0001209191-21-005804.txt : 20210127 0001209191-21-005804.hdr.sgml : 20210127 20210127210114 ACCESSION NUMBER: 0001209191-21-005804 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20210127 FILED AS OF DATE: 20210127 DATE AS OF CHANGE: 20210127 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Carlyle Group Management L.L.C. CENTRAL INDEX KEY: 0001548624 STATE OF INCORPORATION: DE FISCAL YEAR END: 1212 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39956 FILM NUMBER: 21561739 BUSINESS ADDRESS: STREET 1: C/O THE CARLYLE GROUP L.P. STREET 2: 1001 PENNSYLVANIA AVENUE, NW CITY: WASHINGTON STATE: DC ZIP: 20004-2505 BUSINESS PHONE: 202-729-5626 MAIL ADDRESS: STREET 1: C/O THE CARLYLE GROUP L.P. STREET 2: 1001 PENNSYLVANIA AVENUE, NW CITY: WASHINGTON STATE: DC ZIP: 20004-2505 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Carlyle Group Inc. CENTRAL INDEX KEY: 0001527166 STANDARD INDUSTRIAL CLASSIFICATION: INVESTMENT ADVICE [6282] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39956 FILM NUMBER: 21561740 BUSINESS ADDRESS: STREET 1: C/O THE CARLYLE GROUP STREET 2: 1001 PENNSYLVANIA AVENUE, N.W. CITY: WASHINGTON STATE: DC ZIP: 20004 BUSINESS PHONE: 202 729 5626 MAIL ADDRESS: STREET 1: C/O THE CARLYLE GROUP STREET 2: 1001 PENNSYLVANIA AVENUE, N.W. CITY: WASHINGTON STATE: DC ZIP: 20004 FORMER NAME: FORMER CONFORMED NAME: Carlyle Group L.P. DATE OF NAME CHANGE: 20110801 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Carlyle Holdings II GP L.L.C. CENTRAL INDEX KEY: 0001548629 STATE OF INCORPORATION: DE FISCAL YEAR END: 1212 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39956 FILM NUMBER: 21561741 BUSINESS ADDRESS: STREET 1: C/O THE CARLYLE GROUP L.P. STREET 2: 1001 PENNSYLVANIA AVENUE, NW CITY: WASHINGTON STATE: DC ZIP: 20004-2505 BUSINESS PHONE: 202-729-5626 MAIL ADDRESS: STREET 1: C/O THE CARLYLE GROUP L.P. STREET 2: 1001 PENNSYLVANIA AVENUE, NW CITY: WASHINGTON STATE: DC ZIP: 20004-2505 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Carlyle Holdings II L.L.C. CENTRAL INDEX KEY: 0001548630 STATE OF INCORPORATION: DE FISCAL YEAR END: 1212 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39956 FILM NUMBER: 21561742 BUSINESS ADDRESS: STREET 1: C/O THE CARLYLE GROUP L.P. STREET 2: 1001 PENNSYLVANIA AVENUE, NW CITY: WASHINGTON STATE: DC ZIP: 20004-2505 BUSINESS PHONE: 202-729-5626 MAIL ADDRESS: STREET 1: C/O THE CARLYLE GROUP L.P. STREET 2: 1001 PENNSYLVANIA AVENUE, NW CITY: WASHINGTON STATE: DC ZIP: 20004-2505 FORMER NAME: FORMER CONFORMED NAME: Carlyle Holdings II L.P. DATE OF NAME CHANGE: 20120430 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CG Subsidiary Holdings L.L.C. CENTRAL INDEX KEY: 0001790577 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39956 FILM NUMBER: 21561743 BUSINESS ADDRESS: STREET 1: C/O THE CARLYLE GROUP, SUITE 220 SOUTH STREET 2: 1001 PENNSYLVANIA AVENUE, N.W. CITY: WASHINGTON STATE: DC ZIP: 20004 BUSINESS PHONE: (202) 729-5438 MAIL ADDRESS: STREET 1: C/O THE CARLYLE GROUP, SUITE 220 SOUTH STREET 2: 1001 PENNSYLVANIA AVENUE, N.W. CITY: WASHINGTON STATE: DC ZIP: 20004 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TC Group Cayman Investment Holdings, L.P. CENTRAL INDEX KEY: 0001475444 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39956 FILM NUMBER: 21561744 BUSINESS ADDRESS: STREET 1: C/O WALKERS CORPORATE SERVICES LIMITED STREET 2: 190 ELGIN AVENUE CITY: GEORGE TOWN, GRAND CAYMAN STATE: E9 ZIP: KY1-9001 BUSINESS PHONE: (202) 729-5438 MAIL ADDRESS: STREET 1: C/O WALKERS CORPORATE SERVICES LIMITED STREET 2: 190 ELGIN AVENUE CITY: GEORGE TOWN, GRAND CAYMAN STATE: E9 ZIP: KY1-9001 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TC Group Cayman Investment Holdings Sub L.P. CENTRAL INDEX KEY: 0001548636 