-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, GYf47Xn6uXl2wONRbF+nqjtl42QpF8+02MZ+IVI3jsjIaCxYSWQ7CwMTkngKK6xF 8L0VS7diIg1yY+zx0yejxg== 0000947871-07-000055.txt : 20070122 0000947871-07-000055.hdr.sgml : 20070122 20070122134259 ACCESSION NUMBER: 0000947871-07-000055 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20070122 DATE AS OF CHANGE: 20070122 GROUP MEMBERS: BERGESEN WORLDWIDE LIMITED GROUP MEMBERS: SOHMEN FAMILY FOUNDATION SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: GENERAL MARITIME CORP/ CENTRAL INDEX KEY: 0001127269 STANDARD INDUSTRIAL CLASSIFICATION: DEEP SEA FOREIGN TRANSPORTATION OF FREIGHT [4412] IRS NUMBER: 061597083 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-61669 FILM NUMBER: 07542919 BUSINESS ADDRESS: STREET 1: 299 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10171 BUSINESS PHONE: 2127635600 MAIL ADDRESS: STREET 1: 299 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10171 FORMER COMPANY: FORMER CONFORMED NAME: GENERAL MARITIME SHIP HOLDINGS LTD DATE OF NAME CHANGE: 20010124 FORMER COMPANY: FORMER CONFORMED NAME: GENERAL MARITIME CORP DATE OF NAME CHANGE: 20001026 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Bergesen Worldwide Ltd CENTRAL INDEX KEY: 0001373177 IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: P O BOX HM 1862 CITY: HAMILTON STATE: D0 ZIP: HM HX BUSINESS PHONE: 441-293-3770 MAIL ADDRESS: STREET 1: P O BOX HM 1862 CITY: HAMILTON STATE: D0 ZIP: HM HX SC 13D 1 sc13d_011907.txt SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. ________)* General Maritime Corporation - -------------------------------------------------------------------------------- (Name of Issuer) Common Stock, par value $0.01 per share - -------------------------------------------------------------------------------- (Title of Class of Securities) Y2692M103 - -------------------------------------------------------------------------------- (CUSIP Number) Bergesen Worldwide Limited Clarendon House 2 Church Street, Hamilton, HM11 Bermuda Helmut Sohmen +852 2842 3888 - -------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) August 14, 2006 - -------------------------------------------------------------------------------- (Date of Event Which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of ss.ss. 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. | | *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). SCHEDULE 13D - --------------------------- CUSIP No. Y2692M103 - --------------------------- - -------- ----------------------------------------------------------------------- 1 NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Sohmen Family Foundation - -------- ----------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) [ ] (b) [ ] - -------- ----------------------------------------------------------------------- 3 SEC USE ONLY - -------- ----------------------------------------------------------------------- SOURCE OF FUNDS (See Instructions) 4 AF - -------- ----------------------------------------------------------------------- 5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ] - -------- ----------------------------------------------------------------------- 6 CITIZENSHIP OR PLACE OF ORGANIZATION Liechtenstein - -------- ----------------------------------------------------------------------- 7 SOLE VOTING POWER 0 NUMBER OF ------- --------------------------------------------- SHARES 8 SHARED VOTING POWER BENEFICIALLY OWNED BY 3,860,000 common shares EACH ------- --------------------------------------------- REPORTING 9 SOLE DISPOSITIVE POWER PERSON WITH 0 ------- --------------------------------------------- 10 SHARED DISPOSITIVE POWER 3,860,000 common shares - -------- ----------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,860,000 common shares - -------- ----------------------------------------------------------------------- 12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) [ ] - -------- ----------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 11.9% - -------- ----------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON (See Instructions) OO - -------- ----------------------------------------------------------------------- Page 2 of 12 SCHEDULE 13D - --------------------------- CUSIP No. Y2692M103 - --------------------------- - --------- ---------------------------------------------------------------------- 1 NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Bergesen Worldwide Limited - --------- ---------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) [ ] (b) [ ] - --------- ---------------------------------------------------------------------- 3 SEC USE ONLY - --------- ---------------------------------------------------------------------- SOURCE OF FUNDS (See Instructions) 4 WC - --------- ---------------------------------------------------------------------- 5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ] - --------- ---------------------------------------------------------------------- 6 CITIZENSHIP OR PLACE OF ORGANIZATION Bermuda - -------------------------- ------- --------------------------------------------- 7 SOLE VOTING POWER 0 NUMBER OF ------- --------------------------------------------- SHARES 8 SHARED VOTING POWER BENEFICIALLY OWNED BY 3,860,000 common shares EACH ------- --------------------------------------------- REPORTING 9 SOLE DISPOSITIVE POWER PERSON WITH 0 ------- --------------------------------------------- 10 SHARED DISPOSITIVE POWER 3,860,000 common shares - -------- ----------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,860,000 common shares - -------- ----------------------------------------------------------------------- 12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) [ ] - -------- ----------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 11.9% - -------- ----------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON (See Instructions) CO - -------- ----------------------------------------------------------------------- Page 3 of 12 Item 1. Security and Issuer. This Statement on Schedule 13D (this "Schedule 13D") relates to the common stock, par value $0.01 per share (the "Shares"), of General Maritime Corporation, a Marshall Islands corporation (the "Company"), whose principal executive offices are located at 299 Park Avenue, 2nd Floor, New York, NY 10171. Item 2. Identity and Background. This Schedule 13D is being filed by the Sohmen Family Foundation, a foundation organized under the laws of Liechtenstein (the "Sohmen Family Foundation"), and Bergesen Worldwide Limited, a company incorporated with limited liability under the laws of Bermuda and a subsidiary of the Sohmen Family Foundation ("Bergesen Worldwide"), in which the Sohmen Family Foundation holds 93.25% of the outstanding share capital. The Sohmen Family Foundation is established for the long-term furtherance of the interests of the Sohmen Family over successive generations. Its principal business offices are located at Heiligkreuz 6, P.O. Box 484, LI-9490 Vaduz, Liechtenstein. Bergesen Worldwide is an international shipping company focusing on shipping and the maritime sector. Its principal business offices are located at Clarendon House, 2 Church Street, Hamilton, HM11, Bermuda. The name, business address, present principal occupation or employment and citizenship of each of the directors and executive officers of the Sohmen Family Foundation and Bergesen Worldwide are set forth in Schedule A hereto and are incorporated herein by reference. During the last five years, neither the Sohmen Family Foundation nor Bergesen Worldwide nor, to the best of their knowledge, any of the persons listed in Schedule A hereto has been: (i) convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. The Sohmen Family Foundation and Bergesen Worldwide have entered into a Joint Filing Agreement, dated January 22, 2007, a copy of which is filed with this Schedule 13D as Exhibit A, pursuant to which they have agreed to file this Schedule 13D jointly in accordance with the provisions of Rule 13d-1(k)(1) under the Securities Exchange Act 1934, as amended (the "Exchange Act"). Item 3. Source and Amount of Funds or Other Consideration. On August 14, 2006, Bergesen Worldwide purchased an aggregate of 3,860,000 Shares in the open market at a price of $40 per Share for an aggregate purchase price of $154,400,000. Bergesen Worldwide funded this purchase from its working capital. Page 4 of 12 Item 4. Purpose of Transaction. Bergesen Worldwide purchased the 3,860,000 Shares described in Item 3 above for investment purposes and on August 21, 2006 Bergesen Worldwide and the Sohmen Family Foundation filed a Schedule 13G reporting their beneficial ownership of 3,860,000 Shares, representing approximately 11.8% of the outstanding Shares. The Sohmen Family Foundation and Bergesen Worldwide intend to review their investment in the Company on a regular basis and, as a result thereof, may at any time and from time to time determine, either alone or as part of a group, (a) to acquire additional securities of the Company, through open market purchases, in privately negotiated transactions, through a public tender offer or extraordinary corporate transaction involving the Company or any of its subsidiaries, (b) to dispose of all or a portion of the securities of the Company owned by them in the open market, in privately negotiated transactions or otherwise, or (c) to take any other available course of action, which could involve one or more of the types of transactions or have one or more of the results specified in clauses (a) through (j) of Item 4 of Schedule 13D of the Exchange Act. Notwithstanding anything contained herein, the Sohmen Family Foundation and Bergesen Worldwide specifically reserve the right to change their intention with respect to any or all of such matters. Except as set forth in this Item 4, the Sohmen Family Foundation and Bergesen Worldwide have no present plans or proposals that relate to, or that would result in, any of the actions specified in clauses (a) through (j) of Item 4 of Schedule 13D of the Exchange Act. Item 5. Interest in Securities of the Issuer. The responses of the Sohmen Family Foundation and Bergesen Worldwide to Rows (11) through (13) of the cover pages of this Schedule 13D are hereby incorporated by reference in this Item 5. The percentage of the class of securities identified pursuant to Item 1 beneficially owned by each of the Sohmen Family Foundation and Bergesen Worldwide is based on 32,388,589 common shares outstanding as at October 31, 2006, as contained in the Company's Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2006, filed with the Securities and Exchange Commission on November 9, 2006. Except as disclosed in this Schedule 13D, neither the Sohmen Family Foundation nor Bergesen Worldwide nor, to the best of their