Page 12 of 14 – SEC Filing
This Amendment No. 6 to Schedule 13D (this Amendment
No. 6) amends and supplements the statement on Schedule 13D jointly filed by (i) Silver Private Holdings I, LLC, a Delaware limited liability company (Silver Holdings), (ii) Silver Private
Investments, LLC, a Delaware limited liability company (Silver Parent), (iii) Siris Partners III, L.P., a Delaware limited partnership (Siris Fund III), (iv) Siris Partners III Parallel, L.P., a Delaware limited
partnership (Siris Fund III Parallel), (v) Siris Partners GP III, L.P., a Delaware limited partnership (Siris Fund III GP), (vi) Siris GP HoldCo III, LLC, a Delaware limited liability company (Siris
Fund III GP HoldCo), (vii) Siris Capital Group III, L.P., a Delaware limited partnership (Siris Fund III Advisor), (viii) Siris Capital Group, LLC, a Delaware limited liability company (Siris Capital
Group), (ix) Siris Advisor HoldCo III, LLC, a Delaware limited liability company (Siris Fund III Advisor HoldCo); and (x) Siris Advisor HoldCo, LLC, a Delaware limited liability company (Siris Advisor
HoldCo) (collectively, the Reporting Persons) with the Securities and Exchange Commission (the Commission) on May 5, 2017 (as previously amended and as may be amended from time to time, this
Schedule 13D), relating to the common stock, $0.0001 par value per share (the Common Stock), of Synchronoss Technologies, Inc. (the Company). Initially capitalized terms used in this Amendment
No. 6 that are not otherwise defined herein shall have the same meanings attributed to them in the Schedule 13D.
Item 4. Purpose of Transaction
Item 4 is hereby amended by the addition of the following immediately prior to the penultimate paragraph thereof:
On October 17, 2017, affiliates of Siris Capital Group entered into definitive agreements with the Company to (i) acquire 100% of the common
stock of Intralinks for approximately $1 billion (the IL Acquisition), and (ii) acquire newly-issued convertible preferred equity securities of the Company for approximately $185 million (consisting of $97,727,606 in cash and the
transfer to the Company of 5,994,667 shares of Common Stock) (the Preferred Investment). At the closing of the Preferred Investment, the Board will be increased to 10 directors, and Silver Holdings will have the right to appoint 2
of the 10 directors, subject to maintaining certain ownership thresholds. If the definitive agreement for the Preferred Investment is terminated, then Silver Holdings will have the right to require the Company to repurchase up to 5,994,667 of the
Shares reported herein for a purchase price of $14.56 per Share (or $87,272,394 if the right is exercised as to all 5,994,667 Shares).
A
copy of the press release announcing these transactions is attached hereto as Exhibit 99.5 and is incorporated herein by reference.
Item 6.
Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
Item 6 is hereby amended by the
addition of the following:
The response to Item 4 of this Amendment No. 6 is incorporated herein by reference.
Item 7. Material to be Filed as Exhibits
Item 7 of the Schedule 13D is hereby amended by the addition of the following:
| 99.5 | Press Release, dated as of October 17, 2017. |
