0000769993-20-000245.txt : 20200528 0000769993-20-000245.hdr.sgml : 20200528 20200528172606 ACCESSION NUMBER: 0000769993-20-000245 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190613 FILED AS OF DATE: 20200528 DATE AS OF CHANGE: 20200528 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: StoneBridge 2017 Offshore, L.P. CENTRAL INDEX KEY: 0001698770 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38912 FILM NUMBER: 20922422 BUSINESS ADDRESS: STREET 1: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282-2198 BUSINESS PHONE: 212-902-1000 MAIL ADDRESS: STREET 1: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282-2198 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: VWR Partners, L.P. CENTRAL INDEX KEY: 0001708241 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38912 FILM NUMBER: 20922423 BUSINESS ADDRESS: STREET 1: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282-2198 BUSINESS PHONE: 212-902-1000 MAIL ADDRESS: STREET 1: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282-2198 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Broad Street Principal Investments, L.L.C. CENTRAL INDEX KEY: 0001575993 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38912 FILM NUMBER: 20922424 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: Bridge Street Opportunity Advisors, L.L.C. CENTRAL INDEX KEY: 0001615636 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38912 FILM NUMBER: 20922425 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: 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: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38912 FILM NUMBER: 20922426 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: StoneBridge 2018, L.P. CENTRAL INDEX KEY: 0001729502 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38912 FILM NUMBER: 20922427 BUSINESS ADDRESS: STREET 1: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282-2198 BUSINESS PHONE: 212-902-1000 MAIL ADDRESS: STREET 1: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282-2198 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: StoneBridge 2018 Offshore, L.P. CENTRAL INDEX KEY: 0001729503 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38912 FILM NUMBER: 20922428 BUSINESS ADDRESS: STREET 1: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282-2198 BUSINESS PHONE: 212-902-1000 MAIL ADDRESS: STREET 1: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282-2198 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: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38912 FILM NUMBER: 20922429 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: StoneBridge 2017, L.P. CENTRAL INDEX KEY: 0001698772 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38912 FILM NUMBER: 20922430 BUSINESS ADDRESS: STREET 1: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282-2198 BUSINESS PHONE: 212-902-1000 MAIL ADDRESS: STREET 1: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282-2198 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Avantor, Inc. CENTRAL INDEX KEY: 0001722482 STANDARD INDUSTRIAL CLASSIFICATION: LABORATORY ANALYTICAL INSTRUMENTS [3826] IRS NUMBER: 822758923 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: RADNOR CORPORATE CENTER, BUILDING ONE STREET 2: SUITE 200, 100 MATSONFORD ROAD CITY: RADNOR STATE: PA ZIP: 19087 BUSINESS PHONE: (610) 386-1700 MAIL ADDRESS: STREET 1: RADNOR CORPORATE CENTER, BUILDING ONE STREET 2: SUITE 200, 100 MATSONFORD ROAD CITY: RADNOR STATE: PA ZIP: 19087 FORMER COMPANY: FORMER CONFORMED NAME: Avantor, Inc DATE OF NAME CHANGE: 20190206 FORMER COMPANY: FORMER CONFORMED NAME: Vail Holdco Corp DATE OF NAME CHANGE: 20171113 4 1 ownershipdoc05182020092135.xml X0306 4 2019-06-13-04:00 false 0001722482 Avantor, Inc. AVTR 0000769993 GOLDMAN SACHS & CO. LLC 200 WEST STREET NEW YORK NY 10282 false false true false 0001698772 StoneBridge 2017, L.P. 200 WEST STREET NEW YORK NY 10282-2198 false false true false 0001698770 StoneBridge 2017 Offshore, L.P. 200 WEST STREET NEW YORK NY 10282-2198 false false true false 0001708241 VWR Partners, L.P. 200 WEST STREET NEW YORK NY 10282 false false true false 0001575993 Broad Street Principal Investments, L.L.C. 200 WEST STREET NEW YORK NY 10282 false false true false 0001615636 Bridge Street Opportunity Advisors, L.L.C. 200 WEST STREET NEW YORK NY 10282 false false true false 0000886982 GOLDMAN SACHS GROUP INC 200 WEST STREET NEW YORK NY 10282 false false true false 0001729502 StoneBridge 2018, L.P. 200 WEST STREET NEW YORK NY 10282 false false true false 0001729503 StoneBridge 2018 Offshore, L.P. 200 WEST STREET NEW YORK NY 10282 false false true false Common Stock, par value $0.01 per share 2019-06-13-04:00 4 X false 1133920 0.002 A 72605349 I See Footnotes Common