Bird Global (BRDSQ) SC 13G Bird Global / Valor Equity Associates IV ownership change

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No.     )*

Bird Global, Inc

(Name of Issuer)

Class A Common Stock, par value $0.0001 per share

(Title of Class of Securities)

09077J 107

(CUSIP Number)

November 4, 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).

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CUSIP No. 09077J 107 Page 2 of 16 Pages

1.	NAME OF REPORTING PERSON   Valor Bird Holdings, 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   —
	6.	SHARED VOTING POWER   11,019,941
	7.	SOLE DISPOSITIVE POWER   —
	8.	SHARED DISPOSITIVE POWER     11,019,941

9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON     11,019,941
10.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES   ☐
11.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)   4.6%
12.	TYPE OF REPORTING PERSON   OO

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CUSIP No. 09077J 107 Page 3 of 16 Pages

1.	NAME OF REPORTING PERSON   Valor Fund V Bird Holdings L.P.
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   —
	6.	SHARED VOTING POWER   4,131,347
	7.	SOLE DISPOSITIVE POWER   —
	8.	SHARED DISPOSITIVE POWER   4,131,347

9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   4,131,347
10.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES   ☐
11.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)   1.7%
12.	TYPE OF REPORTING PERSON   PN

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CUSIP No. 09077J 107 Page 4 of 16 Pages

1.	NAME OF REPORTING PERSON   Valor R&D Series LLC (Series CP, CY and EZ)
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   —
	6.	SHARED VOTING POWER   820,860
	7.	SOLE DISPOSITIVE POWER   —
	8.	SHARED DISPOSITIVE POWER   820,860

9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   820,860
10.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES   ☐
11.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)   0.3%
12.	TYPE OF REPORTING PERSON   OO

13G

CUSIP No. 09077J 107 Page 5 of 16 Pages

1.	NAME OF REPORTING PERSON   Valor Bird Fund IV Grant Holdings 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   —
	6.	SHARED VOTING POWER   2,100,939
	7.	SOLE DISPOSITIVE POWER   —
	8.	SHARED DISPOSITIVE POWER   2,100,939

9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   2,100,939
10.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES   ☐
11.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)   0.9%
12.	TYPE OF REPORTING PERSON   OO

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CUSIP No. 09077J 107 Page 6 of 16 Pages

1.	NAME OF REPORTING PERSON   Valor Bird Fund V Grant Holdings 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   —
	6.	SHARED VOTING POWER   4,201,878
	7.	SOLE DISPOSITIVE POWER   —
	8.	SHARED DISPOSITIVE POWER   4,201,878

9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   4,201,878
10.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES   ☐
11.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)   1.8%
12.	TYPE OF REPORTING PERSON   OO

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CUSIP No. 09077J 107 Page 7 of 16 Pages

1.	NAME OF REPORTING PERSON   Valor Fund V Bird GP Holdings, 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   —
	6.	SHARED VOTING POWER   4,131,347
	7.	SOLE DISPOSITIVE POWER   —
	8.	SHARED DISPOSITIVE POWER   4,131,347

9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   4,131,347
10.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES   ☐
11.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)   1.7%
12.	TYPE OF REPORTING PERSON   OO

13G

CUSIP No. 09077J 107 Page 8 of 16 Pages

1.	NAME OF REPORTING PERSON   Valor R&D Management 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   —
	6.	SHARED VOTING POWER   820,860
	7.	SOLE DISPOSITIVE POWER   —
	8.	SHARED DISPOSITIVE POWER   820,860

9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   820,860
10.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES   ☐
11.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)   0.3%
12.	TYPE OF REPORTING PERSON   OO

13G

CUSIP No. 09077J 107 Page 9 of 16 Pages

1.	NAME OF REPORTING PERSON   Valor Equity Partners IV L.P.   Valor Equity Associates IV L.P.   Valor Equity Capital IV 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   —
	6.	SHARED VOTING POWER   13,120,880
	7.	SOLE DISPOSITIVE POWER   —
	8.	SHARED DISPOSITIVE POWER   13,120,880

9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   13,120,880
10.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES   ☐
11.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)   5.5%
12.	TYPE OF REPORTING PERSON   PN, OO

13G

CUSIP No. 09077J 107 Page 10 of 16 Pages

1.	NAME OF REPORTING PERSON   Valor Equity Partners V L.P.   Valor Equity Associates V L.P.   Valor Equity Capital V 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   —
	6.	SHARED VOTING POWER   8,333,225
	7.	SOLE DISPOSITIVE POWER   —
	8.	SHARED DISPOSITIVE POWER   8,333,225

9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   8,333,225
10.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES   ☐
11.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)   3.5%
12.	TYPE OF REPORTING PERSON   PN, OO

13G

CUSIP No. 09077J 107 Page 11 of 16 Pages

1.	NAME OF REPORTING PERSON   Valor Management L.P.
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   —
	6.	SHARED VOTING POWER   21,454,105
	7.	SOLE DISPOSITIVE POWER   —
	8.	SHARED DISPOSITIVE POWER   21,454,105

9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   21,454,105
10.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES   ☐
11.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)   8.9%
12.	TYPE OF REPORTING PERSON   HC

13G

CUSIP No. 09077J 107 Page 12 of 16 Pages

1.	NAME OF REPORTING PERSON   Antonio J. Gracias
2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP   (a)  ☐        (b)  ☐
3.	SEC USE ONLY
4.	CITIZENSHIP OR PLACE OF ORGANIZATION   U.S.

