GIAC / Gesher I Acquisition Corp - SEC-arkivering, Årsberetning, Fuldmagtserklæring

Gesher I Acquisition Corp
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CIK 1853314
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Gesher I Acquisition Corp
SEC Filings (Chronological Order)
Denne side giver en komplet, kronologisk liste over SEC-arkiveringer, eksklusive ejerskabsregistreringer, som vi leverer andre steder.
February 9, 2024 SC 13G/A

GIAC / Gesher I Acquisition Corp / UBS OCONNOR LLC - 13G/A EXIT Passive Investment

SC 13G/A 1 GIAC.txt 13G/A EXIT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.2) Gesher I Acquisition Corp. (Name of Issuer) - Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) - G38537109 (CUSIP Number) - December 29, 2023 (Date of Event Which Requires Filing of this Statement)

January 10, 2024 SC 13G/A

KYG385371177 / Gesher I Acquisition Corp / Castle Creek Arbitrage, LLC - AMENDMENT NO. 2 Passive Investment

SC 13G/A 1 gesher12249sc13ga2.htm AMENDMENT NO. 2 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Gesher I Acquisition Corp. (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G38537117 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of T

April 28, 2023 CORRESP

April 28, 2023

April 28, 2023 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

February 14, 2023 SC 13G

GIAC / Gesher I Acquisition Corp / GLAZER CAPITAL, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Gesher I Acquisition Corporation (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G38537109 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule

February 13, 2023 SC 13G/A

GIAC / Gesher I Acquisition Corp / Beryl Capital Management LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Gesher I Acquisition Corp. (Name of Issuer) Ordinary Shares, par value $0.0001 (Title of Class of Securities) G38537109 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the ru

February 13, 2023 SC 13G/A

GIAC / Gesher I Acquisition Corp / UBS OCONNOR LLC - SC 13G/A Passive Investment

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1) * Gesher I Acquisition Corp. (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G38537109 (CUSIP Number) December 30, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box

February 13, 2023 SC 13G/A

KYG385371177 / Gesher I Acquisition Corp / Castle Creek Arbitrage, LLC - AMENDMENT NO. 1 Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Gesher I Acquisition Corp. (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G38537117 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to design

February 13, 2023 SC 13G/A

KYG385371177 / Gesher I Acquisition Corp / Y.D. More Investments Ltd - SC 13G/A Passive Investment

SC 13G/A 1 zk2329194.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Amendment No. 1)* Gesher I Acquisition Corp. (Name of Issuer) Ordinary shares, $0.0001 par value (Title of Class of Securities) G38537117 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pur

February 6, 2023 15-12G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-40897 GESHER I ACQUISITION CORP. (Exact name of registrant as specified

January 25, 2023 EX-10.2

Assignment and Assumption Agreement, dated as of January 25, 2023, by and between Freightos and Gesher (incorporated by reference to Exhibit 10.2 of Gesher’s Form 8-K filed with the SEC on January 25, 2023).

EX-10.2 3 tm234358d1ex10-2.htm EXHIBIT 10.2 Exhibit 10.2 ASSIGNMENT AND ASSUMPTION AGREEMENT This ASSIGNMENT AND ASSUMPTION AGREEMENT, dated as of January 25, 2023 (this “Agreement”) is made and entered into by and between Gesher I Acquisition Corp., a Cayman Islands exempted company limited by shares (the “Assignor”), and Freightos Limited, a Cayman Islands exempted company limited by shares (the

January 25, 2023 8-K

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Material Modification to Rights of Security Holders, Unregistered Sales of Equity Securities, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets, Other Events, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 25, 2023 GESHER I ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-40897 N/A (State or other jurisdiction of incorporation) (Commiss

January 25, 2023 EX-99.1

Freightos, a Leading, Vendor-Neutral Booking and Payment Platform for International Freight, Lists on Nasdaq

Exhibit 99.1 Freightos, a Leading, Vendor-Neutral Booking and Payment Platform for International Freight, Lists on Nasdaq ● Raised more than $80 million to fund growth strategy, anticipated to be in excess of cash needed to reach positive cash flow ● Leader in digitizing global shipping - one of the largest but most traditional industries in the world ● Freightos facilitates smooth supply chains,

January 25, 2023 EX-10.1

Amendment to Warrant Agreement, dated as of January 25, 2023, by and among Gesher, Freightos and Continental Stock Transfer & Trust Company (incorporated by reference to Exhibit 10.1 to Gesher’s Form 8-K filed with the SEC on January 25, 2023).

Exhibit 10.1 AMENDMENT TO WARRANT AGREEMENT THIS AMENDMENT TO WARRANT AGREEMENT (this “Amendment”) is made and entered into as of January 25, 2023, by and among (i) Gesher I Acquisition Corp., a Cayman Islands exempted company (“SPAC”), (ii) Freightos Limited, a Cayman Islands exempted company limited by shares (the “Company”), and (iii) Continental Stock Transfer & Trust Company, a New York limit

January 20, 2023 SC 13G/A

KYG385371177 / Gesher I Acquisition Corp / M&G INVESTMENT MANAGEMENT LTD - GESHER I ACQUISITION CORP. Passive Investment

Gesher I Acquisition Corp. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Gesher I Acquisition Corp. (Name of Issuer) Common Stock (Title of Class of Securities) G38537117 (CUSIP Number) 31st December 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate

January 18, 2023 EX-10.1

Promissory Note dated January 18, 2023

Exhibit 10.1 PROMISSORY NOTE $75,000.00 As of January 18, 2023 Gesher I Acquisition Corp. (“Maker”) promises to pay to the order of Gesher I Sponsor, LLC or its successors or assigns (“Holder”) the principal sum of Seventy Five Thousand Dollars and No Cents ($75,000.00) in lawful money of the United States of America, on the terms and conditions described below. 1. Principal. The principal balance

January 18, 2023 8-K

Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 18, 2023 GESHER I ACQUISITION CORP. (Exact Name of Registrant as Specified in Charter) Cayman Islands 001-40897 N/A (State or Other Jurisdiction of Incorporation) (Commission

January 12, 2023 425

Freightos Reports Record 2022 Transactions and Gross Bookings Value

Filed by Freightos Limited Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Gesher I Acquisition Corp.

