigation or claims involving amounts claimed against the Company in an indefinite
amount or in excess of $50,000 in each case:


 


1. On April 18, 2019, an Application For The Approval of
a Class Action Lawsuit (“Application”) was filed against, inter alia, Outbrain Inc. and Outbrain Israel Ltd., with the
District Court of Tel Aviv – Jaffa in Israel, alleging violations of Israel's Consumer Protection Law. The claim is on account
of advertising on publishers sites, which the plaintiffs allege is not sufficiently labeled to allow the reader to distinguish
between articles (editorial) and promotional content. As of the date of this report, the litigation is in preliminary stages and we
are therefore unable to reasonably estimate the possible loss or range of loss, if any.


 


2. On April 29, 2021, we were
notified that the Antitrust Division of the U.S. Department of Justice (“DOJ”) is conducting a criminal investigation into
the hiring activities in our industry that includes us. Though the subpoena indicated a May 27, 2021 production date, Outbrain’s
attorneys Wilson Sonsini have had several meetings with the DOJ and are mutually agreeing on the timing and priority of document production
to facilitate the DOJ’s investigation. The Company is unable at this time to express any opinion as to the outcome of this matter
or as to the possible range of loss, if any.


 


b. The following
are the only claims which the Company has against others (other than claims on accounts receivable), which the Company is asserting or
intends to assert, and in which the potential recovery exceeds $50,000:


 


(see above)


 


9.         TAXES


 


The following taxes are currently outstanding and unpaid:


 


	Assessing Authority	Amount and Description
	 	 
	None	n/a
	 	 


 


10.       INSURANCE
BROKER


 


The following broker handles the Company’s property
and liability insurance:


 


	Broker	Contact	Telephone	Fax	Email
	 	 	 	 	 
	Rollins Insurance /	John P. Moccia	914-406-8314	914-337-1596	jmoccia@bbinsy.com
	Brown & Brown	 	 	 	 
	of NY, Inc.	 	 	 	 
	 	 	 	 	 


  





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11.          OFFICERS OF THE COMPANY AND ITS SUBSIDIARIES 




 


The following are the names and titles
of the officers of the Company and its subsidiaries.


 


	Office/Title	 	Name of Officer	Name of Company/Subsidiary	 
	Co-CEO	 	Yaron Galai	Outbrain Inc.	 
	 	 	 	 	 
	Co-CEO	 	David Kostman	Outbrain Inc.	 
	 	 	 	 	 
	CFO	 	Elise Garafalo	Outbrain Inc.	 
	 	 	 	 	 
	CTO	 	Ori Lahav	Outbrain Inc.	 
	 	 	 	 	 
	Head of Staff	 	Daphna Michaeli	Outbrain Inc.	 
	 	 	 	 	 
	CIO	 	Yossi Amara	Outbrain Inc.	 
	 	 	 	 	 
	CRO	 	Eytan Galai	Outbrain Inc.	 
	 	 	 	 	 
	 	 	Outbrain UK Ltd	 
	 	 	 	 
	 	 	 	Outbrain Israel Ltd	 
	 	 	 	 
	 	 	 	Outbrain Singapore Pty. Ltd	 
	 	 	 	 
	 	 	 	Outbrain Australia PTY Ltd	 
	 	 	 	 
	 	 	 	Outbrain Monetizacao de Contuedo Ltda	 
	 	N/A – No officers	 	 	 
	 	 	 	Outbrain Japan KK	 
	 	 	 	 	 
	 	 	 	Outbrain India Private Limited	 
	 	 	 	 
	 	 	 	Outbrain New Zealand Ltd	 
	 	 	 	 
	 	 	 	Outbrain Germany Gmbh	 
	 	 	 	 
	 	 	 	Outbrain AMC LLC	 
	 	 	 	 
	 	 	 	Zemanta Holding USA, Inc.	 
	 	 	 	 
	 	 	 	Ligatus GmbH and subsidiaries	 
	 	 	 	 	 


 


12.       IRS
FORM W9


 


The Company’s completed and executed IRS Form W9 is
attached hereto as Exhibit A.


 


13.       LEGAL
COUNSEL


 


The following attorney(s) will represent the Company in connection
with the loan documents:


 


	Name of Attorney	Name of law firm /	Telephone	Fax	Email
	 	address	 	 	 
	 	 	 	 	 
	Miriam Cohen	Loeb & Loeb LLP	212-407-4103	646.417.7487	mcohen@loeb.com
	 	 	 	 	 


 




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		14.	BENEFICIAL
OWNERSHIP INFORMATION 
	 	 	 
	 	 	a.             Is the Company any of the following:
	 	 	 



		(i)	a public company or an issuer of securities that are registered with the Securities and Exchange Commission
under Section 12 of the Securities Exchange Act of 1934 or that is required to file reports under Section 15(d) of that Act;



 


		(ii)	an investment company registered with the Securities and Exchange Commission under the Investment Company
Act of 1940;



 


		(iii)	an investment adviser registered with the Securities and Exchange Commission under the Investment Advisers
Act of 1940; or



 


		(iv)	a pooled investment vehicle operated or advised by a regulated financial institution (including an SEC-registered
investment adviser)?



 


Yes    ̈    No     x


 


If yes, no further information is
required for Sections 14(b), 14(c) or 14(d) below. If no, continue to Section 14(b).


 


b. Is the Company a pooled investment
vehicle that is not operated or advised by a regulated financial institution?


 


Yes    ̈    No     x


 


If yes, skip to Section 14(d) below. If no, continue to
Section 14(c).


 


c. Does any individual,
directly or indirectly (for example, if applicable, through such individual’s equity interests in the Company’s parent
entity), through any contract, arrangement, understanding, relationship or otherwise, own 25% or more of the equity interests
of the Company:


 


Yes    ̈    No     x




 


If
yes, complete the following information. If no, continue to Section 14(d) below.


 


	 	Name	 	Date of birth	Residential	For US Persons,	For Non-US	Percentage	 
	 	 	 	 	address	Social Security	Persons: Type of	of	 
	 	 	 	 	 	Number:	ID, ID number,	ownership	 
	 	 	 	 	 	 	country of	 	 
	 	 	 	 	 	(non-US	issuance,	(if indirect	 
	 	 	 	 	 	persons should	expiration date	ownership,	 
	 	 	 	 	 	provide SSN if	 	explain	 
	 	 	 	 	 	available)	 	structure)	 
	 	 	 	 	 	 	 	 	 
	1	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 
	2	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 
	3	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 
	4	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 


 




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d. Identify one individual with significant
responsibility for managing the Company, i.e., an executive officer or senior manager (e.g., Chief Executive Officer, President, Vice
President, Chief Financial Officer, Treasurer, Chief Operating Officer, Managing Member or General Partner) or any other individual who
regularly performs similar functions. If appropriate, an individual listed in Section 14(c) above may also be listed here.


 


	 	Name	Date of birth	Residential	For US Persons, Social	For Non-US Persons:
	 	 	 	address	Security Number:	Type of ID, ID
	 	 	 	 	 	number, country of
	 	 	 	 	(non-US persons should	issuance, expiration
	 	 	 	 	provide SSN if available)	date
	 	 	 	 	 	 
	1	David Kostman (Co-	12/31/1964	62 Beach	###-##-####	 
	 	CEO)	 	Street, Apt 3D	 	 
	 	 	 	New York NY	US Citizen	 
	 	 	 	10013	 	 
	 	 	 	 	 	 


 


The Company acknowledges
that SVB’s acceptance of this Perfection Certificate and any continuation pages does not imply any commitment on SVB’s part
to enter into a loan transaction with the Company, and that any such commitment may only be made by an express written loan commitment,
signed by one of SVB’s authorized officers


 


The undersigned hereby certifies,
to the best of his or her knowledge, that the information set out in this Perfection Certificate is true, complete and correct.


 


	Date: 	  June 21, 2021 	 	 	 
	 	 	 	 
	 	 	By:	 
	 	 	 	 
	 	 	Name:
    	Barry
    Schofield
	 	 	Its:
    	Vice
    President,
	 	 	 	Corporate
    Finance & Treasury
	 	 	 	 
	 	 	E-mail:
    	bschofield@outbrain.com
	 	 	Phone:	646-586-8957
	 	 	Fax:	 




 




    -17-


     


    

 


	To: Silicon Valley Bank	 Perfection Certificate


 


Continuation Page—Additional Information


 






    -18-


     


    

 



 


OUTBRAIN CAP TABLE


 


	Period End	 	31-May-21	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Total
    Authorized	 	 	110,812,435	 	 	 	7,065,907	 	 	 	14,565,760	 	 	 	6,477,447	 	 	 	5,735,026	 	 	 	1,080,197	 	 	 	5,343,425	 	 	 	5,666,172	 	 	 	1,269,223	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Stockholders	 	 	Common
                                            Stock	 	 	 	Series
                                            A	 	 	 	Series
                                            B	 	 	 	Series
                                            C	 	 	 	Series
                                            D	 	 	 	Series
                                            E	 	 	 	Series
                                            F	 	 	 	Series
                                            G	 	 	 	Series
                                            H	 	 	 	Total
                                            Preferred Stock	 	 	 	Total	 	 	 	%
                                            Outstanding

Shares
                                            Ownership	 	 	 	%
                                            Fully Diluted

