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Name | Symbol | Market | Type |
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OneSmart International Education Group Limited | NYSE:ONE | NYSE | Depository Receipt |
Price Change | % Change | Price | High Price | Low Price | Open Price | Traded | Last Trade | |
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0.00 | 0.00% | 1.34 | 0 | 01:00:00 |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No.3 )*
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[] Rule 13d-1(b)
[X] 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. 68276W103 13G ----------------------- ------------------------------------------------------------------------------ 1. Name of Reporting Person I.R.S. Identification No. of above Person THE GOLDMAN SACHS GROUP, INC. ------------------------------------------------------------------------------ 2. Check the Appropriate Box if a Member of a Group (a) [_] (b) [_] ------------------------------------------------------------------------------ 3. SEC Use Only ------------------------------------------------------------------------------ 4. Citizenship or Place of Organization Delaware ------------------------------------------------------------------------------ 5. Sole Voting Power Number of 0 Shares ---------------------------------------------------------- 6. Shared Voting Power Beneficially 685,653,937 Owned by ---------------------------------------------------------- Each 7. Sole Dispositive Power Reporting 0 Person ---------------------------------------------------------- 8. Shared Dispositive Power With: 685,653,937 ------------------------------------------------------------------------------ 9. Aggregate Amount Beneficially Owned by Each Reporting Person 685,653,937 ------------------------------------------------------------------------------ 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares [_] ------------------------------------------------------------------------------ 11. Percent of Class Represented by Amount in Row (9) 16.5 % ------------------------------------------------------------------------------ 12. Type of Reporting Person HC-CO ------------------------------------------------------------------------------ Page 2 of 47 |
----------------------- CUSIP No. 68276W103 13G ----------------------- ------------------------------------------------------------------------------ 1. Name of Reporting Person I.R.S. Identification No. of above Person GOLDMAN SACHS & CO. LLC ------------------------------------------------------------------------------ 2. Check the Appropriate Box if a Member of a Group (a) [_] (b) [_] ------------------------------------------------------------------------------ 3. SEC Use Only ------------------------------------------------------------------------------ 4. Citizenship or Place of Organization New York ------------------------------------------------------------------------------ 5. Sole Voting Power Number of 0 Shares ---------------------------------------------------------- 6. Shared Voting Power Beneficially 685,653,937 Owned by ---------------------------------------------------------- Each 7. Sole Dispositive Power Reporting 0 Person ---------------------------------------------------------- 8. Shared Dispositive Power With: 685,653,937 ------------------------------------------------------------------------------ 9. Aggregate Amount Beneficially Owned by Each Reporting Person 685,653,937 ------------------------------------------------------------------------------ 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares [_] ------------------------------------------------------------------------------ 11. Percent of Class Represented by Amount in Row (9) 16.5 % ------------------------------------------------------------------------------ 12. Type of Reporting Person BD-OO-IA ------------------------------------------------------------------------------ Page 3 of 47 |
----------------------- CUSIP No. 68276W103 13G ----------------------- ------------------------------------------------------------------------------ 1. Name of Reporting Person I.R.S. Identification No. of above Person GOLDMAN SACHS INVESTMENTS HOLDINGS (ASIA) LIMITED ------------------------------------------------------------------------------ 2. Check the Appropriate Box if a Member of a Group (a) [_] (b) [_] ------------------------------------------------------------------------------ 3. SEC Use Only ------------------------------------------------------------------------------ 4. Citizenship or Place of Organization Mauritius ------------------------------------------------------------------------------ 5. Sole Voting Power Number of 0 Shares ---------------------------------------------------------- 6. Shared Voting Power Beneficially 603,750,000 Owned by ---------------------------------------------------------- Each 7. Sole Dispositive Power Reporting 0 Person ---------------------------------------------------------- 8. Shared Dispositive Power With: 603,750,000 ------------------------------------------------------------------------------ 9. Aggregate Amount Beneficially Owned by Each Reporting Person 603,750,000 ------------------------------------------------------------------------------ 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares [_] ------------------------------------------------------------------------------ 11. Percent of Class Represented by Amount in Row (9) 14.5 % ------------------------------------------------------------------------------ 12. Type of Reporting Person CO ------------------------------------------------------------------------------ Page 4 of 47 |
----------------------- CUSIP No. 68276W103 13G ----------------------- ------------------------------------------------------------------------------ 1. Name of Reporting Person I.R.S. Identification No. of above Person GOLDMAN SACHS INTERNATIONAL ------------------------------------------------------------------------------ 2. Check the Appropriate Box if a Member of a Group (a) [_] (b) [_] ------------------------------------------------------------------------------ 3. SEC Use Only ------------------------------------------------------------------------------ 4. Citizenship or Place of Organization United Kingdom ------------------------------------------------------------------------------ 5. Sole Voting Power Number of 0 Shares ---------------------------------------------------------- 6. Shared Voting Power Beneficially 603,750,000 Owned by ---------------------------------------------------------- Each 7. Sole Dispositive Power Reporting 0 Person ---------------------------------------------------------- 8. Shared Dispositive Power With: 603,750,000 ------------------------------------------------------------------------------ 9. Aggregate Amount Beneficially Owned by Each Reporting Person 603,750,000 ------------------------------------------------------------------------------ 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares [_] ------------------------------------------------------------------------------ 11. Percent of Class Represented by Amount in Row (9) 14.5 % ------------------------------------------------------------------------------ 12. Type of Reporting Person CO ------------------------------------------------------------------------------ Page 5 of 47 |
----------------------- CUSIP No. 68276W103 13G ----------------------- ------------------------------------------------------------------------------ 1. Name of Reporting Person I.R.S. Identification No. of above Person GOLDMAN SACHS GROUP UK LIMITED ------------------------------------------------------------------------------ 2. Check the Appropriate Box if a Member of a Group (a) [_] (b) [_] ------------------------------------------------------------------------------ 3. SEC Use Only ------------------------------------------------------------------------------ 4. Citizenship or Place of Organization United Kingdom ------------------------------------------------------------------------------ 5. Sole Voting Power Number of 0 Shares ---------------------------------------------------------- 6. Shared Voting Power Beneficially 603,750,000 Owned by ---------------------------------------------------------- Each 7. Sole Dispositive Power Reporting 0 Person ---------------------------------------------------------- 8. Shared Dispositive Power With: 603,750,000 ------------------------------------------------------------------------------ 9. Aggregate Amount Beneficially Owned by Each Reporting Person 603,750,000 ------------------------------------------------------------------------------ 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares [_] ------------------------------------------------------------------------------ 11. Percent of Class Represented by Amount in Row (9) 14.5 % ------------------------------------------------------------------------------ 12. Type of Reporting Person CO ------------------------------------------------------------------------------ Page 6 of 47 |
----------------------- CUSIP No. 68276W103 13G ----------------------- ------------------------------------------------------------------------------ 1. Name of Reporting Person I.R.S. Identification No. of above Person GOLDMAN SACHS (UK) L.L.C. ------------------------------------------------------------------------------ 2. Check the Appropriate Box if a Member of a Group (a) [_] (b) [_] ------------------------------------------------------------------------------ 3. SEC Use Only ------------------------------------------------------------------------------ 4. Citizenship or Place of Organization Delaware ------------------------------------------------------------------------------ 5. Sole Voting Power Number of 0 Shares ---------------------------------------------------------- 6. Shared Voting Power Beneficially 603,750,000 Owned by ---------------------------------------------------------- Each 7. Sole Dispositive Power Reporting 0 Person ---------------------------------------------------------- 8. Shared Dispositive Power With: 603,750,000 ------------------------------------------------------------------------------ 9. Aggregate Amount Beneficially Owned by Each Reporting Person 603,750,000 ------------------------------------------------------------------------------ 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares [_] ------------------------------------------------------------------------------ 11. Percent of Class Represented by Amount in Row (9) 14.5 % ------------------------------------------------------------------------------ 12. Type of Reporting Person CO ------------------------------------------------------------------------------ Page 7 of 47 |
----------------------- CUSIP No. 68276W103 13G ----------------------- ------------------------------------------------------------------------------ 1. Name of Reporting Person I.R.S. Identification No. of above Person GOLDMAN SACHS (HONG KONG) INTERNATIONAL INVESTMENTS LIMITED ------------------------------------------------------------------------------ 2. Check the Appropriate Box if a Member of a Group (a) [_] (b) [_] ------------------------------------------------------------------------------ 3. SEC Use Only ------------------------------------------------------------------------------ 4. Citizenship or Place of Organization Hong Kong ------------------------------------------------------------------------------ 5. Sole Voting Power Number of 0 Shares ---------------------------------------------------------- 6. Shared Voting Power Beneficially 603,750,000 Owned by ---------------------------------------------------------- Each 7. Sole Dispositive Power Reporting 0 Person ---------------------------------------------------------- 8. Shared Dispositive Power With: 603,750,000 ------------------------------------------------------------------------------ 9. Aggregate Amount Beneficially Owned by Each Reporting Person 603,750,000 ------------------------------------------------------------------------------ 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares [_] ------------------------------------------------------------------------------ 11. Percent of Class Represented by Amount in Row (9) 14.5 % ------------------------------------------------------------------------------ 12. Type of Reporting Person CO ------------------------------------------------------------------------------ Page 8 of 47 |
