Check the
appropriate box to designate the rule pursuant to which this Schedule is filed:
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.
G6331W109
|
|
Schedule 13G
|
|
Page 1 of 21
|
|
|
|
|
|
|
|
1
|
|
Names of
Reporting Persons
The Carlyle Group L.P.
|
2
|
|
Check the Appropriate Box if a Member
of a Group
(a) ☐ (b) ☐
|
3
|
|
SEC Use Only
|
4
|
|
Citizen or Place of Organization
Delaware
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
5
|
|
Sole Voting Power
0
|
|
6
|
|
Shared Voting Power
2
1,163,072
|
|
7
|
|
Sole Dispositive Power
0
|
|
8
|
|
Shared Dispositive Power
2
1,163,072
|
9
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
2
1,163,072
|
10
|
|
Check if the Aggregate Amount in Row
(9) Excludes Certain Shares
Not Applicable
|
11
|
|
Percent of Class Represented by Amount
in Row 9
27.3
%
|
12
|
|
Type of Reporting Person
PN
|
|
|
|
|
|
CUSIP No.
G6331W109
|
|
Schedule 13G
|
|
Page 2 of 21
|
|
|
|
|
|
|
|
1
|
|
Names of
Reporting Persons
Carlyle Group Management L.L.C.
|
2
|
|
Check the Appropriate Box if a Member
of a Group
(a) ☐ (b) ☐
|
3
|
|
SEC Use Only
|
4
|
|
Citizen or Place of Organization
Delaware
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
5
|
|
Sole Voting Power
0
|
|
6
|
|
Shared Voting Power
2
1,163,072
|
|
7
|
|
Sole Dispositive Power
0
|
|
8
|
|
Shared Dispositive Power
2
1,163,072
|
9
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
2
1,163,072
|
10
|
|
Check if the Aggregate Amount in Row
(9) Excludes Certain Shares
Not Applicable
|
11
|
|
Percent of Class Represented by Amount
in Row 9
27.3
%
|
12
|
|
Type of Reporting Person
OO (Limited Liability Company)
|
|
|
|
|
|
CUSIP No.
G6331W109
|
|
Schedule 13G
|
|
Page 3 of 21
|
|
|
|
|
|
|
|
1
|
|
Names of
Reporting Persons
Carlyle Holdings II GP L.L.C.
|
2
|
|
Check the Appropriate Box if a Member
of a Group
(a) ☐ (b) ☐
|
3
|
|
SEC Use Only
|
4
|
|
Citizen or Place of Organization
Delaware
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
5
|
|
Sole Voting Power
0
|
|
6
|
|
Shared Voting Power
2
1,163,072
|
|
7
|
|
Sole Dispositive Power
0
|
|
8
|
|
Shared Dispositive Power
2
1,163,072
|
9
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
2
1,163,072
|
10
|
|
Check if the Aggregate Amount in Row
(9) Excludes Certain Shares
Not Applicable
|
11
|
|
Percent of Class Represented by Amount
in Row 9
27.3
%
|
12
|
|
Type of Reporting Person
OO (Limited Liability Company)
|
|
|
|
|
|
CUSIP No.
G6331W109
|
|
Schedule 13G
|
|
Page 4 of 21
|
|
|
|
|
|
|
|
1
|
|
Names of
Reporting Persons
Carlyle Holdings II L.P.
|
2
|
|
Check the Appropriate Box if a Member
of a Group
(a) ☐ (b) ☐
|
3
|
|
SEC Use Only
|
4
|
|
Citizen or Place of Organization
Québec
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
5
|
|
Sole Voting Power
0
|
|
6
|
|
Shared Voting Power
2
1,163,072
|
|
7
|
|
Sole Dispositive Power
0
|
|
8
|
|
Shared Dispositive Power
2
1,163,072
|
9
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
2
1,163,072
|
10
|
|
Check if the Aggregate Amount in Row
(9) Excludes Certain Shares
Not Applicable
|
11
|
|
Percent of Class Represented by Amount
in Row 9
27.3
%
|
12
|
|
Type of Reporting Person
OO (Québec société en commandit)
|
|
|
|
|
|
CUSIP No.
