LEAP.U / Ribbit LEAP, Ltd. Units, each consisting of one Class A Ordinary Share, and one fifth of one Warrant - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

LEAP / Ribbit LEAP Ltd / D1 Capital Partners L.P. - RIBBIT LEAP, LTD. Passive Investment

SC 13G/A 1 p23-0548sc13ga.htm RIBBIT LEAP, LTD. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* Ribbit LEAP, Ltd. (Name of Issuer) Class A Ordinary Shares, $0.0001 par value (Title of Class of Securities) G7552B105 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13

15-12G 1 tm2223602d11512g.htm 15-12G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. 001-39507 Commission File Number Ribbit LEAP, Ltd. (Exact name

EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange ("NYSE" or the "Exchange") hereby notifies the Securities and Exchange Commission (the "Commission") of its intention to remove the entire class of Warrants, each whole warrant exercisable for one Class A Ordinary Share at an exercise price of $11.

EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on August 26, 2022, pursuant to the provisions of Rule 12d2-2 (a).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 00

Ribbit LEAP, Ltd. Will Redeem Public Shares

Exhibit 99.1 Ribbit LEAP, Ltd. Will Redeem Public Shares Palo Alto, California, August 2, 2022 ? Ribbit LEAP, Ltd. (the ?Company?) (NYSE: LEAP.U, LEAP, LEAP.WS), a special purpose acquisition company, today announced that it will redeem all of its outstanding Class A ordinary shares, par value $0.0001 (the ?Public Shares?), effective as of the close of business on August 15, 2022, as the Company w

Dear Partners,

Exhibit 99.2 Dear Partners, Two years ago, we set out to partner with you and with one or more businesses in their transition to the public markets. At the time, we believed a public vehicle that offered patient capital, alignment between investors and operators, and the network, resources, and insights of Ribbit Capital would be a compelling alternative for quality financial technology companies

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 2, 2022 RIBBIT LEAP, LTD. (Exact name of registrant as specified in its charter) Cayman Islands 001-39507 98-1549449 (State or other jurisdiction of incorporation) (Commission

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One)

Table of Contents ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Description of the Registrant’s Securities.*

Exhibit 4.5 ? DESCRIPTION OF REGISTRANT?S SECURITIES ? The following summary of the material terms of the securities of Ribbit LEAP, Ltd. (?we,? ?us,? ?our? or ?the company?) is not intended to be a complete summary of the rights and preferences of such securities and is subject to and qualified by reference to our amended and restated memorandum and articles of association incorporated by referen

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 2)

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Description of the Registrant’s Securities.*

Exhibit 4.5 ? DESCRIPTION OF REGISTRANT?S SECURITIES ? The following summary of the material terms of the securities of Ribbit LEAP, Ltd. (?we,? ?us,? ?our? or ?the company?) is not intended to be a complete summary of the rights and preferences of such securities and is subject to and qualified by reference to our amended and restated memorandum and articles of association incorporated by referen

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) (Mark One)

Table of Contents ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 16, 2022 RIBBIT LEAP, LTD. (Exact name of registrant as specified in its charter) Cayman Islands 001-39507 98-1549449 (State or other jurisdiction of incorporation) (Commissi

LEAP / Ribbit LEAP Ltd / Park West Asset Management LLC - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Ribbit leap, ltd. (Name of Issuer) CLASS A ORDINARY SHARES, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) G7552B105 (CUSIP Number) DECEMBER 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designa

LEAP / Ribbit LEAP Ltd / D1 Capital Partners L.P. - RIBBIT LEAP, LTD. Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Ribbit LEAP, Ltd. (Name of Issuer) Class A Ordinary Shares, $0.0001 par value (Title of Class of Securities) G7552B105 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant

LEAP / Ribbit LEAP Ltd / Marcho Partners LLP - RIBBIT LEAP, LTD. Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Ribbit LEAP, Ltd. (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G7552B105 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule

LEAP / Ribbit LEAP Ltd / ADAGE CAPITAL PARTNERS GP, L.L.C. - RIBBIT LEAP, LTD. Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Ribbit LEAP, Ltd. (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G7552B105 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule

Indemnity Agreement, dated December 2, 2021, between the Company and Mr. Bogan.

