0001193125-15-244124.txt : 20150702 0001193125-15-244124.hdr.sgml : 20150702 20150702144330 ACCESSION NUMBER: 0001193125-15-244124 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20150702 DATE AS OF CHANGE: 20150702 GROUP MEMBERS: BLUE MOUNTAIN CA MASTER FUND GP, LTD. GROUP MEMBERS: BLUE MOUNTAIN CREDIT ALTERNATIVES MASTER FUND L.P. GROUP MEMBERS: BLUEMOUNTAIN CREDIT OPPORTUNITIES GP I, LLC GROUP MEMBERS: BLUEMOUNTAIN CREDIT OPPORTUNITIES MASTER FUND I L.P. GROUP MEMBERS: BLUEMOUNTAIN DISTRESSED GP, LLC GROUP MEMBERS: BLUEMOUNTAIN DISTRESSED MASTER FUND L.P. GROUP MEMBERS: BLUEMOUNTAIN GP HOLDINGS, LLC GROUP MEMBERS: BLUEMOUNTAIN GUADALUPE PEAK FUND L.P. GROUP MEMBERS: BLUEMOUNTAIN KICKING HORSE FUND GP, LLC GROUP MEMBERS: BLUEMOUNTAIN KICKING HORSE FUND L.P. GROUP MEMBERS: BLUEMOUNTAIN LONG/SHORT CREDIT GP, LLC GROUP MEMBERS: BLUEMOUNTAIN MONTENVERS GP S.A R.L. GROUP MEMBERS: BLUEMOUNTAIN MONTENVERS MASTER FUND SCA SICAV-SIF GROUP MEMBERS: BLUEMOUNTAIN STRATEGIC CREDIT GP, LLC GROUP MEMBERS: BLUEMOUNTAIN STRATEGIC CREDIT MASTER FUND L.P. GROUP MEMBERS: BLUEMOUNTAIN SUMMIT OPPORTUNITIES GP II, LLC GROUP MEMBERS: BLUEMOUNTAIN SUMMIT TRADING L.P. GROUP MEMBERS: BLUEMOUNTAIN TIMBERLINE LTD. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Gener8 Maritime, Inc. CENTRAL INDEX KEY: 0001443799 STANDARD INDUSTRIAL CLASSIFICATION: DEEP SEA FOREIGN TRANSPORTATION OF FREIGHT [4412] IRS NUMBER: 660716485 STATE OF INCORPORATION: 1T FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-84383 FILM NUMBER: 15968994 BUSINESS ADDRESS: STREET 1: 299 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10171 BUSINESS PHONE: (212) 763-5600 MAIL ADDRESS: STREET 1: 299 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10171 FORMER COMPANY: FORMER CONFORMED NAME: General Maritime Corp / MI DATE OF NAME CHANGE: 20081211 FORMER COMPANY: FORMER CONFORMED NAME: Galileo Holding CORP DATE OF NAME CHANGE: 20080825 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BlueMountain Capital Management, LLC CENTRAL INDEX KEY: 0001427430 IRS NUMBER: 261523875 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 280 PARK AVENUE, 12TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: (212) 905-3900 MAIL ADDRESS: STREET 1: 280 PARK AVENUE, 12TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 SC 13D 1 d54110dsc13d.htm SC 13D SC 13D

 

 

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

SCHEDULE 13D

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No.     )*

 

 

GENER8 MARITIME, INC.

(Name of Issuer)

Common Stock, par value $0.01 per share

(Title of Class of Securities)

Y268891081

(CUSIP Number)

Paul Friedman

BlueMountain Capital Management, LLC

280 Park Avenue, 12th Floor

New York, New York 10017

212-905-3990

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

June 24, 2015

(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 §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.  ¨

 

 

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See § 240.13d-7 for other parties to whom copies are to be sent.

 

 

 

* 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).

 

1 The Common Stock has no CUSIP number. The CINS number for the Ordinary Shares is Y26889108.

 

 

 


CUSIP No. Y26889108

 

  1 

NAMES OF REPORTING PERSONS

 

BlueMountain Capital Management, LLC

  2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See instructions)

(a)  x        (b)  ¨

 

  3

SEC USE ONLY

 

  4

SOURCE OF FUNDS (See instructions)

 

WC

  5

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)

 

¨

  6

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware, United States of America

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

  7 

  SOLE VOTING POWER

 

  0

  8

  SHARED VOTING POWER

 

  7,842,929

  9

  SOLE DISPOSITIVE POWER

 

  0

10

  SHARED DISPOSITIVE POWER

 

  7,842,929

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

7,842,929

12

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)

 

¨

13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

9.8% (1)

14

TYPE OF REPORTING PERSON (See instructions)

 

IA

 

(1) The percentage set forth in Row 13 of this Cover Page is based on the 79,990,335 shares of Common Stock (as defined in Item 1) of the Issuer (as defined in Item 1) to be outstanding immediately after the Issuer’s initial public offering of its Common Stock, as reported on the Issuer’s Form 424B4 filed with the Securities and Exchange Commission (the “SEC”) on June 25, 2015.


