0000899243-23-012952.txt : 20230515 0000899243-23-012952.hdr.sgml : 20230515 20230515160522 ACCESSION NUMBER: 0000899243-23-012952 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20230511 FILED AS OF DATE: 20230515 DATE AS OF CHANGE: 20230515 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Spectrum VII Investment Managers' Fund, L.P. CENTRAL INDEX KEY: 0001626997 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40815 FILM NUMBER: 23921972 BUSINESS ADDRESS: STREET 1: ONE INTERNATIONAL PLACE STREET 2: 35TH FLOOR CITY: BOSTON STATE: MA ZIP: 02110 BUSINESS PHONE: 617-464-4600 MAIL ADDRESS: STREET 1: ONE INTERNATIONAL PLACE STREET 2: 35TH FLOOR CITY: BOSTON STATE: MA ZIP: 02110 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Spectrum VII Co-Investment Fund, L.P. CENTRAL INDEX KEY: 0001822087 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40815 FILM NUMBER: 23921969 BUSINESS ADDRESS: STREET 1: ONE INTERNATIONAL PLACE STREET 2: SUITE 3520 CITY: BOSTON STATE: MA ZIP: 02110 BUSINESS PHONE: 617-464-4600 MAIL ADDRESS: STREET 1: ONE INTERNATIONAL PLACE STREET 2: SUITE 3520 CITY: BOSTON STATE: MA ZIP: 02110 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Spectrum Equity Associates VII, L.P. CENTRAL INDEX KEY: 0001824228 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40815 FILM NUMBER: 23921968 BUSINESS ADDRESS: STREET 1: ONE INTERNATIONAL PLACE STREET 2: SUITE 3520 CITY: BOSTON STATE: MA ZIP: 02110 BUSINESS PHONE: 617-464-4600 MAIL ADDRESS: STREET 1: ONE INTERNATIONAL PLACE STREET 2: SUITE 3520 CITY: BOSTON STATE: MA ZIP: 02110 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SE VII DHC AIV, L.P. CENTRAL INDEX KEY: 0001879386 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40815 FILM NUMBER: 23921971 BUSINESS ADDRESS: STREET 1: 140 NEW MONTGOMERY STREET, 20TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94105 BUSINESS PHONE: 415-464-4600 MAIL ADDRESS: STREET 1: 140 NEW MONTGOMERY STREET, 20TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94105 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SEA VII Management, LLC CENTRAL INDEX KEY: 0001824265 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40815 FILM NUMBER: 23921973 BUSINESS ADDRESS: STREET 1: ONE INTERNATIONAL PLACE STREET 2: SUITE 3520 CITY: BOSTON STATE: MA ZIP: 02110 BUSINESS PHONE: 617-464-4600 MAIL ADDRESS: STREET 1: ONE INTERNATIONAL PLACE STREET 2: SUITE 3520 CITY: BOSTON STATE: MA ZIP: 02110 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SE VII DHC AIV Feeder, L.P. CENTRAL INDEX KEY: 0001879377 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40815 FILM NUMBER: 23921970 BUSINESS ADDRESS: STREET 1: 140 NEW MONTGOMERY STREET, 20TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94105 BUSINESS PHONE: 415-464-4600 MAIL ADDRESS: STREET 1: 140 NEW MONTGOMERY STREET, 20TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94105 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Definitive Healthcare Corp. CENTRAL INDEX KEY: 0001861795 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 492 OLD CONNECTICUT PATH, SUITE 401 CITY: FRAMINGHAM STATE: MA ZIP: 01701 BUSINESS PHONE: 508-720-4224 MAIL ADDRESS: STREET 1: 492 OLD CONNECTICUT PATH, SUITE 401 CITY: FRAMINGHAM STATE: MA ZIP: 01701 FORMER COMPANY: FORMER CONFORMED NAME: Definitive Healthcare DATE OF