Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
- Peter Lynch
What is insider trading>>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_________________________
SCHEDULE 13D
Amendment No. 1
Under the Securities Exchange Act of 1934
_________________________
SYNEOS HEALTH, INC.
(Name of Issuer)
Class A Common Stock, par value $0.01 per share
(Title of Class of Securities)
45329R109
(CUSIP Number)
_________________________
Michael Ristaino, Vice President of Finance – Fund Administration
c/o Advent International Corporation
Prudential Tower, 800 Boylston Street, Suite 3300
Boston, MA 02199
617-951-9400
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
September 17, 2020
(Date of Event Which Requires Filing of this Statement)
_________________________
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because § 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g)
check the following box ☐.
* |
The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
|
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (the “Act”) or otherwise subject to the liabilities of
that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
CUSIP No. 45329R109
|
13D
|
1
|
Names of Reporting Persons
Advent International Corporation
|
||
2
|
Check the Appropriate Box if a Member of a Group
(a) ☐ (b) ☒
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds
OO
|
||
5
|
Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e): ☐
|
||
6
|
Citizenship or Place of Organization
DELAWARE
|
||
Number of
Shares Beneficially Owned by Each Reporting Person With: |
7
|
Sole Voting Power
18,647,036 *
|
|
8
|
Shared Voting Power
0
|
||
9
|
Sole Dispositive Power
18,647,036 *
|
||
10
|
Shared Dispositive Power
0
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
18,647,036 *
|
||
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
|
||
13
|
Percent of Class Represented by Amount in Row (11)
17.94% * (1)
|
||
14
|
Type of Reporting Person
CO, IA
|
*
|
See Item 5 of this Amendment No. 1 to Schedule 13D.
|
(1)
|
Calculation based on 103,968,278 shares of Common Stock outstanding following the completion of the September 2020 Offering (as defined in Item 4 of this Amendment No. 1), as reported in the Issuer’s Prospectus Supplement dated September
15, 2020 and filed with the Securities and Exchange Commission (the “SEC”) on September 16, 2020 (the “September 2020 Prospectus Supplement”).
|
2
CUSIP No. 45329R109
|
13D
|
1
|
Names of Reporting Persons
Double Eagle Investor Holdings, L.P.
|
||
2
|
Check the Appropriate Box if a Member of a Group
(a) ☐ (b) ☒
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds
OO
|
||
5
|
Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e): ☐
|
||
6
|
Citizenship or Place of Organization
DELAWARE
|
||
Number of
Shares Beneficially Owned by Each Reporting Person With: |
7
|
Sole Voting Power
18,328,394 *
|
|
8
|
Shared Voting Power
0
|
||
9
|
Sole Dispositive Power
18,328,394 *
|
||
10
|
Shared Dispositive Power
0
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
18,328,394 *
|
||
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
|
||
13
|
Percent of Class Represented by Amount in Row (11)
17.63% * (1)
|
||
14
|
Type of Reporting Person
PN
|
*
|
See Item 5 of this Amendment No. 1 to Schedule 13D.
|
(1)
|
Calculation based on 103,968,278 shares of Common Stock outstanding following the completion of the September 2020 Offering (as defined in Item 4 of this Amendment No. 1), as reported in the September 2020 Prospectus Supplement.
|
3
CUSIP No. 45329R109
|
13D
|
1
|
Names of Reporting Persons
Advent International GPE VIII-C Limited Partnership
|
||
2
|
Check the Appropriate Box if a Member of a Group
(a) ☐ (b) ☒
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds
OO
|
||
5
|
Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e): ☐
|
||
6
|
Citizenship or Place of Organization
Luxembourg
|
||
Number of
Shares Beneficially Owned by Each Reporting Person With: |
7
|
Sole Voting Power
318,642 *
|
|
8
|
Shared Voting Power
0
|
||
9
|
Sole Dispositive Power
318,642 *
|
||
10
|
Shared Dispositive Power
0
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
318,642 *
|
||
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
|
||
13
|
Percent of Class Represented by Amount in Row (11)
0.31% * (1)
|
||
14
|
Type of Reporting Person
PN
|
*
|
See Item 5 of this Amendment No. 1 to Schedule 13D.
|
(1)
|
Calculation based on 103,968,278 shares of Common Stock outstanding following the completion of the September 2020 Offering (as defined in Item 4 of this Amendment No. 1), as reported in the September 2020 Prospectus Supplement.
|
4
CUSIP No. 45329R109
|
13D
|
1
|
Names of Reporting Persons
Double Eagle GP, LLC
|
||
2
|
Check the Appropriate Box if a Member of a Group
(a) ☐ (b) ☒
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds
OO
|
||
5
|
Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e): ☐
|
||
6
|
Citizenship or Place of Organization
DELAWARE
|
||
Number of
Shares Beneficially Owned by Each Reporting Person With: |
7
|
Sole Voting Power
18,328,394 *
|
|
8
|
Shared Voting Power
0
|
||
9
|
Sole Dispositive Power
18,328,394 *
|
||
10
|
Shared Dispositive Power
0
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
18,328,394 *
|
||
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
|
||
13
|
Percent of Class Represented by Amount in Row (11)
17.63% * (1)
|
||
14
|
Type of Reporting Person
OO
|
*
|
See Item 5 of this Amendment No. 1 to Schedule 13D.
|
(1)
|
Calculation based on 103,968,278 shares of Common Stock outstanding following the completion of the September 2020 Offering (as defined in Item 4 of this Amendment No. 1), as reported in the September 2020 Prospectus Supplement.
|
5
CUSIP No. 45329R109
|
13D
|
1
|
Names of Reporting Persons
Advent International GPE VIII, LLC
|
||
2
|
Check the Appropriate Box if a Member of a Group
(a) ☐ (b) ☒
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds
OO
|
||
5
|
Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e): ☐
|
||
6
|
Citizenship or Place of Organization
DELAWARE
|
||
Number of
Shares Beneficially Owned by Each Reporting Person With: |
7
|
Sole Voting Power
10,478,033 *
|
|
8
|
Shared Voting Power
0
|
||
9
|
Sole Dispositive Power
10,478,033 *
|
||
10
|
Shared Dispositive Power
0
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
10,478,033 *
|
||
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
|
||
13
|
Percent of Class Represented by Amount in Row (11)
10.08% * (1)
|
||
14
|
Type of Reporting Person
OO
|
*
|
See Item 5 of this Amendment No. 1 to Schedule 13D.
|
(1)
|
Calculation based on 103,968,278 shares of Common Stock outstanding following the completion of the September 2020 Offering (as defined in Item 4 of this Amendment No. 1), as r
eported in the September 2020 Prospectus Supplement.
|
6
CUSIP No. 45329R109
|
13D
|
1
|
Names of Reporting Persons
GPE VIII GP S.a. r.l.
|
||
2
|
Check the Appropriate Box if a Member of a Group
(a) ☐ (b) ☒
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds
OO
|
||
5
|
Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e): ☐
|
||
6
|
Citizenship or Place of Organization
Luxembourg
|
||
Number of
Shares Beneficially Owned by Each Reporting Person With: |
7
|
Sole Voting Power
7,273,896 *
|
|
8
|
Shared Voting Power
0
|
||
9
|
Sole Dispositive Power
7,273,896 *
|
||
10
|
Shared Dispositive Power
0
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
7,273,896 *
|
||
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
|
||
13
|
Percent of Class Represented by Amount in Row (11)
7.00% * (1)
|
||
14
|
Type of Reporting Person
PN
|
*
|
See Item 5 of this Amendment No. 1 to Schedule 13D.
|
(1)
|
Calculation based on 103,968,278 shares of Common Stock outstanding following the completion of the September 2020 Offering (as defined in Item 4 of this Amendment No. 1), as reported in the September 2020 Prospectus Supplement.
|
7
CUSIP No. 45329R109
|
13D
|
1
|
Names of Reporting Persons
GPE VIII GP Limited Partnership
|
||
2
|
Check the Appropriate Box if a Member of a Group
(a) ☐ (b) ☒
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds
OO
|
||
5
|
Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e): ☐
|
||
6
|
Citizenship or Place of Organization
Cayman Islands
|
||
Number of
Shares Beneficially Owned by Each Reporting Person With: |
7
|
Sole Voting Power
2,765,802 *
|
|
8
|
Shared Voting Power
0
|
||
9
|
Sole Dispositive Power
2,765,802 *
|
||
10
|
Shared Dispositive Power
0
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
2,765,802 *
|
||
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
|
||
13
|
Percent of Class Represented by Amount in Row (11)
2.66% * (1)
|
||
14
|
Type of Reporting Person
PN
|
*
|
See Item 5 of this Amendment No. 1 to Schedule 13D.
|
(1)
|
Calculation based on 103,968,278 shares of Common Stock outstanding following the completion of the September 2020 Offering (as defined in Item 4 of this Amendment No. 1), as reported in the September 2020 Prospectus Supplement.
|
8
CUSIP No. 45329R109
|
13D
|
1
|
Names of Reporting Persons
AP GPE VIII GP Limited Partnership
|
||
2
|
Check the Appropriate Box if a Member of a Group
(a) ☐ (b) ☒
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds
OO
|
||
5
|
Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e): ☐
|
||
6
|
Citizenship or Place of Organization
Delaware
|
||
Number of
Shares Beneficially Owned by Each Reporting Person With: |
7
|
Sole Voting Power
438,335 *
|
|
8
|
Shared Voting Power
0
|
||
9
|
Sole Dispositive Power
438,335 *
|
||
10
|
Shared Dispositive Power
0
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
438,335 *
|
||
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
|
||
13
|
Percent of Class Represented by Amount in Row (11)
0.42% * (1)
|
||
14
|
Type of Reporting Person
PN
|
*
|
See Item 5 of this Amendment No. 1 to Schedule 13D.
|
(1)
|
Calculation based on 103,968,278 shares of Common Stock outstanding following the completion of the September 2020 Offering (as defined in Item 4 of this Amendment No. 1), as reported in the September 2020 Prospectus Supplement.
|
9
CUSIP No. 45329R109
|
13D
|
1
|
Names of Reporting Persons
Advent International GPE VII, LLC
|
||
2
|
Check the Appropriate Box if a Member of a Group
(a) ☐ (b) ☒
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds
OO
|
||
5
|
Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e): ☐
|
||
6
|
Citizenship or Place of Organization
Delaware
|
||
Number of
Shares Beneficially Owned by Each Reporting Person With: |
7
|
Sole Voting Power
8,169,003 *
|
|
8
|
Shared Voting Power
0
|
||
9
|
Sole Dispositive Power
8,169,003 *
|
||
10
|
Shared Dispositive Power
0
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
8,169,003 *
|
||
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
|
||
13
|
Percent of Class Represented by Amount in Row (11)
7.86% * (1)
|
||
14
|
Type of Reporting Person
OO
|
*
|
See Item 5 of this Amendment No. 1 to Schedule 13D.
|
(1)
|
Calculation based on 103,968,278 shares of Common Stock outstanding following the completion of the September 2020 Offering (as defined in Item 4 of this Amendment No. 1), as reported in the Se
ptember 2020 Prospectus Supplement.
|
10
CUSIP No. 45329R109
|
13D
|
1
|
Names of Reporting Persons
GPE VII GP S.a. r.l.
