0001104659-25-059683.txt : 20250616 0001104659-25-059683.hdr.sgml : 20250616 20250616082903 ACCESSION NUMBER: 0001104659-25-059683 CONFORMED SUBMISSION TYPE: SCHEDULE 13D PUBLIC DOCUMENT COUNT: 4 FILED AS OF DATE: 20250616 DATE AS OF CHANGE: 20250616 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: E2open Parent Holdings, Inc. CENTRAL INDEX KEY: 0001800347 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374] ORGANIZATION NAME: 06 Technology EIN: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 0228 FILING VALUES: FORM TYPE: SCHEDULE 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-91492 FILM NUMBER: 251048598 BUSINESS ADDRESS: STREET 1: 14135 MIDWAY ROAD STREET 2: SUITE G300 CITY: ADDISON STATE: TX ZIP: 75001 BUSINESS PHONE: 8664326736 MAIL ADDRESS: STREET 1: 14135 MIDWAY ROAD STREET 2: SUITE G300 CITY: ADDISON STATE: TX ZIP: 75001 FORMER COMPANY: FORMER CONFORMED NAME: CC Neuberger Principal Holdings I DATE OF NAME CHANGE: 20200116 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Magnetar Financial LLC CENTRAL INDEX KEY: 0001352851 ORGANIZATION NAME: EIN: 043818748 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SCHEDULE 13D BUSINESS ADDRESS: STREET 1: 1603 ORRINGTON AVE. STREET 2: 13TH FLOOR CITY: EVANSTON STATE: IL ZIP: 60201 BUSINESS PHONE: (847)905-4400 MAIL ADDRESS: STREET 1: 1603 ORRINGTON AVE. STREET 2: 13TH FLOOR CITY: EVANSTON STATE: IL ZIP: 60201 SCHEDULE 13D 1 primary_doc.xml SCHEDULE 13D 0001352851 XXXXXXXX LIVE Class A Common Stock, par value $.0001 06/09/2025 false 0001800347 29788T103 E2open Parent Holdings, Inc.
14135 Midway Road, Suite G300 Addison TX 75001
David J. Snyderman 847-905-4400 1603 Orrington Avenue 13th Floor Evanston IL 60201
0001352851 N Magnetar Financial LLC b OO N DE 0.00 16653039.00 0.00 16653039.00 16653039.00 N 5.36 IA OO 0001353085 N Magnetar Capital Partners LP b OO N DE 0.00 16653039.00 0.00 16653039.00 16653039.00 N 5.36 HC OO 0001368026 N Supernova Management LLC b OO N DE 0.00 16653039.00 0.00 16653039.00 16653039.00 N 5.36 HC OO 0001953511 N David J. Snyderman b OO N X1 0.00 16653039.00 0.00 16653039.00 16653039.00 N 5.36 IN HC Class A Common Stock, par value $.0001 E2open Parent Holdings, Inc. 14135 Midway Road, Suite G300 Addison TX 75001 The persons filing this Statement are Magnetar Financial LLC, a Delaware limited liability company ("Magnetar Financial"), Magnetar Capital Partners LP, a Delaware limited partnership ("Magnetar Capital Partners"), Supernova Management LLC, a Delaware limited liability company ("Supernova Management"), and David J. Snyderman ("Mr. Snyderman") (collectively, the "Reporting Persons"). This Statement relates to Shares held for the accounts of each of (i) Magnetar PRA Master Fund Ltd ("PRA Master Fund"); (ii) Magnetar Systematic Multi-Strategy Master Fund Ltd, ("Systematic Master Fund"); (iii) Magnetar Relative Value Master Fund Ltd, ("Relative Value Master Fund"); all Cayman Islands exempted companies and (iv) two Managed Accounts for the client of Magnetar Asset Management LLC ("the Managed Account"), collectively (the "Funds"). Magnetar Financial is a Securities and Exchange Commission ("SEC") registered investment adviser under Section 203 of the Investment Advisers Act of 1940, as amended, and manager of investment funds and managed accounts. Magnetar Financial serves as investment adviser to each of the Funds. In such capacity, Magnetar Financial exercises voting and investment power over the Shares held for the accounts of each of the Funds. Magnetar Capital Partners serves as the sole member and parent holding company of Magnetar Financial. Supernova Management is the general partner of Magnetar Capital Partners. The manager of Supernova Management is Mr. Snyderman. Magnetar Asset Management LLC ("Magnetar Asset Management") is an SEC registered investment adviser and an affiliate of Magnetar Financial. Magnetar Capital Partners serves as the sole member and parent holding company of Magnetar Asset Management. The business address of each of the Reporting Persons is 1603 Orrington Avenue, 13th Floor, Evanston, Illinois 60201. Each of the Funds is a private investment fund; Magnetar Financial is a privately-held SEC registered investment adviser and manager of investment funds; Magnetar Capital Partners is a privately-held limited partnership and serves as the sole member and parent holding company of Magnetar Financial; Supernova Management is a privately-held limited liability company and is the general partner of Magnetar Capital Partners; and Mr. Snyderman is a citizen of the United States of America, manager of Supernova Management and Chief Executive Officer of Magnetar Financial. None of the Reporting Persons has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). None of the Reporting Persons has, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction as a result of which such Reporting 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 violation with respect to such laws. Magnetar Financial is a Delaware limited liability company. Magnetar Capital Partners is a Delaware limited partnership. Supernova Management is a Delaware limited liability company. Mr. Snyderman is a citizen of the United States of America. The aggregate amount of funds used by the Reporting Persons in purchasing the 16,653,039 Shares reported herein on behalf of the Funds have come directly from the assets of the Funds, which may at any given time, have included margin loans made by brokerage firms in the ordinary course of business. The aggregate amount of funds used by the Reporting Persons in purchasing the Shares on behalf of the Funds was $53,443,358.70 (excluding commissions and other execution-related costs). The Reporting Persons acquired the 16,653,039 Shares reported herein on behalf of the Funds after the public announcement of the Merger Agreement (as defined below) for purposes of receiving the merger consideration described below upon consummation of the Merger (as described below). Each of the