0000769993-19-000424.txt : 20190724 0000769993-19-000424.hdr.sgml : 20190724 20190724201249 ACCESSION NUMBER: 0000769993-19-000424 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 7 CONFORMED PERIOD OF REPORT: 20190724 FILED AS OF DATE: 20190724 DATE AS OF CHANGE: 20190724 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GOLDMAN SACHS GROUP INC CENTRAL INDEX KEY: 0000886982 STANDARD INDUSTRIAL CLASSIFICATION: SECURITY BROKERS, DEALERS & FLOTATION COMPANIES [6211] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38996 FILM NUMBER: 19972157 BUSINESS ADDRESS: STREET 1: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282 BUSINESS PHONE: 212-902-1000 MAIL ADDRESS: STREET 1: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282 FORMER NAME: FORMER CONFORMED NAME: GOLDMAN SACHS GROUP INC/ DATE OF NAME CHANGE: 20010104 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GOLDMAN SACHS & CO. LLC CENTRAL INDEX KEY: 0000769993 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38996 FILM NUMBER: 19972158 BUSINESS ADDRESS: STREET 1: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282 BUSINESS PHONE: 2129021000 MAIL ADDRESS: STREET 1: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282 FORMER NAME: FORMER CONFORMED NAME: GOLDMAN SACHS & CO DATE OF NAME CHANGE: 19931102 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GS Capital Partners VI Parallel LP CENTRAL INDEX KEY: 0001386577 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38996 FILM NUMBER: 19972159 BUSINESS ADDRESS: STREET 1: 85 Broad St CITY: New York STATE: NY ZIP: 10004 MAIL ADDRESS: STREET 1: 85 Broad St CITY: New York STATE: NY ZIP: 10004 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GS Capital Partners VI GmbH & Co KG CENTRAL INDEX KEY: 0001386557 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38996 FILM NUMBER: 19972160 BUSINESS ADDRESS: STREET 1: 200 WEST STREET CITY: New York STATE: NY ZIP: 10282 BUSINESS PHONE: 2129021000 MAIL ADDRESS: STREET 1: 200 WEST STREET CITY: New York STATE: NY ZIP: 10282 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GS Capital Partners VI Fund, L.P. CENTRAL INDEX KEY: 0001394287 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38996 FILM NUMBER: 19972161 BUSINESS ADDRESS: STREET 1: 1209 ORANGE STREET CITY: WILMINGTON STATE: DE ZIP: 19801 BUSINESS PHONE: 212-902-1000 MAIL ADDRESS: STREET 1: 1209 ORANGE STREET CITY: WILMINGTON STATE: DE ZIP: 19801 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GS Capital Partners VI Offshore Fund, L.P. CENTRAL INDEX KEY: 0001394285 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38996 FILM NUMBER: 19972162 BUSINESS ADDRESS: STREET 1: 1209 ORANGE STREET CITY: WILMINGTON STATE: DE ZIP: 19801 BUSINESS PHONE: 212-902-1000 MAIL ADDRESS: STREET 1: 1209 ORANGE STREET CITY: WILMINGTON STATE: DE ZIP: 19801 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GS Advisors VI, L.L.C. CENTRAL INDEX KEY: 0001394288 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38996 FILM NUMBER: 19972163 BUSINESS ADDRESS: STREET 1: 1209 ORANGE STREET CITY: WILMINGTON STATE: DE ZIP: 19801 BUSINESS PHONE: 212-902-1000 MAIL ADDRESS: STREET 1: 1209 ORANGE STREET CITY: WILMINGTON STATE: DE ZIP: 19801 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ProSight Global, Inc. CENTRAL INDEX KEY: 0001634038 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 352405664 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 412 MT. KEMBLE AVENUE STREET 2: SUITE 300C CITY: MORRISTOWN STATE: NJ ZIP: 07960 BUSINESS PHONE: (973)532-1725 MAIL ADDRESS: STREET 1: 412 MT. KEMBLE AVENUE STREET 2: SUITE 300C CITY: MORRISTOWN STATE: NJ ZIP: 07960 3 1 ownershipdoc07242019032442.xml X0206 3 2019-07-24-04:00 0 0001634038 ProSight Global, Inc. PROS 0000886982 GOLDMAN SACHS GROUP INC 200 WEST STREET NEW YORK NY 10282 false false true false 0000769993 GOLDMAN SACHS & CO. LLC 200 WEST STREET NEW YORK NY 10282 false false true false 