SECURITIES AND EXCHANGE COMMISSION
SCHEDULE 13D
Under the Securities Exchange Act of 1934
If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box: o
CUSIP No. |
87611X105 |
1 | NAME OF REPORTING PERSON Warburg Pincus Private Equity VIII, L.P. |
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2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
||||||||||
(a) o | |||||||||||
(b) þ | |||||||||||
3 | SEC USE ONLY | ||||||||||
4 | SOURCE OF FUNDS | ||||||||||
N/A (see Item 3) | |||||||||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) | ||||||||||
o | |||||||||||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||||||||
Delaware | |||||||||||
7 | SOLE VOTING POWER | ||||||||||
NUMBER OF | 0 Common Units | ||||||||||
SHARES | 8 | SHARED VOTING POWER (1)(2) | |||||||||
BENEFICIALLY | |||||||||||
OWNED BY | 10,092,818 Common Units | ||||||||||
EACH | 9 | SOLE DISPOSITIVE POWER | |||||||||
REPORTING | |||||||||||
PERSON | 0 Common Units | ||||||||||
WITH | 10 | SHARED DISPOSITIVE POWER (1)(2) | |||||||||
10,092,818 Common Units | |||||||||||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON (1)(2) | ||||||||||
10,092,818 Common Units | |||||||||||
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | ||||||||||
o | |||||||||||
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)(3) | ||||||||||
16.4% of Common Units | |||||||||||
14 | TYPE OF REPORTING PERSON | ||||||||||
PN |
CUSIP No. |
87611X105 |
1 | NAME OF REPORTING PERSON Warburg Pincus Private Equity IX, L.P. |
||||||||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
||||||||||
(a) o | |||||||||||
(b) þ | |||||||||||
3 | SEC USE ONLY | ||||||||||
4 | SOURCE OF FUNDS | ||||||||||
N/A (see Item 3) | |||||||||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) | ||||||||||
o | |||||||||||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||||||||
Delaware | |||||||||||
7 | SOLE VOTING POWER | ||||||||||
NUMBER OF | 0 Common Units | ||||||||||
SHARES | 8 | SHARED VOTING POWER (1)(2) | |||||||||
BENEFICIALLY | |||||||||||
OWNED BY | 5,671,077 Common Units | ||||||||||
EACH | 9 | SOLE DISPOSITIVE POWER | |||||||||
REPORTING | |||||||||||
PERSON | 0 Common Units | ||||||||||
WITH | 10 | SHARED DISPOSITIVE POWER (1)(2) | |||||||||
5,671,077 Common Units | |||||||||||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON (1)(2) | ||||||||||
5,671,077 Common Units | |||||||||||
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | ||||||||||
o | |||||||||||
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)(3) | ||||||||||
9.2% of Common Units | |||||||||||
14 | TYPE OF REPORTING PERSON | ||||||||||
PN |
CUSIP No. |
87611X105 |
1 | NAME OF REPORTING PERSON Warburg Pincus IX, LLC |
||||||||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
||||||||||
(a) o | |||||||||||
(b) þ | |||||||||||
3 | SEC USE ONLY | ||||||||||
4 | SOURCE OF FUNDS | ||||||||||
N/A (see Item 3) | |||||||||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) | ||||||||||
o | |||||||||||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||||||||
New York | |||||||||||
7 | SOLE VOTING POWER | ||||||||||
NUMBER OF | 0 Common Units | ||||||||||
SHARES | 8 | SHARED VOTING POWER (1)(2) | |||||||||
BENEFICIALLY | |||||||||||
OWNED BY | 5,671,077 Common Units | ||||||||||
EACH | 9 | SOLE DISPOSITIVE POWER | |||||||||
REPORTING | |||||||||||
PERSON | 0 Common Units | ||||||||||
WITH | 10 | SHARED DISPOSITIVE POWER (1)(2) | |||||||||
5,671,077 Common Units | |||||||||||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON (1)(2) | ||||||||||
5,671,077 Common Units | |||||||||||