NAME CHANGE: 20210512 4 1 doc4.xml FORM 4 SUBMISSION X0407 4 2023-05-11 0 0001861795 Definitive Healthcare Corp. DH 0001824265 SEA VII Management, LLC 140 NEW MONTGOMERY STREET, 20TH FLOOR SAN FRANCISCO CA 94105 1 0 1 0 0001626997 Spectrum VII Investment Managers' Fund, L.P. 140 NEW MONTGOMERY STREET, 20TH FLOOR SAN FRANCISCO 94105 1 0 1 0 0001879386 SE VII DHC AIV, L.P. 140 NEW MONTGOMERY STREET, 20TH FLOOR SAN FRANCISCO CA 94105 1 0 1 0 0001879377 SE VII DHC AIV Feeder, L.P. 140 NEW MONTGOMERY STREET, 20TH FLOOR SAN FRANCISCO CA 94105 1 0 1 0 0001822087 Spectrum VII Co-Investment Fund, L.P. 140 NEW MONTGOMERY STREET, 20TH FLOOR SAN FRANCISCO CA 94105 1 0 1 0 0001824228 Spectrum Equity Associates VII, L.P. 140 NEW MONTGOMERY STREET, 20TH FLOOR SAN FRANCISCO CA 94105 1 0 1 0 0 Class B Common Stock 2023-05-11 4 J 0 2717803 D 16741337 I See Footnote Class A Common Stock 2023-05-11 4 C 0 2717803 A 4743478 I See Footnote Class A Common Stock 2023-05-12 4 J 0 2993760 0.00 D 1749718 I See Footnote Class A Common Stock 2023-05-12 4 S 0 2301 9.11 D 1747417 I See Footnote Class A Common Stock 2023-05-12 4 S 0 3939 9.11 D 1743478 I See Footnote LLC Units of AIDH Topco, LLC 2023-05-11 4 C 0 2717043 D Class A Common Stock 2717043 16741337 I See Footnote See Exhibit 99.1 for the text of footnote (1). See Exhibit 99.1 for the text of footnote (2). See Exhibit 99.1 for the text of footnote (3). See Exhibit 99.1 for the text of footnote (4). See Exhibit 99.1 for the text of footnote (5). See Exhibit 99.1 for the text of footnote (6). Christopher T. Mitchell, a Managing Director of Spectrum and Jeffrey C. Haywood, a Managing Director of Spectrum (together, the "Spectrum Directors"), each serve on the board of directors of the Issuer, and have been deputized to represent the Reporting Persons on the board of directors. By virtue of the Spectrum Directors' representation, for purposes of Section 16 of the Securities Exchange Act of 1934, each of the Reporting Persons may be deemed directors by deputization of the Issuer. The Spectrum Directors have filed separate Section 16 reports disclosing securities of the Issuer that they may be deemed to beneficially own for Section 16 purposes. SEA VII MANAGEMENT, LLC, By: /s/ Carolina A. Picazo, Chief Administrative Officer & Chief Compliance Officer 2023-05-15 SE VII DHC AIV, L.P., By: Spectrum Equity Associates VII, L.P., its general partner, By: SEA VII Management, LLC, its general partner, By: /s/Carolina A. Picazo, its Chief Administrative Officer & Chief Compliance Officer 2023-05-15 SE VII DHC AIV FEEDER, L.P., By: Spectrum Equity Associates VII, L.P., its general partner, By: SEA Management, LLC, its general partner, By: /s/ Carolina A. Picazo, Chief Administrative Officer & Chief Compliance Officer 2023-05-15 SPECTRUM VII INVESTMENT MANAGERS' FUND, L.P., By: SEA Management, LLC, its general partner, By: /s/ Carolina A. Picazo, Chief Administrative Officer & Chief Compliance Officer 2023-05-15 SPECTRUM VII CO-INVESTMENT FUND, L.P., By: /s/ Carolina A. Picazo, Chief Administrative Officer & Chief Compliance Officer 2023-05-15 SPECTRUM EQUITY ASSOCIATES VII, L.P., By: SEA Management, LLC, its general partner, By: /s/ Carolina A. Picazo, Chief Administrative Officer & Chief Compliance Officer 2023-05-15 EX-99.1 2 attachment1.htm EX-99.1 DOCUMENT