G6331W109
|
|
Schedule 13G
|
|
Page 5 of 21
|
|
|
|
|
|
|
|
1
|
|
Names of
Reporting Persons
TC Group Cayman Investment Holdings, L.P.
|
2
|
|
Check the Appropriate Box if a Member
of a Group
(a) ☐ (b) ☐
|
3
|
|
SEC Use Only
|
4
|
|
Citizen or Place of Organization
Cayman Islands
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
5
|
|
Sole Voting Power
0
|
|
6
|
|
Shared Voting Power
2
1,163,072
|
|
7
|
|
Sole Dispositive Power
0
|
|
8
|
|
Shared Dispositive Power
2
1,163,072
|
9
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
2
1,163,072
|
10
|
|
Check if the Aggregate Amount in Row
(9) Excludes Certain Shares
Not Applicable
|
11
|
|
Percent of Class Represented by Amount
in Row 9
27.3
%
|
12
|
|
Type of Reporting Person
PN
|
|
|
|
|
|
CUSIP No.
G6331W109
|
|
Schedule 13G
|
|
Page 6 of 21
|
|
|
|
|
|
|
|
1
|
|
Names of
Reporting Persons
TC Group Cayman Investment Holdings Sub L.P.
|
2
|
|
Check the Appropriate Box if a Member
of a Group
(a) ☐ (b) ☐
|
3
|
|
SEC Use Only
|
4
|
|
Citizen or Place of Organization
Cayman Islands
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
5
|
|
Sole Voting Power
0
|
|
6
|
|
Shared Voting Power
2
1,163,072
|
|
7
|
|
Sole Dispositive Power
0
|
|
8
|
|
Shared Dispositive Power
2
1,163,072
|
9
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
2
1,163,072
|
10
|
|
Check if the Aggregate Amount in Row
(9) Excludes Certain Shares
Not Applicable
|
11
|
|
Percent of Class Represented by Amount
in Row 9
27.3
%
|
12
|
|
Type of Reporting Person
PN
|
|
|
|
|
|
CUSIP No.
G6331W109
|
|
Schedule 13G
|
|
Page 7 of 21
|
|
|
|
|
|
|
|
1
|
|
Names of
Reporting Persons
CEP III Managing GP Holdings, Ltd.
|
2
|
|
Check the Appropriate Box if a Member
of a Group
(a) ☐ (b) ☐
|
3
|
|
SEC Use Only
|
4
|
|
Citizen or Place of Organization
Cayman Islands
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
5
|
|
Sole Voting Power
0
|
|
6
|
|
Shared Voting Power
2
1,163,072
|
|
7
|
|
Sole Dispositive Power
0
|
|
8
|
|
Shared Dispositive Power
2
1,163,072
|
9
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
2
1,163,072
|
10
|
|
Check if the Aggregate Amount in Row
(9) Excludes Certain Shares
Not Applicable
|
11
|
|
Percent of Class Represented by Amount
in Row 9
27.3
%
|
12
|
|
Type of Reporting Person
OO (Cayman Islands Exempt Company)
|
|
|
|
|
|
CUSIP No.
G6331W109
|
|
Schedule 13G
|
|
Page 8 of 21
|
|
|
|
|
|
|
|
1
|
|
Names of
Reporting Persons
CEP III Managing GP, L.P.
|
2
|
|
Check the Appropriate Box if a Member
of a Group
(a) ☐ (b) ☐
|
3
|
|
SEC Use Only
|
4
|
|
Citizen or Place of Organization
United Kingdom
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
5
|
|
Sole Voting Power
0
|
|
6
|
|
Shared Voting Power
2
1,163,072
|
|
7
|
|
Sole Dispositive Power
0
|
|
8
|
|
Shared Dispositive Power
2
1,163,072
|
9
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
2
1,163,072
|
10
|
|
Check if the Aggregate Amount in Row
(9) Excludes Certain Shares
Not Applicable
|
11
|
|
Percent of Class Represented by Amount
in Row 9
27.3
%
|
12
|
|
Type of Reporting Person
PN
|
|
|
|
|
|
CUSIP No.