|
||
2
|
Check the Appropriate Box if a Member of a Group
(a) ☐ (b) ☒
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds
OO
|
||
5
|
Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e): ☐
|
||
6
|
Citizenship or Place of Organization
Luxembourg
|
||
Number of
Shares Beneficially Owned by Each Reporting Person With: |
7
|
Sole Voting Power
5,158,997 *
|
|
8
|
Shared Voting Power
0
|
||
9
|
Sole Dispositive Power
5,158,997 *
|
||
10
|
Shared Dispositive Power
0
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
5,158,997 *
|
||
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
|
||
13
|
Percent of Class Represented by Amount in Row (11)
4.96% * (1)
|
||
14
|
Type of Reporting Person
PN
|
*
|
See Item 5 of this Amendment No. 1 to Schedule 13D.
|
(1)
|
Calculation based on 103,968,278 shares of Common Stock outstanding following the completion of the September 2020 Offering (as defined in Item 4 of this Amendment No. 1), as reported in the September 2020 Prospectus Supplement.
|
11
CUSIP No. 45329R109
|
13D
|
1
|
Names of Reporting Persons
GPE VII GP Limited Partnership
|
||
2
|
Check the Appropriate Box if a Member of a Group
(a) ☐ (b) ☒
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds
OO
|
||
5
|
Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e): ☐
|
||
6
|
Citizenship or Place of Organization
Cayman Islands
|
||
Number of
Shares Beneficially Owned by Each Reporting Person With: |
7
|
Sole Voting Power
2,752,619 *
|
|
8
|
Shared Voting Power
0
|
||
9
|
Sole Dispositive Power
2,752,619 *
|
||
10
|
Shared Dispositive Power
0
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
2,752,619 *
|
||
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
|
||
13
|
Percent of Class Represented by Amount in Row (11)
2.65% * (1)
|
||
14
|
Type of Reporting Person
PN
|
*
|
See Item 5 of this Amendment No. 1 to Schedule 13D.
|
(1)
|
Calculation based on 103,968,278 shares of Common Stock outstanding following the completion of the September 2020 Offering (as defined in Item 4 of this Amendment No. 1), as reported in the September 2020 Prospectus Supplement.
|
12
CUSIP No. 45329R109
|
13D
|
1
|
Names of Reporting Persons
Advent International GPE VIII Limited Partnership
|
||
2
|
Check the Appropriate Box if a Member of a Group
(a) ☐ (b) ☒
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds
OO
|
||
5
|
Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e): ☐
|
||
6
|
Citizenship or Place of Organization
Luxembourg
|
||
Number of
Shares Beneficially Owned by Each Reporting Person With: |
7
|
Sole Voting Power
590,664 *
|
|
8
|
Shared Voting Power
0
|
||
9
|
Sole Dispositive Power
590,664 *
|
||
10
|
Shared Dispositive Power
0
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
590,664 *
|
||
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
|
||
13
|
Percent of Class Represented by Amount in Row (11)
0.57% * (1)
|
||
14
|
Type of Reporting Person
PN
|
*
|
See Item 5 of this Amendment No. 1 to Schedule 13D.
|
(1)
|
Calculation based on 103,968,278 shares of Common Stock outstanding following the completion of the September 2020 Offering (as defined in Item 4 of this Amendment No. 1), as reported in the September 2020 Prospectus Supplement.
|
13
CUSIP No. 45329R109
|
13D
|
1
|
Names of Reporting Persons
Advent International GPE VIII-B Limited Partnership
|
||
2
|
Check the Appropriate Box if a Member of a Group
(a) ☐ (b) ☒
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds
OO
|
||
5
|
Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e): ☐
|
||
6
|
Citizenship or Place of Organization
Luxembourg
|
||
Number of
Shares Beneficially Owned by Each Reporting Person With: |
7
|
Sole Voting Power
1,956,521 *
|
|
8
|
Shared Voting Power
0
|
||
9
|
Sole Dispositive Power
1,956,521 *
|
||
10
|
Shared Dispositive Power
0
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
1,956,521 *
|
||
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
|
||
13
|
Percent of Class Represented by Amount in Row (11)
1.88% * (1)
|
||
14
|
Type of Reporting Person
PN
|
*
|
See Item 5 of this Amendment No. 1 to Schedule 13D.
|
(1)
|
Calculation based on 103,968,278 shares of Common Stock outstanding following the completion of the September 2020 Offering (as defined in Item 4 of this Amendment No. 1), as reported in the September 2020 Prospectus Supplement.
|
14
CUSIP No. 45329R109
|
13D
|
1
|
Names of Reporting Persons
Advent International GPE VIII-B-1 Limited Partnership
|
||
2
|
Check the Appropriate Box if a Member of a Group
(a) ☐ (b) ☒
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds
OO
|
||
5
|
Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e): ☐
|
||
6
|
Citizenship or Place of Organization
Luxembourg
|
||
Number of
Shares Beneficially Owned by Each Reporting Person With: |
7
|
Sole Voting Power
694,268 *
|
|
8
|
Shared Voting Power
0
|
||
9
|
Sole Dispositive Power
694,268 *
|
||
10
|
Shared Dispositive Power
0
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
694,268 *
|
||
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
|
||
13
|
Percent of Class Represented by Amount in Row (11)
0.67% * (1)
|
||
14
|
Type of Reporting Person
PN
|
*
|
See Item 5 of this Amendment No. 1 to Schedule 13D.
|
(1)
|
Calculation based on 103,968,278 shares of Common Stock outstanding following the completion of the September 2020 Offering (as defined in Item 4 of this Amendment No. 1), as reported in the September 2020 Prospectus Supplement.
|
15
CUSIP No. 45329R109
|
13D
|
1
|
Names of Reporting Persons
Advent International GPE VIII-B-2 Limited Partnership
|
||
2
|
Check the Appropriate Box if a Member of a Group
(a) ☐ (b) ☒
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds
OO
|
||
5
|
Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e): ☐
|
||
6
|
Citizenship or Place of Organization
Luxembourg
|
||
Number of
Shares Beneficially Owned by Each Reporting Person With: |
7
|
Sole Voting Power
517,642 *
|
|
8
|
Shared Voting Power
0
|
||
9
|
Sole Dispositive Power
517,642 *
|
||
10
|
Shared Dispositive Power
0
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
517,642 *
|
||
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
|
||
13
|
Percent of Class Represented by Amount in Row (11)
0.50% * (1)
|
||
14
|
Type of Reporting Person
PN
|
*
|
See Item 5 of this Amendment No. 1 to Schedule 13D.
|
(1)
|
Calculation based on 103,968,278 shares of Common Stock outstanding following the completion of the September 2020 Offering (as defined in Item 4 of this Amendment No. 1), as reported in the September 2020 Prospectus Supplement.
|
16
CUSIP No. 45329R109
|
13D
|
1
|
Names of Reporting Persons
Advent International GPE VIII-B-3 Limited Partnership
|
||
2
|
Check the Appropriate Box if a Member of a Group
(a) ☐ (b) ☒
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds
OO
|
||
5
|
Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e): ☐
|
||
6
|
Citizenship or Place of Organization
Luxembourg
|
||
Number of
Shares Beneficially Owned by Each Reporting Person With: |
7
|
Sole Voting Power
808,312 *
|
|
8
|
Shared Voting Power
0
|
||
9
|
Sole Dispositive Power
808,312 *
|
||
10
|
Shared Dispositive Power
0
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
808,312 *
|
||
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
|
||
13
|
Percent of Class Represented by Amount in Row (11)
0.78% * (1)
|
||
14
|
Type of Reporting Person
PN
|
*
|
See Item 5 of this Amendment No. 1 to Schedule 13D.
|
(1)
|
Calculation based on 103,968,278 shares of Common Stock outstanding following the completion of the September 2020 Offering (as defined in Item 4 of this Amendment No. 1), as reported in the September 2020 Prospectus Supplement.
|
17
CUSIP No. 45329R109
|
13D
|
1
|
Names of Reporting Persons
Advent International GPE VIII-D Limited Partnership
|
||
2
|
Check the Appropriate Box if a Member of a Group
(a) ☐ (b) ☒
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds
OO
|
||
5
|
Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e): ☐
|
||
6
|
Citizenship or Place of Organization
Luxembourg
|
||
Number of
Shares Beneficially Owned by Each Reporting Person With: |
7
|
Sole Voting Power
272,508 *
|
|
8
|
Shared Voting Power
0
|
||
9
|
Sole Dispositive Power
272,508 *
|
||
10
|
Shared Dispositive Power
0
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
272,508 *
|
||
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
|
||
13
|
Percent of Class Represented by Amount in Row (11)
0.26% * (1)
|
||
14
|
Type of Reporting Person
PN
|
*
|
See Item 5 of this Amendment No. 1 to Schedule 13D.
|
(1)
|
Calculation based on 103,968,278 shares of Common Stock outstanding following the completion of the September 2020 Offering (as defined in Item 4 of this Amendment No. 1), as reported in the September 2020 Prospectus Supplement.
|
18
CUSIP No. 45329R109
|
13D
|
1
|
Names of Reporting Persons
Advent International GPE VIII-F Limited Partnership
|
||
2
|
Check the Appropriate Box if a Member of a Group
(a) ☐ (b) ☒
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds
OO
|
||
5
|
Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e): ☐
|
||
6
|
Citizenship or Place of Organization
Luxembourg
|
||
Number of
Shares Beneficially Owned by Each Reporting Person With: |
7
|
Sole Voting Power
80,760 *
|
|
8
|
Shared Voting Power
0
|
||
9
|
Sole Dispositive Power
80,760 *
|
||
10
|
Shared Dispositive Power
0
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
80,760 *
|
||
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
|
||
13
|
Percent of Class Represented by Amount in Row (11)
0.08% * (1)
|
||
14
|
Type of Reporting Person
PN
|
*
|
See Item 5 of this Amendment No. 1 to Schedule 13D.
|
(1)
|
Calculation based on 103,968,278 shares of Common Stock outstanding following the completion of the September 2020 Offering (as defined in Item 4 of this Amendment No. 1), as reported in the September 2020 Prospectus Supplement.
|
19
CUSIP No. 45329R109
|
13D
|
1
|
Names of Reporting Persons
Advent International GPE VIII-H Limited Partnership
|
||
2
|
Check the Appropriate Box if a Member of a Group
(a) ☐ (b) ☒
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds
OO
|
||
5
|
Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e): ☐
|
||
6
|
Citizenship or Place of Organization
Luxembourg
|
||
Number of
Shares Beneficially Owned by Each Reporting Person With: |
7
|
Sole Voting Power
715,468 *
|
|
8
|
Shared Voting Power
0
|
||
9
|
Sole Dispositive Power
715,468 *
|
||
10
|
Shared Dispositive Power
0
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
715,468 *
|
||
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
|
||
13
|
Percent of Class Represented by Amount in Row (11)
0.69% * (1)
|
||
14
|
Type of Reporting Person
PN
|
*
|
See Item 5 of this Amendment No. 1 to Schedule 13D.
|
(1)
|
Calculation based on 103,968,278 shares of Common Stock outstanding following the completion of the September 2020 Offering (as defined in Item 4 of this Amendment No. 1), as reported in the September 2020 Prospectus Supplement.
|
20
CUSIP No. 45329R109
|
13D
|
1
|
Names of Reporting Persons
Advent International GPE VIII-I Limited Partnership
|
||
2
|
Check the Appropriate Box if a Member of a Group
(a) ☐ (b) ☒
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds
OO
|
||
5
|
Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e): ☐
|
||
6
|
Citizenship or Place of Organization
Luxembourg
|
||
Number of
Shares Beneficially Owned by Each Reporting Person With: |
7
|
Sole Voting Power
665,308 *
|
|
8
|
Shared Voting Power
0
|
||
9
|
Sole Dispositive Power
665,308 *
|
||
10
|
Shared Dispositive Power
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
665,308 *
|
||
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
|
||
13
|
Percent of Class Represented by Amount in Row (11)
0.64% * (1)
|
||
14
|
Type of Reporting Person
PN
|
*
|
See Item 5 of this Amendment No. 1 to Schedule 13D.
