SEC Form SC 13D/A filed by TD SYNNEX Corporation (Amendment)

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SC 13D/A 1 tm2411581d1_sc13da.htm SC 13D/A

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13d

(Amendment No. 9)*

 

Under the Securities Exchange Act of 1934

 

TD SYNNEX CORPORATION

 

(Name of Issuer)

 

Common stock, par value $0.001 per share

 

(Title of Class of Securities)

 

87162W100

 

(CUSIP Number)

 

  Erin E. Martin, Esq.
Morgan, Lewis & Bockius LLP
1111 Pennsylvania Avenue NW

Washington, DC 20004

(202) 739-3000

 

(Name, Address and Telephone Number of Person Authorized

to Receive Notices and Communications)

 

April 9, 2024

 

(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 of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. o

 

* 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 (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. 87162W100  

 

 1

NAME OF REPORTING PERSONS

 

AP IX Tiger Holdings, 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 ITEMS 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

 

 8

SHARED VOTING POWER

 

0

 9

SOLE DISPOSITIVE POWER

 

 10

SHARED DISPOSITIVE POWER

 

0

 11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

0

 12

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

 

 13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

0.0%

 14

TYPE OF REPORTING PERSON

 

PN

       

2 

 

 

  CUSIP No. 87162W100  

 

 1

NAME OF REPORTING PERSONS

 

AP IX Tiger Co-Invest II, 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 ITEMS 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

 

 8

SHARED VOTING POWER

 

0

 9

SOLE DISPOSITIVE POWER

 

 10

SHARED DISPOSITIVE POWER

 

0

 11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

0

 12

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

 

 13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

0.0%

 14

TYPE OF REPORTING PERSON

 

PN

       

3 

 

 

  CUSIP No. 87162W100  

 

 1

NAME OF REPORTING PERSONS

 

AP IX Tiger Co-Invest (ML), 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 ITEMS 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

 

 8

SHARED VOTING POWER

 

0

 9

SOLE DISPOSITIVE POWER

 

 10

SHARED DISPOSITIVE POWER

 

0

 11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

0

 12

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

 

 13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

0.0%

 14

TYPE OF REPORTING PERSON

 

PN

       

4 

 

 

  CUSIP No. 87162W100  

 

 1

NAME OF REPORTING PERSONS

 

AP IX Tiger Co-Invest (ML) GP, 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 ITEMS 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

 

 8

SHARED VOTING POWER

 

0

 9

SOLE DISPOSITIVE POWER

 

 10

SHARED DISPOSITIVE POWER

 

0

 11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

0

 12

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

 

 13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

0.0%

 14

TYPE OF REPORTING PERSON

 

OO

       

5 

 

 

  CUSIP No. 87162W100  

 

 1

NAME OF REPORTING PERSONS

 

AP IX Tiger Holdings GP, 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 ITEMS 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

 

 8

SHARED VOTING POWER

 

0

 9

SOLE DISPOSITIVE POWER

 

 10

SHARED DISPOSITIVE POWER

 

0

 11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

0

 12

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

 

 13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

0.0%

 14

TYPE OF REPORTING PERSON

 

OO

       

6 

 

 

  CUSIP No. 87162W100  

 

 1

NAME OF REPORTING PERSONS

 

Apollo Management IX, 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 ITEMS 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

 

 8

SHARED VOTING POWER

 

0

 9

SOLE DISPOSITIVE POWER

 

 10

SHARED DISPOSITIVE POWER

 

0

 11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

0

 12

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

 

 13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

0.0%

 14

TYPE OF REPORTING PERSON

 

PN

       

7 

 

 

  CUSIP No. 87162W100  

 

 1

NAME OF REPORTING PERSONS

 

AIF IX Management, 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 ITEMS 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

 

 8

SHARED VOTING POWER

 

0

 9

SOLE DISPOSITIVE POWER

 

 10

SHARED DISPOSITIVE POWER

 

0

 11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

0

 12

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

 

 13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

0.0%

 14

TYPE OF REPORTING PERSON

 

OO

       

8 

 

 

  CUSIP No. 87162W100  

 

 1

NAME OF REPORTING PERSONS

 

Apollo Management, 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 ITEMS 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

 

 8

SHARED VOTING POWER

 

0

 9

SOLE DISPOSITIVE POWER

 

 10

SHARED DISPOSITIVE POWER

 

0

 11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

0

 12

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

 

