Shopping Cart

Moringa Acquisition Corp *

Moringa Acquisition Corp *

Feb 1, 2021 by Kristi Marvin

PROPOSED BUSINESS COMBINATION: Silexion Ltd.

ENTERPRISE VALUE: TBD
ANTICIPATED SYMBOL: TBD

Moringa Acquisition Corp entered into a business combination agreement with Silexion Ltd.

  • Silexion Therapeutics is a pioneering clinical stage, oncology-focused biotechnology company dedicated to the development of innovative treatments for unsatisfactorily treated solid tumor cancers which have the mutated KRAS oncogene.
  • Silexion’s is committed to pushing the boundaries of therapeutic advancements in the field of oncology, and further developing its second generation product for locally advanced pancreatic cancer.

SUBSEQUENT EVENT – 6/24/24 – LINK

  • Moringa and each other Moringa Party agreed to waive Silexion’s obtaining at least $3.5 million of equity financing from investors as a condition precedent to the obligations of the Moringa Parties to complete the Business Combination, which financing had not been obtained to date by Silexion.
  • Silexion has waived the requirement for the Sponsor to complete its investment, but the Sponsor will still receive 1,382,325 TopCo ordinary shares upon completion of the Business Combination.
    • These shares will be issued without any surrender for deficiencies in investment, as previously stipulated in the Business Combination Agreement.
  • The Waiver Letter also increased the cap on the amount of working capital and other loans by the Sponsor to Moringa for which the Sponsor may be repaid following the closing of the Business Combination, from $5.2 million to $5.5 million.

TRANSACTION

  • The business combination provides for Silexion’s pre-transaction equity value to be $62.5 million, based on a $10 share price.
  • The business combination, which has been unanimously approved by the boards of directors of Silexion and Moringa, is expected to close in the third quarter of 2024.
  • The board of directors of the combined company will consist of seven members, of whom two will be appointed by Moringa’s sponsor.

SPAC FUNDING

  • There is no additional funding at this time.

LOCK-UP

  • Sponsor and Company:
    • 50% of the shares will be released 6 months after the closing
    • 50% of the shares will be released on the earlier of (i) 6 months and (ii) if the share price equaling or exceeding $12.00 for 20/30 trading days.
  • EarlyBirdCapital’s representative shares will have a lock-up of 3 months

SPONSOR FORFEITURE

  • The SPAC Sponsor will forfeit all 2,875,000 SPAC Founders Shares, provided that up to 1,567,000 of the SPAC Founders Shares may be transferred to third parties for reduction of transaction-related fees, or to non-Affiliate third-party investors that provide backstop financing, that enter into non-redemption agreements with SPAC, or that provide other financial support in connection with the Transactions, as determined by SPAC in consultation with the Company.
  • The SPAC Sponsor will make an investment of at least $350,000 in Biomotion Sciences, in respect of which SPAC Sponsor will be issued 1,343,000 new TopCo Shares (if SPAC Sponsor invests up to an additional $150,000 in Biomotion Sciences prior to the Closing (for an aggregate investment by SPAC Sponsor of up to $500,000), SPAC Sponsor will be issued additional TopCo Shares at a price of $10.00 per share, provided that if such aggregate investment is less than $500,000, the SPAC Sponsor shall surrender for retirement (i) 8,000 TopCo Shares and (ii) for every $1,000 deficiency from that $500,000 amount, up to a maximum allowable deficiency of $150,000, SPAC Sponsor will surrender an additional 333 TopCo Shares (rounded to the nearest whole share) for retirement, for a maximum surrender for retirement by SPAC Sponsor of 58,000 TopCo Shares).

