Joint Filing Agreement
In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13D referred to below) on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the Ordinary Shares (including Class A Ordinary Shares represented by American depositary shares and Class B Ordinary Shares), par value $0.0001 per share, of Uxin Limited, a Cayman Islands company, and that this Agreement may be included as an Exhibit to such joint filing. This Agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument.
[Remainder of this page has been intentionally left blank.]
SIGNATURE
IN WITNESS WHEREOF, the undersigned hereby execute this Agreement as of June 18, 2019.
|
|
Redrock Holding Investments Limited | |
|
|
| |
|
|
By: |
/s/ Xxxxx Xxxxxx |
|
|
Name: |
Xxxxx Xxxxxx |
|
|
Title: |
Director |
|
|
| |
|
|
Warburg Pincus Private Equity XI, L.P. | |
|
|
| |
|
|
By: |
Warburg Pincus XI, L.P., its general partner |
|
|
By: |
WP Global LLC, its general partner |
|
|
By: |
Warburg Pincus Partners II, L.P., its managing member |
|
|
By: |
Warburg Pincus Partners GP LLC, its general partner |
|
|
By: |
Warburg Pincus & Co., its managing member |
|
|
| |
|
|
By: |
/s/ Xxxxxx X. Xxxxxx |
|
|
Name: |
Xxxxxx X. Xxxxxx |
|
|
Title: |
Partner |
|
|
| |
|
|
Warburg Pincus Private Equity XI-B, L.P. | |
|
|
| |
|
|
By: |
Warburg Pincus XI, L.P., its general partner |
|
|
By: |
WP Global LLC, its general partner |
|
|
By: |
Warburg Pincus Partners II, L.P., its managing member |
|
|
By: |
Warburg Pincus Partners GP LLC, its general partner |
|
|
By: |
Warburg Pincus & Co., its managing member |
|
|
| |
|
|
By: |
/s/ Xxxxxx X. Xxxxxx |
|
|
Name: |
Xxxxxx X. Xxxxxx |
|
|
Title: |
Partner |
|
|
| |
|
|
Warburg Pincus Private Equity XI-C, L.P. | |
|
|
| |
|
|
By: |
Warburg Pincus (Cayman) XI, L.P., its general partner |
|
|
By: |
Warburg Pincus XI-C, 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/ Xxxxxx X. Xxxxxx |
|
|
Name: |
Xxxxxx X. Xxxxxx |
|
|
Title: |
Authorised Signatory |
|
|
| |
|
|
Warburg Pincus XI (Asia), L.P. | |
|
|
| |
|
|
By: |
Warburg Pincus XI (Asia) GP, L.P., its general partner |
|
|
By: |
Warburg Pincus XI (Asia) 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/ Xxxxxx X. Xxxxxx |
|
|
Name: |
Xxxxxx X. Xxxxxx |
|
|
Title: |
Authorised Signatory |
|
|
Warburg Pincus XI Partners, L.P. | |
|
|
| |
|
|
By: |
Warburg Pincus XI, L.P., its general partner |
|
|
By: |
WP Global LLC, its general partner |
|
|
By: |
Warburg Pincus Partners II, L.P., its managing member |
|
|
By: |
Warburg Pincus Partners GP LLC, its general partner |
|
|
By: |
Warburg Pincus & Co., its managing member |
|
|
| |
|
|
By: |
/s/ Xxxxxx X. Xxxxxx |
|
|
Name: |
Xxxxxx X. Xxxxxx |
|
|
Title: |
Partner |
|
|
| |
|
|
WP XI Partners, L.P. | |
|
|
| |
|
|
By: |
Warburg Pincus XI, L.P., its general partner |
|
|
By: |
WP Global LLC, its general partner |
|
|
By: |
Warburg Pincus Partners II, L.P., its managing member |
|
|
By: |
Warburg Pincus Partners GP LLC, its general partner |
|
|
By: |
Warburg Pincus & Co., its managing member |
|
|
| |
|
|
By: |
/s/ Xxxxxx X. Xxxxxx |
|
|
Name: |
Xxxxxx X. Xxxxxx |
|
|
Title: |
Partner |
|
|
| |
|
|
Warburg Pincus LLC | |
|
|
| |
|
|
By: |
/s/ Xxxxxx X. Xxxxxx |
|
|
Name: |
Xxxxxx X. Xxxxxx |
|
|
Title: |
General Counsel and Managing Director |
|
|
| |
|
|
