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ETWO E2open Parent

Filed: 12 Oct 21, 4:18pm
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
SCHEDULE 13G/A
 
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
 

E2open Parent Holdings, Inc.

(Name of Issuer)
 

Class A Common Stock, par value $0.0001 per share

(Title of Class of Securities)
 

29788T103

(CUSIP Number)
 

September 30, 2021

(Date of Event Which Requires Filing of This Statement)
 
 
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
 
xRule 13d-1(b)
¨Rule 13d-1(c)
¨Rule 13d-1(d)
 
(Page 1 of 6 Pages)

 

______________________________

* 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 the disclosures provided in a prior cover page.

The information required in 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 (“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. 29788T103 13G/APage 2 of 6 Pages

 

1

NAME OF REPORTING PERSON

Elliott Investment Management L.P.

2CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) ¨

3SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:
5

SOLE VOTING POWER

 25,003,456

6

SHARED VOTING POWER

0

7

SOLE DISPOSITIVE POWER

25,003,456

8

SHARED DISPOSITIVE POWER

0

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

25,003,456

10CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

8.36%

12

TYPE OF REPORTING PERSON

PN, IA

     

 

 

CUSIP No. 29788T103 13G/APage 3 of 6 Pages

 

 

Item 1(a).NAME OF ISSUER
  
 The name of the issuer is E2open Parent Holdings, Inc. (the “Issuer”).
  
Item 1(b).ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES
  
 9600 Great Hills Trail, Suite 300E, Austin, TX 78759.
  
Item 2 (a).NAME OF PERSON FILING
  
 This statement on Schedule 13G/A is filed by Elliott Investment Management L.P., a Delaware limited partnership (“EIM” or the “Reporting Person”), the investment manager of Elliott Associates, L.P., a Delaware limited partnership (“Elliott”) and Elliott International, L.P., a Cayman Islands limited partnership (“Elliott International” and together with Elliott, the “Elliott Funds”), with respect to the Shares held by the Elliott Funds and/or their respective subsidiaries.
  
 The general partner of EIM is Elliott Investment Management GP LLC, a Delaware limited liability company (“EIM GP”).  Paul E. Singer (“Singer”) is the sole managing member of EIM GP.
  
Item 2(b).ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE
  
 The business address of EIM, EIM GP and Singer is Phillips Point, East Tower, 777 South Flagler Drive, Suite 1000, West Palm Beach, FL 33401.
  
 Item 2(c).CITIZENSHIP
   
  EIM is a limited partnership formed under the laws of the State of Delaware.
   
  EIM GP is a limited liability company formed under the laws of the State of Delaware.
   
  Singer is a U.S. citizen.
   
Item 2(d).TITLE OF CLASS OF SECURITIES
  
 Class A Common Stock, par value $0.0001 per share (the “Shares”)
  
Item 2(e).CUSIP NUMBER
  
 29788T103
  
Item 3.IF THIS STATEMENT IS FILED PURSUANT TO Rules 13d-1(b), OR 13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A:
    

 

 (a)¨Broker or dealer registered under Section 15 of the Act;
 (b)¨Bank as defined in Section 3(a)(6) of the Act;

 

CUSIP No. 29788T103 13G/APage 4 of 6 Pages

 

 (c)¨Insurance company as defined in Section 3(a)(19) of the Act;
 (d)¨Investment company registered under Section 8 of the Investment Company Act of 1940;
 (e)xAn investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
 (f)¨

An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);

 

 (g)¨

A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);

 

 (h)¨

A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;

 

 (i)¨

A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act;

 

 (j)¨A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J);
 (k)¨Group, in accordance with Rule 13d-1(b)(1)(ii)(K).

 

 

If filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J), please

specify the type of institution: __________________________________

 
   
Item 4.OWNERSHIP
  
 The percentage set forth in this Schedule 13G/A is calculated based upon 299,043,813 Shares reported to be outstanding as of September 9, 2021, as reported in the Issuer’s Registration Statement on Form S-1 filed with the Securities and Exchange Commission on September 15, 2021.
  
 The information required by Items 4(a) - (c) is set forth in Rows 5 - 11 of the cover page for the Reporting Person and is incorporated herein by reference.
  
Item 5.OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
  
 Not applicable.
  
Item 6.OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON
  
 See Item 2.

 

CUSIP No. 29788T103 13G/APage 5 of 6 Pages

 

 

Item 7.IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY OR CONTROL PERSON 
   
 Not applicable. 
   
Item 8.IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP 
   
 Not applicable. 
   
Item 9.NOTICE OF DISSOLUTION OF GROUP 
   
 Not applicable. 
   
Item 10.CERTIFICATION 
   
 The Reporting Person hereby makes the following certification:
  
 By signing below the Reporting Person certifies that, to the best of its knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

 

 

CUSIP No. 29788T103 13G/APage 6 of 6 Pages

 

SIGNATURES

After reasonable inquiry and to the best of its knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.

DATE: October 12, 2021

 

Elliott Investment Management L.P. 
  
/s/ Elliot Greenberg 
Name: Elliot Greenberg 
Title: Vice President