 13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

0.0%

 14

TYPE OF REPORTING PERSON

 

PN

       

9 

 

 

  CUSIP No. 87162W100  

 

 1

NAME OF REPORTING PERSONS

 

Apollo Management GP, 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 ITEMS 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

 

 8

SHARED VOTING POWER

 

0

 9

SOLE DISPOSITIVE POWER

 

 10

SHARED DISPOSITIVE POWER

 

0

 11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

0

 12

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

 

 13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

0.0%

 14

TYPE OF REPORTING PERSON

 

OO

       

10 

 

 

  CUSIP No. 87162W100  

 

 1

NAME OF REPORTING PERSONS

 

Apollo Management Holdings, 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 ITEMS 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

 

 8

SHARED VOTING POWER

 

0

 9

SOLE DISPOSITIVE POWER

 

 10

SHARED DISPOSITIVE POWER

 

0

 11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

0

 12

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

 

 13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

0.0%

 14

TYPE OF REPORTING PERSON

 

PN

       

11 

 

 

  CUSIP No. 87162W100  

 

 1

NAME OF REPORTING PERSONS

 

Apollo Management Holdings GP, 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 ITEMS 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

 

 8

SHARED VOTING POWER

 

0

 9

SOLE DISPOSITIVE POWER

 

 10

SHARED DISPOSITIVE POWER

 

0

 11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

0

 12

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

 

 13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

0.0%

 14

TYPE OF REPORTING PERSON

 

OO

       

12 

 

 

Schedule 13D/A

Amendment No. 9

 

The information in this Amendment No. 9 to Schedule 13D (this “Ninth Amendment” or this “13D/A”) amends and supplements the Schedule 13D (the “Original Schedule 13D”) filed with the U.S. Securities and Exchange Commission (the “SEC”) by Tiger Parent Holdings, L.P. (“Tiger Holdings”) and the other Reporting Persons therein described on September 10, 2021, relating to the common stock, par value $0.001 per share (the “Common Stock”), of TD SYNNEX Corporation (the “Issuer”), as amended by Amendment No. 1 thereto filed on October 13, 2021, Amendment No. 2 thereto filed on March 4, 2022, Amendment No. 3 thereto filed on February 1, 2023, Amendment No. 4 thereto filed on July 13, 2023, Amendment No. 5 thereto filed on October 18, 2023, Amendment No. 6 thereto filed on January 17, 2024, Amendment No. 7 thereto filed on January 31, 2024, and Amendment No. 8 thereto filed on April 4, 2024 (as amended, the “Schedule 13D”).

 

Except as set forth herein, the Schedule 13D remains unmodified.

 

Item 5.           Interest in Securities of the Issuer

 

Item 5 of the Schedule 13D is hereby amended and restated as follows:

 

(a) & (b) Information in Rows 7 to 13 of the respective cover pages of the individual Reporting Persons are incorporated into this Item 5 by reference. The aggregate beneficial ownership of the Common Stock by the Reporting Persons is as follows:

 

Sole Voting Power 0
Shared Voting Power 0
Sole Dispositive Power 0
Shared Dispositive Power 0

 

The Reporting Persons’ aggregate percentage beneficial ownership of the total amount of Common Stock outstanding is 0.0%, based on a total of 87,149,786 shares of Common Stock as of April 2, 2024 as disclosed in the Issuer’s prospectus supplement filed with the SEC on April 8, 2024.

 

(c) The Reporting Persons effected the following transaction of the Common Stock since the filing of Amendment No. 8 to the Original Schedule 13D: on April 9, 2024, the Reporting Persons set forth below sold an aggregate of 5,309,299 shares of Common Stock for $114.20 per share in an underwritten secondary public offering of the Common Stock (the “Exit Transaction”):

 

AP IX Tiger 3,321,498 shares
Tiger Co-Invest II 731,267 shares
Tiger Co-Invest ML 1,256,534 shares

 

(d) Not applicable.

 

(e) Following the Exit Transaction, the Reporting Persons ceased to beneficially own any shares of Common Stock. The filing of this Amendment No. 9 represents the final amendment to the Schedule 13D and constitutes an exit filing for the Reporting Persons.

 

 

 

 

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: April 11, 2024

 

  AP IX TIGER CO-INVEST II, L.P.
   
  By: AP IX Tiger Holdings GP, LLC, its general partner
   
    By: /s/ James Elworth
      James Elworth
      Vice President
   
  AP IX TIGER CO-INVEST (ML), L.P.
   