Exhibit 10.2 INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (the ?Agreement?) is made and entered into as of December 2, 2021, between Ribbit LEAP, Ltd., a Cayman Islands exempted company (the ?Company?), and Jeff Bogan (?Indemnitee?). WITNESSETH THAT: WHEREAS, highly competent persons have become more reluctant to serve companies and corporations as directors or in other capacities unle

Share Transfer Agreement, dated December 2, 2021, between the Company and Mr. Bogan.

Exhibit 10.3 SHARE TRANSFER AGREEMENT This Share Transfer Agreement (this ?Agreement?) is made and entered into as of December 2, 2021 (the ?Effective Date?), by and among Ribbit LEAP Sponsor, Ltd., a Cayman Islands exempted company (?Transferor?), Jeff Bogan (?Transferee?) and Ribbit LEAP, Ltd., a Cayman Islands exempted company (the ?Company?). Whereas, Transferor currently holds 4,407,222 Class

Letter Agreement, dated December 2, 2021, between the Company and Mr. Bogan.

Exhibit 10.1 December 2, 2021 Ribbit LEAP, Ltd. 364 University Ave. Palo Alto, California 94301 Re: Initial Public Offering Ladies and Gentlemen: This letter (this ?Letter Agreement?) is being delivered to you in connection with your appointment to the board of directors of Ribbit LEAP, Ltd., a Cayman Islands exempted company (the ?Company?). Reference is made to that certain letter agreement, dat

Joinder Agreement, dated December 2, 2021, between the Company, the Sponsor and Mr. Bogan.

Exhibit 10.4 Ribbit LEAP, Ltd. Registration and Shareholder Rights Agreement Joinder By executing and delivering this signature page, Jeff Bogan (the ?Purchaser?) hereby acknowledges and agrees that it is purchasing 32,500 Class B ordinary shares, par value $0.0001 per share, of Ribbit LEAP, Ltd. (the ?Company?), for a purchase price of US47.11, pursuant to that certain Share Transfer Agreement, d

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 6, 2021 (December 2, 2021) Ribbit LEAP, Ltd. (Exact name of registrant as specified in its charter) Cayman Islands 001-39507 98-1549449 (State or other jurisdiction o

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One)

Table of Contents ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

LEAP / Ribbit LEAP Ltd / Park West Asset Management LLC - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Ribbit leap, ltd. (Name of Issuer) CLASS A ORDINARY SHARES, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) G7552B105 (CUSIP Number) October 27, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designat

JOINT FILING AGREEMENT

Exhibit 1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of them of a statement on Schedule 13G (including amendments thereto) with respect to the shares of Class A ordinary shares, par value $0.

LEAP / Ribbit LEAP Ltd / Park West Asset Management LLC - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Ribbit leap, ltd. (Name of Issuer) CLASS A ORDINARY SHARES, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) G7552B105 (CUSIP Number) October 21, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One)

Table of Contents ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Ribbit LEAP, Ltd. (Exact name of registrant as specified in its charter) Cay

Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 17, 2021 Ribbit LEAP, Ltd.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Ribbit LEAP, Ltd. (Exact name of registrant as specified in its charter) Caym

Description of the Registrant’s Securities.*

Exhibit 4.5 DESCRIPTION OF registrant?s SECURITIES The following summary of the material terms of the securities of Ribbit LEAP, Ltd. (?we,? ?us,? ?our? or ?the company?) is not intended to be a complete summary of the rights and preferences of such securities and is subject to and qualified by reference to our amended and restated memorandum and articles of association incorporated by reference a

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )*

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

Ribbit LEAP, Ltd.

