0000903423-17-000042.txt : 20170206 0000903423-17-000042.hdr.sgml : 20170206 20170206101927 ACCESSION NUMBER: 0000903423-17-000042 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20170206 DATE AS OF CHANGE: 20170206 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Univar Inc. CENTRAL INDEX KEY: 0001494319 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-CHEMICALS & ALLIED PRODUCTS [5160] IRS NUMBER: 261251958 STATE OF INCORPORATION: DE FISCAL YEAR END: 1210 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-88904 FILM NUMBER: 17574304 BUSINESS ADDRESS: STREET 1: 3075 HIGHLAND PARKWAY STREET 2: SUITE 200 CITY: DOWNERS GROVE STATE: IL ZIP: 60515 BUSINESS PHONE: 331-777-6000 MAIL ADDRESS: STREET 1: 3075 HIGHLAND PARKWAY STREET 2: SUITE 200 CITY: DOWNERS GROVE STATE: IL ZIP: 60515 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Temasek Holdings (Private) Ltd CENTRAL INDEX KEY: 0001021944 IRS NUMBER: 000000000 FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 60B ORCHARD ROAD #06-18 TOWER 2 STREET 2: THE ATRIUM@ORCHARD CITY: SINGAPORE STATE: U0 ZIP: 238891 BUSINESS PHONE: 65 6828 6828 MAIL ADDRESS: STREET 1: 60B ORCHARD ROAD #06-18 TOWER 2 STREET 2: THE ATRIUM@ORCHARD CITY: SINGAPORE STATE: U0 ZIP: 238891 FORMER COMPANY: FORMER CONFORMED NAME: TEMASEK HOLDINGS (PRIVATE) LTD DATE OF NAME CHANGE: 20050912 FORMER COMPANY: FORMER CONFORMED NAME: TEMASEK HOLDINGS LTD DATE OF NAME CHANGE: 19960829 SC 13D/A 1 temasek13da2.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 2)*

 

Univar Inc.

(Name of Issuer)

 

Common Stock, par value $0.01 per share

(Title of Class of Securities)

 

91336L107

(CUSIP Number)

 

Justin Dzau

Associate Director, Legal & Regulatory

Temasek International Pte. Ltd.

60B Orchard Road

#06-18 Tower 2

The Atrium@Orchard

Singapore 238891

 

With Copies to:

 

Paul J. Shim, Esq.

Cleary Gottlieb Steen & Hamilton LLP

One Liberty Plaza

New York, New York 10006

Telephone: (212) 225-2000

Facsimile: (212) 225-3999

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

 

February 3, 2017

(Date of Event which Requires Filing of this Statement)

 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.  ¨

 

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule.13d-7 for other parties to whom copies are to be sent.

 
* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

 

The information required on 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. 91336L107

    

 

             
  1.   

Names of Reporting Persons.

 

Temasek Holdings (Private) Limited

  2.  

Check the Appropriate Box if a Member of a Group

(a)  ¨        (b)  x

 

  3.  

SEC Use Only

 

  4.  

Source of Funds

 

    WC

  5.  

Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)    ¨

 

  6.  

Citizenship or Place of Organization

 

    Singapore

Number of

shares

beneficially

owned by

each

reporting

person

with:

 

     7.   

Sole Voting Power

 

    0

    8.  

Shared Voting Power

 

    14,171,599(1)

    9.  

Sole Dispositive Power

 

    0

  10.  

Shared Dispositive Power

 

    14,171,599(1)

11.  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

    14,171,599(1)

12.  

Check if the Aggregate Amount in Row (11) Excludes Certain Shares    ¨

 

13.  

Percent of Class Represented by Amount in Row (11)

 

    10.1%(2)

14.  

Type of Reporting Person

 

    HC

 

(1) Inclusive of 5,996 unvested shares of Common Stock that vest in full on May 4, 2017, subject to the continued board service of the Reporting Person’s board nominee, Juliet Teo, through such date.
(2) Percentage calculation based on 139,859,911 shares of Common Stock reported as outstanding as of January 27, 2017 in the Issuer’s final prospectus supplement filed with the Securities and Exchange Commission (the “SEC”) on February 2, 2017.