G6331W109
|
|
Schedule 13G
|
|
Page 9 of 21
|
|
|
|
|
|
|
|
1
|
|
Names of
Reporting Persons
Carlyle Europe Partners III, L.P.
|
2
|
|
Check the Appropriate Box if a Member
of a Group
(a) ☐ (b) ☐
|
3
|
|
SEC Use Only
|
4
|
|
Citizen or Place of Organization
United Kingdom
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
5
|
|
Sole Voting Power
0
|
|
6
|
|
Shared Voting Power
2
1,163,072
|
|
7
|
|
Sole Dispositive Power
0
|
|
8
|
|
Shared Dispositive Power
2
1,163,072
|
9
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
2
1,163,072
|
10
|
|
Check if the Aggregate Amount in Row
(9) Excludes Certain Shares
Not Applicable
|
11
|
|
Percent of Class Represented by Amount
in Row 9
27.3
%
|
12
|
|
Type of Reporting Person
PN
|
|
|
|
|
|
CUSIP No.
G6331W109
|
|
Schedule 13G
|
|
Page 10 of 21
|
|
|
|
|
|
|
|
1
|
|
Names of
Reporting Persons
CEP III Participations S.à r.l. SICAR
|
2
|
|
Check the Appropriate Box if a Member
of a Group
(a) ☐ (b) ☐
|
3
|
|
SEC Use Only
|
4
|
|
Citizen or Place of Organization
Luxembourg
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
5
|
|
Sole Voting Power
0
|
|
6
|
|
Shared Voting Power
2
1,163,072
|
|
7
|
|
Sole Dispositive Power
0
|
|
8
|
|
Shared Dispositive Power
2
1,163,072
|
9
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
2
1,163,072
|
10
|
|
Check if the Aggregate Amount in Row
(9) Excludes Certain Shares
Not Applicable
|
11
|
|
Percent of Class Represented by Amount
in Row 9
27.3
%
|
12
|
|
Type of Reporting Person
OO (Luxembourg Limited Liability Company)
|
|
|
|
|
|
CUSIP No.
G6331W109
|
|
Schedule 13G
|
|
Page 11 of 21
|
|
|
|
|
|
|
|
1
|
|
Names of
Reporting Persons
CEP III Chase S.à r.l.
|
2
|
|
Check the Appropriate Box if a Member
of a Group
(a) ☐ (b) ☐
|
3
|
|
SEC Use Only
|
4
|
|
Citizen or Place of Organization
Luxembourg
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
5
|
|
Sole Voting Power
0
|
|
6
|
|
Shared Voting Power
2
1,163,072
|
|
7
|
|
Sole Dispositive Power
0
|
|
8
|
|
Shared Dispositive Power
2
1,163,072
|
9
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
2
1,163,072
|
10
|
|
Check if the Aggregate Amount in Row
(9) Excludes Certain Shares
Not Applicable
|
11
|
|
Percent of Class Represented by Amount
in Row 9
27.3
%
|
12
|
|
Type of Reporting Person
OO (Luxembourg Limited Liability Company)
|
|
|
|
|
|
CUSIP No.
G6331W109
|
|
Schedule 13G
|
|
Page 12 of 21
|
|
|
|
|
|
|
|
1
|
|
Names of
Reporting Persons
Chase Manco, G.P. Limited
|
2
|
|
Check the Appropriate Box if a Member
of a Group
(a) ☐ (b) ☐
|
3
|
|
SEC Use Only
|
4
|
|
Citizen or Place of Organization
United Kingdom
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
5
|
|
Sole Voting Power
0
|
|
6
|
|
Shared Voting Power
0
|
|
7
|
|
Sole Dispositive Power
0
|
|
8
|
|
Shared Dispositive Power
0
|
9
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
0
|
10
|
|
Check if the Aggregate Amount in Row
(9) Excludes Certain Shares
Not Applicable
|
11
|
|
Percent of Class Represented by Amount
in Row 9
0
%
|
12
|
|
Type of Reporting Person
OO (United Kingdom Limited Company)
|
|
|
|
|
|
CUSIP No.
G6331W109
|
|
Schedule 13G
|
|
Page 13 of 21
|
|
|
|
|
|
|
|
1
|
|
Names of
Reporting Persons
Chase Manco, L.P.
|
2
|
|
Check the Appropriate Box if a Member
of a Group
(a) ☐ (b) ☐
|
3
|
|
SEC Use Only
|
4
|
|
Citizen or Place of Organization
United Kingdom
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
5
|
|
Sole Voting Power
0
|
|
6
|
|
Shared Voting Power
0
|
|
7
|
|
Sole Dispositive Power
0
|
|
8
|
|
Shared Dispositive Power
0
|
9
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
0
|
10
|
|
Check if the Aggregate Amount in Row
(9) Excludes Certain Shares
Not Applicable
|
11
|
|
Percent of Class Represented by Amount
in Row 9
0
%
|
12
|
|
Type of Reporting Person
PN
|
|
|
|
|
|
CUSIP No.