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | ||||||||||
o | |||||||||||
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)(3) | ||||||||||
9.2% of Common Units | |||||||||||
14 | TYPE OF REPORTING PERSON | ||||||||||
OO |
CUSIP No. |
87611X105 |
1 | NAME OF REPORTING PERSON Warburg Pincus Partners, LLC |
||||||||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
||||||||||
(a) o | |||||||||||
(b) þ | |||||||||||
3 | SEC USE ONLY | ||||||||||
4 | SOURCE OF FUNDS | ||||||||||
N/A (see Item 3) | |||||||||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) | ||||||||||
o | |||||||||||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||||||||
New York | |||||||||||
7 | SOLE VOTING POWER | ||||||||||
NUMBER OF | 0 Common Units | ||||||||||
SHARES | 8 | SHARED VOTING POWER (1)(2) | |||||||||
BENEFICIALLY | |||||||||||
OWNED BY | 15,763,895 Common Units | ||||||||||
EACH | 9 | SOLE DISPOSITIVE POWER | |||||||||
REPORTING | |||||||||||
PERSON | 0 Common Units | ||||||||||
WITH | 10 | SHARED DISPOSITIVE POWER (1)(2) | |||||||||
15,763,895 Common Units | |||||||||||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON (1)(2) | ||||||||||
15,763,895 Common Units | |||||||||||
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | ||||||||||
o | |||||||||||
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)(3) | ||||||||||
25.6% of Common Units | |||||||||||
14 | TYPE OF REPORTING PERSON | ||||||||||
OO |
CUSIP No. |
87611X105 |
1 | NAME OF REPORTING PERSON Warburg Pincus & Co. |
||||||||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
||||||||||
(a) o | |||||||||||
(b) þ | |||||||||||
3 | SEC USE ONLY | ||||||||||
4 | SOURCE OF FUNDS | ||||||||||
N/A (see Item 3) | |||||||||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) | ||||||||||
o | |||||||||||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||||||||
New York | |||||||||||
7 | SOLE VOTING POWER | ||||||||||
NUMBER OF | 0 Common Units | ||||||||||
SHARES | 8 | SHARED VOTING POWER (1)(2) | |||||||||
BENEFICIALLY | |||||||||||
OWNED BY | 15,763,895 Common Units | ||||||||||
EACH | 9 | SOLE DISPOSITIVE POWER | |||||||||
REPORTING | |||||||||||
PERSON | 0 Common Units | ||||||||||
WITH | 10 | SHARED DISPOSITIVE POWER (1)(2) | |||||||||
15,763,895 Common Units | |||||||||||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON (1)(2) | ||||||||||
15,763,895 Common Units | |||||||||||
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | ||||||||||
o | |||||||||||
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)(3) | ||||||||||
25.6% of Common Units | |||||||||||
14 | TYPE OF REPORTING PERSON | ||||||||||
PN |
CUSIP No. |
87611X105 |
1 | NAME OF REPORTING PERSON Warburg Pincus LLC |
||||||||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
||||||||||
(a) o | |||||||||||
(b) þ | |||||||||||
3 | SEC USE ONLY | ||||||||||
4 | SOURCE OF FUNDS | ||||||||||
N/A (see Item 3) | |||||||||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) | ||||||||||
o | |||||||||||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||||||||
New York | |||||||||||
7 | SOLE VOTING POWER | ||||||||||
NUMBER OF | 0 Common Units | ||||||||||
SHARES | 8 | SHARED VOTING POWER (1)(2) | |||||||||
BENEFICIALLY | |||||||||||
OWNED BY | 15,763,895 Common Units | ||||||||||
EACH | 9 | SOLE DISPOSITIVE POWER | |||||||||
REPORTING | |||||||||||
PERSON | 0 Common Units | ||||||||||
WITH | 10 | SHARED DISPOSITIVE POWER (1)(2) | |||||||||
15,763,895 Common Units | |||||||||||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON (1)(2) | ||||||||||
15,763,895 Common Units | |||||||||||