January 10, 2023 EX-10.1

Promissory Note dated January 9, 2023

Exhibit 10.1 PROMISSORY NOTE $100,000.00 As of January 9, 2023 Gesher I Acquisition Corp. (“Maker”) promises to pay to the order of Gesher I Sponsor, LLC or its successors or assigns (“Holder”) the principal sum of One Hundred Thousand Dollars and No Cents ($100,000.00) in lawful money of the United States of America, on the terms and conditions described below. 1. Principal. The principal balance

January 10, 2023 8-K

Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 9, 2023 GESHER I ACQUISITION CORP. (Exact Name of Registrant as Specified in Charter) Cayman Islands 001-40897 N/A (State or Other Jurisdiction of Incorporation) (Commission F

January 4, 2023 425

LINK (Redirects to SEC Website)

425 1 tm231688-1425.htm 425 Filed by Freightos Limited Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Gesher I Acquisition Corp. File No. 333-268742 Date: January 4, 2023 The following is an email sent to certain email subscribers of Freightos Limited on January 4, 2023: Hi there, This is an update

December 29, 2022 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the year ended September 30, 2022 Commission File Number 001-40897 GESHER I A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the year ended September 30, 2022 Commission File Number 001-40897 GESHER I ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands N/A (State or Other Jurisdiction of Incorporation) (I.R.S. Empl

December 28, 2022 DEFM14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ? SCHEDULE 14A ? Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 ? Filed by the Registrant ? ? ? ? ? Filed by a Party other than the Registrant ? ? ? ? Check the appropriate box: ? Preliminary Proxy Statement ? ? Confidential, for Use of the Commission Only (as permitted by Ru

December 27, 2022 425

Filed by Freightos Limited

425 1 tm2233545d1425.htm 425 Filed by Freightos Limited Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Gesher I Acquisition Corp. Commission File No. 001-40897 Date: December 27, 2022 LinkedIn Post Posted by: Ezra Gardner, Chief Executive Officer and Chairman of the Board of Gesher I Acquisition Co

December 16, 2022 425

(https://www.sec.gov/Archives/edgar/data/1927719/000110465922125930/tm2223115-5_f4.htm)

Filed by Freightos Limited Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Gesher I Acquisition Corp.

December 8, 2022 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended June 30, 2022 ☐ TRANSITIO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) (MARK ONE) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended June 30, 2022 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40897 GE

December 8, 2022 8-K

Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 5, 2022 GESHER I ACQUISITION CORP. (Exact Name of Registrant as Specified in Charter) Cayman Islands 001-40897 N/A (State or Other Jurisdiction of Incorporation) (Commission

November 23, 2022 EX-10.1

Promissory Note dated November 23, 2022

Exhibit 10.1 PROMISSORY NOTE $156,000.00 As of November 23, 2022 Gesher I Acquisition Corp. (“Maker”) promises to pay to the order of Gesher I Sponsor, LLC or its successors or assigns (“Holder”) the principal sum of One Hundred Fifty Six Thousand Dollars and No Cents ($156,000.00) in lawful money of the United States of America, on the terms and conditions described below. 1. Principal. The princ

November 23, 2022 8-K

Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 23, 2022 GESHER I ACQUISITION CORP. (Exact Name of Registrant as Specified in Charter) Cayman Islands 001-40897 N/A (State or Other Jurisdiction of Incorporation) (Commission

November 14, 2022 425

Filed by Freightos Limited

Filed by Freightos Limited Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Gesher I Acquisition Corp.

November 14, 2022 425

Freightos Announces Record Transactions and Gross Booking Value for Third Quarter of 2022 November 14, 2022

Filed by Freightos Limited Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Gesher I Acquisition Corp.

September 15, 2022 425

Filed by Freightos Limited

Filed by Freightos Limited Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Gesher I Acquisition Corp.

September 13, 2022 425

Filed by Freightos Limited

Filed by Freightos Limited Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Gesher I Acquisition Corp.

September 7, 2022 425

Filed by Freightos Limited

Filed by Freightos Limited Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Gesher I Acquisition Corp.

August 29, 2022 EX-10.1

Promissory Note, dated as of August 29, 2022, by and between Gesher and the Sponsor (incorporated by reference to Exhibit 10.1 of Gesher’s Form 8-K filed with the SEC on August 29, 2022).

EX-10.1 2 ea165107ex10-1gesheracq1.htm PROMISSORY NOTE DATED AUGUST 29, 2022 Exhibit 10.1 PROMISSORY NOTE $250,000.00 As of August 29, 2022 Gesher I Acquisition Corp. (“Maker”) promises to pay to the order of Gesher I Sponsor, LLC or its successors or assigns (“Holder”) the principal sum of Two Hundred Fifty Thousand Dollars and No Cents ($250,000.00) in lawful money of the United States of Americ

August 29, 2022 8-K

Other Events, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 29, 2022 GESHER I ACQUISITION CORP. (Exact Name of Registrant as Specified in Charter) Cayman Islands 001-40897 N/A (State or Other Jurisdiction of Incorporation) (Commission F

August 18, 2022 425

Filed by Freightos Limited

425 1 tm2224124-1425.htm 425 Filed by Freightos Limited Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Gesher I Acquisition Corp. Commission File No. 001-40897 Date: August 18, 2022 The following is an email sent to certain email subscribers of Freightos Limited on August 17, 2022: Hi! As someone w

August 15, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended June 30, 2022 ☐ TRANSITION REPORT PURSUANT TO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended June 30, 2022 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40897 GESHER I ACQUISITION C

August 9, 2022 425

Freightos Announces Record Results Across All Metrics for Second Quarter of 2022 August 9, 2022

Filed by Freightos Limited Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Gesher I Acquisition Corp.

July 25, 2022 EX-99

Joint Filing Agreement by and among the Reporting Persons.

Exhibit 1 Joint Filing Agreement Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that only one statement containing the information required by Schedule 13G need be filed with respect to the ownership by each of the undersigned of shares of Gesher I Acquisition Corp.

July 25, 2022 SC 13G

KYG385371177 / Gesher I Acquisition Corp / Y.D. More Investments Ltd - SC 13G Passive Investment

SC 13G 1 2228171.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. )* Gesher I Acquisition Corp. (Name of Issuer) Ordinary shares, $0.0001 par value (Title of Class of Securities) G38537117 (CUSIP Number) October 13, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to w

July 20, 2022 425

SPACInsider Podcast Interview Transcript

Filed by Freightos Limited Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Gesher I Acquisition Corp.

June 6, 2022 EX-10.1

Forward Purchase Agreement, dated as of March 23, 2022, between Gesher and M&G (ACS) Japan Equity Fund (incorporated by reference to Exhibit 10.1 of Gesher’s Form 8-K filed with the SEC on June 6, 2022).

EX-10.1 3 d535691dex101.htm EX-10.1 Exhibit 10.1 Execution Version FORWARD PURCHASE AGREEMENT This Forward Purchase Agreement (this “Agreement”) is entered into as of March 23, 2022 between Gesher I Acquisition Corp., a Cayman Islands exempted company (the “Company”), and M&G (ACS) Japan Equity Fund (the “Purchaser”), as managed by M&G Investment Management Limited, a private company limited by sh

June 6, 2022 EX-10.7

Form of Sponsor Holder Lock-Up Agreement, dated as of May 31, 2022, by and between Gesher, Freightos, the Sponsor and the shareholders of Gesher party thereto (incorporated by reference to Exhibit 10.7 of Gesher’s Form 8-K filed with the SEC on June 6, 2022).

