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. )*
KORE Group Holdings, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
50066V107
(CUSIP Number)
(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) |
☒ | Rule 13d-1(d) |
* | The remainder of this cover page shall be filled out for a reporting persons 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 (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).
1. |
Names of Reporting Persons
ABRY Partners VII, L.P. | |||||
2. | Check The Appropriate Box if a Member of a Group (See Instructions) (a) ☐ (b) ☐
| |||||
3. | SEC Use Only
| |||||
4. | Citizenship or Place of Organization
Delaware |
Number of Shares Beneficially Owned By Each Reporting Person With |
5. | Sole Voting Power
0 | ||||
6. | Shared Voting Power
21,500,782 | |||||
7. | Sole Dispositive Power
0 | |||||
8. | Shared Dispositive Power
21,500,782 |
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
21,500,782 | |||||
10. | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
☐ | |||||
Percent of Class Represented By Amount in Row (9)
29.87%(1) | ||||||
12. | Type of Reporting Person (See Instructions)
PN |
Remarks:
(1) | Calculated based on 71,989,432 shares of common stock, par value $0.0001 per share, outstanding as of September 30, 2021 as reported on the Issuers Form 10-Q, filed on November 16th, 2021. |
1. |
Names of Reporting Persons
Peggy Koenig | |||||
2. | Check The Appropriate Box if a Member of a Group (See Instructions) (a) ☐ (b) ☐
| |||||
3. | SEC Use Only
| |||||
4. | Citizenship or Place of Organization
United States of America |
Number of Shares Beneficially Owned By Each Reporting Person With |
5. | Sole Voting Power
0 | ||||
6. | Shared Voting Power
24,252,912 | |||||
7. | Sole Dispositive Power
0 | |||||
8. | Shared Dispositive Power
24,252,912 |
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
24,252,912 | |||||
10. | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
☐ | |||||
11. | Percent of Class Represented By Amount in Row (9)
33.69%(1) | |||||
12. | Type of Reporting Person (See Instructions)
PN |
Remarks:
(1) | Calculated based on 71,989,432 shares of common stock, par value $0.0001 per share, outstanding as of September 30, 2021 as reported on the Issuers Form 10-Q, filed on November 16th, 2021. |
1. |
Names of Reporting Persons
Jay Grossman | |||||
2. | Check The Appropriate Box if a Member of a Group (See Instructions) (a) ☐ (b) ☐
| |||||
3. | SEC Use Only
| |||||
4. | Citizenship or Place of Organization
United States of America |
Number of Shares Beneficially Owned By Each Reporting Person With |
5. | Sole Voting Power
0 | ||||
6. | Shared Voting Power
24,252,912 | |||||
7. | Sole Dispositive Power
0 | |||||
8. | Shared Dispositive Power
24,252,912 |
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
24,252,912 | |||||
10. | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
☐ | |||||
11. | Percent of Class Represented By Amount in Row (9)
33.69%(1) | |||||
12. | Type of Reporting Person (See Instructions)
PN |
Remarks:
(1) | Calculated based on 71,989,432 shares of common stock, par value $0.0001 per share, outstanding as of September 30, 2021 as reported on the Issuers Form 10-Q, filed on November 16th, 2021. |
1. |
Names of Reporting Persons
ABRY Partners II, LLC | |||||
2. | Check The Appropriate Box if a Member of a Group (See Instructions) (a) ☐ (b) ☐
| |||||
3. | SEC Use Only
| |||||
4. | Citizenship or Place of Organization
Delaware |
Number of Shares Beneficially Owned By Each Reporting Person With |
5. | Sole Voting Power
0 | ||||
6. | Shared Voting Power
24,252,912 | |||||
7. | Sole Dispositive Power
0 | |||||
8. | Shared Dispositive Power
24,252,912 |
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
24,252,912 | |||||
10. | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
☐ | |||||
11. | Percent of Class Represented By Amount in Row (9)
33.69%(1) | |||||
12. | Type of Reporting Person (See Instructions)
PN |
Remarks:
(1) | Calculated based on 71,989,432 shares of common stock, par value $0.0001 per share, outstanding as of September 30, 2021 as reported on the Issuers Form 10-Q, filed on November 16th, 2021. |
1. |
Names of Reporting Persons
ABRY Partners VII Co-Investment Fund, L.P. | |||||
2. | Check The Appropriate Box if a Member of a Group (See Instructions) (a) ☐ (b) ☐
| |||||
3. | SEC Use Only
| |||||
4. | Citizenship or Place of Organization
Delaware |
Number of Shares Beneficially Owned By Each Reporting Person With |