                                            Ownership	 
	Early
    Common Stockholders	 	 	4,034,620	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	 	 	 	 	-	 	 	 	4,034,620	 	 	 	5.25	%	 	 	4.30	%
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	-	 	 	 	 	 	 	 	 	 	 	 	 	 
	Early Preferred Stockholders	 	 	7,174,385	 	 	 	742,836	 	 	 	862,645	 	 	 	798,529	 	 	 	35,350	 	 	 	-	 	 	 	119,269	 	 	 	385,300	 	 	 	-	 	 	 	2,943,929	 	 	 	10,118,314	 	 	 	13.16	%	 	 	10.79	%
	Venture
    Capital Groups and Other Preferred Stockholders	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	-	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	-	 	 	 	 	 	 	 	 	 	 	 	 	 
	Marshfield
    Advisers, LLC	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	1,699,851	 	 	 	 	 	 	 	1,699,851	 	 	 	1,699,851	 	 	 	2.21	%	 	 	1.81	%
	MTS Investments
    Inc.	 	 	343,056	 	 	 	-	 	 	 	-	 	 	 	83,645	 	 	 	-	 	 	 	-	 	 	 	100,000	 	 	 	-	 	 	 	 	 	 	 	183,645	 	 	 	526,701	 	 	 	0.68	%	 	 	0.56	%
	Provident Fund
    of the Employees of the Hebrew University of	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Jerusalem Ltd.	 	 	343,056	 	 	 	95,285	 	 	 	-	 	 	 	106,879	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	 	 	 	 	202,164	 	 	 	545,220	 	 	 	0.71	%	 	 	0.58	%
	Startify A.S.
    (1992) Ltd. (fka Sigma Investments (1992) Ltd.)	 	 	74,517	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	 	 	 	 	-	 	 	 	74,517	 	 	 	0.10	%	 	 	0.08	%
	Viola Ventures,
    III L.P.	 	 	-	 	 	 	-	 	 	 	7,282,880	 	 	 	1,784,105	 	 	 	814,239	 	 	 	-	 	 	 	298,174	 	 	 	566,617	 	 	 	 	 	 	 	10,746,015	 	 	 	10,746,015	 	 	 	13.97	%	 	 	11.46	%
	Gemini	 	 	914,815	 	 	 	2,834,053	 	 	 	2,603,211	 	 	 	1,589,920	 	 	 	-	 	 	 	-	 	 	 	372,717	 	 	 	-	 	 	 	 	 	 	 	7,399,901	 	 	 	8,314,716	 	 	 	10.81	%	 	 	8.87	%
	Harbourvest	 	 	-	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	2,415,207	 	 	 	-	 	 	 	 	 	 	 	2,415,207	 	 	 	2,415,207	 	 	 	3.14	%	 	 	2.58	%
	Index	 	 	649,548	 	 	 	279,840	 	 	 	-	 	 	 	-	 	 	 	2,931,262	 	 	 	-	 	 	 	298,174	 	 	 	-	 	 	 	 	 	 	 	3,509,276	 	 	 	4,158,824	 	 	 	5.41	%	 	 	4.44	%
	LSVP VII, L.P.	 	 	914,815	 	 	 	3,113,893	 	 	 	2,603,211	 	 	 	1,624,637	 	 	 	1,954,175	 	 	 	-	 	 	 	447,261	 	 	 	-	 	 	 	 	 	 	 	9,743,177	 	 	 	10,657,992	 	 	 	13.86	%	 	 	11.37	%
	RH Internet
    II LLC	 	 	-	 	 	 	-	 	 	 	1,213,813	 	 	 	489,732	 	 	 	-	 	 	 	-	 	 	 	596,347	 	 	 	-	 	 	 	 	 	 	 	2,299,892	 	 	 	2,299,892	 	 	 	2.99	%	 	 	2.45	%
	Susquehanna
    Growth Equity Fund IV, LLLP	 	 	-	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	1,903,821	 	 	 	 	 	 	 	1,903,821	 	 	 	1,903,821	 	 	 	2.48	%	 	 	2.03	%
	Vintage	 	 	100,000	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	670,891	 	 	 	566,617	 	 	 	 	 	 	 	1,237,508	 	 	 	1,337,508	 	 	 	1.74	%	 	 	1.43	%
	Nikkei Inc.	 	 	-	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	113,323	 	 	 	 	 	 	 	113,323	 	 	 	113,323	 	 	 	0.15	%	 	 	0.12	%
	Dentsu Inc	 	 	-	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	296,684	 	 	 	 	 	 	 	296,684	 	 	 	296,684	 	 	 	0.39	%	 	 	0.32	%
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	-	 	 	 	 	 	 	 	 	 	 	 	 	 
	Visual
    Revenue Stockholders (Acquisition)	 	 	65,208	 	 	 	 	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	1,080,197	 	 	 	-	 	 	 	-	 	 	 	 	 	 	 	1,080,197	 	 	 	1,145,405	 	 	 	1.49	%	 	 	1.22	%
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	-	 	 	 	 	 	 	 	 	 	 	 	 	 
	Revee
    Stockholders (Acquisition)	 	 	532,713	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	 	 	 	 	-	 	 	 	532,713	 	 	 	0.69	%	 	 	0.57	%
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	-	 	 	 	 	 	 	 	 	 	 	 	 	 
	Zemanta
    Stockholders (Acquisition)	 	 	-	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	1,211,912	 	 	 	1,211,912	 	 	 	1,211,912	 	 	 	1.58	%	 	 	1.29	%
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	-	 	 	 	 	 	 	 	 	 	 	 	 	 
	Gruner
    + Jahr GmbH (Acquisition)	 	 	6,125,404	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	6,125,404	 	 	 	7.97	%	 	 	6.53	%
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	-	 	 	 	 	 	 	 	 	 	 	 	 	 
	Monetization
    Advanced Technologies LTD (Adngin) (Acquisition)	 	 	 	 	 	 	-	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	22,664	 	 	 	22,664	 	 	 	22,664	 	 	 	0.03	%	 	 	0.02	%
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	-	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	-	 	 	 	 	 	 	 	 	 	 	 	 	 
	Current
    and Former Employees	 	 	8,617,604	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	-	 	 	 	 	 	 	 	-	 	 	 	8,617,604	 	 	 	11.21	%	 	 	9.19	%
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	-	 	 	 	 	 	 	 	 	 	 	 	 	 
	Common
    Stock and Preferred Stock	 	 	29,889,741	 	 	 	7,065,907	 	 	 	14,565,760	 	 	 	6,477,447	 	 	 	5,735,026	 	 	 	1,080,197	 	 	 	5,318,040	 	 	 	5,532,213	 	 	 	1,234,576	 	 	 	47,009,166	 	 	 	76,898,907	 	 	 	100.00	%	 	 	82.01	%
	Stock
    Options Outstanding	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	8,281,458	 	 	 	 	 	 	 	8.83	%
	Warrants	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	1,055,852	 	 	 	 	 	 	 	1.13	%
	Stock
    Awards, RSAs, RSUs Unvested	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	6,569,962	 	 	 	 	 	 	 	7.01	%
	SARs	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	5,764	 	 	 	 	 	 	 	0.01	%
	Shares
    Available for Issuance Under Option Plan	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	954,438	 	 	 	 	 	 	 	1.02	%
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Grand
    Total	 	 	29,889,741	 	 	 	7,065,907	 	 	 	14,565,760	 	 	 	6,477,447	 	 	 	5,735,026	 	 	 	1,080,197	 	 	 	5,318,040	 	 	 	5,532,213	 	 	 	1,234,576	 	 	 	47,009,166	 	 	 	93,766,381	 	 	 	100.00	%	 	 	100.00	%




 



     


     


    

 


OUTBRAIN, INC’S ACTIVE
TRADEMARK/SERVICE MARK APPLICATIONS/REGISTRATIONS WORLDWIDE


 


(STATUS AS OF 03/26/2020)


 