EX-10.7 9 d535691dex107.htm EX-10.7 Exhibit 10.7 FINAL FORM LOCK-UP AGREEMENT THIS LOCK-UP AGREEMENT (this “Agreement”) is made and entered into as of May 31, 2022 by and among (i) Gesher I Acquisition Corp., a Cayman Islands exempted company limited by shares (“SPAC”), (ii) Freightos Limited, a Cayman Islands exempted company limited by shares (the “Company”), (iii) Gesher I Sponsor, LLC (“Sponso

June 6, 2022 425

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 31, 2022 GESHER I ACQUISITION CORP.

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 31, 2022 GESHER I ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-40897 N/A (State or other jurisdiction of incorporation or organization) (C

June 6, 2022 EX-10.4

Form of Support Agreement, by and among Gesher, Freightos and the shareholders of Freightos party thereto (incorporated by reference to Exhibit 10.4 of Gesher’s Form 8-K filed with the SEC on June 6, 2022).

EX-10.4 6 d535691dex104.htm EX-10.4 Exhibit 10.4 FINAL FORM SUPPORT AGREEMENT This SUPPORT AGREEMENT (this “Agreement”) is made as of May 31, 2022, by and among (i) Gesher I Acquisition Corp., a Cayman Islands exempted company limited by shares (“SPAC”), (ii) Freightos Limited, a Cayman Islands exempted company limited by shares (the “Company”), and (iii) the undersigned shareholder (“Holder”) of

June 6, 2022 EX-10.5

Form of Freightos Registration Rights Agreement (incorporated by reference to Exhibit 10.5 to the Company’s Form 8-K filed on June 6, 2022).

Exhibit 10.5 FINAL FORM REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [•], is made and entered into by and among Freightos Limited, a Cayman Islands exempted company limited by shares (the “Company”), and the undersigned parties listed on the signature page hereto (each a “Holder” and collectively the “Holders”). RECITALS WHEREAS, on the date here

June 6, 2022 8-K

Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 5, 2022 GESHER I ACQUISITION CORP. (Exact Name of Registrant as Specified in Charter) Cayman Islands 001-40897 N/A (State or Other Jurisdiction of Incorporation) (Commission File

June 6, 2022 EX-10.8

Form of Freightos Shareholder Lock-Up Agreement, dated as of May 31, 2022, by and between Gesher, Freightos and the shareholders of Freightos party thereto (incorporated by reference to Exhibit 10.8 of Gesher’s Form 8-K filed with the SEC on June 6, 2022).

EX-10.8 10 d535691dex108.htm EX-10.8 Exhibit 10.8 FINAL FORM LOCK-UP AGREEMENT THIS LOCK-UP AGREEMENT (this “Agreement”) is made and entered into as of May 31, 2022 by and among (i) Gesher I Acquisition Corp., a Cayman Islands exempted company limited by shares (“SPAC”), (ii) Freightos Limited, a Cayman Islands exempted company limited by shares (the “Company”), and (iii) the undersigned (“Holder”

June 6, 2022 EX-10.3

PIPE Subscription Agreement, dated as of May 31, 2022, by and among Gesher, Freightos and Alshaffafia Trading W.L.L (incorporated by reference to Exhibit 10.3 of Gesher’s Form 8-K filed with the SEC on June 6, 2022).

EX-10.3 5 d535691dex103.htm EX-10.3 Exhibit 10.3 Execution Version PIPE SUBSCRIPTION AGREEMENT Gesher I Acquisition Corp. Hagag Towers North Tower, Floor 24 Haarba 28 Tel Aviv, Israel Attention: Ezra Gardner Freightos Limited HaPo’el 1, Derech Agudat Sport HaPo’el Jerusalem, Israel 9695102 Attention: Zvi Schreiber This PIPE Subscription Agreement (this “Agreement”) is being entered into as of May

June 6, 2022 EX-10.1

Promissory Note, dated as of June 5, 2022, by and between Gesher and the Sponsor (incorporated by reference to Exhibit 10.1 of Gesher’s Form 8-K filed with the SEC on June 6, 2022 (the second Form 8-K filed on such date).

EX-10.1 2 ea161191ex10-1gesheracq1.htm PROMISSORY NOTE DATED JUNE 5, 2022 Exhibit 10.1 PROMISSORY NOTE $250,000.00 As of June 5, 2022 Gesher I Acquisition Corp. (“Maker”) promises to pay to the order of Gesher I Sponsor, LLC or its successors or assigns (“Holder”) the principal sum of Two Hundred Fifty Thousand Dollars and No Cents ($250,000.00) in lawful money of the United States of America, on

June 6, 2022 EX-10.2

Backstop Subscription Agreement, dated as of April 14, 2022, by and between Gesher and Composite Analysis Group Inc. (incorporated by reference to Exhibit 10.2 of Gesher’s Form 8-K filed with the SEC on June 6, 2022).

EX-10.2 4 d535691dex102.htm EX-10.2 Exhibit 10.2 BACKSTOP SUBSCRIPTION AGREEMENT Gesher I Acquisition Corp. Hagag Towers North Tower, Floor 24 Haarba 28 Tel Aviv, Israel Attn: Ezra Gardner This Backstop Subscription Agreement (this “Agreement”) is being entered into as of April 14, 2022 by and between Gesher I Acquisition Corp., a Cayman Islands exempted company limited by shares (“SPAC”), and the

June 6, 2022 EX-2.1

Business Combination Agreement, dated as of May 31, 2022, by and among Gesher I Acquisition Corp., Freightos Limited, Freightos Merger Sub I and Freightos Merger Sub II (incorporated by reference to Exhibit 2.1 to the Company’s Form 8-K filed on June 6, 2022).

Exhibit 2.1 EXECUTION VERSION BUSINESS COMBINATION AGREEMENT by and among Gesher I Acquisition Corp., Freightos Limited, Freightos Merger Sub I and Freightos Merger Sub II dated as of May 31, 2022 Table of Contents Page ARTICLE I AGREEMENT – THE MERGER 5 Section 1.1. The Mergers 5 Section 1.2. Closing 6 Section 1.3. Effective Time 7 Section 1.4. Organizational Documents of the Surviving Subsidiary

June 6, 2022 EX-10.6

Form of First Amendment to Registration Rights Agreement, dated as of January 25, 2023, by and among Gesher, Freightos, the Sponsor and EarlyBird (incorporated by reference to Exhibit 10.6 to Freightos’ Form F-4 filed with the SEC on December 9, 2022, as amended).