----------------------- CUSIP No. 68276W103 13G ----------------------- ------------------------------------------------------------------------------ 1. Name of Reporting Person I.R.S. Identification No. of above Person GOLDMAN SACHS HOLDINGS (HONG KONG) LIMITED ------------------------------------------------------------------------------ 2. Check the Appropriate Box if a Member of a Group (a) [_] (b) [_] ------------------------------------------------------------------------------ 3. SEC Use Only ------------------------------------------------------------------------------ 4. Citizenship or Place of Organization Hong Kong ------------------------------------------------------------------------------ 5. Sole Voting Power Number of 0 Shares ---------------------------------------------------------- 6. Shared Voting Power Beneficially 603,750,000 Owned by ---------------------------------------------------------- Each 7. Sole Dispositive Power Reporting 0 Person ---------------------------------------------------------- 8. Shared Dispositive Power With: 603,750,000 ------------------------------------------------------------------------------ 9. Aggregate Amount Beneficially Owned by Each Reporting Person 603,750,000 ------------------------------------------------------------------------------ 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares [_] ------------------------------------------------------------------------------ 11. Percent of Class Represented by Amount in Row (9) 14.5 % ------------------------------------------------------------------------------ 12. Type of Reporting Person CO ------------------------------------------------------------------------------ Page 9 of 47 |
----------------------- CUSIP No. 68276W103 13G ----------------------- ------------------------------------------------------------------------------ 1. Name of Reporting Person I.R.S. Identification No. of above Person STONEBRIDGE 2017 (SINGAPORE) PTE. LTD. ------------------------------------------------------------------------------ 2. Check the Appropriate Box if a Member of a Group (a) [_] (b) [_] ------------------------------------------------------------------------------ 3. SEC Use Only ------------------------------------------------------------------------------ 4. Citizenship or Place of Organization Singapore ------------------------------------------------------------------------------ 5. Sole Voting Power Number of 0 Shares ---------------------------------------------------------- 6. Shared Voting Power Beneficially 69,000,000 Owned by ---------------------------------------------------------- Each 7. Sole Dispositive Power Reporting 0 Person ---------------------------------------------------------- 8. Shared Dispositive Power With: 69,000,000 ------------------------------------------------------------------------------ 9. Aggregate Amount Beneficially Owned by Each Reporting Person 69,000,000 ------------------------------------------------------------------------------ 10. Check 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 CO ------------------------------------------------------------------------------ Page 10 of 47 |
----------------------- CUSIP No. 68276W103 13G ----------------------- ------------------------------------------------------------------------------ 1. Name of Reporting Person I.R.S. Identification No. of above Person GOLDMAN SACHS HOLDINGS (ASIA PACIFIC) LIMITED ------------------------------------------------------------------------------ 2. Check the Appropriate Box if a Member of a Group (a) [_] (b) [_] ------------------------------------------------------------------------------ 3. SEC Use Only ------------------------------------------------------------------------------ 4. Citizenship or Place of Organization Hong Kong ------------------------------------------------------------------------------ 5. Sole Voting Power Number of 0 Shares ---------------------------------------------------------- 6. Shared Voting Power Beneficially 603,750,000 Owned by ---------------------------------------------------------- Each 7. Sole Dispositive Power Reporting 0 Person ---------------------------------------------------------- 8. Shared Dispositive Power With: 603,750,000 ------------------------------------------------------------------------------ 9. Aggregate Amount Beneficially Owned by Each Reporting Person 603,750,000 ------------------------------------------------------------------------------ 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares [_] ------------------------------------------------------------------------------ 11. Percent of Class Represented by Amount in Row (9) 14.5 % ------------------------------------------------------------------------------ 12. Type of Reporting Person CO ------------------------------------------------------------------------------ Page 11 of 47 |
----------------------- CUSIP No. 68276W103 13G ----------------------- ------------------------------------------------------------------------------ 1. Name of Reporting Person I.R.S. Identification No. of above Person ASIA INVESTING HOLDINGS PTE. LTD. ------------------------------------------------------------------------------ 2. Check the Appropriate Box if a Member of a Group (a) [_] (b) [_] ------------------------------------------------------------------------------ 3. SEC Use Only ------------------------------------------------------------------------------ 4. Citizenship or Place of Organization Singapore ------------------------------------------------------------------------------ 5. Sole Voting Power Number of 0 Shares ---------------------------------------------------------- 6. Shared Voting Power Beneficially 603,750,000 Owned by ---------------------------------------------------------- Each 7. Sole Dispositive Power Reporting 0 Person ---------------------------------------------------------- 8. Shared Dispositive Power With: 603,750,000 ------------------------------------------------------------------------------ 9. Aggregate Amount Beneficially Owned by Each Reporting Person 603,750,000 ------------------------------------------------------------------------------ 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares [_] ------------------------------------------------------------------------------ 11. Percent of Class Represented by Amount in Row (9) 14.5 % ------------------------------------------------------------------------------ 12. Type of Reporting Person CO ------------------------------------------------------------------------------ Page 12 of 47 |
----------------------- CUSIP No. 68276W103 13G ----------------------- ------------------------------------------------------------------------------ 1. Name of Reporting Person I.R.S. Identification No. of above Person GOLDMAN SACHS (ASIA) CORPORATE HOLDINGS L.L.C. ------------------------------------------------------------------------------ 2. Check the Appropriate Box if a Member of a Group (a) [_] (b) [_] ------------------------------------------------------------------------------ 3. SEC Use Only ------------------------------------------------------------------------------ 4. Citizenship or Place of Organization Delaware ------------------------------------------------------------------------------ 5. Sole Voting Power Number of 0 Shares ---------------------------------------------------------- 6. Shared Voting Power Beneficially 603,750,000 Owned by ---------------------------------------------------------- Each 7. Sole Dispositive Power Reporting 0 Person ---------------------------------------------------------- 8. Shared Dispositive Power With: 603,750,000 ------------------------------------------------------------------------------ 9. Aggregate Amount Beneficially Owned by Each Reporting Person 603,750,000 ------------------------------------------------------------------------------ 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares [_] ------------------------------------------------------------------------------ 11. Percent of Class Represented by Amount in Row (9) 14.5 % ------------------------------------------------------------------------------ 12. Type of Reporting Person CO ------------------------------------------------------------------------------ Page 13 of 47 |
----------------------- CUSIP No. 68276W103 13G ----------------------- ------------------------------------------------------------------------------ 1. Name of Reporting Person I.R.S. Identification No. of above Person ELEVATECH LIMITED ------------------------------------------------------------------------------ 2. Check the Appropriate Box if a Member of a Group (a) [_] (b) [_] ------------------------------------------------------------------------------ 3. SEC Use Only ------------------------------------------------------------------------------ 4. Citizenship or Place of Organization Hong Kong ------------------------------------------------------------------------------ 5. Sole Voting Power Number of 0 Shares ---------------------------------------------------------- 6. Shared Voting Power Beneficially 603,750,000 Owned by ---------------------------------------------------------- Each 7. Sole Dispositive Power Reporting 0 Person ---------------------------------------------------------- 8. Shared Dispositive Power With: 603,750,000 ------------------------------------------------------------------------------ 9. Aggregate Amount Beneficially Owned by Each Reporting Person 603,750,000 ------------------------------------------------------------------------------ 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares [_] ------------------------------------------------------------------------------ 11. Percent of Class Represented by Amount in Row (9) 14.5 % ------------------------------------------------------------------------------ 12. Type of Reporting Person CO ------------------------------------------------------------------------------ Page 14 of 47 |
----------------------- CUSIP No. 68276W103 13G ----------------------- ------------------------------------------------------------------------------ 1. Name of Reporting Person I.R.S. Identification No. of above Person ASIA INVESTING (MAURITIUS) LIMITED ------------------------------------------------------------------------------ 2. Check the Appropriate Box if a Member of a Group (a) [_] (b) [_] ------------------------------------------------------------------------------ 3. SEC Use Only ------------------------------------------------------------------------------ 4. Citizenship or Place of Organization Mauritius ------------------------------------------------------------------------------ 5. Sole Voting Power Number of 0 Shares ---------------------------------------------------------- 6. Shared Voting Power Beneficially 603,750,000 Owned by ---------------------------------------------------------- Each 7. Sole Dispositive Power Reporting 0 Person ---------------------------------------------------------- 8. Shared Dispositive Power With: 603,750,000 ------------------------------------------------------------------------------ 9. Aggregate Amount Beneficially Owned by Each Reporting Person 603,750,000 ------------------------------------------------------------------------------ 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares [_] ------------------------------------------------------------------------------ 11. Percent of Class Represented by Amount in Row (9) 14.5 % ------------------------------------------------------------------------------ 12. Type of Reporting Person CO ------------------------------------------------------------------------------ Page 15 of 47 |
