0001104659-21-080412.txt : 20210611 0001104659-21-080412.hdr.sgml : 20210611 20210611215335 ACCESSION NUMBER: 0001104659-21-080412 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20210608 FILED AS OF DATE: 20210611 DATE AS OF CHANGE: 20210611 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Insight Holdings Group, LLC CENTRAL INDEX KEY: 0001305473 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39272 FILM NUMBER: 211013066 BUSINESS ADDRESS: STREET 1: 1114 AVENUE OF THE AMERICAS, 36TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 212-230-9200 MAIL ADDRESS: STREET 1: 1114 AVENUE OF THE AMERICAS, 36TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Insight Venture Partners Growth-Buyout Coinvestment Fund (Delaware), L.P. CENTRAL INDEX KEY: 0001641159 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39272 FILM NUMBER: 211013061 BUSINESS ADDRESS: STREET 1: 1114 AVENUE OF THE AMERICAS, 36TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 212-230-9200 MAIL ADDRESS: STREET 1: 1114 AVENUE OF THE AMERICAS, 36TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Insight Venture Partners Growth-Buyout Coinvestment Fund (B), L.P. CENTRAL INDEX KEY: 0001641176 STATE OF INCORPORATION: E9 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39272 FILM NUMBER: 211013065 BUSINESS ADDRESS: STREET 1: 1114 AVENUE OF THE AMERICAS, 36TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 212-230-9200 MAIL ADDRESS: STREET 1: 1114 AVENUE OF THE AMERICAS, 36TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Insight Venture Partners Growth-Buyout Coinvestment Fund (Cayman), L.P. CENTRAL INDEX KEY: 0001641177 STATE OF INCORPORATION: E9 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39272 FILM NUMBER: 211013060 BUSINESS ADDRESS: STREET 1: 1114 AVENUE OF THE AMERICAS, 36TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 212-230-9200 MAIL ADDRESS: STREET 1: 1114 AVENUE OF THE AMERICAS, 36TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Insight Venture Partners Growth-Buyout Coinvestment Fund, L.P. CENTRAL INDEX KEY: 0001641225 STATE OF INCORPORATION: E9 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39272 FILM NUMBER: 211013062 BUSINESS ADDRESS: STREET 1: 1114 AVENUE OF THE AMERICAS, 36TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 212-230-9200 MAIL ADDRESS: STREET 1: 1114 AVENUE OF THE AMERICAS, 36TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Insight Venture Associates Growth-Buyout Coinvestment Ltd. CENTRAL INDEX KEY: 0001745336 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39272 FILM NUMBER: 211013063 BUSINESS ADDRESS: STREET 1: PO BOX 309 STREET 2: UGLAND HOUSE CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1104 BUSINESS PHONE: 2122309200 MAIL ADDRESS: STREET 1: 1114 AVENUE OF THE AMERICAS 36 FLOOR STREET 2: INSIGHT VENTURE PARTNERS CITY: NEW YORK STATE: NY ZIP: 10036 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Insight Venture Associates Growth-Buyout Coinvestment, L.P. CENTRAL INDEX KEY: 0001745337 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39272 FILM NUMBER: 211013064 BUSINESS ADDRESS: STREET 1: PO BOX 309 STREET 2: UGLAND HOUSE CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1104 BUSINESS PHONE: 2122309200 MAIL ADDRESS: STREET 1: 1114 AVENUE OF THE AMERICAS 36 FLOOR STREET 2: INSIGHT VENTURE PARTNERS CITY: NEW YORK STATE: NY ZIP: 10036 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: E2open Parent Holdings, Inc. CENTRAL INDEX KEY: 0001800347 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 0228 BUSINESS ADDRESS: STREET 1: 9600 GREAT HILLS TRAIL, SUITE 300E CITY: AUSTIN STATE: TX ZIP: 78759 BUSINESS PHONE: 8664326736 MAIL ADDRESS: STREET 1: 9600 GREAT HILLS TRAIL, SUITE 300E CITY: AUSTIN STATE: TX ZIP: 78759 FORMER COMPANY: FORMER CONFORMED NAME: CC Neuberger Principal Holdings I DATE OF NAME CHANGE: 20200116 4 1 tm2119426-2_4seq1.xml OWNERSHIP DOCUMENT X0306 4 2021-06-08 0 0001800347 E2open Parent Holdings, Inc. ETWO 0001305473 Insight Holdings Group, LLC C/O INSIGHT PARTNERS, 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 1 0 1 0 0001641176 Insight Venture