Payoneer Global Inc. Files 8-K Report

Ticker: PAYO · Form: 8-K · Filed: Sep 10, 2024 · CIK: 1845815

Sentiment: neutral

Topics: disclosure, corporate-actions

TL;DR

PAYONEER FILES 8-K: Potential changes for security holders, check for details.

AI Summary

On September 10, 2024, Payoneer Global Inc. filed an 8-K report. The filing primarily concerns material modifications to the rights of security holders and other events. It also includes financial statements and exhibits, though specific details of these modifications or events are not elaborated in the provided text.

Why It Matters

This 8-K filing indicates potential changes affecting Payoneer's security holders and may contain important updates on the company's operations or financial status.

Risk Assessment

Risk Level: low — The filing is a standard disclosure document without immediate negative or positive financial implications presented in the text.

Key Players & Entities

FAQ

What is the primary purpose of this 8-K filing for Payoneer Global Inc.?

The primary purpose of this 8-K filing is to report material modifications to the rights of security holders and other events, as well as to include financial statements and exhibits.

When was this 8-K report filed by Payoneer Global Inc.?

This 8-K report was filed on September 10, 2024.

What was Payoneer Global Inc.'s former company name?

Payoneer Global Inc.'s former company name was New Starship Parent, Inc.

In which state was Payoneer Global Inc. incorporated?

Payoneer Global Inc. was incorporated in Delaware.

What is the principal executive office address for Payoneer Global Inc.?

The principal executive office address for Payoneer Global Inc. is 195 Broadway, 27th floor, New York, New York 10007.

Filing Stats: 847 words · 3 min read · ~3 pages · Grade level 10.2 · Accepted 2024-09-10 08:37:25

Key Financial Figures

Filing Documents

03

Item 3.03 Material Modification to Rights of Security Holders. The information set forth under Item 8.01 of this Current Report on Form 8-K (this " Report ") is incorporated herein by reference.

01

Item 8.01 Other Events. On September 10, 2024, Payoneer Global Inc. (" Payoneer " or the " Company ") announced the expiration and results of its offer to purchase (the " Offer ") all of its outstanding public warrants (the " Warrants ") to purchase shares of its common stock, par value $0.01 per share, at a purchase price of $0.78 in cash, without interest. Payoneer has been advised that, as of the expiration of the Offer, 24,030,937 Warrants (including 7,267 Warrants tendered pursuant to the notice of guaranteed delivery procedures of the Offer) had been validly tendered and not validly withdrawn, representing approximately 95.5% of the outstanding Warrants. The Company expects to accept all validly tendered Warrants for purchase and expects to settle such purchase promptly. A copy of the press release announcing the results of the Offer and Consent Solicitation (as defined below) is attached hereto as Exhibit 99.1 and is incorporated herein by reference. In addition, Payoneer also announced the results of its consent solicitation (the " Consent Solicitation ") to amend the Warrant Agreement, dated August 25, 2020, by and between FTAC Olympus Acquisition Corp. (" FTOC ") and Continental Stock Transfer & Trust Company (" Continental "), as amended by the Assignment, Assumption and Amendment Agreement, dated June 25, 2021, by and among Payoneer, FTOC and Continental (as amended, the "Warrant Agreement "), to permit Payoneer to redeem each outstanding Warrant for $0.70 in cash, without interest (such amendment, the " Warrant Amendment "). Because holders of more than 65% of the Warrants consented to the Warrant Amendment, which is the requisite consent threshold set by the Warrant Agreement, the Warrant Amendment was executed as of the date hereof and became effective. The foregoing description of the Warrant Amendment is qualified in its entirety by the terms of the Warrant Amendment, which is attached as Exhibit 99.2 and incorporated herein by reference. On Se

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 99.1 Press Release, dated as of September 10, 2024, issued by Payoneer Global Inc. 99.2 Amendment No. 2 to Warrant Agreement, dated as of September 10, 2024, by and between Payoneer Global Inc. and Continental Stock Transfer & Trust Company 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) SIGNATURE Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. PAYONEER GLOBAL INC. September 10, 2024 By: /s/ Bea Ordonez Name: Bea Ordonez Title: Chief Financial Officer

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