DAVE & BUSTER’S ENTERTAINMENT, INC.
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(Name of Issuer)
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COMMON STOCK, PAR VALUE $0.01 PER SHARE
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(Title of Class of Securities)
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238337 109
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(CUSIP Number)
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DECEMBER 31, 2016
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(Date of Event Which Requires Filing of this Statement)
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☐ |
Rule 13d-1(b)
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☐ |
Rule 13d-1(c)
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S |
Rule 13d-1(d)
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CUSIP No. 238337 109
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SCHEDULE 13G
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1
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NAMES OF REPORTING PERSONS
OAK HILL CAPITAL PARTNERS III, L.P.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
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(a) ☐
(b) S
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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
CAYMAN ISLANDS
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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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0
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6
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SHARED VOTING POWER
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0
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7
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SOLE DISPOSITIVE POWER
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0
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8
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SHARED DISPOSITIVE POWER
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0
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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0
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10
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CHECK BOX 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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0.00%
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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PN
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CUSIP No. 238337 109
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SCHEDULE 13G
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1
|
NAMES OF REPORTING PERSONS
OAK HILL CAPITAL MANAGEMENT PARTNERS III, L.P.
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||
2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
|
(a) ☐
(b) S
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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
CAYMAN ISLANDS
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||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
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0
|
6
|
SHARED VOTING POWER
|
0
|
|
7
|
SOLE DISPOSITIVE POWER
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0
|
|
8
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SHARED DISPOSITIVE POWER
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0
|
|
9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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0
|
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
☐
|
|
11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
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0.00%
|
|
12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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PN
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CUSIP No. 238337 109
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SCHEDULE 13G
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1
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NAMES OF REPORTING PERSONS
OHCP GenPar III, L.P.
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||
2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
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(a) ☐
(b) S
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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
CAYMAN ISLANDS
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||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
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0
|
6
|
SHARED VOTING POWER
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0
|
|
7
|
SOLE DISPOSITIVE POWER
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0
|
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8
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SHARED DISPOSITIVE POWER
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0
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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0
|
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
☐
|
|
11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
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0.00%
|
|
12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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PN
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CUSIP No. 238337 109
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SCHEDULE 13G
|
1
|
NAMES OF REPORTING PERSONS
OHCP MGP Partners III, L.P.
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||
2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
|
(a) ☐
(b) S
|
|
3
|
SEC USE ONLY
|
||
4
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CITIZENSHIP OR PLACE OF ORGANIZATION
CAYMAN ISLANDS
|
||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
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0
|
6
|
SHARED VOTING POWER
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0
|
|
7
|
SOLE DISPOSITIVE POWER
|
0
|
|
8
|
SHARED DISPOSITIVE POWER
|
0
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
0
|
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
☐
|
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
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0.00%
|
|
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
PN
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CUSIP No. 238337 109
|
SCHEDULE 13G
|
1
|
NAMES OF REPORTING PERSONS
OHCP MGP III, Ltd.
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||
2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
|
(a) ☐
(b) S
|
|
3
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SEC USE ONLY
|
||
4
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CITIZENSHIP OR PLACE OF ORGANIZATION
CAYMAN ISLANDS
|
||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
0
|
6
|
SHARED VOTING POWER
|
0
|
|
7
|
SOLE DISPOSITIVE POWER
|
0
|
|
8
|
SHARED DISPOSITIVE POWER
|
0
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
0
|
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
☐
|
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
|
0.00%
|
|
12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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OO
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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) – (c)
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Item 3. |
If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), checkwhether the person filing is a:
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☐ |
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
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☐ |
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
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☐ |
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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☐ |
Investment company registered under section 8 of the Investment Company Act of 1940 (15U.S.C. 80a-8);
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☐ |
An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
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☐ |
An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
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☐ |
A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
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☐ |
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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☐ |
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
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☐ |
A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J);
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☐ |
A group, in accordance with §240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J), please specify the type of institution:
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Item 4. |
Ownership
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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 BeingReported 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. |
Certifications
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OAK HILL CAPITAL PARTNERS III, L.P.
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By:
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OHCP GENPAR III, L.P., its general partner
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By:
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OHCP MGP Partners III, L.P., its general partner
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By:
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OHCP MGP III, LTD., its general partner
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By:
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/s/ Caitlin H. Melchior
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Name:
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Caitlin H. Melchior
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Title:
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Assistant Secretary
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OAK HILL CAPITAL MANAGEMENT PARTNERS III, L.P.
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By:
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OHCP GENPAR III, L.P., its general partner
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By:
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OHCP MGP Partners III, L.P., its general partner
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By:
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OHCP MGP III, LTD., its general partner
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By:
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/s/ Caitlin H. Melchior
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Name:
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Caitlin H. Melchior
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Title:
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Assistant Secretary
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OHCP GENPAR III, L.P.
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By:
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OHCP MGP Partners III, L.P., its general partner
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By:
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OHCP MGP III, LTD., its general partner
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By:
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/s/ Caitlin H. Melchior
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Name:
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Caitlin H. Melchior
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Title:
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Assistant Secretary
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OHCP MGP PARTNERS III, L.P.
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By:
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OHCP MGP III, LTD., its general partner
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By:
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/s/ Caitlin H. Melchior
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Name:
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Caitlin H. Melchior
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Title:
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Assistant Secretary
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OHCP MGP III, LTD.
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By:
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/s/ Caitlin H. Melchior
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Name:
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Caitlin H. Melchior
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Title:
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Assistant Secretary
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Exhibit No.
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Joint Filing Agreement, dated March 21, 2017, among Oak Hill Capital Partners III, L.P., Oak Hill Capital Management Partners III, L.P, OHCP GenPar III, L.P., OHCP MGP Partners III, L.P. and OHCP MGP III, Ltd.
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