Partners Growth-Buyout Coinvestment Fund (B), L.P. C/O INSIGHT PARTNERS, 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 1 0 1 0 0001745337 Insight Venture Associates Growth-Buyout Coinvestment, L.P. C/O INSIGHT PARTNERS, 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 1 0 1 0 0001745336 Insight Venture Associates Growth-Buyout Coinvestment Ltd. C/O INSIGHT PARTNERS, 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 1 0 1 0 0001641225 Insight Venture Partners Growth-Buyout Coinvestment Fund, L.P. C/O INSIGHT PARTNERS, 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 1 0 1 0 0001641159 Insight Venture Partners Growth-Buyout Coinvestment Fund (Delaware), L.P. C/O INSIGHT PARTNERS, 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 1 0 0 0 0001641177 Insight Venture Partners Growth-Buyout Coinvestment Fund (Cayman), L.P. C/O INSIGHT PARTNERS, 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 1 0 0 0 Class A Common Stock 2021-06-08 4 C 0 846693 A 8371108 I See footnote Class A Common Stock 2021-06-08 4 C 0 180542 A 1784988 I See footnote Class A Common Stock 2021-06-08 4 C 0 526768 A 5208061 I See footnote Class A Common Stock 2021-06-08 4 C 0 484365 A 4788830 I See footnote Common Units 2021-06-08 4 C 0 2989422 0 A Class A Common Stock 2989422 29555888 I See footnote Series 1 Restricted Common Units 2021-06-08 4 C 0 2989422 0 D Class A Common Stock 2989422 0 I See footnote Series B-1 Common Stock 2021-06-08 4 C 0 846693 0 D Class A Common Stock 846693 0 I See footnote Series B-1 Common Stock 2021-06-08 4 C 0 180542 0 D Class A Common Stock 180542 0 I See footnote Series B-1 Common Stock 2021-06-08 4 C 0 526768 0 D Class A Common Stock 526768 0 I See footnote Series B-1 Common Stock 2021-06-08 4 C 0 484365 0 D Class A Common Stock 484365 0 I See footnote The Series B-1 Common Stock and the Series 1 Restricted Common Units automatically converted, without any action by the holder, into Class A Common Stock and Common Units, respectively, on a one-for-one basis on June 8, 2021, the first day following the issuance of the Series B-1 Common Stock and the Series 1 Restricted Common Units on which the volume weighted average price of the Class A Common Stock is equal to at least $13.50 (subject to adjustment for certain events) for five consecutive trading days. See Exhibit 99.1 for Joint Filer information. Held directly by Insight Venture Partners (Cayman) IX, L.P. Held directly by Insight Venture Partners (Delaware) IX, L.P. Held directly by Insight Venture Partners Growth-Buyout Coinvestment Fund (Cayman), L.P. Held directly by Insight Venture Partners Growth-Buyout Coinvestment Fund (Delaware), L.P. Held directly by Insight E2open Aggregator, LLC Ryan M. Hinkle, who serves as a Managing Director of Insight Partners, an affiliate of the Reporting Persons, serves as a director of the Issuer. Pursuant to the terms of that certain Investor Rights Agreement, dated as of February 4, 2021, by and among the Issuer, certain of the Reporting Persons, and the other parties thereto, Insight E2open Aggregator, LLC, on behalf of itself and certain of the other Reporting Persons, has the right to nominate for election three board members of the Issuer, and Insight E2open Aggregator, LLC nominated Mr. Hinkle as a board member. For the purposes of Section 16 of the Securities Exchange Act of 1934, as amended, Insight E2open Aggregator, LLC may be deemed a director by deputization with respect to the Issuer on the basis of Mr. Hinkle serving on the Issuer board of directors. This Form 4 is the first of two Forms 4 filed relating to the same event. The Form 4 has been split into two filings because there are more than 10 reporting persons in total, and the SEC's EDGAR filing system limits a single Form 4 to a maximum of 10 reporting persons. The second Form 4 was filed by the designated filer Insight Venture Associates IX, Ltd. Exhibit List Exhibit 99.1 - Joint Filers' Signatures Exhibit 99.2 - Joint Filer Information Insight Holdings Group, LLC, its Authorized Signatory, /s/ Andrew Prodromos 2021-06-10 EX-99.1 2 tm2119426d2_ex99-1.htm EXHIBIT 99.1