NUMBER OF SHARES  BENEFICIALLY  OWNED BY EACH REPORTING PERSON WITH:	5.	SOLE VOTING POWER   —
	6.	SHARED VOTING POWER   22,274,965
	7.	SOLE DISPOSITIVE POWER   —
	8.	SHARED DISPOSITIVE POWER   22,274,965

9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   22,274,965
10.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES   ☐
11.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)   9.3%
12.	TYPE OF REPORTING PERSON   IN

13G

CUSIP No. 09077J 107 Page 13 of 16 Pages

Item 1(a). Name of Issuer:

Bird Global, Inc. (the “Issuer”)

Item 1(b). Address of Issuer’s Principal Executive Offices:

406 Broadway, Suite 369, Santa Monica, CA 90401

Item 2(a). Name of Person Filing:

Each of the following is hereinafter individually referred to as a “Reporting Person” and collectively as the “Reporting Persons.”

1) Valor Bird Holdings, LLC

2) Valor Fund V Bird Holdings L.P.

3) Valor R&D Series LLC (Series CP, CY & EZ)

4) Valor Bird Fund IV Grant Holdings LLC

5) Valor Bird Fund V Grant Holdings LLC

6) Valor Fund V Bird GP Holdings, LLC

7) Valor R&D Management LLC

8) Valor Equity Partners IV L.P.,

9) Valor Equity Associates IV L.P.

10) Valor Equity Capital IV LLC

11) Valor Equity Partners V L.P.,

12) Valor Equity Associates V L.P.

13) Valor Equity Capital V LLC

14) Valor Management L.P.

15) Antonio J. Gracias

Item 2(b). Address of Principal Business Office or, if none, Residence:

The address of each Reporting Person is 875 North Michigan Avenue, Suite 3214, Chicago, IL 60611.

Item 2(c). Citizenship:

Each entity Reporting Person is organized under the laws of Delaware. Mr. Gracias is a citizen of the United States.

Item 2(d). Title of Class of Securities:

Class A Common Stock, par value $0.0001 per share    

Item 2(e). CUSIP Number:

09077J 107

Item 3. If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), indicate type of person filing.

Not applicable.

Item 4. Ownership.

(a)    Amount beneficially owned: See row 9 of the cover pages.

(b)    Percent of class: See row 11 of the cover pages.

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CUSIP No. 09077J 107 Page 14 of 16 Pages

(c)    Number of shares as to which such person has:

(i) Sole power to vote or direct the vote:See row 5 of the cover pages.

(ii)Shared power to vote or direct the vote:See row 6 of the cover page.

(iii)Sole power to dispose or to direct the disposition of:See row 7 of the cover pages.

(iv)Shared power to dispose or to direct the disposition of:See row 8 of the cover pages.

Valor Bird Holdings, LLC, Valor Fund V Bird Holdings L.P., Valor R&D Series LLC (Series CP, CY & EZ), Valor Bird Fund IV Grant Holdings LLC and Valor Bird Fund V Grant Holdings LLC (the “Valor Bird Funds”) are the holders of record of the shares reported herein.

Valor Fund V Bird GP Holdings, LLC is the general partner of Valor Fund V Bird Holdings L.P. and Valor R&D Management LLC is the manager of Valor R&D Series LLC (Series CP, CY & EZ).

Valor Management L.P. is the managing member of Valor Equity Capital IV LLC, which is the general partner of Valor Equity Associates IV L.P., which, in turn, is the general partner of Valor Equity Partners IV L.P., which serves as the managing member of Valor Bird Fund IV Grant Holdings LLC.

Valor Management L.P. is the managing member of Valor Equity Capital V LLC, which is the general partner of Valor Equity Associates V L.P., which, in turn, is the general partner of Valor Equity Partners V L.P., which serves as the managing member of Valor Bird Fund V Grant Holdings LLC.