Exhibit 10.6 FINAL FORM FIRST AMENDMENT TO REGISTRATION RIGHTS AGREEMENT THIS FIRST AMENDMENT TO REGISTRATION RIGHTS AGREEMENT (this ?Amendment?) is made and entered into as of [?], 2022 and shall be effective as of the Closing (as such term is defined in the Business Combination Agreement (as defined below)), by and among (i) Freightos Limited, a Cayman Islands exempted company limited by shares

June 6, 2022 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 31, 2022 GESHER I ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-40897 N/A (State or other jurisdiction of incorporation or organization) (C

June 2, 2022 425

Webcast Transcript

Filed by Gesher I Acquisition Corp. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Gesher I Acquisition Corp. Commission File No. 001-40897 June 1, 2022 Webcast Transcript Zvi Schreiber: Hi, I?m Zvi Schreiber, founder and CEO of the Freightos Group. Freightos is the global freight booking platform

June 2, 2022 425

Webcast Transcript

425 1 d275160d425.htm 425 Filed by Freightos Limited Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Gesher I Acquisition Corp. Commission File No. 001-40897 Date: June 1, 2022 Webcast Transcript Zvi Schreiber: Hi, I’m Zvi Schreiber, founder and CEO of the Freightos Group. Freightos is the global fr

June 1, 2022 425

Filed by Freightos Limited

Filed by Freightos Limited Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Gesher I Acquisition Corp.

June 1, 2022 425

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 31, 2022 GESHER I ACQUISITION CORP.

425 1 d335912d425.htm 425 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 31, 2022 GESHER I ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-40897 N/A (State or other jurisdiction of incorpo

June 1, 2022 425

Filed by Freightos Limited

425 1 d336344d425.htm 425 Filed by Freightos Limited Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Gesher I Acquisition Corp. Commission File No. 001-40897 Date: May 31, 2022 The Freightos Group Making global trade frictionless The global freight booking platform, addressing the monumental challen

June 1, 2022 425

Filed by Freightos Limited

Filed by Freightos Limited Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Gesher I Acquisition Corp.

June 1, 2022 425

Filed by Freightos Limited

Filed by Freightos Limited Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Gesher I Acquisition Corp.

June 1, 2022 425

Filed by Freightos Limited

Filed by Freightos Limited Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Gesher I Acquisition Corp.

June 1, 2022 425

Filed by Freightos Limited

425 1 d336344d425.htm 425 Filed by Freightos Limited Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Gesher I Acquisition Corp. Commission File No. 001-40897 Date: May 31, 2022 Social Media Posts Graphic Corporate We’re excited to announce that @Freightos is on its way to going public (ticker: FROS)

June 1, 2022 425

Filed by Freightos Limited

Filed by Freightos Limited Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Gesher I Acquisition Corp.

May 31, 2022 EX-99.2

Disclaimer About this Presentation This investor presentation (this “Presentation”) is for informational purposes with respect to the proposed business combination (the “Business Combination”) between Gesher I Acquisition Corp. (“Gesher”) and Freight

Exhibit 99.2 The Freightos Group Making global trade frictionless The global freight booking platform, addressing the monumental challenges of global supply chain June, 2022 Disclaimer About this Presentation This investor presentation (this ?Presentation?) is for informational purposes with respect to the proposed business combination (the ?Business Combination?) between Gesher I Acquisition Corp

May 31, 2022 EX-99.3

Transcript of Presentation Videos

Exhibit 99.3 Transcript of Presentation Videos After slide 5 (freightos.com overview) Hey. I don?t need to tell you how many (beep) things are being shipped around the world right now. My next shipment, I need to get 182 pallets of teddy bears out here yesterday. Do you think little Betsy Sue has any clue what it takes to get Mr. Fluff Fluff from Shanghai to a little school of Tennessee? It takes

May 31, 2022 8-K

Financial Statements and Exhibits, Other Events

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 31, 2022 GESHER I ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-40897 N/A (State or other jurisdiction of incorporation or organization) (C

May 31, 2022 EX-99.1

Freightos, a Leading Booking and Payment Platform Digitalizing Global Freight, to Raise Growth Capital and Become Public via Business Combination with Gesher I Acquisition Corp.

Exhibit 99.1 Freightos, a Leading Booking and Payment Platform Digitalizing Global Freight, to Raise Growth Capital and Become Public via Business Combination with Gesher I Acquisition Corp. • Freightos’ digital freight booking and payment platform addresses the monumental challenges of the global supply chain • Freightos’ platform already has significant traction and has attracted well over 10,00

May 20, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended March 31, 2022 ☐ TRANSITION REPORT PURSUANT T

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended March 31, 2022 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40897 GESHER I ACQUISITION

May 16, 2022 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

NT 10-Q 1 ea160006-nt10qgesher1acq.htm NOTIFICATION OF LATE FILING UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB APPROVAL OMB Number: 3235-0058 FORM 12b-25 Expires: April 30, 2025 Estimated average burden Hours per form 2.50 NOTIFICATION OF LATE FILING SEC FILE NUMBER 001-40897 CUSIP NUMBER G38537 109 (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form

May 4, 2022 EX-10.1

Promissory Note, dated as of May 3, 2022, by and between Gesher and the Sponsor (incorporated by reference to Exhibit 10.1 of Gesher’s Form 8-K filed with the SEC on May 5, 2022).

EX-10.1 2 ea159317ex10-1gesheracq1.htm PROMISSORY NOTE DATED MAY 3, 2022 Exhibit 10.1 PROMISSORY NOTE $250,000.00 As of May 3, 2022 Gesher I Acquisition Corp. (“Maker”) promises to pay to the order of Gesher I Sponsor, LLC or its successors or assigns (“Holder”) the principal sum of Two Hundred Fifty Thousand Dollars and No Cents ($250,000.00) in lawful money of the United States of America, on th

May 4, 2022 8-K

Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 3, 2022 GESHER I ACQUISITION CORP. (Exact Name of Registrant as Specified in Charter) Cayman Islands 001-40897 N/A (State or Other Jurisdiction of Incorporation) (Commission File

April 19, 2022 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 14, 2022 GESHER I ACQUISITION CORP. (Exact Name of Registrant as Specified in Charter) Cayman Islands 001-40897 N/A (State or other Jurisdiction of Incorporation) (Commission Fi

April 8, 2022 SC 13G/A

KYG385371177 / Gesher I Acquisition Corp / M&G INVESTMENT MANAGEMENT LTD - GESHER I ACQUISITION CORP. Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Gesher I Acquisition Corp. (Name of Issuer) Common Stock (Title of Class of Securities) G38537117 (CUSIP Number) 31st December 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which

March 28, 2022 8-K

Unregistered Sales of Equity Securities, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 23, 2022 GESHER I ACQUISITION CORP. (Exact Name of Registrant as Specified in Charter) Cayman Islands 001-40897 N/A (State or other Jurisdiction of Incorporation) (Commission Fi

March 18, 2022 EX-10.1

Promissory Note, dated as of March 18, 2022, by and between Gesher and the Sponsor (incorporated by reference to Exhibit 10.1 of Gesher’s Form 8-K filed with the SEC on May 5, 2022).

