0001104659-21-016144.txt : 20210208
0001104659-21-016144.hdr.sgml : 20210208
20210208204155
ACCESSION NUMBER: 0001104659-21-016144
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210202
FILED AS OF DATE: 20210208
DATE AS OF CHANGE: 20210208
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ABRY PARTNERS LLC
CENTRAL INDEX KEY: 0001268939
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39420
FILM NUMBER: 21603407
MAIL ADDRESS:
STREET 1: 111 HUNTINGTON AVE 30TH FL
CITY: BOSTON
STATE: MA
ZIP: 02199
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: DPH 123, LLC
CENTRAL INDEX KEY: 0001819329
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39420
FILM NUMBER: 21603408
BUSINESS ADDRESS:
STREET 1: 888 BOYLSTON STREET, SUITE 1600
CITY: BOSTON
STATE: MA
ZIP: 02199
BUSINESS PHONE: 617-859-2959
MAIL ADDRESS:
STREET 1: 888 BOYLSTON STREET, SUITE 1600
CITY: BOSTON
STATE: MA
ZIP: 02199
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ACE Investment Holdings, LLC
CENTRAL INDEX KEY: 0001819484
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39420
FILM NUMBER: 21603409
BUSINESS ADDRESS:
STREET 1: 888 BOYLSTON STREET, SUITE 1600
CITY: BOSTON
STATE: MA
ZIP: 02199
BUSINESS PHONE: 617-859-2959
MAIL ADDRESS:
STREET 1: 888 BOYLSTON STREET, SUITE 1600
CITY: BOSTON
STATE: MA
ZIP: 02199
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ABRY PARTNERS II, LLC
CENTRAL INDEX KEY: 0001639414
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39420
FILM NUMBER: 21603410
BUSINESS ADDRESS:
STREET 1: 111 HUNTINGTON AVENUE, 29TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02199
BUSINESS PHONE: 617-859-2959
MAIL ADDRESS:
STREET 1: 111 HUNTINGTON AVENUE, 29TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02199
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: YUDKOFF ROYCE
CENTRAL INDEX KEY: 0001263584
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39420
FILM NUMBER: 21603411
MAIL ADDRESS:
STREET 1: C/O METROCALL
STREET 2: 6677 RICHMOND HWY
CITY: ALEXANDRIA
STATE: VA
ZIP: 22306
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: KOENIG PEGGY
CENTRAL INDEX KEY: 0001268945
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39420
FILM NUMBER: 21603412
MAIL ADDRESS:
STREET 1: 888 BOYLSTON STREET
CITY: BOSTON
STATE: MA
ZIP: 02199
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Grossman Jay M.
CENTRAL INDEX KEY: 0001268944
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39420
FILM NUMBER: 21603413
MAIL ADDRESS:
STREET 1: C/O ABRY PARTNERS, LLC
STREET 2: 888 BOYLSTON STREET
CITY: BOSTON
STATE: MA
ZIP: 02199
FORMER NAME:
FORMER CONFORMED NAME: GROSSMAN JAY M
DATE OF NAME CHANGE: 20031103
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Rackspace Technology, Inc.
CENTRAL INDEX KEY: 0001810019
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370]
IRS NUMBER: 813369925
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1 FANATICAL PLACE
STREET 2: CITY OF WINDCREST
CITY: SAN ANTONIO
STATE: TX
ZIP: 78218
BUSINESS PHONE: (210) 312-4000
MAIL ADDRESS:
STREET 1: 1 FANATICAL PLACE
STREET 2: CITY OF WINDCREST
CITY: SAN ANTONIO
STATE: TX
ZIP: 78218
FORMER COMPANY:
FORMER CONFORMED NAME: Rackspace Corp.
DATE OF NAME CHANGE: 20200417
4
1
tm215787-1_4seq1.xml
OWNERSHIP DOCUMENT
X0306
4
2021-02-02
0
0001810019
Rackspace Technology, Inc.
RXT
0001268939
ABRY PARTNERS LLC
C/O ABRY PARTNERS, LLC
888 BOYLSTON STREET, SUITE 1600
BOSTON
MA
02199
0
0
1
0
0001819329
DPH 123, LLC
C/O ABRY PARTNERS, LLC
888 BOYLSTON STREET, SUITE 1600
BOSTON
MA
02199
0
0
1
0
0001819484
ACE Investment Holdings, LLC
C/O ABRY PARTNERS, LLC
888 BOYLSTON STREET, SUITE 1600
BOSTON
MA
02199
0
0
1
0
0001639414
ABRY PARTNERS II, LLC
C/O ABRY PARTNERS, LLC
888 BOYLSTON STREET, SUITE 1600
BOSTON
MA
02199
0
0
1
0
0001263584
YUDKOFF ROYCE
C/O ABRY PARTNERS, LLC
888 BOYLSTON STREET, SUITE 1600
BOSTON
MA
02199
0
0
1
0
0001268945
KOENIG PEGGY
888 BOYLSTON STREET
BOSTON
MA
02199
0
0
1
0
0001268944
Grossman Jay M.
