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CUSIP No. 11778X104
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13D
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Page
5
of 9
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Item 1.
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Security and Issuer
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This Schedule 13D relates to shares of class 1 common stock, $0.0001 par value per share (the Common Stock), of BTRS Holdings Inc., a Delaware
corporation (the Issuer). The principal executive office of the Issuer is 1009 Lenox Drive, Suite 101, Lawrenceville, New Jersey 08648.
Item 2.
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Identity and Background
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(a) This Schedule 13D is being filed jointly by Bain Capital Venture Fund 2012, L.P., a Delaware limited partnership (Venture Fund 2012), BCIP
Venture Associates, a Delaware partnership (BCIPV), and BCIP Venture AssociatesB, a Delaware partnership (BCIPVB and, together with Venture Fund 2012 and BCIPV, the Reporting Persons).
Bain Capital Venture Investors, LLC, a Delaware limited liability company (BCVI), is the general partner of Bain Capital Venture Partners 2012,
L.P., a Delaware limited partnership (Venture Partners 2012), which is the general partner of Venture Fund 2012.
Boylston Coinvestors, LLC, a
Delaware limited liability company (Boylston), is the managing partner of each of BCIPV and BCIPVB.
The governance, investment and decision
making process with respect to the investments held by the Reporting Persons is directed by the Executive Committee of BCVI, which consists of Enrique Salem and Ajay Agarwal.
As a result, each of BCVI and Messrs. Salem and Agarwal may be deemed to share voting and dispositive power with respect to the securities held by the
Reporting Persons.
The Reporting Persons have entered into a Joint Filing Agreement, dated January 22, 2021, pursuant to which the Reporting Persons
have agreed to file this Schedule 13D jointly in accordance with the provisions of Rule 13d-1(k)(1) promulgated under the Act.
(b) The principal business address of each of the Reporting Persons, BCVI, Venture Partners 2012, Boylston and Messrs. Salem and Agarwal is 200 Clarendon
Street, Boston, MA 02116.
(c) Each of the Reporting Persons, BCVI, Venture Partners 2012 and Boylston are principally engaged in the business of
investment in securities. Messrs. Salem and Agarwal are Managing Directors of BCVI.
(d) During the last five years, none of the Reporting Persons, BCVI,
Venture Partners 2012, Boylston, Mr. Salem or Mr. Agarwal have been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).
(e) During the last five years, none of the Reporting Persons, BCVI, Venture Partners 2012, Boylston, Mr. Salem or Mr. Agarwal have been a party to
a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violation of, or prohibiting or mandating activities subject
to, federal or state securities laws or finding any violation with respect to such laws.
(f) The Reporting Persons, BCVI, Venture Partners 2012 and
Boylston are organized under the laws of the State of Delaware. Messrs. Salem and Agarwal are citizens of the United States.
Item 3.
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Source and Amount of Funds or Other Consideration
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On January 12, 2021 (the Closing Date), the Issuer (f/k/a South Mountain Merger Corp. (South Mountain)) consummated the previously
announced mergers (the Business Combination) pursuant to a Business