----------------------- CUSIP No. 68276W103 13G ----------------------- ------------------------------------------------------------------------------ 1. Name of Reporting Person I.R.S. Identification No. of above Person GS ASIAN VENTURE (DELAWARE) L.L.C. ------------------------------------------------------------------------------ 2. Check the Appropriate Box if a Member of a Group (a) [_] (b) [_] ------------------------------------------------------------------------------ 3. SEC Use Only ------------------------------------------------------------------------------ 4. Citizenship or Place of Organization Delaware ------------------------------------------------------------------------------ 5. Sole Voting Power Number of 0 Shares ---------------------------------------------------------- 6. Shared Voting Power Beneficially 603,750,000 Owned by ---------------------------------------------------------- Each 7. Sole Dispositive Power Reporting 0 Person ---------------------------------------------------------- 8. Shared Dispositive Power With: 603,750,000 ------------------------------------------------------------------------------ 9. Aggregate Amount Beneficially Owned by Each Reporting Person 603,750,000 ------------------------------------------------------------------------------ 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares [_] ------------------------------------------------------------------------------ 11. Percent of Class Represented by Amount in Row (9) 14.5 % ------------------------------------------------------------------------------ 12. Type of Reporting Person CO ------------------------------------------------------------------------------ Page 16 of 47 |
----------------------- CUSIP No. 68276W103 13G ----------------------- ------------------------------------------------------------------------------ 1. Name of Reporting Person I.R.S. Identification No. of above Person SPECIAL SITUATIONS INVESTING GROUP III, INC. ------------------------------------------------------------------------------ 2. Check the Appropriate Box if a Member of a Group (a) [_] (b) [_] ------------------------------------------------------------------------------ 3. SEC Use Only ------------------------------------------------------------------------------ 4. Citizenship or Place of Organization Delaware ------------------------------------------------------------------------------ 5. Sole Voting Power Number of 0 Shares ---------------------------------------------------------- 6. Shared Voting Power Beneficially 603,750,000 Owned by ---------------------------------------------------------- Each 7. Sole Dispositive Power Reporting 0 Person ---------------------------------------------------------- 8. Shared Dispositive Power With: 603,750,000 ------------------------------------------------------------------------------ 9. Aggregate Amount Beneficially Owned by Each Reporting Person 603,750,000 ------------------------------------------------------------------------------ 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares [_] ------------------------------------------------------------------------------ 11. Percent of Class Represented by Amount in Row (9) 14.5 % ------------------------------------------------------------------------------ 12. Type of Reporting Person CO ------------------------------------------------------------------------------ Page 17 of 47 |
----------------------- CUSIP No. 68276W103 13G ----------------------- ------------------------------------------------------------------------------ 1. Name of Reporting Person I.R.S. Identification No. of above Person GSSG 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 ------------------------------------------------------------------------------ 5. Sole Voting Power Number of 0 Shares ---------------------------------------------------------- 6. Shared Voting Power Beneficially 603,750,000 Owned by ---------------------------------------------------------- Each 7. Sole Dispositive Power Reporting 0 Person ---------------------------------------------------------- 8. Shared Dispositive Power With: 603,750,000 ------------------------------------------------------------------------------ 9. Aggregate Amount Beneficially Owned by Each Reporting Person 603,750,000 ------------------------------------------------------------------------------ 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares [_] ------------------------------------------------------------------------------ 11. Percent of Class Represented by Amount in Row (9) 14.5 % ------------------------------------------------------------------------------ 12. Type of Reporting Person CO ------------------------------------------------------------------------------ Page 18 of 47 |
----------------------- CUSIP No. 68276W103 13G ----------------------- ------------------------------------------------------------------------------ 1. Name of Reporting Person I.R.S. Identification No. of above Person STONEBRIDGE 2017, 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 ------------------------------------------------------------------------------ 5. Sole Voting Power Number of 0 Shares ---------------------------------------------------------- 6. Shared Voting Power Beneficially 47,189,120 Owned by ---------------------------------------------------------- Each 7. Sole Dispositive Power Reporting 0 Person ---------------------------------------------------------- 8. Shared Dispositive Power With: 47,189,120 ------------------------------------------------------------------------------ 9. Aggregate Amount Beneficially Owned by Each Reporting Person 47,189,120 ------------------------------------------------------------------------------ 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares [_] ------------------------------------------------------------------------------ 11. Percent of Class Represented by Amount in Row (9) 1.1 % ------------------------------------------------------------------------------ 12. Type of Reporting Person PN ------------------------------------------------------------------------------ Page 19 of 47 |
----------------------- CUSIP No. 68276W103 13G ----------------------- ------------------------------------------------------------------------------ 1. Name of Reporting Person I.R.S. Identification No. of above Person StoneBridge 2017 Offshore, 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 Cayman Islands ------------------------------------------------------------------------------ 5. Sole Voting Power Number of 0 Shares ---------------------------------------------------------- 6. Shared Voting Power Beneficially 21,810,880 Owned by ---------------------------------------------------------- Each 7. Sole Dispositive Power Reporting 0 Person ---------------------------------------------------------- 8. Shared Dispositive Power With: 21,810,880 ------------------------------------------------------------------------------ 9. Aggregate Amount Beneficially Owned by Each Reporting Person 21,810,880 ------------------------------------------------------------------------------ 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares [_] ------------------------------------------------------------------------------ 11. Percent of Class Represented by Amount in Row (9) 0.5 % ------------------------------------------------------------------------------ 12. Type of Reporting Person PN ------------------------------------------------------------------------------ Page 20 of 47 |
----------------------- CUSIP No. 68276W103 13G ----------------------- ------------------------------------------------------------------------------ 1. Name of Reporting Person I.R.S. Identification No. of above Person GOLDMAN SACHS RE INVESTMENTS HOLDINGS LIMITED ------------------------------------------------------------------------------ 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 ------------------------------------------------------------------------------ 5. Sole Voting Power Number of 0 Shares ---------------------------------------------------------- 6. Shared Voting Power Beneficially 15,878,625 Owned by ---------------------------------------------------------- Each 7. Sole Dispositive Power Reporting 0 Person ---------------------------------------------------------- 8. Shared Dispositive Power With: 15,878,625 ------------------------------------------------------------------------------ 9. Aggregate Amount Beneficially Owned by Each Reporting Person 15,878,625 ------------------------------------------------------------------------------ 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares [_] ------------------------------------------------------------------------------ 11. Percent of Class Represented by Amount in Row (9) 0.4 % ------------------------------------------------------------------------------ 12. Type of Reporting Person PN ------------------------------------------------------------------------------ Page 21 of 47 |
Item 1(a). Name of Issuer:
ONESMART INTERNATIONAL EDUCATION GROUP LIMITED
Item 1(b). Address of Issuer's Principal Executive Offices:
165 WEST GUANGFU ROAD
PUTUO DISTRICT
SHANGHAI F4 200063
0085255990116
Item 2(a). Name of Persons Filing:
THE GOLDMAN SACHS GROUP, INC.
GOLDMAN SACHS & CO. LLC
GOLDMAN SACHS INVESTMENTS HOLDINGS (ASIA) LIMITED
GOLDMAN SACHS INTERNATIONAL
GOLDMAN SACHS GROUP UK LIMITED
GOLDMAN SACHS (UK) L.L.C.
GOLDMAN SACHS (HONG KONG) INTERNATIONAL INVESTMENTS LIMITED
GOLDMAN SACHS HOLDINGS (HONG KONG) LIMITED
STONEBRIDGE 2017 (SINGAPORE) PTE. LTD.
GOLDMAN SACHS HOLDINGS (ASIA PACIFIC) LIMITED
ASIA INVESTING HOLDINGS PTE. LTD.
GOLDMAN SACHS (ASIA) CORPORATE HOLDINGS L.L.C.
ELEVATECH LIMITED
ASIA INVESTING (MAURITIUS) LIMITED
GS ASIAN VENTURE (DELAWARE) L.L.C.
SPECIAL SITUATIONS INVESTING GROUP III, INC.
GSSG HOLDINGS LLC
STONEBRIDGE 2017, L.P.
StoneBridge 2017 Offshore, L.P.
GOLDMAN SACHS RE INVESTMENTS HOLDINGS LIMITED
Item 2(b). Address of Principal Business Office or, if none, Residence:
The Goldman Sachs Group, Inc.
200 West Street
New York, NY 10282
Goldman Sachs & Co. LLC
200 West Street
New York, NY 10282
Goldman Sachs Investments Holdings (Asia) Limited
Level 3, Alexander House
35 Cybercity
Ebene, Mauritius
Goldman Sachs International
Peterborough Court
133 Fleet Street
London, United Kingdom EC4A 2BB
Goldman Sachs Group UK Limited
Peterborough Court
133 Fleet Street
London, United Kingdom EC4A 2BB
Goldman Sachs (UK) L.L.C.
Corporation Trust Center
1209 Orange Street
Wilmington, DE 19801
Goldman Sachs (Hong Kong) International Investments Limited 68/F Cheung Kong Center 2 Queen's Road Central Hong Kong
Goldman Sachs Holdings (Hong Kong) Limited 68/F Cheung Kong Center 2 Queen's Road Central Hong Kong
Goldman Sachs Holdings (Asia Pacific) Limited Cheung Kong Center, 68th Floor 2 Queen's Road Central Hong Kong
Goldman Sachs (Asia) Corporate Holdings L.L.C.
Corporation Trust Center
1209 Orange Street
Wilmington, DE 19801
Asia Investing Holdings Pte. Ltd
1 Raffles Link, #07-01 Singapore, Singapore 039393
Asia Investing (Mauritius) Limited
Level 3, Alexander House
35 Cybercity
Ebene, Mauritius
Elevatech Limited
68/F Cheung Kong Center
2 Queen's Road
Hong Kong
GS Asian Venture (Delaware) L.L.C.
Corporation Trust Center
1209 Orange Street
Wilmington, DE 19801
Special Situations Investing Group III, Inc.
1209 Orange Street
Wilmington, DE 19801
GSSG Holdings LLC
Corporation Trust Center
1209 Orange Street
Wilmington, DE 19801
Stonebridge 2017 (Singapore) Pte. Ltd.
1 Raffles Link, #07-01
Singapore, Singapore 039393
StoneBridge 2017, L.P.
Corporation Trust Center
1209 Orange Street
Wilmington, DE 19801
StoneBridge 2017 Offshore, L.P.
P.O. Box 309, Ugland House
South Church Street
George Town, CAY KY1-1104
Goldman Sachs RE Investments Holdings Limited
P.O. Box 309, Ugland House
South Church Street
George Town, CAY KY1-1104
Item 2(c). Citizenship:
THE GOLDMAN SACHS GROUP, INC. - Delaware
GOLDMAN SACHS & CO. LLC - New York
GOLDMAN SACHS INVESTMENTS HOLDINGS (ASIA) LIMITED - Mauritius
GOLDMAN SACHS INTERNATIONAL - United Kingdom
GOLDMAN SACHS GROUP UK LIMITED - United Kingdom
GOLDMAN SACHS (UK) L.L.C. - Delaware
GOLDMAN SACHS (HONG KONG) INTERNATIONAL INVESTMENTS LIMITED
- Hong Kong
GOLDMAN SACHS HOLDINGS (HONG KONG) LIMITED - Hong Kong
STONEBRIDGE 2017 (SINGAPORE) PTE. LTD. - Singapore
GOLDMAN SACHS HOLDINGS (ASIA PACIFIC) LIMITED - Hong Kong
ASIA INVESTING HOLDINGS PTE. LTD. - Singapore
GOLDMAN SACHS (ASIA) CORPORATE HOLDINGS L.L.C. - Delaware
ELEVATECH LIMITED - Hong Kong
ASIA INVESTING (MAURITIUS) LIMITED - Mauritius
GS ASIAN VENTURE (DELAWARE) L.L.C. - Delaware
SPECIAL SITUATIONS INVESTING GROUP III, INC. - Delaware
GSSG HOLDINGS LLC - Delaware
STONEBRIDGE 2017, L.P. - Delaware
StoneBridge 2017 Offshore, L.P. - Cayman Islands
GOLDMAN SACHS RE INVESTMENTS HOLDINGS LIMITED
_ Cayman Islands
Item 2(d). Title of Class of Securities:
Class A Ordinary shares, par value $0.000001 per share
Item 2(e). CUSIP Number:
68276W103
Item 3. If this statement is filed pursuant to Rules 13d-1(b) or
13d-2(b) or (c), check whether the person filing is a:
(a).[_] Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o).