Decisions regarding the voting and disposition of the shares held by the Valor Bird Funds other than Valor R&D Series LLC (Series CP, CY & EZ) are made through an investment committee at the Valor Equity Associates IV L.P. and Valor Equity Associates V L.P. level that consists of at least three individuals. By virtue of his role and various positions with the Valor Reporting Persons named herein, Mr. Gracias may be deemed to share beneficial ownership over the shares held of record by the Valor Bird Funds. Other than with respect to the shares held by Valor R&D Series LLC (Series CP, CY & EZ), Mr. Gracias disclaims beneficial ownership of the shares held by the Valor Bird Funds for purposes of Sections 13(d) or 13(g) of the Act and the inclusion of Mr. Gracias in this Schedule 13G shall not be construed as an admission that he is, for the purposes of Sections 13(d) or 13(g) of the Act, the beneficial owner of any securities covered by this Schedule 13G.

Percent of class is based on (i) the number of shares that may be deemed to be beneficially owned by each Reporting Person as of November 4, 2021 and (ii) the number of shares of common stock outstanding as of November 4, 2021 (239,745,710 shares) as disclosed by the Issuer in its Form 8-K filed with the Securities and Exchange Commission on November 9, 2021.

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 5 percent of the class of securities, check the following ☐

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CUSIP No. 09077J 107 Page 15 of 16 Pages

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 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.

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.

November 15, 2021	Valor Bird Holdings, LLC
	By:	/s/ Antonio J. Gracias
		Name:	Antonio J. Gracias
		Title:	Manager
	Valor Fund V Bird Holdings L.P.
	By:	Valor Fund V Bird GP Holdings, LLC, its general partner
	By:	/s/ Antonio J. Gracias
		Name:	Antonio J. Gracias
		Title:	Authorized Officer
	Valor R&D Series LLC—Series EZ
	By:	Valor R&D Management LLC, its manager
	By:	/s/ Antonio J. Gracias
		Name:	Antonio J. Gracias
		Title:	Managing Member
	Valor R&D Series LLC—Series CP
	By:	Valor R&D Management LLC, its manager
	By:	/s/ Antonio J. Gracias
		Name:	Antonio J. Gracias
		Title:	Managing Member
	Valor R&D Series LLC—Series CY
	By:	Valor R&D Management LLC, its manager
	By:	/s/ Antonio J. Gracias
		Name:	Antonio J. Gracias
		Title:	Managing Member
	Valor Bird Fund IV Grant Holdings LLC
	By:	Valor Equity Partners IV L.P., its managing member
	By:	Valor Equity Associates IV L.P., its general partner
	By:	Valor Equity Capital IV LLC, its general partner
	By:	Valor Management L.P., its managing member
	By:	/s/ Antonio J. Gracias
		Name:	Antonio J. Gracias
		Title:	CEO

Valor Bird Fund V Grant Holdings LLC
By:	Valor Equity Partners V L.P., its managing member
By:	Valor Equity Associates V L.P., its general partner
By:	Valor Equity Capital V LLC, its general partner
By:	Valor Management L.P., its managing member
By:	/s/ Antonio J. Gracias
	Name:	Antonio J. Gracias
	Title:	CEO

Valor Fund V Bird GP Holdings, LLC
By:	/s/ Antonio J. Gracias
	Name:	Antonio J. Gracias
	Title:	Authorized Officer

Valor R&D Management LLC
By:	/s/ Antonio J. Gracias
	Name:	Antonio J. Gracias
	Title:	Managing Member

Valor Equity Partners IV L.P.
By:	Valor Equity Associates IV L.P., its general partner
By:	Valor Equity Capital IV LLC, its general partner
By:	Valor Management L.P., its managing member
By:	/s/ Antonio J. Gracias
	Name:	Antonio J. Gracias
	Title:	CEO

Valor Equity Associates IV L.P.
By:	Valor Equity Capital IV LLC, its general partner
By:	Valor Management L.P., its managing member
By:	/s/ Antonio J. Gracias
	Name:	Antonio J. Gracias
	Title:	CEO

Valor Equity Capital IV LLC
By:	Valor Management L.P., its managing member
By:	/s/ Antonio J. Gracias
	Name:	Antonio J. Gracias
	Title:	CEO

Valor Equity Partners V L.P.
By:	Valor Equity Associates V L.P., its general partner
By:	Valor Equity Capital V LLC, its general partner
By:	Valor Management L.P., its managing member
By:	/s/ Antonio J. Gracias
	Name:	Antonio J. Gracias
	Title:	CEO

Valor Equity Associates V L.P.
By:	Valor Equity Capital V LLC, its general partner
By:	Valor Management L.P., its managing member
By:	/s/ Antonio J. Gracias
	Name:	Antonio J. Gracias
	Title:	CEO

Valor Equity Capital V LLC
By:	Valor Management L.P., its managing member
By:	/s/ Antonio J. Gracias
	Name:	Antonio J. Gracias
	Title:	CEO

Valor Management L.P.
By:	/s/ Antonio J. Gracias
	Name:	Antonio J. Gracias
	Title:	CEO

/s/ Antonio J. Gracias
Name:	Antonio J. Gracias