|
(1)
|
Calculation based on 103,968,278 shares of Common Stock outstanding following the completion of the September 2020 Offering (as defined in Item 4 of this Amendment No. 1), as reported in the September 2020 Prospectus Supplement.
|
21
CUSIP No. 45329R109
|
13D
|
1
|
Names of Reporting Persons
Advent International GPE VIII-J Limited Partnership
|
||
2
|
Check the Appropriate Box if a Member of a Group
(a) ☐ (b) ☒
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds
OO
|
||
5
|
Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e): ☐
|
||
6
|
Citizenship or Place of Organization
Luxembourg
|
||
Number of
Shares Beneficially Owned by Each Reporting Person With: |
7
|
Sole Voting Power
653,803 *
|
|
8
|
Shared Voting Power
0
|
||
9
|
Sole Dispositive Power
653,803 *
|
||
10
|
Shared Dispositive Power
0
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
653,803 *
|
||
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
|
||
13
|
Percent of Class Represented by Amount in Row (11)
0.63% * (1)
|
||
14
|
Type of Reporting Person
PN
|
*
|
See Item 5 of this Amendment No. 1 to Schedule 13D.
|
(1)
|
Calculation based on 103,968,278 shares of Common Stock outstanding following the completion of the September 2020 Offering (as defined in Item 4 of this Amendment No. 1), as reported in the September 2020 Prospectus Supplement.
|
22
CUSIP No. 45329R109
|
13D
|
1
|
Names of Reporting Persons
Advent International GPE VIII-A Limited Partnership
|
||
2
|
Check the Appropriate Box if a Member of a Group
(a) ☐ (b) ☒
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds
OO
|
||
5
|
Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e): ☐
|
||
6
|
Citizenship or Place of Organization
Cayman Islands
|
||
Number of
Shares Beneficially Owned by Each Reporting Person With: |
7
|
Sole Voting Power
1,385,475 *
|
|
8
|
Shared Voting Power
0
|
||
9
|
Sole Dispositive Power
1,385,475 *
|
||
10
|
Shared Dispositive Power
0
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
1,385,475 *
|
||
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
|
||
13
|
Percent of Class Represented by Amount in Row (11)
1.33% * (1)
|
||
14
|
Type of Reporting Person
PN
|
*
|
See Item 5 of this Amendment No. 1 to Schedule 13D.
|
(1)
|
Calculation based on 103,968,278 shares of Common Stock outstanding following the completion of the September 2020 Offering (as defined in Item 4 of this Amendment No. 1), as reported in the September 2020 Prospectus Supplement.
|
23
CUSIP No. 45329R109
|
13D
|
1
|
Names of Reporting Persons
Advent International GPE VIII-E Limited Partnership
|
||
2
|
Check the Appropriate Box if a Member of a Group
(a) ☐ (b) ☒
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds
OO
|
||
5
|
Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e): ☐
|
||
6
|
Citizenship or Place of Organization
Cayman Islands
|
||
Number of
Shares Beneficially Owned by Each Reporting Person With: |
7
|
Sole Voting Power
303,499 *
|
|
8
|
Shared Voting Power
0
|
||
9
|
Sole Dispositive Power
303,499 *
|
||
10
|
Shared Dispositive Power
0
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
303,499 *
|
||
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
|
||
13
|
Percent of Class Represented by Amount in Row (11)
0.29% * (1)
|
||
14
|
Type of Reporting Person
PN
|
*
|
See Item 5 of this Amendment No. 1 to Schedule 13D.
|
(1)
|
Calculation based on 103,968,278 shares of Common Stock outstanding following the completion of the September 2020 Offering (as defined in Item 4 of this Amendment No. 1), as reported in the September 2020 Prospectus Supplement.
|
24
CUSIP No. 45329R109
|
13D
|
1
|
Names of Reporting Persons
Advent International GPE VIII-G Limited Partnership
|
||
2
|
Check the Appropriate Box if a Member of a Group
(a) ☐ (b) ☒
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds
OO
|
||
5
|
Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e): ☐
|
||
6
|
Citizenship or Place of Organization
Cayman Islands
|
||
Number of
Shares Beneficially Owned by Each Reporting Person With: |
7
|
Sole Voting Power
514,751 *
|
|
8
|
Shared Voting Power
0
|
||
9
|
Sole Dispositive Power
514,751 *
|
||
10
|
Shared Dispositive Power
0
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
514,751 *
|
||
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
|
||
13
|
Percent of Class Represented by Amount in Row (11)
0.50% * (1)
|
||
14
|
Type of Reporting Person
PN
|
*
|
See Item 5 of this Amendment No. 1 to Schedule 13D.
|
(1)
|
Calculation based on 103,968,278 shares of Common Stock outstanding following the completion of the September 2020 Offering (as defined in Item 4 of this Amendment No. 1), as reported in the September 2020 Prospectus Supplement.
|
25
CUSIP No. 45329R109
|
13D
|
1
|
Names of Reporting Persons
Advent International GPE VIII-K Limited Partnership
|
||
2
|
Check the Appropriate Box if a Member of a Group
(a) ☐ (b) ☒
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds
OO
|
||
5
|
Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e): ☐
|
||
6
|
Citizenship or Place of Organization
Cayman Islands
|
||
Number of
Shares Beneficially Owned by Each Reporting Person With: |
7
|
Sole Voting Power
283,286 *
|
|
8
|
Shared Voting Power
0
|
||
9
|
Sole Dispositive Power
283,286 *
|
||
10
|
Shared Dispositive Power
0
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
283,286 *
|
||
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
|
||
13
|
Percent of Class Represented by Amount in Row (11)
0.27% * (1)
|
||
14
|
Type of Reporting Person
PN
|
*
|
See Item 5 of this Amendment No. 1 to Schedule 13D.
|
(1)
|
Calculation based on 103,968,278 shares of Common Stock outstanding following the completion of the September 2020 Offering (as defined in Item 4 of this Amendment No. 1), as reported in the September 2020 Prospectus Supplement.
|
26
CUSIP No. 45329R109
|
13D
|
1
|
Names of Reporting Persons
Advent International GPE VIII-L Limited Partnership
|
||
2
|
Check the Appropriate Box if a Member of a Group
(a) ☐ (b) ☒
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds
OO
|
||
5
|
Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e): ☐
|
||
6
|
Citizenship or Place of Organization
Cayman Islands
|
||
Number of
Shares Beneficially Owned by Each Reporting Person With: |
7
|
Sole Voting Power
278,791 *
|
|
8
|
Shared Voting Power
0
|
||
9
|
Sole Dispositive Power
278,791 *
|
||
10
|
Shared Dispositive Power
0
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
278,791 *
|
||
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
|
||
13
|
Percent of Class Represented by Amount in Row (11)
0.27% * (1)
|
||
14
|
Type of Reporting Person
PN
|
*
|
See Item 5 of this Amendment No. 1 to Schedule 13D.
|
(1)
|
Calculation based on 103,968,278 shares of Common Stock outstanding following the completion of the September 2020 Offering (as defined in Item 4 of this Amendment No. 1), as reported in the September 2020 Prospectus Supplement.
|
27
CUSIP No. 45329R109
|
13D
|
1
|
Names of Reporting Persons
Advent Partners GPE VIII Cayman Limited Partnership
|
||
2
|
Check the Appropriate Box if a Member of a Group
(a) ☐ (b) ☒
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds
OO
|
||
5
|
Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e): ☐
|
||
6
|
Citizenship or Place of Organization
Cayman Islands
|
||
Number of
Shares Beneficially Owned by Each Reporting Person With: |
7
|
Sole Voting Power
136,123 *
|
|
8
|
Shared Voting Power
0
|
||
9
|
Sole Dispositive Power
136,123 *
|
||
10
|
Shared Dispositive Power
0
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
136,123 *
|
||
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
|
||
13
|
Percent of Class Represented by Amount in Row (11)
0.13% * (1)
|
||
14
|
Type of Reporting Person
PN
|
*
|
See Item 5 of this Amendment No. 1 to Schedule 13D.
|
(1)
|
Calculation based on 103,968,278 shares of Common Stock outstanding following the completion of the September 2020 Offering (as defined in Item 4 of this Amendment No. 1), as reported in the September 2020 Prospectus Supplement.
|
28
CUSIP No. 45329R109
|
13D
|
1
|
Names of Reporting Persons
Advent Partners GPE VIII-B Cayman Limited Partnership
|
||
2
|
Check the Appropriate Box if a Member of a Group
(a) ☐ (b) ☒
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds
OO
|
||
5
|
Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e): ☐
|
||
6
|
Citizenship or Place of Organization
Cayman Islands
|
||
Number of
Shares Beneficially Owned by Each Reporting Person With: |
7
|
Sole Voting Power
232,883 *
|
|
8
|
Shared Voting Power
0
|
||
9
|
Sole Dispositive Power
232,883 *
|
||
10
|
Shared Dispositive Power
0
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
232,883 *
|
||
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
|
||
13
|
Percent of Class Represented by Amount in Row (11)
0.22% * (1)
|
||
14
|
Type of Reporting Person
PN
|
*
|
See Item 5 of this Amendment No. 1 to Schedule 13D.
|
(1)
|
Calculation based on 103,968,278 shares of Common Stock outstanding following the completion of the September 2020 Offering (as defined in Item 4 of this Amendment No. 1), as reported in the September 2020 Prospectus Supplement.
|
29
CUSIP No. 45329R109
|
13D
|
1
|
Names of Reporting Persons
Advent Partners GPE VIII Limited Partnership
|
||
2
|
Check the Appropriate Box if a Member of a Group
(a) ☐ (b) ☒
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds
OO
|
||
5
|
Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e): ☐
|
||
6
|
Citizenship or Place of Organization
DELAWARE
|
||
Number of
Shares Beneficially Owned by Each Reporting Person With: |
7
|
Sole Voting Power
22,843 *
|
|
8
|
Shared Voting Power
0
|
||
9
|
Sole Dispositive Power
22,843 *
|
||
10
|
Shared Dispositive Power
0
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
22,843 *
|
||
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
|
||
13
|
Percent of Class Represented by Amount in Row (11)
0.02% * (1)
|
||
14
|
Type of Reporting Person
PN
|
*
|
See Item 5 of this Amendment No. 1 to Schedule 13D.
|
(1)
|
Calculation based on 103,968,278 shares of Common Stock outstanding following the completion of the September 2020 Offering (as defined in Item 4 of this Amendment No. 1), as reported in the September 2020 Prospectus Supplement.
|
30
CUSIP No. 45329R109
|
13D
|
1
|
Names of Reporting Persons
Advent Partners GPE VIII-A Limited Partnership
|
||
2
|
Check the Appropriate Box if a Member of a Group
(a) ☐ (b) ☒
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds
OO
|
||
5
|
Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e): ☐
|
||
6
|
Citizenship or Place of Organization
DELAWARE
|
||
Number of
Shares Beneficially Owned by Each Reporting Person With: |
7
|
Sole Voting Power
28,362 *
|
|
8
|
Shared Voting Power
0
|
||
9
|
Sole Dispositive Power
28,362 *
|
||
10
|
Shared Dispositive Power
0
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
28,362 *
|
||
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
|
||
13
|
Percent of Class Represented by Amount in Row (11)
0.03% * (1)
|
||
14
|
Type of Reporting Person
PN
|
*
|
See Item 5 of this Amendment No. 1 to Schedule 13D.