(b).[_] Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c).
(c).[_] Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c).
(d).[_] Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).
(e).[_] An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
(f).[_] An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);
(g).[_] A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);
(h).[_] A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i).[_] A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j).[_] A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J);
(k).[_] A group, in accordance with Rule 13d-1(b)(1)(ii) (A) through (K).
If filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J), please specify the type of institution:
Item 4. Ownership.*
(a). Amount beneficially owned:
See the response(s) to Item 9 on the attached cover page(s).
(b). Percent of Class:
See the response(s)to Item 11 on the attached cover page(s).
(c). Number of shares as to which such person has:
(i). Sole power to vote or to direct the vote: See the response(s) to Item 5 on the attached cover page(s).
(ii). Shared power to vote or to direct the vote: See the response(s) to Item 6 on the attached cover page(s).
(iii). Sole power to dispose or to direct the disposition of: See the response(s) to Item 7 on the attached cover page(s).
(iv). Shared power to dispose or to direct the disposition of: See the response(s) to Item 8 on the attached cover page(s).
Item 5. Ownership of Five Percent or Less of a Class.
Not Applicable
Item 6. Ownership of More than Five Percent on Behalf of Another
Person.
Clients of the Reporting Person(s) have or may have the
right to receive or the power to direct the receipt of
dividends from, or the proceeds from the sale of, securities
held in their accounts. Clients known to have such right or
power with respect to more than 5% of the class of
securities to which this report relates are:
NONE
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on by the Parent
Holding Company.
See Exhibit (99.2)
Item 8. Identification and Classification of Members of the Group.
Not Applicable
Item 9. Notice of Dissolution of Group.
Not Applicable
Item 10. Certification.
By signing below I certify that, to the best of my knowledge
and belief, the securities referred to above were not
acquired and are not held for the purpose of or with the
effect of changing or influencing the control of the issuer
of the securities and were not acquired and are not held in
connection with or as a participant in any transaction having
that purpose or effect, other than activities solely in
connection with a nomination under Section 240.14a-11.
*In accordance with the Securities and Exchange Commission Release No.
34-39538 (January 12, 1998) (the "Release"), this filing reflects the
securities
beneficially owned by certain operating units (collectively, the "Goldman Sachs
Reporting Units") of The Goldman Sachs Group, Inc. and its subsidiaries and
affiliates (collectively, "GSG"). This filing does not reflect securities, if
any, beneficially owned by any operating units of GSG whose ownership of
securities is disaggregated from that of the Goldman Sachs Reporting Units in
accordance with the Release. The Goldman Sachs Reporting Units disclaim
beneficial ownership of the securities beneficially owned by (i) any client
accounts with respect to which the Goldman Sachs Reporting Units or their
employees have voting or investment discretion or both, or with respect to
which there are limits on their voting or investment authority or both and
(ii) certain investment entities of which the Goldman Sachs Reporting Units
act as the general partner, managing general partner or other manager, to the
extent interests in such entities are held by persons other than the Goldman
Sachs Reporting Units.
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 16, 2021
THE GOLDMAN SACHS GROUP, INC.
By:/s/ Terry Mosher ---------------------------------------- Name: Title: Attorney-in-fact |
GOLDMAN SACHS & CO. LLC
By:/s/ Terry Mosher ---------------------------------------- Name: Title: Attorney-in-fact |
GOLDMAN SACHS INVESTMENTS HOLDINGS (ASIA) LIMITED
By:/s/ Terry Mosher ---------------------------------------- Name: Title: Attorney-in-fact |
GOLDMAN SACHS INTERNATIONAL
By:/s/ Terry Mosher ---------------------------------------- Name: Title: Attorney-in-fact |
GOLDMAN SACHS GROUP UK LIMITED
By:/s/ Terry Mosher ---------------------------------------- Name: Title: Attorney-in-fact |
GOLDMAN SACHS (UK) L.L.C.
By:/s/ Terry Mosher ---------------------------------------- Name: Title: Attorney-in-fact |
GOLDMAN SACHS (HONG KONG) INTERNATIONAL INVESTMENTS LIMITED
By:/s/ Terry Mosher ---------------------------------------- Name: Title: Attorney-in-fact |
GOLDMAN SACHS HOLDINGS (HONG KONG) LIMITED
By:/s/ Terry Mosher ---------------------------------------- Name: Title: Attorney-in-fact |
STONEBRIDGE 2017 (SINGAPORE) PTE. LTD.
By:/s/ Terry Mosher ---------------------------------------- Name: Title: Attorney-in-fact |
GOLDMAN SACHS HOLDINGS (ASIA PACIFIC) LIMITED
By:/s/ Terry Mosher ---------------------------------------- Name: Title: Attorney-in-fact |
ASIA INVESTING HOLDINGS PTE. LTD.
By:/s/ Terry Mosher ---------------------------------------- Name: Title: Attorney-in-fact |
GOLDMAN SACHS (ASIA) CORPORATE HOLDINGS L.L.C.
By:/s/ Terry Mosher ---------------------------------------- Name: Title: Attorney-in-fact |
ELEVATECH LIMITED
By:/s/ Terry Mosher ---------------------------------------- Name: Title: Attorney-in-fact |
ASIA INVESTING (MAURITIUS) LIMITED
By:/s/ Terry Mosher ---------------------------------------- Name: Title: Attorney-in-fact |
GS ASIAN VENTURE (DELAWARE) L.L.C.
By:/s/ Terry Mosher ---------------------------------------- Name: Title: Attorney-in-fact |
SPECIAL SITUATIONS INVESTING GROUP III, INC.
By:/s/ Terry Mosher ---------------------------------------- Name: Title: Attorney-in-fact |
GSSG HOLDINGS LLC
By:/s/ Terry Mosher ---------------------------------------- Name: Title: Attorney-in-fact |
STONEBRIDGE 2017, L.P.
By:/s/ Terry Mosher ---------------------------------------- Name: Title: Attorney-in-fact |
StoneBridge 2017 Offshore, L.P.
By:/s/ Terry Mosher ---------------------------------------- Name: Title: Attorney-in-fact |
GOLDMAN SACHS RE INVESTMENTS HOLDINGS LIMITED
By:/s/ Terry Mosher ---------------------------------------- Name: Title: Attorney-in-fact |
INDEX TO EXHIBITS
Exhibit No. Exhibit ----------- ------- 99.1 Joint Filing Agreement 99.2 Item 7 Information 99.3 Power of Attorney, relating to THE GOLDMAN SACHS GROUP, INC. 99.4 Power of Attorney, relating to GOLDMAN SACHS & CO. LLC 99.5 Power of Attorney, relating to GOLDMAN SACHS INVESTMENTS HOLDINGS (ASIA) LIMITED 99.6 Power of Attorney, relating to GOLDMAN SACHS INTERNATIONAL 99.7 Power of Attorney, relating to GOLDMAN SACHS GROUP UK LIMITED 99.8 Power of Attorney, relating to GOLDMAN SACHS (UK) L.L.C. 99.9 Power of Attorney, relating to GOLDMAN SACHS (HONG KONG) INTERNATIONAL INVESTMENTS LIMITED 99.10 Power of Attorney, relating to GOLDMAN SACHS HOLDINGS (HONG KONG) LIMITED 99.11 Power of Attorney, relating to STONEBRIDGE 2017 (SINGAPORE) PTE. LTD. 99.12 Power of Attorney, relating to GOLDMAN SACHS HOLDINGS (ASIA PACIFIC) LIMITED 99.13 Power of Attorney, relating to ASIA INVESTING HOLDINGS PTE. LTD. 99.14 Power of Attorney, relating to GOLDMAN SACHS (ASIA) CORPORATE HOLDINGS L.L.C. 99.15 Power of Attorney, relating to ELEVATECH LIMITED 99.16 Power of Attorney, relating to ASIA INVESTING (MAURITIUS) LIMITED 99.17 Power of Attorney, relating to GS ASIAN VENTURE (DELAWARE) L.L.C. 99.18 Power of Attorney, relating to SPECIAL SITUATIONS INVESTING GROUP III, INC. 99.19 Power of Attorney, relating to GSSG HOLDINGS LLC 99.20 Power of Attorney, relating to STONEBRIDGE 2017, L.P. 99.21 Power of Attorney, relating to StoneBridge 2017 Offshore, L.P. 99.22 Power of Attorney, relating to GOLDMAN SACHS RE INVESTMENTS HOLDINGS LIMITED |
EXHIBIT (99.1)
JOINT FILING AGREEMENT
In accordance with Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, the undersigned agree to the joint filing of a Statement on Schedule 13G (including any and all amendments thereto) with respect to the Class A Ordinary shares, par value $0.000001 per share, of ONESMART INTERNATIONAL EDUCATION GROUP LIMITED and further agree to the filing of this agreement as an Exhibit thereto. In addition, each party to this Agreement expressly authorizes each other party to this Agreement to file on its behalf any and all amendments to such Statement on Schedule 13G.
Date: February 16, 2021
THE GOLDMAN SACHS GROUP, INC.