NOTABLE CONDITIONS TO CLOSING

  • Silexion and Moringa shareholder approvals
  • The receipt by the SPAC from Silexion by April 15, 2024, of fully executed copies of all subscription agreements under a Company Financing of Silexion, and at least $3,500,000 of the proceeds payable to Silexion under that Company Financing shall have been received by Silexion or its subsidiary (as applicable) by April 30, 2024.
  • Moringa and each other Moringa Party agreed to waive Silexion’s obtaining at least $3.5 million of equity financing from investors as a condition precedent to the obligations of the Moringa Parties to complete the Business Combination, which financing had not been obtained to date by Silexion. – LINK

NOTABLE CONDITIONS TO TERMINATION

  • The Outside Date is August 19, 2024
  • The SPAC alone can terminate the BCA anytime prior to May 1, 2024 if not all of the executed copies of the subscription agreements under Silexion’s Company Financing are provided to SPAC by April 15, 2024 or if at least $3,500,000 of the proceeds payable to Silexion or its subsidiary under the Company Financing have not been received by Silexion or its subsidiary on or before April 30, 2024.
  • The BCA does not provide for the payment of termination fees by either party in the case of any of the foregoing termination scenarios.

ADVISORS

  • Silexion Advisors:
    • Herzog Fox & Neeman is serving as legal counsel
  • SPAC Advisors:
    • Meitar | Law Offices and Greenberg Traurig are serving as legal counsel
    • Cohen & Company Capital Markets acted as lead capital markets advisor

The below-announced combination was terminated on 8/10/23.  It will remain on the page for reference purposes only.

PROPOSED BUSINESS COMBINATION: Holisto Ltd

ENTERPRISE VALUE: $520 million
ANTICIPATED SYMBOL: tbd

Moringa Acquisition Corp proposes to combine with Holisto Ltd, a technology-based online travel booking platform.

Holisto harnesses the power of advanced AI to make travel more affordable and personalized for consumers. Holisto’s advanced AI technology leverages its unique holistic view of hotel rates and plans across multiple inventory sources, including online travel agencies, global distribution systems, wholesalers and hotel operators to provide consumers with more affordable and personalized bookings.

EXTENSION – 8/22/23 – LINK

  • The SPAC approved the extension from August 19, 2023 to August 19, 2024.
    • 2,074,548 shares were redeemed for $10.68 per share.
    • $0.025/share per month will be deposited into the trust account.

EXTENSION – 2/9/23 – LINK

  • The SPAC approved the extension from February 19, 2023 to August 19, 2023.
    • $80K will be deposited into the trust account each month
    • 8,910,433 shares were redeemed for approximately $10.14 per-share

SUBSEQUENT EVENT – 1/4/22 – LINK

  • The Second Amendment amends the Agreement in the following principal manners:
    • (1) it provides that in the event that Holisto executes a financing transaction before the closing of the business combination under the Agreement, any equity securities of Holisto issued or issuable pursuant to such financing transactions will not reduce Moringa’s security holders’ share of the combined company upon consummation of the Business Combination
    • (2) it removes the non-solicitation restrictions for both parties
    • (3) it provides that if Holisto seeks financing alternatives and solicits other potential transactions as alternatives to the Business Combination, it must provide Moringa at least 24 hours prior written notice before entering into any such financing or alternative transaction, and before making a related public filing.
    • (4) it removes the Closing condition for Holisto to have net tangible assets of at least $5,000,001 upon the completion of the Business Combination and replaces it with a condition for Holisto to be approved for listing on Nasdaq and to be in compliance with any set of Nasdaq Stock Market listing requirements immediately following the Closing

