0001209191-21-010272.txt : 20210212 0001209191-21-010272.hdr.sgml : 20210212 20210212172843 ACCESSION NUMBER: 0001209191-21-010272 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20210204 FILED AS OF DATE: 20210212 DATE AS OF CHANGE: 20210212 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: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39272 FILM NUMBER: 21629943 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: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39272 FILM NUMBER: 21629944 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, L.P. CENTRAL INDEX KEY: 0001745337 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39272 FILM NUMBER: 21629945 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 Partners IX (Co-Investors), L.P. CENTRAL INDEX KEY: 0001629402 STATE OF INCORPORATION: E9 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39272 FILM NUMBER: 21629946 BUSINESS ADDRESS: STREET 1: BOX 309, UGLAND HOUSE CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1104 BUSINESS PHONE: 212-230-9200 MAIL ADDRESS: STREET 1: BOX 309, UGLAND HOUSE CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1104 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Insight Venture Partners IX, L.P. CENTRAL INDEX KEY: 0001629398 STATE OF INCORPORATION: E9 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39272 FILM NUMBER: 21629947 BUSINESS ADDRESS: STREET 1: BOX 309, UGLAND HOUSE CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1104 BUSINESS PHONE: 212-230-9200 MAIL ADDRESS: STREET 1: BOX 309, UGLAND HOUSE CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1104 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Insight Venture Associates IX, L.P. CENTRAL INDEX KEY: 0001745334 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39272 FILM NUMBER: 21629948 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 36TH 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 Ltd. CENTRAL INDEX KEY: 0001745336 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39272 FILM NUMBER: 21629949 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 Partners Growth-Buyout Coinvestment Fund, L.P. CENTRAL INDEX KEY: 0001641225 STATE OF INCORPORATION: E9 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39272 FILM NUMBER: 21629950 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 IX, Ltd. CENTRAL INDEX KEY: 0001745335 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39272 FILM NUMBER: 21629951 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, 36TH 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 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2021-02-04 0 0001800347 E2open Parent Holdings, Inc. ETWO 0001305473 Insight Holdings Group, LLC 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 1 0 0 0 0001641176 Insight Venture Partners Growth-Buyout Coinvestment Fund (B), L.P. 1114 AVENUE OF THE AMERICA, 36TH FLOOR NEW YORK NY 10036 1 0 0 0 0001745337 Insight Venture Associates Growth-Buyout Coinvestment, L.P. 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 1 0 0 0 0001629402 Insight Venture Partners IX (Co-Investors), L.P. 1114 AVENUE OF THE AMERICA, 36TH FLOOR NEW YORK NY 10036 1 0 0 0 0001629398 Insight Venture Partners IX, L.P. 1114 AVENUE OF THE AMERICA, 36TH FLOOR NEW YORK NY 10036 1 0 0 0 0001745334 Insight Venture Associates IX, L.P. 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 1 0 0 0 0001745336 Insight Venture Associates Growth-Buyout Coinvestment Ltd. 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 1 0 0 0 0001641225 Insight Venture Partners Growth-Buyout Coinvestment Fund, L.P. 1114 AVENUE OF THE AMERICA, 36TH FLOOR NEW YORK NY 10036 1 0 0 0 0001745335 Insight Venture Associates IX, Ltd. 1114 AVENUE OF THE AMERICA, 36TH FLOOR NEW YORK NY 10036 1 0 0 0 Common Units Class A common stock 26566466 I See footnotes Series 1 Restricted Common Units Class A common stock 2989422 I See footnotes Series 2 Restricted Common Units Class A common stock 1793653 I See footnotes Series B-1 common stock Class A common stock 846693 I See footnotes Series B-2 common stock Class A common stock 508016 I See footnotes Series B-1 common stock Class A common stock 180542 I See footnotes Series B-2 common stock Class A common stock 108325 I See footnotes Series B-1 common stock Class A common stock 526768 I See footnotes Series B-2 common stock Class A common stock 316060 I See footnotes Series B-1 common stock Class A common stock 484365 I See footnotes Series B-2 common stock Class A common stock 290619 I See footnotes These securities were issued pursuant to the Business Combination Agreement, dated October 14, 2020, by and among CC Neuberger Principal Holdings I, E2open Holdings, LLC ("E2open Holdings"), and the other parties thereto, as amended January 28, 2021. These Common Units represent non-voting limited liability company interests in E2open Holdings subject to the terms of the Third Amended and Restated Limited Liability Company Agreement of E2open Holdings (the "LLC Agreement"). Beginning on August 4, 2021, these Common Units (together with the same number of shares of Class V common stock of the Issuer, which provide no economic rights in the Issuer but entitle the holder thereof to one vote per share of Class V common stock) may be exchanged at the discretion of the holder once per calendar quarter (subject to certain limitations set forth in the LLC Agreement) for shares of Class A common stock of the Issuer on a one-for-one basis (or the cash value thereof, at the election of the Issuer). See Exhibit 99.1 for Joint Filer information. Held directly by Insight E2open Aggregator, LLC These Series 1 Restricted Common Units represent unvested, non-voting restricted limited liability company interests in E2open Holdings subject to the terms of the LLC Agreement. Each Series 1 Restricted Common Unit will vest on the first day on which the 5-day volume weighted average price of the Class A common stock is equal to at least $13.50, or upon certain change in control events specified in the LLC Agreement. Upon, vesting, each Series 1 Restricted Common Unit will convert automatically into one Common Unit. These Series 2 Restricted Common Units represent unvested, non-voting restricted limited liability company interests in E2open Holdings subject to the terms of the LLC Agreement. Each Series 2 Restricted Common Unit will vest on the first day on which the 20-day volume weighted average price of the Class A common stock is equal to at least $15.00, or upon certain change in control events specified in the LLC Agreement. Upon, vesting, each Series 2 Restricted Common Unit will convert automatically into one Common Unit. These shares of Series B-1 common stock represent unvested, non-voting restricted common stock of the Issuer. Each share of Series B-1 common stock will vest on the first day on which the 5-day volume weighted average price of the Class A common stock is equal to at least $13.50, or upon certain change in control events specified in the LLC Agreement. Upon vesting, each share of Series B-1 common stock will convert automatically into one share of Class A common stock. Held directly by Insight Venture Partners (Cayman) IX, L.P. These shares of Series B-2 common stock represent unvested, non-voting restricted common stock of the Issuer. Each share of Series B-2 common stock will vest on the first day on which the 20-day volume weighted average price of the Class A common stock is equal to at least $15.00, or upon certain change in control events specified in the LLC Agreement. Upon, vesting, each share of Series B-2 common stock will convert automatically into one share of Class A common stock. 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. 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 3 is the first of two Forms 3 filed relating to the same event. The Form 3 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 3 to a maximum of 10 reporting persons. Each Form 3 is filed by Designated Filer, Insight Holdings Group, LLC. /s/ Andrew Prodromos, as Attorney-in-Fact, for Insight Holdings Group, LLC 2021-02-12 EX-99.1 2 attachment1.htm EX-99.1 DOCUMENT 
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 99.1 is c/o Insight, 1114 Avenue of the Americas, 36th Floor,
New York, New York 10036.
EX-99.2 3 attachment2.htm EX-99.2 DOCUMENT 
JOINT FILER SIGNATURES