5. | Sole Voting Power
0 | ||||
6. | Shared Voting Power
1,240,202 | |||||
7. | Sole Dispositive Power
0 | |||||
8. | Shared Dispositive Power
1,240,202 |
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
1,240,202 | |||||
10. | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
☐ | |||||
11. | Percent of Class Represented By Amount in Row (9)
1.72%(1) | |||||
12. | Type of Reporting Person (See Instructions)
PN |
Remarks:
(1) | Calculated based on 71,989,432 shares of common stock, par value $0.0001 per share, outstanding as of September 30, 2021 as reported on the Issuers Form 10-Q, filed on November 16th, 2021. |
1. |
Names of Reporting Persons
ABRY Investment Partnership, L.P. | |||||
2. | Check The Appropriate Box if a Member of a Group (See Instructions) (a) ☐ (b) ☐
| |||||
3. | SEC Use Only
| |||||
4. | Citizenship or Place of Organization
Delaware |
Number of Shares Beneficially Owned By Each Reporting Person With |
5. | Sole Voting Power
0 | ||||
6. | Shared Voting Power
24,316 | |||||
7. | Sole Dispositive Power
0 | |||||
8. | Shared Dispositive Power
24,316 |
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
24,316 | |||||
10. | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
☐ | |||||
11. | Percent of Class Represented By Amount in Row (9)
0.03%(1) | |||||
12. | Type of Reporting Person (See Instructions)
PN |
Remarks:
(1) | Calculated based on 71,989,432 shares of common stock, par value $0.0001 per share, outstanding as of September 30, 2021 as reported on the Issuers Form 10-Q, filed on November 16th, 2021. |
1. |
Names of Reporting Persons
Royce Yudkoff | |||||
2. | Check The Appropriate Box if a Member of a Group (See Instructions) (a) ☐ (b) ☐
| |||||
3. | SEC Use Only
| |||||
4. | Citizenship or Place of Organization
United States of America |
Number of Shares Beneficially Owned By Each Reporting Person With |
5. | Sole Voting Power
0 | ||||
6. | Shared Voting Power
24,316 | |||||
7. | Sole Dispositive Power
0 | |||||
8. | Shared Dispositive Power
24,316 |
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
24,316 | |||||
10. | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
☐ | |||||
11. | Percent of Class Represented By Amount in Row (9)
0.03%(1) | |||||
12. | Type of Reporting Person (See Instructions)
PN |
Remarks:
(1) | Calculated based on 71,989,432 shares of common stock, par value $0.0001 per share, outstanding as of September 30, 2021 as reported on the Issuers Form 10-Q, filed on November 16th, 2021. |
1. |
Names of Reporting Persons
ABRY Senior Equity IV, L.P. | |||||
2. | Check The Appropriate Box if a Member of a Group (See Instructions) (a) ☐ (b) ☐
| |||||
3. | SEC Use Only
| |||||
4. | Citizenship or Place of Organization
Delaware |
Number of Shares Beneficially Owned By Each Reporting Person With |
5. | Sole Voting Power
0 | ||||
6. | Shared Voting Power
1,288,506 | |||||
7. | Sole Dispositive Power
0 | |||||
8. | Shared Dispositive Power
1,288,506 |
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
1,288,506 | |||||
10. | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
☐ | |||||
11. | Percent of Class Represented By Amount in Row (9)
1.79%(1) | |||||
12. | Type of Reporting Person (See Instructions)
PN |
Remarks:
(1) | Calculated based on 71,989,432 shares of common stock, par value $0.0001 per share, outstanding as of September 30, 2021 as reported on the Issuers Form 10-Q, filed on November 16th, 2021. |
1. |
Names of Reporting Persons
ABRY Senior Equity Co-Investment Fund IV, L.P. | |||||
2. | Check The Appropriate Box if a Member of a Group (See Instructions) (a) ☐ (b) ☐
| |||||
3. | SEC Use Only
| |||||
4. | Citizenship or Place of Organization
Delaware |
Number of Shares Beneficially Owned By Each Reporting Person With |
5. | Sole Voting Power
0 | ||||
6. | Shared Voting Power
199,106 | |||||
7. | Sole Dispositive Power
0 | |||||
8. | Shared Dispositive Power
199,106 |
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
199,106 | |||||
10. | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
☐ | |||||
11. | Percent of Class Represented By Amount in Row (9)
0.28%(1) | |||||
12. | Type of Reporting Person (See Instructions)
PN |
Remarks:
(1) | Calculated based on 71,989,432 shares of common stock, par value $0.0001 per share, outstanding as of September 30, 2021 as reported on the Issuers Form 10-Q, filed on November 16th, 2021. |
Item 1(a). | Name of Issuer |
KORE Group Holdings, Inc.