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Ribbit LEAP, Ltd. (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G7552B105 (CUSIP Number) April 12, 2021 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule pursua

Annual Report - FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Ribbit LEAP, Ltd. (Exact name of registrant as specified in its charter) Cayman Islands 001-3950

Description of the Registrant’s Securities.*

Exhibit 4.5 DESCRIPTION OF registrant?s SECURITIES The following summary of the material terms of the securities of Ribbit LEAP, Ltd. (?we,? ?us,? ?our? or ?the company?) is not intended to be a complete summary of the rights and preferences of such securities and is subject to and qualified by reference to our amended and restated memorandum and articles of association incorporated by reference a

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. ___)* Ribbit LEAP, Ltd. (Name of Issuer) Class A ordinary shares, par value $0.0001 per share (Title of Clas

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Ribbit LEAP, Ltd. (Name of Issuer) Class A ordinary shares, par value $0.0001 per share (Title of Class of Securities) G7552B105 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designat

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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Ribbit LEAP, Ltd. (Name of Issuer) Class A ordinary shares, $0.0001 par value (Title of Class of Securities) G7552B105 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule

JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k)

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Ribbit LEAP, Ltd. (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G7552B105 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule pur

Quarterly Report - FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Ribbit LEAP, Ltd. (Exact name of registrant as specified in its charter)

Financial Statements and Exhibits, Other Events - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 29, 2020 Ribbit LEAP, Ltd. (Exact name of registrant as specified in its charter) Cayman Islands 001-39507 98-1549449 (State or other jurisdiction of incorporation or

RIBBIT LEAP, LTD. SECURITIES TO COMMENCE SEPARATE TRADING

Exhibit 99.1 RIBBIT LEAP, LTD. SECURITIES TO COMMENCE SEPARATE TRADING Palo Alto, CA (October 29, 2020) – Ribbit LEAP, Ltd. (NYSE: LEAP.U) (the “Company”) announced today that separate trading of its common stock and warrants underlying the Company’s units would commence on or about November 2, 2020. The common stock and warrants will trade under the symbols “LEAP” and “LEAP.WS”, respectively. Uni

RIBBIT LEAP, LTD.

Exhibit 99.1 RIBBIT LEAP, LTD. Report of Independent Registered Public Accounting Firm F-2 Balance Sheet as of September 15, 2020 F-3 Notes to Financial Statement F-4 F-1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the shareholders and the board of directors of Ribbit LEAP, Ltd. Palo Alto, California Opinion on the Financial Statement We have audited the accompanying balance sheet o

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 15, 2020 Ribbit LEAP, Ltd. (Exact name of registrant as specified in its charter) Cayman Islands 001-39507 98-1549449 (State or other jurisdiction of incorporation o

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 10, 2020 Ribbit LEAP, Ltd. (Exact name of registrant as specified in its charter) Cayman Islands 001-39507 98-1549449 (State or other jurisdiction of incorporation o

Per unit Total Public offering price $ 10.00 $ 350,000,000 Underwriting discounts and commissions(1) $ 0.55 $ 19,250,000 Proceeds, before expenses, to us $ 9.45 $ 330,750,000

Table of Contents Filed Pursuant to Rule 425(b)(4) Registration No. 333-248415 Prospectus $350,000,000 Ribbit LEAP, Ltd. 35,000,000 Units Ribbit LEAP, Ltd., which stands for Ribbit Capital Long-Term Equity Acquisition Pool, is a newly incorporated blank check company incorporated as a Cayman Islands exempted company and incorporated for the purpose of effecting a merger, share exchange, asset acqu

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September 10, 2020 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

- FORM 8-A12B

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 Ribbit LEAP, Ltd. (Exact Name of Registrant as Specified in Its Charter) Cayman Islands 98-1549449 (State of Incorporation or Organization) (I.R.S. Employer Identification No.) 364 University Ave. Palo Al