                                                                   Exhibit 99.1

                                Explanatory Note

(1)      Represents the exchange of limited liability company units ("LLC
Units") of AIDH Topco, LLC ("Definitive OpCo"), a subsidiary of the Issuer,
together with the cancellation of an equal number of the Issuer's Class B
Common Stock for shares of the Issuer's Class A Common Stock on a one-for-one
basis. The LLC Units exchanged and an equal number of shares of Class B Common
Stock cancelled by each Spectrum Fund (as defined below) are as follows: (i)
2,710,803 by SE VII DHC AIV, L.P. ("SE VII DHC AIV"), (ii) 3,939 by Spectrum
VII Investment Managers' Fund, L.P. ("Spectrum VII Investment Managers' Fund")
and (iii) 2,301 by Spectrum VII Co-Investment Fund, L.P. ("Spectrum VII Co-
Investment Fund").

(2)      The Second Amended and Restated Limited Liability Company Agreement of
Definitive OpCo permits holders of LLC Units to exchange their LLC Units for
shares of Class A Common Stock on a one-for-one basis, subject to certain
exceptions, conditions and adjustments. At the time of any such exchange, an
equal number of shares of Class B Common Stock of the Issuer held by the
Reporting Persons, which have no economic value and entitle holders thereof to
one vote per share on all matters on which stockholders of the Issuer are
entitled to vote generally, are cancelled. The LLC Units have no expiration
date.

(3)      SEA VII Management, LLC ("Spectrum") manages the Spectrum Funds (as
defined below) that collectively own, following the reported transactions,
1,743,478 shares of Class A Common Stock of the Issuer and 16,741,337 shares of
Class B common stock of the Issuer, which are represented as follows: (i)
1,743,478 shares of Class A Common Stock held directly by SE VII DHC AIV
Feeder, L.P. ("Spectrum Feeder" and together with SE VII DHC AIV, Spectrum VII
Investment Managers' Fund and Spectrum VII Co-Investment Fund, the "Spectrum
Funds"), (ii) 16,702,890 shares of Class B Common Stock held directly by SE VII
DHC AIV; (iii) 24,270 shares of Class B Common Stock held directly by Spectrum
VII Investment Managers' Fund; and (iv) 14,177 shares of Class B Common Stock
held directly by Spectrum VII Co-Investment Fund. Spectrum is the general
partner of Spectrum Equity Associates VII, L.P., which in turn is the general
partner of each of the Spectrum Funds. Each Reporting Person disclaims Section
16 beneficial ownership of the shares reported herein except to the extent of
its pecuniary interest therein, if any, and the inclusion of these shares in
this report shall not be deemed an admission of beneficial ownership of any of
the reported shares for purposes of Section 16 or any other purpose.

(4)      Represents a pro rata distribution in kind of the Issuer's Class A
Common Stock for no consideration to limited partners by the Spectrum Funds in
the following amounts: (i) 282,957 shares by Spectrum Feeder and (ii) 2,710,803
shares by SE VII DHC AIV. The other Spectrum Funds did not distribute any
shares of Class A Common Stock.

(5)      Represents the sale of shares of Class A Common Stock by Spectrum VII
Co-Investment Fund. The price reported in Column 4 is a weighted average price.
These shares were sold in multiple transactions at prices ranging from $9.01 to
$9.14, inclusive. The Reporting Persons undertake to provide to Definitive
Healthcare Corp., any security holder, or the staff of the Securities Exchange
Commission, upon request, full information regarding the number of shares sold
at each separate price within the ranges set for in footnotes (5) and (6) to
Form 4.

(6)      Represents the sale of shares of Class A Common Stock by Spectrum VII
Investment Managers' Fund. The price reported in Column 4 is a weighted average
price. These shares were sold in multiple transactions at prices ranging from
$9.01 to $9.14, inclusive.