SUBSEQUENT EVENT – 9/6/22 – LINK

  • On September 5, 2022, Holisto Ltd., terminated the Securities Purchase Agreement, dated as of June 9, 2022, by and among Holisto, Moringa Acquisition Corp, and an institutional investor.
  • As previously disclosed by Moringa in its Current Report on Form 8-K filed on June 13, 2022, on June 9, 2022, contemporaneously with their entry into the Business Combination Agreement, by and among Holisto, Moringa, and Holisto MergerSub, Inc., Holisto and Moringa also entered into the Securities Purchase Agreement with the Investor.
  • Under the Securities Purchase Agreement, the Investor was to purchase from Holisto a secured senior convertible note in a principal amount of $30 million, which was to be due two years from the date of issuance, and a warrant to purchase an aggregate of 1,363,636 Holisto ordinary shares at an exercise price of $11.50 per share.
  • Additionally, on the closing date of the transactions, Holisto and the Investor were to execute and deliver a Registration Rights Agreement, pursuant to which Holisto was to provide certain registration rights to the Investor with respect to the securities identified by such agreement, and Holisto was to enter into two security agreements in favor of the Investor pursuant to which Holisto and its subsidiaries were to grant the Investor a first priority security interest in all of Holisto’s and its subsidiaries’ assets.
  • In the event that Holisto and/or Moringa did not, for any reason, enter into an agreement for an approved financing pursuant to which investors would invest net proceeds of $47 million by June 30, 2022 (which was subsequently extended to July 21, 2022 by mutual agreement among the parties to the Securities Purchase Agreement), Holisto or the Investor had the right to terminate the agreement via written notice to the other parties without liability on the part of any party, other than Holisto’s obligation to reimburse the Investor in an agreed amount of $305,000 for its legal counsel’s fees, of which $50,000 was paid.
  • Holisto’s termination of the Securities Purchase Agreement was effected pursuant to the foregoing termination right.
  • The termination of the Securities Purchase Agreement does not alter the obligations of the parties under the Business Combination Agreement, which remains in full force and effect.

SUBSEQUENT EVENT – 8/17/22 – LINK

  • The SPAC extended the Outside Date under the Agreement from November 15, 2022 to January 1, 2023
  • The SPAC also extended the date upon which a registration statement on Form F-4 in respect of the business combination under the Agreement (the “Registration Statement”) must be filed by Holisto with the Securities and Exchange Commission (the “SEC”) from 10 weeks from June 9, 2022 to thirteen weeks from such date

TRANSACTION

  • Holisto’s expected implied pro forma equity value is approximately $405 million, based on a $10 share price.
  • However, a bonus pool of up to an additional 1,725,000 Holisto shares will be distributed to non-redeeming Moringa shareholders on a pro rata basis, which will result in an exchange ratio in the business combination of between 1.15 and 1.6 Holisto ordinary shares for each unredeemed Moringa Class A ordinary share, with the exact ratio to be determined based on the number of Moringa public shares being redeemed.
  • Assuming a price of $10.00 per Moringa Class A ordinary share at the closing of the transaction, non-redeeming Moringa shareholders would receive, in exchange for each Moringa Class A ordinary share held, shares of the post-combination public company with a value equating to between $11.50 (assuming no redemptions by Moringa shareholders) and $16.00 (assuming at least 75% redemptions, resulting in the maximum share ratio).

Moringa Transaction Overview

Moringa Bonus Pool

PIPE

  • There is currently no PIPE for this Transaction.