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1212 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39956 FILM NUMBER: 21561745 BUSINESS ADDRESS: STREET 1: C/O WALKER CORPORATE SERVICES LIMITED STREET 2: 190 ELGIN AVENUE CITY: GEORGE TOWN, GRAND CAYMAN STATE: E9 ZIP: KY1-9001 BUSINESS PHONE: 202-729-5438 MAIL ADDRESS: STREET 1: C/O WALKER CORPORATE SERVICES LIMITED STREET 2: 190 ELGIN AVENUE CITY: GEORGE TOWN, GRAND CAYMAN STATE: E9 ZIP: KY1-9001 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TC Group VI Cayman, L.L.C. CENTRAL INDEX KEY: 0001838774 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39956 FILM NUMBER: 21561746 BUSINESS ADDRESS: STREET 1: C/O THE CARLYLE GROUP, SUITE 220 SOUTH STREET 2: 1001 PENNSYLVANIA AVENUE, N.W. CITY: WASHINGTON STATE: DC ZIP: 20004 BUSINESS PHONE: (202) 729-5534 MAIL ADDRESS: STREET 1: C/O THE CARLYLE GROUP, SUITE 220 SOUTH STREET 2: 1001 PENNSYLVANIA AVENUE, N.W. CITY: WASHINGTON STATE: DC ZIP: 20004 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TC Group VI Cayman, L.P. CENTRAL INDEX KEY: 0001838781 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39956 FILM NUMBER: 21561747 BUSINESS ADDRESS: STREET 1: C/O WALKERS CORPORATE LIMITED STREET 2: CAYMAN CORPORATE CENTRE, 27 HOSPITAL RD. CITY: GEORGE TOWN, GRAND CAYMAN STATE: E9 ZIP: KY1-9008 BUSINESS PHONE: (201) 541-2121 MAIL ADDRESS: STREET 1: C/O WALKERS CORPORATE LIMITED STREET 2: CAYMAN CORPORATE CENTRE, 27 HOSPITAL RD. CITY: GEORGE TOWN, GRAND CAYMAN STATE: E9 ZIP: KY1-9008 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Carlyle Partners VI Cayman Holdings, L.P. CENTRAL INDEX KEY: 0001838776 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39956 FILM NUMBER: 21561748 BUSINESS ADDRESS: STREET 1: C/O WALKERS CORPORATE LIMITED STREET 2: CAYMAN CORPORATE CENTRE, 27 HOSPITAL RD. CITY: GEORGE TOWN, GRAND CAYMAN STATE: E9 ZIP: KY1-9008 BUSINESS PHONE: (201) 541-2121 MAIL ADDRESS: STREET 1: C/O WALKERS CORPORATE LIMITED STREET 2: CAYMAN CORPORATE CENTRE, 27 HOSPITAL RD. CITY: GEORGE TOWN, GRAND CAYMAN STATE: E9 ZIP: KY1-9008 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Ortho Clinical Diagnostics Holdings plc CENTRAL INDEX KEY: 0001828443 STANDARD INDUSTRIAL CLASSIFICATION: IN VITRO & IN VIVO DIAGNOSTIC SUBSTANCES [2835] IRS NUMBER: 981151819 STATE OF INCORPORATION: X0 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1001 ROUTE 202 CITY: RARITAN STATE: NJ ZIP: 08869 BUSINESS PHONE: (908) 218-8000 MAIL ADDRESS: STREET 1: 1001 ROUTE 202 CITY: RARITAN STATE: NJ ZIP: 08869 FORMER COMPANY: FORMER CONFORMED NAME: Ortho-Clinical Diagnostics Bermuda Co. Ltd. DATE OF NAME CHANGE: 20201015 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2021-01-27 0 0001828443 Ortho Clinical Diagnostics Holdings plc OCDX 0001548624 Carlyle Group Management L.L.C. C/O THE CARLYLE GROUP INC. 1001 PENNSYLVANIA AVENUE NW , SUITE 220 WASHINGTON DC 20004-2505 0 0 1 0 0001527166 Carlyle Group Inc. C/O THE CARLYLE GROUP INC. 1001 PENNSYLVANIA AVENUE NW , SUITE 220 WASHINGTON DC 20004-2505 0 0 1 0 0001548629 Carlyle Holdings II GP L.L.C. C/O THE CARLYLE GROUP INC. 1001 PENNSYLVANIA AVENUE NW , SUITE 220 WASHINGTON DC 20004-2505 0 0 1 0 0001548630 Carlyle Holdings II L.L.C. C/O THE CARLYLE GROUP INC. 1001 PENNSYLVANIA AVENUE NW , SUITE 220 WASHINGTON DC 20004-2505 0 0 1 0 0001790577 CG Subsidiary Holdings L.L.C. C/O THE CARLYLE GROUP INC. 1001 PENNSYLVANIA AVENUE NW , SUITE 220 WASHINGTON DC 20004-2505 0 0 1 0 0001475444 TC Group Cayman Investment Holdings, L.P. C/O THE CARLYLE GROUP INC. 1001 PENNSYLVANIA AVENUE NW , SUITE 220 WASHINGTON DC 20004-2505 0 0 1 0 0001548636 TC Group Cayman Investment Holdings Sub L.P. C/O THE CARLYLE GROUP INC. 1001 PENNSYLVANIA AVENUE NW , SUITE 220 WASHINGTON DC 20004-2505 0 0 1 0 