Initial Statement of Beneficial Ownership (3)
28 February 2023 - 8:52AM
Edgar (US Regulatory)
FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0104
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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
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Quotient Holdings GP, LLC |
2. Date of Event Requiring Statement (MM/DD/YYYY)
2/16/2023
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3. Issuer Name and Ticker or Trading Symbol
Quotient Ltd [QTNTQ]
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(Last)
(First)
(Middle)
C/O THE CORPORATION TRUST COMPANY, 1209 ORANGE STREET |
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director ___X___ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Street)
WILMINGTON, DE 19801
(City)
(State)
(Zip)
| 5. If Amendment, Date Original Filed(MM/DD/YYYY)
| 6. Individual or Joint/Group Filing(Check Applicable Line)
___ 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
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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) |
Common Stock | 13020000 | I | See Note (1)(3) |
Common Stock | 4000000 | I | See Note (2)(3) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 4) | 2. Date Exercisable and Expiration Date (MM/DD/YYYY) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: 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 |
Explanation of Responses: |
(1) | Held directly by Quotient Holdings Finance Company Limited ("Finance Co"). Finance Co is a wholly-owned direct subsidiary of Quotient Holdings Newco, LP ("Newco"). The general partner of Newco is Quotient Holdings GP, LLC. |
(2) | Held directly by Quotient Holdings Merger Company Limited ("Merger Co"). Merger Co is a wholly-owned direct subsidiary of Finance Co. |
(3) | Each reporting person disclaims beneficial ownership of the securities reported herein, except to the extent of its pecuniary interest therein. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Quotient Holdings GP, LLC C/O THE CORPORATION TRUST COMPANY 1209 ORANGE STREET WILMINGTON, DE 19801 |
| X |
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Quotient Holdings Merger Co Ltd PO BOX 536 13-14 ESPLANADE ST HELIER, Y9 JE4 5UR |
| X |
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Quotient Holdings Finance Co Ltd APPLEBY GLOBAL SERVICES (CAYMAN) LIMITED 71 FORT STREET, PO BOX 500 GRAND CAYMAN, E9 KY1-1106 |
| X |
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Quotient Holdings Newco, LP C/O THE CORPORATION TRUST COMPANY 1209 ORANGE STREET WILMINGTON, DE 19801 |
| X |
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Signatures
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/s/ Manuel O. Mendez | | 2/27/2023 |
**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 5(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 control number. |
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