Sec Form 13G Filing - Technology Crossover Management IX Ltd. filing for SPORTRADAR GROUP AG (SRAD) - 2022-02-14

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.
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

 

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No.   )*

 

 

 

SPORTRADAR GROUP AG

 

(Name of Issuer)

 

Class A Ordinary Shares, nominal value CHF 0.10 per share
(Title of Class of Securities)

 

H8088L103
(CUSIP Number)

 

December 31, 2021
(Date of Event Which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 

¨ Rule 13d-1(b)
¨ Rule 13d-1(c)
x Rule 13d-1(d)

 

 

 

*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 the disclosures provided in a prior cover page.

 

The information required in 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 (“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 # H8088L103

 

1

NAMES OF REPORTING PERSONS

 

Technology Crossover Management IX, Ltd.

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

(a) ¨

(b) x

3

SEC USE ONLY

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Cayman Islands

NUMBER OF SHARES BENEFICIALLY OWNED BY

EACH

REPORTING

PERSON

WITH

5

SOLE VOTING POWER

 

0

6

SHARED VOTING POWER

 

185,184

7

SOLE DISPOSITIVE POWER

 

0

8

SHARED DISPOSITIVE POWER

 

34,079,496

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

34,079,496

10

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

¨

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

16.6%

12

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

CO

 

2

 

 

CUSIP # H8088L103

 

1

NAMES OF REPORTING PERSONS

 

Technology Crossover Management IX, L.P.

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

(a) ¨

(b) x

3

SEC USE ONLY

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Cayman Islands

NUMBER OF SHARES BENEFICIALLY OWNED BY

EACH

REPORTING

PERSON

WITH

5

SOLE VOTING POWER

 

0

6

SHARED VOTING POWER

 

176,744

7

SOLE DISPOSITIVE POWER

 

0

8

SHARED DISPOSITIVE POWER

 

34,071,056

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

34,071,056

10

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

¨

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

16.6%

12

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

PN

 

3

 

 

CUSIP # H8088L103

 

1

NAMES OF REPORTING PERSONS

 

TCV Luxco Sports S.à.r.l.

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

(a) ¨

(b) x

3

SEC USE ONLY

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Luxembourg

NUMBER OF SHARES BENEFICIALLY OWNED BY

EACH

REPORTING

PERSON

WITH

5

SOLE VOTING POWER

 

0

6

SHARED VOTING POWER

 

33,894,312

7

SOLE DISPOSITIVE POWER

 

0

8

SHARED DISPOSITIVE POWER

 

33,894,312

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

33,894,312

10

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

¨

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

16.5%

12

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

CO

 

4

 

 

CUSIP # H8088L103

 

1

NAMES OF REPORTING PERSONS

 

TCV IX, L.P.

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

(a) ¨

(b) x

3

SEC USE ONLY

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Cayman Islands

NUMBER OF SHARES BENEFICIALLY OWNED BY

EACH

REPORTING

PERSON

WITH

5

SOLE VOTING POWER

 

0

6

SHARED VOTING POWER

 

108,727

7

SOLE DISPOSITIVE POWER

 

0

8

SHARED DISPOSITIVE POWER

 

34,003,039

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

34,003,039

10

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

¨

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

16.6%

12

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

PN

 

5

 

 

CUSIP # H8088L103

 

1

NAMES OF REPORTING PERSONS

 

TCV IX (A), L.P.

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

(a) ¨

(b) x

3

SEC USE ONLY

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Cayman Islands

NUMBER OF SHARES BENEFICIALLY OWNED BY

EACH

REPORTING< /font>

PERSON

WITH

5

SOLE VOTING POWER

 

0

6

SHARED VOTING POWER

 

30,679

7

SOLE DISPOSITIVE POWER

 

0

8

SHARED DISPOSITIVE POWER

 

30,679

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

30,679

10

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

¨

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

less than 0.1%

12

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

PN

 

6

 

 

CUSIP # H8088L103

 

1

NAMES OF REPORTING PERSONS

 

TCV IX (B), L.P.

