Sec Form 13G Filing - FTAC Olympus Sponsor LLC filing for Payoneer Global Inc. (PAYO) - 2021-07-19

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13G

 

Under the Securities Exchange Act of 1934

(Amendment No.     )*

 

Payoneer Global, Inc.

(Name of Issuer)

 

Common Stock, par value $0.01 per share

(Title of Class of Securities)

 

70451X 104

(CUSIP Number)

 

June 28, 2021

(Date of Event Which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 

☐ Rule 13d-1(b)

 

☒ Rule 13d-1(c)

 

☐ Rule 13d-1(d)

 

*

The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

 

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 

CUSIP No. 70451X 104

 

1.	Names of reporting persons. FTAC Olympus Sponsor, LLC
2.	Check the appropriate box if a member of a group (see instructions) (a) ☐ (b) ☐
3.	SEC use only
4.	Citizenship or place of organization Delaware

Number of shares beneficially owned by each reporting person with	5.	Sole voting power 0
	6.	Shared voting power 9,624,365**
	7.	Sole dispositive power 0
	8.	Shared dispositive power 9,624,365**

9.	Aggregate amount beneficially owned by each reporting person 9,624,365**
10.	Check if the aggregate amount in Row (9) excludes certain shares (see instructions) N/A
11.	Percent of class represented by amount in Row (9) 2.8%
12.	Type of reporting person (see instructions) OO

 

** See Item 4 of this filing.

 

 

CUSIP No. 70451X 104

 

Names of reporting persons.

FTAC Olympus Advisors, LLC

1.
2.	Check the appropriate box if a member of a group (see instructions) (a) ☐ (b) ☐
3.	SEC use only
4.	Citizenship or place of organization Delaware

Number of shares beneficially owned by each reporting person with	5.	Sole voting power 0
	6.	Shared voting power 10,015,620**
	7.	Sole dispositive power 0
	8.	Shared dispositive power 10,015,620**

9.	Aggregate amount beneficially owned by each reporting person 10,015,620**
10.	Check if the aggregate amount in Row (9) excludes certain shares (see instructions) N/A
11.	Percent of class represented by amount in Row (9) 3.0%
12.	Type of reporting person (see instructions) OO

 

** See Item 4 of this filing.

 

 

CUSIP No. 70451X 104

 

1.	Names of reporting persons. Ryan M. Gilbert
2.	Check the appropriate box if a member of a group (see instructions) (a) ☐ (b) ☐
3.	SEC use only
4.	Citizenship or place of organization United States

Number of shares beneficially owned by each reporting person with	5.	Sole voting power 0
	6.	Shared voting power 19,639,985**
	7.	Sole dispositive power 0
	8.	Shared dispositive power 19,639,985 **

9.	Aggregate amount beneficially owned by each reporting person 19,639,985**
10.	Check if the aggregate amount in Row (9) excludes certain shares (see instructions) N/A
11.	Percent of class represented by amount in Row (9) 5.8%
12.	Type of reporting person (see instructions) IN

 

** See Item 4 of this filing.

 

 

CUSIP No. 70451X 104

 

1.	Names of reporting persons. Betsy Z. Cohen
2.	Check the appropriate box if a member of a group (see instructions) (a) ☐ (b) ☐
3.	SEC use only
4.	Citizenship or place of organization United States

Number of shares beneficially owned by each reporting person with	5.	Sole voting power 0
	6.	Shared voting power 19,639,985**
	7.	Sole dispositive power 0
	8.	Shared dispositive power 19,639,985**

9.	Aggregate amount beneficially owned by each reporting person 19,639,985**
10.	Check if the aggregate amount in Row (9) excludes certain shares (see instructions) N/A
11.	Percent of class represented by amount in Row (9) 5.8%
12.	Type of reporting person (see instructions) IN

 

** See Item 4 of this filing.

 

 

CUSIP No. 70451X 104

 

Item 1.