	 	Mark	Country	Status	App. No.	File Date	Reg. No.	Reg. Date	Class
	1.	                                   	Argentina	Registered	3346871	15-Aug-2014	2750376	09-Jul-2015	9
	 	Amelia
    Face Logo 	 	 	 	 	 	 	 
	2.	                                   	Argentina	Registered	3346872	15-Aug-2014	2750377	09-Jul-2015	35
	 	Amelia Face Logo	 	 	 	 	 	 	 
	3.	                                   	Australia	Registered	1641207	15-Aug-2014	1641207	10-Dec-2014	9, 35
	 	Amelia Face Logo	 	 	 	 	 	 	 
	4.	                                   	Brazil	Registered	908137680	18-Aug-2014	908137680	21-Feb-2017	9
	 	Amelia Face Logo	 	 	 	 	 	 	 
	5.	                                   	Brazil	Registered	908137761	18-Aug-2014	908137761	21-Feb-2017	35
	 	Amelia Face Logo	 	 	 	 	 	 	 
	6.	                                   	Canada	Registered	1689804	15-Aug-2014	TMA951429	05-Oct-2016	9, 35
	 	Amelia Face Logo	 	 	 	 	 	 	 
	7.	                                   	China	Registered	15172024	18-Aug-2014	15172024	07-Oct-2015	35
	 	Amelia Face Logo	 	 	 	 	 	 	 
	8.	                                   	China	Registered	17237263	18-Jun-2015	17237263	28-Aug-2016	42
	 	Amelia Face Logo	 	 	 	 	 	 	 
	9.	                                   	Costa Rica	Registered	2014007074	19-Aug-2014	240557	09-Jan-2015	9, 35
	 	Amelia Face Logo	 	 	 	 	 	 	 
	10.	                                   	European	Registered	13175823	15-Aug-2014	13175823	18-Mar-2015	9, 35,
	 	Amelia Face Logo	Union	 	 	 	 	 	42
	11.	                                   	Hong Kong	Registered	303102948	15-Aug-2014	303102948	24-Apr-2015	9, 35
	 	Amelia Face Logo	 	 	 	 	 	 	 
	12.	                                   	Israel	Registered	271121	30-Dec-2014	271121	02-Jan-2017	9, 35
	 	Amelia Face Logo	 	 	 	 	 	 	 
	13.	                                   	Japan	Registered	691492014	18-Aug-2014	5761919	01-May-2015	9, 35
	 	Amelia Face Logo	 	 	 	 	 	 	 
	14.	                                   	Mexico	Registered	1517096	15-Aug-2014	1496202	14-Nov-2014	9
	 	Amelia Face Logo	 	 	 	 	 	 	 
	15.	                                   	Mexico	Registered	1517095	15-Aug-2014	1496201	14-Nov-2014	35
	 	Amelia Face Logo	 	 	 	 	 	 	 
	16.	                                   	Singapore	Registered	T1413031C	15-Aug-2014	T1413031C	26-Feb-2016	9, 35
	 	Amelia Face Logo	 	 	 	 	 	 	 
	17.	                                   	So. Korea	Registered	4520140006472	18-Aug-2014	4556340	20-May-2015	9, 35
	 	Amelia Face Logo	 	 	 	 	 	 	 
	18.	                                   	South Africa	Registered	201421736	15-Aug-2014	201421736	09-Feb-2017	9
	 	Amelia Face Logo	 	 	 	 	 	 	 
	19.	                                   	South Africa	Registered	201421737	15-Aug-2014	201421737	09-Feb-2017	35
	 	Amelia Face Logo	 	 	 	 	 	 	 
	20.	                                   	U.S.	Registered	86256857	18-Apr-2014	4767037	07-Jul-2015	35
	 	Amelia Face Logo	 	 	 	 	 	 	 
	21.	OUTBRAIN	Argentina	Registered	3087666	17-May-2011	3087666	29-Aug-2014	9
	22.	OUTBRAIN	Argentina	Registered	3087667	17-May-2011	2521989	29-Aug-2012	35
	23.	OUTBRAIN	Australia	Registered	1459321	10-Nov-2011	1459321	4-Dec-2013	9, 35
	24.	OUTBRAIN	Brazil	Registered	831116641	13-Jul-2011	831116641	29-Oct-2014	9
	25.	OUTBRAIN	Brazil	Registered	831029811	16-May-2011	831029811	19-Aug-2014	35
	26.	OUTBRAIN	Brazil	Registered	831116633	13-Jul-2011	831116633	29-Oct-2014	35
	27.	OUTBRAIN	Canada	Registered	1528118	17-May-2011	TMA883849	12-Aug-2014	9, 35
	28.	OUTBRAIN	China	Registered	10221726	23-Nov-2011	10221726	28-Jan-2013	9
	29.	OUTBRAIN	China	Registered	9474161	17-May-2011	9474161	07-Aug-2012	35
	30.	OUTBRAIN	China	Registered	9474168	17-May-2011	9474168	14-Aug-2012	35
	31.	OUTBRAIN	Costa Rica	Registered	2011012378	15-Dec-2011	218873	28-May-2012	35
	32.	OUTBRAIN	Costa Rica	Registered	2011007934	18-Aug-2011	217902	26-Apr-2012	9, 35
	33.	OUTBRAIN	European	Registered	10197812	16-Aug-2011	10197812	29-Mar-2012	9, 35,
	 	 	Union	 	 	 	 	 	42
	34.	OUTBRAIN	Hong Kong	Registered	301919025	17-May-2011	301919025	30-Apr-2012	9, 35
	35.	OUTBRAIN	India	Registered	2144776	16-May-2011	2144776	08-Sep-2017	9
	36.	OUTBRAIN	India	Registered	2144775	16-May-2011	2144775	14-Apr-2018	35
	37.	OUTBRAIN	India	Registered	2144777	16-May-2011	2144777	20-Oct-2017	35
	38.	OUTBRAIN	Israel	Registered	271120	30-Dec-2014	271120	05-May-2016	9, 35
	39.	OUTBRAIN	Japan	Registered	331602011	16-May-2011	5555557	8-Feb-2013	9, 35
	40.	OUTBRAIN	Mexico	Registered	1178692	17-May-2011	1259647	10-Feb-2012	9
	41.	OUTBRAIN	Mexico	Registered	1178685	17-May-2011	1178685	10-Jan-2012	35
	42.	OUTBRAIN	Mexico	Registered	1178689	17-May-2011	1261913	23-Jan-2012	35





 






    1


     


    

 



 


	 	Mark	Country	Status	App. No.	File Date	Reg. No.	Reg. Date	Class
	43.	OUTBRAIN	Singapore	Registered	T1106400Z	16-May-2011	T1106400Z	16-May-2013	9, 35
	44.	OUTBRAIN	So. Korea	Registered	4520110002052	16-May-2011	450042963	3-Jan-2013	9, 35
	45.	OUTBRAIN	South Africa	Registered	201128578	09-Nov-2011	201125878	2-Apr-2014	9
	46.	OUTBRAIN	South Africa	Registered	201128579	09-Nov-2011	201128579	2-Apr-2014	35
	47.	OUTBRAIN	U.S.	Registered	85317579	10-May-2011	4070711	13-Dec-2011	9
	48.	OUTBRAIN	U.S.	Registered	85179286	17-Nov-2010	4287469	12-Feb-2013	35
	49.	OUTBRAIN	U.S.	Registered	85317587	10-May-2011	4287520	12-Feb-2013	35
	50.	OUTBRAIN in Hebrew	Israel	Registered	281193	23-Dec-2015	281193	04-Sep-2018	9, 35
	 	 	 	 	 	 	 	 	 
	51.	OUTBRAIN with	Argentina	Registered	3346869	15-Aug-2014	2750374	09-Jul-2015	9
	 	Amelia Face Logo	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 
	52.	OUTBRAIN with	Argentina	Registered	3346870	15-Aug-2014	2750375	09-Jul-2015	35
	 	Amelia Face Logo	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 
	53.	OUTBRAIN with	Australia	Registered	1641205	15-Aug-2014	1641205	10-Dec-2014	9, 35
	 	Amelia Face Logo	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 
	54.	OUTBRAIN with	Brazil	Registered	908137567	18-Aug-2014	908137567	21-Feb-2017	9
	 	Amelia Face Logo	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 
	55.	OUTBRAIN with	Brazil	Registered	908137648	18-Aug-2014	908137648	21-Feb-2017	35
	 	Amelia Face Logo	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 
	56.	OUTBRAIN with	Canada	Registered	1689803	15-Aug-2014	TMA951426	05-Oct-2016	9, 35
	 	Amelia Face Logo	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 
	57.	OUTBRAIN with	China	Registered	15172026	18-Aug-2014	15172026	07-Oct-2015	35
	 	Amelia Face Logo	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 
	58.	OUTBRAIN with	China	Registered	17237261	18-Jun-2015	17237261	28-Aug-2016	42
	 	Amelia Face Logo	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 
	59.	OUTBRAIN with	Costa Rica	Registered	20140007075	19-Aug-2014	240557	09-Jan-2015	9, 35
	 	Amelia Face Logo	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 
	60.	OUTBRAIN with	European	Registered	13175773	15-Aug-2014	13175773	19-Mar-2015	9, 35,
	 	Amelia Face Logo	Union	 	 	 	 	 	42
	 	 	 	 	 	 	 	 	 
	61.	OUTBRAIN with	Hong Kong	Registered	303102957	15-Aug-2014	303102957	24-Apr-2015	9, 35
	 	Amelia Face Logo	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 
	62.	OUTBRAIN with	India	Registered	2794731	21-Aug-2014	2794731	30-Sep-2017	9, 35
	 	Amelia Face Logo	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 
	63.	OUTBRAIN with	Israel	Registered	271119	30-Dec-2014	271119	02-Jan-2017	9, 35
	 	Amelia Face Logo	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 
	64.	OUTBRAIN with	Japan	Registered	691482014	18-Aug-2014	5761918	01-May-2015	9, 35
	 	Amelia Face Logo	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 
	65.	OUTBRAIN with	Mexico	Registered	1517098	15-Aug-2014	1502114	10-Dec-2014	9
	 	Amelia Face Logo	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 


 






    2


     


    

 


	 	Mark	Country	Status	App. No.	File Date	Reg. No.	Reg. Date	Class
	66.	OUTBRAIN with	Mexico	Registered	1517097	15-Aug-2014	1502113	10-Dec-2014	35
	 	Amelia Face Logo	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 
	67.	OUTBRAIN with	Singapore	Registered	T1413030E	15-Aug-2014	T1413030E	26-Feb-2016	9, 35
	 	Amelia Face Logo	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 
	68.	OUTBRAIN with	So. Korea	Registered	4520140006471	18-Aug-2014	4556341	20-May-2015	9, 35
	 	Amelia Face Logo	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 
	69.	OUTBRAIN with	South Africa	Registered	201421733	15-Aug-2014	201421733	09-Feb-2017	9
	 	Amelia Face Logo	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 
	70.	OUTBRAIN with	South Africa	Registered	201421734	15-Aug-2014	201421734	09-Feb-2017	35
	 	Amelia Face Logo	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 
	71.	OUTBRAIN with	U.S.	Registered	86256859	19-Apr-2014	4767038	07-Jul-2015	35
	 	Amelia Face Logo	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 
	72.	RECOMMENDED BY with	Australia	Registered	1658565	15-Nov-2014	1658565	12-Jun-2015	9, 35
	 	Amelia Face Logo	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 
	73.	RECOMMENDED BY with	Brazil	Registered	908606354	17-Nov-2014	908606354	16-May-2017	9
	 	Amelia Face Logo	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 
	74.	RECOMMENDED BY with	Brazil	Registered	908606486	17-Nov-2014	908606486	10-Apr-2018	35
	 	Amelia Face Logo	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 
	75.	RECOMMENDED BY with	Canada	Registered	1702831	14-Nov-2014	TMA1001431	24-Jul-2018	9, 35
	 	Amelia Face Logo	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 
	76.	RECOMMENDED BY with	Canada	Registered	1702831	14-Nov-2014	TMA1001431	24-Jul-2018	9, 35
	 	Amelia Face Logo	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 
	77.	RECOMMENDED BY with	China	Registered	16935305	13-May-2015	16935305	14-Jul-2016	35
	 	Amelia Face Logo	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 
	78.	RECOMMENDED BY with	China	Registered	16935305	13-May-2015	16935305	14-Jul-2016	35
	 	Amelia Face Logo	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 
	79.	RECOMMENDED BY with	China	Registered	19454817	29-Mar-2016	19454817	07-May-2017	42
	 	Amelia Face Logo	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 
	80.	RECOMMENDED BY with	European	Registered	13463419	17-Nov-2014	13463419	30-Mar-2015	9, 35,
	 	Amelia Face Logo	Union	 	 	 	 	 	42
	 	 	 	 	 	 	 	 	 