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | ||||||||||
o | |||||||||||
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)(3) | ||||||||||
25.6% of Common Units | |||||||||||
14 | TYPE OF REPORTING PERSON | ||||||||||
OO |
CUSIP No. |
87611X105 |
1 | NAME OF REPORTING PERSON Charles R. Kaye |
||||||||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
||||||||||
(a) o | |||||||||||
(b) þ | |||||||||||
3 | SEC USE ONLY | ||||||||||
4 | SOURCE OF FUNDS | ||||||||||
N/A (see Item 3) | |||||||||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) | ||||||||||
o | |||||||||||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||||||||
United States of America | |||||||||||
7 | SOLE VOTING POWER | ||||||||||
NUMBER OF | 0 Common Units | ||||||||||
SHARES | 8 | SHARED VOTING POWER (1)(2) | |||||||||
BENEFICIALLY | |||||||||||
OWNED BY | 15,763,895 Common Units | ||||||||||
EACH | 9 | SOLE DISPOSITIVE POWER | |||||||||
REPORTING | |||||||||||
PERSON | 0 Common Units | ||||||||||
WITH | 10 | SHARED DISPOSITIVE POWER (1)(2) | |||||||||
15,763,895 Common Units | |||||||||||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON (1)(2) | ||||||||||
15,763,895 Common Units | |||||||||||
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | ||||||||||
o | |||||||||||
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)(3) | ||||||||||
25.6% of Common Units | |||||||||||
14 | TYPE OF REPORTING PERSON | ||||||||||
IN |
CUSIP No. |
87611X105 |
1 | NAME OF REPORTING PERSON Joseph P. Landy |
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2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
||||||||||
(a) o | |||||||||||
(b) þ | |||||||||||
3 | SEC USE ONLY | ||||||||||
4 | SOURCE OF FUNDS | ||||||||||
N/A (see Item 3) | |||||||||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) | ||||||||||
o | |||||||||||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||||||||
United States of America | |||||||||||
7 | SOLE VOTING POWER | ||||||||||
NUMBER OF | 0 Common Units | ||||||||||
SHARES | 8 | SHARED VOTING POWER (1)(2) | |||||||||
BENEFICIALLY | |||||||||||
OWNED BY | 15,763,895 Common Units | ||||||||||
EACH | 9 | SOLE DISPOSITIVE POWER | |||||||||
REPORTING | |||||||||||
PERSON | 0 Common Units | ||||||||||
WITH | 10 | SHARED DISPOSITIVE POWER (1)(2) | |||||||||
15,763,895 Common Units | |||||||||||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON (1)(2) | ||||||||||
15,763,895 Common Units | |||||||||||
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | ||||||||||
o | |||||||||||
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)(3) | ||||||||||
25.6% of Common Units | |||||||||||
14 | TYPE OF REPORTING PERSON | ||||||||||
IN |
11
12
(a) | (1) | GP Inc. is the record and beneficial owner of an aggregate of 9,626,129 Common Units. These holdings represent approximately 15.6% of the outstanding Common Units. LP Inc. is the record and beneficial owner of an aggregate of 10,429,717 Common Units. These holdings represent approximately 16.9% of the outstanding Common Units. |
(2) | Due to their respective relationships with the Funds and each other, as of September 24, 2009, each of the Warburg Pincus Reporting Persons may be deemed to beneficially own, in the aggregate, 15,763,895 Common Units, representing approximately 25.6% of the outstanding Common Units. | ||
