FORM
3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF
SECURITIES
Filed pursuant to Section 16(a) of the
Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act
of 1940
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OMB APPROVAL |
OMB Number: |
3235-0104 |
Expires: |
December 31, 2014 |
Estimated average burden |
hours per response: |
0.5 |
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1. Name and Address of Reporting Person
*
C/O GTCR, LLC |
300 N. LASALLE SUITE 5600 |
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 11/19/2020
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3. Issuer Name
and
Ticker or Trading Symbol
MARAVAI LIFESCIENCES HOLDINGS, INC.
[
MRVI
]
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X |
Director |
X |
10% Owner |
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Officer (give title below) |
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Other (specify below) |
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5. If Amendment, Date of Original Filed
(Month/Day/Year)
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6. Individual or Joint/Group Filing (Check
Applicable Line)
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Form filed by One Reporting Person |
X |
Form filed by More than One Reporting
Person |
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Table I - Non-Derivative Securities Beneficially Owned |
1. Title of Security (Instr.
4)
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2.
Amount of Securities Beneficially Owned (Instr.
4)
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3. Ownership Form: Direct (D) or Indirect (I) (Instr.
5)
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4. Nature of Indirect Beneficial Ownership (Instr.
5)
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Class A Common Stock
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28,965,664
(1)
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I
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See footnote
(2)
(3)
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Class B Common Stock
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168,654,981
(4)
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I
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See footnote
(5)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivative Security (Instr.
4)
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2. Date Exercisable and Expiration Date
(Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr.
4)
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4. Conversion or Exercise Price of Derivative Security
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5. Ownership Form: Direct (D) or Indirect (I) (Instr.
5)
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6. Nature of Indirect Beneficial Ownership (Instr.
5)
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Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
Common Units
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|
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Class A Common Stock
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216,797,140
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(6)
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I
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See footnote
(7)
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Explanation of Responses: |
Remarks: |
Each of the reporting persons is a director-by-deputization solely for purposes of Section 16 of the Exchange Act.
Exhibit 24.1 - Power of Attorney |
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/s/ Carl Hull, as Chief Executive Officer of Maravai Life Sciences Holdings, LLC |
11/20/2020 |
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** Signature of Reporting Person |
Date |
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/s/ Carl Hull, as Chief Executive Officer of Maravai Life Sciences Holdings 2, LLC |
11/20/2020 |
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** Signature of Reporting Person |
Date |
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/s/ Jeffrey Wright, as Principal of GTCR Investment XI LLC, the GP of GTCR Partners XI/A&C LP, the GP of GTCR Fund XI/C LP |
11/20/2020 |
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** Signature of Reporting Person |
Date |
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/s/ Jeffrey Wright, as Principal of GTCR Investment XI LLC, the GP of GTCR Partners XI/A&C LP |
11/20/2020 |
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** Signature of Reporting Person |
Date |
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/s/ Jeffrey Wright, as Principal of GTCR Investment XI LLC |
11/20/2020 |
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** Signature of Reporting Person |
Date |
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/s/ Jeffrey Wright, as Principal of GTCR Investment XI LLC, the GP of GTCR Partners XI/B LP, the GP of GTCR Fund XI/B LP |
11/20/2020 |
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** Signature of Reporting Person |
Date |
