SC 13G 1 brhc10033930_sc13g.htm SC 13G

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. __)*

Definitive Healthcare Corp.

(Name of Issuer)

CLASS A COMMON STOCK, $0.001 PAR VALUE PER SHARE

(Title of Class of Securities)

24477E103

(CUSIP Number)

December 31, 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:

☐ Rule 13d-1(b)

☐ Rule 13d-1(c)

☑ Rule 13d-1(d)

*	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. 24477E103

SCHEDULE 13G

Page 2 of 57 Pages

1	NAMES OF REPORTING PERSONS
	Advent International Corporation

2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☒
3	SEC USE ONLY


4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Delaware

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			62,493,676

		6	SHARED VOTING POWER
			0

		7	SOLE DISPOSITIVE POWER
			62,493,676

		8	SHARED DISPOSITIVE POWER
			0

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	62,493,676

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	64.4% (1)

12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	CO

(1)	The percent of class was calculated based on 97,030,095 shares of Class A Common Stock outstanding, as disclosed in the Issuer’s Form 424(b)(4) prospectus filed with the Securities and Exchange Commission on November 19, 2021.

CUSIP No. 24477E103

SCHEDULE 13G

Page 3 of 57 Pages

1	NAMES OF REPORTING PERSONS
	Advent International GPE IX, LLC

2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☒
3	SEC USE ONLY


4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Delaware

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			46,251,909

		6	SHARED VOTING POWER
			0

		7	SOLE DISPOSITIVE POWER
			46,251,909

		8	SHARED DISPOSITIVE POWER
			0

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	46,251,909

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	47.7% (1)

12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	OO

(1)	The percent of class was calculated based on 97,030,095 shares of Class A Common Stock outstanding, as disclosed in the Issuer’s Form 424(b)(4) prospectus filed with the Securities and Exchange Commission on November 19, 2021.

CUSIP No. 24477E103

SCHEDULE 13G

Page 4 of 57 Pages

1	NAMES OF REPORTING PERSONS
	GPE IX GP Limited Partnership

2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☒
3	SEC USE ONLY


4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Cayman Islands

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			36,492,659

		6	SHARED VOTING POWER
			0

		7	SOLE DISPOSITIVE POWER
			36,492,659

		8	SHARED DISPOSITIVE POWER
			0

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	36,492,659

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	37.6% (1)

12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	PN

(1)	The percent of class was calculated based on 97,030,095 shares of Class A Common Stock outstanding, as disclosed in the Issuer’s Form 424(b)(4) prospectus filed with the Securities and Exchange Commission on November 19, 2021.

CUSIP No. 24477E103

SCHEDULE 13G

Page 5 of 57 Pages

1	NAMES OF REPORTING PERSONS
	Advent International GPE IX Limited Partnership

2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☒
3	SEC USE ONLY


4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Cayman Islands

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			16,955,510

		6	SHARED VOTING POWER
			0

		7	SOLE DISPOSITIVE POWER
			16,955,510

		8	SHARED DISPOSITIVE POWER
			0

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	16,955,510

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	17.5% (1)

12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	PN

(1)	The percent of class was calculated based on 97,030,095 shares of Class A Common Stock outstanding, as disclosed in the Issuer’s Form 424(b)(4) prospectus filed with the Securities and Exchange Commission on November 19, 2021.

CUSIP No. 24477E103

SCHEDULE 13G

Page 6 of 57 Pages

1	NAMES OF REPORTING PERSONS
	Advent International GPE IX-B Limited Partnership

2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☒
3	SEC USE ONLY


4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Cayman Islands

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			3,359,809

		6	SHARED VOTING POWER
			0

		7	SOLE DISPOSITIVE POWER
			3,359,809

		8	SHARED DISPOSITIVE POWER
			0

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	3,359,809

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	3.5% (1)

12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	PN

(1)	The percent of class was calculated based on 97,030,095 shares of Class A Common Stock outstanding, as disclosed in the Issuer’s Form 424(b)(4) prospectus filed with the Securities and Exchange Commission on November 19, 2021.

CUSIP No. 24477E103

SCHEDULE 13G

Page 7 of 57 Pages

1	NAMES OF REPORTING PERSONS
	Advent International GPE IX-C Limited Partnership

2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☒
3	SEC USE ONLY


4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Cayman Islands

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			1,394,766

		6	SHARED VOTING POWER
			0

		7	SOLE DISPOSITIVE POWER
			1,394,766

		8	SHARED DISPOSITIVE POWER
			0

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	1,394,766

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	1.4% (1)

12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	PN

(1)	The percent of class was calculated based on 97,030,095 shares of Class A Common Stock outstanding, as disclosed in the Issuer’s Form 424(b)(4) prospectus filed with the Securities and Exchange Commission on November 19, 2021.

