Filing Details

Accession Number:
0001140361-18-036234
Form Type:
13D Filing
Publication Date:
2018-08-13 16:16:46
Filed By:
Thomas H. Lee Advisors, Llc
Company:
Syneos Health Inc. (NASDAQ:SYNH)
Filing Date:
2018-08-13
SEC Url:
13D Filing
Ownership Summary

Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.

Name Sole Voting Power Shared Voting Power Sole Dispositive Power Shared Dispositive Power Aggregate Amount Owned Power Percent of Class
Thomas H. Lee Advisors 0 19,239,664 0 19,239,664 19,239,664 18.70%
Thomas H. Lee Equity Fund VI 0 3,029,630 0 3,029,630 3,029,630 2.94%
Thomas H. Lee Parallel (DT) Fund VI 0 358,357 0 358,357 358,357 0.35%
THL Operating Partners 0 5,399 0 5,399 5,399 0.01%
Great-West Investors 0 15,515 0 15,515 15,515 0.02%
Putnam Investments Employees Securities Company III 0 15,502 0 15,502 15,502 0.02%
THL Coinvestment Partners 0 28,433 0 28,433 28,433 0.03%
Thomas H. Lee Parallel Fund VI 0 2,051,504 0 2,051,504 2,051,504 1.99%
THL Equity Fund VII Investors (inVentiv) 0 9,323,549 0 9,323,549 9,323,549 9.06%
Thomas H. Lee Equity Fund VII 0 1,429,259 0 1,429,259 1,429,259 1.39%
Thomas H Lee Parallel Fund VII 0 1,127,743 0 1,127,743 1,127,743 1.10%
Thomas H. Lee Parallel (Cayman) Fund VII 0 1,511,529 0 1,511,529 1,511,529 1.47%
THL Executive Fund VII 0 125,282 0 125,282 125,282 0.12%
THL Fund VII Coinvestment Partners 0 217,962 0 217,962 217,962 0.21%
Filing

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 

Amendment No. 1 to
SCHEDULE 13D
 
Under the Securities Exchange Act of 1934
 


SYNEOS HEALTH, INC.
(Name of Issuer)
 
Class A Common Stock, par value $0.01 per share
(Title of Class of Securities)
 
45329R109
(CUSIP Number)
 


Michael J. Aiello, Esq.
Sachin Kohli , Esq.
Weil, Gotshal & Manges LLP
767 Fifth Avenue
New York, NY 10153
(212) 310-8000

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
 
August 9, 2018
(Date of Event Which Requires Filing of this Statement)
 


If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because § 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g) check the following box .
 
* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form
with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (the “Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
 

CUSIP No. 45329R109
13D
 
1
NAMES OF REPORTING PERSONS
 
 
Thomas H. Lee Advisors, LLC
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
 
(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS
 
 
OO
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E):
 
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
DELAWARE
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
7
SOLE VOTING POWER
 
 
0
 
 
 
 
8
SHARED VOTING POWER
 
 
19,239,664
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
0
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
19,239,664
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
19,239,664
 
 
 
 
12
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
18.70% (1)
 
 
 
 
14
TYPE OF REPORTING PERSON
 
 
OO
 
 
 
 
 
(1) The percent of class was calculated based on 102,911,079 shares of Class A common stock outstanding as of August 6, 2018, as disclosed in the Issuer’s prospectus supplement filed with the SEC on August 8, 2018.
 
CUSIP No. 45329R109
13D
 
1
NAMES OF REPORTING PERSONS
 
 
Thomas H. Lee Equity Fund VI, L.P.
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
 
(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS
 
 
OO
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E):
 
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
DELAWARE
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
7
SOLE VOTING POWER
 
 
0
 
 
 
 
8
SHARED VOTING POWER
 
 
3,029,630
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
0
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
3,029,630
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
3,029,630
 
 
 
 
12
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
2.94% (1)
 
 
 
 
14
TYPE OF REPORTING PERSON
 
 
PN
 
 
 
 
 
(1) The percent of class was calculated based on 102,911,079 shares of Class A common stock outstanding as of August 6, 2018, as disclosed in the Issuer’s prospectus supplement filed with the SEC on August 8, 2018.
 