By:/s/ Terry Mosher ---------------------------------------- Name: Title: Attorney-in-fact |
GOLDMAN SACHS & CO. LLC
By:/s/ Terry Mosher ---------------------------------------- Name: Title: Attorney-in-fact |
GOLDMAN SACHS INVESTMENTS HOLDINGS (ASIA) LIMITED
By:/s/ Terry Mosher ---------------------------------------- Name: Title: Attorney-in-fact |
GOLDMAN SACHS INTERNATIONAL
By:/s/ Terry Mosher ---------------------------------------- Name: Title: Attorney-in-fact |
GOLDMAN SACHS GROUP UK LIMITED
By:/s/ Terry Mosher ---------------------------------------- Name: Title: Attorney-in-fact |
GOLDMAN SACHS (UK) L.L.C.
By:/s/ Terry Mosher ---------------------------------------- Name: Title: Attorney-in-fact |
GOLDMAN SACHS (HONG KONG) INTERNATIONAL INVESTMENTS LIMITED
By:/s/ Terry Mosher ---------------------------------------- Name: Title: Attorney-in-fact |
GOLDMAN SACHS HOLDINGS (HONG KONG) LIMITED
By:/s/ Terry Mosher ---------------------------------------- Name: Title: Attorney-in-fact |
STONEBRIDGE 2017 (SINGAPORE) PTE. LTD.
By:/s/ Terry Mosher ---------------------------------------- Name: Title: Attorney-in-fact |
GOLDMAN SACHS HOLDINGS (ASIA PACIFIC) LIMITED
By:/s/ Terry Mosher ---------------------------------------- Name: Title: Attorney-in-fact |
ASIA INVESTING HOLDINGS PTE. LTD.
By:/s/ Terry Mosher ---------------------------------------- Name: Title: Attorney-in-fact |
GOLDMAN SACHS (ASIA) CORPORATE HOLDINGS L.L.C.
By:/s/ Terry Mosher ---------------------------------------- Name: Title: Attorney-in-fact |
ELEVATECH LIMITED
By:/s/ Terry Mosher ---------------------------------------- Name: Title: Attorney-in-fact |
ASIA INVESTING (MAURITIUS) LIMITED
By:/s/ Terry Mosher ---------------------------------------- Name: Title: Attorney-in-fact |
GS ASIAN VENTURE (DELAWARE) L.L.C.
By:/s/ ---------------------------------------- Name: Title: Attorney-in-fact |
SPECIAL SITUATIONS INVESTING GROUP III, INC.
By:/s/ ---------------------------------------- Name: Title: Attorney-in-fact |
GSSG HOLDINGS LLC
By:/s/ ---------------------------------------- Name: Title: Attorney-in-fact |
STONEBRIDGE 2017, L.P.
By:/s/ ---------------------------------------- Name: Title: Attorney-in-fact |
StoneBridge 2017 Offshore, L.P.
By:/s/ ---------------------------------------- Name: Title: Attorney-in-fact |
GOLDMAN SACHS RE INVESTMENTS HOLDINGS LIMITED
By:/s/ ---------------------------------------- Name: Title: Attorney-in-fact |
EXHIBIT (99.2)
ITEM 7 INFORMATION
The securities being reported on by The Goldman Sachs Group, Inc. ("GS Group"), as a parent holding company, are owned by Stonebridge 2017 (Singapore) Pte. Ltd., Goldman Sachs Investments Holdings (Asia) Limited and Goldman Sachs & Co. LLC ("Goldman Sachs", and together with the other holders of the securities, the "GS Stockholders"), and are owned, or may be deemed to be beneficially owned by Goldman Sachs International, Goldman Sachs Group UK Limited, Goldman Sachs (UK) L.L.C., Goldman Sachs (Hong Kong) International Investments Limited,Goldman Sachs Holdings (Hong Kong) Limited, Goldman Sachs Holdings (Asia Pacific) Limited, Goldman Sachs (Asia) Corporate Holdings L.L.C., Asia Investing Holdings Pte. Ltd., Asia Investing (Mauritius) Limited, Elevatech Limited, GS Asian Venture (Delaware) L.L.C., Special Situations Investing Group III, Inc., GSSG Holdings LLC, Goldman Sachs RE Investments Holdings Limited and GS Group. Goldman Sachs, a broker or dealer registered under Section 15 of the Act and an investment adviser registered under Section 203 of the Investment Advisers Act of 1940 and a direct subsidiary of GS Group, is the investment manager of Stonebridge 2017, L.P., Stonebridge 2017 Offshore, L.P. which are the stockholders of Stonebridge 2017 (Singapore) Pte. Ltd
EXHIBIT (99.3)
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS THE GOLDMAN SACHS GROUP, INC.(the "Company")
does hereby make,constitute and appoint each of Stephanie Snyder, Jerry Li,
Nicole Clark, Jamie Minieri, Terry Mosher, Rachel Fraizer, and Terrance Grey
acting individually, its true and lawful attorney, to execute and deliver in
its
name and on its behalf whether the Company is acting individually or as
representative of others, any and all filings required to be made by the
Company pursuent to Rule 13f-1 or Regulation 13D-G under the Securities
Exchange
Act of 1934, (as amended, the "Act"), which may be required of the Company with
respect to securities which may be deemed to be beneficially owned by
the Company under the Act, giving and granting unto each said attorney-in-fact
power and authority to act in the premises as fully and to all intents and
purposes as the Company might or could do if personally present by one of
its authorized signatories, hereby ratifying and confirming all that said
Attorney-in-fact shall lawfully do or cause to be done by virtue hereof.
THIS POWER OF ATTORNEY shall remain in full force and effect until March 1, 2022 unless earlier revoked by written instrument, or in the event an Attorney-in-fact ceases to be an employee of The Goldman Sachs Group, Inc. or one of its affiliates or ceases to perform the function in connection with which he or she was appointed Attorney-in-fact prior to March 1, 2022, this Power of Attorney shall cease to have effect in relation to such Attorney-in- fact upon such cessation but shall continue in full force and effect in relation to the remaining Attorneys-in-fact. The Company has the unrestricted right unilaterally to revoke the Power of Attorney.
This Power of Attorney shall be governed by, and construed in accordance with, the laws of the State of New York, without regard to rules of conflicts of law.
This Power of Attorney supersedes the Power of Attorney granted by the Company to Eddie Arhagba, Stephanie Snyder, Abdul Khayum, Terry Mosher, Rachel Fraizer, Apoorva Iyer, and Jerry Li on August 2, 2019.
IN WITNESS WHEREOF, the undersigned has duly subscribed these presents as of December 16, 2020.
GOLDMAN SACHS & CO.LLC
By: /s/ Karen P. Seymour ____________________________ Name: Karen P. Seymour Title: Authorized Signatory, Managing Director |
EXHIBIT (99.4)
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS that GOLDMAN SACHS & CO. LLC (the "Company") does hereby make, constitute and appoint each of Stephanie Snyder, Jerry Li, Nicole Clark, Jamie Minieri, Terry Mosher, Rachel Fraizer, and Terrance Grey acting individually, its true and lawful attorney,to execute and deliver in its name and on its behalf, whether the Company is acting individually or as representative of others, any and all filings required to be made by the Company pursuant to Rule 13f-1 or Regulation 13D-G under the Securities Exchange Act of 1934, (as amended, the "Act"), which may be required of the Company with respect to securities which may be deemed to be beneficially owned by the Company under the Act, giving and granting unto each said Attorney-in-fact power and authority to act in the premises as fully and to all intents and purposes as the Company might or could do if personally present by one of its authorized signatories, hereby ratifying and confirming all that said Attorney-in-fact shall lawfully do or cause to be done by virtue hereof.
THIS POWER OF ATTORNEY shall remain in full force and effect until December 1, 2021 unless earlier revoked by written instrument, or in the event an Attorney-in-fact ceases to be an employee of The Goldman Sachs Group, Inc. or one of its affiliates or ceases to perform the function in connection with which he or she was appointed Attorney-in-fact prior to December 1, 2021, this Power of Attorney shall cease to have effect in relation to such Attorney-in- fact upon such cessation but shall continue in full force and effect in relation to the remaining Attorneys-in-fact. The Company has the unrestricted right unilaterally to revoke the Power of Attorney.
This Power of Attorney shall be governed by, and construed in accordance with, the laws of the State of New York, without regard to rules of conflicts of law.
This Power of Attorney supersedes the Power of Attorney granted by the Company to Stephanie Snyder, Jerry Li, Eddie Arhagba, Abdul Khayum, Terry Mosher, Rachel Fraizer, and Apoorva Iyer on August 2, 2019.
IN WITNESS WHEREOF, the undersigned has duly subscribed these presents as of December 16, 2020.
GOLDMAN SACHS & CO. LLC
By: /s/ Karen P. Seymour ____________________________ Name: Karen P. Seymour Title: Executive Vice President and General Counsel and Secretary of the Corporation |
EXHIBIT (99.5)
KNOW ALL PERSONS BY THESE PRESENTS Goldman Sachs Investments Holdings (Asia) Limited (the "Company") does hereby make, constitute and appoint each of Jamie Minieri, Nicole Clark, Jerry Li, Terrance Grey, Stephanie Snyder, Terry Mosher, and Rachel Fraizer, (and any other employee of the Goldman Sachs Group, Inc. or one of its affiliates designated in writing by one of the attorneys-in-fact), acting individually, its true and lawful attorney, to execute and deliver in its name and on its behalf whether the Company is acting individually or as representative of others, filings required to be made by the Company under the Securities Exchange Act of 1934, (as amended, the "Act"), with respect to securities which may be deemed to be beneficially owned by the Company under the Act, giving and granting unto each said attorney-in-fact power and authority to act in the premises as fully and to all intents and purposes as the Company might or could do if personally present by one of its authorized signatories, hereby ratifying and confirming all that said attorney-in-fact shall lawfully do or cause to be done by virtue hereof.