	81.	RECOMMENDED BY with	India	Registered	2843636	17-Nov-2014	2843636	23-Oct-2017	9, 35
	 	Amelia Face Logo	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 
	82.	RECOMMENDED BY with	Israel	Registered	271118	30-Dec-2014	271118	02-Jan-2017	9, 35
	 	Amelia Face Logo	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 
	83.	RECOMMENDED BY with	Japan	Registered	201496872	17-Nov-2014	5783217	31-Jul-2015	9, 35
	 	Amelia Face Logo	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 
	84.	RECOMMENDED BY with	Mexico	Registered	1549553	14-Nov-2014	1521704	12-Mar-2015	9
	 	Amelia Face Logo	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 


 






    3


     


    

 


	 	Mark	Country	Status	App. No.	File Date	Reg. No.	Reg. Date	Class
	85.	RECOMMENDED BY with	Mexico	Registered	1549556	14-Nov-2014	1530070	16-Apr-2015	35
	 	Amelia Face Logo	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 
	86.	RECOMMENDED BY with	Singapore	Registered	40201500783U	18-Nov-2014	40201500783U	04-Jun-2015	9, 35
	 	Amelia Face Logo	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 
	87.	RECOMMENDED BY with	U.S.	Registered	86454164	13-Nov-2014	5258538	08-Aug-2017	35
	 	Amelia Face Logo	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 
	88.	SPHERE	U.S.	Pending	87794424	14-Feb-2018	 	 	9, 35
	89.	SPHERE & Design	U.S.	Pending	87797955	14-Feb-2018	 	 	9, 35
	 	 	 	 	 	 	 	 	 
	90.	SPHERE BY OUTBRAIN & Design	U.S.	Pending	87797958	14-Feb-2018	9, 35	 	 
	 	 	 	 	 	 	 	 	 
	91.	SPHERE BY OUTBRAIN & Design	European Union	Registered	017967770	12-Oct-2018	017967770	26-Feb-2018	9, 35 
	 	 	 	 	 	 	 	 	 
	92.	SPHERE BY OUTBRAIN & Design 	Japan	Pending	2018-128510	15-Oct-2018	9, 35	 	 
	 	 	 	 	 	 	 	 	 
	93.	SPHERE BY OUTBRAIN & Design 	U.S.	Pending	88076720	13-Aug-2018	9, 35	 	 
	 	 	 	 	 	 	 	 	 
	94.	YOU ARE WHAT YOU	Argentina	Registered	3461867	02-Dec-2015	2853019	25-Nov-2016	9
	 	RECOMMEND	 	 	 	 	 	 	 
	95.	YOU ARE WHAT YOU	Argentina	Registered	3461868	02-Dec-2015	2853020	25-Nov-2016	35
	 	RECOMMEND	 	 	 	 	 	 	 
	96.	YOU ARE WHAT YOU	Australia	Registered	1706323	09-Jul-2015	1706323	15-Jan-2016	9, 35
	 	RECOMMEND	 	 	 	 	 	 	 
	97.	YOU ARE WHAT YOU	Brazil	Registered	910355304	02-Dec-2015	910355304	14-Feb-2018	9
	 	RECOMMEND	 	 	 	 	 	 	 
	98.	YOU ARE WHAT YOU	Brazil	Registered	910355363	02-Dec-2015	910355363	14-Feb-2018	35
	 	RECOMMEND	 	 	 	 	 	 	 
	99.	YOU ARE WHAT YOU	Costa Rica	Registered	20150011598	02-Dec-2015	251839	29-Apr-2016	9, 35
	 	RECOMMEND	 	 	 	 	 	 	 
	100.	YOU ARE WHAT YOU	European	Registered	14349005	09-Jul-2015	14349005	03-Nov-2015	9, 35,
	 	RECOMMEND	Union	 	 	 	 	 	42
	101.	YOU ARE WHAT YOU	Hong Kong	Registered	303468204	09-Jul-2015	303468204	18-Feb-2016	9, 35
	 	RECOMMEND	 	 	 	 	 	 	 
	102.	YOU ARE WHAT YOU	India	Registered	3112931	02-Dec-2015	3112931	15-Dec-2017	9, 35
	 	RECOMMEND	 	 	 	 	 	 	 
	103.	YOU ARE WHAT YOU	Israel	Registered	280438	02-Dec-2015	280438	09-Apr-2018	9, 35
	 	RECOMMEND	 	 	 	 	 	 	 
	104.	YOU ARE WHAT YOU	Japan	Registered	1185782015	02-Dec-2015	5863021	01-Jul-2016	9, 35
	 	RECOMMEND	 	 	 	 	 	 	 
	105.	YOU ARE WHAT YOU	Mexico	Registered	1635199	20-Jul-2015	1597564	19-Dec-2015	9
	 	RECOMMEND	 	 	 	 	 	 	 
	106.	YOU ARE WHAT YOU	Mexico	Registered	1635200	20-Jul-2015	1663871	12-Aug-2016	35
	 	RECOMMEND	 	 	 	 	 	 	 
	107.	YOU ARE WHAT YOU	New Zealand	Registered	1023064	10-Jul-2015	1023064	12-Jan-2016	9, 35
	 	RECOMMEND	 	 	 	 	 	 	 
	108.	YOU ARE WHAT YOU	Singapore	Registered	40201521159X	02-Dec-2015	40201521159X	01-Jun-2016	9, 35
	 	RECOMMEND	 	 	 	 	 	 	 
	109.	YOU ARE WHAT YOU	So. Korea	Registered	4520150011033	02-Dec-2015	4569325	11-Nov-2016	9, 35
	 	RECOMMEND	 	 	 	 	 	 	 


 






    4


     


    

 



  


	 	Mark	Country	Status	App. No.	File Date	Reg. No.	Reg. Date	Class
	110.	YOU ARE WHAT YOU	South Africa	Registered	201534740	02-Dec-2015	201534740	31-May-2018	9
	 	RECOMMEND	 	 	 	 	 	 	 
	111.	YOU ARE WHAT YOU	South Africa	Registered	201534741	02-Dec-2015	201534741	31-May-2018	35
	 	RECOMMEND	 	 	 	 	 	 	 
	112.	YOU ARE WHAT YOU	U.S.	Registered	86649618	02-Jun-2015	5032852	30-Aug-2017	9, 35
	 	RECOMMEND	 	 	 	 	 	 	 
	 	Mark	Country	Status	App. No.	File Date	Reg. No.	Reg. Date	Class
	113.	ZEMANTA	Australia	Registered	1988420	08-Feb-2019	1988420	16-Sep-2019	42
	114.	ZEMANTA	Brazil	Registered	916707105	08-Feb-2019	916707105	22-Oct-2019	42
	115.	ZEMANTA	Canada	Pending	1945223	08-Feb-2019	 	 	42
	116.	ZEMANTA	China	Registered	36304890	08-Feb-2019	36304890	07-Nov-2019	42
	117.	ZEMANTA	European Union	Registered	018020862	08-Feb-2019	018020862	25-Jun-2019	42
	118.	ZEMANTA	Hong Kong	Registered	304824955	08-Feb-2019	304824955	10-Jul-2019	42
	119.	ZEMANTA	Israel	Registered	313495	08-Feb-2019	313495	02-Dec-2019	42
	120.	ZEMANTA	Japan	Allowed	2019-022886	08-Feb-2019	 	 	42
	121.	ZEMANTA	Mexico	Registered	2163601	08-Feb-2019	1999348	13-May-2019	42
	122.	ZEMANTA	Singapore	Registered	40201902866T	08-Feb-2019	40201902866T	01-Aug-2019	42
	123.	ZEMANTA	So. Korea	Registered	40-2019-20029	08-Feb-2019	40-1574509	12-Feb-2020	42
	124.	ZEMANTA	UK	Registered	3373814	08-Feb-2019	3373814	26-Apr-2019	42
	125.	ZEMANTA	U.S.	Registered	88072287	08-Aug-2019	5848811	03-Sep-2019	42
	 	Mark	Country	Status	App.
    No.	File
    Date	Reg.
    No.	Reg.
    Date	Class
	1.	L Design	European	Registered	014522031	28-Aug-2015	014522031	04-May-2016	9, 16,
	 	 	Union	 	 	 	 	 	35,
    38,

 41, 42, 

45
	 		 	 	 	 	 	 	
	 	 	Base of	 	 	 	 	 	
	 	 	IR No	 	 	 	 	 	 
	 	 	1318200	 	 	 	 	 	 
	2.	L Design	Switzerland	Registered	 	 	1318200	24-Feb-2016	9, 16,
	 	 	Designation	 	 	 	 	 	35,
    38, 

