We are advising Payoneer on its combination with a SPAC

Davis Polk is advising Payoneer on its combination with FTAC Olympus Acquisition Corp., a publicly traded SPAC. Payoneer is expected to have an implied estimated enterprise value of approximately $3.3 billion at closing, based on current assumptions. The cash component of the purchase price to be paid to the equity holders of Payoneer is expected to be funded by FTOC’s cash in trust (minus any redemptions by FTOC’s existing public stockholders), as well as by a $300 million private placement raised at $10.00 per share. The transaction is expected to close during the first half of 2021, subject to subject to customary closing conditions and certain regulatory approvals.

Payoneer’s digital platform streamlines global commerce for millions of small businesses, marketplaces and enterprises from 200 countries and territories. FTOC is a SPAC led by Betsy Z. Cohen as Chairman of the Board and Ryan M. Gilbert as President and Chief Executive Officer formed for the purpose of acquiring or merging with one or more technology and financial services technology companies.

The Davis Polk corporate M&A and capital markets team includes partners Byron B. Rooney, Lee Hochbaum and Evan Rosen and associates Francesca Campbell, Lisa Ogust, John H. Runne and Rachel Schlosser. The tax team includes partner William A. Curran. Partner Adam Kaminsky is providing executive compensation advice. Partner Pritesh P. Shah is providing intellectual property advice. Members of the Davis Polk team are based in the New York and Washington DC offices.

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