Exhibit 10.1 PROMISSORY NOTE $ $64,944.50 As of March 18, 2022 Gesher I Acquisition Corp. (?Maker?) promises to pay to the order of Gesher I Sponsor, LLC or its successors or assigns (?Holder?) the principal sum of Sixty Four Thousand Nine Hundred Forty Four Dollars and Fifty Cents ($64,944.50) in lawful money of the United States of America, on the terms and conditions described below. 1. Princip

March 18, 2022 8-K

Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 18, 2022 GESHER I ACQUISITION CORP. (Exact Name of Registrant as Specified in Charter) Cayman Islands 001-40897 N/A (State or Other Jurisdiction of Incorporation) (Commission Fi

March 15, 2022 EX-10.1

Promissory Note, dated as of March 15, 2022, by and between Gesher and the Sponsor (incorporated by reference to Exhibit 10.1 of Gesher’s Form 8-K filed with the SEC on May 5, 2022).

Exhibit 10.1 PROMISSORY NOTE $450,000.00 As of March 15, 2022 Gesher I Acquisition Corp. (?Maker?) promises to pay to the order of Gesher I Sponsor, LLC or its successors or assigns (?Holder?) the principal sum of Four Hundred Fifty Thousand Dollars and No Cents ($450,000.00) in lawful money of the United States of America, on the terms and conditions described below. 1. Principal. The principal b

March 15, 2022 8-K

Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 15, 2022 GESHER I ACQUISITION CORP. (Exact Name of Registrant as Specified in Charter) Cayman Islands 001-40897 N/A (State or Other Jurisdiction (Commission File Number) (IRS Em

February 14, 2022 SC 13G

GIAC / Gesher I Acquisition Corp / UBS OCONNOR LLC - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. ) * Gesher I Acquisition Corp. (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G38537109 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to design

February 14, 2022 SC 13G

GIAC / Gesher I Acquisition Corp / Beryl Capital Management LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Gesher I Acquisition Corp. (Name of Issuer) Ordinary Shares, par value $0.0001 (Title of Class of Securities) G38537109 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rul

February 14, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended December 31, 2021 ☐ TRANSITION REPORT PURSUAN

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended December 31, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40897 GESHER I ACQUISITI

February 11, 2022 SC 13G

KYG385371177 / Gesher I Acquisition Corp / Castle Creek Arbitrage, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Gesher I Acquisition Corp. (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G38537117 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designa

February 8, 2022 SC 13G

GIAC / Gesher I Acquisition Corp / Polar Asset Management Partners Inc. - FORM SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Gesher I Acquisition Corp. (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G38537109 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designa

February 3, 2022 SC 13G/A

KYG385371177 / Gesher I Acquisition Corp / Linden Capital L.P. - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Gesher I Acquisition Corp. (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G38537117 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to design

January 19, 2022 SC 13G/A

GIAC / Gesher I Acquisition Corp / M&G Alternatives Investment Management Ltd - GESHER I ACQUISITION CORP. Passive Investment

SC 13G/A 1 d296418dsc13ga.htm GESHER I ACQUISITION CORP. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Gesher I Acquisition Corp. (Name of Issuer) Common Stock (Title of Class of Securities) G38537117 (CUSIP Number) 31st December 2021 (Date of Event Which Requires Filing of this Statement) Check the

December 29, 2021 EX-4.4

Description of Registrant’s Securities.

Exhibit 4.4 DESCRIPTION OF REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following description of the securities of Gesher I Acquisition Corp. (the “Company”, “we”, “our” or similar terms) is based upon the Company’s amended and restated memorandum and articles of association (“M&A”), the Companies Act (As Revised) of the Cayman Islands (“Comp

December 29, 2021 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the year ended September 30, 2021 Commission File Number 001-40897 GESHER I A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the year ended September 30, 2021 Commission File Number 001-40897 GESHER I ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands N/A (State or Other Jurisdiction of Incorporation) (I.R.S. Empl

November 5, 2021 8-K

Other Events, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 5, 2021 GESHER I ACQUISITION CORP. (Exact Name of Registrant as Specified in Charter) Cayman Islands 001-40897 N/A (State or Other Jurisdiction (Commission File Number) (IRS

November 5, 2021 EX-99.1

Gesher I Acquisition Corp. Announces Separate Trading of its Ordinary Shares and Warrants

Exhibit 99.1 Gesher I Acquisition Corp. Announces Separate Trading of its Ordinary Shares and Warrants November 5, 2021 TEL AVIV, ISRAEL, October 12, 2021?(BUSINESS WIRE)?Gesher I Acquisition Corp. (Nasdaq: GIACU) (the ?Company?) announced today that, commencing on or about November 9, 2021, holders of its units sold in the Company?s initial public offering may elect to separately trade the ordina

October 25, 2021 SC 13G

Segantii Capital Management Ltd

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Gesher I Acquisition Corp (Name of Issuer) Ordinary share, $0.0001 par value (Title of Class of Securities) G38537117 (CUSIP Number) October 14, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule p

October 25, 2021 EX-99.1

JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k)

CUSIP No. G38537117 13G Page 13 of 13 JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint acquisition st

October 22, 2021 EX-99.A

JOINT FILING AGREEMENT

EX-99.A 2 d210576dex99a.htm EX-99.A Page 1 0 of 10 EXHIBIT A JOINT FILING AGREEMENT The undersigned hereby agree that the statement on Schedule 13G with respect to the Ordinary Shares of Gesher I Acquisition Corp. dated as of October 21, 2021 is, and any further amendments thereto signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the provi

October 22, 2021 SC 13G

683 Capital Management, LLC

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (RULE 13d - 102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2(b) (Amendment No. )* Gesher I Acquisition Corp. (Name of Issuer) Ordinary Shares, par value $0.0001 (Title of Class of Securities) G38537117** (CUSIP Number) October 12, 2021 (Date of

October 22, 2021 SC 13G

Linden Capital L.P. - SC 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Gesher I Acquisition Corp. (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G38537117 (CUSIP Number) October 21, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designat

October 21, 2021 EX-99.1

GESHER I ACQUISITION CORP. INDEX TO FINANCIAL STATEMENT

EX-99.1 2 ea149003ex99-1gesher1acq.htm AUDITED BALANCE SHEET Exhibit 99.1 GESHER I ACQUISITION CORP. INDEX TO FINANCIAL STATEMENT Page Report of Independent Registered Public Accounting Firm F-2 Balance Sheet as of October 14, 2021 F-3 Notes to Financial Statement F-4 F-1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Shareholders and Board of Directors of Gesher I Acquisition Corp

October 21, 2021 EX-99.2

Gesher I Acquisition Corp. Announces Closing of $100,000,000 Initial Public Offering

EX-99.2 3 ea149003ex99-2gesher1acq.htm PRESS RELEASE ANNOUNCING CONSUMMATION OF IPO Exhibit 99.2 Gesher I Acquisition Corp. Announces Closing of $100,000,000 Initial Public Offering TEL AVIV, ISRAEL, October 14, 2021—(BUSINESS WIRE)—Gesher I Acquisition Corp. (the “Company”) announced today that it closed its initial public offering of 10,000,000 units at $10.00 per unit. The units were listed on

October 21, 2021 8-K

Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 14, 2021 GESHER I ACQUISITION CORP. (Exact Name of Registrant as Specified in Charter) Cayman Islands 001-40897 N/A (State or Other Jurisdiction (Commission File Number) (IRS

October 14, 2021 EX-1.1

Underwriting Agreement between the Company and EarlyBirdCapital, Inc., as representative of the underwriters.