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/s/ Jeffrey Wright, as Principal of GTCR Investment XI LLC, the GP of GTCR Co-Invest XI LP |
11/20/2020 |
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** Signature of Reporting Person |
Date |
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/s/ Jeffrey Wright, as Principal of GTCR Investment XI LLC, the GP of GTCR Partners XI/B LP |
11/20/2020 |
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** Signature of Reporting Person |
Date |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
* If the form is filed by more than one reporting person,
see
Instruction
4
(b)(v). |
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure. |
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |
Exhibit 24.1
November 19, 2020
POWER OF ATTORNEY
FOR SECTION 16 REPORTING OBLIGATIONS
KNOW ALL BY THESE PRESENTS, that the undersigned hereby constitutes and
appoints each of Sean Cunningham, Constantine Mihas, Ben Daverman and Jeffrey
Wright, signing singly, the undersigned's true and lawful attorney-in-fact to:
(i) execute for and on behalf of the undersigned, in the undersigned's capacity
as an officer and/or director and/or owner of greater than 10% of the
outstanding shares of Class A common stock of Maravai LifeSciences Holdings,
Inc., a Delaware corporation (the "Company"), Forms 3, 4 and 5 (including any
amendments, supplements or exhibits thereto) in accordance with Section 16(a) of
the Securities Exchange Act of 1934 and the rules thereunder; (ii) do and
perform any and all acts for and on behalf of the undersigned which may be
necessary or desirable to complete and execute any such Form 3, 4 or 5
(including any amendments, supplements or exhibits thereto) and timely file such
form with the United States Securities and Exchange Commission (the "SEC") and
any stock exchange or similar authority, including the New York Stock Exchange,
and including without limitation the filing of a Form ID or any other documents
necessary or appropriate to enable the undersigned to file the Form 3, 4 and 5
electronically with the SEC; (iii) seek or obtain, as the undersigned's
representative and on the undersigned's behalf, information on transactions in
the Company's securities from any third party, including brokers, employee
benefit plan administrators and trustees, and the undersigned hereby authorizes
any such person to release any such information to each of the undersigned's
attorneys-in-fact appointed by this Power of Attorney and ratifies any such
release of information; and (iv) take any other action of any type whatsoever in
connection with the foregoing which, in the opinion of such attorney-in-fact,
may be of benefit to, in the best interest of, or legally required by, the
undersigned, it being understood that the documents executed by such attorney-
in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be
in such form and shall contain such terms and conditions as such attorney- in-
fact may approve in such attorney-in-fact's discretion.
The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney-in-fact, or such
attorney-in- fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this power of attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in
serving in such capacity at the request of the undersigned, are not assuming,
nor is the Company assuming, any of the undersigned's responsibilities to comply
with Section 16 of the Securities Exchange Act of 1934.
This Power of Attorney shall remain in full force and effect until the
earlier of (i) the date on which the undersigned is no longer required to file
Forms 3, 4 or 5 with respect to the undersigned's holdings of and transactions
in securities issued by the Company; and (ii) the revocation of this Power of
Attorney by the undersigned in a signed writing delivered to each of such
attorneys-in-fact. This Power of Attorney may be filed with the Commission as a
conforming statement of the authority granted herein.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of date first written above.
Signed and acknowledged:
GTCR CO-INVEST XI LP
By: GTCR Investment XI LLC
Its: General Partner
By: /s/ Constantine S. Mihas
---------------------------
Name: Constantine S. Mihas
Title: Principal
GTCR FUND XI/B LP
By: GTCR Partners XI/B LP
Its: General Partner
By: GTCR Investment XI LLC
Its: General Partner
By: /s/ Constantine S. Mihas
---------------------------
Name: Constantine S. Mihas
Title: Principal
GTCR FUND XI/C LP
By: GTCR Partners XI/A&C LP
Its: General Partner
By: GTCR Investment XI LLC
Its: General Partner
By: /s/ Constantine S. Mihas
---------------------------
Name: Constantine S. Mihas
Title: Principal
GTCR PARTNERS XI/B LP
By: GTCR Investment XI LLC
Its: General Partner
By: /s/ Constantine S. Mihas
---------------------------
Name: Constantine S. Mihas
Title: Principal
GTCR PARTNERS XI/A&C LP
By: GTCR Investment XI LLC
Its: General Partner
By: /s/ Constantine S. Mihas
---------------------------
Name: Constantine S. Mihas
Title: Principal
GTCR INVESTMENT XI LLC
By: /s/ Constantine S. Mihas
---------------------------
Name: Constantine S. Mihas
Title: Principal