|
(1)
|
Calculation based on 103,968,278 shares of Common Stock outstanding following the completion of the September 2020 Offering (as defined in Item 4 of this Amendment No. 1), as reported in the September 2020 Prospectus Supplement.
|
31
CUSIP No. 45329R109
|
13D
|
1
|
Names of Reporting Persons
Advent Partners GPE VIII-A Cayman Limited Partnership
|
||
2
|
Check the Appropriate Box if a Member of a Group
(a) ☐ (b) ☒
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds
OO
|
||
5
|
Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e): ☐
|
||
6
|
Citizenship or Place of Organization
Cayman Islands
|
||
Number of
Shares Beneficially Owned by Each Reporting Person With: |
7
|
Sole Voting Power
18,124 *
|
|
8
|
Shared Voting Power
0
|
||
9
|
Sole Dispositive Power
18,124 *
|
||
10
|
Shared Dispositive Power
0
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
18,124 *
|
||
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
|
||
13
|
Percent of Class Represented by Amount in Row (11)
0.02% * (1)
|
||
14
|
Type of Reporting Person
PN
|
*
|
See Item 5 of this Amendment No. 1 to Schedule 13D.
|
(1)
|
Calculation based on 103,968,278 shares of Common Stock outstanding following the completion of the September 2020 Offering (as defined in Item 4 of this Amendment No. 1), as reported in the September 2020 Prospectus Supplement.
|
32
CUSIP No. 45329R109
|
13D
|
1
|
Names of Reporting Persons
Advent International GPE VII Limited Partnership
|
||
2
|
Check the Appropriate Box if a Member of a Group
(a) ☐ (b) ☒
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds
OO
|
||
5
|
Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e): ☐
|
||
6
|
Citizenship or Place of Organization
Luxembourg
|
||
Number of
Shares Beneficially Owned by Each Reporting Person With: |
7
|
Sole Voting Power
876,728 *
|
|
8
|
Shared Voting Power
0
|
||
9
|
Sole Dispositive Power
876,728 *
|
||
10
|
Shared Dispositive Power
0
|
||
11
|
|||
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
|
||
13
|
Percent of Class Represented by Amount in Row (11)
0.84% * (1)
|
||
14
|
Type of Reporting Person
PN
|
*
|
See Item 5 of this Amendment No. 1 to Schedule 13D.
|
(1)
|
Calculation based on 103,968,278 shares of Common Stock outstanding following the completion of the September 2020 Offering (as defined in Item 4 of this Amendment No. 1), as reported in the September 2020 Prospectus Supplement.
|
33
CUSIP No. 45329R109
|
13D
|
1
|
Names of Reporting Persons
Advent International GPE VII-B Limited Partnership
|
||
2
|
Check the Appropriate Box if a Member of a Group
(a) ☐ (b) ☒
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds
OO
|
||
5
|
Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e): ☐
|
||
6
|
Citizenship or Place of Organization
Luxembourg
|
||
Number of
Shares Beneficially Owned by Each Reporting Person With: |
7
|
Sole Voting Power
2,499,483 *
|
|
8
|
Shared Voting Power
0
|
||
9
|
Sole Dispositive Power
2,499,483 *
|
||
10
|
Shared Dispositive Power
0
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
2,499,483 *
|
||
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
|
||
13
|
Percent of Class Represented by Amount in Row (11)
2.40% * (1)
|
||
14
|
Type of Reporting Person
PN
|
*
|
See Item 5 of this Amendment No. 1 to Schedule 13D.
|
(1)
|
Calculation based on 103,968,278 shares of Common Stock outstanding following the completion of the September 2020 Offering (as defined in Item 4 of this Amendment No. 1), as reported in the September 2020 Prospectus Supplement.
|
34
CUSIP No. 45329R109
|
13D
|
1
|
Names of Reporting Persons
Advent International GPE VII-C Limited Partnership
|
||
2
|
Check the Appropriate Box if a Member of a Group
(a) ☐ (b) ☒
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds
OO
|
||
5
|
Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e): ☐
|
||
6
|
Citizenship or Place of Organization
Luxembourg
|
||
Number of
Shares Beneficially Owned by Each Reporting Person With: |
7
|
Sole Voting Power
794,309 *
|
|
8
|
Shared Voting Power
0
|
||
9
|
Sole Dispositive Power
794,309 *
|
||
10
|
Shared Dispositive Power
0
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
794,309 *
|
||
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
|
||
13
|
Percent of Class Represented by Amount in Row (11)
0.76% * (1)
|
||
14
|
Type of Reporting Person
PN
|
*
|
See Item 5 of this Amendment No. 1 to Schedule 13D.
|
(1)
|
Calculation based on 103,968,278 shares of Common Stock outstanding following the completion of the September 2020 Offering (as defined in Item 4 of this Amendment No. 1), as reported in the September 2020 Prospectus Supplement.
|
35
CUSIP No. 45329R109
|
13D
|
1
|
Names of Reporting Persons
Advent International GPE VII-D Limited Partnership
|
||
2
|
Check the Appropriate Box if a Member of a Group
(a) ☐ (b) ☒
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds
OO
|
||
5
|
Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e)
: ☐
|
||
6
|
Citizenship or Place of Organization
Luxembourg
|
||
Number of
Shares Beneficially Owned by Each Reporting Person With: |
7
|
Sole Voting Power
524,913 *
|
|
8
|
Shared Voting Power
0
|
||
9
|
Sole Dispositive Power
524,913 *
|
||
10
|
Shared Dispositive Power
0
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
524,913 *
|
||
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
|
||
13
|
Percent of Class Represented by Amount in Row (11)
0.50% * (1)
|
||
14
|
Type of Reporting Person
PN
|
*
|
See Item 5 of this Amendment No. 1 to Schedule 13D.
|
(1)
|
Calculation based on 103,968,278 shares of Common Stock outstanding following the completion of the September 2020 Offering (as defined in Item 4 of this Amendment No. 1), as reported in the September 2020 Prospectus Supplement.
|
36
CUSIP No. 45329R109
|
13D
|
1
|
Names of Reporting Persons
Advent International GPE VII-F Limited Partnership
|
||
2
|
Check the Appropriate Box if a Member of a Group
(a) ☐ (b) ☒
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds
OO
|
||
5
|
Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e): ☐
|
||
6
|
Citizenship or Place of Organization
Luxembourg
|
||
Number of
Shares Beneficially Owned by Each Reporting Person With: |
7
|
Sole Voting Power
231,782 *
|
|
8
|
Shared Voting Power
0
|
||
9
|
Sole Dispositive Power
231,782 *
|
||
10
|
Shared Dispositive Power
0
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
231,782 *
|
||
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
|
||
13
|
Percent of Class Represented by Amount in Row (11)
0.22% * (1)
|
||
14
|
Type of Reporting Person
PN
|
*
|
See Item 5 of this Amendment No. 1 to Schedule 13D.
|
(1)
|
Calculation based on 103,968,278 shares of Common Stock outstanding following the completion of the September 2020 Offering (as defined in Item 4 of this Amendment No. 1), as reported in the September 2020 Prospectus Supplement.
|
37
CUSIP No. 45329R109
|
13D
|
1
|
Names of Reporting Persons
Advent International GPE VII-G Limited Partnership
|
||
2
|
Check the Appropriate Box if a Member of a Group
(a) ☐ (b) ☒
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds
OO
|
||
5
|
Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e): ☐
|
||
6
|
Citizenship or Place of Organization
Luxembourg
|
||
Number of
Shares Beneficially Owned by Each Reporting Person With: |
7
|
Sole Voting Power
231,782 *
|
|
8
|
Shared Voting Power
0
|
||
9
|
Sole Dispositive Power
231,782 *
|
||
10
|
Shared Dispositive Power
0
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
231,782 *
|
||
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
|
||
13
|
Percent of Class Represented by Amount in Row (11)
0.22% * (1)
|
||
14
|
Type of Reporting Person
PN
|
*
|
See Item 5 of this Amendment No. 1 to Schedule 13D.
|
(1)
|
Calculation based on 103,968,278 shares of Common Stock outstanding following the completion of the September 2020 Offering (as defined in Item 4 of this Amendment No. 1), as reported in the September 2020 Prospectus Supplement.
|
38
CUSIP No. 45329R109
|
13D
|
1
|
Names of Reporting Persons
Advent International GPE VII-A Limited Partnership
|
||
2
|
Check the Appropriate Box if a Member of a Group
(a) ☐ (b) ☒
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds
OO
|
||
5
|
Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e): ☐
|
||
6
|
Citizenship or Place of Organization
Cayman Islands
|
||
Number of
Shares Beneficially Owned by Each Reporting Person With: |
7
|
Sole Voting Power
811,482 *
|
|
8
|
Shared Voting Power
0
|
||
9
|
Sole Dispositive Power
811,482 *
|
||
10
|
Shared Dispositive Power
0
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
811,482 *
|
||
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
|
||
13
|
Percent of Class Represented by Amount in Row (11)
0.78% * (1)
|
||
14
|
Type of Reporting Person
PN
|
*
|
See Item 5 of this Amendment No. 1 to Schedule 13D.
|
(1)
|
Calculation based on 103,968,278 shares of Common Stock outstanding following the completion of the September 2020 Offering (as defined in Item 4 of this Amendment No. 1), as reported in the September 2020 Prospectus Supplement.
|
39
CUSIP No. 45329R109
|
13D
|
1
|
Names of Reporting Persons
Advent International GPE VII-E Limited Partnership
|
||
2
|
Check the Appropriate Box if a Member of a Group
(a) ☐ (b) ☒
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds
OO
|
||
5
|
Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e): ☐
|
||
6
|
Citizenship or Place of Organization
Cayman Islands
|
||
Number of
Shares Beneficially Owned by Each Reporting Person With: |
7
|
Sole Voting Power
1,800,408 *
|
|
8
|
Shared Voting Power
0
|
||
9
|
Sole Dispositive Power
1,800,408 *
|
||
10
|
Shared Dispositive Power
0
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
1,800,408 *
|
||
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
|
||
13
|
Percent of Class Represented by Amount in Row (11)
1.73% * (1)
|
||
14
|
Type of Reporting Person
PN
|
*
|
See Item 5 of this Amendment No. 1 to Schedule 13D.
|
(1)
|
Calculation based on 103,968,278 shares of Common Stock outstanding following the completion of the September 2020 Offering (as defined in Item 4 of this Amendment No. 1), as reported in the September 2020 Prospectus Supplement.
|
40
CUSIP No. 45329R109
|
13D
|
1
|
Names of Reporting Persons
Advent International GPE VII-H Limited Partnership
|
||
2
|
Check the Appropriate Box if a Member of a Group
(a) ☐ (b) ☒
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds
OO
|
||
5
|
Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e): ☐
|
||
6
|
Citizenship or Place of Organization
Cayman Islands
|
||
Number of
Shares Beneficially Owned by Each Reporting Person With: |
7
|
Sole Voting Power
140,729 *
|
|
8
|
Shared Voting Power
0
|
||
9
|
Sole Dispositive Power
140,729 *
|
||
10
|
Shared Dispositive Power
0
|
||
11
|
Aggregate Amount Benef
icially Owned by Each Reporting Person
140,729 *
|
||
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
|
||
13
|
Percent of Class Represented by Amount in Row (11)
0.14% * (1)
|
||
14
|
Type of Reporting Person
PN
|
*
|
See Item 5 of this Amendment No. 1 to Schedule 13D.
