Exhibit 99.1
Name and Address of Reporting Person: | Thomas H. Lee Advisors, LLC | |
c/o Thomas H. Lee Partners, L.P. | ||
100 Federal Street, 35th Floor | ||
Boston, MA 02210 | ||
Issuer Name and Ticker or Trading Symbol: | Dun & Bradstreet Holdings, Inc. [DNB] | |
Date of Earliest Transaction Required to be Reported (Month/Day/Year): |
November 4, 2021 |
Footnotes to Form 4
(1) On November 4, 2021, a distribution-in-kind of Class A Common Stock of Dun & Bradstreet Holdings, Inc. was effected to partners of THL Equity Fund VIII Investors (D&B), L.P., one of the Reporting Persons, on a pro rata basis for no consideration.
(2) Pursuant to the operative agreements among certain of the THL Funds (as defined below), any securities issued to persons serving as directors of portfolio companies of the THL Funds, such as the issuer, are held for the benefit of the THL Funds.
(3) This report is filed by the following Reporting Persons: Thomas H. Lee Advisors, LLC (“THL Advisors”), Thomas H. Lee Equity Fund VIII, L.P. (“THL Equity VIII”), Thomas H. Lee Parallel Fund VIII, L.P. (“Parallel Fund VIII”), THL Fund VIII Coinvestment Partners, L.P. (“Coinvestment VIII”), THL Executive Fund VIII, L.P. (“Executive Fund VIII”), THL Equity Fund VIII Investors (D&B), L.P. (“Equity Fund VIII (D&B)”), THL Equity Advisors VIII, LLC (“Equity Advisors”), Thomas H. Lee Partners, L.P. (“THL Partners”), THL Holdco, LLC (“THL Holdco”), and THL Managers VIII, LLC (“THL Managers VIII”) (collectively with their affiliates, the “THL Funds”); Thomas M. Hagerty; and Gnaneshwar B. Rao. This Form 4 is in two parts and is jointly filed with the Reporting Persons in both parts. See Remarks.
(4) THL Holdco is the managing member of THL Advisors, which is in turn the general partner of THL Partners, which in turn is the general partner of Coinvestment VIII, the managing member of THL Manager VIII and is the sole member of Equity Advisors, which in turn is the general partner of the THL Equity VIII, Parallel Fund VIII, Executive Fund VIII and Equity Fund VIII (D&B). Each of Mr. Hagerty and Mr. Rao is a Managing Director of THL Partners. Solely for purposes of Section 16 of the Securities Exchange Act of 1934, the THL Funds may be deemed directors by deputization.
(5) In all prior filings, the Reporting Persons have disclaimed beneficial ownership except to the extent of their respective pecuniary interests and, as none of the Reporting Persons or their respective affiliates have a pecuniary interest in the distributed shares reported herein, each of the Reporting Persons fully disclaim beneficial ownership of such distributed shares.
Exhibit 99.2
Joint Filer Information
Name of Joint Filer: | Thomas H. Lee Advisors, LLC | |
Address of Joint Filer: | c/o Thomas H. Lee Partners, L.P. | |
100 Federal Street, 35th Floor | ||
Boston, MA 02110 | ||
Relationship of Joint Filer to Issuer: | 10% Owner | |
Director | ||
Issuer Name and Ticker or Trading Symbol: | Dun & Bradstreet Holdings, Inc. [DNB] | |
Date of Earliest Transaction Required to be Reported (Month/Day/Year): | November 4, 2021 | |
Designated Filer: | Thomas H. Lee Advisors, LLC |
Signature:
THOMAS H. LEE ADVISORS, LLC | ||
By: THL Holdco, LLC, its Managing Member | ||
By: | /s/ Michael McDonnell | |
Name: Michael McDonnell | ||
Title: Chief Financial Officer, Management Company | ||
Dated: November 4, 2021
1
Exhibit 99.2
Joint Filer Information
(continued)
Name of Joint Filer: | Thomas H. Lee Equity Fund VIII, L.P. | |
Address of Joint Filer: | c/o Thomas H. Lee Partners, L.P. | |
100 Federal Street, 35th Floor | ||
Boston, MA 02110 | ||
Relationship of Joint Filer to Issuer: | 10% Owner | |
Director | ||
Issuer Name and Ticker or Trading Symbol: | Dun & Bradstreet Holdings, Inc. [DNB] | |
Date of Earliest Transaction Required to be Reported (Month/Day/Year): | November 4, 2021 | |
Designated Filer: | Thomas H. Lee Advisors, LLC |
Signature:
THOMAS H. LEE EQUITY FUND VIII, L.P.
