UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
______________
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
Fintech Acquisition Corp. III
(Name of Issuer)
Class A Common Stock, $0.0001 par value per share
(Title of Class of Securities)
31811A 101
(CUSIP Number)
___________October 12, 2020__________
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
o Rule 13d-1(b)
x Rule 13d-1(c)
o 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).
| 1 |
NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Engle Capital Management, LP
| ||
| 2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) o (b) o
| ||
| 3 |
SEC USE ONLY
| ||
| 4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
| ||
| NUMBER OF | 5 |
SOLE VOTING POWER
0
| |
|
SHARES BENEFICIALLY OWNED BY |
6 |
SHARED VOTING POWER
2,208,409 | |
|
EACH REPORTING PERSON |
7 |
SOLE DISPOSITIVE POWER
0 | |
| WITH: | 8 |
SHARED DISPOSITIVE POWER
2,208,409 | |
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,208,409 | ||
| 10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) o
| ||
| 11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.2% | ||
| 12 |
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IA | ||
| 1 |
NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Jeffrey Helman
| ||
| 2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) o (b) o
| ||
| 3 |
SEC USE ONLY
| ||
| 4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
| ||
| NUMBER OF | 5 |
SOLE VOTING POWER
0
| |
|
SHARES BENEFICIALLY OWNED BY |
6 |
SHARED VOTING POWER
2,208,409 | |
|
EACH REPORTING PERSON |
7 |
SOLE DISPOSITIVE POWER
0 | |
| WITH: | 8 |
SHARED DISPOSITIVE POWER
2,208,409 | |
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,208,409 | ||
| 10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) o
| ||
| 11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.2% | ||
| 12 |
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN | ||
| 1 |
NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Engle Capital Master Fund, Ltd.
| ||
| 2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) o (b) o
| ||
| 3 |
SEC USE ONLY
| ||
| 4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
| ||
| NUMBER OF | 5 |
SOLE VOTING POWER
0
| |
|
SHARES BENEFICIALLY OWNED BY |
6 |
SHARED VOTING POWER
1,954,972 | |
|
EACH REPORTING PERSON |
7 |
SOLE DISPOSITIVE POWER
0 | |
| WITH: | 8 |
SHARED DISPOSITIVE POWER
1,954,972 | |
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,954,972 | ||
| 10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) o
| ||
| 11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.5% | ||
| 12 |
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
CO | ||
Item 1(a). Name of Issuer:
Fintech Acquisition Corp. III (the “Issuer”)
Item 1(b). Address of Issuer’s Principal Executive Offices:
2929 Arch Street, Suite 1703, Philadelphia, PA 19104
Item 2(a). Names of Persons Filing:
| The names of the persons filing this report (collectively, the “Reporting Persons”) are: |
| Engle Capital Management, LP (“Engle Capital”) |
| Jeffrey Helman (“Mr. Helman”) |
| Engle Capital Master Fund, Ltd. (the “Master Fund”) |
Item 2(b). Address of Principal Business Office or, if None, Residence:
| The address of the principal business office of each of the Reporting Persons is: |
| 120 West 45th Street, Suite 2302 |
| New York, NY 10036 |
Item 2(c). Citizenship:
| Engle Capital is a Delaware limited partnership |
| Mr. Helman is a United States citizen |
| The Master Fund is a Cayman Islands corporation |
Item 2(d). Title of Class of Securities:
| Class A Common Stock, $0.0001 par value per share (“Class A Common Stock”) |
Item 2(e). CUSIP Number:
| 31811A 101 |
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:
| Not applicable. |
Item 4. Ownership.
The information required by this item with respect to each Reporting Person is set forth in Rows 5 through 9 and 11 of the cover page to this Schedule 13G. The ownership percentages reported are based on 35,430,000 outstanding shares of Class A Common Stock, as reported in the Issuer’s proxy statement filed on September 23, 2020.
| The Master Fund directly holds 1,954,972 shares of Class A Common Stock, and a separately managed account directly holds 253,437 shares of Class A Common Stock. Engle Capital |
serves as the investment manager to the Master Fund and the separately managed account, and may be deemed to beneficially own such shares. Mr. Helman is the managing partner of Engle Management and may be deemed to beneficially own such shares.
Item 5. Ownership of Five Percent or Less of a Class.
| If this statement is being filed to report the fact that as of the date hereof the Reporting Persons have ceased to be the beneficial owner of more than five percent of the class of securities, check the following ¨. |
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
Not applicable.
Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
Not applicable.
Item 8. Identification and Classification of Members of the Group.
Not applicable.
Item 9. Notice of Dissolution of Group.
Not applicable.
Item 10. Certification.
| 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, other than activities solely in connection with a nomination under § 240.14a-11. |
SIGNATURE
After reasonable inquiry and to the best of its knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.
Date: October 22, 2020
Engle Capital Management, LP
| By: | /s/ Jeffrey Helman | ||
| Name: | Jeffrey Helman | ||
| Title: | Managing Partner | ||
/s/ Jeffrey Helman
JEFFREY HELMAN
ENGLE CAPITAL MASTER FUND, LTD.
| By: | /s/ Jeffrey Helman | ||
| Name: | Jeffrey Helman | ||
| Title: | Director | ||
EXHIBIT 1
AGREEMENT
The persons below hereby agree that the Schedule 13G to which this agreement is attached as an exhibit, as well as all future amendments to such Schedule 13G, shall be filed on behalf of each of them. This agreement is intended to satisfy the requirements of Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934.
Date: October 22, 2020
Engle Capital Management, LP
| By: | /s/ Jeffrey Helman | ||
| Name: | Jeffrey Helman | ||
| Title: | Managing Partner | ||
/s/ Jeffrey Helman
JEFFREY HELMAN
ENGLE CAPITAL MASTER FUND, LTD.
| By: | /s/ Jeffrey Helman | ||
| Name: | Jeffrey Helman | ||
| Title: | Director | ||