|
(1)
|
Calculation based on 103,968,278 shares of Common Stock outstanding following the completion of the September 2020 Offering (as defined in Item 4 of this Amendment No. 1), as reported in the September 2020 Prospectus Supplement.
|
41
CUSIP No. 45329R109
|
13D
|
1
|
Names of Reporting Persons
Advent Partners GPE VII Limited Partnership
|
||
2
|
Check the Appropriate Box if a Member of a Group
(a) ☐ (b) ☒
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds
OO
|
||
5
|
Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e): ☐
|
||
6
|
Citizenship or Place of Organization
DELAWARE
|
||
Number of
Shares Beneficially Owned by Each Reporting Person With: |
7
|
Sole Voting Power
3,804 *
|
|
8
|
Shared Voting Power
0
|
||
9
|
Sole Dispositive Power
3,804 *
|
||
10
|
Shared Dispositive Power
0
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
3,804 *
|
||
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
|
||
13
|
Percent of Class Represented by Amount in Row (11)
0.00% * (1)
|
||
14
|
Type of Reporting Person
PN
|
*
|
See Item 5 of this Amendment No. 1 to Schedule 13D.
|
(1)
|
Calculation based on 103,968,278 shares of Common Stock outstanding following the completion of the September 2020 Offering (as defined in Item 4 of this Amendment No. 1), as reported in the September 2020 Prospectus Supplement.
|
42
CUSIP No. 45329R109
|
13D
|
1
|
Names of Reporting Persons
Advent Partners GPE VII 2014 Limited Partnership
|
||
2
|
Check the Appropriate Box if a Member of a Group
(a) ☐ (b) ☒
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds
OO
|
||
5
|
Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e): ☐
|
||
6
|
Citizenship or Place of Organization
DELAWARE
|
||
Number of
Shares Beneficially Owned by Each Reporting Person With: |
7
|
Sole Voting Power
9,735 *
|
|
8
|
Shared Voting Power
0
|
||
9
|
Sole Dispositive Power
9,735 *
|
||
10
|
Shared Dispositive Power
0
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
9,735 *
|
||
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
|
||
13
|
Percent of Class Represented by Amount in Row (11)
0.01% * (1)
|
||
14
|
Type of Reporting Person
PN
|
*
|
See Item 5 of this Amendment No. 1 to Schedule 13D.
|
(1)
|
Calculation based on 103,968,278 shares of Common Stock outstanding following the completion of the September 2020 Offering (as defined in Item 4 of this Amendment No. 1), as reported in the September 2020 Prospectus Supplement.
|
43
CUSIP No. 45329R109
|
13D
|
1
|
Names of Reporting Persons
Advent Partners GPE VII-A Limited Partnership
|
||
2
|
Check the Appropriate Box if a Member of a Group
(a) ☐ (b) ☒
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds
OO
|
||
5
|
Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e): ☐
|
||
6
|
Citizenship or Place of Organization
DELAWARE
|
||
Number of
Shares Beneficially Owned by Each Reporting Person With: |
7
|
Sole Voting Power
8,988 *
|
|
8
|
Shared Voting Power
0
|
||
9
|
Sole Dispositive Power
8,988 *
|
||
10
|
Shared Dispositive Power
0
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
8,988 *
|
||
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
|
||
13
|
Percent of Class Represented by Amount in Row (11)
0.01% * (1)
|
||
14
|
Type of Reporting Person
PN
|
*
|
See Item 5 of this Amendment No. 1 to Schedule 13D.
|
(1)
|
Calculation based on 103,968,278 shares of Common Stock outstanding following the completion of the September 2020 Offering (as defined in Item 4 of this Amendment No. 1), as reported in the September 2020 Prospectus Supplement.
|
44
CUSIP No. 45329R109
|
13D
|
1
|
Names of Reporting Persons
Advent Partners GPE VII-A 2014 Limited Partnership
|
||
2
|
Check the Appropriate Box if a Member of a Group
(a) ☐ (b) ☒
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds
OO
|
||
5
|
Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e): ☐
|
||
6
|
Citizenship or Place of Organization
DELAWARE
|
||
Number of
Shares Beneficially Owned by Each Reporting Person With: |
7
|
Sole Voting Power
26,684 *
|
|
8
|
Shared Voting Power
0
|
||
9
|
Sole Dispositive Power
26,684 *
|
||
10
|
Shared Dispositive Power
0
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
26,684 *
|
||
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
|
||
13
|
Percent of Class Represented by Amount in Row (11)
0.03% * (1)
|
||
14
|
Type of Reporting Person
PN
|
*
|
See Item 5 of this Amendment No. 1 to Schedule 13D.
|
(1)
|
Calculation based on 103,968,278 shares of Common Stock outstanding following the completion of the September 2020 Offering (as defined in Item 4 of this Amendment No. 1), as reported in the September 2020 Prospectus Supplement.
|
45
CUSIP No. 45329R109
|
13D
|
1
|
Names of Reporting Persons
Advent Partners GPE VII Cayman Limited Partnership
|
||
2
|
Check the Appropriate Box if a Member of a Group
(a) ☐ (b) ☒
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds
OO
|
||
5
|
Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e): ☐
|
||
6
|
Citizenship or Place of Organization
Cayman Islands
|
||
Number of
Shares Beneficially Owned by Each Reporting Person With: |
7
|
Sole Voting Power
64,816 *
|
|
8
|
Shared Voting Power
0
|
||
9
|
Sole Dispositive Power
64,816 *
|
||
10
|
Shared Dispositive Power
0
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
64,816 *
|
||
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
|
||
13
|
Percent of Class Represented by Amount in Row (11)
0.06% * (1)
|
||
14
|
Type of Reporting Person
PN
|
*
|
See Item 5 of this Amendment No. 1 to Schedule 13D.
|
(1)
|
Calculation based on 103,968,278 shares of Common Stock outstanding following the completion of the September 2020 Offering (as defined in Item 4 of this Amendment No. 1), as reported in the September 2020 Prospectus Supplement.
|
46
CUSIP No. 45329R109
|
13D
|
1
|
Names of Reporting Persons
Advent Partners GPE VII 2014 Cayman Limited Partnership
|
||
2
|
Check the Appropriate Box if a Member of a Group
(a) ☐ (b) ☒
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds
OO
|
||
5
|
Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e): ☐
|
||
6
|
Citizenship or Place of Organization
Cayman Islands
|
||
Number of
Shares Beneficially Owned by Each Reporting Person With: |
7
|
Sole Voting Power
21,911 *
|
|
8
|
Shared Voting Power
0
|
||
9
|
Sole Dispositive Power
21,911 *
|
||
10
|
Shared Dispositive Power
0
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
21,911 *
|
||
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
|
||
13
|
Percent of Class Represented by Amount in Row (11)
0.02% * (1)
|
||
14
|
Type of Reporting Person
PN
|
*
|
See Item 5 of this Amendment No. 1 to Schedule 13D.
|
(1)
|
Calculation based on 103,968,278 shares of Common Stock outstanding following the completion of the September 2020 Offering (as defined in Item 4 of this Amendment No. 1), as reported in the September 2020 Prospectus Supplement.
|
47
CUSIP No. 45329R109
|
13D
|
1
|
Names of Reporting Persons
Advent Partners GPE VII-A Cayman Limited Partnership
|
||
2
|
Check the Appropriate Box if a Member of a Group
(a) ☐ (b) ☒
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds
OO
|
||
5
|
Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e): ☐
|
||
6
|
Citizenship or Place of Organization
Cayman Islands
|
||
Number of
Shares Beneficially Owned by Each Reporting Person With: |
7
|
Sole Voting Power
17,136 *
|
|
8
|
Shared Voting Power
0
|
||
9
|
Sole Dispositive Power
17,136 *
|
||
10
|
Shared Dispositive Power
0
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
17,136 *
|
||
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
|
||
13
|
Percent of Class Represented by Amount in Row (11)
0.02% * (1)
|
||
14
|
Type of Reporting Person
PN
|
*
|
See Item 5 of this Amendment No. 1 to Schedule 13D.
|
(1)
|
Calculation based on 103,968,278 shares of Common Stock outstanding following the completion of the September 2020 Offering (as defined in Item 4 of this Amendment No. 1), as reported in the September 2020 Prospectus Supplement.
|
48
CUSIP No. 45329R109
|
13D
|
1
|
Names of Reporting Persons
Advent Partners GPE VII-B Cayman Limited Partnership
|
||
2
|
Check the Appropriate Box if a Member of a Group
(a) ☐ (b) ☒
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds
OO
|
||
5
|
Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e): ☐
|
||
6
|
Citizenship or Place of Organization
Cayman Islands
|
||
Number of
Shares Beneficially Owned by Each Reporting Person With: |
7
|
Sole Voting Power
88,853 *
|
|
8
|
Shared Voting Power
0
|
||
9
|
Sole Dispositive Power
88,853 *
|
||
10
|
Shared Dispositive Power
0
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
88,853 *
|
||
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
|
||
13
|
Percent of Class Represented by Amount in Row (11)
0.09% * (1)
|
||
14
|
Type of Reporting Person
PN
|
*
|
See Item 5 of this Amendment No. 1 to Schedule 13D.
|
(1)
|
Calculation based on 103,968,278 shares of Common Stock outstanding following the completion of the September 2020 Offering (as defined in Item 4 of this Amendment No. 1), as reported in the September 2020 Prospectus Supplement.
|
49
CUSIP No. 45329R109
|
13D
|
1
|
Names of Reporting Persons
Advent Partners GPE VII-A 2014 Cayman Limited Partnership
|
||
2
|
Check the Appropriate Box if a Member of a Group
(a) ☐ (b) ☒
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds
OO
|
||
5
|
Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e): ☐
|
||
6
|
Citizenship or Place of Organization
Cayman Islands
|
||
Number of
Shares Beneficially Owned by Each Reporting Person With: |
7
|
Sole Voting Power
15,460 *
|
|
8
|
Shared Voting Power
0
|
||
9
|
Sole Dispositive Power
15,460 *
|
||
10
|
Shared Dispositive Power
0
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
15,460 *
|
||
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
|
||
13
|
Percent of Class Represented by Amount in Row (11)
0.01% * (1)
|
||
14
|
Type of Reporting Person
PN
|
*
|
See Item 5 of this Amendment No. 1 to Schedule 13D.
|
(1)
|
Calculation based on 103,968,278 shares of Common Stock outstanding following the completion of the September 2020 Offering (as defined in Item 4 of this Amendment No. 1), as reported in the September 2020 Prospectus Supplement.
|
50
This Amendment No. 1 (“Amendment No. 1”) amends and supplements the statement on Schedule 13D originally filed by the Reporting Persons on August 10, 2017 (as amended from time
to time, the “Schedule 13D”). Unless otherwise indicated, each capitalized term used but not defined in this Amendment No. 1 shall have the meaning assigned to such term in the Schedul
e 13D.
Item 1. |
Security and Issuer
|
This statement on Schedule 13D is jointly filed by the Reporting Persons (as defined in Item 2 below) with respect to the Class A Common Stock, par value $0.01 per share (the “Common
Stock”), of Syneos Health, Inc. (the “Issuer”). The address of the principal executive office of the Issuer is 1030 Sync Street, Morrisville, North Carolina 27560.