41, 42, 

45
	 		 	 	 	 	 	 	
	 	 	IR No	 	 	 	 	 	
	 	 	1318200	 	 	 	 	 	 
	 	 	Int’l Reg	 	 	 	 	 	 
	 	 	(Madrid)	 	 	 	 	 	 
	 	 	Base: EU	 	 	 	 	 	 
	 	 	Designations:	 	 	 	 	 	 
	 	 	U.S.,	 	 	 	 	 	 
	 	 	Switzerland,	 	 	 	 	 	 
	 	 	Turkey	 	 	 	 	 	 
	3.	L Design	Turkey	Registered	 	 	1318200	24-Feb-2016	9, 16,
	 	 	Designation	 	 	 	 	 	35,
    38, 

41, 42,

 45
	 		 	 	 	 	 	 	
	 	 	IR No	 	 	 	 	 	
	 	 	1318200	 	 	 	 	 	 
	 	 	Int’l Reg	 	 	 	 	 	 
	 	 	(Madrid)	 	 	 	 	 	 
	 	 	Base: EU	 	 	 	 	 	 
	 	 	Designations:	 	 	 	 	 	 
	 	 	U.S.,	 	 	 	 	 	 
	 	 	Switzerland,	 	 	 	 	 	 
	 	 	Turkey	 	 	 	 	 	 
	4.	L Design	U.S.	Registered	79195803	24-Feb-2016	5488605	12-Jun-2018	9, 16,
	 	 	Designation	 	 	 	 	 	35,
    38,

 41, 42, 

45
	 		 	 	 	 	 	 	
	 	 	IR No	 	 	 	 	 	
	 	 	1318200	 	 	 	 	 	 
	 	 	Int’l Reg	 	 	 	 	 	 
	 	 	(Madrid)	 	 	 	 	 	 
	 	 	Base: EU	 	 	 	 	 	 
	 	 	Designations:	 	 	 	 	 	 
	 	 	U.S.,	 	 	 	 	 	 
	 	 	Switzerland,	 	 	 	 	 	 
	 	 	Turkey	 	 	 	 	 	 


 






    5


     


    




 


	 	Mark	Country	Status	App.
    No.	File
    Date	Reg.
    No.	Reg.
    Date	Class
	5.	L
    LIGATUS & Design	European	Registered	014522049	28-Aug-2015	014522049	13-Apr-2017	9,
    16,
	 	 	Union	 	 	 	 	 	35,
    38,

     41, 42, 

    45
	 	 	 	 	 	 	 	 	
	 	 	Base
    of	 	 	 	 	 	
	 	 	IR
    No	 	 	 	 	 	 
	 	 	1316654	 	 	 	 	 	 
	6.	L
    LIGATUS & Design	Switzerland	Registered	 	 	1316654	24-Feb-2016	9,
    16,
	 	 	Designation	 	 	 	 	 	35,
    38, 

    41, 42,

    45
	 	 	 	 	 	 	 	 	
	 	 	IR
    No	 	 	 	 	 	
	 	 	1316654	 	 	 	 	 	 
	 	 	Int’l
    Reg	 	 	 	 	 	 
	 	 	(Madrid)	 	 	 	 	 	 
	 	 	Base:
    EU	 	 	 	 	 	 
	 	 	Designations:	 	 	 	 	 	 
	 	 	U.S.,	 	 	 	 	 	 
	 	 	Switzerland,	 	 	 	 	 	 
	 	 	Turkey	 	 	 	 	 	 
	7.	L
    LIGATUS & Design	Turkey	Registered	 	 	1316654	24-Feb-2016	9,
    16,
	 	 	Designation	 	 	 	 	 	35,
    38,

     41, 42, 

    45
	 	 	 	 	 	 	 	 	
	 	 	IR
    No	 	 	 	 	 	
	 	 	1316654	 	 	 	 	 	 
	 	 	Int’l
    Reg	 	 	 	 	 	 
	 	 	(Madrid)	 	 	 	 	 	 
	 	 	Base:
    EU	 	 	 	 	 	 
	 	 	Designations:	 	 	 	 	 	 
	 	 	U.S.,	 	 	 	 	 	 
	 	 	Switzerland,	 	 	 	 	 	 
	 	 	Turkey	 	 	 	 	 	 
	8.	L
    LIGATUS & Design	U.S.	Registered	79195107	24-Feb-2016	5298720	03-Oct-2017	9,
    16,
	 	 	Designation	 	 	 	 	 	35,
    38,

     41, 42,

    45
	 	 	 	 	 	 	 	 	
	 	 	IR
    No	 	 	 	 	 	
	 	 	1316654	 	 	 	 	 	 
	 	 	Int’l
    Reg	 	 	 	 	 	 
	 	 	(Madrid)	 	 	 	 	 	 
	 	 	Base:
    EU	 	 	 	 	 	 
	 	 	Designations:	 	 	 	 	 	 
	 	 	U.S.,	 	 	 	 	 	 
	 	 	Switzerland,	 	 	 	 	 	 
	 	 	Turkey	 	 	 	 	 	 
	9.	LIGATUS	Canada	Allowed	1759391	14-Dec-2015	 	 	09
    16
	 	 	 	 	 	 	 	 	35
    36
	 	 	 	 	 	 	 	 	38
    42
	10.	LIGATUS	Germany	Registered	305084291	15-Feb-2005	30508429	21-Apr-2005	9,
    16, 

    35, 36, 

    38, 42
	 	 	 	 	 	 	 	 	
	11.	LIGATUS	European	Registered	004829396	28-Dec-2005	004829396	05-Apr-2007	9,
    16,
	 	 	Union	 	 	 	 	 	35,
    36,
	 	 	 	 	 	 	 	 	38,
    42
	 	 	Base
    of	 	 	 	 	 	 
	 	 	IR
    No	 	 	 	 	 	 
	 	 	1225159	 	 	 	 	 	 
	12.	LIGATUS	Switzerland	Registered	 	 	1225159	03-Jul-2014	9,
    16,
	 	 	Designation	 	 	 	 	 	35,
    36, 

    38, 42
	 	 	 	 	 	 	 	 	
	 	 	IR
    No	 	 	 	 	 	 
	 	 	1225159	 	 	 	 	 	 
	 	 	Int’l
    Reg	 	 	 	 	 	 
	 	 	(Madrid)	 	 	 	 	 	 
	 	 	Base:
    EU	 	 	 	 	 	 
	 	 	Designations:	 	 	 	 	 	 
	 	 	U.S.,	 	 	 	 	 	 
	 	 	Switzerland,	 	 	 	 	 	 
	 	 	Turkey	 	 	 	 	 	 


 















    6


     


    




 


	 	Mark	Country	Status	App. No.	File Date	Reg. No.	Reg. Date	Class
	13.	LIGATUS	Turkey	Registered	 	 	1225159	03-Jul-2014	9, 16,
	 	 	Designation	 	 	 	 	 	35,
    36,

 38, 42
	 	 	 	 	 	 	 	 	
	 	 	IR No	 	 	 	 	 	 
	 	 	1225159	 	 	 	 	 	 
	 	 	Int’l Reg	 	 	 	 	 	 
	 	 	(Madrid)	 	 	 	 	 	 
	 	 	Base: EU	 	 	 	 	 	 
	 	 	Designations:	 	 	 	 	 	 
	 	 	U.S.,	 	 	 	 	 	 
	 	 	Switzerland,	 	 	 	 	 	 
	 	 	Turkey	 	 	 	 	 	 
	14.	LIGATUS	U.S.	Registered	79178257	23-Oct-2015`	5202120	16-May-2017	9, 16,
	 	 	Designation	 	 	 	 	 	35,
    36, 

38, 42
	 	 	 	 	 	 	 	 	
	 	 	IR No	 	 	 	 	 	 
	 	 	1225159	 	 	 	 	 	 
	 	 	Int’l Reg	 	 	 	 	 	 
	 	 	(Madrid)	 	 	 	 	 	 
	 	 	Base: EU	 	 	 	 	 	 
	 	 	Designations:	 	 	 	 	 	 
	 	 	U.S.,	 	 	 	 	 	 
	 	 	Switzerland,	 	 	 	 	 	 
	 	 	Turkey	 	 	 	 	 	 
	15.	LIGATUS & Design	Germany	Registered	305640747	31-Oct-2005	30564074	30-Mar-2006	9, 16,
	 		 	 	 	 	 	 	35,
    36, 

38, 42
	 		Base of IR	 	 	 	 	 	
	 	 	No 1239745	 	 	 	 	 	 
	16.	LIGATUS & Design	European	Registered	 	 	1239745	03-Jul-2014	9, 16,
	 		Union

Designation	 	 	 	 	 	35,
    36, 

38, 42
	 	 		 	 	 	 	 	
	 	 	IR No	 	 	 	 	 	 
	 	 	1239745	 	 	 	 	 	 
	 	 	Int’l Reg	 	 	 	 	 	 
	 	 	(Madrid)	 	 	 	 	 	 
	 	 	Base:	 	 	 	 	 	 
	 	 	Germany	 	 	 	 	 	 
	 	 	Designations:	 	 	 	 	 	 
	 	 	EU, U.S.,	 	 	 	 	 	 
	 	 	Switzerland,	 	 	 	 	 	 
	 	 	Turkey	 	 	 	 	 	 
	17.	LIGATUS & Design	Switzerland	Registered	 	 	1239745	03-Jul-2014	9, 16,
	 		Designation	 	 	 	 	 	35,
    36, 

38, 42
	 	 	 	 	 	 	 	 	
	 	 	IR No	 	 	 	 	 	 
	 	 	1239745	 	 	 	 	 	 
	 	 	Int’l Reg	 	 	 	 	 	 
	 	 	(Madrid)	 	 	 	 	 	 
	 	 	Base:	 	 	 	 	 	 
	 	 	Germany	 	 	 	 	 	 
	 	 	Designations:	 	 	 	 	 	 
	 	 	EU, U.S.,	 	 	 	 	 	 
	 	 	Switzerland,	 	 	 	 	 	 
	 	 	Turkey	 	 	 	 	 	 
	18.	LIGATUS & Design	Turkey	Registered	 	 	1239745	03-Jul-2014	9, 16,
	 		Designation	 	 	 	 	 	35, 36,