SECURITIES PURCHASE AGREEMENT

  • Moringa and Holisto entered into the Securities Purchase Agreement with the Investor pursuant to which the Investor will purchase from Holisto, for $30 million:
    • (i) the Investor Note, in a principal amount of $30 million; and
    • (ii) a Financing Warrant to purchase 1,363,636 Holisto Ordinary Shares at an initial exercise price of $11.50 per share.
  • The $30 million purchase price payable by the Investor for the Investor Note and Financing Warrant will be placed in a controlled account.
  • Funds are released to Holisto if
    • (a) the Investor exercises its right to convert the Investor Note, in which case the principal amount of the Investor Note that is converted is released to Holisto and the principal amount of the Investor Note is reduced by the principal amount converted, or
    • (b) Holisto meets all of a number of conditions for a quarterly payment based on a payment schedule to be provided.
  • These conditions include the price of the Holisto Ordinary Share not being below the floor price (the “Floor Price”), which initially is $2.00, during any of the ten trading days before the date of determination, and the either the average volume of the Holisto Ordinary Shares is less than $400,000 or the trading volume during any one of the five trading days before the date of the determination is less than $400,000.
  • If the Investor does not convert the Investor Note and the conditions for the quarterly payment are not met, the Investor may, in its discretion, advance all or part of the quarterly payment.
  • The Investor Note bears interest at the annual rate of 5% per annum, which increases to 18% after the occurrence of and until the cure of an Event of Default.
  • Interest accrues from on the Issuance Date and is computed on the basis of a 360-day year and shall be payable in arrears on each Interest Date and, if such Interest is not paid or converted into Ordinary Shares on an Interest Date, shall compound on such Interest Date, and shall otherwise be payable in accordance with the terms of this Note.
  • The Investor Note is convertible into Holisto Ordinary Shares at a conversion price equal to the lesser of
    • (a) the fixed conversion price, which of $11.00 per share, subject to adjustment, or
    • (b) the greater of (x) the Floor Price, which is initially $2.00 per share, or
    • (y) 90% of the market price.
  • Any conversion of the Investor Note includes conversion of interest to the date of conversion plus such additional interest as would be payable to the Investor if the Investor held to maturity the portion of the Investor Note being converted.
  • The Investor Note provides for 21 events of default.
  • Upon an event of default, the conversion price is the lesser of
    • (a) the fixed conversion price or
    • (b) the greater of:
      • (x) the Floor Price
      • (y) 85% of market.
  • Following an event of default the Investor can also require Holisto to redeem the Investor Note at 115% of the principal amount.
  • If the market price of the Holisto Ordinary Shares is less than the Floor Price, initially $2.00, the Investor can require Holisto to redeem the Investor Note at 105% of amount being redeemed, which includes interest to the maturity date and any late charges.
  • The Floor Price is subject to a downward adjustment based on 20% of the market price, six and twelve months from the closing date.
  • In the event of a change of control, as defined in the Investor Note, the Investor can require Holisto to redeem the Investor Note at 115% of the conversion amount or a greater amount based on a formula set forth in the Investor Note.
  • Holisto has the right to redeem all or any part of the Investor Note at 115% of the Conversion Amount being redeemed, which includes accrued interest and interest to the maturity date of the amount being converted.
  • If Holisto redeems the Investor Note in full, Holisto may also redeem the Financing Warrant at the Black Sholes value computed as provided in the Financing Warrant.
  • The Financing Warrant has an initial exercise price of $11.50 per share, which is reset to a price equal to 110% of the market price, one year from the closing (if such reset price results in a lower price).
  • The Financing Warrant provides for full ratchet antidilution rights, which means that, with certain limited exceptions, if Holisto sells ordinary shares or issues warrants or convertible securities at a price or with an exercise or conversion price lower than the then-current conversion price, the exercise price of the Financing Warrant is reduced to the lowest price at which ordinary share are sold or are issuable or are deemed to be sold pursuant to warrants or other convertible securities, even if such price results in an exercise price which is less than the Floor Price.
  • Holisto is required to use reasonable best efforts to enter into an agreement for an Approved Financing pursuant to which investors invest at least $47 million.
  • If Holisto and Moringa are not able to obtain such financing by June 30, 2022, Holisto can terminate the Securities Purchase Agreement without liability, other than reimbursement of an agreed amount of legal counsel fees of $305,000, of which $50,000 has been paid.

LEAK-OUT AGREEMENT

  • The Investor agreed that, during the period commencing on the date of issuance of the Investor Note (the “Execution Date”) and ending on the earlier to occur of
    • (i) such date as the Investor no longer holds any Investor Note
    • (ii) such date upon which any breach by Holisto of any term of the Leak-Out Agreement occurs, regardless of whether such breach is subsequently cured and
    • (iii) such date any Event of Default occurs, regardless of whether such Event of Default is subsequently cured (such period, the “Restricted Period”), on any Trading Day following the Trading Day on which the VWAP of Holisto Ordinary Shares is less than $5.00 (as adjusted for stock splits, stock dividends, stock combinations, recapitalizations or similar events) (any such date, a “Date of Determination”), the Investor and any Affiliate of the Investor has or shares discretion relating to the holder’s investments or trading or information concerning the Investor’s investments in any the Restricted Securities (together, the “Investor’s Trading Affiliates”) shall not sell on the Trading Day following such Date of Determination (the “Applicable Trading Day”), in the aggregate, any Conversion Shares or Warrant Shares (the “Restricted Securities”) in an aggregate amount representing more than the greater of
      • (x) $60,000 in sales of Holisto Ordinary Shares, and
      • (y) 20% of the daily composite trading volume of Ordinary Shares as reported by Bloomberg, LP on such Applicable Trading Day.