G6331W109
|
|
Schedule 13G
|
|
Page 14 of 21
|
ITEM 1. (a)
|
Name of Issuer:
|
Multi Packaging Solutions International Limited (the
Issuer)
|
(b)
|
Address of Issuers Principal Executive Offices:
|
Clarendon House,
2 Church Street
Hamilton,
Bermuda HM 11
ITEM 2. (a)
|
Name of Person Filing:
|
Each of the following is hereinafter
individually referred to as a Reporting Person and collectively as the Reporting Persons. This statement is filed on behalf of:
Carlyle Group Management L.L.C.
The Carlyle Group L.P.
Carlyle
Holdings II GP L.L.C.
Carlyle Holdings II L.P.
TC Group Cayman Investment Holdings, L.P.
TC Group Cayman Investment Holdings Sub L.P.
CEP III Managing GP Holdings, Ltd.
CEP III Managing GP, L.P.
Carlyle Europe Partners III, L.P.
CEP III Participations S.à r.l. SICAR
CEP III Chase S.à r.l. (CEP III)
Chase Manco, G.P. Limited
Chase Manco, L.P.
|
(b)
|
Address or Principal Business Office:
|
The address for each of TC Group
Cayman Investment Holdings, L.P., TC Group Cayman Investment Holdings Sub L.P and CEP III Managing GP Holdings, Ltd. is c/o Walkers, Cayman Corporate Center, 27 Hospital Road, George Town, Grand Cayman
KY1-9008,
Cayman Islands. The address for each of CEP III Participations S.à r.l. SICAR and CEP III is c/o The Carlyle Group, 2, avenue Charles de Gaulle, L -1653 Luxembourg, Luxembourg. The address for
each of Chase Manco, G.P. Limited and Chase Manco, L.P. is 1
st
and 2
nd
Floors, Elizabeth House, Les Ruettes Brayes, St. Peter Port, Guernsey.
The address of each of the other Reporting Persons is c/o The Carlyle Group, 1001 Pennsylvania Ave. NW, Suite 220 South, Washington, D.C. 20004-2505.
|
|
|
|
|
CUSIP No.
G6331W109
|
|
Schedule 13G
|
|
Page 15 of 21
|
|
(c)
|
Citizenship of each Reporting Person is:
|
Carlyle Group Management
L.L.C., The Carlyle Group L.P. and Carlyle Holdings II GP L.L.C. are organized in the state of Delaware. Carlyle Holdings II L.P. is a Québec société en commandit. CEP III Managing GP, L.P., Carlyle Europe Partners III, L.P.,
Chase Manco, G.P. Limited and Chase Manco, L.P. are organized under the laws of the United Kingdom. CEP III Participations S.à r.l. SICAR and CEP III are organized under the laws of Luxembourg. Each of the other Reporting Persons is organized
under the laws of the Cayman Islands.
|
(d)
|
Title of Class of Securities:
|
Common shares, $1.00 par value per
share (Common Shares).
G6331W109
Not applicable.
|
|
|
|
|
CUSIP No.
G6331W109
|
|
Schedule 13G
|
|
Page 16 of 21
|
(a-c)
The ownership information presented below represents beneficial ownership of Common Shares of the Issuer as of
December 31, 2016, based upon 77,452,946 Common Shares outstanding as of November 4, 2016.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reporting Person
|
|
Amount
beneficially
owned
|
|
|
Percent
of class:
|
|
|
Sole
power
to vote
or to
direct
the vote:
|
|
|
Shared
power to
vote or to
direct the
vote:
|
|
|
Sole
power to
dispose or
to direct
the
disposition
of:
|
|
|
Shared
power to
dispose or
to direct
the
disposition
of:
|
|
Carlyle Group Management L.L.C.
|
|
|
21,163,072
|
|
|
|
27.3
|
%
|
|
|
0
|
|
|
|
21,163,072
|
|
|
|
0
|
|
|
|
21,163,072
|
|
The Carlyle Group L.P.
