Each such Reporting Person may be deemed to beneficially own the shares of Common Stock (as defined below) beneficially owned by the Blackstone Funds directly or indirectly controlled by it or him, but neither the filing of this Schedule 13G nor any of its contents shall be deemed to constitute an admission that any Reporting Person (other than the Blackstone Funds to the extent they directly hold Common Stock) is the beneficial owner of the Common Stock referred to herein for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended (the “Act”), or for any other purpose and each of the Reporting Persons expressly disclaims beneficial ownership of such shares. The filing of this statement should not be construed to be an admission that any member of the Reporting Persons are members of a “group” for the purposes of Sections 13(d) and 13(g) of the Act.
| Item 2(d). | Title of Class of Securities: |
Common Stock, par value $0.0001 per share (the “Common Stock”).
86771W105
| Item 3. | If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a: |
Not applicable.
| | (a) | Amount beneficially owned: |
Calculations of the percentage of shares of Common Stock beneficially owned assume 197,018,469 shares of Common Stock outstanding upon the closing of the merger on October 8, 2020, as described in the Form S-4/A filed by the Issuer with the Securities and Exchange Commission on September 1, 2020. Each of the Reporting Persons may be deemed to be the beneficial owner of the shares of Common Stock listed on such Reporting Person’s cover page.
As of the date hereof, Blackstone Capital Partners VI L.P. directly holds 12,277,503 shares of Common Stock, Blackstone VNT Co-Invest L.P. directly holds 3,944,216 shares of Common Stock, Blackstone Family Investment Partnership VI L.P. directly holds 6,217 shares of Common Stock, and Blackstone Family Investment Partnership VI-ESC directly holds 74,732 shares of Common Stock.
As of October 8, 2020, Blackstone Capital Partners VI L.P. directly held 18,302,287 shares of Common Stock, Blackstone VNT Co-Invest L.P. directly held 5,879,710 shares of Common Stock, Blackstone Family Investment Partnership VI L.P. directly held 9,267 shares of Common Stock, and Blackstone Family Investment Partnership VI-ESC directly held 111,404 shares of Common Stock.
As of the date hereof, each of the Reporting Persons may be deemed to be the beneficial owner of the percentage of shares of Common Stock listed on such Reporting Person’s cover page.
| | (c) | Number of Shares as to which the Reporting Person has: |
(i) Sole power to vote or to direct the vote:
See each cover page hereof.
(ii) Shared power to vote or to direct the vote:
See each cover page hereof.
(iii) Sole power to dispose or to direct the disposition of:
See each cover page hereof.
(iv) Shared power to dispose or to direct the disposition of:
See each cover page hereof.