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Ribbit LEAP, Ltd. 364 University Ave. Palo Alto, California 94301 September 10, 2020 VIA EDGAR Pam Long U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Ribbit LEAP, Ltd. Acceleration Request for Registration Statement on Form S-1 File No. 333-248415 Requested Date: September 10, 2020 Requested Time: 4:00 p.m. Eastern Standard Ti

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Goodwin Procter LLP 601 Marshall Street Redwood City, CA 94063 T: 650.752.3100 F: 650.472.6021 goodwinprocter.com September 8, 2020 VIA EDGAR and federal express Office of Real Estate & Construction Division of Corporation Finance U.S. Securities and Exchange Commission 100 F. Street, N.E. Washington, D.C. 20549 Re: Ribbit LEAP, Ltd. Registration Statement on Form S-1 Submitted August 25, 2020 CIK

- S-1/A

Table of Contents As filed with the Securities and Exchange Commission under the Securities Act of 1933, as amended, on September 8, 2020.

Amended and Restated Memorandum and Articles of Association (2)

Exhibit 3.2 COMPANIES LAW (AS REVISED) COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF RIBBIT LEAP, LTD. ADOPTED BY SPECIAL RESOLUTION EFFECTIVE ON SEPTEMBER 2 2020 COMPANIES LAW (AS REVISED) COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF RIBBIT LEAP, LTD. ADOPTED BY SPECIAL RESOLUTION ON SEPTEMBER 2 2020 1 The name of the Compa

Specimen Unit Certificate. (1)

Exhibit 4.1 SPECIMEN UNIT CERTIFICATE NUMBER UNITS U-[ ] Ribbit LEAP, Ltd. SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP[ ] UNITS CONSISTING OF ONE CLASS A ORDINARY SHARE AND ONE-FIFTH OF ONE REDEEMABLE WARRANT TO PURCHASE ONE CLASS A ORDINARY SHARE THIS CERTIFIES THAT is the owner of Units. Each Unit (“Unit”) consists of one (1) Class A ordinary share, par value $0.0001 per share (“Ordinary Shares”),

Investment Management Trust Agreement between the Company and Continental Stock Transfer & Trust Company.(1)

Exhibit 10.1 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of [·], 2020 by and between Ribbit LEAP, Ltd., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHEREAS, the Company’s registration statement on Form S-1, File No. [ ] (the “Re

Letter Agreement between the Company, the Sponsor and each director and officer of the Company.(1)

Exhibit 10.8 [ ], 2020 Ribbit LEAP, Ltd. 364 University Ave. Palo Alto, California 94301 Re: Initial Public Offering Ladies and Gentlemen: This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Ribbit LEAP, Ltd., a Cayman Islands exempted company (the “Company”) and J.P. Morgan Securit

Form of Indemnification Agreement.(1)

Exhibit 10.4 INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of [ ], 2020 between Ribbit LEAP, Ltd., a Cayman Islands exempted company (the “Company”), and [ ] (“Indemnitee”). WITNESSETH THAT: WHEREAS, highly competent persons have become more reluctant to serve companies and corporations as directors or in other capacities unless they are pro

Forward Purchase Agreement between the Company and the Sponsor.(1)

Exhibit 10.9 FORWARD PURCHASE AGREEMENT This Forward Purchase Agreement (this “Agreement”) is entered into as of September [ ], 2020, by and between Ribbit LEAP, Ltd., a Cayman Islands exempted company (the “Company”), and [ ], a [ ] (the “Purchaser”). WHEREAS, the Company was incorporated for the purpose of effecting a merger, stock exchange, asset acquisition, stock purchase, reorganization or s

Form of Nominating Committee Charter

Exhibit 99.3 Ribbit LEAP, Ltd. CHARTER OF THE NOMINATING COMMITTEE OF THE BOARD OF DIRECTORS Purpose The Nominating and Corporate Governance Committee (?Committee?) of the Board of Directors (the ?Board?) of Ribbit LEAP, Ltd., a Cayman Islands exempted company (the ?Company?), has been established to help ensure that the Board is properly constituted to meet its fiduciary obligations to shareholde