CUSIP No. Y26889108

 

  1 

NAMES OF REPORTING PERSONS

 

BlueMountain GP Holdings, LLC

  2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See instructions)

(a)  x        (b)  ¨

 

  3

SEC USE ONLY

 

  4

SOURCE OF FUNDS (See instructions)

 

WC

  5

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)

 

¨

  6

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware, United States of America

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

  7 

  SOLE VOTING POWER

 

  0

  8

  SHARED VOTING POWER

 

  5,324,905

  9

  SOLE DISPOSITIVE POWER

 

  0

10

  SHARED DISPOSITIVE POWER

 

  5,324,905

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

5,324,905

12

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)

 

¨

13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

6.7% (1)

14

TYPE OF REPORTING PERSON (See instructions)

 

OO

 

(1) The percentage set forth in Row 13 of this Cover Page is based on the 79,990,335 shares of Common Stock of the Issuer to be outstanding immediately after the Issuer’s initial public offering of its Common Stock, as reported on the Issuer’s Form 424B4 filed with the SEC on June 25, 2015.


CUSIP No. Y26889108

 

  1 

NAMES OF REPORTING PERSONS

 

Blue Mountain CA Master Fund GP, Ltd.

  2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See instructions)

(a)  x        (b)  ¨

 

  3

SEC USE ONLY

 

  4

SOURCE OF FUNDS (See instructions)

 

WC

  5

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)

 

¨

  6

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Cayman Islands

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

  7 

  SOLE VOTING POWER

 

  0

  8

  SHARED VOTING POWER

 

  3,069,462

  9

  SOLE DISPOSITIVE POWER

 

  0

10

  SHARED DISPOSITIVE POWER

 

  3,069,462

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

3,069,462

12

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)

 

¨

13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

3.8% (1)

14

TYPE OF REPORTING PERSON (See instructions)

 

CO

 

(1) The percentage set forth in Row 13 of this Cover Page is based on the 79,990,335 shares of Common Stock of the Issuer to be outstanding immediately after the Issuer’s initial public offering of its Common Stock, as reported on the Issuer’s Form 424B4 filed with the SEC on June 25, 2015.


CUSIP No. Y26889108

 

  1 

NAMES OF REPORTING PERSONS

 

Blue Mountain Credit Alternatives Master Fund L.P.

  2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See instructions)

(a)  x        (b)  ¨

 

  3

SEC USE ONLY

 

  4

SOURCE OF FUNDS (See instructions)

 

WC

  5

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)

 

¨

  6

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Cayman Islands

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

  7 

  SOLE VOTING POWER

 

  0

  8

  SHARED VOTING POWER

 

  3,069,462

  9

  SOLE DISPOSITIVE POWER

 

  0

10

  SHARED DISPOSITIVE POWER

 

  3,069,462

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

3,069,462

12

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)

 

¨

13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

3.8% (1)

14

TYPE OF REPORTING PERSON (See instructions)

 

PN

 

(1) The percentage set forth in Row 13 of this Cover Page is based on the 79,990,335 shares of Common Stock of the Issuer to be outstanding immediately after the Issuer’s initial public offering of its Common Stock, as reported on the Issuer’s Form 424B4 filed with the SEC on June 25, 2015.


CUSIP No. Y26889108

 

  1 

NAMES OF REPORTING PERSONS

 

BlueMountain Long/Short Credit GP, LLC

  2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See instructions)

(a)  x        (b)  ¨

 

  3

SEC USE ONLY

 

  4

SOURCE OF FUNDS (See instructions)

 

WC

  5

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)

 

¨

  6

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware, United States of America

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

  7 

  SOLE VOTING POWER

 

  0

  8

  SHARED VOTING POWER

 

  332,992

  9

  SOLE DISPOSITIVE POWER

 

  0

10

  SHARED DISPOSITIVE POWER

 

  332,992

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

332,992

12

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)

 

¨

13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

0.4% (1)

14

TYPE OF REPORTING PERSON (See instructions)

 

OO

 

(1) The percentage set forth in Row 13 of this Cover Page is based on the 79,990,335 shares of Common Stock of the Issuer to be outstanding immediately after the Issuer’s initial public offering of its Common Stock, as reported on the Issuer’s Form 424B4 filed with the SEC on June 25, 2015.


CUSIP No. Y26889108

 

  1 

NAMES OF REPORTING PERSONS

 

BlueMountain Guadalupe Peak Fund L.P.

  2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See instructions)

(a)  x        (b)  ¨

 

  3

SEC USE ONLY

 

  4

SOURCE OF FUNDS (See instructions)

 

WC

  5

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)

 

¨

  6

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware, United States of America

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

  7 

  SOLE VOTING POWER

 

  0

  8

  SHARED VOTING POWER

 

  332,992

  9

  SOLE DISPOSITIVE POWER

 

  0

10

  SHARED DISPOSITIVE POWER

 

  332,992

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

332,992

12

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)

 

¨

13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

0.4% (1)

14

TYPE OF REPORTING PERSON (See instructions)

 

PN

 

(1) The percentage set forth in Row 13 of this Cover Page is based on the 79,990,335 shares of Common Stock of the Issuer to be outstanding immediately after the Issuer’s initial public offering of its Common Stock, as reported on the Issuer’s Form 424B4 filed with the SEC on June 25, 2015.


CUSIP No. Y26889108

 

  1 

NAMES OF REPORTING PERSONS

 

BlueMountain Credit Opportunities GP I, LLC

  2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See instructions)

(a)  x        (b)  ¨

 

  3

SEC USE ONLY

 

  4

SOURCE OF FUNDS (See instructions)

 

WC

  5

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)

 

¨

  6

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware, United States of America

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

  7 

  SOLE VOTING POWER

 

  0

  8

  SHARED VOTING POWER

 

  1,179,786

  9

  SOLE DISPOSITIVE POWER

 

  0

10

  SHARED DISPOSITIVE POWER

 

  1,179,786

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

1,179,786

12

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)

 

¨

13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

1.5% (1)

14

TYPE OF REPORTING PERSON (See instructions)

 

OO

 

(1) The percentage set forth in Row 13 of this Cover Page is based on the 79,990,335 shares of Common Stock of the Issuer to be outstanding immediately after the Issuer’s initial public offering of its Common Stock, as reported on the Issuer’s Form 424B4 filed with the SEC on June 25, 2015.