Item 2. |
Identity and Background
|
Item 2 of the Schedule 13D is supplemented as follows:
(a) & (f) This Amendment No. 1 is being filed by the following entities (collectively, the “Reporting Persons” and each individually a “Reporting
Person”):
1. |
Advent International Corporation, a Delaware corporation (“Advent”)
|
2. |
Advent International GPE VIII-C Limited Partnership, a Luxembourg limited partnership (“GPE VIII-C”)
|
3. |
Double Eagle Investor Holdings, L.P., a Delaware limited partnership (“Double Eagle Investor Holdings”)
|
4. |
Double Eagle GP, LLC, a Delaware limited liability company (“Double Eagle GP”)
|
5. |
Advent International GPE VII, LLC, a Delaware limited liability company
|
6. |
GPE VII GP Limited Partnership, a Cayman Islands limited partnership
|
7. |
GPE VII GP S.à r.l., a Luxembourg limited partnership
|
8. |
Advent International GPE VIII, LLC, a Luxembourg limited liability company
|
9. |
GPE VIII GP Limited Partnership, a Cayman Islands limited partnership
|
10. |
GPE VIII GP S.à r.l., a Luxembourg limited partnership
|
11. |
AP GPE VIII GP Limited Partnership, a Delaware limited partnership
|
12. |
Advent International GPE VIII Limited Partnership, a Luxembourg limited partnership
|
13. |
Advent International GPE VIII-B Limited Partnership, a Luxembourg limited partnership
|
14. |
Advent International GPE VIII-B-1 Limited Partnership, a Luxembourg limited partnership
|
15. |
Advent International GPE VIII-B-2 Limited Partnership, a Luxembourg limited partnership
|
16. |
Advent International GPE VIII-B-3 Limited Partnership, a Luxembourg limited partnership
|
17. |
Advent International GPE VIII-D Limited Partnership, a Luxembourg limited partnership
|
51
18. |
Advent International GPE VIII-F Limited Partnership, a Luxembourg limited partnership
|
19. |
Advent International GPE VIII-H Limited Partnership, a Luxembourg limited partnership
|
20. |
Advent International GPE VIII-I Limited Partnership, a Luxembourg limited partnership
|
21. |
Advent International GPE VIII-J Limited Partnership, a Luxembourg limited partnership
|
22. |
Advent International GPE VIII-A Limited Partnership, a Cayman Islands limited partnership
|
23. |
Advent International GPE VIII-E Limited Partnership, a Cayman Islands limited partnership
|
24. |
Advent International GPE VIII-G Limited Partnership, a Cayman Islands limited partnership
|
25. |
Advent International GPE VIII-K Limited Partnership, a Cayman Islands limited partnership
|
26. |
Advent International GPE VIII-L Limited Partnership, a Cayman Islands limited partnership
|
27. |
Advent Partners GPE VIII Cayman Limited Partnership, a Cayman Islands limited partnership
|
28. |
Advent Partners GPE VIII-A Cayman Limited Partnership, a Cayman Islands limited partnership
|
29. |
Advent Partners GPE VIII-B Cayman Limited Partnership, a Cayman Islands limited partnership
|
30. |
Advent Partners GPE VIII Limited Partnership, a Delaware limited partnership
|
31. |
Advent Partners GPE VIII-A Limited Partnership, a Delaware limited partnership
|
32. |
Advent International GPE VII Limited Partnership, a Luxembourg limited partnership
|
33. |
Advent International GPE VII-B Limited Partnership, a Luxembourg limited partnership
|
34. |
Advent International GPE VII-C Limited Partnership, a Luxembourg limited partnership
|
35. |
Advent International GPE VII-D Limited Partnership, a Luxembourg limited partnership
|
36. |
Advent International GPE VII-F Limited Partnership, a Luxembourg limited partnership
|
37. |
Advent International GPE VII-G Limited Partnership, a Luxembourg limited partnership
|
38. |
Advent International GPE VII-A Limited Partnership, a Cayman Islands limited partnership
|
39. |
Advent International GPE VII-E Limited Partnership, a Cayman Islands limited partnership
|
40. |
Advent International GPE VII-H Limited Partnership, a Cayman Islands limited partnership
|
41. |
Advent Partners GPE VII Limited Partnership, a Delaware limited partnership
|
42. |
Advent Partners GPE VII 2014 Limited Partnership, a Delaware limited partnership
|
43. |
Advent Partners GPE VII-A Limited Partnership, a Delaware limited partnership
|
44. |
Advent Partners GPE VII-A 2014 Limited Partnership, a Delaware limited partnership
|
45. |
Advent Partners GPE VII Cayman Limited Partnership, a Cayman Islands limited partnership
|
52
46. |
Advent Partners GPE VII 2014 Cayman Limited Partnership, a Cayman Islands limited partnership
|
47. |
Advent Partners GPE VII-A Cayman Limited Partnership, a Cayman Islands limited partnership
|
48. |
Advent Partners GPE VII-B Cayman Limited Partnership, a Cayman Islands limited partnership
|
49. |
Advent Partners GPE VII-A 2014 Cayman Limited Partnership, a Cayman Islands limited partnership
|
Double Eagle Investor Holdings and GPE VIII-C are collectively referred to as the “Advent Funds” and each individually as an “Advent Fund.”
The Reporting Persons, other than Advent, the Advent Funds, Double Eagle GP, Advent International GPE VII, LLC, Advent International GPE VIII, LLC, GPE VII GP Limited Partnership, GPE VII GP S.à r.l., GPE VIII GP Limited Partnership, GPE VIII GP S.à r.l., and AP GPE VIII GP Limited Partnership, are collectively referred to as the “Advent Sub Funds” and each
individually as an “Advent Sub Fund.”
The persons serving as Advent’s directors and executive officers are set forth on Schedule A hereto.
Advent is the Sole Member of Double Eagle GP, which in turn is the General Partner of Double Eagle Investor Holdings. Advent is the Manager of Advent International GPE VII, LLC and Advent International GPE VIII, LLC.
Advent International GPE VII, LLC is the manager of GPE VII GP S.à r.l. and the General Partner of GPE VII GP Limited Partnership. Advent International GPE VII, LLC is also the General Partner of Advent Partners GPE VII Limited Partnership, Advent Partners GPE VII 2014 Limited Partnership,
Advent Partners GPE VII-A Limited Partnership, Advent Partners GPE VII-A 2014 Limited Partnership, Advent Partners GPE VII Cayman Limited Partnership, Advent Partners GPE VII 2014 Cayman Limited Partnership, Advent Partners GPE VII-A Cayman Limited
Partnership, Advent Partners GPE VII-B Cayman Limited Partnership, and Advent Partners GPE VII-A 2014 Cayman Limited Partnership.
GPE VII GP Limited Partnership is the General Partner of Advent International GPE VII-A Limited Partnership, Advent International GPE VII-E Limited Partnership, and Advent International GPE VII-H Limited Partnership.
GPE VII GP S.à r.l. is the General Partner of Advent International GPE VII Limited
Partnership, Advent International GPE VII-B Limited Partnership, Advent International GPE VII-C Limited Partnership, Advent International GPE VII-D Limited Partnership, Advent International GPE VII-F Limited Partnership, and Advent International
GPE VII-G Limited Partnership.
Advent International GPE VIII, LLC is the General Partner of GPE VIII GP Limited Partnership, GPE VIII GP S.à r.l., and AP GPE VIII GP Limited Partnership and the Manager of GPE VIII GP S.à r.l. GPE VIII GP S.à
r.l. is the General Partner of Advent International GPE VIII Limited Partnership, Advent International GPE VIII-B Limited Partnership, Advent International GPE VIII-B-1 Limited Partnership, Advent International GPE VIII-B-2 Limited
Partnership, Advent International GPE VIII-B-3 Limited Partnership, Advent International GPE VIII-D Limited Partnership, Advent International GPE VIII-F Limited Partnership, Advent International GPE VIII-H Limited Partnership, Advent International
GPE VIII-I Limited Partnership, and Advent International GPE VIII-J Limited Partnership. GPE VIII GP S.à r.l. is also the General Partner of Advent International GPE VIII-C Limited Partnership.
GPE VIII GP Limited Partnership is the General Partner of Advent International GPE VIII-A Limited Partnership, Advent International GPE VIII-E Limited Partnership, Advent International GPE VIII-G Limited Partnership,
Advent International GPE VIII-K Limited Partnership, and Advent International GPE VIII-L Limited Partnership. AP GPE VIII GP Limited Partnership is the General Partner of Advent Partners GPE VIII Cayman Limited Partnership, Advent Partners GPE
VIII-A Cayman Limited Partnership, Advent Partners GPE VIII-B Cayman Limited Partnership, Advent Partners GPE VIII Limited Partnership, and Advent Partners GPE VIII-A Limited Partnership.
53
(b) The principal business and principal office address of each Reporting Person is c/o Advent International Corporation, Prudential Tower, 800 Boylston Street, Suite 3300, Boston, MA 02199.
(c) The principal business of Advent is to operate as an investment advisory firm and to make private equity investments. Each of Double Eagle GP, Advent International GPE VII, LLC, Advent International GPE VIII, LLC,
GPE VII GP Limited Partnership, GPE VII GP S.à r.l., GPE VIII GP Limited
Partnership, GPE VIII GP S.à r.l., and AP GPE VIII GP Limited Partnership serves
as the general partner of various Advent funds. The principal business of each of the Advent Funds is to provide risk capital for, and make investments in the securities of, privately held and other businesses. The principal business of each of the
Advent Sub Funds is to provide risk capital for, and make investments in the securities of, privately held and other businesses.
(d)(e) During the last five years, none of the Reporting Persons nor any person listed on Schedule A has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). During the last
five years, none of the Reporting Persons nor any person listed on Schedule A has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of which any such person was or is subject to a
judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or State securities laws or finding any violations with respect to such laws.