CUSIP No. 45329R109
13D
 
1
NAMES OF REPORTING PERSONS
 
 
Thomas H. Lee Parallel (DT) Fund VI, L.P.
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
 
(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS
 
 
OO
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E):
 
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
DELAWARE
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
7
SOLE VOTING POWER
 
 
0
 
 
 
 
8
SHARED VOTING POWER
 
 
358,357
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
0
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
358,357
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
358,357
 
 
 
 
12
CHECK  IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
0.35% (1)
 
 
 
 
14
TYPE OF REPORTING PERSON
 
 
PN
 
 
 
 

(1) The percent of class was calculated based on 102,911,079 shares of Class A common stock outstanding as of August 6, 2018, as disclosed in the Issuer’s prospectus supplement filed with the SEC on August 8, 2018.
 
CUSIP No. 45329R109
13D
 
1
NAMES OF REPORTING PERSONS
 
 
THL Operating Partners, L.P.
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
 
(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS
 
 
OO
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E):
 
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
DELAWARE
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
7
SOLE VOTING POWER
 
 
0
 
 
 
 
8
SHARED VOTING POWER
 
 
5,399
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
0
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
5,399
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
5,399
 
 
 
 
12
CHECK  IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
0.01% (1)
 
 
 
 
14
TYPE OF REPORTING PERSON
 
 
PN
 
 
 
 

(1) The percent of class was calculated based on 102,911,079 shares of Class A common stock outstanding as of August 6, 2018, as disclosed in the Issuer’s prospectus supplement filed with the SEC on August 8, 2018.
 
CUSIP No. 45329R109
13D
 
1
NAMES OF REPORTING PERSONS
 
 
Great-West Investors, L.P.
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
 
(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS
 
 
OO
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E):
 
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
DELAWARE
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
7
SOLE VOTING POWER
 
 
0
 
 
 
 
8
SHARED VOTING POWER
 
 
15,515
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
0
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
15,515
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
15,515
 
 
 
 
12
CHECK  IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
0.02% (1)
 
 
 
 
14
TYPE OF REPORTING PERSON
 
 
PN
 
 
 
 
 
(1) The percent of class was calculated based on 102,911,079 shares of Class A common stock outstanding as of August 6, 2018, as disclosed in the Issuer’s prospectus supplement filed with the SEC on August 8, 2018.
 
CUSIP No. 45329R109
13D
 
1
NAMES OF REPORTING PERSONS
 
 
Putnam Investments Employees’ Securities Company III, LLC
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
 
(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS
 
 
OO
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E):
 
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
DELAWARE
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
7
SOLE VOTING POWER
 
 
0
 
 
 
 
8
SHARED VOTING POWER
 
 
15,502
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
0
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
15,502
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
15,502
 
 
 
 
12
CHECK  IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
0.02% (1)
 
 
 
 
14
TYPE OF REPORTING PERSON
 
 
OO
 
 
 
 

(1) The percent of class was calculated based on 102,911,079 shares of Class A common stock outstanding as of August 6, 2018, as disclosed in the Issuer’s prospectus supplement filed with the SEC on August 8, 2018.
 
CUSIP No. 45329R109
13D
 
1
NAMES OF REPORTING PERSONS
 
 
THL Coinvestment Partners, L.P.
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
 
(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS
 
 
OO
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E):
 
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
DELAWARE
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
7
SOLE VOTING POWER
 
 
0
 
 
 
 
8
SHARED VOTING POWER
 
 
28,433
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
0
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
28,433
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
28,433
 
 
 
 
12
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
0.03% (1)
 
 
 
 
14
TYPE OF REPORTING PERSON
 
 
PN
 
 
 
 
 
(1) The percent of class was calculated based on 102,911,079 shares of Class A common stock outstanding as of August 6, 2018, as disclosed in the Issuer’s prospectus supplement filed with the SEC on August 8, 2018.
 
CUSIP No. 45329R109
13D
 
1
NAMES OF REPORTING PERSONS
 
 
Thomas H. Lee Parallel Fund VI, L.P.
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
 
(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS
 
 
OO
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E):
 
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
DELAWARE
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
7
SOLE VOTING POWER
 
 
0
 
 
 
 
8
SHARED VOTING POWER
 
 
2,051,504
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
0
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
2,051,504
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
2,051,504
 
 
 
 
12
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
1.99% (1)
 
 
 
 
14
TYPE OF REPORTING PERSON
 
 
PN
 
 
 
 

(1) The percent of class was calculated based on 102,911,079 shares of Class A common stock outstanding as of August 6, 2018, as disclosed in the Issuer’s prospectus supplement filed with the SEC on August 8, 2018.
 