The authority granted under this limited Power of Attorney is merely administrative in nature with no independent right to take any decisions whatsoever in respect of any business affairs of the Company.
The Company hereby undertakes that all acts, deeds and things lawfully done by each said attorney-in-fact herein shall be accepted and ratified as the acts, deeds and things done by the Company and shall be binding on the Company.
THIS POWER OF ATTORNEY shall remain in full force and effect until the earlier of (i) 31 December 2021 or (ii) such time it is revoked in writing by the Company; provided that in the event an attorney-in-fact ceases to be an employee of The Goldman Sachs Group, Inc. or one of its affiliates or ceases to perform the function in connection with which he/she was appointed attorney-in-fact prior to such time, this Power of Attorney shall cease to have effect in relation to such attorney-in-fact upon such cessation of employment or role. The Company has the unrestricted right unilaterally to revoke this Power of Attorney.
This Power of Attorney shall be governed by and construed in accordance with the laws of Mauritius.
IN WITNESS WHEREOF, this Power of Attorney has been granted by the Company on the 12th day of May 2021.
Sealed with the Common Seal of
GOLDMAN SACHS INVESTMENTS HOLDINGS
(ASIA) LIMITED
and signed by Teddy Lo Seen Chong
By: /s/ Teddy Lo Seen Chong ____________________________ Name: Teddy Lo Seen Chong Title: Director |
EXHIBIT (99.6)
POWER OF ATTORNEY
GOLDMAN SACHS INTERNATIONAL (the "Company") of Plumtree Court, 25 Shoe Lane,
London EC4A 4AU, a company duly incorporated and existing under the laws of
England and Wales, does hereby appoint Jamie Minieri, Nicole Clark, Jerry Li,
Stephanie Snyder, Rachel Fraizer, Terry Mosher, and Terrance Grey
(each an Attorney-in-fact) individually, as its true and lawful attorney,
to
consider, settle, approve, sign, execute, deliver and/or issue all agreements,
documents, certificates and instruments (all whether as a deed or not) which
the Attorney-in-fact in his or her absolute discretion considers desirable and
take any steps or do anything which the Attorney in his or her absolute
discretion considers desirable in connection with any and all filings required
to be made by the Company under the Securities Exchange Act of 1934
(as amended, the Act), with respect to securities which may be deemed to
be
beneficially owned by the Company under the Act, such documents to be in such
form as such attorney-in-fact may approve on our behalf, such approval to be
conclusively evidenced by the due execution thereof.
This Power of Attorney shall remain in full force and effect until the earlier of January 2022 or, with respect to each Attorney-in-fact, until such time as such Attorney ceases to perform the function in connection with which he or she was appointed Attorney-in-fact, unless earlier revoked by written instrument. The Company has the unrestricted right unilaterally to revoke this Power of Attorney.
The Attorney-in-fact may not sub-delegate or substitute to any other person the powers conferred under this Power of Attorney.
The Company undertakes to ratify and confirm whatever actions the Attorney has done or has lawfully caused to be done under the authority or purported authority of this Power of Attorney prior to the date hereof.
This Power of Attorney shall be governed by and construed in accordance with the laws of England and Wales.
EXECUTED AS A DEED and THE COMMON SEAL of GOLDMAN SACHS INTERNATIONAL was duly affixed and signed by either two Directors, two Managing Directors or a Director/Managing Director and a Secretary duly authorised by, and pursuant to, the resolution of the Board of Directors of Goldman Sachs International dated 29th March 2011, on this day of January 2021.
By: /s/ Lisa Donnelly ____________________________ Name: Lisa Donnelly Title: Managing Director By: /s/ Carolyne Hodkin ____________________________ Name: Carolyne Hodkin Title: Secretary |
EXHIBIT (99.7)
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS that GOLDMAN SACHS GROUP UK LIMITED (the "Company") does hereby make, constitute and appoint each of Stephanie Snyder, Jerry Li, Nicole Clark,Terry Mosher, Jamie Minieri, Rachel Fraizer, and Terrance Grey, (and any other employee of The Goldman Sachs Group, Inc. or one of its affiliates designated in writing by one of the attorneys-in-fact), acting individually, its true and lawful attorney, to execute and deliver in its name and on its behalf whether the Company is acting individually or as representative of others, any and all filings required to be made by the Company under the Securities Exchange Act of 1934, (as amended, the "Act"), with respect to securities which maybe deemed to be beneficially owned by the Company under the Act, giving and granting unto each said attorney-in-fact power and authority to act in the premises as fully and to all intents and purposes as the Company might or could do if personally present by one of its authorized signatories, hereby ratifying and confirming all that said attorney-in-fact shall lawfully do or cause to be done by virtue hereof.
THIS POWER OF ATTORNEY shall remain in full force and effect until either revoked in writing by the undersigned or until such time as the person or persons to whom power of attorney has been hereby granted cease(s) to be an employee of The Goldman Sachs Group, Inc. or one of its affiliates.
IN WITNESS WHEREOF, the undersigned has duly subscribed these presents as of October 20, 2020.
GOLDMAN SACHS GROUP UK LIMITED
By: /s/ Richard J. Taylor ____________________________ Name: Richard J. Taylor Title: Authorized Signatory, Managing Director |
EXHIBIT (99.8)
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS that GOLDMAN SACHS (UK) L.L.C. (the "Company") does hereby make, constitute and appoint each of Stephanie Snyder, Jerry Li, Nicole Clark, Abdul Khayum, Terry Mosher, Rachel Fraizer, Jamie Minieri, and Terrance Grey (and any other employee of The Goldman Sachs Group, Inc. or one of its affiliates designated in writing by one of the attorneys-in-fact), acting individually, its true and lawful attorney, to execute and deliver in its name and on its behalf whether the Company is acting individually or as representative of others, any and all filings required to be made by the Company under the Securities Exchange Act of 1934, (as amended, the "Act"), with respect to securities which may be deemed to be beneficially owned by the Company under the Act, giving and granting unto each said attorney-in-fact power and authority to act in the premises as fully and to all intents and purposes as the Company might or could do if personally present by one of its authorized signatories, hereby ratifying and confirming all that said attorney-in-fact shall lawfully do or cause to be done by virtue hereof.
THIS POWER OF ATTORNEY shall remain in full force and effect until either revoked in writing by the undersigned or until such time as the person or persons to whom power of attorney has been hereby granted cease(s) to be an employee of The Goldman Sachs Group, Inc. or one of its affiliates.
IN WITNESS WHEREOF, the undersigned has duly subscribed these presents as of October 20, 2020.
GOLDMAN SACHS (UK) L.L.C.
By: /s/ Richard J. Taylor ____________________________ Name: Richard J. Taylor Title: Authorized Signatory, Managing Director |
EXHIBIT (99.9)
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS GOLDMAN SACHS (HONG KONG) INTERNATIONAL INVESTMENTS LIMITED (the "Company") does hereby make, constitute and appoint each of Jamie Minieri, Nicole Clark, Jerry Li, Terrance Grey, Stephanie Snyder, Terry Mosher, and Rachel Fraizer, acting individually, its true and lawful attorney, to execute and deliver in its name and on its behalf whether the Company is acting individually or as representative of others, filings required to be made by the Company under the Securities Exchange Act of 1934, (as amended, the "Act"), with respect to securities which may be deemed to be beneficially owned by the Company under the Act, giving and granting unto each said attorney-in-fact power and authority to act in the premises as fully and to all intents and purposes as specifically enumerated in this POA, hereby ratifying and confirming all that said attorney-in-fact shall lawfully do or cause to be done by virtue hereof.
THIS POWER OF ATTORNEY shall remain in full force and effect until the earlier of (i) 31 December 2020 or (ii) such time it is revoked in writing by the Company; provided that in the event an attorney-in-fact ceases to be an employee of The Goldman Sachs Group, Inc. or one of its affiliates or ceases to perform the function in connection with which he/she was appointed attorney-in-fact prior to such time, this Power of Attorney shall cease to have effect in relation to such attorney-in-fact upon such cessation of employment or role. The Company has the unrestricted right unilaterally to revoke this Power of Attorney.
This Power of Attorney shall be governed by and construed in accordance with the laws of Hong Kong.
IN WITNESS WHEREOF, this Power of Attorney has been granted by the Company on 31st day of May 2018.
By: /s/ Adam Alfert ____________________________ Name: Adam Alfert Title: Director |
EXHIBIT (99.10)
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS GOLDMAN SACHS HOLDINGS (HONG KONG) LIMITED (the "Company") does hereby make, constitute and appoint each of Jamie Minieri, Nicole Clark, Jerry Li, Terrance Grey, Stephanie Snyder, Terry Mosher, and Rachel Fraizer, acting individually, its true and lawful attorney, to execute and deliver in its name and on its behalf whether the Company is acting individually or as representative of others, filings required to be made by the Company under the Securities Exchange Act of 1934, (as amended, the "Act"), with respect to securities which may be deemed to be beneficially owned by the Company under the Act, giving and granting unto each said attorney-in-fact power and authority to act in the premises as fully and to all intents and purposes as specifically enumerated in this POA, hereby ratifying and confirming all that said attorney-in-fact shall lawfully do or cause to be done by virtue hereof.
THIS POWER OF ATTORNEY shall remain in full force and effect until the earlier of (i) 31 December 2020 or (ii) such time it is revoked in writing by the Company; provided that in the event an attorney-in-fact ceases to be an employee of The Goldman Sachs Group, Inc. or one of its affiliates or ceases to perform the function in connection with which he/she was appointed attorney-in-fact prior to such time, this Power of Attorney shall cease to have effect in relation to such attorney-in-fact upon such cessation of employment or role. The Company has the unrestricted right unilaterally to revoke this Power of Attorney.
This Power of Attorney shall be governed by and construed in accordance with the laws of Hong Kong.
IN WITNESS WHEREOF, this Power of Attorney has been granted by the Company on 31st day of May 2018.