LOCK-UP

Company & Sponsor Lock-Up Agreements

  • Each Holisto shareholder party thereto agreed not to sell, during the period commencing on the date of the agreement and ending on the date which is six months following the Effective Time (subject to early release with respect to 50% of the Held Securities, on the date on which the closing price of Holisto Ordinary Shares on the Nasdaq Capital Market equals or exceeds $12.00 per share for any 20 trading days within any 30 consecutive trading days after the closing.

Private Placement Share/Warrant Lock-Up Agreement

  • The Sponsor agreed not to sell, during the period commencing on the date of the agreement and ending 30 days following the Effective Time, without the prior written consent of Holisto.

NOTABLE CONDITIONS TO CLOSING

  • Holisto shall have not less than $50,000,000 of cash at The Closing.

NOTABLE CONDITIONS TO TERMINATION

  • The Business Combination Agreement may be terminated under certain customary and limited circumstances at any time prior to the Closing, including:
    • By either Moringa or Holisto if any of the conditions to Closing have not been satisfied or waived by November 15, 2022.
    • By either Moringa or Holisto if a governmental authority of competent jurisdiction has issued an order or taken any other action permanently restraining, enjoining or otherwise prohibiting the Transactions, and such order or other action has become final and non-appealable.
  • If the required Holisto shareholder approval of the Transactions has not been obtained within 45 days of the date of the Business Combination Agreement, or if the Registration Statement has not been filed by Holisto with the SEC within ten weeks from the date of the Business Combination Agreement, Holisto is required to pay a $3 million fee to Moringa (the “Special Fee”).
  • The required Holisto shareholder approval was obtained prior to the execution of the Business Combination Agreement.
  • Notwithstanding the foregoing, Moringa shall no longer be entitled to the Special Fee, and shall return any amount received on account of the Special Fee, if following the payment of the Special Fee, the parties consummate the Transactions prior to February 15, 2023.
  • If Holisto does not have sufficient cash to pay the Special Fee when due, then the portion of the Special Fee that Holisto does not have sufficient cash to pay shall instead be payable as follows:
    • (x) of any amount advanced to, or invested in, Holisto or its subsidiaries until February 15, 2023, 12% shall be used to pay the outstanding balance of the Special Fee, and
    • (y) any amount of the Special Fee that remains outstanding on February 15, 2023, shall be immediately payable to Moringa in cash by irrevocable wire transfer in immediately available funds, to an account designated by Moringa.
    • Notwithstanding the foregoing, in the event of a Liquidity Event, Moringa shall have the right to convert the outstanding balance of the Special Fee into the consideration payable in respect of the New SAFE Agreements (treating the outstanding balance of the Special Fee as the Purchase Amount thereunder).
    • The Company shall immediately inform Moringa of any event triggering repayment or conversion rights hereunder, and in any event at least 7 days prior to the occurrence thereof.

ADVISORS

  • Oppenheimer & Co. Inc. is serving as financial advisor to Holisto.
  • Fundem Capital is serving as financial advisor to Holisto.
  • Ellenoff Grossman & Schole LLP is serving as legal counsel to Holisto.
  • Shibolet & Co. is serving as legal counsel to Holisto.
  • Meitar Law Offices is serving as legal counsel to Moringa.
  • McDermott Will & Emery is serving as legal counsel to Moringa.

MANAGEMENT & BOARD

Executive Officers

Ilan Levin, 54
Chairman and Chief Executive Officer

Mr. Levin, our co-founder, has been involved, for approximately 25 years, as an executive and venture capital / private equity investor in high tech Israel related ventures. From 2000 to 2018, Mr. Levin was a member of the Board and Executive Committee of Objet Ltd., which as a result of a merger with Stratasys, Inc. in 2012, formed Stratasys Ltd. (NASDAQ: SSYS), the pioneer and global leader in 3D printing. During his tenure at Objet/Stratasys, Mr. Levin held various positions including President, Vice Chairman and from 2016 to 2018, Chief Executive Officer. From 2004 to 2009, Mr. Levin was the Chief Executive Officer of CellGuide, a developer of software-based GPS for mobile devices. Since 1997, Mr. Levin has also served as a member of the board of directors and as an advisor for a wide variety of Israel-based technology-related companies, including currently serving as Chairman of Vision Sigma (TLV: VISN:IT), an Israel-based real estate and equity investment company. Early in his career, Mr. Levin was a practicing attorney focusing on corporate and securities related matters. Mr. Levin earned an LL.B. from Tel Aviv University and a B.A.Sc. in Industrial Engineering from the University of Toronto.