0001386577 GS Capital Partners VI Parallel LP 200 WEST STREET NEW YORK NY 10282 false false true false 0001386557 GS Capital Partners VI GmbH & Co KG 200 WEST STREET NEW YORK NY 10282 false false true false 0001394287 GS Capital Partners VI Fund, L.P. 200 WEST STREET NEW YORK NY 10282 false false true false 0001394285 GS Capital Partners VI Offshore Fund, L.P. 200 WEST STREET NEW YORK NY 10282 false false true false 0001394288 GS Advisors VI, L.L.C. 200 WEST STREET NEW YORK NY 10282 false false true false Common Stock 1384956.04 I See footnoes This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), GSCP VI Advisors, L.L.C. ("GSCP VI Advisors"), GS Advisors VI, L.L.C. ("GS Advisors VI"), GSCP VI Offshore Advisors, L.L.C. ("GSCP VI Offshore Advisors"), Goldman, Sachs Management GP GmbH ("GS GmbH"), GS Capital Partners VI Fund, L.P. ("GS Capital VI"), GS Capital Partners VI Parallel, L.P. ("GS Capital VI Parallel"), GS Capital Partners VI Offshore Fund, L.P. ("GS VI Offshore"), GS Capital Partners VI GmbH & Co. KG ("GS Germany VI" and, together with GS Capital VI, GS Capital VI Parallel and GS VI Offshore, the "Funds"), (continued in next footnote) ProSight Investment LLC ("ProSight Investment"), ProSight Parallel Investment LLC ("Parallel Investment") and ProSight Equity Management Inc. ("Equity Management"). GS Group, Goldman Sachs, GSCP VI Advisors, GS Advisors VI, GSCP VI Offshore Advisors, GS GmbH, the Funds, ProSight Investment, Parallel Investment and Equity Management are defined collectively as the "Reporting Persons." Goldman Sachs and GS Group may be deemed to beneficially own indirectly 1,384,956.04 shares of common stock, par value $0.01 per share (the "Common Stock") of the Issuer by reason of ProSight Investment's and Parallel Investment's respective equity interests in ProSight Global Holdings Limited ("PGHL"), the Issuer's parent holding company. Affiliates of Goldman Sachs and GS Group are the general partner, managing general partner, managing partner, managing member or member of the Funds. Goldman Sachs is a subsidiary of GS Group. Goldman Sachs is the investment manager of certain of the Funds. ProSight Investment and Parallel Investment may be deemed to beneficially own indirectly 1,208,714.14 and 176,241.90 shares, respectively, of Common Stock by reason of their equity interest in PGHL, which may be deemed to be beneficially owned indirectly by their managing member, Equity Management. Shares of Common Stock that correspond to certain of the Funds' membership interests in ProSight Investment may be deemed to be beneficially owned indirectly by: GS Capital VI, which may, in turn, be deemed to be beneficially owned indirectly by its general partner, GSCP VI Offshore Advisors; GS VI Offshore, which may, in turn, be deemed to be beneficially owned indirectly by its general partner GSCP VI Offshore Advisors; and GS Germany VI, which may, in turn, be deemed to be beneficially owned indirectly by its general partner, GS GmbH. Shares of Common Stock that correspond to GS Parallel's membership interests in Parallel Investment may be deemed to be beneficially owned indirectly by GS Parallel, which may, in turn, be deemed to be beneficially owned indirectly by its general partner, GS Advisors VI. The Reporting Persons disclaim beneficial ownership of all shares of Common Stock in excess of their pecuniary interest, if any, and this report shall not be deemed an admission that any such person or entity is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. /s/ Jennifer Lee, Attorney-in-fact 2019-07-24-04:00 /s/ Jennifer Lee, Attorney-in-fact 2019-07-24-04:00 /s/ Jennifer Lee, Attorney-in-fact 2019-07-24-04:00 /s/ Jennifer Lee, Attorney-in-fact 2019-07-24-04:00 /s/ Jennifer Lee, Attorney-in-fact 2019-07-24-04:00 /s/ Jennifer Lee, Attorney-in-fact 2019-07-24-04:00 /s/ Jennifer Lee, Attorney-in-fact 2019-07-24-04:00 EX-24 2 gsgrouppoa05202019.txt

