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13D Filing: Siris Capital Group, LLC and Synchronoss Technologies Inc (SNCR)

You can access the original SEC filing by clicking here.

Ownership Summary Table

Name Sole Voting Power Shared Voting Power Sole Dispositive Power Shared Dispositive Power Aggregate Amount Owned Power Percent of Class
Silver Private Holdings I 0 5,994,667 0 5,994,667 5,994,667 12.93%
Silver Private Investments 0 5,994,667 0 5,994,667 5,994,667 12.93%
Siris Partners III 0 5,994,667 0 5,994,667 5,994,667 12.93%
Siris Partners III Parallel 0 5,994,667 0 5,994,667 5,994,667 12.93%
Siris Partners GP III 0 5,994,667 0 5,994,667 5,994,667 12.93%
Siris GP HoldCo III 0 5,994,667 0 5,994,667 5,994,667 12.93%
Siris Capital Group III 0 5,994,667 0 5,994,667 5,994,667 12.93%
Siris Capital Group 0 5,994,667 0 5,994,667 5,994,667 12.93%
Siris Advisor HoldCo III 0 5,994,667 0 5,994,667 5,994,667 12.93%
Siris Advisor HoldCo 0 5,994,667 0 5,994,667 5,994,667 12.93%

Page 1 of 14 – SEC Filing

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 4)*

 

 

SYNCHRONOSS
TECHNOLOGIES, INC.

(Name of Issuer)

Common Stock, par value $0.0001 per share

(Title of Class of Securities)

87157B103

(CUSIP Number)

Steven Spencer

Siris Capital Group, LLC

601 Lexington Avenue, 59th Floor

New York, NY 10022

(212)-231-0095

(Name, Address and Telephone Number of
Person Authorized to Receive Notices and Communications)

September 29, 2017

(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. ☐

Note: Schedules filed in paper format shall
include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.

* The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment contain 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 (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).

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Page 2 of 14 – SEC Filing


  1 

Names of
reporting persons:

Silver Private Holdings I, LLC

  2

Check the appropriate box if a member
of a group (see instructions)

(a)  ☐        (b)  ☒

  3

SEC use only

  4

Source of funds (see
instructions):

AF

  5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)  ☐ Not
Applicable

  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:

5,994,667

  9

Sole dispositive power:

0

10

Shared dispositive power:

5,994,667

11

Aggregate amount beneficially owned by each reporting person:

5,994,667

12

Check if the aggregate amount in Row
(11) excludes certain shares (see instructions)  ☐

13

Percent of class represented by amount
in Row (11):

12.93%*

14

Type of reporting person:

OO

* The calculation of the foregoing percentage is based on 46,372,470 shares of common stock outstanding as of March 27, 2017, as reported in the Companys proxy statement, filed with the Securities and Exchange
Commission on April 6, 2017.

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Page 3 of 14 – SEC Filing


  1 

Names of
reporting persons:

Silver Private Investments, LLC

  2

Check the appropriate box if a member
of a group (see instructions)

(a)  ☐        (b)  ☒

  3

SEC use only

  4

Source of funds (see
instructions):

AF

  5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)  ☐ Not
Applicable

  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:

5,994,667

  9

Sole dispositive power:

0

10

Shared dispositive power:

5,994,667

11

Aggregate amount beneficially owned by each reporting person:

5,994,667

12

Check if the aggregate amount in Row
(11) excludes certain shares (see instructions)  ☐

13

Percent of class represented by amount
in Row (11):

12.93%*

14

Type of reporting person:

OO

* The calculation of the foregoing percentage is based on 46,372,470 shares of common stock outstanding as of March 27, 2017, as reported in the Companys proxy statement, filed with the Securities and Exchange
Commission on April 6, 2017.

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Page 4 of 14 – SEC Filing


  1 

Names of
reporting persons:

Siris Partners III, L.P.

  2

Check the appropriate box if a member
of a group (see instructions)

(a)  ☐        (b)  ☒

  3

SEC use only

  4

Source of funds (see
instructions):

OO

  5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)  ☐ Not
Applicable

  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:

5,994,667

  9

Sole dispositive power:

0

10

Shared dispositive power:

5,994,667

11

Aggregate amount beneficially owned by each reporting person:

5,994,667

12

Check if the aggregate amount in Row
(11) excludes certain shares (see instructions)  ☐

13

Percent of class represented by amount
in Row (11):

12.93%*

14

Type of reporting person:

PN

* The calculation of the foregoing percentage is based on 46,372,470 shares of common stock outstanding as of March 27, 2017, as reported in the Companys proxy statement, filed with the Securities and Exchange
Commission on April 6, 2017.

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Page 5 of 14 – SEC Filing


  1 

Names of
reporting persons:

Siris Partners III Parallel, L.P.