Gil Maman, 38
Chief Fiancial Officer

Mr. Maman has extensive experience in managing and executing global merger and acquisition transactions, joint ventures and other investment transactions in high tech environments, having most recently served from 2018 to February 2020, as Vice President Corporate Development and Strategy at SimilarWeb, a leading Israeli based internet company providing a globally recognized market intelligence platform, where he managed and executed merger and acquisition, partnership and data acquisition transactions. Prior to SimilarWeb, Mr. Maman was at Stratasys (NASDAQ: SSYS) as Director of Corporate Development, managing and executing on mergers and acquisitions, joint venture IP licensing and marketing initiatives valued over $1 billion, and later at MakerBot as Chief Operating Officer. MakerBot is a Brooklyn-based Stratasys subsidiary focused on desktop 3D printing, where Mr. Maman was responsible for overseeing the company’s operations, including corporate development, manufacturing, supply chain and logistics, customer support, data warehouse, and analysis and information systems. Early in his career, Mr. Maman was a strategy consultant at Kesselman & Kesselman, a member firm of PricewaterhouseCoopers International Limited, in Israel, leading a team of associates and interns in merger and acquisition matters, including valuation analysis, accounting matters relating to deal execution and other related services. Mr. Maman has a B.S in Accounting and Economics from Ben-Gurion University, Israel, and he is a CPA (Israel) and has served in the IDF as a second lieutenant in the 8200 unit, an Israeli Intelligence Corps unit responsible for collecting signal intelligence and code decryption of the IDF.

Dan Yalon, 48
Advisor

Mr. Yalon has, for approximately 20 years, held senior management positions at several of Israel’s largest high technology companies. Since August 2020, he has been a Venture Partner at Moringa Capital, an investment and consultancy firm and an affiliate of our sponsor. Since 2018, Mr. Yalon has served as Chief Business Officer at SimilarWeb. From 2012 to 2018, Mr. Yalon served as Executive Vice President at Stratasys (NASDAQ: SSYS). At Stratasys, Mr. Yalon played a key part in executing the Stratasys – Objet merger in 2012, followed by a series of over 10 acquisitions valued at over $1 billion in the aggregate. Previously, Mr. Yalon served as Chief Strategy Officer at NICE Systems (NASDAQ: NICE), a worldwide leader in enterprise software solutions in the customer engagement and financial compliance market segments and as Head of Strategy and New Business Initiatives at Amdocs (NASDAQ: DOX), the global leader in business operations software for communications, cable, satellite and other related service providers. Mr. Yalon is a graduate of Harvard Business School’s AMP program and holds a dual degree of B.A. in Business and LL.B (Law) from the Hebrew University in Jerusalem.

Board of Directors

Craig Marshak, 61
Vice Chairman

Mr. Marshak has a 25-year track record in investment banking, private equity and venture capital, in each case with a significant Israel-based focus. Since January 2010, Mr. Marshak has served as Managing Director at Israel Venture Partners, or IVP, a platform used by him and investment colleagues to identify opportunistic Israel based global growth enterprises. Previously, Mr. Marshak served as a Managing Director, and the Global Co-Head, of the Nomura Technology Investment Growth Fund, a merchant banking fund operated from within the London offices of Nomura Securities, focused on growth-stage and venture capital investments in Israel, Silicon Valley and North America. Prior to holding that position, he served as a Director, Investment Banking, in the Restructuring and International Corporate Finance and Cross-Border Capital Markets groups at Schroders, for both its New York and London offices. Mr. Marshak started his career at Morgan Stanley’s merchant banking division in New York. Mr. Marshak has played a principal role in many investments in Israeli companies, most notably (while at the Nomura Technology Investment Growth Fund) the first institutional round for Shopping.com (NASDAQ: SHOP) (which was sold to eBay, after its IPO) and organizing the first institutional round for CyberArk (NASDAQ: CYBR). He earned an A.B. in Political Science and Economics from Duke University, as well as a J.D. from Harvard Law School.