C/O ABRY PARTNERS, LLC
888 BOYLSTON STREET, SUITE 1600
BOSTON
MA
02199
0
0
1
0
Common Stock
2021-02-02
4
A
0
2665935
0
A
24910964
I
See footnote
Common Stock
2021-02-04
4
J
0
1425892
0
D
23485072
I
See footnote
On February 2, 2021, Rackspace Technology, Inc. (the "Company") issued 2,665,935 shares (the "Additional Datapipe Shares") of its common stock, par value $0.01 per share ("Common Stock"), to DPH 123, LLC (the "DPH Holder") for no additional consideration from the DPH Holder pursuant to that certain Agreement and Plan of Merger, dated as of September 6, 2017, by and among the Company, certain of the Company's direct and indirect subsidiaries, the DPH Holder (formerly known as Datapipe Holdings, LLC), Datapipe Parent, Inc. ("Datapipe") and certain key stockholders, pursuant to which the Company acquired Datapipe.
On February 4, 2021, DPH Holder distributed, for no consideration, a total of 12,425,395 shares of the Company's Common Stock in a distribution in kind (the "Distribution") to their respective members, including ABRY Partners VII, L.P., ABRY Partners VII Co-Investment Fund, L.P., ABRY Senior Equity III, L.P., ABRY Senior Equity III Co-Investment Fund, L.P., ABRY Advanced Securities Fund, L.P., ABRY Advanced Securities Fund II, L.P. and ABRY Investment Partnership, L.P. (collectively the "ABRY Funds").
Following the Distribution, 2,693,569 of the shares reported herein are owned directly by DPH Holder and 10,999,503 of the shares reported herein are owned directly in the aggregate by the ABRY Funds. The remaining 9,792,000 of the shares reported herein are owned directly by ACE Investment Holdings, LLC.
The ABRY Funds are entitled to a majority of the votes at any meeting of the board of directors of DPH Holder. 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. (continued in footnote 5)
(continued from footnote 4) 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 Senior Equity III, L.P., ABRY Senior Equity III Co-Investment Fund, L.P., Advanced Securities Fund, L.P., ABRY Advanced Securities Fund II, L.P. and 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 ABRY Partners VII, L.P., and ABRY Partners VII Co-Investment Fund, L.P.
The board of directors of ACE Investment Holdings, LLC consists of representatives of ABRY Partners VIII, L.P., ABRY Partners VIII Co-Investment Fund, L.P., and ABRY Investment Partnership, L.P. These investment funds are also managed and/or controlled by ABRY I and ABRY II and/or their respective affiliates. 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 certain of its affiliates, have the right to exercise investment and voting power on behalf of ABRY Partners VIII, L.P. and ABRY Partners VIII Co-Investment Fund, L.P.
Each of ABRY I, ABRY II, Royce Yudkoff, Peggy Koenig and Jay Grossman disclaims beneficial ownership of the shares reported herein, except to the extent of their respective pecuniary interests therein, and the inclusion of the shares reported herein in any Section 16 report by such Reporting Persons shall not be deemed to be an admission of beneficial ownership of the shares reported herein for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise. Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.
ABRY PARTNERS, LLC, /s/ Kostas Sofronas, By: Kostas Sofronas, Attorney-in-Fact
2021-02-08
DPH 123, LLC, /s/ Kostas Sofronas, By: Kostas Sofronas, Attorney-in-Fact
2021-02-08
ACE INVESTMENT HOLDINGS, LLC, /s/ Kostas Sofronas, By: Kostas Sofronas, Attorney-in-Fact
2021-02-08
ABRY PARTNERS II, LLC, /s/ Kostas Sofronas, By: Kostas Sofronas, Attorney-in-Fact
2021-02-08
ROYCE YUDKOFF, /s/ Kostas Sofronas, By: Kostas Sofronas, Attorney-in-Fact
2021-02-08
PEGGY KOENIG, /s/ Kostas Sofronas, By: Kostas Sofronas, Attorney-in-Fact
2021-02-08
JAY GROSSMAN, /s/ Kostas Sofronas, By: Kostas Sofronas, Attorney-in-Fact
2021-02-08