 

 
 

 

     
CUSIP No. 91336L107    

 

             
  1.   

Names of Reporting Persons.

 

Tembusu Capital Pte. Ltd.

  2.  

Check the Appropriate Box if a Member of a Group

(a)  ¨        (b)  x

 

  3.  

SEC Use Only

 

  4.  

Source of Funds

 

    AF

  5.  

Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)    ¨

 

  6.  

Citizenship or Place of Organization

 

    Singapore

Number of

shares

beneficially

owned by

each

reporting

person

with:

 

     7.   

Sole Voting Power

 

    0

    8.  

Shared Voting Power

 

    14,171,599(1)

    9.  

Sole Dispositive Power

 

    0

  10.  

Shared Dispositive Power

 

    14,171,599(1)

11.  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

    14,171,599(1)

12.  

Check if the Aggregate Amount in Row (11) Excludes Certain Shares    ¨

 

13.  

Percent of Class Represented by Amount in Row (11)

 

    10.1%(2)

14.  

Type of Reporting Person

 

    HC

 

(1) Inclusive of 5,996 unvested shares of Common Stock that vest in full on May 4, 2017, subject to the continued board service of the Reporting Person’s board nominee, Juliet Teo, through such date.
(2) Percentage calculation based on 139,859,911 shares of Common Stock reported as outstanding as of January 27, 2017 in the Issuer’s final prospectus supplement filed with the SEC on February 2, 2017.

 

 
 

 

     
CUSIP No. 91336L107    

 

             
  1.   

Names of Reporting Persons.

 

Thomson Capital Pte. Ltd.

  2.  

Check the Appropriate Box if a Member of a Group

(a)  ¨        (b)  x

 

  3.  

SEC Use Only

 

  4.  

Source of Funds

 

    AF

  5.  

Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)    ¨

 

  6.  

Citizenship or Place of Organization

 

    Singapore

Number of

shares

beneficially

owned by

each

reporting

person

with:

 

     7.   

Sole Voting Power

 

    0

    8.  

Shared Voting Power

 

    14,171,599(1)

    9.  

Sole Dispositive Power

 

    0

  10.  

Shared Dispositive Power

 

    14,171,599(1)

11.  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

    14,171,599(1)

12.  

Check if the Aggregate Amount in Row (11) Excludes Certain Shares    ¨

 

13.  

Percent of Class Represented by Amount in Row (11)

 

    10.1%(2)

14.  

Type of Reporting Person

 

    HC

 

(1) Inclusive of 5,996 unvested shares of Common Stock that vest in full on May 4, 2017, subject to the continued board service of the Reporting Person’s board nominee, Juliet Teo, through such date.
(2) Percentage calculation based on 139,859,911 shares of Common Stock reported as outstanding as of January 27, 2017 in the Issuer’s final prospectus supplement filed with the SEC on February 2, 2017.

 

 
 

 

     
CUSIP No. 91336L107    

 

             
  1.   

Names of Reporting Persons.

 

Dahlia Investments Pte. Ltd.

  2.  

Check the Appropriate Box if a Member of a Group

(a)  ¨        (b)  x

 

  3.  

SEC Use Only

 

  4.  

Source of Funds

 

    AF

  5.  

Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)    ¨

 

  6.  

Citizenship or Place of Organization

 

    Singapore

Number of

shares

beneficially

owned by

each

reporting

person

with:

 

     7.   

Sole Voting Power

 

    0

    8.  

Shared Voting Power

 

    14,171,599(1)

    9.  

Sole Dispositive Power

 

    0

  10.  

Shared Dispositive Power

 

    14,171,599(1)

11.  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

    14,171,599(1)

12.  

Check if the Aggregate Amount in Row (11) Excludes Certain Shares    ¨

 

13.  

Percent of Class Represented by Amount in Row (11)

 

    10.1%(2)

14.  