Item 4. |
Purpose of Transaction
|
Item 4 of the Schedule 13D is supplemented as follows:
On June 17, 2020, pursuant to the Underwriting Agreement, dated September 15, 2020 (the “Underwriting Agreement”), by and among the Advent Funds, the Issuer and Morgan Stanley
& Co. LLC and Goldman Sachs & Co. LLC (collectively, the “Underwriters”) and other selling stockholders named therein, the Advent Funds sold an aggregate of 3,766,281 shares of Common Stock to the
Underwriters for $59.26 per share as part of an underwritten public offering (the “September 2020 Offering”), as set forth in the table below:
Seller (Reporting Person)
|
Shares Sold
|
GPE VIII-C
|
64,358
|
Double Eagle Investor Holdings
|
3,701,923
|
Total:
|
3,766,281
|
Shares sold through Double Eagle Investor Holdings:
|
|
Advent International GPE VIII Limited Partnership
|
119,301
|
Advent International GPE VIII-B Limited Partnership
|
395,173
|
Advent International GPE VIII-B-1 Limited Partnership
|
140,226
|
Advent International GPE VIII-B-2 Limited Partnership
|
104,552
|
Advent International GPE VIII-B-3 Limited Partnership
|
163,261
|
Advent International GPE VIII-D Limited Partnership
|
55,040
|
Advent International GPE VIII-F Limited Partnership
|
16,312
|
Advent International GPE VIII-H Limited Partnership
|
144,509
|
Advent International GPE VIII-I Limited Partnership
|
134,377
|
Advent International GPE VIII-J Limited Partnership
|
132,054
|
Advent International GPE VIII-A Limited Partnership
|
279,835
|
54
Advent International GPE VIII-E Limited Partnership
|
61,300
|
Advent International GPE VIII-G Limited Partnership
|
103,968
|
Advent International GPE VIII-K Limited Partnership
|
57,217
|
Advent International GPE VIII-L Limited Partnership
|
56,309
|
Advent Partners GPE VIII Cayman Limited Partnership
|
27,494
|
Advent Partners GPE VIII-A Cayman Limited Partnership
|
3,661
|
Advent Partners GPE VIII-B Cayman Limited Partnership
|
47,037
|
Advent Partners GPE VIII Limited Partnership
|
4,614
|
Advent Partners GPE VIII-A Limited Partnership
|
5,728
|
Advent International GPE VII Limited Partnership
|
177,079
|
Advent International GPE VII-B Limited Partnership
|
504,842
|
Advent International GPE VII-C Limited Partnership
|
160,432
|
Advent International GPE VII-D Limited Partnership
|
106,020
|
Advent International GPE VII-F Limited Partnership
|
46,815
|
Advent International GPE VII-G Limited Partnership
|
46,815
|
Advent International GPE VII-A Limited Partnership
|
163,901
|
Advent International GPE VII-E Limited Partnership
|
363,643
|
Advent International GPE VII-H Limited Partnership
|
28,424
|
Advent Partners GPE VII Limited Partnership
|
768
|
Advent Partners GPE VII 2014 Limited Partnership
|
1,966
|
Advent Partners GPE VII-A Limited Partnership
|
1,815
|
Advent Partners GPE VII-A 2014 Limited Partnership
|
5,390
|
Advent Partners GPE VII Cayman Limited Partnership
|
13,091
|
Advent Partners GPE VII 2014 Cayman Limited Partnership
|
4,425
|
Advent Partners GPE VII-A Cayman Limited Partnership
|
3,461
|
Advent Partners GPE VII-B Cayman Limited Partnership
|
17,946
|
Advent Partners GPE VII-A 2014 Cayman Limited Partnership
|
3,122
|
Total:
|
3,701,923
|
All of the Common Stock that is beneficially owned by the Reporting Persons was acquired for investment purposes. The Reporting Persons may sell all or a portion of the shares of Common Stock now owned in the open
market, in privately negotiated transactions or otherwise, at any time and from time to time and at such prices as the Reporting Persons deem advisable. The Reporting Persons intend to review their investment in the Issuer continually. Depending
upon the results of such review and other factors that the Reporting Persons deem relevant to an investment in the Issuer, the Reporting Persons may take or propose to take, alone or in conjunction with others including the Issuer, other actions
intended to increase or decrease the Reporting Persons’ investment in the Issuer or the value of their investment in the Issuer, which could include one or more of the transactions or actions referred to in paragraphs (a) through (j) of Item 4 of
Schedule 13D.
55
Tom Allen and John Maldonado, each employees of Advent, serve as directors of the Issuer and were appointed to the Issuer’s board of directors as contemplated by the Stockholders’ Agreement.
In connection with the September 2020 Offering, the Advent Funds entered into a customary “lock-up” agreement with the Underwriters, dated September 17, 2020 (the “Lock-up Agreement”)
pursuant to which the Advent Funds generally agreed, subject to certain exceptions, not to sell, transfer, or otherwise dispose of any shares of Common Stock or securities convertible into, or exchangeable or exercisable for, shares of Common
Stock, for 30-days after the date of the final prospectus relating to the September 2020 Offering without prior written consent from the Underwriters.
The foregoing descriptions of the Underwriting Agreement and the Lock-up Agreements do not purport to be complete and are qualified in their entirety by reference to the full text of the Underwriting Agreement, a copy
of which is attached as Exhibit 99.3, and a form of the Lock-up Agreements attached as Annex IV to the Underwriting Agreement, each of which is incorporated by reference herein.
Item 5. |
Interest in Securities of the Issuer
|
Item 5 of the Schedule 13D is supplemented as follows:
(a)(b) The responses of the Reporting Persons to Rows (7) through (13) of the cover pages of this Amendment No. 1 as of the close of business on September 21, 2020 are incorporated by reference herein. After giving
effect to the sale of the shares of Common Stock described in Item 4 of this Amendment No. 1, as of the close of business on September 21, 2020, the Reporting Persons beneficially owned, in the aggregate, 18,647,036 shares of Common Stock, which
represents approximately 17.94% of the Common Stock issued and outstanding.
The following table sets forth the aggregate number and percentage of the Common Stock beneficially owned by each Reporting Person named in Item 2 of this Amendment No. 1 as of the close of business on September 21,
2020, after giving effect to the sale of shares of Common Stock described in Item 4 of this Amendment No. 1, calculated in accordance with Rule 13d-3 of the Securities Exchange Act of 1934, as amended (the “Exchange
Act”). The percentage of Common Stock owned was calculated based on 103,968,278 shares of Common Stock outstanding following the completion of the September 2020 Offering (as defined in Item 4 of this Amendment No. 1), as reported in the
September 2020 Prospectus Supplement.
Reporting Person
|
Number of Shares Beneficially Owned
|
Percentage of Common Stock
|
Advent International Corporation
|
18,647,036
|
17.94%
|
GPE VIII-C
|
318,642
|
0.31%
|
Double Eagle Investor Holdings
|
18,328,394
|
17.63%
|
Double Eagle GP
|
18,328,394
|
17.63%
|
Advent International GPE VII, LLC
|
8,169,003
|
7.86%
|
GPE VII GP Limited Partnership(2)
|
2,752,619
|
2.65%
|
GPE VII GP S.à r.l.(2)
|
5,158,997
|
4.96%
|
Advent International GPE VIII, LLC
|
10,478,033
|
10.08%
|
GPE VIII GP Limited Partnership(3)
|
2,765,802
|
2.66%
|
GPE VIII GP S.à r.l.(3)
|
7,273,896
|
7.00%
|
AP GPE VIII GP Limited Partnership(3)
|
438,335
|
0.42%
|
Advent International GPE VIII Limited Partnership
|
590,664
|
0.57%
|
56
Reporting Person
|
Number of Shares Beneficially Owned
|
Percentage of Common Stock
|
Advent International GPE VIII-B Limited Partnership
|
1,956,521
|
1.88%
|
Advent International GPE VIII-B-1 Limited Partnership
|
694,268
|
0.67%
|
Advent International GPE VIII-B-2 Limited Partnership
|
517,642
|
0.50%
|
Advent International GPE VIII-B-3 Limited Partnership
|
808,312
|
0.78%
|
Advent International GPE VIII-D Limited Partnership
|
272,508
|
0.26%
|
Advent International GPE VIII-F Limited Partnership
|
80,760
|
0.08%
|
Advent International GPE VIII-H Limited Partnership
|
715,468
|
0.69%
|
Advent International GPE VIII-I Limited Partnership
|
665,308
|
0.64%
|
Advent International GPE VIII-J Limited Partnership
|
653,803
|
0.63%
|
Advent International GPE VIII-A Limited Partnership
|
1,385,475
|
1.33%
|
Advent International GPE VIII-E Limited Partnership
|
303,499
|
0.29%
|
Advent International GPE VIII-G Limited Partnership
|
514,751
|
0.50%
|
Advent International GPE VIII-K Limited Partnership
|
283,286
|
0.27%
|
Advent International GPE VIII-L Limited Partnership
|
278,791
|
0.27%
|
Advent Partners GPE VIII Cayman Limited Partnership
|
136,123
|
0.13%
|
Advent Partners GPE VIII-A Cayman Limited Partnership
|
18,124
|
0.02%
|
Advent Partners GPE VIII-B Cayman Limited Partnership
|
232,883
|
0.22%
|
Advent Partners GPE VIII Limited Partnership
|
22,843
|
0.02%
|
Advent Partners GPE VIII-A Limited Partnership
|
28,362
|
0.03%
|
Advent International GPE VII Limited Partnership
|
876,728
|
0.84%
|
Advent International GPE VII-B Limited Partnership
|
2,499,483
|
2.40%
|
Advent International GPE VII-C Limited Partnership
|
794,309
|
0.76%
|
Advent International GPE VII-D Limited Partnership
|
524,913
|
0.50%
|
Advent International GPE VII-F Limited Partnership
|
231,782
|
0.22%
|
Advent International GPE VII-G Limited Partnership
|
231,782
|
0.22%
|
Advent International GPE VII-A Limited Partnership
|
811,482
|
0.78%
|
Advent International GPE VII-E Limited Partnership
|
1,800,408
|
1.73%
|
Advent International GPE VII-H Limited Partnership
|
140,729
|
0.14%
|
Advent Partners GPE VII Limited Partnership(2)
|
3,804
|
Less than 0.01%
|
Advent Partners GPE VII 2014 Limited Partnership(2)
|
9,735
|
0.01%
|
Advent Partners GPE VII-A Limited Partnership(2)
|
8,988
|
0.01%
|
Advent Partners GPE VII-A 2014 Limited Partnership(2)
|
26,684
|
0.03%
|
57
Reporting Person
|
Number of Shares Beneficially Owned
|
Percentage of Common Stock
|
Advent Partners GPE VII Cayman Limited Partnership(2)
|
64,816
|
0.06%
|
Advent Partners GPE VII 2014 Cayman Limited Partnership(2)
|
21,911
|
0.02%
|
Advent Partners GPE VII-A Cayman Limited Partnership(2)
|
17,136
|
0.02%
|
Advent Partners GPE VII-B Cayman Limited Partnership(2)
|
88,853
|
0.09%
|
Advent Partners GPE VII-A 2014 Cayman Limited Partnership(2)
|
15,460
|
0.01%
|
(1) Advent is the Sole Member of Double Eagle GP, which in turn is the General Partner of Double Eagle Investor Holdings. As such, Advent has the sole power to vote and dispose of the securities beneficially owned by the Advent Sub Funds. The
beneficial ownership of AIC and Double Eagle Investor Holdings derive such power.
(2) Advent is the Manager of Advent International GPE VII, LLC, which in turn is the Manager of the indicated Reporting Persons. As such, Advent has the sole power to vote and dispose of the securities beneficially owned by Advent Partners GPE
VII Limited Partnership, Advent Partners GPE VII 2014 Limited Partnership, Advent Partners GPE VII-A Limited Partnership, Advent Partners GPE VII-A 2014 Limited Partnership, Advent Partners GPE VII Cayman Limited Partnership, Advent Partners GPE
VII 2014 Cayman Limited Partnership, Advent Partners GPE VII-A Cayman Limited Partnership, Advent Partners GPE VII-B Cayman Limited Partnership, Advent Partners GPE VII-A 2014 Cayman Limited Partnership, Advent International GPE VII-A Limited
Partnership, Advent International GPE VII-E Limited Partnership, Advent International GPE VII-H Limited Partnership, Advent International GPE VII Limited Partnership, Advent International GPE VII-B Limited Partnership, Advent International GPE
VII-C Limited Partnership, Advent International GPE VII-D Limited Partnership, Advent International GPE VII-F Limited Partnership, and Advent International GPE VII-G Limited Partnership. The beneficial ownership of Advent and Advent International
GPE VII, LLC derive
such power.
