Fiverr Announces Pricing of Follow-On Offering

NEW YORK–(BUSINESS WIRE)–Fiverr International Ltd. (NYSE: FVRR) (“Fiverr”) announced today the pricing of an underwritten public offering of 2,000,000 ordinary shares at a public offering price of $60.00 per share. The underwriters will have a 30-day option to purchase up to an additional 300,000 ordinary shares at the public offering price, less underwriting commissions. The offering is expected to close on June 2, 2020, subject to customary closing conditions.

J.P. Morgan Securities LLC is acting as lead book-running manager for the offering of ordinary shares. BofA Securities, Citigroup Global Markets Inc. and UBS Securities LLC are also acting as book-running managers for the offering. JMP Securities LLC, Needham & Company, LLC and Oppenheimer & Co. Inc. are acting as co-managers for the offering.

The offering of ordinary shares is being made only by means of a prospectus. A copy of the final prospectus, when available, may be obtained from:

• J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717, via telephone: 1-866-803-9204 or via email prospectus-eq_fi@jpmchase.com;
• BofA Securities, NC1-004-03-43, 200 North College Street, 3rd floor, Charlotte NC 28255-0001, Attn: Prospectus Department or via email dg.prospectus_requests@bofa.com;
• Citigroup Global Markets Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717, via telephone: 1-800-831-9146 or via email prospectus@citi.com; or
• UBS Securities LLC, 1285 Avenue of the Americas, New York, NY 10019, Attn: Prospectus Department, via telephone at 1-888-827-7275 or via email ol-prospectus-request@ubs.com.

A registration statement relating to the offering of ordinary shares has been filed with, and was declared effective by, the Securities and Exchange Commission. This press release is neither an offer to sell nor a solicitation of an offer to buy any securities, nor shall it constitute an offer, solicitation or sale of any securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or jurisdiction.

About Fiverr

Fiverr’s mission is to change how the world works together. The Fiverr platform connects businesses of all sizes with skilled freelancers offering digital services in more than 300 categories, across 8 verticals including graphic design, digital marketing, programming, video and animation. In the twelve months ended March 31, 2020, 2.5 million customers bought a wide range of services from freelancers across more than 160 countries.

Forward Looking Statements

This release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements relating to the closing of the offering. All statements contained in this release that do not relate to matters of historical fact should be considered forward-looking statements, including, without limitation, statements that include the words “expect,” “intend,” “plan,” “believe,” “project,” “forecast,” “estimate,” “may,” “should,” “anticipate” and similar statements of a future or forward-looking nature. These forward-looking statements are based on management’s current expectations. These statements are neither promises nor guarantees, but involve known and unknown risks, uncertainties and other important factors that may cause actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements, including factors discussed under the caption “Risk Factors” in our annual report on Form 20-F filed with the U.S. Securities and Exchange Commission (“SEC”) on March 31, 2020 as such factors may be updated from time to time in our other filings with the SEC, including the registration statement relating to the offering, which are accessible on the SEC’s website at www.sec.gov. In addition, we operate in a very competitive and rapidly changing environment. New risks emerge from time to time. It is not possible for our management to predict all risks, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements that we may make. In light of these risks, uncertainties and assumptions, the forward-looking events and circumstances discussed in this release are inherently uncertain and may not occur, and actual results could differ materially and adversely from those anticipated or implied in the forward-looking statements. Accordingly, you should not rely upon forward-looking statements as predictions of future events. In addition, the forward-looking statements made in this release relate only to events or information as of the date on which the statements are made in this release. Except as required by law, we undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, after the date on which the statements are made or to reflect the occurrence of unanticipated events.

Contacts

Investor Relations:

Jinjin Qian

investors@fiverr.com

Press:

Siobhan Aalders

press@fiverr.com