Payoneer to become publicly traded company via combination with FTAC Olympus Acquisition
Global payment and commerce-enabling platform Payoneer is set to become a publicly traded entity. Payoneer and FTAC Olympus Acquisition Corp. (NASDAQ:FTOCU) today announced they have entered into a definitive agreement and plan of reorganization.
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. The company is expected to have an implied estimated enterprise value of approximately $3.3 billion at closing, based on current assumptions.
Payoneer’s management team will continue to lead the Company. Payoneer has been backed by investments from TCV, Susquehanna Growth Equity (SGE), Viola Ventures, Wellington Management, Nyca Partners, Temasek and more.
The Reorganization reflects an implied enterprise value at closing of approximately $3.3 billion, representing a 7.6x multiple of 2021 expected revenue of $432 million. 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. The balance of the consideration payable to the existing Payoneer equity holders will consist of shares of common stock of the company.
Following the Reorganization, the company is expected to have up to $563 million in cash, offering significant capital flexibility for continued organic and inorganic growth.
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 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 (SEC) 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.