CUSIP No. Y26889108

 

  1 

NAMES OF REPORTING PERSONS

 

BlueMountain Credit Opportunities Master Fund I L.P.

  2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See instructions)

(a)  x        (b)  ¨

 

  3

SEC USE ONLY

 

  4

SOURCE OF FUNDS (See instructions)

 

WC

  5

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)

 

¨

  6

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Cayman Islands

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

  7 

  SOLE VOTING POWER

 

  0

  8

  SHARED VOTING POWER

 

  1,179,786

  9

  SOLE DISPOSITIVE POWER

 

  0

10

  SHARED DISPOSITIVE POWER

 

  1,179,786

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

1,179,786

12

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)

 

¨

13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

1.5% (1)

14

TYPE OF REPORTING PERSON (See instructions)

 

PN

 

(1) The percentage set forth in Row 13 of this Cover Page is based on the 79,990,335 shares of Common Stock of the Issuer to be outstanding immediately after the Issuer’s initial public offering of its Common Stock, as reported on the Issuer’s Form 424B4 filed with the SEC on June 25, 2015.


CUSIP No. Y26889108

 

  1 

NAMES OF REPORTING PERSONS

 

BlueMountain Distressed GP, LLC

  2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See instructions)

(a)  x        (b)  ¨

 

  3

SEC USE ONLY

 

  4

SOURCE OF FUNDS (See instructions)

 

WC

  5

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)

 

¨

  6

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware, United States of America

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

  7 

  SOLE VOTING POWER

 

  0

  8

  SHARED VOTING POWER

 

  58,045

  9

  SOLE DISPOSITIVE POWER

 

  0

10

  SHARED DISPOSITIVE POWER

 

  58,045

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

58,045

12

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)

 

¨

13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

0.1% (1)

14

TYPE OF REPORTING PERSON (See instructions)

 

OO

 

(1) The percentage set forth in Row 13 of this Cover Page is based on the 79,990,335 shares of Common Stock of the Issuer to be outstanding immediately after the Issuer’s initial public offering of its Common Stock, as reported on the Issuer’s Form 424B4 filed with the SEC on June 25, 2015.


CUSIP No. Y26889108

 

  1 

NAMES OF REPORTING PERSONS

 

BlueMountain Distressed Master Fund L.P.

  2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See instructions)

(a)  x        (b)  ¨

 

  3

SEC USE ONLY

 

  4

SOURCE OF FUNDS (See instructions)

 

WC

  5

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)

 

¨

  6

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Cayman Islands

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

  7 

  SOLE VOTING POWER

 

  0

  8

  SHARED VOTING POWER

 

  58,045

  9

  SOLE DISPOSITIVE POWER

 

  0

10

  SHARED DISPOSITIVE POWER

 

  58,045

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

58,045

12

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)

 

¨

13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

0.1% (1)

14

TYPE OF REPORTING PERSON (See instructions)

 

PN

 

(1) The percentage set forth in Row 13 of this Cover Page is based on the 79,990,335 shares of Common Stock of the Issuer to be outstanding immediately after the Issuer’s initial public offering of its Common Stock, as reported on the Issuer’s Form 424B4 filed with the SEC on June 25, 2015.


CUSIP No. Y26889108

 

  1 

NAMES OF REPORTING PERSONS

 

BlueMountain Strategic Credit GP, LLC

  2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See instructions)

(a)  x        (b)  ¨

 

  3

SEC USE ONLY

 

  4

SOURCE OF FUNDS (See instructions)

 

WC

  5

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)

 

¨

  6

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware, United States of America

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

  7 

  SOLE VOTING POWER

 

  0

  8

  SHARED VOTING POWER

 

  178,264

  9

  SOLE DISPOSITIVE POWER

 

  0

10

  SHARED DISPOSITIVE POWER

 

  178,264

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

178,264

12

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)

 

¨

13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

0.2% (1)

14

TYPE OF REPORTING PERSON (See instructions)

 

OO

 

(1) The percentage set forth in Row 13 of this Cover Page is based on the 79,990,335 shares of Common Stock of the Issuer to be outstanding immediately after the Issuer’s initial public offering of its Common Stock, as reported on the Issuer’s Form 424B4 filed with the SEC on June 25, 2015.


CUSIP No. Y26889108

 

  1 

NAMES OF REPORTING PERSONS

 

BlueMountain Strategic Credit Master Fund L.P.

  2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See instructions)

(a)  x        (b)  ¨

 

  3

SEC USE ONLY

 

  4

SOURCE OF FUNDS (See instructions)

 

WC

  5

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)

 

¨

  6

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Cayman Islands

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

  7 

  SOLE VOTING POWER

 

  0

  8

  SHARED VOTING POWER

 

  178,264

  9

  SOLE DISPOSITIVE POWER

 

  0

10

  SHARED DISPOSITIVE POWER

 

  178,264

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

178,264

12

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)

 

¨

13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

0.2% (1)

14

TYPE OF REPORTING PERSON (See instructions)

 

PN

 

(1) The percentage set forth in Row 13 of this Cover Page is based on the 79,990,335 shares of Common Stock of the Issuer to be outstanding immediately after the Issuer’s initial public offering of its Common Stock, as reported on the Issuer’s Form 424B4 filed with the SEC on June 25, 2015.


