UNITED STATES

 

 

SECURITIES AND EXCHANGE COMMISSION

 

 

Washington, D.C. 20549

 

 

 

 

SCHEDULE 13G

(Amendment No.     )*

 

Under the Securities Exchange Act of 1934

PRESIDIO, INC.

(Name of Issuer)

Common Stock, par value $0.01

(Title of Class of Securities)

74102M103

(CUSIP)

John F. Hartigan, Esq.

Morgan, Lewis & Bockius LLP

300 S. Grand Avenue, 22nd Floor

Los Angeles, CA 90071

(213) 612-2500

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

 

December 31, 2017

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o

Rule 13d-1(b)

o

Rule 13d-1(c)

x

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. 74102M103

 

 

1

Name of Reporting Persons.
I.R.S. Identification Nos. of Above Persons (Entities Only).
AP VIII Aegis Holdings, L.P.

 

 

2

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

x

 

 

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

 

6

Shared Voting Power
57,800,000 shares of Common Stock

 

7

Sole Dispositive Power

 

8

Shared Dispositive Power
57,800,000 shares of Common Stock

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
57,800,000 shares of Common Stock

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11

Percent of Class Represented by Amount in Row (9)
63.0%

 

 

12

Type of Reporting Person (See Instructions)
PN

 

2



 

CUSIP No. 74102M103

 

 

1

Name of Reporting Persons.
I.R.S. Identification Nos. of Above Persons (Entities Only).
AP VIII Aegis Holdings GP, LLC

 

 

2

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

x

 

 

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

 

6

Shared Voting Power
57,800,000 shares of Common Stock

 

7

Sole Dispositive Power

 

8

Shared Dispositive Power
57,800,000 shares of Common Stock

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
57,800,000 shares of Common Stock

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11

Percent of Class Represented by Amount in Row (9)
63.0%

 

 

12

Type of Reporting Person (See Instructions)
OO

 

3



 

CUSIP No. 74102M103

 

 

1

Name of Reporting Persons.
I.R.S. Identification Nos. of Above Persons (Entities Only).
Apollo Investment Fund VIII, L.P.

 

 

2

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

x

 

 

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

 

6

Shared Voting Power
57,800,000 shares of Common Stock

 

7

Sole Dispositive Power

 

8

Shared Dispositive Power
57,800,000 shares of Common Stock

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
57,800,000 shares of Common Stock

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11

Percent of Class Represented by Amount in Row (9)
63.0%

 

 

12

Type of Reporting Person (See Instructions)
PN

 

4



 

CUSIP No. 74102M103

 

 

1

Name of Reporting Persons.
I.R.S. Identification Nos. of Above Persons (Entities Only).
Apollo Management VIII, L.P.

 

 

2

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

x

 

 

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

 

6

Shared Voting Power
57,800,000 shares of Common Stock

 

7

Sole Dispositive Power

 

8

Shared Dispositive Power
57,800,000 shares of Common Stock

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
57,800,000 shares of Common Stock

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11

Percent of Class Represented by Amount in Row (9)
63.0%

 

 

12

Type of Reporting Person (See Instructions)
PN

 

5



 

CUSIP No. 74102M103

 

 

1

Name of Reporting Persons.
I.R.S. Identification Nos. of Above Persons (Entities Only).
AIF VIII Management, LLC

 

 

2

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

x

 

 

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

 

6

Shared Voting Power
57,800,000 shares of Common Stock

 

7

Sole Dispositive Power

 

8

Shared Dispositive Power
57,800,000 shares of Common Stock

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
57,800,000 shares of Common Stock

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11

Percent of Class Represented by Amount in Row (9)
63.0%

 

 

12

Type of Reporting Person (See Instructions)
OO

 

6



 

CUSIP No. 74102M103

 

 

1

Name of Reporting Persons.
I.R.S. Identification Nos. of Above Persons (Entities Only).
Apollo Management, L.P.

 

 

2

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

x

 

 

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

 

6

Shared Voting Power
57,800,000 shares of Common Stock

 

7

Sole Dispositive Power

 

8

Shared Dispositive Power
57,800,000 shares of Common Stock

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
57,800,000 shares of Common Stock

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11

Percent of Class Represented by Amount in Row (9)
63.0%

 

 

12

Type of Reporting Person (See Instructions)
PN

 

7



 

CUSIP No. 74102M103

 

 

1

Name of Reporting Persons.
I.R.S. Identification Nos. of Above Persons (Entities Only).
Apollo Management GP, LLC

 

 

2

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

x

 

 

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

 

6

Shared Voting Power
57,800,000 shares of Common Stock

 

7

Sole Dispositive Power

 

8

Shared Dispositive Power
57,800,000 shares of Common Stock

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
57,800,000 shares of Common Stock

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11

Percent of Class Represented by Amount in Row (9)
63.0%

 

 

12

Type of Reporting Person (See Instructions)
OO

 

8



 

CUSIP No. 74102M103

 

 

1

Name of Reporting Persons.
I.R.S. Identification Nos. of Above Persons (Entities Only).
Apollo Management Holdings, L.P.