|
|
|
21,163,072
|
|
|
|
27.3
|
%
|
|
|
0
|
|
|
|
21,163,072
|
|
|
|
0
|
|
|
|
21,163,072
|
|
Carlyle Holdings II GP L.L.C.
|
|
|
21,163,072
|
|
|
|
27.3
|
%
|
|
|
0
|
|
|
|
21,163,072
|
|
|
|
0
|
|
|
|
21,163,072
|
|
Carlyle Holdings II L.P.
|
|
|
21,163,072
|
|
|
|
27.3
|
%
|
|
|
0
|
|
|
|
21,163,072
|
|
|
|
0
|
|
|
|
21,163,072
|
|
TC Group Cayman Investment Holdings, L.P.
|
|
|
21,163,072
|
|
|
|
27.3
|
%
|
|
|
0
|
|
|
|
21,163,072
|
|
|
|
0
|
|
|
|
21,163,072
|
|
TC Group Cayman Investment Holdings Sub L.P.
|
|
|
21,163,072
|
|
|
|
27.3
|
%
|
|
|
0
|
|
|
|
21,163,072
|
|
|
|
0
|
|
|
|
21,163,072
|
|
CEP III Managing GP Holdings, Ltd.
|
|
|
21,163,072
|
|
|
|
27.3
|
%
|
|
|
0
|
|
|
|
21,163,072
|
|
|
|
0
|
|
|
|
21,163,072
|
|
CEP III Managing GP, L.P.
|
|
|
21,163,072
|
|
|
|
27.3
|
%
|
|
|
0
|
|
|
|
21,163,072
|
|
|
|
0
|
|
|
|
21,163,072
|
|
Carlyle Europe Partners III, L.P.
|
|
|
21,163,072
|
|
|
|
27.3
|
%
|
|
|
0
|
|
|
|
21,163,072
|
|
|
|
0
|
|
|
|
21,163,072
|
|
CEP III Participations S.à r.l. SICAR
|
|
|
21,163,072
|
|
|
|
27.3
|
%
|
|
|
0
|
|
|
|
21,163,072
|
|
|
|
0
|
|
|
|
21,163,072
|
|
CEP III Chase S.à r.l.
|
|
|
21,163,072
|
|
|
|
27.3
|
%
|
|
|
0
|
|
|
|
21,163,072
|
|
|
|
0
|
|
|
|
21,163,072
|
|
Chase Manco, G.P. Limited
|
|
|
0
|
|
|
|
0
|
%
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
Chase Manco, L.P.
|
|
|
0
|
|
|
|
0
|
%
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
CEP III and Chase Manco, L.P. are the record holders of 21,163,072 and 0 Common Shares,
respectively.
Carlyle Group Management L.L.C. is the general partner of The Carlyle Group L.P., which is a publicly
traded entity listed on NASDAQ. The Carlyle Group L.P. is the managing member of Carlyle Holdings II GP L.L.C., which is the general partner of Carlyle Holdings II L.P., which is the general partner of TC Group Cayman Investment Holdings, L.P.,
which is the general partner of TC Group Cayman Investment Holdings Sub L.P., which is the sole shareholder of CEP III Managing GP Holdings, Ltd., which is the general partner of CEP III Managing GP, L.P., which is the general partner of Carlyle
Europe Partners III, L.P., which is the sole shareholder of CEP III Participations, S.à r.l., SICAR, which is the sole shareholder of CEP III, which is the sole shareholder of Chase Manco, G.P. Limited, which is the general partner of Chase
Manco L.P.
ITEM 5.
|
Ownership of Five Percent or Less of a Class.
|
Not applicable.
|
|
|
|
|
CUSIP No.
G6331W109
|
|
Schedule 13G
|
|
Page 17 of 21
|
ITEM 6.
|
Ownership of More than Five Percent on Behalf of Another Person.
|
Not applicable.
ITEM 7.
|
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.
|
Not applicable.
ITEM 8.
|
Identification and Classification of Members of the Group.
|
Not applicable.
ITEM 9.
|
Notice of Dissolution of Group.
|
Not applicable.
Not applicable.
|
|
|
|
|
CUSIP No.