  By: AP IX Tiger Co-Invest (ML) GP, LLC, its general partner
   
    By: AP IX Tiger Holdings GP, LLC, its sole member
   
      By: /s/ James Elworth
        James Elworth
        Vice President

 

  AP IX TIGER CO-INVEST (ML) GP, LLC
   
  By: AP IX Tiger Holdings GP, LLC, its sole member
     
    By: /s/ James Elworth
      James Elworth
      Vice President
   
  AP IX TIGER HOLDINGS, L.P.
   
  By: AP IX Tiger Holdings GP, LLC, its general partner
   
    By: /s/ James Elworth
      James Elworth
      Vice President
   
  AP IX TIGER HOLDINGS GP, LLC
   
  By: /s/ James Elworth
    James Elworth
    Vice President
   

 

 

 

  APOLLO MANAGEMENT IX, L.P.
   
  By: AIF IX Management, LLC, its general partner
   
    By: /s/ James Elworth
      James Elworth
      Vice President
   
  AIF IX MANAGEMENT, LLC
   
  By: /s/ James Elworth
    James Elworth
    Vice President
   
  APOLLO MANAGEMENT, L.P.
   
  By: Apollo Management GP, LLC, its general partner
   
    By: /s/ James Elworth
      James Elworth
      Vice President
   
  APOLLO MANAGEMENT GP, LLC
   
  By: /s/ James Elworth
    James Elworth
    Vice President
   
  APOLLO MANAGEMENT HOLDINGS, L.P.
   
  By: Apollo Management Holdings GP, LLC, its general partner
   
    By: /s/ James Elworth
      James Elworth
      Vice President
   
  APOLLO MANAGEMENT HOLDINGS GP, LLC
   
  By: /s/ James Elworth
    James Elworth
    Vice President

 

 

 

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    Fiscal fourth quarter revenue of $15.8 billion, above our outlook of $14.9 - $15.7 billion. Fiscal fourth quarter non-GAAP gross billings(1) of $21.2 billion, above the midpoint of our outlook of $20.5 - $21.5 billion. Fiscal fourth quarter net income of $195 million and non-GAAP net income(1) of $263 million. Fiscal fourth quarter diluted earnings per share ("EPS") of $2.29 and non-GAAP diluted EPS(1) of $3.09, above the midpoint of our outlook. Fiscal fourth quarter cash provided by operations of $562 million and free cash flow(1) of $513 million. Fiscal 2024 cash provided by operations of $1.2 billion and free cash flow(1) of $1.0 billion. Returned $750 million to stoc

    $SNX
    Retail: Computer Software & Peripheral Equipment
    Technology
  • TD SYNNEX Moves Fiscal 2024 Full Year and Fourth Quarter Earnings Release and Conference Call to January 10, 2025

    TD SYNNEX (NYSE:SNX) today announced it will reschedule its fourth quarter and full year fiscal 2024 earnings release and conference call, previously scheduled for Thursday, January 9, 2025, to Friday, January 10, 2025, before the U.S. market opens at 6:00 a.m. PT / 9:00 a.m. ET. The adjustment to the earnings release and conference call date is in recognition of the National Day of Mourning of former President Jimmy Carter and the closing of the New York Stock Exchange on January 9, 2025. The quarterly earnings press release and a live audio webcast of the earnings call will be accessible at ir.tdsynnex.com, and a replay of the webcast will be available following the call. About TD SYN

    $SNX
    Retail: Computer Software & Peripheral Equipment
    Technology
  • TD SYNNEX to Announce Fiscal 2024 Full Year and Fourth Quarter Results on January 9, 2025

    TD SYNNEX (NYSE:SNX) today announced it will report its financial results for the fourth quarter and full year of fiscal 2024 before the U.S. market opens on Thursday, January 9, 2025. A conference call to review the results will be held at 6:00 a.m. PT / 9:00 a.m. ET the same day. The quarterly earnings press release and a live audio webcast of the earnings call will be accessible at ir.tdsynnex.com, and a replay of the webcast will be available following the call. About TD SYNNEX TD SYNNEX (NYSE:SNX) is a leading global distributor and solutions aggregator for the IT ecosystem. We are an innovative partner helping more than 150,000 customers in 100+ countries to maximize the value o

    $SNX
    Retail: Computer Software & Peripheral Equipment
    Technology

$SNX
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