38, 42
	 	 	 	 	 	 	 	 	
	 	 	IR No	 	 	 	 	 	 
	 	 	1239745	 	 	 	 	 	 
	 	 	Int’l Reg	 	 	 	 	 	 
	 	 	(Madrid)	 	 	 	 	 	 
	 	 	Base:	 	 	 	 	 	 
	 	 	Germany	 	 	 	 	 	 
	 	 	Designations:	 	 	 	 	 	 
	 	 	EU, U.S.,	 	 	 	 	 	 
	 	 	Switzerland,	 	 	 	 	 	 
	 	 	Turkey	 	 	 	 	 	 


 






    7


     


    










 


	 	Mark	Country	Status	App. No.	File Date	Reg. No.	Reg. Date	Class
	19.	LIGATUS & Design	U.S.	Registered	79178993	23-Oct-2015`	5202125	16-May-2017	9, 16,
	 		Designation	 	 	 	 	 	35, 36,

38, 42
	 	 	 	 	 	 	 	 	
	 	 	IR No	 	 	 	 	 	 
	 	 	1239745	 	 	 	 	 	 
	 	 	Int’l Reg	 	 	 	 	 	 
	 	 	(Madrid)	 	 	 	 	 	 
	 	 	Base:	 	 	 	 	 	 
	 	 	Germany	 	 	 	 	 	 
	 	 	Designations:	 	 	 	 	 	 
	 	 	EU, U.S.,	 	 	 	 	 	 
	 	 	Switzerland,	 	 	 	 	 	 
	 	 	Turkey	 	 	 	 	 	 
	20.	LIGATUS DIRECTADS	Germany	Registered	307569004	30-Aug-2007	30756900	28-Nov-2007	9, 35,
	 	 	 	 	 	 	 	 	38, 42,
	 	 	Base of	 	 	 	 	 	45
	 	 	IR No	 	 	 	 	 	 
	 	 	1241574	 	 	 	 	 	 
	21.	LIGATUS DIRECTADS	European	Registered	 	 	1241574	03-Jul-2014	9, 35,
	 	 	Union	 	 	 	 	 	35, 38,
	 	 	Designation	 	 	 	 	 	42, 45
	 	 	 	 	 	 	 	 	 
	 	 	IR No	 	 	 	 	 	 
	 	 	1241574	 	 	 	 	 	 
	 	 	Int’l Reg	 	 	 	 	 	 
	 	 	(Madrid)	 	 	 	 	 	 
	 	 	Base:	 	 	 	 	 	 
	 	 	Germany	 	 	 	 	 	 
	 	 	Designations:	 	 	 	 	 	 
	 	 	EU, Turkey	 	 	 	 	 	 
	22.	LIGATUS DIRECTADS	Turkey	Registered	 	 	1241574	03-Jul-2014	9, 35,
	 	 	Designation	 	 	 	 	 	35, 38,
	 	 	 	 	 	 	 	 	42, 45
	 	 	IR No	 	 	 	 	 	 
	 	 	1241574	 	 	 	 	 	 
	 	 	Int’l Reg	 	 	 	 	 	 
	 	 	(Madrid)	 	 	 	 	 	 
	 	 	Base:	 	 	 	 	 	 
	 	 	Germany	 	 	 	 	 	 
	 	 	Designations:	 	 	 	 	 	 
	 	 	EU, Turkey	 	 	 	 	 	 
	23.	REVENEE	Germany	Registered	3020170254490	09-Oct-2017	302017025449	19-Oct-2017	9, 16,
	 	 	 	 	 	 	 	 	35, 38,
	 	 	Base of	 	 	 	 	 	41, 42,
	 	 	IR No	 	 	 	 	 	45
	 	 	1419867	 	 	 	 	 	 
	24.	REVENEE	European	Registered	 	 	1419867	05-Apr-2018	9, 16,
	 	 	Union	 	 	 	 	 	35, 38,
	 	 	Designation	 	 	 	 	 	41, 42,
	 	 	 	 	 	 	 	 	45
	 	 	IR No	 	 	 	 	 	 
	 	 	1419867	 	 	 	 	 	 
	 	 	Int’l Reg	 	 	 	 	 	 
	 	 	(Madrid)	 	 	 	 	 	 
	 	 	Base:	 	 	 	 	 	 
	 	 	Germany	 	 	 	 	 	 
	 	 	Designations:	 	 	 	 	 	 
	 	 	EU, UK,	 	 	 	 	 	 
	 	 	U.S.,	 	 	 	 	 	 
	 	 	Switzerland	 	 	 	 	 	 
	25.	REVENEE	Switzerland	Registered	 	 	1419867	05-Apr-2018	9, 16,
	 	 	Designation	 	 	 	 	 	35, 38,
	 	 	 	 	 	 	 	 	41, 42,
	 	 	IR No	 	 	 	 	 	45
	 	 	1419867	 	 	 	 	 	 
	 	 	Int’l Reg	 	 	 	 	 	 
	 	 	(Madrid)	 	 	 	 	 	 
	 	 	Base:	 	 	 	 	 	 
	 	 	Germany	 	 	 	 	 	 
	 	 	Designations:	 	 	 	 	 	 
	 	 	EU, UK,	 	 	 	 	 	 
	 	 	U.S.,	 	 	 	 	 	 
	 	 	Switzerland	 	 	 	 	 	 


 






    8


     


    

 


	 	Mark	Country	Status	App. No.	File Date	Reg. No.	Reg. Date	Class
	26.	REVENEE	UK	Registered	 	 	1419867	05-Apr-2018	9, 16,
	 	 	Designation	 	 	 	 	 	35, 38,
	 	 	 	 	 	 	 	 	41, 42,
	 	 	IR No	 	 	 	 	 	45
	 	 	1419867	 	 	 	 	 	 
	 	 	Int’l Reg	 	 	 	 	 	 
	 	 	(Madrid)	 	 	 	 	 	 
	 	 	Base:	 	 	 	 	 	 
	 	 	Germany	 	 	 	 	 	 
	 	 	Designations:	 	 	 	 	 	 
	 	 	EU, UK,	 	 	 	 	 	 
	 	 	U.S.,	 	 	 	 	 	 
	 	 	Switzerland	 	 	 	 	 	 
	27.	VEESEO	European	Registered	009192428	07-Jun-2010	009192428	02-Nov-2010	9, 35,
	 	 	Union	 	 	 	 	 	42, 45
	 	 	Base of	 	 	 	 	 	 
	 	 	IR No	 	 	 	 	 	 
	 	 	1231702	 	 	 	 	 	 
	28.	VEESEO	Switzerland	Registered	 	 	1231702	22-Oct-2014	9, 35,
	 	 	Designation	 	 	 	 	 	42, 45
	 	 	IR No.	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 
	 	 	1231702	 	 	 	 	 	 
	 	 	Int’l Reg	 	 	 	 	 	 
	 	 	(Madrid)	 	 	 	 	 	 
	 	 	Base: EU	 	 	 	 	 	 
	 	 	Designations:	 	 	 	 	 	 
	 	 	U.S.,	 	 	 	 	 	 
	 	 	Switzerland	 	 	 	 	 	 
	29.	VEESEO	U.S.	Registered	79158675	22-Oct-2014	4961942	24-May-2016	9, 35,
	 	 	Designation	 	 	 	 	 	42, 45
	 	 	IR No.	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 
	 	 	1231702	 	 	 	 	 	 
	 	 	Int’l Reg	 	 	 	 	 	 
	 	 	(Madrid)	 	 	 	 	 	 
	 	 	Base: EU	 	 	 	 	 	 
	 	 	Designations:	 	 	 	 	 	 
	 	 	U.S.,	 	 	 	 	 	 
	 	 	Switzerland	 	 	 	 	 	 
	30.	VSEO	European	Registered	009192436	07-Jun-2010	009192436	02-Nov-2010	9, 35,
	 	 	Union	 	 	 	 	 	42, 45





 






    9


     


    




 








Outbrain Patents


 


	LS
    Case Number	Country	Application/
    

    Publication/ 

    Patent 

    Number	Filing/

    Publication/

    Issue 

    Date	Application
    Status	Title	Inventors	Scope	Protection	Next
    Steps
	26136-
    0003	US	13/676,471 
 US 2013/0132191

                                                                                Al 
 US 10,354,274
	11/14/12

    5/23/13

    7/16/19	GRANTED
                                            

                                                                                                                                                                                    No

                                                                                                                                                                                    continuation application filed

                                                                                 

                                                                                20-year
                                            patent term expires in 2034
	System
    and method for providing feed-based advertisements	Yaron
    Galai, David Sasson, Itai Hochman, Amit Elisha	UTILITY,
    CORE 

    Generic Outbrain 

    functionality	Provides
    Outbrain with core IP protection	None
	26136-
    0009	US	14/055,291

    N/A

    US 10,275,795	10/16/13
 N/A

                                                                                4/30/19
	GRANTED
                                            

                                                                                                                                                                                    No

 continuation application filed

                                                                                 

                                                                                20-year
                                            patent term expires in 2034
	System
    and method for ranking, allocation and pricing of content recommendations	Ron
    Karidi, Yaron Galai	UTILITY,
    CORE Optimizes the ranking, allocation and pricing of content recommendations based on buyer campaign data	Provides
    Outbrain with core IP protection	None
	26136-
    0010	US	13/956,865