0001838774 TC Group VI Cayman, L.L.C. C/O THE CARLYLE GROUP INC. 1001 PENNSYLVANIA AVENUE NW , SUITE 220 WASHINGTON DC 20004-2505 0 0 1 0 0001838781 TC Group VI Cayman, L.P. C/O THE CARLYLE GROUP INC. 1001 PENNSYLVANIA AVENUE NW , SUITE 220 WASHINGTON DC 20004-2505 0 0 1 0 0001838776 Carlyle Partners VI Cayman Holdings, L.P. C/O THE CARLYLE GROUP INC. 1001 PENNSYLVANIA AVENUE NW , SUITE 220 WASHINGTON DC 20004-2505 0 0 1 0 Ordinary Shares 143406000 I See footnote Reflects ordinary shares held of record by Carlyle Partners VI Cayman Holdings, L.P. (the "Carlyle Investor"). Carlyle Group Management L.L.C. holds an irrevocable proxy to vote a majority of the shares of The Carlyle Group Inc. ("Carlyle"), a publicly traded company listed on Nasdaq. Carlyle is the sole member of Carlyle Holdings II GP L.L.C., which is the managing member of Carlyle Holdings II L.L.C., which, with respect to the securities reported herein, is the managing member of CG Subsidiary Holdings L.L.C., 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 member of TC Group VI Cayman, L.L.C., which is the general partner of TC Group VI Cayman, L.P., which is the general partner of the Carlyle Investor. Voting and investment determinations with respect to the ordinary shares held of record by the Carlyle Investor are made by an investment committee of TC Group VI Cayman, L.P. Accordingly, each of the foregoing entities may be deemed to share beneficial ownership of the securities held of record by the Carlyle Investor. Each of them disclaims beneficial ownership of such securities. Exhibit 24 - Power of Attorney. Carlyle Group Management L.L.C., By: /s/ Anne Frederick, Attorney-in-fact for Curtis L. Buser, Chief Financial Officer 2021-01-27 The Carlyle Group Inc., By: /s/ Anne Frederick, Attorney-in-fact for Curtis L. Buser, Chief Financial Officer 2021-01-27 Carlyle Holdings II GP L.L.C., By: The Carlyle Group Inc., its sole member, By: /s/ Anne Frederick, Attorney-in-fact for Curtis L. Buser, Chief Financial Officer 2021-01-27 Carlyle Holdings II L.L.C., By /s/ Anne Frederick, Attorney-in-fact for Curtis L. Buser, Chief Financial Officer 2021-01-27 CG Subsidiary Holdings L.L.C., By: /s/ Anne Frederick, Attorney-in-fact for Curtis L. Buser, Authorized Person 2021-01-27 TC Group Cayman Investment Holdings, L.P., By: CG Subsidiary Holdings L.L.C., its general partner, By: /s/ Anne Frederick, Attorney-in-fact for Curtis L. Buser, Authorized Person 2021-01-27 TC Group Cayman Investment Holdings Sub L.P., By: TC Group Cayman Investment Holdings, L.P., its general partner, By: CG Subsidiary Holdings L.L.C., its general partner, By: /s/ Anne Frederick, Attorney-in-fact for Curtis L. Buser, Authorized Person 2021-01-27 TC Group VI Cayman, L.L.C., By: /s/ Jeremy W. Anderson, Authorized Person 2021-01-27 TC Group VI Cayman, L.P., By: /s/ Jeremy W. Anderson, Authorized Person 2021-01-27 Carlyle Partners VI Cayman Holdings, L.P., By: /s/ Jeremy W. Anderson, Authorized Person 2021-01-27 EX-24.3_958155 2 poa.txt POA DOCUMENT EXHIBIT 24 POWER OF ATTORNEY The undersigned understands that, from time to time, the Carlyle Companies (defined below) are required to prepare, execute and file certain federal and state securities laws filings. Know all by these presents, that the undersigned hereby constitutes and appoints each of Jeffrey Ferguson, Jeremy Anderson, Joanne Cosiol, Anne Frederick, Kevin Gasque, Erica Herberg, Norma Kuntz, Joshua Lefkowitz, David Lobe, Karen McMonagle, Aditya Narain, Michelle Reing, Ryan Toteja and Catherine Ziobro, or any of them signing singly, and with full power of substitution, the undersigned's true and lawful attorney-in-fact to: (1) prepare, execute in the name of each Carlyle Company and on behalf of each Carlyle