0000902664-22-001315.txt : 20220209 0000902664-22-001315.hdr.sgml : 20220209 20220209165438 ACCESSION NUMBER: 0000902664-22-001315 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20220209 DATE AS OF CHANGE: 20220209 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: WM TECHNOLOGY, INC. CENTRAL INDEX KEY: 0001779474 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 000000000 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-91105 FILM NUMBER: 22607934 BUSINESS ADDRESS: STREET 1: 41 DISCOVERY CITY: IRVINE STATE: CA ZIP: 92618 BUSINESS PHONE: 646-699-3750 MAIL ADDRESS: STREET 1: 41 DISCOVERY CITY: IRVINE STATE: CA ZIP: 92618 FORMER COMPANY: FORMER CONFORMED NAME: Silver Spike Acquisition Corp. DATE OF NAME CHANGE: 20190611 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Senvest Management, LLC CENTRAL INDEX KEY: 0001328785 IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 540 MADISON AVENUE STREET 2: 32ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 514-281-8082 MAIL ADDRESS: STREET 1: 540 MADISON AVENUE STREET 2: 32ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 FORMER COMPANY: FORMER CONFORMED NAME: RIMA SENVEST MANAGEMENT, L.L.C. DATE OF NAME CHANGE: 20120127 FORMER COMPANY: FORMER CONFORMED NAME: RIMA MANAGEMENT, LLC DATE OF NAME CHANGE: 20050531 SC 13G/A 1 p22-0742sc13ga.htm WM TECHNOLOGY, INC.

 

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
 
SCHEDULE 13G/A
 
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
 

WM Technology, Inc.

(formerly known as Silver Spike Acquisition Corp.)

(Name of Issuer)
 

Class A Common Stock, par value $0.0001 per share

(Title of Class of Securities)
 

92971A109

(CUSIP Number)
 

December 31, 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)
ý Rule 13d-1(c)
¨ Rule 13d-1(d)
 
(Page 1 of 7 Pages)

 

______________________________

*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. 92971A10913G/APage 2 of 7 Pages

 

1

NAME OF REPORTING PERSON

 

Senvest Management, LLC

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(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

6,648,046 shares of Class A Common Stock (including 869,649 shares of Class A Common Stock issuable upon exercise of warrants)* (see Item 4)

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

6,648,046 shares of Class A Common Stock (including 869,649 shares of Class A Common Stock issuable upon exercise of warrants)* (see Item 4)

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

6,648,046 shares of Class A Common Stock (including 869,649 shares of Class A Common Stock issuable upon exercise of warrants)* (see Item 4)

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

9.99%* (see Item 4)

12

TYPE OF REPORTING PERSON

OO, IA

         

 

* As more fully described in Item 4, 869,649 shares of Class A Common Stock are issuable upon exercise of warrants that are subject to a 9.99% beneficial ownership blocker and the percentage set forth on row (11) and the number of shares of Class A Common Stock set forth on rows (6), (8) and (9) give effect to such blocker.

 

CUSIP No. 92971A10913G/APage 3 of 7 Pages

 

1

NAME OF REPORTING PERSON

 

Richard Mashaal

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) ¨

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

Canada

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH		 5

SOLE VOTING POWER

0

6

SHARED VOTING POWER

6,648,046 shares of Class A Common Stock (including 869,649 shares of Class A Common Stock issuable upon exercise of warrants)* (see Item 4)

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

6,648,046 shares of Class A Common Stock (including 869,649 shares of Class A Common Stock issuable upon exercise of warrants)* (see Item 4)

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

6,648,046 shares of Class A Common Stock (including 869,649 shares of Class A Common Stock issuable upon exercise of warrants)* (see Item 4)

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

9.99%*

12

TYPE OF REPORTING PERSON

IN, HC

         

 

* As more fully described in Item 4, 869,649 shares of Class A Common Stock are issuable upon exercise of warrants that are subject to a 9.99% beneficial ownership blocker and the percentage set forth on row (11) and the number of shares of Class A Common Stock set forth on rows (6), (8) and (9) give effect to such blocker.

 

CUSIP No. 92971A10913G/APage 4 of 7 Pages

 

Item 1(a). Name of Issuer.
   