knowledge, any of the persons listed in Schedule A hereto, beneficially owns any Shares or has the right to acquire any Shares. Except as disclosed in this Schedule 13D, neither the Sohmen Family Foundation nor Bergesen Worldwide nor, to the best of their knowledge, any of the persons listed in Schedule A hereto, presently has the power to vote or to direct the vote or to dispose or direct the disposition of any of the Shares which they may be deemed to beneficially own. Except as disclosed in this Schedule 13D, neither the Sohmen Family Foundation nor Bergesen Worldwide nor, to the best of their knowledge, any of the persons listed in Schedule A hereto, has effected any transaction in the Shares during the past 60 days. Page 5 of 12 To the best knowledge of the Sohmen Family Foundation and Bergesen Worldwide, no other person has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Shares beneficially owned by the Sohmen Family Foundation and Bergesen Worldwide. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. There are no contracts, arrangements, understandings or relationships (legal or otherwise) between the Sohmen Family Foundation and Bergesen Worldwide or, to the best of their knowledge, any of the persons named in Schedule A hereto or between the Sohmen Family Foundation or Bergesen Worldwide and any other person or, to the best of their knowledge, any person named in Schedule A hereto and any other person with respect to any securities of the Company, including, but not limited to, transfer or voting of any securities, finder's fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or losses, or the giving or withholding of proxies. Page 6 of 12 Item 7. Materials to be Filed as Exhibits. Exhibit No. Description A Joint Filing Agreement between the Sohmen Family Foundation and Bergesen Worldwide Limited Page 7 of 12 SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: January 22, 2007 Sohmen Family Foundation /s/ Helmut Sohmen --------------------------------- Helmut Sohmen President of Foundation Council /s/ Karl Josef Hier --------------------------------- Karl Josef Hier Member of Foundation Council Bergesen Worldwide Limited /s/ Helmut Sohmen --------------------------------- Helmut Sohmen Chairman Page 8 of 12 SCHEDULE A Sohmen Family Foundation
- ---------------------- ------------------------------------ --------------------------- ------------------- Name Present Principal Business Address Citizenship Occupation - ---------------------- ------------------------------------ --------------------------- ------------------- Helmut Sohmen President of Foundation Council 23rd Floor, No.9 Des Austrian Voeux Road West, Hong Kong SAR, China - ---------------------- ------------------------------------ --------------------------- ------------------- Karl Josef Hier Member of Foundation Council Heiligkreuz 6, Postfach Liechtenstein 484, LI-9490 Vaduz, Liechtenstein - ---------------------- ------------------------------------ --------------------------- -------------------
Page 9 of 12 Bergesen Worldwide Limited
- ---------------------- ------------------------------------ --------------------------- ------------------- Name Present Principal Business Address Citizenship Occupation - ---------------------- ------------------------------------ --------------------------- ------------------- Helmut Sohmen Chairman 23rd Floor, No.9 Des Austrian Voeux Road West, Hong Kong SAR, China - ---------------------- ------------------------------------ --------------------------- ------------------- Sir William Purves Company Director 100 Ebury Mews, London British SW1W 9NX, United Kingdom - ---------------------- ------------------------------------ --------------------------- ------------------- William Donald Company Director 48 Par-la-Ville Road, British Thomson Suite 733, Hamilton HM11, Bermuda - ---------------------- ------------------------------------ --------------------------- -------------------
Page 10 of 12 EXHIBIT INDEX ------------- Exhibit No. Description A Joint Filing Agreement between the Sohmen Family Foundation and Bergesen Worldwide Limited Page 11 of 12 EXHIBIT A JOINT FILING AGREEMENT The undersigned hereby agree that the Statement on Schedule 13D, dated January 22, 2007, with respect to the common stock, par value $0.01 per share, of General Maritime Corporation is, and any amendments thereto executed by each of us shall be, filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k)(1) under the Securities and Exchange Act of 1934, as amended, and that this Agreement shall be included as an Exhibit to the Schedule 13D and each such amendment. Each of the undersigned agrees to be responsible for the timely filing of the Schedule 13D and any amendments thereto, and for the completeness and accuracy of the information concerning itself contained therein. This Agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument. IN WITNESS WHEREOF, the undersigned have executed this Agreement as of the 22nd day of January 2007. Sohmen Family Foundation By: /s/ Helmut Sohmen ------------------------------- Name: Helmut Sohmen Title: President of Foundation Council By: /s/ Karl Josef Hier ------------------------------- Name: Karl Josef Hier Title: Member of Foundation Council Bergesen Worldwide Limited By: /s/ Helmut Sohmen ------------------------------- Name: Helmut Sohmen Title: Chairman Page 12 of 12 -----END PRIVACY-ENHANCED MESSAGE-----