(3) Advent is the Manager of Advent International GPE VIII, LLC, which in turn is the Manager of the indicated Reporting Persons. As such, Advent has the sole power to vote and dispose of the securities beneficially owned by Advent International
GPE VIII Limited Partnership, Advent International GPE VIII-B Limited Partnership, Advent International GPE VIII-B-1 Limited Partnership, Advent International GPE VIII-B-2 Limited Partnership, Advent International GPE VIII-B-3 Limited Partnership,
Advent International GPE VIII-D Limited Partnership, Advent International GPE VIII-F Limited Partnership, Advent International GPE VIII-H Limited Partnership, Advent International GPE VIII-I Limited Partnership, Advent International GPE VIII-J
Limited Partnership, and Advent International GPE VIII-C Limited Partnership, Advent International GPE VIII-A Limited Partnership, Advent International GPE VIII-E Limited Partnership, Advent International GPE VIII-G Limited Partnership, Advent
International GPE VIII-K Limited Partnership, Advent International GPE VIII-L Limited Partnership, Advent Partners GPE VIII Cayman Limited Partnership, Advent Partners GPE VIII-A Cayman Limited Partnership, Advent Partners GPE VIII-B Cayman Limited
Partnership, Advent Partners GPE VIII Limited Partnership, and Advent Partners GPE VIII-A Limited Partnership. The beneficial ownership of Advent and Advent International GPE VIII, LLC derive such power.
On account of the Advent Stockholders’ Agreement, the Reporting Persons may be deemed to constitute a “group” (within the meaning of Section 13(d)(3) of the Exchange Act. Each Reporting
Person expressly disclaims beneficial ownership of any shares of Common Stock held by any other Reporting Person or its affiliates or any other person solely by virtue of the existence of the Advent Stockholders’ Agreement.
58
To the Reporting Persons’ knowledge, none of the directors or executive officers of the Reporting Persons listed on Schedule A to this Amendment No. 1 beneficially owned shares of Common Stock as of the close
of business on September 21, 2020.
(c) Except as disclosed in Item 4 of this Amendment No. 1, which is incorporated herein by reference, no Reporting Person has effected any transactions in the Common Stock during the past 60 days, and to the Reporting
Persons’ knowledge, none of the directors or executive officers of the Reporting Persons listed on Schedule A to this Amendment No. 1 effected any transactions in the Common Stock during within the past 60 days.
Item 6. |
Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
|
Item 6 of the Schedule 13D is hereby supplemented as follows:
The information set forth under Item 4 of this Amendment No. 1 is incorporated herein by reference.
Item 7. |
Material to Be Filed as Exhibits
|
99.3 |
Underwriting Agreement, dated September 15, 2020, between the Issuer and the Reporting Persons (incorporated by reference to Exhibit 1.1 to the Current Report on Form 8-K filed by Syneos Health, Inc. on September 17, 2020).
|
99.4* |
Joint Filing Agreement as required by Rule 13d-1(k)(1) under the Exchange Act.
|
* Filed herewith.
59
Signature
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: September 21, 2020
|
Advent International Corporation
|
||
/s/
|
Michael Ristaino
|
||
Name:
|
Michael Ristaino
|
||
Title:
|
Vice President of Finance – Fund Administration
|
||
Date: September 21, 2020
|
Double Eagle Investor Holdings, L.P.
|
||
By: Double Eagle GP, LLC, its General Partner
|
|||
By: Advent International Corporation, its Sole Member
|
|||
/s/
|
Michael Ristaino
|
||
Name:
|
Michael Ristaino
|
||
Title:
|
Vice President of Finance – Fund Administration
|
||
Date: September 21, 2020
|
Double Eagle GP, LLC
|
||
By: Advent International Corporation, its Sole Member
|
|||
/s/
|
Michael Ristaino
|
||
Name:
|
Michael Ristaino
|
||
Title:
|
Vice President of Finance – Fund Administration
|
||
Date: September 21, 2020
|
Advent International GPE VII, LLC
|
||
Advent International GPE VIII, LLC
|
|||
By: Advent International Corporation, its Manager
|
|||
/s/
|
Michael Ristaino
|
||
Name:
|
Michael Ristaino
|
||
Title:
|
Vice President of Finance – Fund Administration
|
60
Date: September 21, 2020
|
GPE VIII GP S.à r.l.
|
||
GPE VIII GP Limited Partnership
|
|||
AP GPE VIII GP Limited Partnership
|
|||
By: Advent International GPE VIII, LLC, its General Partner
|
|||
By: Advent International Corporation, its Manager
|
|||
/s/
|
Michael Ristaino
|
||
Name:
|
Michael Ristaino
|
||
Title:
|
Vice President of Finance – Fund Administration
|
||
Date: September 21, 2020
|
GPE VII GP S.à r.l.
|
||
GPE VII GP Limited Partnership
|
|||
By: Advent International GPE VII, LLC, its General Partner
|
|||
By: Advent International Corporation, its Manager
|
|||
/s/
|
Michael Ristaino
|
||
Name:
|
Michael Ristaino
|
||
Title:
|
Vice President of Finance – Fund Administration
|
||
Date: September 21, 2020
|
Advent International GPE VIII Limited Partnership
|
||
Advent International GPE VIII-B Limited Partnership
|
|||
Advent International GPE VIII-B-1 Limited Partnership
|
|||
Advent International GPE VIII-B-2 Limited Partnership
|
|||
Advent International GPE VIII-B-3 Limited Partnership
|
|||
Advent International GPE VIII-D Limited Partnership
|
|||
Advent International GPE VIII-F Limited Partnership
|
|||
Advent International GPE VIII-H Limited Partnership
|
|||
Advent International GPE VIII-I Limited Partnership
|
|||
Advent International GPE VIII-J Limited Partnership
|
|||
Advent International GPE VIII-C Limited Partnership
|
|||
By: GPE VIII GP S.à r.l., its General Partner
|
|||
By: Advent International GPE VIII, LLC, its Manager
|
/s/ Justin Nuccio | ||
By: Advent International Corporation, its Manager
|
Justin Nuccio, Manager | ||
/s/
|
Michael Ristaino
|
||
Name:
|
Michael Ristaino
|
||
0; |
Title:
|
Vice President of Finance – Fund Administration
|
61
Date: September 21, 2020
|
Advent International GPE VIII-A Limited Partnership
|
||
Advent International GPE VIII-E Limited Partnership
|
|||
Advent International GPE VIII-G Limited Partnership
|
|||
Advent International GPE VIII-K Limited Partnership
|
|||
Advent International GPE VIII-L Limited Partnership
|
|||
By: GPE VIII GP Limited Partnership, its General Partner
|
|||
By: Advent International GPE VIII, LLC, its General Partner
|
|||
By: Advent International Corporation, its Manager
|
|||
/s/
|
Michael Ristaino
|
||
Name:
|
Michael Ristaino
|
||
Title:
|
Vice President of Finance – Fund Administration
|
||
Date: September 21, 2020
|
Advent Partners GPE VIII Cayman Limited Partnership
|
||
Advent Partners GPE VIII-B Cayman Limited Partnership
|
|||
Advent Partners GPE VIII Limited Partnership
|
|||
Advent Partners GPE VIII-A Limited Partnership
|
|||
Advent Partners GPE VIII-A Cayman Limited Partnership
|
|||
By: AP GPE VIII GP Limited Partnership, its General Partner
|
|||
By: Advent International GPE VIII, LLC, its General Partner
|
|||
By: Advent International Corporation, its Manager
|
|||
/s/
|
Michael Ristaino
|
||
Name:
|
Michael Ristaino
|
||
Title:
|
Vice President of Finance – Fund Administration
|
||
Date: September 21, 2020
|
Advent International GPE VII Limited Partnership
|
||
Advent International GPE VII-B Limited Partnership
|
|||
Advent International GPE VII-C Limited Partnership
|
|||
Advent International GPE VII-D Limited Partnership
|
|||
Advent International GPE VII-F Limited Partnership
|
|||
Advent International GPE VII-G Limited Partnership
|
|||
By: GPE VII GP S.à r.l., its General Partner
|
|||
By: Advent International GPE VII, LLC, its Manager
|
/s/ Justin Nuccio | ||
By: Advent International Corporation, its Manager
|
Justin Nuccio, Manager | ||
/s/
|
Michael Ristaino
|
||
Name:
|
Michael Ristaino
|
||
Title:
|
Vice President of Finance – Fund Administration
|
62
Date: September 21, 2020
|
Advent International GPE VII-A Limited Partnership
|
||
Advent International GPE VII-E Limited Partnership
|
|||
Advent International GPE VII-H Limited Partnership
|
|||
By: GPE VII GP Limited Partnership, its General Partner
|
|||
By: Advent International GPE VII, LLC, its General Partner
|
|||
By: Advent International Corporation, its Manager
|
|||
/s/
|
Michael Ristaino
|
||
Name:
|
Michael Ristaino
|
||
Title:
|
Vice President of Finance – Fund Administration
|
||
Date: September 21, 2020
|
Advent Partners GPE VII Limited Partnership
|
||
Advent Partners GPE VII 2014 Limited Partnership
|
|||
Advent Partners GPE VII-A Limited Partnership
|
|||
Advent Partners GPE VII-A 2014 Limited Partnership
|
|||
Advent Partners GPE VII Cayman Limited Partnership
|
|||
Advent Partners GPE VII 2014 Cayman Limited Partnership
|
|||
Advent Partners GPE VII-A Cayman Limited Partnership
|
|||
Advent Partners GPE VII-B Cayman Limited Partnership
|
|||
Advent Partners GPE VII-A 2014 Cayman Limited Partnership
|
|||
By: Advent International GPE VII, LLC, its General Partner
|
|||
By: Advent International Corporation, its Manager
|
|||
/s/
|
Michael Ristaino
|
||
Name:
|
Michael Ristaino
|
||
Title:
|
Vice President of Finance – Fund Administration
|
63
SCHEDULE A
The name and present principal occupation of each executive officer and director of Advent International Corporation is set forth below. The business address of each executive officer and director of Advent
International Corporation is c/o Advent International Corporation, Prudential Tower, 800 Boylston Street, Suite 3300, Boston, MA 02199. All of the persons other than James Brocklebank, Patrice Etlin and Jan Janshen listed below are citizens of the
United States. Mr. Brocklebank is a citizen of the United Kingdom. Mr. Etlin is a citizen of Brazil. Mr. Janshen is a citizen of Germany.
Name
|
Position with Advent International Corporation
|
Principal Occupation (if different)
|
||
Thomas H. Lauer
|
Director
|
|||
Richard F. Kane
|
Senior Vice President of Operations and Business Development & Managing Director; Assistant Secretary
|
|||
Eileen Sivolella
|
Senior Vice President & Managing Director; Chief Financial Officer; Treasurer; Assistant Secretary
|
|||
James R. Westra
|
Senior Vice President & Managing Partner; Chief Legal Officer; General Counsel
|
|||
Andrew D. Dodge
|
Vice President; Deputy General Counsel; Secretary
|
|||
Heather R. Zuzenak
|
Chief Compliance Officer
|
|||
Jarlyth H. Gibson
|
Risk Officer; Assistant Treasurer
|
|||
James G.A. Brocklebank
|
Senior Vice President & Managing Partner; Executive Officers’ Committee Member
|
|||
Patrice Etlin
|
Senior Vice President & Managing Partner; Executive Officers’ Committee Member
|
|||
John L. Maldonado | Senior Vice President & Managing Partner; Executive Officers’ Committee Member | |||
Jan Janshen
|
Senior Vice President & Managing Partner; Executive Officers’ Committee Member
|
|||
David M. Mussafer
|
Director; Chairman & Managing Partner; Executive Officers’ Committee Member
|
|||
David M. McKenna
|
Director
|
|||
Steven M. Tadler
|
Director
|
|||
John F. Brooke
|
Director
|
Managing Director of Brooke Private Equity Associates (1)
|
||
Mark Hoffman
|
Director
|
(1) The business address of Brooke Private Equity Associates is 20 Custom House St., Suite 610, Boston, MA 02110.
64