  2

Check the appropriate box if a member
of a group (see instructions)

(a)  ☐        (b)  ☒

  3

SEC use only

  4

Source of funds (see
instructions):

OO

  5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)  ☐ Not
Applicable

  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:

5,994,667

  9

Sole dispositive power:

0

10

Shared dispositive power:

5,994,667

11

Aggregate amount beneficially owned by each reporting person:

5,994,667

12

Check if the aggregate amount in Row
(11) excludes certain shares (see instructions)  ☐

13

Percent of class represented by amount
in Row (11):

12.93%*

14

Type of reporting person:

PN

* The calculation of the foregoing percentage is based on 46,372,470 shares of common stock outstanding as of March 27, 2017, as reported in the Companys proxy statement, filed with the Securities and Exchange
Commission on April 6, 2017.

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Page 6 of 14 – SEC Filing


  1 

Names of
reporting persons:

Siris Partners GP III, L.P.

  2

Check the appropriate box if a member
of a group (see instructions)

(a)  ☐        (b)  ☒

  3

SEC use only

  4

Source of funds (see
instructions):

OO

  5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)  ☐ Not
Applicable

  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:

5,994,667

  9

Sole dispositive power:

0

10

Shared dispositive power:

5,994,667

11

Aggregate amount beneficially owned by each reporting person:

5,994,667

12

Check if the aggregate amount in Row
(11) excludes certain shares (see instructions)  ☐

13

Percent of class represented by amount
in Row (11):

12.93%*

14

Type of reporting person:

PN

* The calculation of the foregoing percentage is based on 46,372,470 shares of common stock outstanding as of March 27, 2017, as reported in the Companys proxy statement, filed with the Securities and Exchange
Commission on April 6, 2017.

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Page 7 of 14 – SEC Filing


  1 

Names of
reporting persons:

Siris GP HoldCo III, LLC

  2

Check the appropriate box if a member
of a group (see instructions)

(a)  ☐        (b)  ☒

  3

SEC use only

  4

Source of funds (see
instructions):

OO

  5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)  ☐ Not
Applicable

  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:

5,994,667

  9

Sole dispositive power:

0

10

Shared dispositive power:

5,994,667

11

Aggregate amount beneficially owned by each reporting person:

5,994,667

12

Check if the aggregate amount in Row
(11) excludes certain shares (see instructions)  ☐

13

Percent of class represented by amount
in Row (11):

12.93%*

14

Type of reporting person:

OO

* The calculation of the foregoing percentage is based on 46,372,470 shares of common stock outstanding as of March 27, 2017, as reported in the Companys proxy statement, filed with the Securities and Exchange
Commission on April 6, 2017.

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Page 8 of 14 – SEC Filing


  1 

Names of
reporting persons:

Siris Capital Group III, L.P.

  2

Check the appropriate box if a member
of a group (see instructions)

(a)  ☐        (b)  ☒

  3

SEC use only

  4

Source of funds (see
instructions):

OO

  5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)  ☐ Not
Applicable

  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:

5,994,667

  9

Sole dispositive power:

0

10

Shared dispositive power:

5,994,667

11

Aggregate amount beneficially owned by each reporting person:

5,994,667

12

Check if the aggregate amount in Row
(11) excludes certain shares (see instructions)  ☐

13

Percent of class represented by amount
in Row (11):

12.93%*

14

Type of reporting person:

PN, IA

* The calculation of the foregoing percentage is based on 46,372,470 shares of common stock outstanding as of March 27, 2017, as reported in the Companys proxy statement, filed with the Securities and Exchange
Commission on April 6, 2017.

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Page 9 of 14 – SEC Filing


  1 

Names of
reporting persons:

Siris Capital Group, LLC

  2

Check the appropriate box if a member
of a group (see instructions)

(a)  ☐        (b)  ☒

  3

SEC use only

  4

Source of funds (see
instructions):

OO

  5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)  ☐ Not
Applicable

  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:

5,994,667

  9

Sole dispositive power:

0

10

Shared dispositive power:

5,994,667

11

Aggregate amount beneficially owned by each reporting person:

5,994,667

12

Check if the aggregate amount in Row
(11) excludes certain shares (see instructions)  ☐

13

Percent of class represented by amount
in Row (11):

12.93%*

14

Type of reporting person:

OO, IA

* The calculation of the foregoing percentage is based on 46,372,470 shares of common stock outstanding as of March 27, 2017, as reported in the Companys proxy statement, filed with the Securities and Exchange
Commission on April 6, 2017.

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Page 10 of 14 – SEC Filing


  1 

Names of
reporting persons:

Siris Advisor HoldCo III, LLC

  2

Check the appropriate box if a member
of a group (see instructions)

(a)  ☐        (b)  ☒

  3

SEC use only

  4

Source of funds (see
instructions):

OO

  5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)  ☐ Not
Applicable

  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:

5,994,667

  9

Sole dispositive power:

0

10

Shared dispositive power:

5,994,667

11

Aggregate amount beneficially owned by each reporting person:

5,994,667

12

Check if the aggregate amount in Row
(11) excludes certain shares (see instructions)  ☐

13

Percent of class represented by amount
in Row (11):

12.93%*

14

Type of reporting person:

OO

* The calculation of the foregoing percentage is based on 46,372,470 shares of common stock outstanding as of March 27, 2017, as reported in the Companys proxy statement, filed with the Securities and Exchange
Commission on April 6, 2017.