Reporting Persons reserves the right to acquire additional securities of the Company in the open market, in privately negotiated transactions, or otherwise, to dispose of all or a portion of the Shares and/or other securities reported in this Statement, or to change their intention with respect to any or all of the matters referred to in this Item 4. Other than as described above in this Item 4, the Reporting Persons do not have any plans or proposals that relate to, or would result in, any actions or events specified in clauses (a) through (j) of Item 4 to Schedule 13D. The Company reported in their Form 10-K Report filed April 29, 2025, that 310,168,075 shares were outstanding as of April 25, 2025. As of the close of business June 12, 2025, each of the Reporting Persons may have been deemed to have beneficial ownership of 16,653,039 Shares, which consisted of (i) 7,999,585 Shares held for the benefit of PRA Master Fund and (ii) 3,804,590 Shares held for the benefit of Systematic Master Fund, and (iii) 988,662 Shares held for the benefit of Relative Value Master Fund, and (iv) 3,860,202 Shares held for the benefit of the Managed Accounts, and all such Shares represented beneficial ownership of approximately 5.36% of the Shares. As of the close of business June 12, 2025, each of the Reporting Persons may have been deemed to share the power to vote and direct the disposition of 16,653,039 Shares, which consisted of (i) 7,999,585 Shares held for the benefit of PRA Master Fund, (ii) 3,804,590 Shares held for the benefit of Systematic Master Fund, (iii) 988,662 Shares held for the benefit of Relative Value Master Fund, and (iv) 3,860,202 Shares held for the benefit of the Managed Accounts, and all such Shares represented beneficial ownership of approximately 5.36% of the Shares. Except as set forth on Schedule A attached hereto and Item 6, the Funds had no transactions in the Shares during the 60 days preceding the date of filing of this Statement. All of the transactions set forth on Schedule A attached hereto were effected in the ordinary course of business of Magnetar Financial for the accounts of each of the Funds. The transactions in the Shares set forth on Schedule A were effected in open market transactions on the NYSE and various other trading markets. As disclosed by the Company in the Preliminary Proxy Statement with the SEC on March 20, 2025: Entry into a Material Definitive Agreement. On May 25, 2025, E2open Parent Holdings, Inc., a Delaware corporation (the "Company"), entered into an Agreement and Plan of Merger (the "Merger Agreement") with E2open Holdings, LLC, a Delaware limited liability company ("Holdings", and together with the Company, the "Company Parties"), WiseTech Global Limited, an Australian public company limited by shares ("Parent"), Emerald Parent Merger Sub Corp., a Delaware corporation and a wholly owned subsidiary of Parent ("Company Merger Sub") and Emerald Holdings Merger Sub LLC, a Delaware limited liability company and a wholly owned subsidiary of Parent ("Holdings Merger Sub" and, together with Parent and Company Merger Sub, the "Parent Parties"). Pursuant to the Merger Agreement, Company Merger Sub will be merged with and into the Company, with the Company surviving as a wholly owned subsidiary of Parent (the "Surviving Corporation") (such merger, the "Company Merger") and Holdings Merger Sub will be merged with and into Holdings, with Holdings surviving as wholly owned subsidiary of Parent (the "Surviving LLC") (such merger, the "Holdings Merger" and together with the Company Merger, the "Mergers"). Capitalized terms used herein but not otherwise defined have the meaning set forth in the Merger Agreement. At the effective times of the applicable Merger each issued and outstanding share of Class A Common Stock of the Company ("Class A Common Stock") (other than any shares of Class A Common Stock held by the Company as treasury stock or owned by the Parent Parties or any shares of Class A Common Stock as to which appraisal rights have been properly exercised by the holders of such Class A Common Stock in accordance with Delaware law) will be automatically cancelled, extinguished and converted into the right to receive cash in an amount equal to $3.30, without interest thereon (the "Per Share Price"). No other person is known by the Reporting Persons to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, any Shares that are beneficially owned by the Reporting Persons. N/A Pursuant to Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the Reporting Persons have entered into an agreement with respect to the joint filing of this Statement, and any amendment or amendments hereto. Except as otherwise described herein, no contracts, arrangements, understandings or similar relationships exist with respect to the securities of the Company among or between the Reporting Persons or any other person or entity. 99.1 Joint Filing Agreement, dated as of June 16, 2025, among the Reporting Persons. 99.2 Power of Attorney, dated as of December 22, 2022 filed by the Reporting Persons on June 16, 2025. 99.3 Schedule A, dated as of June 16, 2025. Magnetar Financial LLC /s/ Hayley Stein By: Hayley Stein, Title: Attorney-in-fact for David J. Snyderman, Manager of Supernova Management LLC 06/16/2025 Magnetar Capital Partners LP /s/ Hayley Stein By: Hayley Stein, Title: Attorney-in-fact for David J. Snyderman, Manager of Supernova Management LLC 06/16/2025 Supernova Management LLC /s/ Hayley Stein By: Hayley Stein, Title: Attorney-in-fact for David J. Snyderman, Manager of Supernova Management LLC 06/16/2025 David J. Snyderman /s/ Hayley Stein By: Hayley Stein, Title: Attorney-in-fact for David J. Snyderman, Manager of Supernova Management LLC 06/16/2025 MAGNETAR FINANCIAL LLC BY: Magnetar Capital Partners LP, its Sole Member BY: Supernova Management LLC, its General Partner MAGNETAR CAPITAL PARTNERS LP By: Supernova Management LLC, its General Partner
EX-99.1 2 tm2518030d1_ex99-1.htm EXHIBIT 99.1