EX-1.1 2 ea148720ex1-1gesher1acq.htm UNDERWRITING AGREEMENT BETWEEN THE COMPANY AND EARLYBIRDCAPITAL, INC., AS REPRESENTATIVE OF THE UNDERWRITERS Exhibit 1.1 10,000,000 Units GESHER I ACQUISITION CORP. UNDERWRITING AGREEMENT New York, New York October 12, 2021 EarlyBirdCapital, Inc. 366 Madison Avenue New York, New York 10017 As Representative of the Underwriters named on Schedule A hereto Ladies

October 14, 2021 EX-10.4

Form of Indemnification Agreement between Gesher and each of the directors and executive officers of Gesher (incorporated by reference to Exhibit 10.4 of Gesher’s Form 8-K filed with the SEC on October 14, 2021).

EX-10.4 8 ea148720ex10-4gesher1acq.htm FORM OF INDEMNIFICATION AGREEMENT Exhibit 10.4 INDEMNIFICATION AGREEMENT This Agreement, made and entered into effective as of October 12, 2021 (“Agreement”), by and between Gesher I Acquisition Corp., a Cayman Islands exempted company (“Company”), and the undersigned indemnitee (“Indemnitee”). WHEREAS, the adoption of the Sarbanes-Oxley Act of 2002 and other

October 14, 2021 EX-10.1

Investment Management Trust Agreement, dated as of October 12, 2021, by and between Gesher and Continental Stock Transfer & Trust Company, as trustee (incorporated by reference to Exhibit 10.1 of Gesher’s Form 8-K filed with the SEC on October 14, 2021).

Exhibit 10.1 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this ?Agreement?) is made as of October 12, 2021 by and between Gesher I Acquisition Corp. (the ?Company?) and Continental Stock Transfer & Trust Company (?Trustee?). WHEREAS, the Company?s registration statement on Form S-1, File No. 333-259253 (?Registration Statement?) and prospectus (?Prospectus?) fo

October 14, 2021 EX-4.1

Warrant Agreement, dated as of October 12, 2021, between Continental Stock Transfer & Trust Company and Gesher (incorporated by reference to Exhibit 4.1 of Gesher’s Form 8-K filed with the SEC on October 14, 2021).

EX-4.1 4 ea148720ex4-1gesher1acq.htm WARRANT AGREEMENT BETWEEN THE COMPANY AND CONTINENTAL STOCK TRANSFER & TRUST COMPANY Exhibit 4.1 WARRANT AGREEMENT This WARRANT AGREEMENT (this “Agreement”) is made as of October 12, 2021 between Gesher I Acquisition Corp., a Cayman Islands exempted company, with offices at Hagag Towers, North Tower, Floor 24, Haarba 28, Tel Aviv, Israel (“Company”), and Contin

October 14, 2021 EX-10.2

Registration Rights Agreement, dated as of October 12, 2021, by and among Gesher, the Sponsor and EarlyBird (incorporated by reference to Exhibit 4.8 to Freightos’ Form F-4 filed with the SEC on December 9, 2022, as amended).

EX-10.2 6 ea148720ex10-2gesher1acq.htm REGISTRATION RIGHTS AGREEMENT BETWEEN THE COMPANY AND CERTAIN SECURITY HOLDERS Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of October 12, 2021, by and among Gesher I Acquisition Corp., a Cayman Islands exempted company (the “Company”), and the undersigned parties listed under Investors on

October 14, 2021 EX-99.1

Gesher I Acquisition Corp. Announces Pricing of $100,000,000 Initial Public Offering

EX-99.1 9 ea148720ex99-1gesher1acq.htm PRESS RELEASE Exhibit 99.1 Gesher I Acquisition Corp. Announces Pricing of $100,000,000 Initial Public Offering TEL AVIV, ISRAEL, October 12, 2021—(BUSINESS WIRE)—Gesher I Acquisition Corp. (the “Company”) announced today that it priced its initial public offering of 10,000,000 units at $10.00 per unit. The units will be listed on the Nasdaq Global Market (“N

October 14, 2021 8-K

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 12, 2021 GESHER I ACQUISITION CORP. (Exact Name of Registrant as Specified in Charter) Cayman Islands 001-40897 N/A (State or Other Jurisdiction (Commission (IRS Employer of I

October 14, 2021 EX-10.3

Administrative Services Agreement between High House and the Registrant.*

Exhibit 10.3 GESHER I ACQUISITION CORP. Hagag Towers North Tower, Floor 24 Haarba 28 Tel Aviv, Israel October 12, 2021 High House Hagag Towers North Tower, Floor 24 Haarba 28 Tel Aviv, Israel Ladies and Gentlemen: This letter will confirm our agreement that, commencing on the effective date (the “Effective Date”) of the registration statement (the “Registration Statement”) for the initial public o

October 14, 2021 EX-3.1

Amended and Restated Memorandum and Articles of Association.*

EX-3.1 3 ea148720ex3-1gesher1acq.htm AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION Exhibit 3.1 THE COMPANIES ACT (As Revised) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF GESHER I ACQUISITION CORP (adopted by Special Resolution dated 12 OCtober 2021 and effective on 12 OCtober 2021) THE COMPANIES ACT (As Revised) OF TH

October 13, 2021 424B4

$100,000,000 Gesher I Acquisition Corp. 10,000,000 Units

Filed pursuant to Rule 424(b)(4) File No. 333-259253 PROSPECTUS $100,000,000 Gesher I Acquisition Corp. 10,000,000 Units Gesher I Acquisition Corp. is a Cayman Islands exempted company incorporated as a black check company for the purpose of entering into a merger, share exchange, asset acquisition, share purchase, recapitalization, reorganization or similar business combination with one or more b

October 8, 2021 8-A12B

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 Gesher I Acquisition Corp. (Exact Name of Registrant a

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 Gesher I Acquisition Corp. (Exact Name of Registrant as Specified in Its Charter) Cayman Islands N/A (State of Incorporation or Organization) (I.R.S. Employer Identification No.) Hagag Towers, North Tower

October 6, 2021 CORRESP

[Signature Page Follows]