Type of Reporting Person

 

    CO

 

(1) Inclusive of 5,996 unvested shares of Common Stock that vest in full on May 4, 2017, subject to the continued board service of the Reporting Person’s board nominee, Juliet Teo, through such date.
(2) Percentage calculation based on 139,859,911 shares of Common Stock reported as outstanding as of January 27, 2017 in the Issuer’s final prospectus supplement filed with the SEC on February 2, 2017.

 

 
 

This Amendment No. 2 to Schedule 13D (this “Amendment No. 2”) amends and supplements the Schedule 13D previously filed by the Reporting Persons (as defined in Item 2 of the Original Schedule 13D) with the SEC on July 6, 2015, as amended and supplemented by Amendment No. 1 filed on December 19, 2016 (as so amended and supplemented, the “Original Schedule 13D” and, as amended and supplemented by this Amendment No. 2, this “Schedule 13D”).  This Schedule 13D relates to shares of common stock, par value $0.01 per share (the “Common Stock”), of Univar Inc., a Delaware corporation (the “Issuer”). All capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the Original Schedule 13D.

ITEM 4. PURPOSE OF TRANSACTION

This Amendment No. 2 amends and restates the eighth, ninth and tenth paragraphs of Item 4 of the Original Schedule 13D in their entirety as follows:

On January 31, 2017, the Issuer, Dahlia and CD&R entered into an underwriting agreement (the “February 2017 Underwriting Agreement”) with Goldman, Sachs & Co. (the “February 2017 Underwriter”), pursuant to which, among other things, Dahlia agreed to sell, and the February 2017 Underwriter agreed to purchase, 4,000,000 shares of Common Stock at a price of $28.70 per share (the “February 2017 Offering”). The February 2017 Offering was made pursuant to the Issuer’s Shelf Registration Statement on Form S-3. The February 2017 Offering closed on February 3, 2017.

In connection with the February 2017 Offering, Dahlia agreed, pursuant to a lock-up agreement (the “February 2017 Lock-Up Agreement”), not to sell or transfer any Common Stock or securities convertible into, exchangeable for, exercisable for, or repayable with Common Stock, for 45 days after the date of the prospectus supplement related to the February 2017 Offering without first obtaining the written consent of the February 2017 Underwriter. Specifically, Dahlia agreed, with certain limited exceptions, not to directly or indirectly: (1) offer, pledge, sell or contract to sell any Common Stock; (2) sell any option or contract to purchase any Common Stock; (3) purchase any option or contract to sell any Common Stock; (4) grant any option, right or warrant for the sale of any Common Stock; (5) lend or otherwise dispose of or transfer any Common Stock; (6) request or demand that the Issuer file a registration statement related to the Common Stock; or (7) enter into any swap or other agreement that transfers, in whole or in part, the economic consequence of ownership of any Common Stock whether any such swap or transaction is to be settled by delivery of shares or other securities, in cash or otherwise.

As a consequence of certain provisions of the Stockholders Agreement pertaining to the holding, voting and disposing of Common Stock, CD&R and the Reporting Persons may be deemed a “group” as such term is used in Regulation 13D under the Exchange Act. The aggregate number of shares of Common Stock beneficially owned collectively by CD&R and the Reporting Persons following the transactions described herein is 35,726,642, or 25.5% of the outstanding Common Stock of the Issuer. The stock ownership reported for the Reporting Persons in this Schedule 13D does not include any shares of Common Stock owned by other parties to the Stockholders Agreement. Each of the Reporting Persons disclaims beneficial ownership of any shares of Common Stock owned by the other parties to the Stockholders Agreement.

As of the date of this filing, Dahlia has designated Juliet Teo pursuant to the Dahlia Director Appointment Right to serve as the Dahlia’s nominee on the Issuer’s board of directors. In her capacity as director of the Issuer, Ms. Teo or any successor Dahlia designee may take an active role in working with the Issuer’s management on operational, financial and strategic initiatives.