Stock, par value $0.01 per share 2020-05-26-04:00 4 S false 13726411 15.9 D 58881710 I See Footnotes Warrants to purchase Common Stock 0.002 2019-06-13-04:00 4 X false 1133920 0 D Common Stock 1133920 0 I See Footnotes This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), StoneBridge 2017, L.P. ("StoneBridge 2017"), StoneBridge 2017 Offshore, L.P. ("StoneBridge 2017 Offshore"), VWR Partners, L.P. ("VWR"), StoneBridge 2018, L.P. ("StoneBridge 2018"), StoneBridge 2018 Offshore, L.P. ("StoneBridge 2018 Offshore" and, together with StoneBridge 2017, StoneBridge 2017 Offshore, VWR and StoneBridge 2018, the "GS Funds") and Bridge Street Opportunity Advisors, L.L.C. ("Bridge Street"). GS Group, Goldman Sachs, BSPI, the GS Funds and Bridge Street are defined collectively as the "Reporting Persons". On June 13, 2019, the Reporting Persons exercised an aggregate of 1,133,920 warrants to acquire shares of common stock, par value $0.01 per share, of the Issuer (the "Common Stock") on a one-for-one basis. Specifically, (i) 1,080,595 warrants were exercised by BSPI; (ii) 36,475 warrants were exercised by StoneBridge 2017; and (iii) 16,850 warrants were exercised by StoneBridge 2017 Offshore. The terms of the warrants are set forth in the warrant certificate, a form of which was filed on May 3, 2019 as Exhibit 10.12 to the Issuer's registration statement on Form S-1. After giving effect to the exercise of the warrants, prior to the Offering described below, (i) BSPI owned directly 31,943,095 shares of Common Stock, (ii) StoneBridge 2017 owned directly 842,500 shares of Common Stock, (iii) StoneBridge 2017 Offshore owned directly 389,396 shares of Common Stock, (iv) VWR owned directly 35,769,643 shares of Common Stock, (v) StoneBridge 2018 owned directly 2,576,838 shares of Common Stock and (vi) StoneBridge 2018 Offshore owned directly 1,083,877 shares of Common Stock. Pursuant to an underwriting agreement, dated May 20, 2020 (the "Underwriting Agreement"), and in connection with the registered public offering of shares of Common Stock pursuant to the final prospectus dated May 20, 2020, which offering was consummated on May 26, 2020 (the "Offering"), the GS Funds and BSPI (together, the "GS Entities") sold in aggregate 13,726,411 shares of Common Stock, consisting of (i) 6,039,005 shares of Common Stock sold by BSPI, (ii) 159,279 shares of Common Stock sold by StoneBridge 2017, (iii) 73,617 shares of Common Stock sold by StoneBridge 2017 Offshore, (iv) 6,762,434 shares of Common Stock sold by VWR, (v) 487,164 shares of Common Stock sold by StoneBridge 2018 and (vi) 204,912 shares of Common Stock sold by StoneBridge 2018 Offshore. Goldman Sachs was one of the underwriters in the Offering. In Table I above, the per share sale price of $15.9046875 set forth in the Underwriting Agreement has been rounded to the nearest whole cent. As of May 26, 2020, after giving effect to the sales made in connection with the Offering, (i) BSPI owns directly 25,904,090 shares of Common Stock, (ii) StoneBridge 2017 owns directly 683,221 shares of Common Stock, (iii) StoneBridge 2017 Offshore owns directly 315,779 shares of Common Stock, (iv) VWR owns directly 29,007,209 shares of Common Stock, (v) StoneBridge 2018 owns directly 2,089,674 shares of Common Stock and (vi) StoneBridge 2018 Offshore owns directly 878,965 shares of Common Stock. Bridge Street is the sole general partner of each of the GS Funds and may be deemed to beneficially own indirectly 32,974,848 shares of Common Stock by reason of direct beneficial ownership of such shares by the GS Funds. Goldman Sachs and GS Group may be deemed to beneficially own indirectly 58,878,938 shares of Common Stock by reason of direct beneficial ownership of such shares by the GS Entities. Bridge Street, the sole general partner of each of the GS Funds, is an indirect wholly-owned subsidiary of GS Group. Goldman Sachs is the manager of BSPI and Bridge Street, and the investment manager of each of the GS Funds. Goldman Sachs is a direct subsidiary of GS Group. In addition, Goldman Sachs and GS Group may be deemed to beneficially own 2,772 shares of Common Stock from exempt transactions. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Exchange Act, or for any other purpose. /s/ Jamison Yardley, Attorney-in-fact 2020-05-28-04:00 /s/ Jamison Yardley, Attorney-in-fact 2020-05-28-04:00 /s/ Jamison Yardley, Attorney-in-fact 2020-05-28-04:00 /s/ Jamison Yardley, Attorney-in-fact 2020-05-28-04:00 /s/ Jamison Yardley, Attorney-in-fact 2020-05-28-04:00 /s/ Jamison Yardley, Attorney-in-fact 2020-05-28-04:00 /s/ Jamison Yardley, Attorney-in-fact 2020-05-28-04:00 /s/ Jamison Yardley, Attorney-in-fact 2020-05-28-04:00 /s/ Jamison Yardley, Attorney-in-fact 2020-05-28-04:00