CUSIP No. 45329R109
13D
 
1
NAMES OF REPORTING PERSONS
 
 
THL Equity Fund VII Investors (inVentiv), L.P.
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
 
(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS
 
 
OO
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E):
 
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
DELAWARE
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
7
SOLE VOTING POWER
 
 
0
 
 
 
 
8
SHARED VOTING POWER
 
 
9,323,549
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
0
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
9,323,549
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
9,323,549
 
 
 
 
12
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
9.06% (1)
 
 
 
 
14
TYPE OF REPORTING PERSON
 
 
PN
 
 
 
 

(1) The percent of class was calculated based on 102,911,079 shares of Class A common stock outstanding as of August 6, 2018, as disclosed in the Issuer’s prospectus supplement filed with the SEC on August 8, 2018.
 
CUSIP No. 45329R109
13D
 
1
NAMES OF REPORTING PERSONS
 
 
Thomas H. Lee Equity Fund VII, L.P.
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
 
(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS
 
 
OO
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E):
 
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
DELAWARE
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
7
SOLE VOTING POWER
 
 
0
 
 
 
 
8
SHARED VOTING POWER
 
 
1,429,259
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
0
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
1,429,259
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
1,429,259
 
 
 
 
12
CHECK  IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
1.39% (1)
 
 
 
 
14
TYPE OF REPORTING PERSON
 
 
PN
 
 
 
 
 
(1) The percent of class was calculated based on 102,911,079 shares of Class A common stock outstanding as of August 6, 2018, as disclosed in the Issuer’s prospectus supplement filed with the SEC on August 8, 2018.
 
CUSIP No. 45329R109
13D
 
1
NAMES OF REPORTING PERSONS
 
 
Thomas H Lee Parallel Fund VII, L.P.
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
 
(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS
 
 
OO
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E):
 
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
DELAWARE
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
7
SOLE VOTING POWER
 
 
0
 
 
 
 
8
SHARED VOTING POWER
 
 
1,127,743
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
0
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
1,127,743
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
1,127,743
 
 
 
 
12
CHECK  IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
1.10% (1)
 
 
 
 
14
TYPE OF REPORTING PERSON
 
 
PN
 
 
 
 
 
(1) The percent of class was calculated based on 102,911,079 shares of Class A common stock outstanding as of August 6, 2018, as disclosed in the Issuer’s prospectus supplement filed with the SEC on August 8, 2018.
 
CUSIP No. 45329R109
13D
 
1
NAMES OF REPORTING PERSONS
 
 
Thomas H. Lee Parallel (Cayman) Fund VII, L.P.
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
 
(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS
 
 
OO
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E):
 
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
CAYMAN ISLANDS
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
7
SOLE VOTING POWER
 
 
0
 
 
 
 
8
SHARED VOTING POWER
 
 
1,511,529
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
0
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
1,511,529
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
1,511,529
 
 
 
 
12
CHECK  IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
1.47% (1)
 
 
 
 
14
TYPE OF REPORTING PERSON
 
 
PN
 
 
 
 
 
(1) The percent of class was calculated based on 102,911,079 shares of Class A common stock outstanding as of August 6, 2018, as disclosed in the Issuer’s prospectus supplement filed with the SEC on August 8, 2018.
 
CUSIP No. 45329R109
13D
 
1
NAMES OF REPORTING PERSONS
 
 
THL Executive Fund VII, L.P.
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
 
(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS
 
 
OO
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E):
 
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
DELAWARE
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
7
SOLE VOTING POWER
 
 
0
 
 
 
 
8
SHARED VOTING POWER
 
 
125,282
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
0
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
125,282
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
125,282
 
 
 
 
12
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
0.12% (1)
 
 
 
 
14
TYPE OF REPORTING PERSON
 
 
PN
 
 
 
 
 
(1) The percent of class was calculated based on 102,911,079 shares of Class A common stock outstanding as of August 6, 2018, as disclosed in the Issuer’s prospectus supplement filed with the SEC on August 8, 2018.
 
CUSIP No. 45329R109
13D
 
1
NAMES OF REPORTING PERSONS
 
 
THL Fund VII Coinvestment Partners, L.P.
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
 
(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS
 
 
OO
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E):
 
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
DELAWARE
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
7
SOLE VOTING POWER
 
 
0
 
 
 
 
8
SHARED VOTING POWER
 
 
217,962
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
0
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
217,962
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
217,962
 
 
 
 
12
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
0.21%
 
 
 
 
14
TYPE OF REPORTING PERSON
 
 
PN
 
 
 
 
 
(1) The percent of class was calculated based on 102,911,079 shares of Class A common stock outstanding as of August 6, 2018, as disclosed in the Issuer’s prospectus supplement filed with the SEC on August 8, 2018.
 