The summaries of the Stock Purchase Agreement, the Stockholders Agreement, the December 2016 Underwriting Agreement, the December 2016 Lock-Up Agreement, the February 2017 Underwriting Agreement and the February 2017 Lock-Up Agreement described in this Item 4 are generalized, do not purport to be complete and, as such, are qualified in their entirety by the Stock Purchase Agreement, First Amendment to the Stock Purchase Agreement, the Stockholders Agreement, the December 2016 Underwriting Agreement, the December 2016 Lock-Up Agreement, the February 2017 Underwriting Agreement and the February 2017 Lock-Up Agreement set forth in Exhibits 4A, 4B, 4C, 4D, 4E, 4F and 4G and incorporated in this Item 4 by reference.

 
 

ITEM 5. INTEREST IN SECURITIES OF THE ISSUER

This Amendment No. 2 amends and restates clauses (a) and (b) of Item 5 of the Original Schedule 13D in their entirety as follows:

Temasek, through its ownership of Tembusu, may be deemed to share voting and dispositive power over shares of Common Stock beneficially owned or deemed to be beneficially owned by Tembusu, Thomson and Dahlia.

Tembusu, through its ownership of Thomson, may be deemed to share voting and dispositive power over the 14,171,599 shares of Common Stock beneficially owned or deemed to be beneficially owned by Thomson and Dahlia.

Thomson, through its ownership of Dahlia, may be deemed to share voting and dispositive power over 14,171,599 shares of Common Stock beneficially owned or deemed to be beneficially owned by Dahlia.

Dahlia is the direct beneficial owner of 14,171,599 shares of Common Stock, which includes 5,996 unvested shares of Common Stock that vest in full on May 4, 2017, subject to the continued board service of the Reporting Person’s board nominee, Juliet Teo, through such date.

The percentages of beneficial ownership of the Reporting Persons are based on 139,859,911 shares of Common Stock reported as outstanding as of January 27, 2017 in the Issuer’s final prospectus supplement filed with the SEC on February 2, 2017.

As noted in Item 4 above, CD&R and the Reporting Persons may be deemed a “group” as such term is used in Regulation 13D under the Exchange Act. CD&R is not included as reporting persons in this Schedule 13D, and the Reporting Persons expressly disclaim beneficial ownership of all shares of Common Stock held by CD&R. As such, the beneficial ownership reported in this Item 5 excludes 21,561,039 shares of Common Stock held by CD&R as of the date of this Schedule 13D.

 

ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER

This Amendment No. 2 amends Item 6 of the Original Schedule 13D by inserting the following after the fifth paragraph of Item 6 of the Original Schedule 13D:

The summary of the February 2017 Underwriting Agreement set forth in Item 4 is generalized, does not purport to be complete and is qualified in its entirety by reference to the full text of the February 2017 Underwriting Agreement, included as Exhibit 4F, which is incorporated herein by reference.

The summary of the February 2017 Lock-Up Agreement set forth in Item 4 is generalized, does not purport to be complete and is qualified in its entirety by reference to the full text of the February 2017 Lock-Up Agreement, included as Exhibit 4G, which is incorporated herein by reference.

ITEM 7. MATERIAL TO BE FILED AS EXHIBITS

 

     

Exhibit No.

  

Description

   
Exhibit 2   Information regarding the Instruction C persons.
   
Exhibit 4A   Stock Purchase Agreement, dated as of June 1, 2015, among Univar Inc., Dahlia Investments Pte. Ltd., and Univar N.V. (incorporated by reference to Exhibit 10.65 to the Amendment No. 6 to Registration Statement on Form S-1 of the Issuer, filed with the SEC on June 8, 2015).
   
Exhibit 4B   First Amendment to the Stock Purchase Agreement, dated as of June 19, 2015, among Univar Inc., Dahlia Investments Pte. Ltd., and Univar N.V. (previously filed as an exhibit to the Original Schedule 13D).
   