 

 

2

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

x

 

 

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

 

6

Shared Voting Power
57,800,000 shares of Common Stock

 

7

Sole Dispositive Power

 

8

Shared Dispositive Power
57,800,000 shares of Common Stock

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
57,800,000 shares of Common Stock

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11

Percent of Class Represented by Amount in Row (9)
63.0%

 

 

12

Type of Reporting Person (See Instructions)
PN

 

9



 

CUSIP No. 74102M103

 

 

1

Name of Reporting Persons.
I.R.S. Identification Nos. of Above Persons (Entities Only).
Apollo Management Holdings GP, LLC

 

 

2

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

x

 

 

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

 

6

Shared Voting Power
57,800,000 shares of Common Stock

 

7

Sole Dispositive Power

 

8

Shared Dispositive Power
57,800,000 shares of Common Stock

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
57,800,000 shares of Common Stock

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11

Percent of Class Represented by Amount in Row (9)
63.0%

 

 

12

Type of Reporting Person (See Instructions)
OO

 

10



 

Item 1.

 

(a)

Name of Issuer
Presidio, Inc.

 

(b)

Address of Issuer’s Principal Executive Offices
One Penn Plaza, Suite 2832

New York, New York 10119

 

Item 2.

 

(a)

Name of Person Filing

This Schedule 13G is filed by: (i) AP VIII Aegis Holdings, L.P. (“Aegis LP”), (ii) AP VIII Aegis Holdings GP, LLC (“Aegis GP”), (iii) Apollo Investment Fund VIII, L.P. (“Apollo VIII”), (iv) Apollo Management VIII, L.P. (“Management VIII”), (v) AIF VIII Management, LLC (“AIF VIII LLC”), (vi) Apollo Management, L.P. (“Apollo Management”), (vii) Apollo Management GP, LLC (“Apollo Management GP”), (viii) Apollo Management Holdings, L.P. (“Management Holdings”), and (ix) Apollo Management Holdings GP, LLC (“Management Holdings GP”).  The foregoing are collectively referred to herein as the “Reporting Persons.”

 

Aegis LP holds shares of common stock, par value $0.01 per share, of the Issuer.  Aegis GP serves as the general partner of Aegis LP.  Apollo VIII is one of the members of Aegis GP and as such has the right to direct the manager of Aegis GP in its management of Aegis GP.  Management VIII serves as the non-member manager of Aegis GP and as the investment manager of Apollo VIII.  AIF VIII LLC serves as the general partner of Management VIII. Apollo Management serves as the sole member and manager of AIF VIII LLC, and Apollo Management GP serves as the general partner of Apollo Management.  Management Holdings serves as the sole member and manager of Apollo Management GP, and Management Holdings GP serves as the general partner of Management Holdings.

 

(b)

Address of Principal Business Office or, if none, Residence
The principal address for Apollo VIII is One Manhattanville Road, Suite 201, Purchase, New York 10577. The principal address for Aegis LP, Aegis GP, Management VIII, AIF VIII LLC, Apollo Management, Apollo Management GP, Management Holdings, and Management Holdings GP is 9 West 57th Street, New York, New York 10019.

 

(c)

Citizenship
Aegis LP, Apollo VIII, Management VIII, Apollo Management and Management Holdings, are each Delaware limited partnerships. Aegis GP, AIF VIII LLC, Apollo Management GP, and Management Holdings are each Delaware limited liability companies.

 

(d)

Title of Class of Securities
Common stock, par value $0.01 per share (the “Common Stock”)

 

(e)

CUSIP Number
74102M103

 

11



 

Item 3.

If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:

 

Not applicable.

 

 

Item 4.

Ownership.