  WM Technology, Inc. (formerly known as Silver Spike Acquisition Corp.) (the "Issuer")

 

Item 1(b). Address of Issuer's Principal Executive Offices.
   
 

41 Discovery

Irvine, California 92618

 

Item 2(a). Name of Person Filing.
   
  This statement is filed by Senvest Management, LLC and Richard Mashaal.
   
  The reported securities are held in the account of Senvest Master Fund, LP, Senvest Technology Partners Master Fund, LP and Senvest Global (KY), LP (collectively, the "Investment Vehicles").
   
  Senvest Management, LLC may be deemed to beneficially own the securities, subject to the 9.99% Blocker (as defined herein) in the case of the shares of Class A Common Stock underlying the warrants, held by the Investment Vehicles by virtue of Senvest Management, LLC's position as investment manager of the Investment Vehicles. Mr. Mashaal may be deemed to beneficially own the securities, subject to the 9.99% Blocker in the case of the shares of Class A Common Stock underlying the warrants, held by the Investment Vehicles by virtue of Mr. Mashaal's status as the managing member of Senvest Management, LLC. None of the foregoing should be construed in and of itself as an admission by any Reporting Person as to beneficial ownership of the securities reported herein.

 

Item 2(b). Address of Principal Business Office.
   
 

Senvest Management, LLC

540 Madison Avenue, 32nd Floor

New York, New York 10022

   
 

Richard Mashaal

c/o Senvest Management, LLC

540 Madison Avenue, 32nd Floor

New York, New York 10022

 

Item 2(c). Place of Organization.
   
  Senvest Management, LLC – Delaware
   
  Richard Mashaal – Canada

 

Item 2(d). Title of Class of Securities.
   
  Class A Common Stock, par value $0.0001 per share

 

CUSIP No. 92971A10913G/APage 5 of 7 Pages

 

 

Item 2(e). CUSIP Number.
   
  92971A109

 

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 association 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 Rule 13d-1(b)(1)(ii)(J), please
  specify the type of institution:    

 

Item 4. Ownership.
   
  The information required by Items 4(a) – (c) is set forth in Rows (5) – (11) of the cover page for each Reporting Person hereto and is incorporated herein by reference for each such Reporting Person. The percentages set forth in this Schedule 13G/A are calculated based upon an aggregate of 65,677,361 shares of Class A Common Stock outstanding as of November 24, 2021, as reported in the Issuer's Prospectus filed pursuant to Rule 424(b)(3) with the Securities and Exchange Commission on December 10, 2021. The percentage set forth on row (11) and the number of shares of Class A Common Stock set forth on rows (6), (8) and (9) of the cover page for each Reporting Person are based on the Issuer's total number of outstanding shares of Class A Common Stock and assume the exercise of the reported warrants, subject to the 9.99% Blocker.

 

CUSIP No. 92971A10913G/APage 6 of 7 Pages

 

 

  Pursuant to the terms of the reported warrants, the Reporting Persons cannot exercise such warrants if the Reporting Persons would beneficially own, after such exercise, more than 9.99% of the outstanding shares of Class A Common Stock (the "9.99% Blocker"). Consequently, at this time, the Reporting Persons are not able to exercise and convert all warrants due to the 9.99% Blocker. The percentage set forth on row (11) and the number of shares of Class A Common Stock set forth on rows (6), (8) and (9) of the cover page for each Reporting Person give effect to the 9.99% Blocker.

 

Item 5. Ownership of Five Percent or Less of a Class.
   
  Not applicable.

 

Item 6. Ownership of More Than Five Percent on Behalf of Another Person.
   
  The Investment Vehicles have the right to receive and the power to direct the receipt of dividends from, and the proceeds from the sale of the Class A Common Stock. Senvest Master Fund, LP has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, more than 5% of the Class A Common Stock.

 

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 each Reporting Person certifies that, to the best of his or its 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.

 

 

 

CUSIP No. 92971A10913G/APage 7 of 7 Pages

 

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.

 

Date:  February 9, 2022  
  SENVEST MANAGEMENT, LLC
   
  By: /s/ Bobby Trahanas
  Name:  Bobby Trahanas
  Title:    Chief Compliance Officer
   
   
   
   
  /s/ Richard Mashaal
  RICHARD MASHAAL