 

Exhibit 99.1

 

JOINT FILING AGREEMENT

 

The undersigned hereby agree that the statement on Schedule 13D with respect to the Shares of E2open Parent Holdings, Inc. dated as of June 16, 2025 is, and any amendments thereto (including amendments on Schedule 13D) signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the previsions of Rule13d-1(k) under the Securities Exchange Act of 1934, as amended.

 

Date: June 16, 2025 magnetar financial llc
   
  By: Magnetar Capital Partners LP, its Sole Member
   
  By: /s/ Hayley Stein
  Name: Hayley Stein
  Title: Attorney-in-fact for David J. Snyderman, Manager of Supernova Management LLC
   
Date: June 16, 2025 magnetar capital partners LP
   
  By: Supernova Management LLC, its General Partner
   
  By: /s/ Hayley Stein
  Name: Hayley Stein
  Title: Attorney-in-fact for David J. Snyderman, Manager of Supernova Management LLC
   
Date: June 16, 2025 supernova management llc
   
  By: /s/ Hayley Stein
  Name: Hayley Stein
  Title: Attorney-in-fact for David J. Snyderman, Manager
   
Date: June 16, 2025 DAVID J. SNYDERMAN
   
  By: /s/ Hayley Stein
  Name: Hayley Stein
  Title: Attorney-in-fact for David J. Snyderman

 

 

 

 

 

EX-99.2 3 tm2518030d1_ex99-2.htm EXHIBIT 99.2

 