(3) | Please see the information in Items 7 through 11 of the cover pages hereto for the aggregate number and percentage of Common Units that the Warburg Pincus Reporting Persons may be deemed to beneficially own. WP VIII may be deemed to share dispositive and voting power with respect to 10,092,818 Common Units, representing approximately 16.4% of the outstanding Common Units. WP IX and WP IX LLC may be deemed to share dispositive and voting power with respect to 5,671,077 Common Units, representing approximately 9.2% of the outstanding Common Units. WP Partners, WP, WP LLC and Messrs. Kaye and Landy may be deemed to share dispositive and voting power with respect to 15,763,895 Common Units, representing approximately 25.6% of the outstanding Common Units. |
13
Exhibit 2.1: | Purchase and Sale Agreement, dated as of July 27, 2009, by and between Targa GP, Inc., Targa LP Inc. and Targa Resources Partners LP (incorporated by |
14
reference to Exhibit 2.1 to Targa Resources Partners LPs Current Report on Form 8-K filed July 29, 2009 (File No. 1-33303)). | ||
Exhibit 4.1: | First Amended and Restated Limited Partnership Agreement of Targa Resources Partners LP, dated as of February 14, 2007 (incorporated by reference to Exhibit 3.1 to Targa Resources Partners LPs Current Report on Form 8-K filed February 16, 2007 (File No. 1-33303)). | |
Exhibit 4.2: | Amendment No. 1, dated May 13, 2008, to the First Amended and Restated Limited Partnership Agreement of Targa Resources Partners LP (incorporated by reference to Exhibit 3.5 to Targa Resources Partners LPs Quarterly Report on Form 10-Q filed May 14, 2008 (File No. 1-33303)). | |
Exhibit 99.1: | Joint Filing Agreement among the parties regarding filing of Schedule 13D, dated September 28, 2009 .. |
15
Dated: September 28, 2009 | WARBURG PINCUS PRIVATE EQUITY VIII, L.P.* |
|||
By: | Warburg Pincus Partners, LLC, | |||
its General Partner | ||||
By: | Warburg Pincus & Co., | |||
its Managing Member | ||||
By: | /s/ Scott A. Arenare | |||
Name: | Scott A. Arenare | |||
Title: | Partner |
WARBURG PINCUS PRIVATE EQUITY IX, L.P.* |
||||
By: | Warburg Pincus IX, LLC, | |||
its General Partner | ||||
By: | Warburg Pincus Partners, LLC, | |||
its Sole Member | ||||
By: | Warburg Pincus & Co., | |||
its Managing Member | ||||
By: | /s/ Scott A. Arenare | |||
Name: | Scott A. Arenare | |||
Title: | Partner |
WARBURG PINCUS PARTNERS, LLC* |
||||
By: | Warburg Pincus & Co., | |||
its Managing Member | ||||
By: | /s/ Scott A. Arenare | |||
Name: | Scott A. Arenare | |||
Title: | Partner |
WARBURG PINCUS IX, LLC* |
||||
By: | Warburg Pincus Partners, LLC, | |||
its Sole Member | ||||
16
By: | Warburg Pincus & Co., | |||
its Managing Member | ||||
By: | /s/ Scott A. Arenare | |||
Name: | Scott A. Arenare | |||
Title: | Partner | |||
WARBURG PINCUS & CO.* |
||||
By: | /s/ Scott A. Arenare | |||
Name: | Scott A. Arenare | |||
Title: | Partner | |||
WARBURG PINCUS LLC* |
||||
By: | /s/ Scott A. Arenare | |||
Name: | Scott A. Arenare | |||
Title: | Managing Director | |||
By: | /s/ Scott A. Arenare | |||
Name: | Scott A. Arenare | |||
By: | Scott A. Arenare, Attorney-in-fact** | |||
By: | /s/ Scott A. Arenare | |||
Name: | Scott A. Arenare | |||
By: | Scott A. Arenare, Attorney-in-fact** | |||
* | The agreement among WP VIII, WP IX, WP PARTNERS, WP IX LLC, WP, WP LLC and Messrs. Kaye and Landy to file jointly is attached as Exhibit A. | |
** | Power of Attorney given by Messrs. Kaye and Landy was previously filed with the SEC on March 2, 2006 as an exhibit to a Schedule 13D filed by Building Products, LLC with respect to Builders FirstSource, Inc. |
17
Exhibit 2.1:
|
Purchase and Sale Agreement, dated as of July 27, 2009, by and between Targa GP, Inc., Targa LP Inc. and Targa Resources Partners LP (incorporated by reference to Exhibit 2.1 to Targa Resources Partners LPs Current Report on Form 8-K filed July 29, 2009 (File No. 1-33303)). | |