By: THL Equity Advisors VIII, LLC, its General Partner
By: Thomas H. Lee Partners, L.P., its Sole Member
By: Thomas H. Lee Advisors, LLC, its General Partner
By: THL Holdco, LLC, its Managing Member
By: | /s/ Michael McDonnell | |
Name: Michael McDonnell | ||
Title: Chief Financial Officer, Management Company | ||
Dated: November 4, 2021
2
Exhibit 99.2
Joint Filer Information
(continued)
Name of Joint Filer: | Thomas H. Lee Parallel Fund VIII, L.P. | |
Address of Joint Filer: | c/o Thomas H. Lee Partners, L.P. | |
100 Federal Street, 35th Floor | ||
Boston, MA 02110 | ||
Relationship of Joint Filer to Issuer: | 10% Owner | |
Director | ||
Issuer Name and Ticker or Trading Symbol: | Dun & Bradstreet Holdings, Inc. [DNB] | |
Date of Earliest Transaction Required to be Reported (Month/Day/Year): | November 4, 2021 | |
Designated Filer: | Thomas H. Lee Advisors, LLC | |
Signature:
THOMAS H. LEE PARALLEL FUND VIII, L.P.
By: THL Equity Advisors VIII, LLC, its General Partner
By: Thomas H. Lee Partners, L.P., its Sole Member
By: Thomas H. Lee Advisors, LLC, its General Partner
By: THL Holdco, LLC, its Managing Member
By: | /s/ Michael McDonnell | |
Name: Michael McDonnell | ||
Title: Chief Financial Officer, Management Company | ||
Dated: November 4, 2021
3
Exhibit 99.2
Joint Filer Information
(continued)
Name of Joint Filer: | THL Fund VIII Coinvestment Partners, L.P. | |
Address of Joint Filer: | c/o Thomas H. Lee Partners, L.P. | |
100 Federal Street, 35th Floor | ||
Boston, MA 02110 | ||
Relationship of Joint Filer to Issuer: | 10% Owner | |
Director | ||
Issuer Name and Ticker or Trading Symbol: | Dun & Bradstreet Holdings, Inc. [DNB] | |
Date of Earliest Transaction Required to be Reported (Month/Day/Year): | November 4, 2021 | |
Designated Filer: | Thomas H. Lee Advisors, LLC | |
Signature:
THL FUND VIII COINVESTMENT PARTNERS, L.P.
By: Thomas H. Lee Partners, L.P., its General Partner
By: Thomas H. Lee Advisors, LLC, its General Partner
By: THL Holdco, LLC, its Managing Member
By: | /s/ Michael McDonnell | |
Name: Michael McDonnell | ||
Title: Chief Financial Officer, Management Company | ||
Dated: November 4, 2021
4
Exhibit 99.2
Joint Filer Information
(continued)
Name of Joint Filer: | THL Executive Fund VIII, L.P. | |
Address of Joint Filer: | c/o Thomas H. Lee Partners, L.P. | |
100 Federal Street, 35th Floor | ||
Boston, MA 02110 | ||
Relationship of Joint Filer to Issuer: | 10% Owner | |
Director | ||
Issuer Name and Ticker or Trading Symbol: | Dun & Bradstreet Holdings, Inc. [DNB] | |
Date of Earliest Transaction Required to be Reported (Month/Day/Year): | November 4, 2021 | |
Designated Filer: | Thomas H. Lee Advisors, LLC |
Signature:
THL EXECUTIVE FUND VIII, L.P.
By: THL Equity Advisors VIII, LLC, its General Partner
By: Thomas H. Lee Partners, L.P., its Sole Member
By: Thomas H. Lee Advisors, LLC, its General Partner
By: THL Holdco, LLC, its Managing Member
By: | /s/ Michael McDonnell | |
Name: Michael McDonnell | ||
Title: Chief Financial Officer, Management Company | ||
Dated: November 4, 2021
5
Exhibit 99.2
Joint Filer Information
(continued)
Name of Joint Filer: | THL Equity Fund VIII Investors (D&B), L.P. | |
Address of Joint Filer: | c/o Thomas H. Lee Partners, L.P. | |
100 Federal Street, 35th Floor | ||
Boston, MA 02110 | ||
Relationship of Joint Filer to Issuer: | 10% Owner | |
Director | ||
Issuer Name and Ticker or Trading Symbol: | Dun & Bradstreet Holdings, Inc. [DNB] | |
Date of Earliest Transaction Required to be Reported (Month/Day/Year): | November 4, 2021 | |
Designated Filer: | Thomas H. Lee Advisors, LLC |
Signature:
THL EQUITY FUND VIII INVESTORS (D&B), L.P.
