June 17, 2021
99 Bishopsgate
London EC2M 3XF
United Kingdom
Tel: +44(0)20.7710.1000 Fax: +44(0)20.7374.4460
www.lw.com
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VIA EDGAR
United States Securities and Exchange Commission
Division of Corporation Finance
Office of Technology
100 F Street, N.E.
Washington, D.C. 20549-6010
| Attention: | Brittany Ebbertt |
Kathleen Collins |
Alexandra Barone |
Larry Spirgel |
| Re: | Tremor International Ltd. |
Amendment No. 2 to the Registration Statement on Form F-1 |
Filed June 14, 2021 |
SEC File No. 333-256452 |
Ladies and Gentlemen:
On behalf of Tremor International Ltd. (the “Company”), we are responding to oral comments received by conference call on June 16, 2021 (the “Comments”) from the staff (the “Staff”) of the United States Securities and Exchange Commission (the “Commission”) with respect to the Amendment No. 2 to the Registration Statement of the Company filed with the Commission on Form F-1/A on June 14, 2021 (the “Registration Statement”). Your comments and our responses thereto are set forth below:
| 1. | Please add footnotes describing the beneficial ownership of the four principal shareholder funds listed on page 116 of the Registration Statement. |
Response: The Company respectfully acknowledges the Staff’s comment and has revised the disclosure on pages 116 and 117 of the Registration Statement.
* * *
Latham & Watkins is the business name of Latham & Watkins (London) LLP, a registered limited liability partnership organised under the laws of New York and authorised and regulated by the Solicitors Regulation Authority (SRA No. 203820). A list of the names of the partners of Latham & Watkins (London) LLP is open to inspection at its principal place of business, 99 Bishopsgate, London EC2M 3XF, and such persons are either solicitors, registered foreign lawyers, European lawyers or managers authorised by the SRA. We are affiliated with the firm Latham & Watkins LLP, a limited liability partnership organised under the laws of Delaware.
June 17, 2021
Page 2
We hope the foregoing answers are responsive to your comments. Please do not hesitate to contact me by telephone at +44.20.7710.4669 with any questions or comments regarding this correspondence.
| Very truly yours, |
| /s/ Ryan Benedict |
Ryan Benedict of LATHAM & WATKINS LLP |
| cc: | Ofer Druker, Tremor International Ltd. |
Sagi Niri, Tremor International Ltd.
Josh Kiernan, Latham & Watkins LLP
Tuvia Geffen, Naschitz, Brandes, Amir & Co., Advocates