Exhibit 4.1:
|
First Amended and Restated Limited Partnership Agreement of Targa Resources Partners LP, dated as of February 14, 2007 (incorporated by reference to Exhibit 3.1 to Targa Resources Partners LPs Current Report on Form 8-K filed February 16, 2007 (File No. 1-33303)). | |
Exhibit 4.2:
|
Amendment No. 1, dated May 13, 2008, to the First Amended and Restated Limited Partnership Agreement of Targa Resources Partners LP (incorporated by reference to Exhibit 3.5 to Targa Resources Partners LPs Quarterly Report on Form 10-Q filed May 14, 2008 (File No. 1-33303)). | |
Exhibit 99.1:
|
Joint Filing Agreement among the parties regarding filing of Schedule 13D, dated September 28, 2009. |
18
PRESENT PRINCIPAL OCCUPATION IN ADDITION | ||
TO POSITION WITH WP, AND POSITIONS | ||
NAME | WITH THE REPORTING ENTITIES | |
Scott A. Arenare
|
Partner of WP; Member and Managing Director of WP LLC | |
David Barr
|
Partner of WP; Member and Managing Director of WP LLC | |
Alain J.P. Belda
|
Partner of WP; Member and Managing Director of WP LLC | |
Alexander Berzofsky
|
Partner of WP; Member and Managing Director of WP LLC | |
Sean D. Carney
|
Partner of WP; Member and Managing Director of WP LLC | |
Mark Colodny
|
Partner of WP; Member and Managing Director of WP LLC | |
David A. Coulter
|
Partner of WP; Member and Managing Director of WP LLC | |
Timothy J. Curt
|
Partner of WP; Member and Managing Director of WP LLC | |
Cary J. Davis
|
Partner of WP; Member and Managing Director of WP LLC | |
Steven Glenn
|
Partner of WP; Member and Managing Director of WP LLC | |
Michael Graff
|
Partner of WP; Member and Managing Director of WP LLC | |
Patrick T. Hackett
|
Partner of WP; Member and Managing Director of WP LLC | |
E. Davisson Hardman
|
Partner of WP; Managing Director of WP LLC | |
Jeffrey A. Harris
|
Partner of WP; Member and Managing Director of WP LLC | |
In Seon Hwang
|
Partner of WP; Member and Managing Director of WP LLC | |
William H. Janeway
|
Partner of WP; Member and Senior Advisor of WP LLC | |
Chansoo Joung
|
Partner of WP; Member and Managing Director of WP LLC | |
Peter R. Kagan
|
Partner of WP; Member and Managing Director of WP LLC | |
Charles R. Kaye
|
Managing General Partner of WP; Managing Member and Co-President of WP LLC | |
Henry Kressel
|
Partner of WP; Member and Managing Director of WP LLC | |
David Krieger
|
Partner of WP; Member and Managing Director of WP LLC | |
Kevin Kruse
|
Partner of WP; Member and Managing Director of WP LLC | |
Joseph P. Landy
|
Managing General Partner of WP; Managing Member and Co-President of WP LLC | |
Kewsong Lee
|
Partner of WP; Member and Managing Director of WP LLC | |
Jonathan S. Leff
|
Partner of WP; Member and Managing Director of WP LLC | |
Michael Martin
|
Partner of WP; Member and Managing Director of WP LLC | |
James Neary
|
Partner of WP; Member and Managing Director of WP LLC | |
Dalip Pathak
|
Partner of WP; Member and Managing Director of WP LLC | |
Michael F. Profenius
|
Partner of WP; Managing Director of WP LLC | |
Justin Sadrian
|
Partner of WP; Member and Managing Director of WP LLC | |
Henry B. Schacht
|
Partner of WP; Member and Senior Advisor of WP LLC | |
Steven G. Schneider
|
Partner of WP; Member and Managing Director of WP LLC | |
Patrick Severson
|
Partner of WP; Member and Managing Director of WP LLC | |
John Shearburn
|
Partner of WP; Member and Managing Director of WP LLC | |
Barry Taylor
|
Partner of WP; Member and Managing Director of WP LLC | |
Christopher H. Turner
|