 

(a)

Amount beneficially owned:   

 

 

 

 

 

 

 

Aegis LP

57,800,000 shares of Common Stock

 

 

 

Aegis GP

57,800,000 shares of Common Stock

 

 

 

Apollo VIII

57,800,000 shares of Common Stock

 

 

 

Management VIII

57,800,000 shares of Common Stock

 

 

 

AIF VIII LLC

57,800,000 shares of Common Stock

 

 

 

Apollo Management

57,800,000 shares of Common Stock

 

 

 

Apollo Management GP

57,800,000 shares of Common Stock

 

 

 

Management Holdings

57,800,000 shares of Common Stock

 

 

 

Management Holdings GP

57,800,000 shares of Common Stock

 

 

 

 

 

 

 

 

The shares of Common Stock reported as beneficially owned represent shares of Common Stock held of record by Aegis LP.  Each of Aegis GP, Apollo VIII, Management VIII, AIF VIII LLC, Apollo Management, Apollo Management GP, Management Holdings, and Management Holdings GP, and Messrs. Leon Black, Joshua Harris and Marc Rowan, the managers, as well as executive officers, of Management Holdings GP, disclaims beneficial ownership of all shares of Common Stock included in this report, and the filing of this report shall not be construed as an admission that any such person or entity is the beneficial owner of any such securities for purposes of Section 13(d) or 13(g) of the Securities Exchange Act of 1934, as amended, or for any other purpose.

 

 

 

 

 

 

(b)

Percent of class:   

 

 

 

 

 

 

 

 

 

Aegis LP

63.0%

 

 

 

Aegis GP

63.0%

 

 

 

Apollo VIII

63.0%

 

 

 

Management VIII

63.0%

 

 

 

AIF VIII LLC

63.0%

 

 

 

Apollo Management

63.0%

 

 

 

Apollo Management GP

63.0%

 

 

 

Management Holdings

63.0%

 

 

 

Management Holdings GP

63.0%

 

 

 

 

 

 

 

 

Calculation of the percentage of beneficial ownership is based on 91,694,876 outstanding shares as of November 9, 2017, as reported by the Issuer on its prospectus supplement filed pursuant to Rule 424(b)(1) on November 20, 2017.

 

 

 

 

(c)

Number of shares as to which the person has:

 

 

 

(i)

Sole power to vote or to direct the vote:

0 for all Reporting Persons

 

 

(ii)

Shared power to vote or to direct the vote:

 

 

 

 

 

 

 

Aegis LP

57,800,000 shares of Common Stock

 

 

 

 

Aegis GP

57,800,000 shares of Common Stock

 

 

12



 

 

 

 

Apollo VIII

57,800,000 shares of Common Stock

 

 

 

 

Management VIII

57,800,000 shares of Common Stock

 

 

 

 

AIF VIII LLC

57,800,000 shares of Common Stock

 

 

 

 

Apollo Management

57,800,000 shares of Common Stock

 

 

 

 

Apollo Management GP

57,800,000 shares of Common Stock

 

 

 

 

Management Holdings

57,800,000 shares of Common Stock

 

 

 

 

Management Holdings GP

57,800,000 shares of Common Stock

 

 

 

(iii)

Sole power to dispose or to direct the disposition of:

0 for all Reporting Persons

 

 

(iv)

Shared power to dispose or to direct the disposition of:

 

 

 

 

 

 

 

Aegis LP

57,800,000 shares of Common Stock

 

 

 

 

Aegis GP

57,800,000 shares of Common Stock

 

 

 

 

Apollo VIII

57,800,000 shares of Common Stock

 

 

 

 

Management VIII

57,800,000 shares of Common Stock

 

 

 

 

AIF VIII LLC

57,800,000 shares of Common Stock

 

 

 

 

Apollo Management

57,800,000 shares of Common Stock

 

 

 

 

Apollo Management GP

57,800,000 shares of Common Stock

 

 

 

 

Management Holdings

57,800,000 shares of Common Stock

 

 

 

 

Management Holdings GP

57,800,000 shares of Common Stock

 

 

Item 5.

Ownership of Five Percent or Less of a Class.

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following   o

 

Item 6.

Ownership of More than Five 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.

 

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.

 

Not applicable.

 

13



 

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:  February 13, 2018

 

 

AP VIII AEGIS HOLDINGS, L.P.

 

 

 

By:

AP VIII Aegis Holdings GP, LLC

 

 

its general partner

 

 

 

 

 

By:

/s/ Laurie D. Medley

 

 

Name:

Laurie D. Medley

 

 

Title:

Vice President

 

 

 

 

 

AP VIII AEGIS HOLDINGS GP, LLC

 

 

 

By:

/s/ Laurie D. Medley

 

Name:

Laurie D. Medley

 

Title:

Vice President

 

 

 

 

 

APOLLO INVESTMENT FUND VIII, L.P.

 

 

 

By:

Apollo Advisors VIII, L.P.