INSIGHT HOLDINGS GROUP, LLC

By:/s/Andrew Prodromos
Name: Andrew Prodromos
Title: Attorney-in-Fact

INSIGHT VENTURE ASSOCIATES GROWTH-BUYOUT COINVESTMENT, LTD.

By:/s/Andrew Prodromos
Name: Andrew Prodromos
Title: Attorney-in-Fact

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

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

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

INSIGHT VENTURE ASSOCIATES IX, LTD.

By:/s/Andrew Prodromos
Name: Andrew Prodromos
Title: Attorney-in-Fact

INSIGHT VENTURE ASSOCIATES IX, L.P.
By: Insight Venture Associates IX, Ltd., its general partner

By:/s/Andrew Prodromos
Name: Andrew Prodromos
Title: Attorney-in-Fact

INSIGHT VENTURE PARTNERS IX, L.P.
By: Insight Venture Associates IX, L.P., its general partner
By: Insight Venture Associates IX, Ltd. its general partner

By:/s/Andrew Prodromos
Name: Andrew Prodromos
Title: Attorney-in-Fact

INSIGHT VENTURE PARTNERS IX (CO-INVESTORS), L.P.
By: Insight Venture Associates IX, L.P., its general partner
By: Insight Venture Associates IX, Ltd., its general partner

By:/s/Andrew Prodromos
Name: Andrew Prodromos
Title: Attorney-in-Fact