POWER OF ATTORNEY

KNOW ALL PERSONS BY THESE PRESENTS that
THE GOLDMAN SACHS GROUP, INC. (the "Company") does hereby make,
constitute and appoint each of Jamison Yardley,
Jennifer G. Lee and Jess J. Morrison, 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 the earlier of (i)
April 10, 2022 and (ii) such time that it is revoked
in writing by the Company; provided that in the event
the attorney-in-fact ceases to be an employee of the Company
or 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 but shall continue in full force and
effect in relation to any remaining attorneys-in-fact.
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 the State of
New York, without regard to rules of conflicts of law.

IN WITNESS WHEREOF, the undersigned has duly subscribed
these presents as of April 16, 2019.

THE GOLDMAN SACHS GROUP, INC.

By: /s/ Karen P. Seymour
Name: Karen P. Seymour
Title: Executive Vice President, General Counsel and Secretary
EX-24 3 gscapvifund20190724.txt

POWER OF ATTORNEY

KNOW ALL PERSONS BY THESE PRESENTS that GS CAPITAL PARTNERS VI
OFFSHORE FUND, L.P. (the "Company") does hereby make,
constitute and appoint each of Jamison Yardley and Jennifer Lee,
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 the earlier of (i)
July 17, 2022 and (ii) such time that it is revoked in writing by
the undersigned; provided that in the event the attorney-in-fact
ceases to be an employee of the Company or 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 but shall continue in full
force and effect in relation to any remaining attorneys-in-fact.
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 the State of New York, without
regard to rules of conflicts of law.

IN WITNESS WHEREOF, the undersigned has duly subscribed these
presents as of July 18, 2019.

GS CAPITAL PARTNERS VI OFFSHORE FUND, L.P.

By: Bridge Street Opportunity Advisors, L.L.C.,
its General Partner

By: /s/ William Y. Eng
Name: William Y. Eng
Title: Attorney-in-Fact

EX-24 4 gscappartvipar20190724.txt

POWER OF ATTORNEY

KNOW ALL PERSONS BY THESE PRESENTS that GS CAPITAL PARTNERS VI
PARALLEL LP (the "Company") does hereby make, constitute and
appoint each of Jamison Yardley and Jennifer Lee, 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 the earlier of (i)
July 17, 2022 and (ii) such time that it is revoked in writing by
the undersigned; provided that in the event the attorney-in-fact
ceases to be an employee of the Company or 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 but shall continue in full
force and effect in relation to any remaining attorneys-in-fact.
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 the State of New York, without
regard to rules of conflicts of law.

IN WITNESS WHEREOF, the undersigned has duly subscribed these
presents as of July 18, 2019.

GS CAPITAL PARTNERS VI PARALLEL LP

By: Bridge Street Opportunity Advisors, L.L.C.,
its General Partner

By: /s/ William Y. Eng
Name: William Y. Eng
Title: Vice President

EX-24 5 gsadvisorsvi.txt

POWER OF ATTORNEY

KNOW ALL PERSONS BY THESE PRESENTS that GS ADVISORS VI, L.L.C.
(the "Company") does hereby make, constitute and appoint each
of Jamison Yardley and Jennifer Lee, 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 the earlier of (i)
July 17, 2022 and (ii) such time that it is revoked in writing by
the undersigned; provided that in the event the attorney-in-fact
ceases to be an employee of the Company or 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 but shall continue in full
force and effect in relation to any remaining attorneys-in-fact.
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 the State of New York, without
regard to rules of conflicts of law.

IN WITNESS WHEREOF, the undersigned has duly subscribed these
presents as of July 18, 2019.

GS ADVISORS VI, L.L.C.

By: Bridge Street Opportunity Advisors, L.L.C.,
its General Partner

By: /s/ William Y. Eng
Name: William Y. Eng
Title: Attorney-in-Fact

EX-24 6 gscapvigmbh20190724.txt

POWER OF ATTORNEY

KNOW ALL PERSONS BY THESE PRESENTS that GS CAPITAL PARTNERS VI
GMBH & CO KG (the "Company") does hereby make, constitute and
appoint each of Jamison Yardley and Jennifer Lee, 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 the earlier of (i)
July 17, 2022 and (ii) such time that it is revoked in writing by
the undersigned; provided that in the event the attorney-in-fact
ceases to be an employee of the Company or 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 but shall continue in full
force and effect in relation to any remaining attorneys-in-fact.
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 the State of New York, without
regard to rules of conflicts of law.

IN WITNESS WHEREOF, the undersigned has duly subscribed these
presents as of July 18, 2019.

GS CAPITAL PARTNERS VI GMBH & CO KG

By: Bridge Street Opportunity Advisors, L.L.C.,
its General Partner

By: /s/ William Y. Eng
Name: William Y. Eng
Title: Attorney-in-Fact

EX-24 7 gscopoamay2019avantor.txt

POWER OF ATTORNEY

KNOW ALL PERSONS BY THESE PRESENTS that GOLDMAN SACHS & CO. LLC

(the "Company") does hereby make, constitute and appoint each of

Jamison Yardley, Jennifer G. Lee and Jess J. Morrison,

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

the earlier of (i)April 10, 2022 and (ii) such time that it is revoked

in writing by the Company; provided that in the event the

attorney-in-fact ceases to be an employee

of the Company or 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 but shall

continue in full force and effect in relation to any remaining

attorneys-in-fact. 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 the State of New York, without

regard to rules of conflicts of law.

IN WITNESS WHEREOF, the undersigned has duly subscribed

these presents as of April 16, 2019.

GOLDMAN SACHS & CO. LLC

By: /s/ Karen P. Seymour

Name: Karen P. Seymour

Title: Managing Director