Warburg Pincus XI, L.P. | |
|
|
| |
|
|
By: |
WP Global LLC, its general partner |
|
|
By: |
Warburg Pincus Partners II, L.P., its managing member |
|
|
By: |
Warburg Pincus Partners GP LLC, its general partner |
|
|
By: |
Warburg Pincus & Co., its managing member |
|
|
| |
|
|
By: |
/s/ Xxxxxx X. Xxxxxx |
|
|
Name: |
Xxxxxx X. Xxxxxx |
|
|
Title: |
Partner |
|
|
| |
|
|
WP Global LLC | |
|
|
| |
|
|
By: |
Warburg Pincus Partners II, L.P., its managing member |
|
|
By: |
Warburg Pincus Partners GP LLC, its general partner |
|
|
By: |
Warburg Pincus & Co., its managing member |
|
|
| |
|
|
By: |
/s/ Xxxxxx X. Xxxxxx |
|
|
Name: |
Xxxxxx X. Xxxxxx |
|
|
Title: |
Partner |
|
|
Warburg Pincus Partners II, L.P. | |
|
|
| |
|
|
By: |
Warburg Pincus Partners GP LLC, its general partner |
|
|
By: |
Warburg Pincus & Co., its managing member |
|
|
|
|
|
|
By: |
/s/ Xxxxxx X. Xxxxxx |
|
|
Name: |
Xxxxxx X. Xxxxxx |
|
|
Title: |
Partner |
|
|
| |
|
|
Warburg Pincus Partners GP LLC | |
|
|
| |
|
|
By: |
Warburg Pincus & Co., its managing member |
|
|
| |
|
|
By: |
/s/ Xxxxxx X. Xxxxxx |
|
|
Name: |
Xxxxxx X. Xxxxxx |
|
|
Title: |
Partner |
|
|
| |
|
|
Warburg Pincus & Co. | |
|
|
| |
|
|
By: |
/s/ Xxxxxx X. Xxxxxx |
|
|
Name: |
Xxxxxx X. Xxxxxx |
|
|
Title: |
Partner |
|
|
| |
|
|
Warburg Pincus (Cayman) XI, L.P. | |
|
|
| |
|
|
By: |
Warburg Pincus XI-C, LLC, its general partner |
|
|
By: |
Warburg Pincus (Bermuda) XI, Ltd., 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/ Xxxxxx X. Xxxxxx |
|
|
Name: |
Xxxxxx X. Xxxxxx |
|
|
Title: |
Authorised Signatory |
|
|
| |
|
|
Warburg Pincus XI-C, 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/ Xxxxxx X. Xxxxxx |
|
|
Name: |
Xxxxxx X. Xxxxxx |
|
|
Title: |
Authorised Signatory |
|
|
| |
|
|
Warburg Pincus (Bermuda) XI, Ltd. | |
|
|
| |
|
|
By: |
/s/ Xxxxxx X. Xxxxxx |
|
|
Name: |
Xxxxxx X. Xxxxxx |
|
|
Title: |
Authorised Signatory |
|
|
| |
|
|
Warburg Pincus Partners II (Cayman), L.P. | |
|
|
| |
|
|
By: |
Warburg Pincus (Bermuda) Private Equity GP Ltd., its general partner |
|
|
| |
|
|
By: |
/s/ Xxxxxx X. Xxxxxx |
|
|
Name: |
Xxxxxx X. Xxxxxx |
|
|
Title: |
Authorised Signatory |
|
|
| |
|
|
Warburg Pincus (Bermuda) Private Equity GP Ltd. | |
|
|
| |
|
|
By: |
/s/ Xxxxxx X. Xxxxxx |
|
|
Name: |
Xxxxxx X. Xxxxxx |
|
|
Title: |
Authorised Signatory |
|
|
Warburg Pincus XI (Asia) GP, L.P. | |
|
|
| |
|
|
By: |
Warburg Pincus XI (Asia) 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/ Xxxxxx X. Xxxxxx |
|
|
Name: |
Xxxxxx X. Xxxxxx |
|
|
Title: |
Authorised Signatory |
|
|
| |
|
|
Warburg Pincus XI (Asia) 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/ Xxxxxx X. Xxxxxx |
|
|
Name: |
Xxxxxx X. Xxxxxx |
|
|
Title: |
Authorised Signatory |
|
|
| |
|
|
Xxxxxxx X. Xxxx | |
|
|
| |
|
|
By: |
/s/ Xxxxxx X. Xxxxxx |
|
|
Name: |
Xxxxxx X. Xxxxxx |
|
|
Title: |
Attorney-in-fact* |
|
|
| |
|
|
Xxxxxx X. Xxxxx | |
|
|
| |
|
|
By: |
/s/ Xxxxxx X. Xxxxxx |
|
|
Name: |
Xxxxxx X. Xxxxxx |
|
|
Title: |
Attorney-in-fact* |
*The Power of Attorney given by each of Xx. Xxxx and Xx. Xxxxx was previously filed with the U.S. Securities and Exchange Commission on July 12, 2016 as an exhibit to the statement on Schedule 13D filed by Warburg Pincus LLC with respect to WEX Inc. (File No. 005-80578) and is hereby incorporated by reference.
