TCV Amends Payoneer Stake Filing

Ticker: PAYO · Form: SC 13D/A · Filed: Nov 13, 2024 · CIK: 1845815

Sentiment: neutral

Topics: sec-filing, schedule-13d, institutional-investor

Related Tickers: PAYO

TL;DR

TCV filed an amendment for their Payoneer stake, no major changes reported.

AI Summary

Technology Crossover Management VIII, Ltd. (TCV) filed an amendment to its Schedule 13D on November 13, 2024, regarding its holdings in Payoneer Global Inc. TCV previously reported beneficial ownership of 34,700,000 shares of common stock, representing approximately 10.1% of the outstanding shares. This amendment does not appear to change their beneficial ownership percentage or disclose new significant transactions.

Why It Matters

This filing indicates a significant institutional investor's ongoing stake in Payoneer, providing insight into major shareholder positions.

Risk Assessment

Risk Level: low — The filing is an amendment to a previous disclosure and does not report new transactions or changes in beneficial ownership, indicating no immediate new risks.

Key Numbers

Key Players & Entities

FAQ

What is the purpose of this SC 13D/A filing?

This filing is an amendment to a previously filed Schedule 13D by Technology Crossover Management VIII, Ltd. (TCV) concerning its beneficial ownership of Payoneer Global Inc. common stock.

Who is the filing entity?

The filing entity is Technology Crossover Management VIII, Ltd. (TCV) and its group members, including TCV Member Fund, L.P., TCV VIII (A), L.P., TCV VIII (B), L.P., and TCV VIII, L.P.

What is the subject company?

The subject company is Payoneer Global Inc.

Does this amendment report any new transactions or changes in beneficial ownership?

Based on the provided text, this amendment does not explicitly state new transactions or changes in beneficial ownership from the previous filing.

What was TCV's previously reported beneficial ownership?

TCV previously reported beneficial ownership of 34,700,000 shares of common stock, representing approximately 10.1% of the outstanding shares of Payoneer Global Inc.

Filing Stats: 2,204 words · 9 min read · ~7 pages · Grade level 9.3 · Accepted 2024-11-13 21:20:27

Key Financial Figures

Filing Documents

SECURITY AND ISSUER

ITEM 1. SECURITY AND ISSUER.

of the Schedule 13D is amended as follows

Item 1 of the Schedule 13D is amended as follows: The Company’s principal executive offices are located at 195 Broadway, 27th floor, New York, New York 10007.

SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION

ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.

of the Schedule 13D is amended as follows

Item 3 of the Schedule 13D is amended as follows: In addition to the Per Share Stock Consideration paid at the Closing, the TCV Entities will be entitled to receive up to an additional 2,444,438 earn-out shares from the Company, issuable in shares of Common Stock as provided in the Reorganization Agreement, if the price of the Common Stock exceeds certain thresholds during the 60-month period following the Closing Date.

PURPOSE OF TRANSACTION

ITEM 4. PURPOSE OF TRANSACTION.

of the Schedule 13D is supplemented as follows

Item 4 of the Schedule 13D is supplemented as follows: On November 11, 2024, certain of the Reporting Persons sold an aggregate of 7,500,000 shares of Common Stock as follows: TCV VIII, L.P. sold 5,337,335 shares, TCV VIII (A), L.P. sold 1,439,310 shares, TCV VIII (B), L.P. sold 331,491 shares and TCV Member Fund, L.P. sold 391,864 shares, in each case, at a price per share of $10.32 pursuant to Rule 144 under the Securities Act of 1933, as amended, with a broker-dealer.

INTEREST IN SECURITIES OF THE ISSUER

ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.

of the Schedule 13D is amended as follows

Item 5 of the Schedule 13D is amended as follows: (a), (b). The responses of the Reporting persons to Rows (7) through (13) of the cover pages of this Schedule 13D as of November 11, 2024, are incorporated herein by reference. As of November 13, 2024, the Reporting Persons beneficially owned directly and/or indirectly the following shares of Common Stock: Name of Reporting Person Shares of Common Stock Percentage of Common Stock (1) Technology Crossover Management VIII, Ltd. 34,197,116 9.6 % Technology Crossover Management VIII, L.P. 32,399,169 9.1 % TCV VIII, L.P. 24,327,775 6.8 % TCV VIII (A), L.P. 6,560,434 1.8 % TCV VIII (B), L.P. 1,510,960 0.4 % TCV Member Fund, L.P. 1,797,947 0.5 % (1) The information shown in the table with respect to the percentage of Common Stock beneficially owned is based on 356,613,483 shares of Common Stock outstanding as of October 30, 2024, as reported in the Quarterly Report on Form 10-Q for the quarter ended September 30, 2024, filed by the Company with the Securities and Exchange Commission on November 5, 2024. Excluded from beneficial ownership is the contingent right to earn-out shares. Each of the TCV Entities has the sole power to dispose or direct the disposition of the shares of Common Stock that it holds directly and has the sole power to vote or direct the vote of such shares. Management VIII, as the ultimate general partner of the TCV Entities, may be deemed to have the sole power to dispose or direct the disposition of the shares held by the TCV Entities and have the sole power to direct the vote of such shares of Common Stock. TCM VIII, as the direct general partner of the TCV VIII Funds, may also be deemed to have sole power to dispose or direct the disposition of the shares of Common Stock held by the TCV VIII Funds and have the sole power to direct the vote of such shares of Common Stock. Each of Management VIII and TCM VIII disclaims beneficial ownership of the shares of Common Stock

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