Form 3 Warburg Pincus Capital For: Mar 04 Filed by: Warburg Pincus (Bermuda) Private Equity GP Ltd.

March 4, 2021 9:45 PM EST

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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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1. Name and Address of Reporting Person *
Warburg Pincus Capital Corp I-B Sponsor, L.P.

(Last) (First) (Middle)
450 LEXINGTON AVENUE

(Street)
NEW YORK NY 10017

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
03/04/2021
3. Issuer Name and Ticker or Trading Symbol
Warburg Pincus Capital Corp I-B [ WPCB ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Class B ordinary shares   (1)   (1) Class A ordinary shares 14,340,000 (2) (1) D (3)  
Explanation of Responses:
1. As described in the issuer's registration statement on Form S-1 (File No. 333-253212) under the heading "Description of Securities-Founder Shares", the Class B ordinary shares, par value $0.0001 (the "Class B Shares"), will automatically convert into Class A ordinary shares, par value $0.0001, of the issuer at the time of the issuer's initial business combination transaction on a one-for-one basis, subject to adjustment for share splits, share capitalizations, reorganizations, recapitalizations and the like, and certain anti-dilution rights and have no expiration date.
2. The Class B Shares owned by the reporting person include up to 1,875,000 shares that are subject to forfeiture to the extent the underwriters of the initial public offering of the issuer's securities do not exercise in full their over-allotment option as described in the issuer's registration statement.
3. The reporting person is controlled by Warburg Pincus Capital Corporation GP LLC ("GP"), its general partner. Warburg Pincus Partners II (Cayman), L.P. ("LP") is the managing member of GP and may be deemed to have or share beneficial ownership of the Class B Shares. Warburg Pincus (Bermuda) Private Equity GP Ltd. is the general partner of LP and may be deemed to have or share beneficial ownership of the Class B Shares.
See signatures included in Exhibit 99.1 03/04/2021
** 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.
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This Statement on Form 3 is filed jointly by Warburg Pincus Capital Corporation
I-B Sponsor, L.P., Warburg Pincus Capital Corporation GP, LLC, Warburg Pincus
Partners II (Cayman), L.P., and Warburg Pincus (Bermuda) Private Equity GP Ltd.
The principal business address of each of these reporting persons is 450
Lexington Avenue, New York, New York 10017.

Name of Designated Filer: Warburg Pincus Capital Corporation I-B Sponsor, L.P.

Date of Event Requiring Statement: March 4, 2021

Issuer Name and Ticker or Trading Symbol: Warburg Pincus Capital Corporation I-B
[WPCB]

WARBURG PINCUS CAPITAL CORPORATION I-B SPONSOR, L.P.

By:     Warburg Pincus Capital Corporation GP LLC, its general partner
By:     Warburg Pincus Partners II (Cayman), L.P., its managing member
By:     Warburg Pincus (Bermuda) Private Equity GP Ltd., its general partner

By:     /s/ Harsha Marti                               March 4, 2021
Name:   Harsha Marti
Title:  Authorised Signatory


WARBURG PINCUS CAPITAL CORPORATION GP LLC

By:     Warburg Pincus Partners II (Cayman), L.P., its managing member
By:     Warburg Pincus (Bermuda) Private Equity GP Ltd., its general partner

By:     /s/ Harsha Marti                               March 4, 2021
Name:   Harsha Marti
Title:  Authorised Signatory


WARBURG PINCUS PARTNERS II (CAYMAN), L.P.

By:     Warburg Pincus (Bermuda) Private Equity GP Ltd., its general partner

By:     /s/ Harsha Marti                               March 4, 2021
Name:   Harsha Marti
Title:  Authorised Signatory


WARBURG PINCUS (BERMUDA) PRIVATE EQUITY GP LTD.

By:     /s/ Harsha Marti                               March 4, 2021
Name:   Harsha Marti
Title:  Authorised Signatory


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