Exhibit 99.1

JOINT FILERS’ SIGNATURES

INSIGHT HOLDINGS GROUP, LLC

By:	/s/ Andrew Prodromos
Name: Andrew Prodromos
Title: Attorney-in-Fact
Date: 6/10/21

INSIGHT VENTURE PARTNERS GROWTH-BUYOUT COINVESTMENT FUND (CAYMAN), L.P.
By: Insight Venture Associates Growth-Buyout Coinvestment L.P.,
its general partners
By: Insight Venture Associates Growth-Buyout Coinvestment Ltd.,
its general partners

By:	/s/ Andrew Prodromos
Name: Andrew Prodromos
Title: Attorney-in-Fact
Date: 6/10/21

INSIGHT VENTURE PARTNERS GROWTH-BUYOUT COINVESTMENT FUND (DELAWARE), L.P.
By: Insight Venture Associates Growth-Buyout Coinvestment L.P.,
its general partners
By: Insight Venture Associates Growth-Buyout Coinvestment Ltd.,
its general partners

By:	/s/ Andrew Prodromos
Name: Andrew Prodromos
Title: Attorney-in-Fact
Date: 6/10/21

INSIGHT VENTURE ASSOCIATES GROWTH-BUYOUT COINVESTMENT, LTD.

By:	/s/Andrew Prodromos
Name: Andrew Prodromos
Title: Attorney-in-Fact
Date: 6/10/21

INSIGHT VENTURE ASSOCIATES GROWTH-BUYOUT COINVESTMENT, L.P.
By: Insight Venture Associates Growth-Buyout Coinvestment, Ltd.,
its general partner

By:	/s/Andrew Prodromos
Name: Andrew Prodromos
Title: Attorney-in-Fact
Date: 6/10/21

INSIGHT VENTURE PARTNERS GROWTH-BUYOUT COINVESTMENT FUND, L.P.
By: Insight Venture Associates Growth-Buyout Coinvestment, L.P.,
its general partner
By: Insight Venture Associates Growth-Buyout Coinvestment, Ltd.,
its general partner

By:	/s/Andrew Prodromos
Name: Andrew Prodromos
Title: Attorney-in-Fact
Date: 6/10/21

INSIGHT VENTURE PARTNERS GROWTH-BUYOUT COINVESTMENT FUND (B), L.P.
By: Insight Venture Associates Growth-Buyout Coinvestment, L.P.,
its general partner
By: Insight Venture Associates Growth-Buyout Coinvestment, Ltd.,
its general partner

By:	/s/Andrew Prodromos
Name: Andrew Prodromos
Title: Attorney-in-Fact
Date: 6/10/21

EX-99.2 3 tm2119426d2_ex99-2.htm EXHIBIT 99.2

Exhibit 99.2

JOINT FILER INFORMATION

Insight E2open Aggregator, LLC is owned by Insight Venture Partners IX, L.P., Insight Venture Partners IX (Co-Investors), L.P., Insight Venture Partners Growth-Buyout Coinvestment Fund, L.P. and Insight Venture Partners Growth-Buyout Coinvestment Fund (B), L.P., and is managed by Insight Venture Partners IX, L.P. The general partner of each of Insight Venture Partners IX, L.P., Insight Venture Partners (Cayman) IX, L.P., Insight Venture Partners (Delaware) IX, L.P. and Insight Venture Partners IX (Co-Investors) is Insight Venture Associates IX, L.P., and the general partner of Insight Venture Associates IX, L.P. is Insight Venture Associates IX, Ltd. The general partner of each of Insight Venture Partners Growth-Buyout Coinvestment Fund (Cayman), L.P., Insight Venture Partners Growth-Buyout Coinvestment Fund (Delaware), L.P., Insight Venture Partners Growth-Buyout Coinvestment Fund (B), L.P. and Insight Venture Partners Growth-Buyout Coinvestment Fund, L.P. is Insight Venture Associates Growth-Buyout Coinvestment, L.P., and the general partner of Insight Venture Associates Growth-Buyout Coinvestment, L.P. is Insight Venture Associates Growth-Buyout Coinvestment, Ltd. The sole shareholder of each of Insight Venture Associates IX, Ltd. and Insight Venture Associates Growth-Buyout Coinvestment, Ltd. is Insight Holdings Group, LLC, which is managed by a five-person board of managers. Each of Insight Holdings Group, LLC, Insight Venture Associates IX, Ltd., Insight Venture Associates IX, L.P., Insight Venture Associates Growth-Buyout Coinvestment, Ltd. and Insight Venture Associates Growth-Buyout Coinvestment, L.P. disclaims beneficial ownership of the securities held by Insight E2open Aggregator, LLC, Insight Venture Partners (Cayman) IX, L.P., Insight Venture Partners (Delaware) IX, L.P., Insight Venture Partners Growth-Buyout Coinvestment Fund (Cayman), L.P. and Insight Venture Partners Growth-Buyout Coinvestment Fund (Delaware), L.P. (collectively, the "Insight Shareholders") except to the extent of their respective pecuniary interest therein and this report shall not be deemed an admission that any of such Reporting Persons is the beneficial owner of the shares held by the Insight Shareholders.

The address of each of the entities and persons identified in this Exhibit 99.2 is c/o Insight, 1114 Avenue of the Americas, 36th Floor, New York, New York 10036.