SCHEDULE 13G
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CUSIP No. G6455X107 | Page 2 of 10 Pages |
1
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NAMES OF REPORTING PERSONS
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GIC PRIVATE LIMITED
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)☐
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(b)☐
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Republic of Singapore
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
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55,997
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6
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SHARED VOTING POWER
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2,530,688
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7
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SOLE DISPOSITIVE POWER
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55,997
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8
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SHARED DISPOSITIVE POWER
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2,530,688
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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2,586,685
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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8.34% (1)
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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CO
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(1) Based on 31,025,936 Shares outstanding as of April 18, 2017, according to the Report on Form 6-K filed by the Issuer with the Securities and Exchange Commission on May 15, 2017.
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SCHEDULE 13G
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CUSIP No. G6455X107 | Page 3 of 10 Pages |
1
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NAMES OF REPORTING PERSONS
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GIC Special Investments Pte. Ltd.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)☐
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(b)☐
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Republic of Singapore
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
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0
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6
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SHARED VOTING POWER
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2,506,526
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7
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SOLE DISPOSITIVE POWER
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0
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8
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SHARED DISPOSITIVE POWER
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2,506,526
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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2,506,526
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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8.08% (1)
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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CO
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(1) Based on 31,025,936 Shares outstanding as of April 18, 2017, according to the Report on Form 6-K filed by the Issuer with the Securities and Exchange Commission on May 15, 2017.
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SCHEDULE 13G
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CUSIP No. G6455X107 | Page 4 of 10 Pages |
1
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NAMES OF REPORTING PERSONS
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Archy LLC
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)☐
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(b)☐
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Delaware
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
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0
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6
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SHARED VOTING POWER
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2,506,526
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7
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SOLE DISPOSITIVE POWER
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0
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8
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SHARED DISPOSITIVE POWER
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2,506,526
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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2,506,526
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|||
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||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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||
☐
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|||
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||||
11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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8.08% (1)
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|||
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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||
CO
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(1) Based on 31,025,936 Shares outstanding as of April 18, 2017, according to the Report on Form 6-K filed by the Issuer with the Securities and Exchange Commission on May 15, 2017.
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SCHEDULE 13G
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Page 5 of 10 Pages |
Item 1(a). |
Name of Issuer:
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Item 1(b). |
Address of Issuer’s Principal Executive Offices:
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Item 2(a). |
Name of Person Filing
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Item 2(b). |
Address of Principal Business Office or, if None, Residence:
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Item 2(c). |
Citizenship:
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Item 2(d). |
Title of Class of Securities:
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Item 2(e). |
CUSIP Number:
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SCHEDULE 13G
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Page 6 of 10 Pages |
Item 3. |
If This Statement is Filed Pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c),
Check Whether the Person Filing is a: |
Item 4. |
Ownership:
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Reporting Person
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Amount Beneficially Owned (1)
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Percent of Class (2)
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GIC Private Limited
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2,586,685
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8.34%
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GIC Special Investments Pte. Ltd.
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2,506,526
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8.08%
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Archy LLC
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2,506,526
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8.08%
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Reporting Person
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Voting Power
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Dispositive Power
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Sole (1)
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Shared (1)
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Sole (1)
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Shared (1)
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GIC Private Limited | 55,997 | 2,530,668 | 55,997 | 2,530,668 | |
GIC Special Investments Pte. Ltd.
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0
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2,506,526
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0
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2,506,526
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Archy LLC
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0
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2,506,526
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0
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2,506,526
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Item 5.
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Ownership of Five Percent or Less of a Class: |
Not applicable.
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Item 6. | Ownership of More than Five Percent on Behalf of Another Person: |
Not applicable.
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Item 7. |
Identification and Classification of the Subsidiary Which Acquired the Security
Being Reported on By the Parent Holding Company or Control Person: |
Not applicable.
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Item 8. | Identification and Classification of Members of the Group: |
Not applicable.
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Item 9. | Notice of Dissolution of Group: |
Not applicable.
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SCHEDULE 13G
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Page 7 of 10 Pages |
Item 10. | Certification: |
SCHEDULE 13G
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Page 8 of 10 Pages |
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GIC PRIVATE LIMITED
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By:
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/s/ Jimmy Teo Poh Leong
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Name:
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Jimmy Teo Poh Leong
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Title:
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Senior Vice President
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By:
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/s/ Celine Loh Sze Ling
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Name:
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Celine Loh Sze Ling
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Title:
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Senior Vice President
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GIC SPECIAL INVESTMENTS PTE. LTD.
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By:
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/s/ Chan Hoe Yin
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Name:
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Chan Hoe Yin
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Title:
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Director
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ARCHY LLC
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By:
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/s/ Kevin Looi
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Name:
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Kevin Looi
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Title:
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Director
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SCHEDULE 13G
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Page 9 of 10 Pages |
Exhibit A
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Joint Filing Agreement, dated February 9, 2018, entered into by GIC Private Limited, GIC Special Investments Pte. Ltd. and Archy LLC.
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SCHEDULE 13G
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Page 10 of 10 Pages |
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GIC PRIVATE LIMITED
|
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By:
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/s/ Jimmy Teo Poh Leong
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Name:
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Jimmy Teo Poh Leong
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Title:
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Senior Vice President
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By:
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/s/ Celine Loh Sze Ling
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Name:
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Celine Loh Sze Ling
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Title:
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Senior Vice President
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GIC SPECIAL INVESTMENTS PTE. LTD.
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By:
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/s/ Chan Hoe Yin
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Name:
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Chan Hoe Yin
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Title:
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Director
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ARCHY LLC
|
||
By:
|
/s/ Kevin Looi
|
||
Name:
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Kevin Looi
|
||
Title:
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Director
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