 

(a)

Name of Issuer

 

Payoneer Global Inc. (the “Issuer”)

 

(b)

Address of Issuer’s Principal Executive Offices

 

150 W 30th St

New York, New York 10001

 

Item 2.

 

(a)

Name of Person Filing

 

(1)

FTAC Olympus Sponsor, LLC

(2)

FTAC Olympus Advisors, LLC

(3)

Ryan M. Gilbert

(4)

Betsy Z. Cohen (collectively, the “Reporting Persons”)

 

(b)

Address of Principal Business Office or, if none, Residence

 

The business address of each of the Reporting Persons is c/o FinTech Masala, LLC, 2929 Arch Street, Suite 1703, Philadelphia, PA 19104.

 

(c)

Citizenship

 

Each of FTAC Olympus Sponsor, LLC and FTAC Olympus Advisors, LLC is a Delaware limited liability company. Each of Mr. Gilbert and Mrs. Cohen is a United States citizen.

 

(d)

Title of Class of Securities

 

Common Stock, par value $0.01 per share

 

(e)

CUSIP Number

 

70451X 104

 

Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

  

	(a)	☐	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
	(b)	☐	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
	(c)	☐	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
	(d)	☐	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8);
	(e)	☐	An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
	(f)	☐	An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
	(g)	☐	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
	(h)	☐	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
	(i)	☐	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
	(j)	☐	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J);
	(k)	☐	Group, in accordance with §240.13d-1(b)(1)(ii)(K).

 

If filing as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J), please specify the type of institution:

 

 

CUSIP No. 70451X 104

 

Item 4.

Ownership.

 

The information required by Items 4(a)-(c) is set forth in Rows 1 and 5 through 11 of the cover page for each Reporting Person and is incorporated herein by reference for each such Reporting Person. The beneficial ownership percentage for each Reporting Person is based on 338,344,659 of the Issuer’s common shares outstanding as reported in the Issuer’s 8-K filed on July 1, 2021.

 

FTAC Olympus Sponsor, LLC (“FTAC Sponsor”) is the direct beneficial owner of 9,624,365 Issuer’s Common Stock. FTAC Olympus Advisors, LLC (“Advisors” and together with FTAC Sponsor, the “Sponsors”) is the direct beneficial owner of 10,015,620 of the Issuer’s Common Stock.

 

Each Sponsor is co-managed by Mr. Gilbert and Mrs. Cohen. As a result of the foregoing, each of Mr. Gilbert and Mrs. Cohen may be deemed to share voting and investment power over the Issuer’s Common Stock held directly by the Sponsors. Each of Mr. Gilbert and Mrs. Cohen disclaims beneficial ownersh ip of these securities, except to the extent of his or her pecuniary interest therein.

 

Item 5.

Ownership of Five Percent or Less of a Class

 

N/A

 

Item 6.

Ownership of More than Five Percent on Behalf of Another Person.

 

See Item 4.

 

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.

 

N/A

 

Item 8.

Identification and Classification of Members of the Group

 

N/A

 

Item 9.

Notice of Dissolution of Group.

 

N/A

 

Item 10.

Certifications

 

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

 

Exhibits		Exhibit
99.1		Joint Filing Agreement by and among the Reporting Persons.

 

  

CUSIP No. 70451X 104

 

SIGNATURE

 

After reasonable inquiry and to the best of my knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

 

July 19, 2021

 

	FTAC OLYMPUS SPONSOR, LLC
	By:	/s/ Ryan M. Gilbert
	Name:	Ryan M. Gilbert
	Title:	Manager

 

FTAC OLYMPUS ADVISORS, LLC

 

	By:	/s/ Ryan M. Gilbert
	Name:	Ryan M. Gilbert
	Title:	Manager

 

	/s/ Ryan M. Gilbert
	Ryan M. Gilbert

 

	/s/ Betsy Z. Cohen
	Betsy Z. Cohen

 

 

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