October 6, 2021 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Gesher I Acquisition Corp. Registration Statement on Form S-1 File No. 333-259253 To whom it may concern: Pursuant to Rule 461 of the General Rules and Regulations of the U.S. Securities and Exchange Commission under the Securities Act of 1933, as amended

October 6, 2021 CORRESP

GESHER I ACQUISITION CORP. Hagag Towers, North Tower, Floor 24 Haarba 28 Tel Aviv, Israel 6473925 October 6, 2021

GESHER I ACQUISITION CORP. Hagag Towers, North Tower, Floor 24 Haarba 28 Tel Aviv, Israel 6473925 October 6, 2021 VIA EDGAR Division of Corporation Finance Office of Manufacturing Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Gesher I Acquisition Corp. Registration Statement on Form S-1 File No. 333-259253 Ladies and Gentlemen: Pursuant to Rule 461 promulgated un

September 27, 2021 S-1/A

As filed with the Securities and Exchange Commission on September 27, 2021

S-1/A 1 fs12021a1gesher1acqcorp.htm AMENDMENT NO. 1 TO FORM S-1 As filed with the Securities and Exchange Commission on September 27, 2021 Registration No. 333-259253 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 GESHER I ACQUISITION CORP. (Exact name of registrant as specified in its char

September 27, 2021 EX-1.1

Form of Underwriting Agreement.

Exhibit 1.1 10,000,000 Units GESHER I ACQUISITION CORP. UNDERWRITING AGREEMENT New York, New York [ ], 2021 EarlyBirdCapital, Inc. 366 Madison Avenue New York, New York 10017 As Representative of the Underwriters named on Schedule A hereto Ladies and Gentlemen: Gesher I Acquisition Corp., a Cayman Islands exempt company (the “Company”), hereby confirms its agreement with EarlyBirdCapital, Inc. (th

September 2, 2021 EX-4.4

Form of Warrant Agreement between Continental Stock Transfer & Trust Company and the Registrant.

Exhibit 4.4 WARRANT AGREEMENT This WARRANT AGREEMENT (this “Agreement”) is made as of [], 2021 between Gesher I Acquisition Corp., a Cayman Islands exempted company, with offices at Hagag Towers, North Tower, Floor 24, Haarba 28, Tel Aviv, Israel (“Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, with offices at 1 State Street, New York, New York

September 2, 2021 EX-10.6

Form of Stock Escrow Agreement between Continental Stock Transfer & Trust Company and the Registrant.**

Exhibit 10.6 STOCK ESCROW AGREEMENT STOCK ESCROW AGREEMENT, dated as of [], 2021 (“Agreement”), by and among Gesher I Acquisition Corp., a Cayman Islands exempted company (“Company”), the shareholder of the Company listed on Exhibit A hereto (the “Sponsor”) and Continental Stock Transfer & Trust Company, a New York limited purpose trust company (“Escrow Agent”). WHEREAS, the Company was formed for

September 2, 2021 EX-99.2

Compensation committee charter.

Exhibit 99.2 CHARTER OF THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS OF GESHER I ACQUISITION CORP. I. PURPOSES The Compensation Committee (the “Committee”) is appointed by the Board of Directors (the “Board”) of Gesher I Acquisition Corp. (the “Company”) for the purposes of, among other things, (a) discharging the Board’s responsibilities relating to the compensation of the Company’s named

September 2, 2021 EX-14

Code of Ethics.**

Exhibit 14 GESHER I ACQUISITION CORP. CODE OF ETHICS 1. Introduction The Board of Directors (the “Board”) of Gesher I Acquisition Corp. (the “Company”) has adopted this code of ethics (this “Code”), which is applicable to all directors, officers, and employees (to the extent that employees are hired in the future) (each a “person,” as used herein) of the Company, with the intent to: ● promote hone

September 2, 2021 EX-10.9

Form of Forward Purchase Agreement.

Exhibit 10.9 FORWARD PURCHASE AGREEMENT This Forward Purchase Agreement (this “Agreement”) is entered into as of , 2021 between Gesher I Acquisition Corp., a Cayman Islands exempted company (the “Company”), and , a (the “Purchaser”). RECITALS WHEREAS, the Company was formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, recapitalization, reorganization or

September 2, 2021 EX-3.2

Form of Amended and Restated Memorandum and articles of association.

Exhibit 3.2 THE COMPANIES ACT (As Revised) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF GESHER I ACQUISITION CORP (adopted by Special Resolution dated [Date] and effective on [date]) THE COMPANIES ACT (As Revised) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF GESHER I ACQUISITION C

September 2, 2021 EX-99.1

Audit committee charter.

Exhibit 99.1 Adopted: , 2021 AUDIT COMMITTEE CHARTER OF GESHER I ACQUISITION CORP. Purpose The purposes of the Audit Committee (the “Audit Committee”) of the Board of Directors (“Board”) of Gesher I Acquisition Corp. (“Company”) are to assist the Board in monitoring: (1) the integrity of the annual, quarterly, and other financial statements of the Company, (2) the independent auditor’s qualificati

September 2, 2021 EX-3.1

Memorandum and articles of association.

Exhibit 3.1 THE COMPANIES ACT (AS REVISED) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES MEMORANDUM AND ARTICLES OF ASSOCIATION OF GESHER I ACQUISITION CORP. Auth Code: A37827353295 www.verify.gov.ky THE COMPANIES ACT (AS REVISED) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES MEMORANDUM OF ASSOCIATION OF GESHER I ACQUISITION CORP. 1 The name of the Company is Gesher I Acquisition Corp. 2 The R

September 2, 2021 EX-4.1

Specimen Unit Certificate of Gesher (incorporated by reference to Exhibit 4.1 of Gesher’s Form S-1 filed with the SEC on September 2, 2021).

EX-4.1 4 fs12021ex4-1gesher1acq.htm SPECIMEN UNIT CERTIFICATE Exhibit 4.1 NUMBER U- UNITS SEE REVERSE FOR CERTAIN DEFINITIONS GESHER I ACQUISITION CORP. CUSIP G38537 117 UNITS CONSISTING OF ONE ORDINARY SHARE AND ONE-HALF OF ONE WARRANT THIS CERTIFIES THAT is the owner of Units. Each Unit (“Unit”) consists of one (1) ordinary share, par value $0.0001 per share (“Ordinary Shares”), of Gesher I Acqu

September 2, 2021 EX-4.2

Specimen Ordinary Share Certificate.**

Exhibit 4.2 NUMBER SHARES C GESHER I ACQUISITION CORP. ORDINARY SHARES SEE REVERSE FOR CERTAIN DEFINITIONS This Certifies that CUSIP G38537 109 is the owner of FULLY PAID AND NON-ASSESSABLE ORDINARY SHARES OF THE PAR VALUE OF $0.0001 EACH OF GESHER I ACQUISITION CORP. transferable on the books of the Company in person or by duly authorized attorney upon surrender of this certificate properly endor

September 2, 2021 EX-99.3

Nominating committee charter.