Item 1(b). | Address of the Issuers Principal Executive Offices |
3700 Mansell Road, Suite 300
Alpharetta, Georgia 30022
Item 2(a). | Names of Persons Filing |
This statement is filed by the entities and persons listed below, all of whom together are referred to herein as the Reporting Persons:
(i) | ABRY Partners VII, L.P. |
(ii) | Peggy Koenig |
(iii) | Jay Grossman |
(iv) | ABRY Partners II, LLC |
(v) | ABRY Partners VII Co-Investment Fund, L.P. |
(vi) | ABRY Investment Partnership, L.P. |
(vii) | Royce Yudkoff |
(viii) | ABRY Senior Equity IV, L.P. |
(ix) | ABRY Senior Equity Co-Investment Fund IV, L.P. |
Item 2(b). | Address of the Principal Business Office, or if none, Residence: |
888 Boylston Street, Suite 1600
Boston, Massachusetts 02199
Item 2(c). | Citizenship |
See responses to Item 4 on each cover page.
Item 2(d). | Title of Class of Securities |
Common stock, par value $0.0001 per share
Item 2(e). | CUSIP Number |
50066V107
Item 3. | If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a(n): |
Not Applicable.
Item 4. | Ownership |
(a) | Amount beneficially owned: |
See responses to Item 9 on each cover page.
(b) | Percent of Class: |
See responses to Item 11 on each cover page.
(c) | Number of shares as to which the Reporting Person has: |
(i) | Sole power to vote or to direct the vote: |
See responses to Item 5 on each cover page.
(ii) | Shared power to vote or to direct the vote: |
See responses to Item 6 on each cover page.
(iii) | Sole power to dispose or to direct the disposition of: |
See responses to Item 7 on each cover page.
(iv) | Shared power to dispose or to direct the disposition of: |
See responses to Item 8 on each cover page.
The Reporting Persons are the recorder holders of the reported securities. ABRY Partners VII, L.P., ABRY Partners VII Co-Investment Fund, L.P., ABRY Investment Partnership, L.P., ABRY Senior Equity IV, L.P. and ABRY Senior Equity Co Investment Fund IV, L.P. (collectively the ABRY Funds) are managed and/or controlled by ABRY Partners, LLC (ABRY I) and ABRY Partners II, LLC (ABRY II) and/or their respective affiliates. ABRY I and ABRY II are investment advisors registered with the SEC. Royce Yudkoff, as managing member of ABRY I and sole member of certain of its affiliates, has the right to exercise investment and voting power on behalf of ABRY Investment Partnership, L.P. Peggy Koenig and Jay Grossman, as equal members of ABRY II and of certain of its affiliates, have the right to exercise investment and voting power on behalf of the ABRY Funds. The filing of this Statement shall not be construed as an admission that the Reporting Persons is, for the purpose of Section 13(d) or 13(g) of the Exchange Act, the beneficial owner of any securities covered by this Statement.
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 |
Not Applicable.
Item 8. | Identification and Classification of Members of the Group |
Not Applicable.
Item 9. | Notice of Dissolution of Group |
Not Applicable.
Item 10. | Certification |
Not Applicable.
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.
Dated: February 7, 2022
ABRY Partners II, LLC |
/s/ Kostas Sofronas |
Name: Kostas Sofronas |
Title: Attorney-in-Fact |
ABRY Partners VII, L.P. |
/s/ Kostas Sofronas |
Name: Kostas Sofronas |
Title: Attorney-in-Fact |
ABRY Partners VII Co-Investment Fund, L.P. |
/s/ Kostas Sofronas |
Name: Kostas Sofronas |
Title: Attorney-in-Fact |
ABRY Investment Partnership, L.P. |
/s/ Kostas Sofronas |
Name: Kostas Sofronas |
Title: Attorney-in-Fact |
ABRY Senior Equity IV, L.P. |
/s/ Kostas Sofronas |
Name: Kostas Sofronas |
Title: Attorney-in-Fact |
ABRY Senior Equity Co-Investment Fund IV, L.P. |
/s/ Kostas Sofronas |
Name: Kostas Sofronas |
Title: Attorney-in-Fact |
Royce Yudkoff |
/s/ Kostas Sofronas |
Name: Kostas Sofronas |
Title: Attorney-in-Fact |
Peggy Koenig |
/s/ Kostas Sofronas |
Name: Kostas Sofronas |
Title: Attorney-in-Fact |
Jay Grossman |
/s/ Kostas Sofronas |
Name: Kostas Sofronas |
Title: Attorney-in-Fact |
EXHIBIT LIST
Exhibit A Joint Filing Agreement, dated as of February 7, 2022