EXHIBIT 99.2

 

LIMITED POWER OF ATTORNEY

 

Know all by these present, that I, David J. Snyderman, hereby make, constitute and appoint each of _Michael Turro_, Karl Wachter_ and Hayley Stein_, or any of them acting individually, and with full power of substitution, as my true and lawful attorney-in-fact for the purpose of executing in my name, (a) in my personal capacity or (b) in my capacity as Manager or in other capacities of Supernova Management LLC, a Delaware limited liability company, and each of its affiliates or entities advised or controlled by me or Supernova Management LLC, all documents, certificates, instruments, statements, filings and agreements (“documents”) to be filed with or delivered to the United States Securities and Exchange Commission (the “SEC”) pursuant to the Securities and Exchange Act of 1934, as amended (the “Act”), and the rules and regulations promulgated thereunder, including, without limitation, all documents relating to the beneficial ownership of securities required to be filed with the SEC pursuant to Section 13(d) or Section 16(a) of the Act, including, without limitation: (a) any acquisition statements on Schedule 13D or Schedule 13G and any amendments thereto, (b) any joint filing agreements pursuant to Rule 13d-1(k) under the Act, and (c) any initial statements of, or statements of changes in, beneficial ownership of securities on Form 3, Form 4 or Form 5.

 

All past acts of the attorney-in-fact in furtherance of the foregoing are hereby ratified and confirmed.

 

This Power of Attorney shall remain in full force and effect until the earlier of it being (a) revoked by the undersigned in a signed writing delivered to the foregoing attorney-in-fact or (b) superseded by a new power of attorney regarding the purposes outlined herein as of a later date.

 

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this __22__ day of December, 2022.

 
  /s/ David J. Snyderman
  David J. Snyderman

 

 

 

EX-99.3 4 tm2518030d1_ex99-3.htm EXHIBIT 99.3

 

Exhibit 99.3

 

SCHEDULE A

 

Funds

 

Date  Number of Shares Bought  Price Per Share($) (1)(2) 
05/27/2025  8,070,807  3.20498(3)
05/28/2025  2,244,524  3.20828(4)
05/29/2025  1,204,373  3.20693(5)
05/30/2025  1,770,489  3.20545(6)
06/02/2025  479,051  3.20841(7)
06/03/2025  420,677  3.22944(8)
06/04/2025  434,326  3.22693(9)
06/05/2025  583,994  3.22507(10)
06/06/2025  297,692  3.22778(11)
06/09/2025  391,741  3.22290(12)
06/10/2025  393,713  3.21916(13)
06/11/2025  236,168  3.22729(14)
06/12/2025  125,484  3.22317(15)

 

(1) Excludes commissions and other execution-related costs.

(2) Upon request by the staff of the Securities and Exchange Commission, full information regarding the number of shares bought or sold (as the case may be) at each separate price will be provided.

(3) Reflects a weighted average purchase price of $3.20498 per share, at prices ranging from $3.19 to $3.21 per share.

(4) Reflects a weighted average purchase price of $3.20828 per share, at prices ranging from $3.20 to $3.21 per share.

(5) Reflects a weighted average purchase price of $3.20693 per share, at prices ranging from $3.20 to $3.21 per share.

(6) Reflects a weighted average purchase price of $3.20545 per share, at prices ranging from $3.19 to $3.21 per share.

(7) Reflects a weighted average purchase price of $3.20841 per share, at prices ranging from $3.20 to $3.21 per share.

(8) Reflects a weighted average purchase price of $3.22944 per share, at prices ranging from $3.22 to $3.23 per share.

(9) Reflects a weighted average purchase price of $3.22693 per share, at prices ranging from $3.22 to $3.23 per share.

(10) Reflects a weighted average purchase price of $3.22507 per share, at prices ranging from $3.21 to $3.23 per share.

(11) Reflects a weighted average purchase price of $3.22778 per share, at prices ranging from $3.22 to $3.23 per share.

(12) Reflects a weighted average purchase price of $3.22290 per share, at prices ranging from $3.21 to $3.23 per share.

(13) Reflects a weighted average purchase price of $3.21916 per share, at prices ranging from $3.21 to $3.23 per share.

(14) Reflects a weighted average purchase price of $3.22729 per share, at prices ranging from $3.22 to $3.23 per share.

(15) Reflects a weighted average purchase price of 3.22317 per share, at prices ranging from $3.22 to $3.23 per share.