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

(a) ¨

(b) x

3

SEC USE ONLY

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Cayman Islands

NUMBER OF SHARES BENEFICIALLY OWNED BY

EACH

REPORTING

PERSON

WITH

5

SOLE VOTING POWER

 

0

6

SHARED VOTING POWER

 

5,807

7

SOLE DISPOSITIVE POWER

 

0

8

SHARED DISPOSITIVE POWER

 

5,807

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

5,807

10

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

¨

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

less than 0.1%

12

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

PN

 

7

 

 

CUSIP # H8088L103

 

1

NAMES OF REPORTING PERSONS

 

TCV Member Fund, L.P.

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

(a) ¨

(b) x

3

SEC USE ONLY

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Cayman Islands

NUMBER OF SHARES BENEFICIALLY OWNED BY

EACH

REPORTING

PERSON

WITH

5

SOLE VOTING POWER

 

0

6

SHARED VOTING POWER

 

8,440

7

SOLE DISPOSITIVE POWER

 

0

8

SHARED DISPOSITIVE POWER

 

8,440

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

8,440

10

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

¨

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

less than 0.1%

12

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

PN

 

8

 

 

CUSIP # H8088L103

 

1

NAMES OF REPORTING PERSONS

 

TCV Sports, L.P.

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

(a) ¨

(b) x

3

SEC USE ONLY

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Cayman Islands

NUMBER OF SHARES BENEFICIALLY OWNED BY

EACH

REPORTING

PERSON

WITH

5

SOLE VOTING POWER

 

0

6

SHARED VOTING POWER

 

31,531

7

SOLE DISPOSITIVE POWER

 

0

8

SHARED DISPOSITIVE POWER

 

31,531

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

31,531

10

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

¨

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

less than 0.1%

12

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

PN

 

9

 

 

Item 1(a).Name of Issuer
   
  Sportradar Group AG (the “Issuer”)
   
 Item 1(b).Address of Issuer’s Principal Executive Offices
   
  Feldlistrasse 2
  CH-9000 St. Gallen
  Switzerland
   
 Item 2(a).Name of Persons Filing

 

This statement is being filed by (1) Technology Crossover Management IX, Ltd., a Cayman Islands exempted company, (2) Technology Crossover Management IX, L.P., a Cayman Islands exempted limited partnership, (3) TCV Luxco Sports S.à.r.l, a Luxembourg company, (4) TCV IX, L.P., a Cayman Islands exempted limited partnership, (5) TCV IX (A), L.P., a Cayman Islands exempted limited partnership, (6) TCV IX (B), L.P., a Cayman Islands exempted limited partnership, (7) TCV Member Fund, L.P., a Cayman Islands exempted limited partnership and (8) TCV Sports, L.P., a Cayman Islands exempted limited partnership. The foregoing entities are collectively referred to herein as the “Reporting Persons.”

 

  Item 2(b). Address of Principal Business Office
     
    The mailing address for each of the Reporting Persons is:
    c/o TCV
    250 Middlefield Road
    Menlo Park, California 94025
     
  Item 2(c). Citizenship
     
    See response to Item 4 of each of the cover pages and Item 2(a) above.
     
  Item 2(d) and 2(e). Title of Class of Securities and CUSIP Number
     
    Class A Ordinary Shares (“Class A Ordinary Shares”), nominal value CHF 0.10 per share
    CUSIP Number: H8088L103
     
  Item 3. Not applicable.
     
  Item 4. Ownership

 

The responses of the Reporting Persons to Rows (5) through (9) and (11) of the cover pages of this Schedule 13G are incorporated herein by reference.

 

Blackbird Holdco Ltd. (“Blackbird”) holds 131,501,490 Class A Ordinary Shares. TCV IX, L.P. holds 108,727 Class A Ordinary Shares, TCV IX (A), L.P. holds 30,679 Class A Ordinary Shares, TCV IX (B), L.P. holds 5,807 Class A Ordinary Shares, TCV Sports, L.P. holds 31,531 Class A Ordinary Shares and TCV Member Fund, L.P. holds 8,440 Class A Ordinary Shares.