CUSIP No. Y26889108

 

  1 

NAMES OF REPORTING PERSONS

 

BlueMountain Kicking Horse Fund GP, LLC

  2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See instructions)

(a)  x        (b)  ¨

 

  3

SEC USE ONLY

 

  4

SOURCE OF FUNDS (See instructions)

 

WC

  5

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)

 

¨

  6

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware, United States of America

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

  7 

  SOLE VOTING POWER

 

  0

  8

  SHARED VOTING POWER

 

  405,336

  9

  SOLE DISPOSITIVE POWER

 

  0

10

  SHARED DISPOSITIVE POWER

 

  405,336

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

405,336

12

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)

 

¨

13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

0.5% (1)

14

TYPE OF REPORTING PERSON (See instructions)

 

OO

 

(1) The percentage set forth in Row 13 of this Cover Page is based on the 79,990,335 shares of Common Stock of the Issuer to be outstanding immediately after the Issuer’s initial public offering of its Common Stock, as reported on the Issuer’s Form 424B4 filed with the SEC on June 25, 2015.


CUSIP No. Y26889108

 

  1 

NAMES OF REPORTING PERSONS

 

BlueMountain Kicking Horse Fund L.P.

  2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See instructions)

(a)  x        (b)  ¨

 

  3

SEC USE ONLY

 

  4

SOURCE OF FUNDS (See instructions)

 

WC

  5

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)

 

¨

  6

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware, United States of America

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

  7 

  SOLE VOTING POWER

 

  0

  8

  SHARED VOTING POWER

 

  405,336

  9

  SOLE DISPOSITIVE POWER

 

  0

10

  SHARED DISPOSITIVE POWER

 

  405,336

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

405,336

12

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)

 

¨

13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

0.5% (1)

14

TYPE OF REPORTING PERSON (See instructions)

 

PN

 

(1) The percentage set forth in Row 13 of this Cover Page is based on the 79,990,335 shares of Common Stock of the Issuer to be outstanding immediately after the Issuer’s initial public offering of its Common Stock, as reported on the Issuer’s Form 424B4 filed with the SEC on June 25, 2015.


CUSIP No. Y26889108

 

  1 

NAMES OF REPORTING PERSONS

 

BlueMountain Timberline Ltd.

  2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See instructions)

(a)  x        (b)  ¨

 

  3

SEC USE ONLY

 

  4

SOURCE OF FUNDS (See instructions)

 

WC

  5

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)

 

¨

  6

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Cayman Islands

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

  7 

  SOLE VOTING POWER

 

  0

  8

  SHARED VOTING POWER

 

  928,885

  9

  SOLE DISPOSITIVE POWER

 

  0

10

  SHARED DISPOSITIVE POWER

 

  928,885

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

928,885

12

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)

 

¨

13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

1.2% (1)

14

TYPE OF REPORTING PERSON (See instructions)

 

CO

 

(1) The percentage set forth in Row 13 of this Cover Page is based on the 79,990,335 shares of Common Stock of the Issuer to be outstanding immediately after the Issuer’s initial public offering of its Common Stock, as reported on the Issuer’s Form 424B4 filed with the SEC on June 25, 2015.


CUSIP No. Y26889108

 

  1 

NAMES OF REPORTING PERSONS

 

BlueMountain Summit Opportunities GP II, LLC

  2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See instructions)

(a)  x        (b)  ¨

 

  3

SEC USE ONLY

 

  4

SOURCE OF FUNDS (See instructions)

 

WC

  5

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)

 

¨

  6

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware, United States of America

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

  7 

  SOLE VOTING POWER

 

  0

  8

  SHARED VOTING POWER

 

  101,020

  9

  SOLE DISPOSITIVE POWER

 

  0

10

  SHARED DISPOSITIVE POWER

 

  101,020

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

101,020

12

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)

 

¨

13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

0.1% (1)

14

TYPE OF REPORTING PERSON (See instructions)

 

OO

 

(1) The percentage set forth in Row 13 of this Cover Page is based on the 79,990,335 shares of Common Stock of the Issuer to be outstanding immediately after the Issuer’s initial public offering of its Common Stock, as reported on the Issuer’s Form 424B4 filed with the SEC on June 25, 2015.


CUSIP No. Y26889108

 

  1 

NAMES OF REPORTING PERSONS

 

BlueMountain Summit Trading L.P.

  2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See instructions)

(a)  x        (b)  ¨

 

  3

SEC USE ONLY

 

  4

SOURCE OF FUNDS (See instructions)

 

WC

  5

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)

 

¨

  6

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware, United States of America

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

  7 

  SOLE VOTING POWER

 

  0

  8

  SHARED VOTING POWER

 

  101,020

  9

  SOLE DISPOSITIVE POWER

 

  0

10

  SHARED DISPOSITIVE POWER

 

  101,020

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

101,020

12

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)

 

¨

13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

0.1% (1)

14

TYPE OF REPORTING PERSON (See instructions)

 

PN

 

(1) The percentage set forth in Row 13 of this Cover Page is based on the 79,990,335 shares of Common Stock of the Issuer to be outstanding immediately after the Issuer’s initial public offering of its Common Stock, as reported on the Issuer’s Form 424B4 filed with the SEC on June 25, 2015.


CUSIP No. Y26889108

 

  1 

NAMES OF REPORTING PERSONS

 

BlueMountain Montenvers GP S.à r.l.

