0000769993-19-000425.txt : 20190724 0000769993-19-000425.hdr.sgml : 20190724 20190724201338 ACCESSION NUMBER: 0000769993-19-000425 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 MANAGEMENT GP GMBH CENTRAL INDEX KEY: 0001232073 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38996 FILM NUMBER: 19972164 BUSINESS ADDRESS: STREET 1: MESSERTURM STREET 2: FRIEDRICH-EBERT-ANLAGE 49 CITY: FRANKFURT AM MAIN, 2M 60323 STATE: 2M ZIP: 00000 BUSINESS PHONE: 212-902-1000 MAIL ADDRESS: STREET 1: MESSERTURM STREET 2: FRIEDRICH-EBERT-ANLAGE 49 CITY: FRANKFURT AM MAIN, 2M 60323 STATE: 2M ZIP: 00000 FORMER NAME: FORMER CONFORMED NAME: GOLDMAN SACHS MANAGEMENT GP GMBH DATE OF NAME CHANGE: 20030509 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ProSight Equity Managment Inc. CENTRAL INDEX KEY: 0001497475 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38996 FILM NUMBER: 19972165 BUSINESS ADDRESS: STREET 1: C/O GOLDMAN, SACHS & CO. STREET 2: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282 BUSINESS PHONE: 212 902-7878 MAIL ADDRESS: STREET 1: C/O GOLDMAN, SACHS & CO. STREET 2: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ProSight Investment LLC CENTRAL INDEX KEY: 0001497474 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38996 FILM NUMBER: 19972166 BUSINESS ADDRESS: STREET 1: C/O GOLDMAN, SACHS & CO. STREET 2: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282 BUSINESS PHONE: 212 902-7878 MAIL ADDRESS: STREET 1: C/O GOLDMAN, SACHS & CO. STREET 2: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ProSight Parallel Investment LLC CENTRAL INDEX KEY: 0001497473 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38996 FILM NUMBER: 19972167 BUSINESS ADDRESS: STREET 1: C/O GOLDMAN, SACHS & CO. STREET 2: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282 BUSINESS PHONE: 212 902-7878 MAIL ADDRESS: STREET 1: C/O GOLDMAN, SACHS & CO. STREET 2: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GSCP VI Advisors, L.L.C. CENTRAL INDEX KEY: 0001394286 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38996 FILM NUMBER: 19972168 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: GSCP VI Offshore Advisors, L.L.C. CENTRAL INDEX KEY: 0001394278 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38996 FILM NUMBER: 19972169 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 0001232073 GOLDMAN, SACHS MANAGEMENT GP GMBH 200 WEST STREET NEW YORK NY 10282 false false true false 0001497475 ProSight Equity Managment Inc. C/O GOLDMAN, SACHS & CO. 200 WEST STREET NEW YORK NY 10282 false false true false 0001497474 ProSight Investment LLC C/O GOLDMAN, SACHS & CO. 200 WEST STREET NEW YORK NY 10282 false false true false 0001497473 ProSight Parallel Investment LLC C/O GOLDMAN, SACHS & CO. 200 WEST STREET NEW YORK NY 10282 false false true false 0001394286 GSCP VI Advisors, L.L.C. 200 WEST STREET NEW YORK NY 10282 false false true false 0001394278 GSCP VI Offshore Advisors, 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 EX-24 2 gsmgp20190724.txt

POWER OF ATTORNEY

KNOW ALL PERSONS BY THESE PRESENTS that GOLDMAN, SACHS MANAGEMENT
GP GMBH (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.

GOLDMAN, SACHS MANAGEMENT GP GMBH

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 3 gscpviadv20190724.txt

POWER OF ATTORNEY

KNOW ALL PERSONS BY THESE PRESENTS that GSCP VI ADVISORS, 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.

GSCP VI ADVISORS, 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 4 gscpvioffadv20190724.txt

POWER OF ATTORNEY

KNOW ALL PERSONS BY THESE PRESENTS that GSCP VI OFFSHORE
ADVISORS, 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.

GSCP VI OFFSHORE ADVISORS, 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 5 prosightequity20190724.txt

POWER OF ATTORNEY

KNOW ALL PERSONS BY THESE PRESENTS that PROSIGHT EQUITY
MANAGEMENT INC. (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 23, 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 23, 2019.

PROSIGHT EQUITY MANAGEMENT INC.

By: /s/ Anthony Arnold
Name: Anthony Arnold
Title: Vice President

EX-24 6 prosightinvllc20190724.txt

POWER OF ATTORNEY

KNOW ALL PERSONS BY THESE PRESENTS that PROSIGHT INVESTMENT LLC.
(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 23, 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 23, 2019.

PROSIGHT INVESTMENT LLC

By: ProSight Equity Management Inc.,
its Managing Member

By: /s/ Anthony Arnold
Name: Anthony Arnold
Title: Vice President

EX-24 7 prosightparallel20190724.txt

POWER OF ATTORNEY

KNOW ALL PERSONS BY THESE PRESENTS that PROSIGHT PARALLEL
INVESTMENT LLC. (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 23, 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 23, 2019.

PROSIGHT PARALLEL INVESTMENT LLC

By: ProSight Equity Management Inc.,
its Managing Member

By: /s/ Anthony Arnold
Name: Anthony Arnold
Title: Vice President