0000769993-19-000383.txt : 20190523 0000769993-19-000383.hdr.sgml : 20190523 20190523213631 ACCESSION NUMBER: 0000769993-19-000383 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20190521 FILED AS OF DATE: 20190523 DATE AS OF CHANGE: 20190523 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: 19851924 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: 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: 19851925 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: 19851926 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: 19851927 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: 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: 19851928 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 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: 19851929 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 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: 19851930 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 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: 19851931 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 GROUP INC/ DATE OF NAME CHANGE: 20010104 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: 19851932 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 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Avantor, Inc. CENTRAL INDEX KEY: 0001722482 STANDARD INDUSTRIAL CLASSIFICATION: LABORATORY ANALYTICAL INSTRUMENTS [3826] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: BUILDING ONE, SUITE 200 STREET 2: 100 MATSONFORD ROAD CITY: RADNOR STATE: PA ZIP: 19087 BUSINESS PHONE: (610) 386-1700 MAIL ADDRESS: STREET 1: BUILDING ONE, SUITE 200 STREET 2: 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 ownershipdoc05192019012327.xml X0306 4 2019-05-21-04:00 false 0001722482 Avantor, Inc. AVTR 0000769993 GOLDMAN SACHS & CO. LLC 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 0001698770 StoneBridge 2017 Offshore, L.P. 200 WEST STREET NEW YORK NY 10282-2198 false false true false 0001698772 StoneBridge 2017, L.P. 200 WEST STREET NEW YORK NY 10282-2198 false false true false 0001729503 StoneBridge 2018 Offshore, 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 0001708241 VWR Partners, L.P. 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 0001615636 Bridge Street Opportunity Advisors, L.L.C. 200 WEST STREET NEW YORK NY 10282 false false true false Common Stock, par value $0.01 per share 2019-05-21-04:00 4 C false 66471429 A 66471429 I See Footnotes Common Stock, par value $0.01 per share 2019-05-21-04:00 4 A false 5000000 A 71471429 I See Footnotes Warrants 2019-05-21-04:00 4 A false 1133920 A Common Stock 1133920 1133920 I See Footnotes This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co., LLC ("Goldman Sachs"), StoneBridge 2017, L.P., ("StoneBridge 2017") StoneBridge 2017 Offshore, L.P. ("StoneBridge 2017 Offshore"), Broad Street Principal Investments, L.L.C. ("BSPI"), VWR Partners, L.P. ("VWR"), StoneBridge 2018, L.P. ("StoneBridge 2018"), StoneBridge 2018 Offshore, L.P. ("StoneBridge 2018 Offshore")and Bridge Street Opportunity Advisors L.L.C. ("Bridge Street") (together, the "Reporting Persons"). Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 71,471,429 shares of Common Stock, $0.01 par value per share ("Common Stock"), of Avantor, Inc. (the "Issuer") by reason of the direct beneficial ownership of such shares by BSPI, StoneBridge 2017, StoneBridge 2017 Offshore, VWR, StoneBridge 2018, StoneBridge 2018 Offshore and Bridge Street (together, the "GS Entities") because affiliates of Goldman Sachs and GS Group are the general partner, managing limited partner, managing general partner, managing partner, managing member or member of each of the GS Funds. Goldman Sachs is a wholly-owned subsidiary of GS Group. Goldman Sachs is the investment manager of certain of the GS Entities. Each of the Reporting Persons held shares of Junior Convertible Preferred Stock (the "Junior Convertible Preferred") of the Issuer prior to the initial public offering of the Common Stock (the "IPO"). The Junior Convertible Preferred by its terms, automatically converted into Common Stock upon the closing of the Issuer's IPO. The number of shares of common stock received upon conversion of the Existing Junior Convertible Preferred Stock was based on the aggregate liquidation preference of such stock divided by the initial public offering price of $14.00 per share. Specifically on May 21, 2019, (i) 26,576,786 shares of Junior Convertible Preferred beneficially owned by BSPI were automatically converted into 26,576,786 shares of Common Stock; (ii)806,025 shares of Junior Convertible Preferred beneficially owned by StoneBridge 2017 were automatically converted into 806,025 shares of Common Stock; (iii)372,546 shares of Junior Convertible Preferred beneficially owned by StoneBridge 2017 Offshore were automatically converted into 372,546 shares of Common Stock; (iv) 35,769,643 shares of Junior Convertible Preferred beneficially owned by VWR were automatically converted into 35,769,643 shares of Common Stock; (v)2,074,050 shares of Junior Convertible Preferred beneficially owned by StoneBridge 2018 were automatically converted into 2,074,050 shares of Common Stock;and (vi) 872,379 shares of Junior Convertible Preferred beneficially owned by StoneBridge 2018 Offshore were automatically converted into 872,379 shares of Common Stock. BSPI acquired 5,000,000 shares of Common Stock at a price of $14 per share during the IPO out of which 502,788 shares and 211,498 shares were subsequently transferred to StoneBridge 2018 and StoneBridge 2018 Offshore respectively on May 21, 2019. As of May 23, 2019, the Reporting Persons collectively hold 1,133,920 shares of warrants that can be exercised on a one-for-one basis. Specifically, (i)1,080,595 shares of warrants are held by BSPI; (ii) 36,475 shares of warrants are held by StoneBridge 2017; and (iii) 16,850 shares of warrants are held by StoneBridge 2017 Offshore. 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/Jennifer Lee 2019-05-23-04:00 /s/Jennifer Lee 2019-05-23-04:00 /s/Jennifer Lee 2019-05-23-04:00 /s/Jennifer Lee 2019-05-23-04:00 /s/Jennifer Lee 2019-05-23-04:00 /s/Jennifer Lee 2019-05-23-04:00 /s/Jennifer Lee 2019-05-23-04:00 /s/Jennifer Lee 2019-05-23-04:00 /s/Jennifer Lee 2019-05-23-04:00 EX-24 2 bridgestreet05232019.txt

POWER OF ATTORNEY

KNOW ALL PERSONS BY THESE PRESENTS that
BRIDGE STREET OPPORTUNITY ADVISORS, L.L.C. (the "Company")
does hereby make, constitute and appoint each of
Yvette Kosic, Jamison Yardley, Jennifer Lee and
Jess J. Morrison, 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)
March 15, 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 March 15, 2019.

BRIDGE STREET OPPORTUNITY ADVISORS, L.L.C.

By: /s/ William Y. Eng
Name: William Y. Eng
Title: Vice President