0001140361-21-005103.txt : 20210216
0001140361-21-005103.hdr.sgml : 20210216
20210216214549
ACCESSION NUMBER: 0001140361-21-005103
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210204
FILED AS OF DATE: 20210216
DATE AS OF CHANGE: 20210216
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Neuberger Berman Group LLC
CENTRAL INDEX KEY: 0001465109
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39272
FILM NUMBER: 21642384
BUSINESS ADDRESS:
STREET 1: 1290 AVENUE OF THE AMERICAS
CITY: NEW YORK
STATE: NY
ZIP: 10104
BUSINESS PHONE: 212-476-9000
MAIL ADDRESS:
STREET 1: 1290 AVENUE OF THE AMERICAS
CITY: NEW YORK
STATE: NY
ZIP: 10104
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Neuberger Berman Investment Advisers Holdings LLC
CENTRAL INDEX KEY: 0001845560
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39272
FILM NUMBER: 21642385
BUSINESS ADDRESS:
STREET 1: 1290 AVENUE OF THE AMERICAS
CITY: NEW YORK
STATE: NY
ZIP: 10104
BUSINESS PHONE: 212-476-9000
MAIL ADDRESS:
STREET 1: 1290 AVENUE OF THE AMERICAS
CITY: NEW YORK
STATE: NY
ZIP: 10104
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Neuberger Berman Investment Advisers LLC
CENTRAL INDEX KEY: 0001230440
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39272
FILM NUMBER: 21642386
BUSINESS ADDRESS:
STREET 1: 1290 AVENUE OF THE AMERICAS
STREET 2: 26TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10104
BUSINESS PHONE: 6464974663
MAIL ADDRESS:
STREET 1: 1290 AVENUE OF THE AMERICAS
STREET 2: 26TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10104
FORMER NAME:
FORMER CONFORMED NAME: Neuberger Berman Fixed Income LLC
DATE OF NAME CHANGE: 20100806
FORMER NAME:
FORMER CONFORMED NAME: LINCOLN CAPITAL FIXED INCOME MANAGEMENT CO LLC
DATE OF NAME CHANGE: 20030501
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
3
1
form3.xml
FORM 3
X0206
3
2021-02-04
0
0001800347
E2open Parent Holdings, Inc.
ETWO
0001465109
Neuberger Berman Group LLC
1290 AVENUE OF THE AMERICAS
NEW YORK
NY
10104
true
true
See remarks.
0001845560
Neuberger Berman Investment Advisers Holdings LLC
1290 AVENUE OF THE AMERICAS
NEW YORK
NY
10104
true
true
See remarks.
0001230440
Neuberger Berman Investment Advisers LLC
1290 AVENUE OF THE AMERICAS
NEW YORK
NY
10104
true
true
See remarks.
Class A common stock
20530000
I
Held by Neuberger Berman Opportunistic Capital Solutions Master Fund LP
Class A common stock
870000
I
Held by NBOKS Co-Invest Fund I LP
Class A common stock
6383143
I
Held by CC Neuberger Principal Holdings I Sponsor LLC
Warrants to purchase Class A common stock
11.5
2021-03-06
2026-02-04
Class A common stock
5000000
I
Held by Neuberger Berman Opportunistic Capital Solutions Master Fund LP
Warrants to purchase Class A common stock
11.5
2021-03-06
2026-02-04
Class A common stock
5140000
I
Held by CC Neuberger Principal Holdings I Sponsor LLC
Series B-1 common stock
2031-02-04
Class A common stock
1241857
I
Held by CC Neuberger Principal Holdings I Sponsor LLC
In connection with a Business Combination Agreement, dated October 14, 2020, by and among CC Neuberger Principal Holdings I ("CCNB1"), E2open Holdings, LLC and the other parties thereto (the transactions contemplated thereby, the "Business Combination"), CCNB1 domesticated as a Delaware corporation (the "Domestication") and changed its name to "E2open Parent Holdings, Inc." In connection with the Domestication and the consummation of the Business Combination, and pursuant to a Forward Purchase Agreement with CCNB1, dated April 28, 2020, Neuberger Berman Opportunistic Capital Solutions Master Fund LP ("Master Fund") acquired 20,000,000 shares of Class A common stock and 5,000,000 warrants to purchase one share of Class A common stock ("Warrants"), in a private placement that closed concurrently with the closing of the Business Combination.
Master Fund and NBOKS Co-Invest Fund I LP ("Co-Invest Fund") purchased 530,000 and 870,000 shares of Class A common stock, respectively, from the Issuer in a private placement that closed concurrently with the closing of the Business Combination.
Neuberger Berman Investment Advisers LLC ("NBIA") serves as investment adviser to each of Master Fund and Co-Invest Fund and, in such capacity, exercises voting or investment power over the shares held directly by Master Fund and Co-Invest Fund. Neuberger Berman Investment Advisers Holdings LLC is the holding company of NBIA and a subsidiary of Neuberger Berman Group LLC.
CC Neuberger Principal Holdings I Sponsor LLC ("Sponsor") is controlled by two entities, one of which is Master Fund. Accordingly, the Reporting Persons share voting and dispositive control over the securities held by Sponsor. The reported securities reflect the pecuniary interest of the Reporting Persons in the securities held by the Sponsor. Each of the Reporting Persons disclaim beneficial ownership of the securities held by the Sponsor except to the extent of its pecuniary interest therein.
Shares of Series B-1 common stock will automatically convert into shares of Class A common stock on a one-for-one basis upon the five-day volume weighted average trading price of the Class A common stock exceeding $13.50 per share (subject to adjustment). Any shares of Series B-1 common stock that have not converted into shares of Class A common stock by the tenth anniversary of the closing of the Business Combination shall be automatically cancelled.
Master Fund has the contractual right to designate two members to the Issuer's board of directors. Accordingly, each of the Reporting Persons is deemed to be a "director by deputization", as such term is used for purposes of Section 16 of the Exchange Act, of the Issuer.
/s/ Brad Cetron, Deputy General Counsel for Neuberger Berman Group LLC
2021-02-16
/s/ Brad Cetron, Deputy General Counsel for Neuberger Berman Investment Advisers Holdings LLC
2021-02-16
/s/ Brad Cetron, Deputy General Counsel for Neuberger
Berman Investment Advisers LLC
2021-02-16