 
 

 

Exhibit 4C   Fourth Amended and Restated Stockholders Agreement, dated June 23, 2015, among the Issuer, CD&R Univar Holdings L.P., Univar N.V., Dahlia Investments Pte. Ltd. and the other stockholders party thereto (previously filed as an exhibit to the Original Schedule 13D).
     
Exhibit 4D   Underwriting Agreement, dated December 12, 2016, among Univar Inc., Dahlia Investments Pte. Ltd., CD&R Univar Holdings, L.P. and Goldman, Sachs & Co. (incorporated by reference to Exhibit 1.1 to Univar Inc.’s Current Report on Form 8-K, filed with the SEC on December 15, 2016).
     
Exhibit 4E   Form of Lock-Up Agreement (included in Exhibit 4D as Annex I).
     
Exhibit 4F   Underwriting Agreement, dated January 31, 2017, among Univar Inc., Dahlia Investments Pte. Ltd., CD&R Univar Holdings, L.P. and Goldman, Sachs & Co. (incorporated by reference to Exhibit 1.1 to Univar Inc.’s Current Report on Form 8-K, filed with the SEC on February 3, 2017).
     
Exhibit 4G   Form of Lock-Up Agreement (included in Exhibit 4F as Annex I).
   
Exhibit 7   Joint Filing Agreement, dated as of July 6, 2015, by and among the Reporting Persons (previously filed as an exhibit to the Original Schedule 13D).

 

 
 

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 6, 2017

 

         
TEMASEK HOLDINGS (PRIVATE) LIMITED
   
By:  

/s/ Christina Choo

    Name:    Christina Choo
    Title:    Authorized Signatory
 
TEMBUSU CAPITAL PTE. LTD.
   
By:  

/s/ Cheong Kok Tim

    Name:    Cheong Kok Tim
    Title:    Director
 
THOMSON CAPITAL PTE. LTD.
   
By:  

/s/ Poy Weng Chuen

    Name:    Poy Weng Chuen
    Title:    Director
 
DAHLIA INVESTMENTS PTE. LTD.
   
By:  

/s/ Poy Weng Chuen

    Name:    Poy Weng Chuen
    Title:    Director

 

 EX-2 2 temasek13da2ex2.htm

EXHIBIT 2

The name, present principal occupation and business address of each director and executive officer of the Reporting Persons is set forth below.

The following is a list of the executive officers and directors of Temasek Holdings (Private) Limited:

  

         

Name, Business Address, Position

   Principal Occupation   Citizenship

Lim Boon Heng

60B Orchard Road #06-18 Tower 2

The Atrium@Orchard

Singapore 238891

(Chairman and Director, Temasek Holdings (Private) Limited)

   Chairman, Temasek Holdings (Private) Limited   Singaporean
     

Cheng Wai Keung

3 Killiney Road

#10-01 Winsland House 1

Singapore 239519

(Deputy Chairman and Director, Temasek Holdings (Private) Limited)

  

Chairman and Managing Director,

Wing Tai Holdings Limited

   Singaporean
     

Kua Hong Pak

205 Braddell Road

East Wing 7th Floor

Singapore 579701

(Director, Temasek Holdings (Private) Limited)

  

Managing Director & Group CEO,

ComfortDelGro Corporation Limited

   Singaporean
     

Goh Yew Lin

50 Raffles Place

#33-00 Singapore Land Tower

Singapore 048623

(Director, Temasek Holdings (Private) Limited)

  

Managing Director,

G.K. Goh Holdings Limited

   Singaporean
     

Teo Ming Kian

250 North Bridge Road

#05-01 Raffles City Tower

Singapore 179101

(Director, Temasek Holdings (Private) Limited)

  

Chairman,

Vertex Venture Holdings Ltd.