  2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See instructions)

(a)  x        (b)  ¨

 

  3

SEC USE ONLY

 

  4

SOURCE OF FUNDS (See instructions)

 

WC

  5

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)

 

¨

  6

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Luxembourg

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

  7 

  SOLE VOTING POWER

 

  0

  8

  SHARED VOTING POWER

 

  1,589,139

  9

  SOLE DISPOSITIVE POWER

 

  0

10

  SHARED DISPOSITIVE POWER

 

  1,589,139

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

1,589,139

12

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)

 

¨

13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

2.0% (1)

14

TYPE OF REPORTING PERSON (See instructions)

 

CO

 

(1) The percentage set forth in Row 13 of this Cover Page is based on the 79,990,335 shares of Common Stock of the Issuer to be outstanding immediately after the Issuer’s initial public offering of its Common Stock, as reported on the Issuer’s Form 424B4 filed with the SEC on June 25, 2015.


CUSIP No. Y26889108

 

  1 

NAMES OF REPORTING PERSONS

 

BlueMountain Montenvers Master Fund SCA SICAV-SIF

  2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See instructions)

(a)  x        (b)  ¨

 

  3

SEC USE ONLY

 

  4

SOURCE OF FUNDS (See instructions)

 

WC

  5

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)

 

¨

  6

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Luxembourg

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

  7 

  SOLE VOTING POWER

 

  0

  8

  SHARED VOTING POWER

 

  1,589,139

  9

  SOLE DISPOSITIVE POWER

 

  0

10

  SHARED DISPOSITIVE POWER

 

  1,589,139

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

1,589,139

12

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)

 

¨

13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

2.0% (1)

14

TYPE OF REPORTING PERSON (See instructions)

 

PN

 

(1) The percentage set forth in Row 13 of this Cover Page is based on the 79,990,335 shares of Common Stock of the Issuer to be outstanding immediately after the Issuer’s initial public offering of its Common Stock, as reported on the Issuer’s Form 424B4 filed with the SEC on June 25, 2015.


CUSIP No. Y26889108

 

Item 1. Security of the Issuer.

This Schedule 13D relates to the shares of Common Stock, par value $0.01 per share (the “Common Stock”), of Gener8 Maritime, Inc., a Marshall Islands corporation (the “Issuer”). The Issuer’s principal executive office is located at 299 Park Avenue, 2nd Floor, New York, NY 10171.

Item 2. Identity and Background.

(a-c) This Statement is being filed by the following beneficial owners of Common Stock (each, a “Reporting Person”):

 

  (i) Blue Mountain Credit Alternatives Master Fund L.P., a Cayman Islands exempted limited partnership (“BMCA”), with respect to the Common Stock directly owned by it;

 

  (ii) Blue Mountain CA Master Fund GP, Ltd., a Cayman Islands exempted limited company (“BMCA GP”), with respect to the Common Stock directly owned by BMCA;

 

  (iii) BlueMountain Guadalupe Peak Fund L.P., a Delaware limited partnership (“BMGP”), with respect to the Common Stock directly owned by it;

 

  (iv) BlueMountain Long/Short Credit GP, LLC, a Delaware limited liability company (“BMGP GP”), with respect to the Common Stock directly owned by BMGP;

 

  (v) BlueMountain Credit Opportunities Master Fund I, L.P., a Cayman Islands exempted limited partnership (“BMCO”), with respect to the Common Stock directly owned by it;

 

  (vi) BlueMountain Credit Opportunities GP I, LLC, a Delaware limited liability company (“BMCO GP”), with respect to the Common Stock directly owned by BMCO;

 

  (vii) BlueMountain Distressed Master Fund L.P., a Cayman Islands exempted limited partnership (“BMD”), with respect to the Common Stock directly owned by it;

 

  (viii) BlueMountain Distressed GP, LLC, a Delaware limited liability company (“BMD GP”), with respect to the Common Stock directly owned by BMD;

 

  (ix) BlueMountain Strategic Credit Master Fund L.P., a Cayman Islands exempted limited partnership (“BMSC”), with respect to the Common Stock directly owned by it;

 

  (x) BlueMountain Strategic Credit GP, LLC, a Delaware limited liability company (“BMSC GP”), with respect to the Common Stock directly owned by BMSC;

 

  (xi) BlueMountain Kicking Horse Fund, L.P., a Delaware limited partnership (“BMKH”), with respect to the Common Stock directly owned by it;

 

  (xii) BlueMountain Kicking Horse Fund GP, LLC, a Delaware limited liability company (“BMKH GP”), with respect to the Common Stock directly owned by BMKH;

 

  (xiii) BlueMountain Timberline Ltd., a Cayman Islands exempted limited company (“BMT”), with respect to the Common Stock directly owned by it;

 

  (xiv) BlueMountain Summit Trading L.P., a Delaware limited partnership (“BMST” and, together with BMCA, BMGP, BMCO, BMD, BMSC and BMKH, the “Partnerships”), with respect to the Common Stock directly owned by it;

 

  (xv) BlueMountain Summit Opportunities GP II, LLC, a Delaware limited liability company (“BMST GP” and, together with BMCA GP, BMGP GP, BMCO GP, BMD GP, BMSC GP and BMKH GP, the “General Partners”), with respect to the Common Stock directly owned by BMST;

 

  (xvi) BlueMountain Montenvers Master Fund SCA SICAV-SIF, an investment company with variable share capital organized as a specialized investment fund in the form of a corporate partnership limited by shares under the laws of Luxembourg (“BMM” and, together with the Partnerships and BMT, the “BlueMountain Funds”), with respect to the Common Stock directly owned by it;

 

  (xvii) BlueMountain Montenvers GP S.à r.l., a private limited company incorporated under the laws of Luxembourg (“BMM GP”), with respect to the Common Stock directly owned by BMM;


CUSIP No. Y26889108

 

  (xviii) BlueMountain GP Holdings, LLC, a Delaware limited liability company (“GP Holdings”), which serves as the sole owner of each of the General Partners, with respect to the Common Stock directly owned by each of the Partnerships; and

 

  (xix) BlueMountain Capital Management, LLC, a Delaware limited liability company (“BMCM” or the “Investment Manager”), which serves as investment manager to the BlueMountain Funds, and has investment discretion with respect to the Common Stock directly owned by the BlueMountain Funds.