By: /s/ Adam Alfert ____________________________ Name: Adam Alfert Title: Director |
EXHIBIT (99.11)
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS STONEBRIDGE 2017 (SINGAPORE) PTE. LTD. (the "Company") does hereby make, constitute and appoint each of Stephanie Snyder,Jerry Li, Jamie Minieri, Nicole Clark, Terry Mosher, Rachel Fraizer, and Terrance Grey (and any other employee of The Goldman Sachs Group, Inc. or one of its affiliates designated in writing by one of the attorneys-in-fact), acting individually, its true and lawful attorney, to execute and deliver in its name and on its behalf whether the Company is acting individually or as representative of others, any and all filings required to be made by the Company under the Securities Exchange Act of 1934, (as amended, the "Act"), with respect to securities which may be deemed to be beneficially owned by the Company under the Act, giving and granting unto each said attorney-in-fact power and authority to act in the premises as fully and to all intents and purposes as the Company might or could do if personally present by one of its authorized signatories, hereby ratifying and confirming all that said attorney-in-fact shall lawfully do or cause to be done by virtue hereof.
THIS POWER OF ATTORNEY shall remain in full force and effect until either revoked in writing by the undersigned or until such time as the person or persons to whom power of attorney has been hereby granted cease(s) to be an employee of The Goldman Sachs Group, Inc. or one of its affiliates.
IN WITNESS WHEREOF, the undersigned has duly subscribed these presents as of August 5, 2020.
STONEBRIDGE 2017 (SINGAPORE) PTE. LTD.
By: /s/ Takuma Higuchi ____________________________ Name: Takuma Higuchi Title: Authorized Signatory, Vice President |
EXHIBIT (99.12)
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS GOLDMAN SACHS HOLDINGS (ASIA PACIFIC) LIMITED (the "Company") does hereby make, constitute and appoint each of Jamie Minieri, Nicole Clark, Jerry Li, Terrance Grey, Stephanie Snyder, Terry Mosher, and Rachel Fraizer, acting individually, its true and lawful attorney, to execute and deliver in its name and on its behalf whether the Company is acting individually or as representative of others, filings required to be made by the Company under the Securities Exchange Act of 1934, (as amended, the "Act"), with respect to securities which may be deemed to be beneficially owned by the Company under the Act, giving and granting unto each said attorney-in-fact power and authority to act in the premises as fully and to all intents and purposes as specifically enumerated in this POA, hereby ratifying and confirming all that said attorney-in-fact shall lawfully do or cause to be done by virtue hereof.
THIS POWER OF ATTORNEY shall remain in fu11 force and effect until the earlier of (i) 31 December 2020 or (ii) such time it is revoked in writing by the Company; provided that in the event an attorney-in-fact ceases to be an employee of The Goldman Sachs Group, Inc. or one of its affiliates or ceases to perform the function in connection with which he/she was appointed attorney-in-fact prior to such time, this Power of Attorney shall cease to have effect in relation to such attorney-in-fact upon such cessation of employment or role. The Company has the unrestricted right unilaterally to revoke this Power of Attorney.
This Power of Attorney shall be governed by and construed in accordance with the laws of Hong Kong.
IN WITNESS WHEREOF, this Power of Attorney has been granted by the Company on 31st day of May 2018.
By: /s/ Adam Alfert ____________________________ Name: Adam Alfert Title: Director |
EXHIBIT (99.13)
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS ASIA INVESTING HOLDINGS PTE. LTD. (the "Company") does hereby make, constitute and appoint each of Stephanie Snyder, Jerry Li, Nicole Clark, Terry Mosher, Terrance Grey, Jamie Minieri, and Rachel Fraizer (and any other employee of The Goldman Sachs Group, Inc. or one of its affiliates designated in writing by one of the attorneys-in-fact), acting individually, its true and lawful attorney, to execute and deliver in its name and on its behalf whether the Company is acting individually or as representative of others, any and all filings required to be made by the Company under the Securities Exchange Act of 1934, (as amended, the "Act"),with respect to securities which may be deemed to be beneficially owned by the Company under the Act, giving and granting unto each said attorney-in-fact power and authority to act in the premises as fully and to all intents and purposes as the Company might or could do if personally present by one of its authorized signatories, hereby ratifying and confirming all that said attorney-in-fact shall lawfully do or cause to be done by virtue hereof.
THIS POWER OF ATTORNEY shall remain in fu11 force and effect until either revoked in writing by the undersigned or until such time as the person or persons to whom power of attorney has been hereby granted cease(s) to be an employee of The Goldman Sachs Group, Inc. or one of its affiliates.
IN WITNESS WHEREOF, the undersigned has duly subscribed these presents as of January 6,2021.
ASIA INVESTING HOLDINGS PTE. LTD.
By: /s/ Tan Ching Chek ____________________________ Name: Tan Ching Chek Title: Director |
EXHIBIT (99.14)
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS that GOLDMAN SACHS (ASIA) CORPORATE HOLDINGS L.L.C. (the "Company") does hereby make, constitute and appoint each of Stephanie Snyder, Jerry Li, Jamie Minieri, Nicole Clark, Terry Mosher, Terrance Grey, and Rachel Fraizer (each, an "attorney-in-fact"), acting individually, its true and lawful attorney, to execute and deliver in its name and on its behalf whether the Company is acting individually or as representative of others, any and all filings required to be made by the Company under the Securities Exchange Act of 1934, (as amended, the "Act"), with respect to securities which maybe deemed to be beneficially owned by the Company under the Act, giving and granting unto each said attorney-in-fact power and authority to act in the premises as fully and to all intents and purposes as the Company might or could do if personally present by one of its authorized signatories, hereby ratifying and confirming all that said attorney-in-fact shall lawfully do or cause to be done by virtue hereof.
THIS POWER OF ATTORNEY shall remain in full force and effect until either revoked in writing by the undersigned or until such time as the person or persons to whom power of attorney has been hereby granted ceases to be an employee of The Goldman Sachs Group, Inc. or one of its affiliates.
IN WITNESS WHEREOF, the undersigned has duly subscribed these presents as of January 6, 2021.
GOLDMAN SACHS (ASIA) CORPORATE HOLDINGS L.L.C.
By: /s/ Monique Rollins ____________________________ Name: Monique Rollins Title: Authorized Signatory, Managing Director |
EXHIBIT (99.15)
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS ELEVATECH LIMITED (the "Company") does hereby make, constitute and appoint each of Jamie Minieri, Stephanie Snyder, Jerry Li, Nicole Clark, Abdule Khayum, Terry Mosher, Jamie Minieri, Rachel Fraizer, and Terrance Grey (or other employees designated in writing of The Goldman Sachs Group, Inc. or one of its affiliates), acting individually, its true and lawful attorney, to execute and deliver in its name and on its behalf whether the Company is acting individually or as representative of others, filings required to be made by the Company under the Securities Exchange Act of 1934, (as amended, the "Act"), with respect to securities which may be deemed to be beneficially owned by the Company under the Act, giving and granting unto each said attorney-in-fact power and authority to act in the premises as fully and to all intents and purposes as specifically enumerated in this POA, hereby ratifying and confirming all that said attorney-in-fact shall lawfully do or cause to be done by virtue hereof.
THIS POWER OF ATTORNEY shall remain in full force and effect until the earlier of (i) 31 December 2020 or (ii) such time it is revoked in writing by the Company; provided that in the event an attorney-in-fact ceases to be an employee of The Goldman Sachs Group, Inc. or one of its affiliates or ceases to perform the function in connection with which he/she was appointed attorney-in-fact prior to such time, this Power of Attorney shall cease to have effect in relation to such attorney-in-fact upon such cessation of employment or role. The Company has the unrestricted right unilaterally to revoke this Power of Attorney.
This Power of Attorney shall be governed by and construed in accordance with the laws of Hong Kong.
IN WITNESS WHEREOF, this Power of Attorney has been granted by the Company on 30th day of November, 2020
By: /s/ Jeffrey Min-je Chao ____________________________ Name: Jeffrey Min-je Chao Title: Director |
EXHIBIT (99.16)
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS ASIA INVESTING (MAURITIUS) LIMITED (the "Company") does hereby make, constitute and appoint each of Jamie Minieri, Nicole Clark, Terry Mosher, Rachel Fraizer, Terrance Grey, Jerry Li, and Stephanie Snyder (or other employees designated in writing of The Goldman Sachs Group, Inc. or one of its affiliates), acting individually, its true and lawful attorney, to execute and deliver in its name and on its behalf whether the Company is acting individually or as representative of others, filings required to be made by the Company under the Securities Exchange Act of 1934, (as amended, the "Act"), with respect to securities which may be deemed to be beneficially owned by the Company under the Act, giving and granting unto each said attorney-in-fact power and authority to act in the premises as fully and to all intents and purposes as specifically enumerated in this Power of Attorney, hereby ratifying and confirming all that said attorney-in-fact shall lawfully do or cause to be done by virtue hereof.
The authority granted under this limited Power of Attorney is merely administrative in nature with no independent right to take any decisions whatsoever in respect of any business affairs of the Company.
The Company hereby undertakes that all acts, deeds and things lawfully done by each said attorney-in-fact herein shall be accepted and ratified as the acts, deeds and things done by the Company and shall be binding on the Company.
This Power of Attorney shall remain in full force and effect until the earlier of (i) 31 December 2022 or (ii) such time it is revoked in writing by the Company; provided that in the event an attorney-in-fact ceases to be an employee of The Goldman Sachs Group, Inc. or one of its affiliates or ceases to perform the function in connection with which he/she was appointed attorney-in-fact prior to such time, this Power of Attorney shall cease to have effect in relation to such attorney-in-fact upon such cessation of employment or role. The Company has the unrestricted right unilaterally to revoke this Power of Attorney.
This Power of Attorney shall be governed by and construed in accordance with the laws of Mauritius.
IN WITNESS WHEREOF, this Power of Attorney has been granted by the Company on the 20th day of November 2020.