Company, and submit to the U.S. Securities and Exchange Commission (the "SEC") a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of Forms D ("Form D") required to be filed in accordance with Rule 503 ("Rule 503") promulgated with respect to Sections 4(2), 4(6) and 3(b) of the Securities Act of 1933 (the "1933 Act") and reports required by Sections 13(d) and 16(a) of the Securities Exchange Act of 1934 (the "1934 Act") or any rule or regulation of the SEC; (2) prepare and execute for and on behalf of each Carlyle Company, in the undersigned's capacity as a Chairman, authorized person, officer and/or director of each Carlyle Company, federal and state securities laws filings including without limitation Forms D pursuant to Rule 503 and Schedules 13D and 13G and Forms 3, 4, and 5 in accordance with Sections 13(d) and 16(a) of the 1934 Act and the rules thereunder; (3) do and perform any and all acts for and on behalf of each Carlyle Company which may be necessary or desirable to complete and execute any such federal and state securities laws filings including without limitation Forms D, Schedules 13D and 13G and Forms 3, 4, and 5, complete and execute any amendment or amendments thereto, and timely file such form with the SEC and the securities administrators of any state, the District of Columbia, the Commonwealth of Puerto Rico, Guam and the United States Virgin Islands or their designees and any stock exchange or similar authority; and (4) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion. The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted, whether the same needs to be executed, taken or done by him in his capacity as a current or former member, partner, shareholder, director or officer of any company, partnership, corporation, organization, firm, branch or other entity connected with, related to or affiliated with any of the entities constituting the Carlyle Companies or entities that directly or indirectly hold interests in the Carlyle Companies. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming any of the undersigned's responsibilities to comply with federal and state securities laws, including without limitation Rule 503 of the 1933 Act or Section 13 and Section 16 of the 1934 Act. This Power of Attorney and all authority conferred hereby shall not be terminated by operation of law, whether by the death or incapacity of the undersigned or by occurrence of any other event. Actions taken by an attorney-in-fact pursuant to this Power of Attorney shall be as valid as if any event described in the preceding sentence had not occurred, whether or not the attorney-in-fact shall have received notice of such event. Notwithstanding the foregoing, (i) in the event that an attorney-in-fact is no longer employed by The Carlyle Group Employee Co., L.L.C. or its affiliates, this Power of Attorney and all authority conferred hereby shall be immediately terminated with respect to such Attorney, and (ii) the undersigned may terminate or revoke this Power of Attorney at any time. For purposes hereof, the "Carlyle Companies" shall consist of: (i) Carlyle Group Management L.L.C., The Carlyle Group Inc., Carlyle Holdings II GP L.L.C., CG Subsidiary Holdings L.L.C., TC Group Cayman Investment Holdings, L.P., TC Group Cayman Investment Holdings Sub L.P., TC Group VI Cayman, L.L.C., TC Group VI Cayman, L.P. and Carlyle Partners VI Cayman Holdings, L.P. and (ii) the subsidiaries and affiliates of the foregoing in clause (i), including without limitation investment funds sponsored directly or indirectly by one or more of the Carlyle Companies. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 1st day of January, 2020. By: /s/ Curtis L. Buser Name: Curtis L. Buser Title: Chief Financial Officer