Memorandum and Articles of Association.(1)

Exhibit 3.1 Ribbit LEAP, Ltd. Memorandum and Articles of Association Floor 4, Willow House, Cricket Square Grand Cayman KY1-9010 Cayman Islands campbellslegal.com (14957-33347) Ribbit LEAP, Ltd. Companies Law (as revised) Company Limited by Shares Memorandum of Association 1 Company Name The name of the Company is Ribbit LEAP, Ltd. 2 Registered Office The registered office of the Company will be s

Code of Ethics(1)

Exhibit 14 CODE OF CONDUCT AND ETHICS OF Ribbit LEAP, Ltd. Adopted: , 2020 The Board of Directors of Ribbit LEAP, Ltd., a Cayman Islands exempted company (the “Company”), has adopted this Code of Ethics (this “Code”) to provide value for our shareholders; and · To encourage honest and ethical conduct, including fair dealing and the ethical handling of conflicts of interest; · To prompt full, fair,

Promissory Note, dated as of July 17, 2020, issued to the Sponsor.

Exhibit 10.6 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY

Registration and Shareholder Rights Agreement, by and among the Company, the Sponsor and the Holders signatory thereto.(1)

Exhibit 10.2 REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of [·], 2020, is made and entered into by and among Ribbit LEAP, Ltd., a Cayman Islands exempted company (the “Company”), Ribbit LEAP Sponsor, Ltd., a Cayman Islands exempted company (the “Sponsor”), the undersigned parties listed under Holder on the signature

Specimen Warrant Certificate. (1)

Exhibit 4.3 [FACE] Number Warrants THIS WARRANT SHALL BE VOID IF NOT EXERCISED PRIOR TO THE EXPIRATION OF THE EXERCISE PERIOD PROVIDED FOR IN THE WARRANT AGREEMENT DESCRIBED BELOW Ribbit LEAP, Ltd. Incorporated Under the Laws of the Cayman Islands CUSIP [·] Warrant Certificate This Warrant Certificate certifies that [ ], or registered assigns, is the registered holder of [ ] warrant(s) (the “Warra

Private Placement Shares Purchase Agreement between the Company and the Sponsor.(1)

Exhibit 10.3 PRIVATE PLACEMENT SHARES PURCHASE AGREEMENT THIS PRIVATE PLACEMENT SHARES PURCHASE AGREEMENT (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), dated as of August [·], 2020, is entered into by and between Ribbit LEAP, Ltd., a Cayman Islands exempted company (the “Company”), and Ribbit LEAP Sponsor, Ltd., a Cayman Islands exempted l

Compensation Committee Charter.(1)

Exhibit 99.2 Ribbit LEAP, Ltd. CHARTER OF THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS Purpose of the Committee The purposes of the Compensation Committee (the ?Committee?) of the Board of Directors (the ?Board?) of Ribbit LEAP, Ltd., a Cayman Islands exempted company (the ?Company?), shall be to oversee the Company?s compensation and employee benefit plans and practices, including its exe

Warrant Agreement, between the Company and Continental Stock Transfer & Trust Company.(1)

Exhibit 4.4 WARRANT AGREEMENT Ribbit LEAP, Ltd. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated [·], 2020 THIS WARRANT AGREEMENT (this “Agreement”), dated [·], 2020, is by and between Ribbit LEAP, Ltd., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such capacity, the “Warrant Agent”). WHEREAS, it

Amended and Restated Memorandum and Articles of Association (1)

Exhibit 3.2 COMPANIES LAW (AS REVISED) COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF RIBBIT LEAP, LTD. ADOPTED BY SPECIAL RESOLUTION EFFECTIVE ON SEPTEMBER 9 2020 COMPANIES LAW (AS REVISED) COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF RIBBIT LEAP, LTD. ADOPTED BY SPECIAL RESOLUTION ON SEPTEMBER 9 2020 1 The name of the Compa

Administrative Services Agreement, between the Company and the Sponsor (incorporated by reference to Exhibit 10.5 to the Company's Registration Statement on Form S-1/A (File No. 333-248415) filed on August 12, 2020).