   Singaporean
     

Marcus Wallenberg

SE-106 40

Stockholm, Sweden

(Director, Temasek Holdings (Private) Limited)

  

Chairman, Skandinaviska Enskilda Banken,

Saab AB and FAM AB

   Swedish
     

Lien Jown Leam Michael

One Raffles Place

(formerly known as OUB Centre)

#51-00 Singapore 048616

(Director, Temasek Holdings (Private) Limited)

  

Executive Chairman,

Wah Hin and Company Private Limited

   Singaporean
         

Robert Bruce Zoellick

c/o 101 Constitution Avenue, NW

Suite 1000 East

Washington, DC 20001 

(Director, Temasek Holdings (Private) Limited)

  

Board Member,

Laureate Education, Inc.

   American
     

Chin Yoke Choong Bobby

c/o 1 Joo Koon Circle

#13-01 FairPrice Hub

Singapore 629117 

(Director, Temasek Holdings (Private) Limited)

  

Deputy Chairman,

NTUC Enterprise Cooperative Limited

   Singaporean
     

Ng Chee Siong Robert

11th - 12th Floors,

Tsim Sha Tsui Centre,

Salisbury Road,

Tsim Sha Tsui, Kowloon, Hong Kong 

(Director, Temasek Holdings (Private) Limited)

  

Chairman,

Sino Land Company Ltd.

  

Singaporean /

Hong Kong Permanent Resident

     

Peter Robert Voser

Affolternstrasse 44,

8050 Zurich

Switzerland 

(Director, Temasek Holdings (Private) Limited)

  

Chairman,

ABB Ltd

   Swiss
     

Lee Theng Kiat

60B Orchard Road #06-18 Tower 2

The Atrium@Orchard

Singapore 238891 

(Director, Temasek Holdings (Private) Limited)

  

Executive Director & CEO,

Temasek International Pte. Ltd.

   Singaporean
     

Ho Ching

60B Orchard Road #06-18 Tower 2

The Atrium@Orchard

Singapore 238891 

(Executive Director & CEO, Temasek Holdings (Private) Limited)

   Executive Director & CEO, Temasek Holdings (Private) Limited   Singaporean
     

Chia Song Hwee

60B Orchard Road #06-18 Tower 2

The Atrium@Orchard

Singapore 238891 

(President,

Joint Head, Investment Group,

Joint Head, Portfolio Management Group,

Joint Head, Singapore,

Temasek International Pte. Ltd.)

  

President,

Joint Head, Investment Group,

Joint Head, Portfolio Management Group,

Joint Head, Singapore,

Temasek International Pte. Ltd.

   Singaporean
     

Gregory Lynn Curl

60B Orchard Road #06-18 Tower 2

The Atrium@Orchard

Singapore 238891 

(President, Temasek International Pte. Ltd.)

  

President,

Temasek International Pte. Ltd.

   American
     

Dilhan Pillay Sandrasegara

60B Orchard Road #06-18 Tower 2

The Atrium@Orchard

Singapore 238891 

(President,

Joint Head, Enterprise Development Group,

Joint Head, Investment Group,

Joint Head, Singapore,

Head, Americas,

Temasek International Pte. Ltd.)

  

President,

Joint Head, Enterprise Development Group,

Joint Head, Investment Group,

Joint Head, Singapore,

Head, Americas,

Temasek International Pte. Ltd.

   Singaporean
         
     

Syed Fidah Bin Ismail Alsagoff

60B Orchard Road,

#06-18 Tower 2,

The Atrium@Orchard,

Singapore 238891 

(Head, Life Sciences,

Temasek International Pte. Ltd.)

  

Head, Life Sciences,

Temasek International Pte. Ltd.

   Singaporean
     

MichaeI John Buchanan

60B Orchard Road,

#06-18 Tower 2,

The Atrium@Orchard,

Singapore 238891 

(Head, Strategy,

Senior Managing Director,

Portfolio Strategy & Risk Group,

Temasek International Pte. Ltd.)

  

Head, Strategy,

Senior Managing Director,

Portfolio Strategy & Risk Group,

Temasek International Pte. Ltd.

   Australian
     

Chan Wai Ching

60B Orchard Road,

#06-18 Tower 2,

The Atrium@Orchard,

Singapore 238891 

(Joint-Head, Corporate Development Group,

Head, Organisation & People,

Temasek International Pte. Ltd.)