Partner of WP; Member and Managing Director of WP LLC | |
John L. Vogelstein
|
Partner of WP; Member and Senior Advisor of WP LLC | |
Elizabeth H. Weatherman
|
Partner of WP; Member and Managing Director of WP LLC |
PRESENT PRINCIPAL OCCUPATION IN ADDITION | ||
TO POSITION WITH WP, AND POSITIONS | ||
NAME | WITH THE REPORTING ENTITIES | |
Rosanne Zimmerman
|
Partner of WP; Member and Managing Director of WP LLC | |
Pincus & Company LLC*
|
||
WP & Co. Partners, L.P.** |
||
Warburg Pincus Principal
Partnership, L.P.*** |
||
Warburg Pincus Real
Estate Principal
Partnership, L.P.***
|
||
Warburg Pincus 2006 Limited Partnership*** |
||
Warburg Pincus 2007 Limited Partnership*** |
* | New York limited liability company; primary activity is ownership interest in WP and WP LLC | |
** | New York limited partnership; primary activity is ownership interest in WP | |
*** | Delaware limited partnership; primary activity is ownership interest in WP |
20
PRESENT PRINCIPAL OCCUPATION IN ADDITION | ||
TO POSITION WITH WP LLC, AND POSITIONS | ||
NAME | WITH THE REPORTING ENTITIES | |
Scott A. Arenare
|
Member and Managing Director of WP LLC; Partner of WP | |
David Barr
|
Member and Managing Director of WP LLC; Partner of WP | |
Alain J.P. Belda
|
Member and Managing Director of WP LLC; Partner of WP | |
Alexander Berzofsky
|
Member and Managing Director of WP LLC; Partner of WP | |
Sean D. Carney
|
Member and Managing Director of WP LLC; Partner of WP | |
Julian Cheng (1)
|
Member and Managing Director of WP LLC | |
Stephen John Coates (2)
|
Member and Managing Director of WP LLC | |
Mark Colodny
|
Member and Managing Director of WP LLC; Partner of WP | |
David A. Coulter
|
Member and Managing Director of WP LLC; Partner of WP | |
Timothy J. Curt
|
Member and Managing Director of WP LLC; Partner of WP | |
Cary J. Davis
|
Member and Managing Director of WP LLC; Partner of WP | |
Martin D. Dunnett (2)
|
Member and Managing Director of WP LLC | |
Robert Feuer (3)
|
Member and Managing Director of WP LLC | |
Rajiv Ghatalia (1)
|
Member and Managing Director of WP LLC | |
Steven Glenn
|
Member and Managing Director of WP LLC; Partner of WP | |
Michael Graff
|
Member and Managing Director of WP LLC; Partner of WP | |
Patrick T. Hackett
|
Member and Managing Director of WP LLC; Partner of WP | |
Jeffrey A. Harris
|
Member and Managing Director of WP LLC; Partner of WP | |
In Seon Hwang
|
Member and Managing Director of WP LLC; Partner of WP | |
William H. Janeway
|
Member and Senior Advisor of WP LLC; Partner of WP | |
Chansoo Joung
|
Member and Managing Director of WP LLC; Partner of WP | |
Peter R. Kagan
|
Member and Managing Director of WP LLC; Partner of WP | |
Charles R. Kaye
|
Managing Member and Co-President of WP LLC; Managing General Partner of WP | |
Rajesh Khanna (4)
|
Member and Managing Director of WP LLC | |
Henry Kressel
|
Member and Managing Director of WP LLC; Partner of WP | |
David Krieger
|
Member and Managing Director of WP LLC; Partner of WP | |
Kevin Kruse
|
Member and Managing Director of WP LLC; Partner of WP | |
Joseph P. Landy
|
Managing Member and Co-President of WP LLC; Managing General Partner of WP | |
Kewsong Lee
|
Member and Managing Director of WP LLC; Partner of WP | |
Jonathan S. Leff
|
Member and Managing Director of WP LLC; Partner of WP | |
David Li (1)
|
Member and Managing Director of WP LLC | |
Vishal Mahadevia (4)
|
Member and Managing Director of WP LLC | |
Niten Malhan (4)
|
Member and Managing Director of WP LLC | |
Michael Martin
|
Member and Managing Director of WP LLC; Partner of WP | |
Luca Molinari (5)
|
Member and Managing Director of WP LLC | |