G6331W109
|
|
Schedule 13G
|
|
Page 18 of 21
|
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 10, 2017
|
|
|
CARLYLE GROUP MANAGEMENT L.L.C.
|
|
|
By:
|
|
/s/ Daniel DAniello
|
Name:
|
|
Daniel DAniello
|
Title:
|
|
Chairman
|
|
THE CARLYLE GROUP L.P.
|
By: Carlyle Group Management L.L.C., its general partner
|
|
|
By:
|
|
/s/ Daniel DAniello
|
Name:
|
|
Daniel DAniello
|
Title:
|
|
Chairman
|
|
CARLYLE HOLDINGS II GP L.L.C.
|
By: The Carlyle Group L.P., its managing member
|
By: Carlyle Group Management L.L.C., its general partner
|
|
|
By:
|
|
/s/ Daniel DAniello
|
Name:
|
|
Daniel DAniello
|
Title:
|
|
Chairman
|
|
CARLYLE HOLDINGS II L.P.
|
|
|
By:
|
|
/s/ Daniel DAniello
|
Name:
|
|
Daniel DAniello
|
Title:
|
|
Chairman
|
|
TC GROUP CAYMAN INVESTMENT
HOLDINGS, L.P.
|
By: Carlyle Holdings II L.P., its general partner
|
|
|
By:
|
|
/s/ Daniel DAniello
|
Name:
|
|
Daniel DAniello
|
Title:
|
|
Chairman
|
|
|
|
|
|
CUSIP No.
G6331W109
|
|
Schedule 13G
|
|
Page 19 of 21
|
|
|
|
TC GROUP CAYMAN INVESTMENT
HOLDINGS SUB L.P.
|
By: TC Group Cayman Investment Holdings,
L.P., its general partner
|
By: Carlyle Holdings II L.P., its general partner
|
|
|
By:
|
|
/s/ Daniel DAniello
|
Name:
|
|
Daniel DAniello
|
Title:
|
|
Chairman
|
|
CEP III MANAGING GP HOLDINGS, LTD.
|
|
|
By:
|
|
/s/ David Pearson
|
Name:
|
|
David Pearson
|
Title:
|
|
Manager
|
|
CEP III MANAGING GP, L.P.
|
By: David S. Pearson, for and on behalf of CEP
III Managing GP Holdings, Ltd. as general
partner of CEP III
Managing GP, L.P.
|
|
|
By:
|
|
/s/ David Pearson
|
Name:
|
|
David Pearson
|
|
CARLYLE EUROPE PARTNERS III, L.P.
|
By: David S. Pearson, for and on behalf of CEP
III Managing GP Holdings, Ltd. as general
partner of CEP III
Managing GP, L.P., as GP of Carlyle Europe Partners III, L.P.
|
|
|
By:
|
|
/s/ David Pearson
|
Name:
|
|
David Pearson
|
|
CEP III PARTICIPATIONS S.À R.L. SICAR
|
Represented by Andrew Howlett-Bolton, as
Manager and authorized representative of CEP
III Managing GP
Holdings, Ltd., Manager
|
|
|
By:
|
|
/s/ Andrew Howlett-Bolton
|
Name:
|
|
Andrew Howlett-Bolton
|
|
|
|
|
|
CUSIP No.
G6331W109
|
|
Schedule 13G
|
|
Page 20 of 21
|
|
|
|
CEP III CHASE S.À R.L.
|
Represented by David Garcelan, as Manager and authorized representative of CEP III Managing
S.à r.l., Manager
|
|
|
By:
|
|
/s/ David Garcelan
|
Name:
|
|
David Garcelan
|
|
CHASE MANCO, G.P. LIMITED
|
|
|
By:
|
|
/s/ Zeina Bain
|
Name:
|
|
Zeina Bain
|
Title:
|
|
Director
|
|
CHASE MANCO, L.P.
|
By: Chase Manco, G.P. Limited, its general partner
|
|
|
By:
|
|
/s/ Zeina Bain
|
Name:
|
|
Zeina Bain
|
Title:
|
|
Director
|
|
|
|
|
|
CUSIP No.
G6331W109
|
|
Schedule 13G
|
|
Page 21 of 21
|
LIST OF EXHIBITS
|
|
|
Exhibit
No.
|
|
Description
|
|
|
24
|
|
Power of Attorney
|
|
|
99
|
|
Joint Filing Agreement (incorporated by reference to Exhibit 99 to the Schedule 13G filed by the Reporting Persons on February 12, 2016).
|