    N/A

    US10,304,081	8/1/13

    N/A 

    5/28/19	GRANTED

                                                                                                                                                                                    No

 continuation application filed

                                                                                 

                                                                                20-year
                                            patent term expires in 2034
	Yielding
    content recommendations based on serving by probabilistic grade proportions	Shlomy
    Boshy, Yatir Ben Shlomo, Yaron Galai	UTILITY,
                                            CORE Recommendation grading process that calculates serving probabilities based on the proportion
                                            of the user, document and destination grades
 	Provides
    Outbrain with core IP protection	None
     



 


Privileged & Confidential


 



     


     


    

 


Outbrain Patents


 


	LS
    Case Number	Country	Application/
    

    Publication/ 

    Patent 

    Number	Filing/

    Publication/

    Issue 

    Date	Application
    Status	Title	Inventors	Scope	Protection	Next
    Steps
	26136-
    0011	US	14/193,900

                                                                                N/A

                                                                                US 9,324,028
	2/28/14
 N/A

                                                                                26/4/16
	GRANTED Continuation application abandoned

                                                                                 
 20-year patent term expires in 2034 
	Collaborative
    filtering of content recommendations	Shlomy
    Boshy, Yaron Galai	UTILITY,
    CORE User activity data is used to generate connection pairs between sources and recommendations and a recommendation serving grade
    is calculated for each target document	Provides
    Outbrain with core IP protection	None
	26136-
    0013	US	14/266,171

                                                                                N/A

                                                                                US 9,432,471
	4/30/14
 N/A

                                                                                30/8/16
	GRANTED Continuation application granted (0091)

                                                                                 

                                                                                 20-year patent term expires in 2034
	Recommendation
    source-related user activity calculator	Shlomy
    Boshy, Yaron Galai	UTILITY,
    CORE Page views after click user engagement calculator for content recommendations	Provides
    Outbrain with core IP protection	None
	26136-
    0021	US	12/367,968 

US 2009/0204478

                                                                                Al

                                                                                US 10,269,024
	2/9/09

                                                                                8/13/09 23/4/19
	GRANTED

                                                                                                                                                                                    No

 continuation application filed

                                                                                                                                                                                     

                                                                                                                                                                                    

                                                                                20-year patent term expires in 2030
	Systems
    and methods for identifying and measuring trends in consumer content demand within vertically associated websites and related content	Paul
    Edward Kaib, Brent Allen Walker, Joshua Michael Hofmann, Gregg Freishtat	UTILITY,
    ACQUISITION Consumer vertical keywords are matched to vertical websites and the matched prospects notified to brand managers	Provides
    Outbrain with useful IP protection	None
	26136-
    0026	US	12/965,417 

US 2011/0202827

                                                                                                                                                                                    Al

                                                                                US 10,607,235
	12/10/10
    8/18/11 3/31/20	GRANTED

                                                                                                                                                                                    No

 continuation application
 

                                                                                 

                                                                                20-year patent term expires in 2029
	Systems
    and methods for curating content	Gregg
    Freishtat, Paul Edward Kaib	UTILITY,
    ACQUISITION Means to access, select and distribute licensed vertical content from third party websites	Provides
    Outbrain with useful IP protection	None



 


Privileged & Confidential


 



     


     


    

 


Outbrain Patents


 


	LS
    Case Number	Country	Application/
    

    Publication/ 

    Patent 

    Number	Filing/

    Publication/

    Issue 

    Date	Application
    Status	Title	Inventors	Scope	Protection	Next
    Steps
	26136-
    0028	US	12/965,440

 US 2011/0161479

                                                                                Al

                                                                                US 9,396,485
	12/10/10


    6/30/13

 7/19/16	GRANTED
                                            Continuation application abandoned (0090)

                                                                                                                                                                                     

                                                                                                                                                                                    

                                                                                20-year patent term expires in 2031
	Systems
    and methods for presenting content	Gregg
    S. Freishtat, Paul Edward Kaib	UTILITY,
    ACQUISITION Means to provide access to third party content in industry verticals to brand managers	Provides
    Outbrain with useful IP protection	None
	26136-
    0030	US	13/665,250

 US 2013/0060858

                                                                                Al

                                                                                US 10,713,666
	10/31/12

 3/7/13

                                                                                7/14/20
	GRANTED 

                                                                                                                                                                                    No

 continuation application

                                                                                 
 20-year patent term expires in 2032
	Systems
    and methods for curating content	Gregg
    S. Freishtat, Paul Edward Kaib, Danny Sehr	UTILITY,
    ACQUISITION Means to access, select and distribute licensed vertical content from third party websites in selected web page positions	Provides
    Outbrain with useful IP protection	None
	26136-
    0034	US	14/312,948

                                                                                N/A

                                                                                US 9,552,437
	6/24/14
 N/A

                                                                                1/24/17
	GRANTED

                                                                                                                                                                                    No

                                                                                                                                                                                    continuation application

                                                                                 
 20-year patent term expires in 2034
	Content
    position recommendations	Dennis
    R. Mortensen, Alex Poon, Varun Vijayaraghavan	UTILITY,
    CORE Optimizes content recommendation placements on web page content link positions	Provides
    Outbrain with core IP protection	None
	26136-
    0038	US	14/146,279

                                                                                N/A

                                                                                US 10,521,824
	1/2/14
 N/A

                                                                                12/31/19
	GRANTED 

                                                                                                                                                                                    No

                                                                                                                                                                                    continuation application 


                                                                                 

                                                                                20-year patent term expires in 2035
	System
    and method for personalized content recommendations	Shlomy
    Boshy, Yaron Galai	UTILITY,
    CORE User cluster types associated with interest categories are used to generate personalized content recommendations for each user	Provides
    Outbrain with core IP protection	None




 


Privileged & Confidential


 



     


     


    

 



 


Outbrain Patents


 


	LS Case

 Number	Country	Application/ 
 Publication/ 
 Patent 
 Number	Filing/

 Publication/

 Issue Date	Application 

Status	Title	Inventors	Scope	Protection	Next Steps
	26136- 0041  	US	10/350,869

 N/A 

US 7,587,381  	1/24/03

 N/A

9/8/09 	GRANTED
  No continuation application

                                                                 

                                                                20-year patent term expires
in 2024  
	Method for extracting a compact representation of the topical content of an electronic text	Martin Remy, 

Steve Nieker	UTILITY, ACQUISITION Document text is mapped and scored into content element pairs for efficient retrieval	Provides Outbrain with core IP protection	None
	 	 	 	 	 	 	 	 	 	 
	26136- 0043  	US	14/529,667

 N/A

 US 10,607,253  	10/31/14

 N/A 

3/31/20 	GRANTED 
 No continuation appication

                                                                 

                                                                20-year patent term expires
in 2037  
	Content title user engagement optimization	Amir Shachar, Alex Bennett, Yatir Ben Shlomo, Kevin Selhi  	UTILITY, CORE Content title analysis tool to improve expected CTR  	Provides Outbrain with core IP protection	None
	 	 	 	 	 	 	 	 	 	 
	26136- 0045  	US	14/657,457

 US 2015/0269488 Al 

US 10,165,069  	3/18/14

 Provisional



 3/13/15

 Utility



 9/24/15



 12/25/18 	GRANTED

 Continuation application granted (0104)



 Also provides priority for granted LTV continuation application (0101)

 

20-year patent term expires in 2036  	Provisioning personalized content recommendations	Yaron Galai, Roy Bass, Conn Doody, Yaniv Gilad, Daniel Sternlicht, Ido Tamir	UTILITY, CORE Outbrain personalization functionality  	Provides Outbrain with core IP protection	None




 


Privileged & Confidential


 






     


     


    




 


Outbrain Patents


 


	LS Case Number	Country	Application/ 

Publication/ 

Patent 

Number	Filing/ Publication/ Issue Date	Application

 Status	Title	Inventors	Scope	Protection	Next Steps
	
    26136- 0046 through 26136-

    0054

     
	US	
    29/522,494,

    29/522,500,

    29/522,506,

    29/522,526,

    29/522,519,

    29/522,501,

    29/522,511,

    29/522,515,

    29/522,517

    N/A

     

    US Design Patents D743,431 D743,989 D743,990 D743,991 D744,517
    D745,032 D745,033 D745,034 D745,035

     
	3/31/15 

N/A 

11/17/15 

11/24/15 

11/24/15 

11/24/15 

12/1/15 

12/8/15 

12/8/15 

12/8/15 

12/8/15	
    GRANTED

     

    14-year design patent term expires in
    2029

     
	Display screen or portion thereof with graphical user interface	Savitha Thankam Pal, Roy Bass, Conn Doody, Yaniv Gilad, Daniel Sternlicht	DESIGN, CORE Outbrain recommendation widget designs (tablet)	Provides Outbrain with core IP protection	None



 


Privileged & Confidential


 






     


     


    

 


Outbrain Patents


 


	LS Case Number	Country	Application/ 

Publication/ 

Patent 

Number	Filing/ Publication/ Issue Date	Application Status	Title	Inventors	Scope	Protection	Next Steps
	26136- 0056 through 26136- 0073 	US	
    29/541,937,

    29/541,940,

    29/541,942,

    29/541,943,

    29/541,946,

    29/541,961,

    29/541,950,

    29/541,951,

    29/541,953,

    29/541,956,

    29/541,957,

    29/541,960,

    29/541,967,

    29/541,968,

    29/541,979,

    29/541,981,

    29/541,984,

    29/541,991

    N/A

     

    US Design Patents D759,097 D759,098 D759,099 D759,100 D759,101
    D759,102 D759,103 D759,104 D759,105 D759,106 D759,107 D759,108 D759,109

     
	10/9/15 

N/A 6/14/16 	GRANTED

                                                                                 