James Neary
|
Member and Managing Director of WP LLC; Partner of WP | |
Dalip Pathak
|
Member and Managing Director of WP LLC; Partner of WP | |
Leo Puri (4)
|
Member and Managing Director of WP LLC | |
Justin Sadrian
|
Member and Managing Director of WP LLC; Partner of WP | |
Adarsh Sarma (4)
|
Member and Managing Director of WP LLC | |
Henry B. Schacht
|
Member and Senior Advisor of WP LLC; Partner of WP | |
Steven G. Schneider
|
Member and Managing Director of WP LLC; Partner of WP | |
Joseph C. Schull (6)
|
Member and Managing Director of WP LLC | |
Patrick Severson
|
Member and Managing Director of WP LLC; Partner of WP | |
John Shearburn
|
Member and Managing Director of WP LLC; Partner of WP |
21
PRESENT PRINCIPAL OCCUPATION IN ADDITION | ||
TO POSITION WITH WP LLC, AND POSITIONS | ||
NAME | WITH THE REPORTING ENTITIES | |
Chang Q. Sun (1)
|
Member and Managing Director of WP LLC | |
Barry Taylor
|
Member and Managing Director of WP LLC; Partner of WP | |
Christopher H. Turner
|
Member and Managing Director of WP LLC; Partner of WP | |
Simon Turton (2)
|
Member and Managing Director of WP LLC | |
John L. Vogelstein
|
Member and Senior Advisor of WP LLC; Partner of WP | |
Elizabeth H. Weatherman
|
Member and Managing Director of WP LLC; Partner of WP | |
Peter Wilson (2)
|
Member and Managing Director of WP LLC | |
Jeremy S. Young (2)
|
Member and Managing Director of WP LLC | |
Rosanne Zimmerman
|
Member and Managing Director of WP LLC; Partner of WP | |
Pincus & Company LLC* |
(1) | Citizen of Hong Kong | |
(2) | Citizen of United Kingdom | |
(3) | Citizen of Hungary | |
(4) | Citizen of India | |
(5) | Citizen of Italy | |
(6) | Citizen of Canada | |
* | New York limited liability company; primary activity is ownership interest in WP and WP LLC |
22
Dated: September 28, 2009 | WARBURG PINCUS PRIVATE EQUITY VIII, L.P. |
|||
By: | Warburg Pincus Partners, LLC, | |||
its General Partner | ||||
By: | Warburg Pincus & Co., | |||
its Managing Member | ||||
By: | /s/ Scott A. Arenare | |||
Name: | Scott A. Arenare | |||
Title: | Partner | |||
WARBURG PINCUS PRIVATE EQUITY IX, L.P. |
||||
By: | Warburg Pincus IX, LLC, | |||
its General Partner | ||||
By: | Warburg Pincus Partners, LLC, | |||
its Sole Member | ||||
By: | Warburg Pincus & Co., | |||
its Managing Member | ||||
By: | /s/ Scott A. Arenare | |||
Name: | Scott A. Arenare | |||
Title: | Partner | |||
WARBURG PINCUS PARTNERS, LLC |
||||
By: | Warburg Pincus & Co., | |||
its Managing Member | ||||
By: | /s/ Scott A. Arenare | |||
Name: | Scott A. Arenare | |||
Title: | Partner | |||
WARBURG PINCUS IX, LLC |
||||
By: | Warburg Pincus Partners, LLC, | |||
its Sole Member | ||||
By: | Warburg Pincus & Co., | |||
its Managing Member | ||||
By: | /s/ Scott A. Arenare | |||
Name: | Scott A. Arenare | |||
Title: | Partner | |||
WARBURG PINCUS & CO. |
||||
By: | /s/ Scott A. Arenare | |||
Name: | Scott A. Arenare | |||
Title: | Partner | |||
WARBURG PINCUS LLC |
||||
By: | /s/ Scott A. Arenare | |||
Name: | Scott A. Arenare | |||
Title: | Managing Director | |||
By: | /s/ Scott A. Arenare | |||
Name: | Charles R. Kaye | |||
By: Scott A. Arenare, Attorney-in-fact* | ||||
By: | /s/ Scott A. Arenare | |||
Name: | Joseph P. Landy | |||
By: Scott A. Arenare, Attorney-in-fact* | ||||
* | Power of Attorney given by Messrs. Kaye and Landy was previously filed with the SEC on March 2, 2006 as an exhibit to a Schedule 13D filed by Building Products, LLC with respect to Builders FirstSource, Inc. and is incorporated herein by reference. |
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