Powering the growth for millions of digital businesses worldwide, global payment and commerce-enabling platform Payoneer, Inc. announced recently that they have entered into a definitive agreement and plan of reorganization with FTAC Olympus Acquisition Corp. (FTOC).
Upon closing of the reorganization, the newly created holding company will be renamed Payoneer Global Inc. and the combined company will operate as Payoneer, a U.S. publicly listed entity that is expected to have an implied estimated enterprise value of approximately US$3.3B at closing, based on current assumptions.
Payoneer’s management team will continue to lead the newly formed company with investments backing from TCV, Susquehanna Growth Equity (SGE), Viola Ventures, Wellington Management, Nyca Partners, Temasek, and more.
Building upon its meaningful brand, recognized and trusted by businesses all over the world, Payoneer has expanded its services to empower businesses to grow globally. Payoneer services include Marketplace Payments; B2B Accounts Payable / Accounts Receivable; Merchant Services; Working Capital; and Risk and Compliance Services.
Over the past 15 years, Payoneer has built a broad ecosystem that connects marketplaces, sellers, freelancers, gig workers, manufacturers, banks, suppliers, buyers, and more into an integrated global platform. Its secure, regulated platform offers a global, multi-currency account to businesses of any size around the world, enabling them to pay and get paid globally as easily as they do locally.
“Technology is transforming commerce globally, bringing down borders and making it possible for entrepreneurs from all over the world to build a digital business. This new way of doing business requires a global financial platform built for the digital age. Payoneer’s purpose-built platform provides global connectivity with localized capabilities, layered on top of robust and scalable compliance, risk, and regulatory infrastructure. We are incredibly excited about the opportunity ahead and believe that our leading global platform, brand, product suite, and network create significant and sustainable competitive advantages and that our multi-pronged growth strategy will deliver strong growth for years to come. We are thrilled to partner with Betsy Cohen and the FTOC team and are confident that we will benefit from their significant industry expertise as we embark on our journey as a public company,” according to Scott Galit, Chief Executive Officer of Payoneer.
Betsy Z. Cohen, Chairman of the Board of Directors of FTAC Olympus Acquisition Corp., said, “Payoneer is at the forefront of the rapid, global shift to digital commerce across all sectors. Its innovative and unique high-tech, high-touch platform positions Payoneer at the epicenter of some of the most powerful and enduring trends driving global commerce today. Its proven ability to facilitate the overall growth of e-commerce through capabilities such as B2B payment digitization, global risk and compliance infrastructure, and the enablement for SMBs to rapidly grow and scale sets Payoneer apart. I couldn’t be more excited about this transaction which will allow this talented team to accelerate their growth strategy and continue to democratize access to global commerce.”
Existing Payoneer equity holders have the potential to receive an earnout of additional shares of common stock if certain stock price targets are met as set forth in the reorganization agreement, and they will remain the largest investors by rolling over significant equity into the newly formed company.
The reorganization has been unanimously approved by the boards of both Payoneer and FTOC. The transaction is expected to close during the first half of 2021, subject to approval by the stockholders of FTOC, the effectiveness of a registration statement to be filed with the Securities and Exchange Commission (the “SEC”) of the United States in connection with the transaction, the completion of any required regulatory procedures, including any required approvals under applicable money transmitter laws, and other customary closing conditions.
Financial Technology Partners is serving as an exclusive financial and capital markets advisor to Payoneer. Davis Polk & Wardwell LLP is serving as legal counsel to Payoneer and Paul Hastings is serving as regulatory counsel to Payoneer. PwC is serving as Payoneer’s auditors.
Citi and Goldman Sachs & Co. LLC are serving as financial and capital markets advisors to FTOC, Cantor Fitzgerald is serving as capital markets advisor to FTOC, and Morgan Lewis is serving as legal counsel to FTOC.
Goldman Sachs & Co. LLC and Citi are serving as placement agents on the PIPE.