 

Blackbird is owned by CPP Investment Board Europe S.à r.l., TCV Luxco Sports S.à.r.l. (“TCV Europe”), Blackbird BV InvestCo S.à r.l. and 10868680 Canada Inc., and by virtue of its ownership in Blackbird, TCV Europe may be deemed to share beneficial ownership over 33,894,312 Class A Ordinary Shares held by Blackbird. TCV Europe is owned by TCV IX, L.P., TCV IX (A), L.P., TCV IX (B), L.P., and TCV Sports, L.P. (collectively, the “TCV IX Funds”) and TCV Member Fund, L.P. (the “Member Fund”, and collectively with the TCV IX Funds, the “TCV Funds”). TCV IX, L.P. is the majority shareholder of TCV Europe. Technology Crossover Management IX, L.P. (“TCV Management”) is the general partner of each of the TCV IX Funds. Technology Crossover Management IX, Ltd. (“TCM”) is a general partner of Member Fund and the general partner of TCV Management.

 

10

 

 

Calculation of the percentage of Class A Ordinary Shares beneficially owned is based on 205,454,977 Class A Ordinary Shares outstanding as of September 13, 2021, as reported in the prospectus, dated September 13, 2021, as filed by the Issuer with the Securities and Exchange Commission on September 15, 2021.

 

Except as set forth in this Item 4, each of the Reporting Persons disclaims beneficial ownership of any Class A Ordinary Shares owned beneficially or of record by any other Reporting Person.

 

  Item 5. Ownership of Five Percent or Less of a Class
     
  Not applicable.  
     
  Item 6. Ownership of More than Five Percent on Behalf of Another Person
     
  Not applicable.  
     
  Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person
     
  Not applicable.  
     
  Item 8. Identification and Classification of Members of the Group
     
  See Item 4 above.  
     
  Item 9. Notice of Dissolution of Group
     
  Not applicable.  
     
  Item 10. Certifications
     
  Not applicable.  

 

11

 

 

SIGNATURES

 

After reasonable inquiry and to the best of our knowledge and belief, we certify that the information set forth in this statement is true, complete and correct.

 

Date: February 14, 2022TECHNOLOGY CROSSOVER MANAGEMENT IX, LTD.
  
   
 By:/s/ Frederic D. Fenton
 Name:Frederic D. Fenton
 Its:Authorized Signatory

 

 

TECHNOLOGY CROSSOVER MANAGEMENT IX, L.P.
  
   
 By:/s/ Frederic D. Fenton
 Name:Frederic D. Fenton
 Its:Authorized Signatory

 

 

TCV LUXCO SPORTS S.À.R.L.
  
   
 By:/s/ John Doran
 Name:John Doran
 Its:Class A Manager

 

 

RCS Management (Luxembourg) S.à.r.l., as Class B Manager
  
   
 By:/s/ Ed Breedveld
 Name: Ed Breedveld
 Its:Manager

 

 

TCV IX, L.P.
  
   
 By:/s/ Frederic D. Fenton
 Name:Frederic D. Fenton
 Its:Authorized Signatory

 

 

TCV IX (A), L.P.
  
   
 By:/s/ Frederic D. Fenton
 Name:Frederic D. Fenton
 Its:Authorized Signatory

 

 

TCV IX (B), L.P.
  
   
 By:/s/ Frederic D. Fenton
 Name:Frederic D. Fenton
 Its:Authorized Signatory

 

 

 

 

TCV MEMBER FUND, L.P.
  
   
 By:/s/ Frederic D. Fenton
 Name:Frederic D. Fenton
 Its:Authorized Signatory

 

 

TCV SPORTS, L.P.
  
   
 By:/s/ Frederic D. Fenton
 Name:Frederic D. Fenton
 Its:Authorized Signatory

 

 

 

EXHIBIT

 

Exhibit  
   
Exhibit 99.1: Agreement of Joint Filing (filed herewith).
   
Exhibit 99.2: Statement Appointing Designated Filer and Authorized Signatories dated February 14, 2019 (incorporated by reference to Exhibit 99.2 to the Schedule 13G relating to the Ordinary Shares of Spotify Technology S.A. filed on February 14, 2019).