This Amendment No. 1 (“Amendment No. 1”) amends and supplements the statement on Schedule 13D originally filed by the Reporting Persons on August 10, 2017 (the “Schedule 13D”).  Unless otherwise indicated, each capitalized term used but not defined in this Amendment No. 1 shall have the meaning assigned to such term in the Schedule 13D.

Item 1.
Security and Issuer
 
This Schedule 13D relates to the Reporting Persons’ (as defined in Item 2) beneficial ownership interest in the Class A Common Stock, par value $0.01 per share (the “Syneos Common Stock”), of Syneos Health, Inc. (the “Issuer”). The address of the principal executive office of the Issuer is 3201 Beechleaf Court, Suite 600, Raleigh, North Carolina 27604.
 
Item 4.
Purpose of Transaction
 
Item 4 is supplemented as follows:
 
On August 9, 2018, Thomas H. Lee Equity Fund VI, L.P., Thomas H. Lee Parallel Fund VI, L.P., Thomas H. Lee Parallel (DT) Fund VI, L.P., Great-West Investors, L.P., Putnam Investments Employees’ Securities Company III, LLC, THL Coinvestment Partners, L.P. and THL Operating Partners, L.P. (the “THL Selling Stockholders”) sold 6,000,000 shares of Syneos Common Stock to Morgan Stanley & Co. LLC (“Morgan Stanley”) at a price of $49.73 per share in a registered offering (the “Offering”).  The Offering closed on August 9, 2018.
 
In connection with the Offering, the THL Funds entered into a lock-up agreement (a “Lock-up Agreement”) with Morgan Stanley. Under the Lock-up Agreement, the THL Funds generally agreed, subject to certain exceptions, not to sell, transfer or otherwise dispose of any shares of Syneos Common Stock or securities convertible into, or exchangeable or exercisable for, shares of Syneos Common Stock, for 30 days after the date of the final prospectus relating to the Offering without first obtaining the written consent of Morgan Stanley. The Lock-up Agreement is filed as Exhibit 99.3 hereto.
 
Item 5.
Interest in Securities of the Issuer
 
(a)(b) As of the date hereof, the Reporting Persons beneficially own, in the aggregate, 19,239,664 shares of Syneos Common Stock, which represents 18.70% of Syneos Common Stock issued and outstanding.  The following table sets forth the number and percentage of Syneos Common Stock owned by each Reporting Persons named in Item 2 of this Schedule 13D.  The percentage of Syneos Common Stock owned was calculated based upon 102,911,079 shares outstanding as of August 6, 2018, as disclosed to the Reporting Persons by the Issuer.
 
Reporting Persons
 
Number of Shares
Beneficially
Owned
   
Percentage of
Common
Stock
 
             
Thomas H. Lee Advisors, LLC
   
19,239,664
     
18.70
%
                 
Thomas H. Lee Equity Fund VI, L.P.
   
3,029,630
     
2.94
%
                 
Thomas H. Lee Parallel (DT) Fund VI, L.P.
   
358,357
     
0.35
%
                 
THL Operating Partners, L.P.
   
5,399
     
0.01
%
                 
Great-West Investors, L.P.
   
15,515
     
0.02
%
                 
Putnam Investments Employees’ Securities Company III, LLC
   
15,502
     
0.02
%
                 
THL Coinvestment Partners, L.P.
   
28,433
     
0.03
%
                 
Thomas H. Lee Parallel Fund VI, L.P.
   
2,051,504
     
1.99
%
                 
THL Equity Fund VII Investors (Inventiv), L.P.
   
9,323,549
     
9.06
%
                 
Thomas H. Lee Equity Fund VII, L.P.
   
1,429,259
     
1.39
%
                 
Thomas H. Lee Parallel Fund VII, L.P.
   
1,127,743
     
1.10
%
                 
Thomas H. Lee Parallel (Cayman) Fund VII, L.P.
   
1,511,529
     
1.47
%
                 
THL Executive Fund VII, L.P.
   
125,282
     
0.12
%
                 
THL Fund VII Coinvestment Partners, L.P.
   