The principal business of: (i) each of the BlueMountain Funds is to serve as a private investment fund; (ii) each of the General Partners and BMM GP is to serve as the general partner of the Partnerships and BMM, respectively; (iii) GP Holdings is to serve as the sole owner of each of the General Partners; and (iv) the Investment Manager is to serve as investment manager to, and to make investment decisions on behalf of, the BlueMountain Funds.

The executive officers, directors, and control persons of the Reporting Persons are as follows:

 

Andrew Feldstein Chief Executive Officer and Co-Chief Investment Officer of the Investment Manager; Chief Executive Officer and Co-Chief Investment Officer of GP Holdings; Director of BMCA GP; Director of BMT; Manager of BMGP GP; Manager of BMCO GP; Manager of BMD GP; Manager of BMSC GP; Manager of BMKH GP; Manager of BMST GP
Stephen Siderow Managing Partner and Co-President of the Investment Manager; Managing Partner and Co-President of GP Holdings
Derek Smith Managing Partner and Co-Chief Investment Officer of the Investment Manager; Managing Partner and Co-Chief Investment Officer of GP Holdings; Manager of BMM GP
Alan Gerstein Managing Partner of the Investment Manager; Managing Partner of GP Holdings; Director of BMT; Manager of BMGP GP; Manager of BMCO GP; Manager of BMD GP; Manager of BMSC GP; Manager of BMKH GP; Manager of BMST GP
Bryce Markus Managing Partner, Co-President, Chief Financial Officer and Chief Risk Officer and of the Investment Manager; Managing Partner, Co-President, Chief Financial Officer and Chief Risk Officer of GP Holdings
Michael Liberman Managing Partner and Chief Operating Officer of the Investment Manager; Managing Partner and Chief Operating Officer of GP Holdings
David Rubenstein Managing Partner, Chief Executive Officer of BlueMountain (London), General Counsel and Secretary of the Investment Manager; Managing Partner, Chief Executive Officer of BlueMountain (London), General Counsel and Secretary of GP Holdings; Manager of BMM GP
Peter Greatrex Managing Partner and Head of Research of the Investment Manager; Managing Partner and Head of Research of GP Holdings
James Staley Managing Partner of the Investment Manager; Managing Partner of GP Holdings
Elizabeth Gile Director of BMCA GP; Manager of BMGP GP; Manager of BMCO GP; Manager of BMD GP; Manager of BMKH GP; Manager of BMST GP
Gary Linford Director of BMCA GP; Manager of BMGP GP; Manager of BMCO GP; Manager of BMD GP; Manager of BMKH GP; Manager of BMST GP
Mark Shapiro Director of BMCA GP; Director of BMT; Manager of BMGP GP; Manager of BMCO GP; Manager of BMD GP; Manager of BMSC GP; Manager of BMKH GP; Manager of BMST GP; Manager of BMM GP
William Reeves Director of BMCA GP
Nathaniel Dalton Director of BMCA GP
Todd Groome Manager of BMM GP
Elli Stevens Manager of BMM GP


CUSIP No. Y26889108

 

The business address of each BlueMountain Fund (other than BMGP, BMKH, BMST and BMM) and BMCA GP is c/o Maples Corporate Services Limited, P.O. Box 309, Ugland House, Grand Cayman, KY1-1104, Cayman Islands. The business address of BMGP, BMKH, BMST, each General Partner, GP Holdings, the Investment Manager, Mr. Feldstein, Mr. Siderow, Mr. Smith, Mr. Gerstein, Mr. Markus, Mr. Liberman, Mr. Rubenstein, Mr. Greatrex, Mr. Staley, Ms. Gile, Mr. Shapiro, Mr. Reeves and Mr. Dalton is 280 Park Avenue, 12th Floor, New York, New York 10017. The business address of Mr. Linford and Mr. Groome is c/o HighWater, Pavilion Commercial Centre, 1st Floor, 802 West Bay Road, P.O. Box 30599, KY1-1203, Grand Cayman, Cayman Islands. The business address of each of BMM, BMM GP and Ms. Stevens is 6D, Route de Treves, L-2633 Seningerberg, Luxembourg B176.316.

(d) None of the Reporting Persons or any of their respective executive officers, directors or control persons has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).

(e) None of the Reporting Persons or any of their respective executive officers, directors or control persons has, during the last five years, been 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.

(f) Mr. Feldstein, Mr. Siderow, Mr. Gerstein, Mr. Liberman, Mr. Markus, Mr. Rubenstein, Mr. Smith, Mr. Staley, Mr. Greatrex, Mr. Dalton, Ms. Gile, Mr. Reeves, Mr. Shapiro and Mr. Groome are each U.S. citizens. Mr. Linford is a South African citizen. Ms. Stevens is a British citizen.

