Amendment: SEC Form SCHEDULE 13G/A filed by NCS Multistage Holdings Inc.
$NCSM
Oilfield Services/Equipment
Energy
|
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13G
|
UNDER THE SECURITIES EXCHANGE ACT OF 1934
|
(Amendment No. 1)
|
NCS Multistage Holdings, Inc. (Name of Issuer) |
Common Stock, par value $0.01 per share (Title of Class of Securities) |
628877102 (CUSIP Number) |
03/31/2025 (Date of Event Which Requires Filing of this Statement) |
| Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |
 Rule 13d-1(b)
|
| Rule 13d-1(c)
|
 Rule 13d-1(d)
|
SCHEDULE 13G
|
| CUSIP No. | 628877102 |
| 1 | Names of Reporting Persons
ADVENT INTERNATIONAL, L.P. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
1,478,426.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
58.19 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person: The reported percentage is calculated based on 2,540,849 shares of common stock ("Common Stock") outstanding as of April 29, 2025, as reported on the Issuer's 10-Q filed with the Securities and Exchange Commission ("SEC") on May 1, 2025.
SCHEDULE 13G
|
| CUSIP No. | 628877102 |
| 1 | Names of Reporting Persons
Advent International GPE VII LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
1,478,426.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
58.19 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person: The reported percentage is calculated based on 2,540,849 shares of Common Stock outstanding as of April 29, 2025, as reported on the Issuer's 10-Q filed with the SEC on May 1, 2025.
SCHEDULE 13G
|
| CUSIP No. | 628877102 |
| 1 | Names of Reporting Persons
Advent-NCS Acquisition Limited Partnership | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
1,478,426.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
58.19 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person: The reported percentage is calculated based on 2,540,849 shares of Common Stock outstanding as of April 29, 2025, as reported on the Issuer's 10-Q filed with the SEC on May 1, 2025.
SCHEDULE 13G
|
| CUSIP No. | 628877102 |
| 1 | Names of Reporting Persons
Advent-NCS GP LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
1,478,426.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
58.19 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person: The reported percentage is calculated based on 2,540,849 shares of Common Stock outstanding as of April 29, 2025, as reported on the Issuer's 10-Q filed with the SEC on May 1, 2025.
SCHEDULE 13G
|
| CUSIP No. | 628877102 |
| 1 | Names of Reporting Persons
GPE VII GP Limited Partnership | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
504,439.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
19.85 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person: The reported percentage is calculated based on 2,540,849 shares of Common Stock outstanding as of April 29, 2025, as reported on the Issuer's 10-Q filed with the SEC on May 1, 2025.
SCHEDULE 13G
|
| CUSIP No. | 628877102 |
| 1 | Names of Reporting Persons
GPE VII GP (Delaware) Limited Partnership | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
941,019.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
37.04 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person: The reported percentage is calculated based on 2,540,849 shares of Common Stock outstanding as of April 29, 2025, as reported on the Issuer's 10-Q filed with the SEC on May 1, 2025.
SCHEDULE 13G
|
| CUSIP No. | 628877102 |
| 1 | Names of Reporting Persons
Advent Partners GPE VII Limited Partnership | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
591.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.02 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person: The reported percentage is calculated based on 2,540,849 shares of Common Stock outstanding as of April 29, 2025, as reported on the Issuer's 10-Q filed with the SEC on May 1, 2025.
SCHEDULE 13G
|
| CUSIP No. | 628877102 |
| 1 | Names of Reporting Persons
Advent Partners GPE VII-A Limited Partnership | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
1,478.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.06 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person: The reported percentage is calculated based on 2,540,849 shares of Common Stock outstanding as of April 29, 2025, as reported on the Issuer's 10-Q filed with the SEC on May 1, 2025.
SCHEDULE 13G
|
| CUSIP No. | 628877102 |
| 1 | Names of Reporting Persons
Advent Partners GPE VII-B Cayman Limited Partnership | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
14,489.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.57 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person: The reported percentage is calculated based on 2,540,849 shares of Common Stock outstanding as of April 29, 2025, as reported on the Issuer's 10-Q filed with the SEC on May 1, 2025.
SCHEDULE 13G
|
| CUSIP No. | 628877102 |
| 1 | Names of Reporting Persons
Advent Partners GPE VII Cayman Limited Partnership | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
13,010.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.51 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person: The reported percentage is calculated based on 2,540,849 shares of Common Stock outstanding as of April 29, 2025, as reported on the Issuer's 10-Q filed with the SEC on May 1, 2025.