 

 

its general partner

 

 

 

 

 

By:

Apollo Capital Management VIII, LLC

 

 

 

its general partner

 

 

 

 

 

 

 

By:

/s/ Laurie D. Medley

 

 

 

Name:

Laurie D. Medley

 

 

 

Title:

Vice President

 

 

 

 

 

 

 

APOLLO MANAGEMENT VIII, L.P.

 

 

 

By:

AIF VIII Management, LLC

 

 

its general partner

 

 

 

 

 

By:

/s/ Laurie D. Medley

 

 

 

Name:

Laurie D. Medley

 

 

 

Title:

Vice President

 

14



 

 

AIF VIII MANAGEMENT, LLC

 

 

 

By:

/s/ Laurie D. Medley

 

 

Name:

Laurie D. Medley

 

 

Title:

Vice President

 

 

 

 

 

APOLLO MANAGEMENT, L.P.

 

 

 

By:

Apollo Management GP, LLC

 

 

its general partner

 

 

 

 

 

By:

/s/ Laurie D. Medley

 

 

Name:

Laurie D. Medley

 

 

Title:

Vice President

 

 

 

 

 

APOLLO MANAGEMENT GP, LLC

 

 

 

By:

/s/ Laurie D. Medley

 

Name:

Laurie D. Medley

 

Title:

Vice President

 

 

 

 

 

APOLLO MANAGEMENT HOLDINGS, L.P.

 

 

 

By:

Apollo Management Holdings GP, LLC

 

 

its general partner

 

 

 

 

 

By:

/s/ Laurie D. Medley

 

 

Name:

Laurie D. Medley

 

 

Title:

Vice President

 

 

 

 

 

APOLLO MANAGEMENT HOLDINGS GP, LLC

 

 

 

By:

/s/ Laurie D. Medley

 

Name:

Laurie D. Medley

 

Title:

Vice President

 

15


Exhibit 1

 

JOINT FILING AGREEMENT

PURSUANT TO RULE 13d-1(k)

 

The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint acquisition statements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate.

 

Date: February 13, 2018

 

 

AP VIII AEGIS HOLDINGS, L.P.

 

 

 

 

By:

AP VIII Aegis Holdings GP, LLC

 

 

its general partner

 

 

 

 

 

By:

/s/ Laurie D. Medley

 

 

Name:

Laurie D. Medley

 

 

Title:

Vice President

 

 

 

 

 

AP VIII AEGIS HOLDINGS GP, LLC

 

 

 

 

By:

/s/ Laurie D. Medley

 

Name:

Laurie D. Medley

 

Title:

Vice President

 

 

 

 

 

APOLLO INVESTMENT FUND VIII, L.P.

 

 

 

 

By:

Apollo Advisors VIII, L.P.

 

 

its general partner

 

 

 

 

 

By:

Apollo Capital Management VIII, LLC

 

 

 

its general partner

 

 

 

 

 

 

 

By:

/s/ Laurie D. Medley

 

 

 

Name:

Laurie D. Medley

 

 

 

Title:

Vice President

 

 

 

 

APOLLO MANAGEMENT VIII, L.P.

 

 

 

 

By:

AIF VIII Management, LLC

 

 

its general partner

 

 

 

 

 

By:

/s/ Laurie D. Medley

 

 

Name:

Laurie D. Medley

 

 

Title:

Vice President

 

1



 

 

AIF VIII MANAGEMENT, LLC

 

 

 

By:

/s/ Laurie D. Medley

 

Name:

Laurie D. Medley

 

Title:

Vice President

 

 

 

 

 

APOLLO MANAGEMENT, L.P.

 

 

 

By:

Apollo Management GP, LLC

 

 

its general partner

 

 

 

 

 

By:

/s/ Laurie D. Medley

 

 

Name:

Laurie D. Medley

 

 

Title:

Vice President

 

 

 

 

 

APOLLO MANAGEMENT GP, LLC

 

 

 

By:

/s/ Laurie D. Medley

 

Name:

Laurie D. Medley

 

Title:

Vice President

 

 

 

 

 

APOLLO MANAGEMENT HOLDINGS, L.P.

 

 

 

By:

Apollo Management Holdings GP, LLC

 

 

its general partner

 

 

 

 

 

By:

/s/ Laurie D. Medley

 

 

Name:

Laurie D. Medley

 

 

Title:

Vice President

 

 

 

 

 

APOLLO MANAGEMENT HOLDINGS GP, LLC

 

 

 

By:

/s/ Laurie D. Medley

 

Name:

Laurie D. Medley

 

Title:

Vice President

 

2