By: THL Equity Advisors VIII, LLC, its General Partner
By: Thomas H. Lee Partners, L.P., its Sole Member
By: Thomas H. Lee Advisors, LLC, its General Partner
By: THL Holdco, LLC, its Managing Member
By: | /s/ Michael McDonnell | |
Name: Michael McDonnell | ||
Title: Chief Financial Officer, Management Company | ||
Dated: November 4, 2021
6
Exhibit 99.2
Joint Filer Information
(continued)
Name of Joint Filer: | THL Equity Advisors VIII, LLC | |
Address of Joint Filer: | c/o Thomas H. Lee Partners, L.P. | |
100 Federal Street, 35th Floor | ||
Boston, MA 02110 | ||
Relationship of Joint Filer to Issuer: | 10% Owner | |
Director | ||
Issuer Name and Ticker or Trading Symbol: | Dun & Bradstreet Holdings, Inc. [DNB] | |
Date of Earliest Transaction Required to be Reported (Month/Day/Year): | November 4, 2021 | |
Designated Filer: | Thomas H. Lee Advisors, LLC | |
Signature:
THL EQUITY ADVISORS VIII, LLC
By: Thomas H. Lee Partners, L.P., its Sole Member
By: Thomas H. Lee Advisors, LLC, its General Partner
By: THL Holdco, LLC, its Managing Member
By: | /s/ Michael McDonnell | |
Name: Michael McDonnell | ||
Title: Chief Financial Officer, Management Company | ||
Dated: November 4, 2021
7
Exhibit 99.2
Joint Filer Information
(continued)
Name of Joint Filer: | Thomas H. Lee Partners, L.P. | |
Address of Joint Filer: | 100 Federal Street, 35th Floor | |
Boston, MA 02110 | ||
Relationship of Joint Filer to Issuer: | 10% Owner | |
Director | ||
Issuer Name and Ticker or Trading Symbol: | Dun & Bradstreet Holdings, Inc. [DNB] | |
Date of Earliest Transaction Required to be Reported (Month/Day/Year): | November 4, 2021 | |
Designated Filer: | Thomas H. Lee Advisors, LLC |
Signature:
THOMAS H. LEE PARTNERS, L.P.
By: Thomas H. Lee Advisors, LLC, its General Partner
By: THL Holdco, LLC, its Managing Member
By: | /s/ Michael McDonnell | |
Name: Michael McDonnell | ||
Title: Chief Financial Officer, Management Company |
Dated: November 4, 2021
8
Exhibit 99.2
Joint Filer Information
(continued)
Name of Joint Filer: | THL Managers VIII, LLC | |
Address of Joint Filer: | c/o Thomas H. Lee Partners, L.P. | |
100 Federal Street, 35th Floor | ||
Boston, MA 02110 | ||
Relationship of Joint Filer to Issuer: | 10% Owner | |
Director | ||
Issuer Name and Ticker or Trading Symbol: | Dun & Bradstreet Holdings, Inc. [DNB] | |
Date of Earliest Transaction Required to be Reported (Month/Day/Year): | November 4, 2021 | |
Designated Filer: | Thomas H. Lee Advisors, LLC |
Signature:
THL MANAGERS VIII, LLC
By: Thomas H. Lee Partners, L.P., its Managing Member
By: Thomas H. Lee Advisors, LLC, its General Partner
By: THL Holdco, LLC, its Managing Member
By: | /s/ Michael McDonnell | |
Name: Michael McDonnell | ||
Title: Chief Financial Officer, Management Company | ||
Dated: November 4, 2021
9
Exhibit 99.2
Joint Filer Information
(continued)
Name of Joint Filer: | THL Holdco, LLC | |
Address of Joint Filer: | c/o Thomas H. Lee Partners, L.P. | |
100 Federal Street, 35th Floor | ||
Boston, MA 02110 | ||
Relationship of Joint Filer to Issuer: | 10% Owner | |
Director | ||
Issuer Name and Ticker or Trading Symbol: | Dun & Bradstreet Holdings, Inc. [DNB] | |
Date of Earliest Transaction Required to be Reported (Month/Day/Year): | November 4, 2021 | |
Designated Filer: | Thomas H. Lee Advisors, LLC | |
Signature:
THL HOLDCO, LLC
By: | /s/ Michael McDonnell | |
Name: Michael McDonnell | ||
Title: Chief Financial Officer, Management Company | ||
Dated: November 4, 2021
10
Exhibit 99.2
Joint Filer Information
(continued)
Name of Joint Filer: | Thomas M. Hagerty | |
Address of Joint Filer: | c/o Thomas H. Lee Partners, L.P. | |
100 Federal Street, 35th Floor | ||
Boston, MA 02110 | ||
Relationship of Joint Filer to Issuer: | Director | |
Issuer Name and Ticker or Trading Symbol: | Dun & Bradstreet Holdings, Inc. [DNB] | |
Date of Earliest Transaction Required to be Reported (Month/Day/Year): | November 4, 2021 | |
Designated Filer: | Thomas H. Lee Advisors, LLC |
Signature:
/s/ Thomas M. Hagerty | ||
Thomas M. Hagerty | ||
Dated: November 4, 2021
11
Exhibit 99.2
Joint Filer Information
(continued)
Name of Joint Filer: | Gnaneshwar B. Rao | |
Address of Joint Filer: | c/o Thomas H. Lee Partners, L.P. | |
100 Federal Street, 35th Floor | ||
Boston, MA 02110 | ||
Relationship of Joint Filer to Issuer: | Director | |
Issuer Name and Ticker or Trading Symbol: | Dun & Bradstreet Holdings, Inc. [DNB] | |
Date of Earliest Transaction Required to | ||
be Reported (Month/Day/Year): | November 4, 2021 | |
Designated Filer: | Thomas H. Lee Advisors, LLC |
Signature:
/s/ Gnaneshwar B. Rao | ||
Gnaneshwar B. Rao |
Dated: November 4, 2021
12