0001140361-16-073032 3 3 20160721 20160721 20160721 TPI COMPOSITES, INC 0001455684 3510 000000000 DE 8501 N SCOTTSDALE ROAD GAINEY CENTER II, SUITE 280 SCOTTSDALE AZ 85253 480-305-8910 8501 N SCOTTSDALE ROAD GAINEY CENTER II, SUITE 280 SCOTTSDALE AZ 85253 TPI COMPOSITES INC 20090206 GE Ventures Ltd 0001680351 L2 1231 3 34 001-37839 161778403 3220 AVIATION HOUSE WESTPARK SHANNON, COUNTY CLARE L2 00000 650-233-3927 3220 AVIATION HOUSE WESTPARK SHANNON, COUNTY CLARE L2 00000 GENERAL ELECTRIC CO 0000040545 3600 NY 1231 3 34 001-37839 161778404 3135 EASTON TURNPIKE W3F FAIRFIELD CT 06828 203-373-2211 3135 EASTON TURNPIKE W3F FAIRFIELD CT 06828 3 1 doc1.xml FORM 3 X0206 3 2016-07-21 0 0001455684 TPI COMPOSITES, INC TPIC 0000040545 GENERAL ELECTRIC CO 3135 EASTON TURNPIKE FAIRFIELD CT 06828 0 0 1 0 0001680351 GE Ventures Ltd 3220 AVIATION HOUSE WESTPARK SHANNON, COUNTY CLARE L2 00000 IRELAND 0 0 1 0 Series B Convertible Preferred Stock Common Stock 2199548 I Note Series B-1 Convertible Preferred Stock Common Stock 310113 I Note Senior Redeemable Preferred Stock Common Stock 285573 I Note Super Senior Redeemable Preferred Stock Common Stock 47595 I Note Series B Warrants 8748.81 Series B Convertible Preferred Stock 1.7145 I Note Directly owned by GE Ventures Limited, which is a wholly-owned subsidiary of General Electric Company ("General Electric"). General Electric disclaims beneficial ownership of the securities of the Issuer held by GE Ventures Limited except to the extent of its pecuniary interest, and the filing of this Form shall not be deemed an admission that General Electric is the beneficial owner of any equity securities of the Issuer for purposes of Section 16 or any other purpose. These securities are convertible at any time into shares of the Issuer's Common Stock at the holder's election and automatically convert, upon the closing of the Issuer's initial public offering, into the number of shares of Common Stock shown in column 3 above. These securities do not have an expiration date. These securities are exercisable for Series B Convertible Preferred Stock and are deemed automatically exercised immediately prior to the closing of the Issuer's initial underwritten public offering of Common Stock pursuant to a registration statement on Form S-1, which public offering has been declared effective by the SEC. These securities are exercisable for a period ending upon the earliest to occur of (i) seven years after the effective date, (ii) the date of the Issuer's initial public offering, or (iii) the date of a merger event, in each case, as defined therein. Exhibit 24.1 - Power of Attorney (General Electric) and Exhibit 99.1 - Joint Filer Information, each incorporated herein by reference. /s/ Barbara Lane, Attorney-in-fact/General Electric Company 2016-07-21 EX-24.1 2 ex24_1.htm POA

Exhibit 24.1
 
POWER OF ATTORNEY

The undersigned, General Electric Company, a New York company (hereinafter referred to as the “Company”) does hereby make, constitute and appoint each of the persons listed below as the Company’s true and lawful agent and attorney-in-fact (hereinafter referred to as the “Attorney”) to act either together or alone in the name and on behalf of the Company for and with respect to the matters hereinafter described.

Name of Attorney:

Jim Waterbury
Dan Henson
Annie Bortolot
Barbara Lane
Peter Dibiasi
David Nason
Robert Roderick
Louis Natale
Brian Schwinn
Gail Pflederer
Peter Cooke
Michael Pastore
Barbara J. Gould
Paul Halas
 
Each Attorney shall have the power and authority to execute and deliver any Schedule 13D, Schedule 13G or Forms 3, 4 and 5 or any amendments thereto required to be filed with the Securities and Exchange Commission under the Securities Exchange Act of 1934 on behalf of the Company with regard to any securities owned by the Company or any of its subsidiaries; and, in connection with the foregoing, to execute and deliver all documents, acknowledgments, consents and other agreements and to take such further action as may be necessary or convenient for the Company in order to more effectively carry out the intent and purpose of the foregoing.

Agreements, commitments, documents, instruments and other writings executed by the Attorney in accordance with the terms hereof shall be binding upon the Company without attestation and without affixation of the seal of the Company.  The Power of Attorney conferred hereby shall not be delegable by any Attorney. The Attorney shall serve without compensation for acting in the capacity of agent and attorney-in-fact hereunder.

Unless revoked by the Company, this Power of Attorney shall be governed under the laws of the State of New York and the authority of the Attorney hereunder shall terminate on December 17, 2016.
 

IN WITNESS WHEREOF, the Company has caused the Power of Attorney to be executed, attested and its corporate seal to be affixed as of the 18th day of December 2015.
 
  General Electric Company
   
 
By:
/s/ Christoph A. Pereira
   
Christoph A. Pereira
   
Chief Corporate, Securities & Finance Counsel and Associate Secretary

Attest:
 
   
/s/ Brandon Smith
 
Brandon Smith
 
Attesting Secretary
 

 
2
EX-99.1 3 ex99_1.htm EXHIBIT 99.1

Exhibit 99.1

Joint Filer Information

Name of Joint Filer:
GE Ventures Limited
   
Address of Joint Filer:
3220 Aviation House, Westpark
Shannon, County Clare, Ireland
   
Relationship of Joint Filer to Issuer:
10% Owner
   
Issuer Name and Ticker or Trading Symbol:
TPI Composites, Inc.  (TPIC)
   
Date of Event Requiring
 
Statement (Month/Day/Year):
7/21/2016
   
Designated Filer:
General Electric Company

Signature:
 
   
GE VENTURES LIMITED
 
   
/s/ Kelly Warrick
 
Name:   Kelly Warrick
 
Title:    Authorized signatory
 
   
July 21, 2016
 
Date