CUSIP No. 24477E103

SCHEDULE 13G

Page 8 of 57 Pages

1	NAMES OF REPORTING PERSONS
	Advent International GPE IX-F Limited Partnership

2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☒
3	SEC USE ONLY


4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Cayman Islands

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			1,463,380

		6	SHARED VOTING POWER
			0

		7	SOLE DISPOSITIVE POWER
			1,463,380

		8	SHARED DISPOSITIVE POWER
			0

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	1,463,380

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	1.5% (1)

12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	PN

(1)	The percent of class was calculated based on 97,030,095 shares of Class A Common Stock outstanding, as disclosed in the Issuer’s Form 424(b)(4) prospectus filed with the Securities and Exchange Commission on November 19, 2021.

CUSIP No. 24477E103

SCHEDULE 13G

Page 9 of 57 Pages

1	NAMES OF REPORTING PERSONS
	Advent International GPE IX-G Limited Partnership

2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☒
3	SEC USE ONLY


4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Cayman Islands

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			4,815,226

		6	SHARED VOTING POWER
			0

		7	SOLE DISPOSITIVE POWER
			4,815,226

		8	SHARED DISPOSITIVE POWER
			0

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	4,815,226

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	5.0% (1)

12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	PN

(1)	The percent of class was calculated based on 97,030,095 shares of Class A Common Stock outstanding, as disclosed in the Issuer’s Form 424(b)(4) prospectus filed with the Securities and Exchange Commission on November 19, 2021.

CUSIP No. 24477E103

SCHEDULE 13G

Page 10 of 57 Pages

1	NAMES OF REPORTING PERSONS
	Advent International GPE IX-H Limited Partnership

2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☒
3	SEC USE ONLY


4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Cayman Islands

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			5,428,915

		6	SHARED VOTING POWER
			0

		7	SOLE DISPOSITIVE POWER
			5,428,915

		8	SHARED DISPOSITIVE POWER
			0

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	5,428,915

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	5.6% (1)

12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	PN

(1)	The percent of class was calculated based on 97,030,095 shares of Class A Common Stock outstanding, as disclosed in the Issuer’s Form 424(b)(4) prospectus filed with the Securities and Exchange Commission on November 19, 2021.

CUSIP No. 24477E103

SCHEDULE 13G

Page 11 of 57 Pages

1	NAMES OF REPORTING PERSONS
	Advent International GPE IX-I Limited Partnership

2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☒
3	SEC USE ONLY


4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Cayman Islands

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			3,075,053

		6	SHARED VOTING POWER
			0

		7	SOLE DISPOSITIVE POWER
			3,075,053

		8	SHARED DISPOSITIVE POWER
			0

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	3,075,053

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	3.2% (1)

12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	PN

(1)	The percent of class was calculated based on 97,030,095 shares of Class A Common Stock outstanding, as disclosed in the Issuer’s Form 424(b)(4) prospectus filed with the Securities and Exchange Commission on November 19, 2021.

CUSIP No. 24477E103

SCHEDULE 13G

Page 12 of 57 Pages

1	NAMES OF REPORTING PERSONS
	GPE IX GP S.à r.l

2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☒
3	SEC USE ONLY


4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Luxembourg

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			8,301,241

		6	SHARED VOTING POWER
			0

		7	SOLE DISPOSITIVE POWER
			8,301,241

		8	SHARED DISPOSITIVE POWER
			0

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	8,301,241

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	8.6% (1)

12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	CO

(1)	The percent of class was calculated based on 97,030,095 shares of Class A Common Stock outstanding, as disclosed in the Issuer’s Form 424(b)(4) prospectus filed with the Securities and Exchange Commission on November 19, 2021.

CUSIP No. 24477E103

SCHEDULE 13G

Page 13 of 57 Pages

1	NAMES OF REPORTING PERSONS
	Advent International GPE IX-A SCSp

2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☒
3	SEC USE ONLY


4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Luxembourg

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			4,985,850

		6	SHARED VOTING POWER
			0

		7	SOLE DISPOSITIVE POWER
			4,985,850

		8	SHARED DISPOSITIVE POWER
			0

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	4,985,850

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	5.1% (1)

12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	PN

(1)	The percent of class was calculated based on 97,030,095 shares of Class A Common Stock outstanding, as disclosed in the Issuer’s Form 424(b)(4) prospectus filed with the Securities and Exchange Commission on November 19, 2021.

CUSIP No. 24477E103

SCHEDULE 13G

Page 14 of 57 Pages

1	NAMES OF REPORTING PERSONS
	Advent International GPE IX-D SCSp

2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☒
3	SEC USE ONLY


4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Luxembourg

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			1,061,241

		6	SHARED VOTING POWER
			0

		7	SOLE DISPOSITIVE POWER
			1,061,241

		8	SHARED DISPOSITIVE POWER
			0

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	1,061,241

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	1.1% (1)			<

SEC Form SC 13G filed by Definitive Healthcare Corp.