Ruth Alon, 69
Director 

Ms. Alon is the Founder and Chief Executive Officer of Medstrada, which was started in 2016. From 1997 until 2016, Ms. Alon served as a General Partner in Pitango Venture Capital, where she headed the life sciences activities and helped to facilitate the acquisition of several of the company’s portfolio companies. Currently, Ms. Alon also serves on the board of directors of a number of private and public companies as a member or chairperson, including Vascular Biogenics Ltd. (NASDAQ: VBLT) and Anchiano Therapeutics (NASDAQ: ANCN). Ms. Alon previously worked on Wall Street where she held senior positions as a senior medical device analyst with Montgomery Securities (from 1981 to 1987) and Kidder Peabody & Co. (from 1987 to 1993). She also managed her own independent consulting business in San Francisco from 1995 to 1996, providing broad-based services to early-stage companies and venture capitalists in the medical devices industry. Ms. Alon was also instrumental in the establishment, in 2005, of Israel Life Science Industry (ILSI), a not-for-profit organization which represented, as of 2005, the mutual goals of approximately 700 Israeli life science companies. She is the Co-Founder of IATI, an umbrella organization established in 2012, representing Israel’s High Tech and Life Sciences industries. Ms. Alon holds a B.A. in Economics from the Hebrew University of Jerusalem, an M.B.A. from Boston University, and an M.Sc. from the Columbia University School of Physicians and Surgeons.

Michael Basch, 36
Director 

Mr. Basch has been, since January 2020, the Founder and Managing Partner of Atento Capital, a Tulsa-based investment firm engaged in early stage, direct venture capital and private equity investments, as well as fund investments. Since November 2017, Mr. Basch has also worked as a consultant with the George Kaiser Family Foundation of Tulsa, seeking investment, partnership, and other opportunities to expand Tulsa’s economic footprint. Mr. Basch has over 15 years of operational and investment experience both as an operator and executive of businesses, and as an angel investor. From July 2014 to August 2016, he was the President of Spotad, an Israel-based mobile advertising company, and then continued as an advisor to Spotad from August 2016 to January 2019. Prior to that time, Mr. Basch was a partner and executive of Bamko, a promotional merchandise company, from August 2005 to August 2014. Mr. Basch also serves as an Adjunct Professor at the University of Tulsa. Mr. Basch earned both his BA and MBA from the University of Southern California’s Marshall School of Business.

Eric Brachfeld, 59
Director 

Mr. Brachfeld has been, since September 2014, a Founder and Managing Partner of Manhattan Venture Partners, a research-driven asset management firm specializing in the institutionalization of a secondary market for late-stage, venture-backed pre-IPO companies. Manhattan Venture Partners has been an investor in companies such as: Spotify, Docusign, Postmates, Lyft, Pinterest, Cloudera, Palantir, DraftKings, and Airbnb. Mr. Brachfeld has more than 30 years of experience as an investment banker and entrepreneur and has provided financial and strategic advice and has structured transactions for a broad range of companies and investors. Prior to launching Manhattan Venture Partners, he was a Partner at Citizen VC, Inc., a financial technology and investment firm, where he led the firm’s investment banking efforts. Mr. Brachfeld cofounded Gentry New York, which later merged with Gentry Financial Holdings Group. At Gentry, Mr. Brachfeld was head of investment banking and CEO of Gentry Securities, their broker-dealer subsidiary. Previously, Mr. Brachfeld cofounded and led investment banking efforts at Ledgemont Capital Group and Indigo Ventures, firms which raised capital for and invested in early and growth stage companies. Prior to those firms, Mr. Brachfeld was an Associate and then General Partner at McFarland Dewey & Co., a boutique investment banking firm. He began his career at McKinney Advertising. Mr. Brachfeld received a BA in Economics from the University of Pennsylvania and an MBA, with Honors, from the Stern School of Business, New York University. He holds FINRA Series 7, Series 63, Series 24, Series 79 and Series 99 licenses.

 

 

 

ByKristi Marvin