CUSIP NO. 48214T305
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Page 2 of 6 Pages
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1
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NAMES OF REPORTING PERSONS
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Cat Rock Capital Management LP
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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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☐
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(b)
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☒
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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AF
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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☐
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6
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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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7
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SOLE VOTING POWER
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0
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8
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SHARED VOTING POWER
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10,646,732
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9
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SOLE DISPOSITIVE POWER
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0
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10
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SHARED DISPOSITIVE POWER
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10,646,732
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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10,646,732
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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4.93% (1)
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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IA, PN
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(1) |
This percentage calculation is based on 215,966,059 Ordinary Shares outstanding, as reported by the Issuer in Exhibit 99.1 of its current report on Form 6-K, filed on October 3, 2022.
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CUSIP NO. 48214T305
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Page 3 of 6 Pages
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1
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NAMES OF REPORTING PERSONS
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Alexander Captain
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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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☐
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(b)
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☒
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||||
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||||
3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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AF
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|||
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||||
5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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☐
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||||
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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United States of America
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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7
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SOLE VOTING POWER
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0
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|||
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||||
8
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SHARED VOTING POWER
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10,646,732
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|||
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||||
9
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SOLE DISPOSITIVE POWER
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0
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|||
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||||
10
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SHARED DISPOSITIVE POWER
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10,646,732
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|||
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||||
11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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10,646,732
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|||
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|
||||
12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
|
||
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|
||||
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||||
13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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4.93% (1)
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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HC, IN
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(1) |
This percentage calculation is based on 215,966,059 Ordinary Shares outstanding, as reported by the Issuer in Exhibit 99.1 of its current report on Form 6-K, filed on October 3, 2022.
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CUSIP NO. 48214T305
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Page 4 of 6 Pages
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Item 1. |
Security and Issuer
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Item 3. |
Source and Amount of Funds or Other Consideration
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Item 5. |
Interest in Securities of the Issuer
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Item 7. |
Material to be Filed as Exhibits.
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Exhibit D: |
Schedule of Transactions, in response to Item 5(c).
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CUSIP NO. 48214T305
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Page 5 of 6 Pages
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CAT ROCK CAPITAL MANAGEMENT LP
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By:
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/s/ Alexander Captain
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Name: Alexander Captain
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Title: Chief Executive Officer
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ALEXANDER CAPTAIN
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/s/ Alexander Captain
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December 15, 2022
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CUSIP NO. 48214T305
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Page 6 of 6 Pages
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Entity Name
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Transaction
Date
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Transaction Type
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Quantity
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Price per Share
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Master Fund
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10/17/2022
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Buy
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133,429
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€ 14.28
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Master Fund
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10/20/2022
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Buy
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50,000
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€ 15.33
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Master Fund
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10/27/2022
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Sell
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244,695
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€ 17.49
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Master Fund
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10/28/2022
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Sell
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56,158
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€ 17.12
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Master Fund
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10/31/2022
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Sell
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80,943
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€ 17.18
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Master Fund
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11/3/2022
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Sell
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200,000
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€ 17.27
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Master Fund
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11/4/2022
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Sell
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100,000
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€ 18.32
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Master Fund
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11/8/2022
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Sell
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200,000
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€ 20.99
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SPV
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12/9/2022
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Sell
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210,000
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€ 21.20
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SPV
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12/12/2022
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Sell
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300,000
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€ 21.48
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SPV
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12/13/2022
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Sell
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1,190,379
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€ 22.15
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SPV
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12/14/2022
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Sell
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500,000
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€ 21.80
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SPV
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12/15/2022
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Sell
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300,000
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€ 21.02
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