As filed with the U.S. Securities and Exchange Commission on April 8, 2022
Registration No. 333-259514
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
AGILETHOUGHT, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 7372 | 87-2302509 | ||
| (State or other jurisdiction of incorporation or organization) |
(Primary Standard Industrial Classification Code Number) |
(I.R.S. Employer Identification No.) |
222 W. Las Colinas Blvd. Suite 1650E
Irving, Texas 75039
(971) 501-1440
(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)
Manuel Senderos Fernández
Chief Executive Officer
AgileThought, Inc.
222 W. Las Colinas Blvd. Suite 1650E
Irving, Texas 75039
(971) 501-1440
(Name, address, including zip code, and telephone number, including area code, of agent for service)
Copies to:
Jennifer J. Carlson
Christina M. Thomas
Mayer Brown LLP
3000 El Camino Real
Palo Alto, CA 94306
Tel: (650) 331-2000
Approximate date of commencement of proposed sale to the public: From time to time after this Registration Statement becomes effective.
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. ☒
Registration No.: 333-259514
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, 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. ☐
ADDITION OF EXHIBIT
This Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 (File No. 333-259514) is being filed to include as an exhibit KPMG LLP’s consent to the use of its report dated March 31, 2022, with respect to the consolidated financial statements of AgileThought, Inc. (the “Company”) included in the Annual Report on Form 10-K of the Company for the year ended December 31, 2021 in such registration statement and the related prospectus. The report of KPMG LLP was filed in the Prospectus Supplement No. 13 dated April 6, 2022 filed pursuant to Rule 424(b)(3).
PART II
INFORMATION NOT REQUIRED IN PROSPECTUS
Item 16. Exhibits and Financial Statement Schedules.
The exhibit listed below is filed as part of this registration statement
| Exhibit No. | Description | |
| 23.1 | Consent of KPMG LLP |
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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 the City of Irving, State of Texas, on this 8th day of April, 2022.
| AGILETHOUGHT, INC. | ||
| By: | /s/ Ana Cecilia Hernández | |
| Ana Cecilia Hernández | ||
| Interim Chief Financial Officer | ||
Pursuant to the requirements of the Securities Act of 1933, this registration statement has been signed by the following persons in the capacities and on the dates indicated.
| Signature | Title | Date | ||
| /s/ Manuel Senderos Fernández | Chief Executive Officer and Chairman of the | April 8, 2022 | ||
| Manuel Senderos Fernández | Board of Directors (Principal Executive Officer) | |||
| /s/ Ana Cecilia Hernández | Interim Chief Financial Officer | April 8, 2022 | ||
| Ana Cecilia Hernández | (Principal Financial Officer) | |||
| /s/ David Molero Santos | Chief Accounting Officer | April 8, 2022 | ||
| David Molero Santos | (Principal Accounting Officer) | |||
| * | Director | April 8, 2022 | ||
| Mauricio Garduño González Elizondo | ||||
| * | Director | April 8, 2022 | ||
| Diego Zavala | ||||
| * | Director | April 8, 2022 | ||
| Alexander R. Rossi | ||||
| * | Director | April 8, 2022 | ||
| Alejandro Rojas Domene | ||||
| * | Director | April 8, 2022 | ||
| Mauricio Jorge Rioseco Orihuela | ||||
| * | Director | April 8, 2022 | ||
| Arturo José Saval Pérez | ||||
| * | Director | April 8, 2022 | ||
| Roberto Langenauer Neuman | ||||
| * | Director | April 8, 2022 | ||
| Andrés Borrego y Marrón | ||||
| * | Director | April 8, 2022 | ||
| Gerardo Benítez Peláez | ||||
| * | Director | April 8, 2022 | ||
| Marina Diaz Ibarra |
| * | As Attorney-in-Fact |
| By: | /s/ Manuel Senderos Fernández | |
| Manuel Senderos Fernández |
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