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Page 11 of 14 – SEC Filing


  1 

Names of
reporting persons:

Siris Advisor HoldCo, LLC

  2

Check the appropriate box if a member
of a group (see instructions)

(a)  ☐        (b)  ☒

  3

SEC use only

  4

Source of funds (see
instructions):

OO

  5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)  ☐ Not
Applicable

  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:

5,994,667

  9

Sole dispositive power:

0

10

Shared dispositive power:

5,994,667

11

Aggregate amount beneficially owned by each reporting person:

5,994,667

12

Check if the aggregate amount in Row
(11) excludes certain shares (see instructions)  ☐

13

Percent of class represented by amount
in Row (11):

12.93%*

14

Type of reporting person:

OO

* The calculation of the foregoing percentage is based on 46,372,470 shares of common stock outstanding as of March 27, 2017, as reported in the Companys proxy statement, filed with the Securities and Exchange
Commission on April 6, 2017.

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Page 12 of 14 – SEC Filing


This Amendment No. 4 to Schedule 13D (this Amendment
No.
 4) amends and supplements the statement on Schedule 13D jointly filed by (i) Silver Private Holdings I, LLC, a Delaware limited liability company (Silver Holdings), (ii) Silver Private
Investments, LLC, a Delaware limited liability company (Silver Parent), (iii) Siris Partners III, L.P., a Delaware limited partnership (Siris Fund III), (iv) Siris Partners III Parallel, L.P., a Delaware limited
partnership (Siris Fund III Parallel), (v) Siris Partners GP III, L.P., a Delaware limited partnership (Siris Fund III GP), (vi) Siris GP HoldCo III, LLC, a Delaware limited liability company (Siris
Fund III GP HoldCo
), (vii) Siris Capital Group III, L.P., a Delaware limited partnership (Siris Fund III Advisor), (viii) Siris Capital Group, LLC, a Delaware limited liability company (Siris Capital
Group
), (ix) Siris Advisor HoldCo III, LLC, a Delaware limited liability company (Siris Fund III Advisor HoldCo); and (x) Siris Advisor HoldCo, LLC, a Delaware limited liability company (Siris Advisor
HoldCo
) (collectively, the Reporting Persons) with the Securities and Exchange Commission (the Commission) on May 5, 2017 (as previously amended and as may be amended from time to time, this
Schedule 13D), relating to the common stock, $0.0001 par value per share (the Common Stock), of Synchronoss Technologies, Inc. (the Company). Initially capitalized terms used in this Amendment
No. 4 that are not otherwise defined herein shall have the same meanings attributed to them in the Schedule 13D.

Item 4. Purpose of Transaction

Item 4 is hereby amended by the addition of the following immediately prior to the penultimate paragraph thereof:

After further discussions with the Company and its representatives, the Reporting Persons are no longer actively pursuing a Potential
Transaction with the Company. Consistent with the Reporting Persons previous disclosure on this Schedule 13D, the Reporting Persons may, among other things, continue to hold the Shares for investment or other purposes and/or may sell
any or all of the Shares at any time, subject to market conditions and other factors deemed relevant by the Reporting Persons.

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Page 13 of 14 – SEC Filing


SIGNATURES

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

Dated: September 29, 2017

SILVER PRIVATE HOLDINGS I, LLC
By: Silver Private Investments, LLC, its sole member
By:

/s/ Peter Berger

Name: Peter Berger
Title: Authorized Signatory
SILVER PRIVATE INVESTMENTS, LLC
By:

/s/ Peter Berger

Name: Peter Berger
Title: Authorized Signatory
SIRIS PARTNERS III, L.P.
SIRIS PARTNERS III PARALLEL, L.P.
By: Siris Partners GP III, L.P., its general partner
By: Siris GP HoldCo III, LLC, its general partner
By:

/s/ Peter Berger

Name: Peter Berger
Title: Managing Member
SIRIS PARTNERS GP III, L.P.
By: Siris GP HoldCo III, LLC, its general partner
By:

/s/ Peter Berger

Name: Peter Berger
Title: Managing Member
SIRIS GP HOLDCO III, LLC
By:

/s/ Peter Berger

Name: Peter Berger
Title: Managing Member

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Page 14 of 14 – SEC Filing


SIRIS CAPITAL GROUP III, L.P.
By: Siris Advisor HoldCo III, LLC, its general partner
By:

/s/ Peter Berger

Name: Peter Berger
Title:   Managing Member
SIRIS CAPITAL GROUP, LLC
By: Siris Advisor HoldCo, LLC, its managing member
By:

/s/ Peter Berger

Name: Peter Berger
Title:   Managing Member
SIRIS ADVISOR HOLDCO III, LLC
By:

/s/ Peter Berger

Name: Peter Berger
Title:   Managing Member
SIRIS ADVISOR HOLDCO, LLC
By:

/s/ Peter Berger

Name: Peter Berger
Title:   Managing Member
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