0001213900-21-034824.txt : 20210629 0001213900-21-034824.hdr.sgml : 20210629 20210629195539 ACCESSION NUMBER: 0001213900-21-034824 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210625 FILED AS OF DATE: 20210629 DATE AS OF CHANGE: 20210629 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: FTAC Olympus Sponsor, LLC CENTRAL INDEX KEY: 0001816088 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39469 FILM NUMBER: 211059826 BUSINESS ADDRESS: STREET 1: 2929 ARCH STREET STE 1703 CITY: PHILADELPHIA STATE: PA ZIP: 19104 BUSINESS PHONE: 4844593476 MAIL ADDRESS: STREET 1: 2929 ARCH STREET STE 1703 CITY: PHILADELPHIA STATE: PA ZIP: 19104 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: FTAC Olympus Acquisition Corp. CENTRAL INDEX KEY: 0001816090 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 981540161 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2929 ARCH STREET STE 1703 CITY: PHILADELPHIA STATE: PA ZIP: 19104 BUSINESS PHONE: 4844593476 MAIL ADDRESS: STREET 1: 2929 ARCH STREET STE 1703 CITY: PHILADELPHIA STATE: PA ZIP: 19104 4 1 ownership.xml X0306 4 2021-06-25 1 0001816090 FTAC Olympus Acquisition Corp. FTOC 0001816088 FTAC Olympus Sponsor, LLC C/O FTAC OLYMPUS ACQUISITION CORP. 2929 ARCH STREET, SUITE 1703 PHILADELPHIA PA 19104 0 0 1 0 Class A Common Stock 2021-06-25 4 M 0 7454365 A 9624365 D Class A Common Stock 2021-06-25 4 D 0 9624365 D 0 D Warrants 2021-06-25 4 D 0 723333 11.5 D Class A Common Stock 723333 0 D Class B Common Stock 2021-06-25 4 D 0 868000 D Class A Common Stock 868000 7812000 D Class B Common Stock 2021-06-25 4 J 0 525526 D Class A Common Stock 525526 7286474 D Class B Common Stock 2021-06-25 4 J 0 167891 A Class A Common Stock 167891 7454365 D Class B Common Stock 2021-06-25 4 M 0 7454365 D Class A Common Stock 7454365 0 D On June 25, 2021 (the "Closing Date"), FTAC Olympus Acquisition Corp. (the "Issuer") completed its reorganization (the "Reorganization") contemplated by that certain Agreement and Plan of Reorganization, dated as of February 3, 2021, as amended on February 16, 2021 and on May 10, 2021 (as it may be further amended or modified, the "Reorganization Agreement"), by and among the Issuer, New Starship Parent Inc. ("New Payoneer"), Starship Merger Sub I Inc., a Delaware corporation and wholly owned subsidiary of New Payoneer, Starship Merger Sub II Inc., a Delaware corporation and wholly owned subsidiary of New Payoneer, and Payoneer Inc., a Delaware corporation (the "Reorganization Agreement"), the parties effected a business combination, concurrent with the consummation of the Reorganization, the shares of Class B Common Stock were converted into Class A Common Stock of the Issuer. The reporting person disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for any other purpose. Disposed of pursuant to the Reorganization Agreement in exchange for 9,624,365 shares of New Payoneer common stock on the Closing Date of the Reorganization. These securities were forfeited in connection with the Sponsor Share Surrender and Share Restriction Agreement entered into on February 3, 2021 between New Payoneer, Payoneer Inc., the Issuer, FTAC Olympus Advisors, LLC ("Olympus Advisors") and the reporting person in connection with the Reorganization. In the absence of the forfeiture, the warrants would become exercisable at the later of 30 days after the consummation of the Issuer's Reorganization or 12 months from the completion of the Issuer's initial public offering. The warrants would have expired five years after the consummation of the Issuer's Reorganization or earlier upon redemption of all of the Issuer's outstanding Class A ordinary shares or the Issuer's liquidation. The Class B ordinary shares will automatically convert into Class A ordinary shares at the time of the Issuer's initial business combination on a one-for-one basis, subject to certain adjustments described in the Issuer's charter documents and have no expiration date. Represents shares transferred to other members of Olympus Advisors and the reporting person pursuant to certain side letters by and among certain members of Olympus Advisors and the reporting person. On June 24, 2021, FTAC Olympus Acquisition Corp., a Delaware corporation, became the successor of FTAC Olympus Acquisition Corp., a Cayman Island exempted company, pursuant to a redomestication. The merger had the effect of changing of FTAC Olympus Acquisition Corp.'s domicile, but did not alter the proportionate interests of security holders. /s/ Ryan M. Gilbert, Manager 2021-06-29