Item 3. Source and Amount of Funds or Other Consideration

(i) The BlueMountain Funds acquired 3,786,972 shares of Common Stock with $71,034,897 of working capital set aside for the general purpose of investing.

(ii) Pursuant to the Agreement and Plan of Merger dated as of February 24, 2015 (a copy of which is attached hereto as Exhibit 1 and incorporated herein by reference), the Issuer consummated its merger (the “Merger”) with Navig8 Crude Tankers, Inc. (“Navig8”) and former Navig8 shareholders, including the BlueMountain Funds, received 0.8947 shares of Common Stock for each share of Navig8 common stock held prior to the Merger. The BlueMountain Funds held 4,444,444 shares of Navig8 common stock prior to the Merger, which shares were acquired with $61,266,046 of working capital set aside for the general purpose of investing.

(iii) Pursuant to the Equity Purchase Agreement dated as of February 24, 2015 (a copy of which is attached hereto as Exhibit 2 and incorporated herein by reference), the BlueMountain Funds received 79,491 shares of Common Stock from the Issuer as a commitment premium upon the closing of the Merger as consideration for their purchase commitments.

Item 4. Purpose of Transaction.

The Reporting Persons acquired the Common Stock for investment purposes. The Reporting Persons acquired the Common Stock over which they exercise beneficial ownership in the belief that the Common Stock represents an attractive investment opportunity. The Reporting Persons intend to review their investment in the Issuer on a continuing basis. Representatives of the Reporting Persons may have discussions from time to time with the Issuer, other stockholders and third parties relating to the Issuer, strategic alternatives that may be available to the Issuer and the Issuer’s business, operations, assets, capitalization, financial condition, governance, management and future plans, including in respect of one or more of the actions described in subsections (a) through (j) of Item 4 of Schedule 13D. There can be no assurance as to the outcome of any of the discussions referred to in this Schedule 13D.

Depending on various factors, including the Issuer’s financial position and strategic direction, the outcome of the discussions referenced above, actions taken by the board of directors of the Issuer, price levels of the securities of the Issuer, other investment opportunities available to the Reporting Persons, the availability and cost of debt financing, the availability of potential business combination and other strategic transactions, conditions in the capital markets and general economic and industry conditions, the Reporting Persons may in the future take such actions with respect to their investments in the Issuer as they deem appropriate, including acquiring or disposing of securities of the Issuer, entering into financial instruments or other agreements which increase or decrease the Reporting Persons’ economic exposure with respect to their investments in the Issuer, engaging in any hedging or similar transactions with respect to such holdings and/or otherwise changing their intention with respect to any and all matters referred to in Item 4 of Schedule 13D.


CUSIP No. Y26889108

 

Item 5. Interest in Securities of the Issuer.

(a-b) All percentages set forth in this Schedule 13D are based on the Issuer’s 79,990,335 shares of Common Stock to be outstanding immediately after the Issuer’s initial public offering of its Common Stock, as reported on the Issuer’s Form 424B4 filed with the SEC on June 25, 2015. The information set forth in Rows 7-13 of each Cover Page of this Schedule 13D is hereby incorporated herein by reference.

Each General Partner, GP Holdings and BMCM, each expressly declare that this filing shall not be construed as an admission that each is, for the purposes of sections 13(d) or 13(g) of the Act, the beneficial owner of any securities covered by this filing.

None of the Reporting Persons beneficially own any other shares of Common Stock of the Issuer.

(c) During the last 60 days, no transactions in the Common Stock were effected by any of the Reporting Persons, except that, on June 18, 2015, BMST acquired 101,020 shares of Common Stock for $15.84 per share from BlueMountain Long/Short Credit Master Fund L.P., a private fund for which BMCM also acts as investment manager.

(d) No person other than a Reporting Person has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of shares of, Common Stock beneficially owned by the Reporting Persons.

(e) Not applicable.

Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.

None of the Reporting Persons is a party to any contract, arrangement, understanding or relationship with respect to any securities of the Issuer.

Item 7. Material to be Filed as Exhibits.

1. Agreement and Plan of Merger, dated as of February 24, 2015, by and among General Maritime Corporation, Gener8 Maritime Acquisition Inc., Navig8 Crude Tankers, Inc. and each of the Equityholders’ Representatives named therein (incorporated by reference to the Issuer’s Exhibit 2.2 to Form S-1 filed with the SEC on May 22, 2015).

2. Equity Purchase Agreement, dated as of February 24, 2015, by and between General Maritime Corp., Navig8 Crude Tankers, Inc. and each of the Commitment Parties thereto, as amended (incorporated by reference to the Issuer’s Exhibit 10.10 to Form S-1 filed with the SEC on May 22, 2015).

3. Joint Filing Agreement dated July 2, 2015, attached as Exhibit 3 hereto.


SIGNATURES

After reasonable inquiry and to the best knowledge and belief of the undersigned, the undersigned certifies that the information set forth in this statement with respect to the undersigned is true, complete and correct.

Date: July 2, 2015

 

BLUEMOUNTAIN CAPITAL MANAGEMENT, LLC
By: /s/Paul Friedman                                                 
Name: Paul Friedman, Chief Compliance Officer
BLUEMOUNTAIN GP HOLDINGS, LLC
By: /s/Paul Friedman                                                 
Name: Paul Friedman, Chief Compliance Officer
BLUE MOUNTAIN CA MASTER FUND GP, LTD.
By: /s/ ANDREW FELDSTEIN                                
Name: Andrew Feldstein, Director

BLUE MOUNTAIN CREDIT ALTERNATIVES MASTER FUND L.P.