217,962
     
0.21
%
 
On account of the THL Stockholders’ Agreement (as defined and more fully described in Item 6 of the Schedule 13D), the Reporting Persons may be deemed to constitute a “group” (within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”).
 
(c) Other than the Offering, no Reporting Person has entered into any transactions in the securities of the Issuer within the last 60 days.
 
(d)(e) Not applicable.
 
Item 6.
Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.

Item 6 of the Schedule 13D is hereby supplemented by adding the following immediately after the final paragraph thereof:

In connection underwritten sale of Syneos Common Stock described in Item 4 of this Amendment No. 1, the Reporting Persons agreed in the underwriting agreement to customary restrictions on sales of securities in a Lock-up Agreement for a specified period of time following the underwritten sale.  The underwriting agreement is filed as Exhibit 99.4 hereto.

Item 7.
Material to Be Filed as Exhibits
 
Lock-Up Agreement, dated August 6, 2018, between Morgan Stanley and the THL Funds.
   
99.4
Underwriting Agreement, dated August 6, 2018, between Morgan Stanley and the THL Selling Stockholders (incorporated by reference to Exhibit 1.1 of the Current Report on Form 8-K filed by Syneos Health, Inc. with the Securities and Exchange Commission on August 8, 2018).
 

*
Filed herewith.
 
Signature
 
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
 
Date: August 13, 2018
THOMAS H. LEE ADVISORS, LLC
 
By: THL Holdco, LLC,
 
its Managing Member
 
 
By: 
/s/ Charles P. Holden
 
Name: Charles P. Holden
 
Title: Managing Director
 
Date: August 13, 2018
THOMAS H. LEE EQUITY FUND VI, L.P.
 
THOMAS H. LEE PARALLEL FUND VI, L.P.
 
THOMAS H. LEE PARALLEL (DT) FUND VI, L.P.
 
By: THL Equity Advisors VI, LLC,
 
its General Partner
 
By: Thomas H. Lee Partners, L.P.,
 
its Sole Member
 
By: Thomas H. Lee Advisors, LLC,
 
its General Partner
 
By: THL Holdco, LLC,
 
its Managing Member
 
 
By: 
/s/ Charles P. Holden
 
Name: Charles P. Holden
 
Title: Managing Director
 
Date: August 13, 2018
THL OPERATING PARTNERS, L.P.
 
THL COINVESTMENT PARTNERS, L.P.
 
THL FUND VII COINVESTMENT PARTNERS, L.P.
 
By: Thomas H. Lee Partners, L.P.,
 
its General Partner
 
By: Thomas H. Lee Advisors, LLC,
 
its General Partner
 
By: THL Holdco, LLC,
 
its Managing Member
 
 
By:
 /s/ Charles P. Holden  
Name: Charles P. Holden
 
Title: Managing Director
 
Date: August 13, 2018
GREAT-WEST INVESTORS, L.P.
 
By: Thomas H. Lee Advisors, LLC,
 
Attorney-in-Fact
 
By: THL Holdco, LLC,
 
its Managing Member
 
 
By:
 /s/ Charles P. Holden  
Name: Charles P. Holden
 
Title: Managing Director
 
Date: August 13, 2018
PUTNAM INVESTMENTS EMPLOYEES’ SECURITIES COMPANY III, LLC
 
By: Putnam Investments Holdings, LLC,
 
its Managing Member
 
By: Putnam Investments, LLC,
 
its Managing Member
 
By: Thomas H. Lee Advisors, LLC,
 
Attorney-in-Fact
 
By: THL Holdco, LLC,
 
its Managing Member
 
 
By:
 /s/ Charles P. Holden  
Name: Charles P. Holden
 
Title: Managing Director
 
Date: August 13, 2018
THL EQUITY FUND VII INVESTORS (INVENTIV), L.P.
 
THOMAS H. LEE EQUITY FUND VII, L.P.
 
THOMAS H. LEE PARALLEL FUND VII, L.P.
 
THOMAS H. LEE PARALLEL (CAYMAN) FUND VII, L.P.
 
THL EXECUTIVE FUND VII, L.P.
 
By: THL Equity Advisors VII, LLC,
 
its General Partner
 
By: Thomas H. Lee Partners, L.P.,
 
its Sole Member
 
By: Thomas H. Lee Advisors, LLC,
 
its General Partner
 
By: THL Holdco, LLC,
 
its Managing Member
 
 
By:
 /s/ Charles P. Holden  
Name: Charles P. Holden
 
Title: Managing Director