  

Joint-Head, Corporate Development Group,

Head, Organisation & People,

Temasek International Pte. Ltd.

   Singaporean
     

Cheo Hock Kuan

60B Orchard Road,

#06-18 Tower 2,

The Atrium@Orchard,

Singapore 238891 

(Joint Head,

Sustainability & Stewardship Group,

Temasek International Pte. Ltd.)

  

Joint Head, Sustainability & Stewardship

Group,

Temasek International Pte. Ltd.

   Singaporean
     

Luigi Feola

23 King Street

London SW1Y6QY

United Kingdom 

(Senior Managing Director, Europe,

Joint Head, Consumer,

Temasek International (Europe) Limited)

  

Senior Managing Director, Europe,

Joint Head, Consumer,

Temasek International (Europe) Limited

   Italian
     

Heng Chen Seng David

60B Orchard Road #06-18 Tower 2

The Atrium@Orchard

Singapore 238891 

(Joint Head, Consumer

Head, Real Estate,

Joint Head, China,

Head, Japan & Korea

Temasek International Pte. Ltd.)

  

Joint Head, Consumer

Head, Real Estate,

Joint Head, China,

Head, Japan & Korea

Temasek International Pte. Ltd.

   Singaporean
     

Leong Wai Leng

60B Orchard Road #06-18 Tower 2

The Atrium@Orchard

Singapore 238891 

(Chief Financial Officer,

Joint Head, Corporate Development Group,

Temasek Holdings (Private) Limited)

  

Chief Financial Officer,

Joint Head, Corporate Development Group,

Temasek Holdings (Private) Limited

   Singaporean
     

Nagi Adel Hamiyeh

60B Orchard Road #06-18 Tower 2

The Atrium@Orchard

Singapore 238891 

(Joint Head, Enterprise Development Group,

Joint Head, Industrials,

Head, Africa & Middle East,

Temasek International Pte. Ltd.)

  

Joint Head, Enterprise Development Group,

Joint Head, Industrials,

Head, Africa & Middle East,

Temasek International Pte. Ltd.

   Singaporean
         

Neil Garry McGregor

60B Orchard Road #06-18 Tower 2

The Atrium@Orchard

Singapore 238891 

(Head, Energy & Resources,

Head, Australia & New Zealand,

Senior Managing Director, Enterprise Development Group,

Temasek International Pte. Ltd.)

  

Head, Energy & Resources,

Head, Australia & New Zealand,

Senior Managing Director, Enterprise Development Group,

Temasek International Pte. Ltd.

   New Zealander
     

Pek Siok Lan

60B Orchard Road #06-18 Tower 2

The Atrium@Orchard

Singapore 238891 

(General Counsel,

Temasek International Pte. Ltd.)

  

General Counsel,

Temasek International Pte. Ltd.

   Singaporean
     

Png Chin Yee

60B Orchard Road,

#06-18 Tower 2,

The Atrium@Orchard,

Singapore 238891 

(Head, Financial Services,

Senior Managing Director, China,

Temasek International Pte. Ltd.)

  

Head, Financial Services,

Senior Managing Director, China,

Temasek International Pte. Ltd.

   Singaporean
     

Ravi Lambah

60B Orchard Road #06-18 Tower 2

The Atrium@Orchard

Singapore 238891 

(Head, Telecom, Media & Technology,

Joint Head, India,

Temasek International Pte. Ltd.)

  

Head, Telecom, Media & Technology,

Joint Head, India,

Temasek International Pte. Ltd.

   Maltese
     

Rohit Sipahimalani

60B Orchard Road #06-18 Tower 2

The Atrium@Orchard

Singapore 238891 

(Joint Head, Portfolio Strategy & Risk Group,

Joint Head, India,

Temasek International Pte. Ltd.)

  

Joint Head, Portfolio Strategy & Risk Group,

Joint Head, India,

Temasek International Pte. Ltd.

