UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):
December 22, 2015
THE GOLDMAN SACHS GROUP, INC.
(Exact name of registrant as specified in its charter)
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| Delaware | | No.001-14965 | | No.13-4019460 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
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200 West Street New York, New York | | 10282 |
| (Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (212) 902-1000
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule14a-12 under the Exchange Act (17 CFR240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| Item 9.01 | Financial Statements and Exhibits. |
Exhibits are filed herewith in connection with (i) the offering by The Goldman Sachs Group, Inc. (the “Company”) of its Debt Securities, Warrants, Purchase Contracts, Units, Preferred Stock and Depositary Shares and Common Stock, from time to time pursuant to the Prospectus dated December 22, 2015 and (ii) the offering by GS Finance Corp. of its Debt Securities, Warrants and Units guaranteed by the Company, from time to time pursuant to the Prospectus dated December 22, 2015, which form a part of the Company’s automatic shelf registration statement on Form S-3 (File No. 333-198735) (as amended, the “Registration Statement”).
(d) Exhibits.
The following exhibits are incorporated by reference into the Registration Statement as exhibits thereto and are filed as part of this Current Report:
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8.1 | | Tax Opinion of Sullivan & Cromwell LLP. |
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8.2 | | Tax Opinion of Sidley Austin LLP — The Goldman Sachs Group, Inc. |
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8.3 | | Tax Opinion of Sidley Austin LLP — GS Finance Corp. |
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23.1 | | Consent of Sullivan & Cromwell LLP (included as part of Exhibit 8.1). |
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23.2 | | Consent of Sidley Austin LLP (included as part of Exhibit 8.2). |
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23.3 | | Consent of Sidley Austin LLP (included as part of Exhibit 8.3). |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| | | | | THE GOLDMAN SACHS GROUP, INC. |
| | | | (Registrant) |
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| Date: December 22, 2015 | | | | By: | | /s/ Kenneth L. Josselyn |
| | | | | | Name: | | Kenneth L. Josselyn |
| | | | | | Title: | | Assistant Secretary |