Exhibit 99.3 Adopted: , 2021 NOMINATING COMMITTEE CHARTER OF GESHER I ACQUISITION CORP. The responsibilities and powers of the Nominating Committee (the “Nominating Committee”) of the Board of Directors (“Board”) of Gesher I Acquisition Corp. (the “Company”), as delegated by the Board, are set forth in this charter. Whenever the Nominating Committee takes an action, it shall exercise its independe

September 2, 2021 S-1

As filed with the Securities and Exchange Commission on September 1, 2021

S-1 1 fs12021gesher1acquisition.htm REGISTRATION STATEMENT As filed with the Securities and Exchange Commission on September 1, 2021 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 GESHER I ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 6770 N/A (S

September 2, 2021 EX-10.1

Form of Letter Agreement from each of the Registrant’s initial shareholders, officers and directors.**

Exhibit 10.1 [ , 2021] Gesher I Acquisition Corp. Hagag Towers North Tower, Floor 24 Haarba 28 Tel Aviv, Israel EarlyBirdCapital, Inc. 366 Madison Ave 8th Floor New York, NY 10017 Re: Initial Public Offering Ladies and Gentlemen: This letter (?Letter Agreement?) is being delivered to you in accordance with the Underwriting Agreement (the ?Underwriting Agreement?) entered into by and between Gesher

September 2, 2021 EX-4.3

Specimen Warrant Certificate.**

Exhibit 4.3 NUMBER - (SEE REVERSE SIDE FOR LEGEND) THIS WARRANT WILL BE VOID IF NOT EXERCISED PRIOR TO THE EXPIRATION DATE (DEFINED BELOW) WARRANTS GESHER I ACQUISITION CORP. CUSIP G38537 125 WARRANT THIS CERTIFIES THAT, for value received is the registered holder of a warrant or warrants (the “Warrant(s)”) of Gesher I Acquisition Corp., a Cayman Islands exempted company (the “Company”), expiring

September 2, 2021 EX-10.3

Promissory Note.

Exhibit 10.3 PROMISSORY NOTE $150,000 As of March , 2021 Gesher I Acquisition Corp. (“Maker”) promises to pay to the order of Verana Capital LLC or its successors or assigns (“Payee”) the principal sum of One Hundred Fifty Thousand Dollars and No Cents ($150,000) in lawful money of the United States of America, on the terms and conditions described below. 1. Principal. The principal balance of thi

September 2, 2021 EX-10.4

Form of Registration Rights Agreement.

Exhibit 10.4 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this ?Agreement?) is entered into as of [], 2021, by and among Gesher I Acquisition Corp., a Cayman Islands exempted company (the ?Company?), and the undersigned parties listed under Investors on the signature page hereto (each, an ?Investor? and collectively, the ?Investors?). WHEREAS, the Investors and the Company des

September 2, 2021 EX-10.5

Form of Subscription agreement for private warrants by Gesher I Sponsor LLC.

Exhibit 10.5 Ladies and Gentlemen: Gesher I Acquisition Corp. (“Corporation”), a blank check company formed for the purpose of acquiring one or more businesses or entities (a “Business Combination”), intends to register its securities under the Securities Act of 1933, as amended (“Securities Act”), in connection with its initial public offering (“IPO”). The undersigned hereby commits to purchase a

September 2, 2021 EX-10.7

Form of Administrative Services Agreement.

Exhibit 10.7 GESHER I ACQUISITION CORP. Hagag Towers North Tower, Floor 24 Haarba 28 Tel Aviv, Israel [], 2021 High House Hagag Towers North Tower, Floor 24 Haarba 28 Tel Aviv, Israel Ladies and Gentlemen: This letter will confirm our agreement that, commencing on the effective date (the “Effective Date”) of the registration statement (the “Registration Statement”) for the initial public offering

September 2, 2021 EX-10.8

Form of Indemnification Agreement.

Exhibit 10.8 INDEMNIFICATION AGREEMENT This Agreement, made and entered into effective as of , 2021 (“Agreement”), by and between Gesher I Acquisition Corp., a Cayman Islands exempted company (“Company”), and the undersigned indemnitee (“Indemnitee”). WHEREAS, the adoption of the Sarbanes-Oxley Act of 2002 and other laws, rules and regulations being promulgated have increased the potential for lia

September 2, 2021 EX-10.2

Form of Investment Management Trust Agreement between Continental Stock Transfer & Trust Company and the Registrant.

Exhibit 10.2 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made as of [], 2021 by and between Gesher I Acquisition Corp. (the “Company”) and Continental Stock Transfer & Trust Company (“Trustee”). WHEREAS, the Company’s registration statement on Form S-1, File No. 333- (“Registration Statement”) and prospectus (“Prospectus”) for the initial

September 1, 2021 CORRESP

Graubard Miller The Chrysler Building 405 Lexington Avenue New York, N.Y. 10174-1101

Graubard Miller The Chrysler Building 405 Lexington Avenue New York, N.Y. 10174-1101 facsimile direct dial number (212) 818-8881 (212) 818-8638 email address [email protected] September 1, 2021 Securities and Exchange Commission Division of Corporation Finance Office of Technology 100 F Street, N.E. Washington, D.C. 20549 Re: Gesher I Acquisition Corp. Draft Registration Statement on Form S-1

March 31, 2021 DRS

This Draft Registration Statement has not been filed publicly with the Securities and Exchange Commission and all information contained herein remains confidential. As confidentially submitted to the Securities and Exchange Commission on March 31, 20

This Draft Registration Statement has not been filed publicly with the Securities and Exchange Commission and all information contained herein remains confidential.

March 31, 2021 EX-3.1

THE COMPANIES ACT (AS REVISED) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES MEMORANDUM AND ARTICLES OF ASSOCIATION GESHER I ACQUISITION CORP.

EX-3.1 2 filename2.htm Exhibit 3.1 THE COMPANIES ACT (AS REVISED) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES MEMORANDUM AND ARTICLES OF ASSOCIATION OF GESHER I ACQUISITION CORP. Auth Code: A37827353295 www.verify.gov.ky THE COMPANIES ACT (AS REVISED) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES MEMORANDUM OF ASSOCIATION OF GESHER I ACQUISITION CORP. 1 The name of the Company is Gesher I Ac

March 31, 2021 EX-3.2

EX-3.2

EX-3.2 4 filename4.htm Exhibit

March 31, 2021 EX-10.3

PROMISSORY NOTE

EX-10.3 3 filename3.htm Exhibit 10.3 PROMISSORY NOTE $150,000 As of March , 2021 Gesher I Acquisition Corp. (“Maker”) promises to pay to the order of Verana Capital LLC or its successors or assigns (“Payee”) the principal sum of One Hundred Fifty Thousand Dollars and No Cents ($150,000) in lawful money of the United States of America, on the terms and conditions described below. 1. Principal. The

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