By: /s/ Teddy Lo Seen Chong ____________________________ Name: Teddy Lo Seen Chong Title: Director |
EXHIBIT (99.17)
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS GS ASIAN VENTURE (DELAWARE) L.L.C. (the "Company") does hereby make, constitute and appoint each of Stephanie Snyder, Jerry Li, Jamie Minieri, Nicole Clark, Terry Mosher, Terrance Grey, and Rachel Fraizer (each, an attorney-in-fact), acting individually, its true and lawful attorney, to execute and deliver in its name and on its behalf whether the Company is acting individually or as representative of others, any and all filings required to be made by the Company under the Securities Exchange Act of 1934, (as amended, the "Act"), with respect to securities which maybe deemed to be beneficially owned by the Company under the Act, giving and granting unto each said attorney-in-fact power and authority to act in the premises as fully and to all intents and purposes as the Company might or could do if personally present by one of its authorized signatories, hereby ratifying and confirming all that said attorney-in-fact shall lawfully do or cause to be done by virtue hereof.
THIS POWER OF ATTORNEY shall remain in full force and effect until either revoked in writing by the undersigned or until such time as the person or persons to whom power of attorney has been hereby granted cease(s) to be an employee of The Goldman Sachs Group, Inc. or one of its affiliates.
IN WITNESS WHEREOF, the undersigned has duly subscribed these presents as of January 6, 2021.
GS ASIAN VENTURE (DELAWARE) L.L.C.
By: /s/ Monique Rollins ____________________________ Name: Monique Rollins Title: Authorized Signatory, Managing Director |
EXHIBIT (99.18)
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS SPECIAL SITUATIONS INVESTING GROUP III, INC.
(the "Company") does hereby make, constitute and appoint each of Stephanie
Snyder,Jerry Li, Jamie Minieri, Nicole Clark, Terry Mosher, Rachel Fraizer,
and Terrance Grey (and any other employee of The Goldman Sachs Group, Inc. or
one of its affiliates designated in writing by one of the attorneys-in-fact),
acting individually, its true and lawful attorney, to execute and deliver in
its
name and on its behalf whether the Company is acting individually or as
representative of others, any and all filings required to be made by the
Company
under the Securities Exchange Act of 1934, (as amended, the "Act"),
with respect to securities which may be deemed to be beneficially owned by
the Company under the Act, giving and granting unto each said attorney-in-fact
power and authority to act in the premises as fully and to all intents and
purposes as the Company might or could do if personally present by one of its
authorized signatories, hereby ratifying and confirming all that said
attorney-in-fact shall lawfully do or cause to be done by virtue hereof.
THIS POWER OF ATTORNEY shall remain in full force and effect until either revoked in writing by the undersigned or until such time as the person or persons to whom power of attorney has been hereby granted cease(s) to be an employee of The Goldman Sachs Group, Inc. or one of its affiliates.
IN WITNESS WHEREOF, the undersigned has duly subscribed these presents as of December 16, 2020.
SPECIAL SITUATIONS INVESTING GROUP III, INC.
By: /s/ Milton Millman ____________________________ Name: Milton Millman Title: Authorized Signatory, Managing Director |
EXHIBIT (99.19)
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS GSSG HOLDINGS LLC (the "Company") does hereby make,constitute and appoint each of Stephanie Snyder, Jerry Li, Jamie Minieri, Nicole Clark,Terry Mosher, Rachel Fraizer, and Terrance Grey (and any other employee of The Goldman Sachs Group, Inc. or one of its affiliates designated in writing by one of the attorneys-in-fact), acting individually, its true and lawful attorney, to execute and deliver in its name and on its behalf whether the Company is acting individually or as representative of others, any and all filings required to be made by the Company under the Securities Exchange Act of 1934, (as amended, the "Act"), with respect to securities which may be deemed to be beneficially owned by the Company under the Act, giving and granting unto each said attorney-in-fact power and authority to act in the premises as fully and to all intents and purposes as the Company might or could do if personally present by one of its authorized signatories, hereby ratifying and confirming all that said attorney-in-fact shall lawfully do or cause to be done by virtue hereof.
THIS POWER OF ATTORNEY shall remain in full force and effect until either revoked in writing by the undersigned or until such time as the person or persons to whom power of attorney has been hereby granted cease(s) to be an employee of The Goldman Sachs Group, Inc. or one of its affiliates.
IN WITNESS WHEREOF, the undersigned has duly subscribed these presents as of December 16, 2020.
GSSG HOLDINGS LLC
By: /s/ Milton Millman ____________________________ Name: Milton Millman Title: Authorized Signatory, Managing Director |
EXHIBIT (99.20)
KNOW ALL PERSONS BY THESE PRESENTS Stonebridge 2017, L.P.(the "Company") does hereby make, constitute and appoint each of Stephanie Snyder, Jerry Li, Jamie Minieri, Nicole Clark, Terry Mosher, Rachel Fraizer, and Terrance Grey (and any other employee of The Goldman Sachs Group, Inc. or one of its affiliates designated in writing by one of the attorneys-in-fact), acting individually, its true and lawful attorney, to execute and deliver in its name and on its behalf whether the Company is acting individually or as representative of others, any and all filings required to be made by the Company under the Securities Exchange Act of 1934, (as amended, the "Act"), with respect to securities which may be deemed to be beneficially owned by the Company under the Act, giving and granting unto each said attorney-in-fact power and authority to act in the premises as fully and to all intents and purposes as the Company might or could do if personally present by one of its authorized signatories, hereby ratifying and confirming all that said attorney-in-fact shall lawfully do or cause to be done by virtue hereof.
THIS POWER OF ATTORNEY shall remain in full force and effect until either revoked in writing by the undersigned or until such time as the person or persons to whom power of attorney has been hereby granted cease(s) to be an employee of The Goldman Sachs Group, Inc. or one of its affiliates.
IN WITNESS WHEREOF, the undersigned has duly subscribed these presents as of December 28, 2020.
Stonebridge 2017, L.P.
By: Bridge Street Opportunity Advisors, L.L.C., its general partner
By: /s/ Susan Hodgkinson ____________________________ Name: Susan Hodgkinson Title: Authorized Signatory, Vice President |
EXHIBIT (99.21)
KNOW ALL PERSONS BY THESE PRESENTS STONEBRIDGE 2017 OFFSHORE, L.P. (the "Company") does hereby make, constitute and appoint each of Stephanie Snyder,Jerry Li, Jamie Minieri, Nicole Clark, Terry Mosher, Rachel Fraizer, and Terrance Grey (and any other employee of The Goldman Sachs Group, Inc. or one of its affiliates designated in writing by one of the attorneys-in-fact), acting individually, its true and lawful attorney, to execute and deliver in its name and on its behalf whether the Company is acting individually or as representative of others, any and all filings required to be made by the Company under the Securities Exchange Act of 1934, (as amended, the "Act"), with respect to securities which may be deemed to be beneficially owned by the Company under the Act, giving and granting unto each said attorney-in-fact power and authority to act in the premises as fully and to all intents and purposes as the Company might or could do if personally present by one of its authorized signatories, hereby ratifying and confirming all that said attorney-in-fact shall lawfully do or cause to be done by virtue hereof.
THIS POWER OF ATTORNEY shall remain in full force and effect until either revoked in writing by the undersigned or until such time as the person or persons to whom power of attorney has been hereby granted cease(s) to be an employee of The Goldman Sachs Group, Inc. or one of its affiliates.
IN WITNESS WHEREOF, the undersigned has duly subscribed these presents as of December 28, 2020.
Stonebridge 2017 Offshore, L.P.
By: Bridge Street Opportunity Advisors, L.L.C., its general partner
By: /s/ Susan Hodgkinson ____________________________ Name: Susan Hodgkinson Title: Authorized Signatory, Vice President |
EXHIBIT (99.22)
POWER OF ATTORNEY
GOLDMAN SACHS RE INVESTMENTS HOLDINGS LIMITED
THIS POWER OF ATTORNEY EXPIRES ON 31 DECEMBER 2022 UNLESS EARLIER REVOKED
KNOW ALL PERSONS BY THESE PRESENTS GOLDMAN SACHS RE INVESTMENTS HOLDINGS LIMITED (the "Company"), a company having its registered office at P.O. Box 309, Ugland House, Grand Cayman, KY1-1104, Cayman Islands, does hereby make, constitute and appoint each Stephanie Snyder, Jerry Li, Eddie Arhagba, Abdul Khayum, Terry Mosher, Rachel Fraizer, and Javier Gonzalez (the "Attorneys"), acting individually, its true and lawful Attorney, to execute and deliver in its name and on its behalf whether the Company is acting individually or as representative of others, any and all filings required to be made by the Company under the Securities Exchange Act of 1934, (as amended, the "Act"), with respect to securities which may be deemed to be beneficially owned by the Company under the Act, giving and granting unto each said Attorney power and authority to act in the premises as fully and to all intents and purposes as the Company might or could do if personally present by one of its Attorneys, hereby ratifying and confirming all that said Attorney shall lawfully do or cause to be done by virtue hereof.
THIS POWER OF ATTORNEY shall remain in full force and effect until 31 December 2022 unless earlier revoked in writing by the Company; provided that in the event the Attorney ceases to perform the function in connection with whih he/she was appointed Attorney or ceases to be an employee of The Goldman Sachs Group, Inc. or one of its affiliates, prior to such time, this Power of Attorney shall cease to have effect. The Company has the unrestricted right unilaterally to revoke this Power of Attorney.
IN WITNESS WHEREOF, the undersigned has duly subscribed these presents as of 13 February, 2020.
This Power of Attorney shall be governed by and construed in accordance with the laws of the Cayman Islands.
FOR AND ON BEHALF OF
GOLDMAN SACHS RE INVESTMENTS HOLDINGS LIMITED
By: /s/ Jonathan Vanica ____________________________ Name: Jonathan Vanica Title: Director |
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