   Singaporean
     

Tan Chong Lee

60B Orchard Road #06-18 Tower 2

The Atrium@Orchard

Singapore 238891 

(Joint Head, Portfolio Management Group,

Head, Europe,

Head, South East Asia,

Temasek International Pte. Ltd.)

  

Joint Head, Portfolio Management Group,

Head, Europe,

Head, South East Asia,

Temasek International Pte. Ltd.

   Singaporean

Teo Juet Sim Juliet

60B Orchard Road,

#06-18 Tower 2,

The Atrium@Orchard,

Singapore 238891 

(Head, Transportation & Logistics,

Senior Managing Director,

Portfolio Management,

Temasek International Pte. Ltd.)

  

Head, Transportation & Logistics,

Senior Managing Director,

Portfolio Management,

Temasek International Pte. Ltd.

   Singaporean
     

Wu Yibing

60B Orchard Road #06-18 Tower 2

The Atrium@Orchard

Singapore 238891 

(Joint Head, Portfolio Strategy & Risk Group

Joint Head, China,

Temasek International Pte. Ltd.)

  

Joint Head, Portfolio Strategy & Risk Group

Joint Head, China,

Temasek International Pte. Ltd.

   American
     

Benoit Louis Marie Francois Valentin

23 King Street

London SW1Y 6QY

United Kingdom 

(Senior Managing Director, Europe,

Joint Head, Industrials,

Temasek International (Europe) Limited

  

Senior Managing Director, Europe,

Joint Head, Industrials,

Temasek International (Europe) Limited

   French

Hu Yee Cheng Robin

60B Orchard Road #06-18 Tower 2

The Atrium@Orchard

Singapore 238891

(Joint Head, Sustainability & Stewardship Group,
Temasek International Pte. Ltd.)

 

   Joint Head, Sustainability & Stewardship Group,
Temasek International Pte. Ltd.		   Singaporean

John Joseph Vaske

375 Park Avenue, 14th Floor

New York, New York 10152

United States of America

(Joint Head, North America,

Temasek International (USA) LLC)

  

Joint Head, North America,

Temasek International (USA) LLC

   American
             

 

The following is a list of the executive officers and directors of Tembusu Capital Pte. Ltd.:

 

         

Name, Business Address, Position

   Principal Occupation   Citizenship
     

Goh Bee Kheng (Grace)

c/o 60B Orchard Road #06-18, Tower 2

The Atrium@Orchard

Singapore 238891

(Director)

  

Managing Director, Finance

Temasek International Pte. Ltd.

   Singaporean
     

Cheong Kok Tim

c/o 60B Orchard Road #06-18, Tower 2

The Atrium@Orchard

Singapore 238891

(Director)

  

Managing Director, Legal & Regulatory,

Temasek International Pte. Ltd.

   Singaporean

The following is a list of the executive officers and directors of Thomson Capital Pte. Ltd.:

 

         

Name, Business Address, Position

   Principal Occupation   Citizenship
     

Cheo Hock Kuan

c/o 60B Orchard Road #06-18, Tower 2

The Atrium@Orchard

Singapore 238891

(Director)

  

Joint Head, Sustainability &

Stewardship Group,

Temasek International Pte. Ltd.

   Singaporean
     

Poy Weng Chuen

c/o 60B Orchard Road #06-18, Tower 2

The Atrium@Orchard

Singapore 238891

(Director)

  

Director – Finance,

Temasek International Pte. Ltd.

   Singaporean

The following is a list of the executive officers and directors of Dahlia Investments Pte. Ltd.:

 

         

Name, Business, Address and

positions

  

Present Principal Occupation

  

Citizenship

     

Poy Weng Chuen

c/o 60B Orchard Road #06-18, Tower 2

The Atrium@Orchard

Singapore 238891

(Director)

  

Director – Finance,

Temasek International Pte. Ltd.

   Singaporean
     

Lee Chee Kong

c/o 60B Orchard Road #06-18, Tower 2

The Atrium@Orchard

Singapore 238891

(Director)

  

Director – Risk Management

Temasek International Pte. Ltd.

   Singaporean