                                                                                 Decision to Abandon: 29/541,946, 29/541,950, 29/541,953, 29/541,979, 29/541,981 15-year design patent term expires in 2031
	Display screen or portion thereof with graphical user interface	Savitha Thankam Pal, Roy Bass, Conn Doody, Yaniv Gilad, Daniel Sternlicht	DESIGN, CORE Outbrain recommendation widget designs (mobile & desktop) 	Provides Outbrain with core IP protection	None



 


Privileged & Confidential


 






     


     


    





 


Outbrain Patents


 


	LS
    Case

    Number	Country	Application/
    

    Publication/ 

    Patent 

    Number	Filing/

    Publication/

    Issue Date	Application

    Status	Title	Inventors	Scope	Protection	Next
    Steps
	26136-
    0074 through 26136- 0079

 (US filings)

    

    26136- 0084 

(EU filing)  	US,
    EU  	29/548,888,

    29/548,904,

    29/548,907,

    29/548,938,

    29/548,945,

    29/548,952

    001446025 (EU)

    N/A 

    EU 001-446025

    US Design Patents

    D775,152

    D775,153

    D775,154

    D775,155

    D775,156

    D775,157	12/17/15
    

    N/A 

    2/19/16 (EU)

    12/27/16

    (US) 	GRANTED
     

    

    15-year design patent term expires in 2031	Mobile
    device screen or portion thereof with a graphical user interface	Ofer
    Perach, Uta Knablein, Amit Erental  	DESIGN,
    CORE TopBox & BottomDrawer mobile content recommendation widgets  	Provides
    Outbrain with core IP protection	None
     
	 	 	 	 	 	 	 	 	 	 
	26136-
    0080 (US) and 26136- 86 (EU)	US,
    EU	29/550,819
    

    N/A 

    EU 001447353-1	1/7/16

    (US) 

    N/A 

    3/31/16

    (EU) 

    N/A (US)	US
    Abandoned

    

    EU GRANT

    

    5-year EU design patent (RCD) term expires in 2021	Electronic
    device display or portion thereof with a graphical user interface	Shaked
    Simchi, Avi Solomon	DESIGN,
    CORE Outbrain Smart watch news notification app design	Provides
    Outbrain with useful IP protection in Europe	None


 


Privileged & Confidential


 






     


     


    

 


Outbrain Patents


 


	LS
    Case

 Number	Country	Application/
    

    Publication/ 

    Patent 

    Number	Filing/


    Publication/

 Issue

 Date	Application


    Status	Title	Inventors	Scope	Protection	Next
    Steps
	26136-
    0082

 (US)

    and 26136- 0087

 (EU)	US,
    EU	29/554,194
    

N/A

 US Design Patent D800,738

 

EU 

001447361	2/9/16
    (US)

 N/A

 3/31/16 (EU)

 10/24/17 

(US)  	US
    GRANT

    

    15-year design patent term expires in 2032

    

    EU GRANT

    

    5-year EU design patent (RCD) term expires in 2021	Device
    display or portion thereof with a graphical user interface	Eric
    Xu, Anita Campbell	DESIGN,
    CORE Virtual reality content recommendation design	Provides
    Outbrain with useful IP protection	None
	 	 	 	 	 	 	 	 	 	 
	26136-
    0091 (Cont. of 13)	US	15/221,032
    

    N/A

 US

 9,787,788  	7/27/16
    

    N/A 

10/10/17	GRANTED

    No further continuation

    

    20-year patent term expires in 2034	User
    activity measurement relating to a recommendation source	Shlomy
    Boshy, Yaron Galai	UTILITY,
    CORE Page views after click user engagement calculator for content recommendations	Provides
    Outbrain with core IP protection	None


 


Privileged & Confidential


 






     


     


    

 


Outbrain Patents


 


	LS Case

 Number	Country	Application/ 

Publication/ 

Patent 

Number	Filing/

 Publication/

 Issue

 Date	Application Status	Title	Inventors	Scope	Protection	Next Steps
	26136- 0092 

(US)

 

26136- 0094

 (EU)	US, EU	29/582,646 

N/A

 US Design Patent 

D832,291	10/28/16 

(US)

 N/A

 11/3/16

 (EU) 

10/30/18 

(US)	US GRANTED

 

15-year design patent term expires in 2033

 

EU GRANT

 

5-year EU design patent (RCD) term expires in 2021  	Device display or portion thereof with a messaging graphical user interface	Savitha Pal, Yuval Ben Itzhak, Oded Regev	DESIGN, CORE Chatbot interface design	Provides Outbrain with useful IP protection	None
	26136-
    0099 

    

    (EU 26136- 0102)	US, EU	N/A 

N/A

 US Design Patent D850,466	11/17/17 N/A 6/4/19  	US GRANTED

 

15-year design patent term expires in 2034

 

EU GRANT

 

5-year EU design patent (RCD) term expires in 2023  	Electronic device display screen with a graphical user interface	Aynat Ben Ari, Liron Zluf, Oren Aghion, Uriel Elster	DESIGN, CORE Outbrain Smartfeed 

widget design	Provides Outbrain with core IP protection	None


 


Privileged & Confidential


 






     


     


    

 


Outbrain Patents


 


	LS Case

 Number	Country	Application/ 
 Publication/ 
 Patent 
 Number	Filing/

 Publication/

 Issue 

Date	Application Status	Title	Inventors	Scope	Protection	Next Steps
	26136- 0100	US, EU	N/A

 N/A

 US Design Patent D851,674

 

EU

 005269222-0001	11/17/17 

N/A

 6/18/19



 EU 

15/05/2018	US GRANTED 15-year design patent term expires in 2034

 

EU GRANT 5-year EU design patent (RCD) term expires in 2023

  	Display screen or portion thereof with graphical user interface	Roy Bass, Jonathan Sellam, Ela Eldar Raskin	DESIGN, CORE Outbrain video widget animation design	Provides Outbrain with core IP protection	None
	26136- 0101	US	N/A

 U520190058770A 1

 US 10,785,332	10/24/18

 2/21/19

 9/22/20	Granted 

Continuation -In-Part of 0045

 

No further continuation application 



20-year patent term expires in 2040	User lifetime revenue allocation associated with provisioned content recommendations	Yaron Galai, Ronny Lempel, Sagiv Gurevitch, Sonya Lieberman, Ido Tamir, Roy Bass, Conn Doody, Yaniv Gilad, Daniel Sternlicht, Elad Bar, Carmel Bregman, Danny Rosenstein, Ilan Orlov	UTILITY, CORE Outbrain LTV functionality and revenue model	Provides Outbrain with core IP protection	None
	 	 	 	 	 	 	 	 	 	 



 


Privileged & Confidential


 






     


     


    




Outbrain Patents


 



 


	LS Case Number	Country	Application/ 

Publication/ 

Patent 

Number	Filing/ Publication/ Issue Date	Application Status	Title	Inventors	Scope	Protection	Next Steps
	26136- 0104 (Cont of 45)	US	N/A

 US20180375949A 1

 US 10,693,981	8/31/18 

12/27/18

 6/23/20	GRANTED 

No further continuation application

 

20-year patent term expires in 2040 	Provisioning personalized content recommendations	Yaron Galai, Roy Bass, Colin Doody, Yaniv Gilad, Daniel Sternlicht, Ido Tamir	UTILITY, CORE Outbrain personalization functionality	Provides Outbrain with core IP protection	None
	 	 	 	 	 	 	 	 	 	 
	26136- 0106 



0114 EU	US, EU	N/A 

N/A 

US Design Patent

 D871,436	10/25/18 

N/A 

12/31/19	GRANTED

 15-year design patent term expires in 2034

 

EU GRANT 5-year EU design patent (RCD) term expires in 2023  	Mobile device display or portion thereof with a graphical user interface	Yaron Galai, Asaf Harari, Aynat Ben Ari	DESIGN, CORE Outbrain LTV widget design	Provides Outbrain with core IP protection	None
	26136- 0108  	US	17/109,857 

N/A 

N/A  	12/2/20	PENDING	Provisioning serendipitous content recommendations in a targeted content zone	Ido Tamir	UTILITY, CORE Generation and zoning of serendipitous recommendations for optimal user content discovery, engagement and revenue	Provides Outbrain with core IP protection	Pending first office action


 


Privileged & Confidential


 






     


     


    

 


Outbrain Patents


 


	LS Case

 Number	Country	Application/ 
 Publication/ 
 Patent 
 Number	Filing/

 Publication/

 Issue

 Date	Application

 Status	Title	Inventors	Scope	Protection	Next Steps
	26136- 0113

 

26136- 0115

 

26136- 0116 



26136- 0119



 26136- 0120  	US, EU	N/A	05/23/19
 N/A 

N/A  	US GRANTED 15-year design patent term expires in 2036 



EU RCD GRANTED  	Display screen or portion thereof with graphical user interface	Nati Berkover, Hadas Ozer, Amit Elisha, Sagiv Gurevitch	DESIGN, CORE Smartfeed Timeline Card Design & Variant  	Provides Outbrain with core IP protection	None



 


Privileged & Confidential








     


     


    

 


	To: Silicon Valley Bank	 	Perfection Certificate




 


Exhibit A


 


IRS Form W9


 


See
attached.


 






    -19-


     


    

 






 


	
	3/27/2020
DocuSign Envelope ID: D601DA71-6BCC-41AE-86B1-3E1E853E9B92 DocuSign Envelope ID: 3080D40B-F9EB-4DFC-A6FC-1084448076BA








     


     


    







	
	DocuSign Envelope ID: D601DA71-6BCC-41AE-86B1-3E1E853E9B92 DocuSign Envelope ID: 3080D40B-F9EB-4DFC-A6FC-1084448076BA