POS AM 1 formposam.htm

 

As filed with the Securities and Exchange Commission on March 25, 2021

 

Registration No. 333-249783

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

 

POST-EFFECTIVE

AMENDMENT NO. 1

to

FORM S-1

REGISTRATION STATEMENT

Under

The Securities Act of 1933

 

 

 

fuboTV Inc.

(Exact name of Registrant as specified in its charter)

 

 

 

Florida   4841   26-4330545

(State or other jurisdiction of

incorporation or organization)

 

(Primary Standard Industrial

Classification Code Number)

 

(I.R.S. Employer

Identification Number)

 

fuboTV Inc.

1330 Avenue of the Americas

New York, NY 10019

(212) 672-0055

(Address, including zip code, and telephone number, including area code, of Registrant’s principal executive offices)

 

 

 

David Gandler

Chief Executive Officer

fuboTV Inc.

1330 Avenue of the Americas

New York, NY 10019

(212) 672-0055

(Name, address, including zip code, and telephone number, including area code, of agent for service)

 

 

 

Copies to:
 

Robert G. Day, Esq.

Megan J. Baier, Esq.

Mark G.C. Bass, Esq.

Wilson Sonsini Goodrich & Rosati,

Professional Corporation

1301 Avenue of the Americas

New York, NY 10019

(212) 999-5800

 

Simone Nardi

Chief Financial Officer

Gina Sheldon, Esq.

General Counsel

fuboTV Inc.

1330 Avenue of the Americas

New York, NY 10019

(212) 672-0055

 

 

 

Approximate date of commencement of proposed sale to the public: This Post-Effective Amendment is being filed to deregister all of the unsold securities previously registered under the Registration Statement.

 

If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, check the following box. ☐

 

If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐

 

If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐

 

If this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

  Large accelerated filer ☐   Accelerated filer ☐
  Non-accelerated filer ☒   Smaller reporting company ☒
      Emerging growth company ☐

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act.

 

 

 

 

 

 

DEREGISTRATION OF SECURITIES

 

On October 30, 2020, fuboTV Inc. (the “Company”) filed a registration statement on Form S-1 with the U.S. Securities and Exchange Commission, Registration Number 333-249783, as amended by Amendment No. 1 to Form S-1 filed on December 10, 2020 (collectively the “Registration Statement”), to register the resale by the selling shareholders named in the Registration Statement of up to 68,608,139 shares of common stock of the Company (the “Common Stock”). The Registration Statement was declared effective on December 14, 2020.

 

The Company is filing this Post-Effective Amendment No. 1 to the Registration Statement to deregister all of the shares of Common Stock that have not been sold pursuant to the Registration Statement as of the date hereof, as the Company does not have a contractual obligation to maintain the effectiveness of the Registration Statement. Pursuant to the Company’s undertaking in Part II, Item 17(a)(3) of the Registration Statement, the Company hereby amends the Registration Statement to remove from registration the shares of Common Stock covered by the Registration Statement which remain unsold.

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in City of New York, State of New York, on the 25th day of March, 2021.

 

  fuboTV Inc.
   
  By:  /s/ David Gandler
    David Gandler
    Chief Executive Officer

 

Signature   Title   Date
         
/s/ David Gandler   Chief Executive Officer & Director (principal executive officer)    
David Gandler       March 25, 2021
         
/s/ Simone Nardi   Chief Financial Officer (principal financial and accounting officer)    
Simone Nardi       March 25, 2021
         
*   Executive Chairman & Director    
Edgar Bronfman, Jr.       March 25, 2021
         
*   Director    
Henry Ahn       March 25, 2021
         
*   Director    
Daniel Leff       March 25, 2021
         
*   Director    
Pär-Jörgen Pärson       March 25, 2021
         
*   Director    
Ignacio Figueras       March 25, 2021
         
*   Director    
Laura Onopchenko       March 25, 2021

 

*By: /s/ Simone Nardi  
Name: Simone Nardi  
  Attorney-in-fact