SCHEDULE 13G
|
| CUSIP No. | 628877102 |
| 1 | Names of Reporting Persons
Advent Partners GPE VII-A Cayman Limited Partnership | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
3,400.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.13 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person: The reported percentage is calculated based on 2,540,849 shares of Common Stock outstanding as of April 29, 2025, as reported on the Issuer's 10-Q filed with the SEC on May 1, 2025.
SCHEDULE 13G
|
| CUSIP No. | 628877102 |
| 1 | Names of Reporting Persons
Advent International GPE VII Limited Partnership | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
184,655.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
7.27 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person: The reported percentage is calculated based on 2,540,849 shares of Common Stock outstanding as of April 29, 2025, as reported on the Issuer's 10-Q filed with the SEC on May 1, 2025.
SCHEDULE 13G
|
| CUSIP No. | 628877102 |
| 1 | Names of Reporting Persons
Advent International GPE VII-A Limited Partnership | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
170,906.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
6.73 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person: The reported percentage is calculated based on 2,540,849 shares of Common Stock outstanding as of April 29, 2025, as reported on the Issuer's 10-Q filed with the SEC on May 1, 2025.
SCHEDULE 13G
|
| CUSIP No. | 628877102 |
| 1 | Names of Reporting Persons
Advent International GPE VII-B Limited Partnership | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
429,483.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
16.9 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person: The reported percentage is calculated based on 2,540,849 shares of Common Stock outstanding as of April 29, 2025, as reported on the Issuer's 10-Q filed with the SEC on May 1, 2025.
SCHEDULE 13G
|
| CUSIP No. | 628877102 |
| 1 | Names of Reporting Persons
Advent International GPE VII-C Limited Partnership | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
136,459.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
5.37 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person: The reported percentage is calculated based on 2,540,849 shares of Common Stock outstanding as of April 29, 2025, as reported on the Issuer's 10-Q filed with the SEC on May 1, 2025.
SCHEDULE 13G
|
| CUSIP No. | 628877102 |
| 1 | Names of Reporting Persons
Advent International GPE VII-D Limited Partnership | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
110,586.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
4.35 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person: The reported percentage is calculated based on 2,540,849 shares of Common Stock outstanding as of April 29, 2025, as reported on the Issuer's 10-Q filed with the SEC on May 1, 2025.
SCHEDULE 13G
|
| CUSIP No. | 628877102 |
| 1 | Names of Reporting Persons
Advent International GPE VII-E Limited Partnership | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
309,435.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
12.18 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person: The reported percentage is calculated based on 2,540,849 shares of Common Stock outstanding as of April 29, 2025, as reported on the Issuer's 10-Q filed with the SEC on May 1, 2025.
SCHEDULE 13G
|
| CUSIP No. | 628877102 |
| 1 | Names of Reporting Persons
Advent International GPE VII-F Limited Partnership | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
39,918.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
1.57 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person: The reported percentage is calculated based on 2,540,849 shares of Common Stock outstanding as of April 29, 2025, as reported on the Issuer's 10-Q filed with the SEC on May 1, 2025.
SCHEDULE 13G
|
| CUSIP No. | 628877102 |
| 1 | Names of Reporting Persons
Advent International GPE VII-G Limited Partnership | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
39,918.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
1.57 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person: The reported percentage is calculated based on 2,540,849 shares of Common Stock outstanding as of April 29, 2025, as reported on the Issuer's 10-Q filed with the SEC on May 1, 2025.
SCHEDULE 13G
|
| CUSIP No. | 628877102 |
| 1 | Names of Reporting Persons
Advent International GPE VII-H Limited Partnership | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
24,098.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.95 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person: The reported percentage is calculated based on 2,540,849 shares of Common Stock outstanding as of April 29, 2025, as reported on the Issuer's 10-Q filed with the SEC on May 1, 2025.