Exhibit 10.5 Ribbit LEAP, Ltd. [·], 2020 Ribbit LEAP Sponsor, Ltd. 364 University Ave, Palo Alto, California 94301 Ladies and Gentlemen: This letter will confirm our agreement that, commencing on the effective date (the “Effective Date”) of the registration statement (the “Registration Statement”) for the initial public offering (the “IPO”) of the securities of Ribbit LEAP, Ltd. (the “Company”) an

Securities Subscription Agreement, between the Registrant and Ribbit LEAP Sponsor, Ltd.(1)

Exhibit 10.7 Ribbit LEAP, Ltd. 364 University Avenue Palo Alto, CA 94301 July 17, 2020 Ribbit LEAP Sponsor, Ltd. 364 University Avenue Palo Alto, CA 94301 RE: Securities Subscription Agreement Ladies and gentlemen: This agreement (this “Agreement”) is entered into on July 17, 2020 by and between Ribbit LEAP Sponsor, Ltd., a Cayman Islands exempted company (the “Subscriber” or “you”), and Ribbit LE

Form of Underwriting Agreement.

Exhibit 1.1 Ribbit LEAP, Ltd. 35,000,000 Units(1) Underwriting Agreement [·], 2020 J.P. Morgan Securities LLC c/o J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 As a Representative of the several Underwriters listed in Schedule 1 hereto Ladies and Gentlemen: Ribbit LEAP, Ltd., a Cayman Islands exempted company (the “Company”), proposes to issue and sell to the several under

Power of Attorney (included on the signature page to the initial filing of this Registration Statement).

QuickLinks - Click here to rapidly navigate through this document As filed with the Securities and Exchange Commission under the Securities Act of 1933, as amended, on September 4, 2020.

Audit Committee Charter.(1)

Exhibit 99.1 Ribbit LEAP, Ltd. CHARTER OF THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS Purpose and Policy The primary purpose of the Audit Committee (the “Committee”) of the Board of Directors (the “Board”) of Ribbit LEAP, Ltd., a Cayman Islands exempted company (the “Company”), shall be to act on behalf the Board in fulfilling the Board’s oversight responsibilities with respect to the Company’s

Specimen Class A Ordinary Share Certificate. (1)

Exhibit 4.2 SPECIMEN CLASS A ORDINARY SHARE CERTIFICATE NUMBER SHARES Ribbit LEAP, Ltd. INCORPORATED UNDER THE LAWS OF THE CAYMAN ISLANDS CLASS A ORDINARY SHARES SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP [ ] This certifies that is the owner of FULLY PAID AND NON-ASSESSABLE CLASS A ORDINARY SHARES OF THE PAR VALUE OF US$0.0001 EACH OF Ribbit LEAP, Ltd. (THE “COMPANY”) subject to the Company’s amend

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Goodwin Procter LLP 601 Marshall Street Redwood City, CA 94063 T: 650.752.3100 F: 650.472.6021 goodwinprocter.com August 25, 2020 VIA EDGAR and federal express Office of Real Estate & Construction Division of Corporation Finance U.S. Securities and Exchange Commission 100 F. Street, N.E. Washington, D.C. 20549 Re: Ribbit LEAP, Ltd. Draft Registration Statement on Form S-1 Submitted July 27, 2020 C

Registration Statement - S-1

Table of Contents As filed with the Securities and Exchange Commission under the Securities Act of 1933, as amended, on August 25, 2020.

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Table of Contents As confidentially submitted to the Securities and Exchange Commission on July 27, 2020.