☐
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Rule 13d-1(b)
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☒
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Rule 13d-1(c)
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☐ |
Rule 13d-1(d)
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CUSIP No. 92671V106
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Page 2 of 5
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1
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NAMES OF REPORTING PERSONS
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GIC Private Limited
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)☐
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(b)☐
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Republic of Singapore
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
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18,379,457
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6
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SHARED VOTING POWER
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2,907,960
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7
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SOLE DISPOSITIVE POWER
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18,379,457
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8
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SHARED DISPOSITIVE POWER
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2,907,960
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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21,287,417
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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9.8% (1)
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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CO
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CUSIP No. 92671V106
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Page 3 of 5
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Item 1(a). |
Name of Issuer:
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Item 1(b). |
Address of Issuer’s Principal Executive Offices:
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Item 2(a). |
Name of Person Filing
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Item 2(b). |
Address of Principal Business Office or, if None, Residence:
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Item 2(c). |
Citizenship:
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Item 2(d). |
Title of Class of Securities:
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Item 2(e). |
CUSIP Number:
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Item 3. |
If This Statement is Filed Pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), Check Whether the Person Filing is a:
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Item 4. |
Ownership:
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Reporting
Person
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No. of Securities
Beneficially Owned
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Percent of
Class (3)
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Voting Power
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Dispositive Power
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Sole (1), (2)
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Shared (1), (2)
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Sole (1), (2)
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Shared (1),(2)
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GIC Private Limited
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21,287,417
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9.8%
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18,379,457
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2,907,960
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18,379,457
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2,907,960
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(1) |
GIC is a fund manager and only has 2 clients – the Government of Singapore (“GoS”) and the Monetary Authority of Singapore (“MAS”). Under the investment management agreement with GoS, GIC has been given the
sole discretion to exercise the voting rights attached to, and the disposition of, any shares managed on behalf of GoS. As such, GIC has the sole power to vote and power to dispose of the 18,379,457 securities beneficially owned by it. GIC
shares power to vote and dispose of 2,907,960 securities beneficially owned by it with MAS.
GIC is wholly-owned by the GoS and was set up with the sole purpose of managing Singapore’s foreign reserves. The GoS disclaims
beneficial ownership of such shares
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(2) |
GIC disclaims membership in a group.
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(3) |
Based on 217,076,712 Shares outstanding as of May 31, 2021, according to the Form 10-Q filed by the Issuer with the SEC on June 21, 2021.
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CUSIP No. 92671V106
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Page 4 of 5
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Item 5. |
Ownership of Five Percent or Less of a Class:
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Item 6. |
Ownership of More than Five Percent on Behalf of Another Person:
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Item 7. |
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person:
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Item 8. |
Identification and Classification of Members of the Group:
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Item 9. |
Notice of Dissolution of Group:
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Item 10. |
Certification:
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CUSIP No. 92671V106
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Page 5 of 5
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GIC PRIVATE LIMITED
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By:
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/s/ Celine Loh Sze Ling
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Name:
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Celine Loh Sze Ling
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Title:
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Senior Vice President
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By:
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/s/ Diane Liang Weishan
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Name:
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Diane Liang Weishan
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Title:
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Senior Vice President
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