SCHEDULE 13G
|
| Item 1. | ||
| (a) | Name of issuer:
NCS Multistage Holdings, Inc. | |
| (b) | Address of issuer's principal executive offices:
19450 State Highway, 249, Suite 200, Houston, Texas, 77070 | |
| Item 2. | ||
| (a) | Name of person filing:
This statement is being jointly filed by each of the persons below pursuant to Rule 13d-1(k) promulgated by the SEC pursuant to Section 13 of the Act, all of whom together are referred to herein as the "Reporting Persons":
(i) Advent International, L.P., a Delaware limited partnership (f/k/a Advent International Corporation);
(ii) Advent International GPE VII LLC, a Delaware LLC;
(iii) Advent-NCS Acquisition Limited Partnership, a Delaware limited partnership;
(iv) Advent-NCS GP LLC, a Delaware LLC;
(v) GPE VII GP Limited Partnership, a Cayman Islands limited partnership
(vi) GPE VII GP (Delaware) Limited Partnership, a Delaware limited partnership;
(vii) Advent Partners GPE VII Limited Partnership, a Delaware limited partnership;
(viii) Advent Partners GPE VII-A Limited Partnership, a Delaware limited partnership;
(ix) Advent Partners GPE VII-B Cayman Limited Partnership, a Cayman Islands limited partnership;
(x) Advent Partners GPE VII Cayman Limited Partnership, a Cayman Islands limited partnership;
(xi) Advent Partners GPE VII-A Cayman Limited Partnership, a Cayman Islands limited partnership;
(xii) Advent International GPE VII Limited Partnership, a Delaware limited partnership;
(xiii) Advent International GPE VII-A Limited Partnership, a Cayman Islands limited partnership;
(xiv) Advent International GPE VII-B Limited Partnership, a Delaware limited partnership;
(xv) Advent International GPE VII-C Limited Partnership, a Delaware limited partnership;
(xvi) Advent International GPE VII-D Limited Partnership, a Delaware limited partnership;
(xvii) Advent International GPE VII-E Limited Partnership, a Cayman Islands limited partnership;
(xviii) Advent International GPE VII-F Limited Partnership, a Delaware limited partnership;
(xix) Advent International GPE VII-G Limited Partnership, a Delaware limited partnership; and
(xx) Advent International GPE VII-H Limited Partnership, a Cayman Islands limited partnership.
Advent International, L.P. is the manager of Advent International GPE VII LLC, which in turn is the general partner of GPE VII GP Limited Partnership, GPE VII GP (Delaware) Limited Partnership, Advent Partners GPE VII Limited Partnership, Advent Partners GPE VII-A Limited Partnership, Advent Partners GPE VII-B Limited Partnership, Advent Partners GPE VII Cayman Limited Partnership, and Advent Partners GPE VII-A Cayman Limited Partnership. GPE VII GP Limited Partnership is the general partner of Advent International GPE VII-A Limited Partnership, Advent International GPE VII-E Limited Partnership, and Advent International GPE VII-H Limited Partnership. GPE VII GP (Delaware) Limited Partnership is the general partner of Advent International GPE VII Limited Partnership, Advent International GPE VII-B Limited Partnership, Advent International GPE VII-C Limited Partnership, Advent International GPE VII-D Limited Partnership, Advent International GPE VII-F Limited Partnership, and Advent International GPE VII-G Limited Partnership. Advent-NCS GP LLC is a general partner of Advent-NCS Acquisition Limited Partnership. Advent Partners GPE VII Limited Partnership, Advent Partners GPE VII-A Limited Partnership, Advent Partners GPE VII-B Cayman Limited Partnership, Advent Partners GPE VII Cayman Limited Partnership, Advent Partners GPE VII-A Cayman Limited Partnership, Advent International GPE VII Limited Partnership, Advent International GPE VII-A Limited Partnership, Advent International GPE VII-B Limited Partnership, Advent International GPE VII-C Limited Partnership, Advent International GPE VII-D Limited Partnership, Advent International GPE VII-F Limited Partnership, Advent International GPE VII-G Limited Partnership, and Advent International GPE VII-H Limited Partnership, are members of Advent-NCS GP LLC. | |
| (b) | Address or principal business office or, if none, residence:
Prudential Tower, 800 Boylston Street, Boston, Massachusetts 02199 | |
| (c) | Citizenship:
See responses to row 4 on each cover page. | |
| (d) | Title of class of securities:
Common Stock, par value $0.01 per share | |
| (e) | CUSIP No.:
628877102 | |
| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: | |
| (a) | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
| |
| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
| |
| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
| |
| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
| |
| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
| |
| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
| |
| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
| |
| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
| |
| (i) | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
| |
| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution: | |
| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
| |
| Item 4. | Ownership | |
| (a) | Amount beneficially owned:
See responses to row 9 on each cover page hereto which, together with the information set forth in Item 2 of this Statement, are incorporated by reference into this Item 4. | |
| (b) | Percent of class:
See responses to row 11 on each cover page. | |
| (c) | Number of shares as to which the person has:
| |
| (i) Sole power to vote or to direct the vote:
See responses to row 5 on each cover page. | ||
| (ii) Shared power to vote or to direct the vote:
See responses to row 6 on each cover page. | ||
| (iii) Sole power to dispose or to direct the disposition of:
See responses to row 7 on each cover page. | ||
| (iv) Shared power to dispose or to direct the disposition of:
See responses to row 8 on each cover page. | ||
| Item 5. | Ownership of 5 Percent or Less of a Class. | |
| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. | |
Not Applicable
| ||
| 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. | Certifications: |
Not Applicable
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| 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.
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Exhibit Information
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99.1 Joint Filing Agreement, dated May 15, 2025
99.2 Signature Page, dated May 15, 2025 |