BY: BLUE MOUNTAIN CA MASTER FUND GP, LTD.

By: /s/ ANDREW FELDSTEIN                                
Name: Andrew Feldstein, Director
BLUEMOUNTAIN LONG/SHORT CREDIT GP, LLC
BY: BLUEMOUNTAIN GP HOLDINGS, LLC
By: /s/Paul Friedman                                                 
Name: Paul Friedman, Chief Compliance Officer
BLUEMOUNTAIN GUADALUPE PEAK FUND L.P.
BY: BLUEMOUNTAIN LONG/SHORT CREDIT GP, LLC
BY: BLUEMOUNTAIN GP HOLDINGS, LLC
By: /s/Paul Friedman                                                 
Name: Paul Friedman, Chief Compliance Officer
BLUEMOUNTAIN CREDIT OPPORTUNITIES GP I, LLC
BY: BLUEMOUNTAIN GP HOLDINGS, LLC
By: /s/ PAUL FRIEDMAN                                      
Name: Paul Friedman, Chief Compliance Officer


BLUEMOUNTAIN CREDIT OPPORTUNITIES MASTER FUND I L.P.
BY: BLUEMOUNTAIN CREDIT OPPORTUNITIES GP I, LLC
BY: BLUEMOUNTAIN GP HOLDINGS, LLC
By: /s/ PAUL FRIEDMAN                                    
Name: Paul Friedman, Chief Compliance Officer
BLUEMOUNTAIN DISTRESSED GP, LLC
BY: BLUEMOUNTAIN GP HOLDINGS, LLC
By: /s/ PAUL FRIEDMAN                                    
Name: Paul Friedman, Chief Compliance Officer
BLUEMOUNTAIN DISTRESSED MASTER FUND L.P.
BY: BLUEMOUNTAIN DISTRESSED GP, LLC
BY: BLUEMOUNTAIN GP HOLDINGS, LLC
By: /s/ PAUL FRIEDMAN                                    
Name: Paul Friedman, Chief Compliance Officer
BLUEMOUNTAIN STRATEGIC CREDIT GP, LLC
BY: BLUEMOUNTAIN GP HOLDINGS, LLC
By: /s/ PAUL FRIEDMAN                                    
Name: Paul Friedman, Chief Compliance Officer
BLUEMOUNTAIN STRATEGIC CREDIT MASTER FUND L.P.
BY: BLUEMOUNTAIN STRATEGIC CREDIT GP, LLC
BY: BLUEMOUNTAIN GP HOLDINGS, LLC
By: /s/ PAUL FRIEDMAN                                    
Name: Paul Friedman, Chief Compliance Officer
BLUEMOUNTAIN KICKING HORSE FUND GP, LLC
BY: BLUEMOUNTAIN GP HOLDINGS, LLC
By: /s/ PAUL FRIEDMAN                                    
Name: Paul Friedman, Chief Compliance Officer
BLUEMOUNTAIN KICKING HORSE FUND L.P.
BY: BLUEMOUNTAIN KICKING HORSE FUND GP, LLC
BY: BLUEMOUNTAIN GP HOLDINGS, LLC
By: /s/ PAUL FRIEDMAN                                    
Name: Paul Friedman, Chief Compliance Officer


BLUEMOUNTAIN TIMBERLINE LTD.
By: /s/ ANDREW FELDSTEIN                            
Name: Andrew Feldstein, Director
BLUEMOUNTAIN SUMMIT OPPORTUNITIES GP II, LLC
BY: BLUEMOUNTAIN GP HOLDINGS, LLC
By: /s/ PAUL FRIEDMAN                                    
Name: Paul Friedman, Chief Compliance Officer
BLUEMOUNTAIN SUMMIT TRADING L.P.
BY: BLUEMOUNTAIN SUMMIT OPPORTUNITIES GP II, LLC
BY: BLUEMOUNTAIN GP HOLDINGS, LLC
By: /s/ PAUL FRIEDMAN                                    
Name: Paul Friedman, Chief Compliance Officer
BLUEMOUNTAIN MONTENVERS GP S.à r.l.
By: /s/ PAUL FRIEDMAN                                    
Name: Paul Friedman, Authorized Person
BLUEMOUNTAIN MONTENVERS MASTER FUND SCA SICAV-SIF
BY: BLUEMOUNTAIN MONTENVERS GP S.à r.l.
By: /s/ PAUL FRIEDMAN                                    
Name: Paul Friedman, Authorized Person

The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative (other than an executive officer or general partner of the filing person), evidence of the representative’s authority to sign on behalf of such person shall be filed with the statement; provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature.

ATTENTION: INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE FEDERAL CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001)

EX-99.3 2 d54110dex993.htm EX-3 EX-3

Exhibit 3

JOINT FILING AGREEMENT

The undersigned agree that the Schedule 13D with respect to the Common Stock, par value $0.01 per share, of Gener8 Maritime, Inc., dated as of July 2, 2015, is, and any amendments thereto (including amendments on Schedule 13G) signed by each of the undersigned shall be, filed on behalf of each of them pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.

DATED: July 2, 2015

 

BLUEMOUNTAIN CAPITAL MANAGEMENT, LLC
By: /s/Paul Friedman                                               
Name: Paul Friedman, Chief Compliance Officer
BLUEMOUNTAIN GP HOLDINGS, LLC
By: /s/Paul Friedman                                               
Name: Paul Friedman, Chief Compliance Officer
BLUE MOUNTAIN CA MASTER FUND GP, LTD.
By: /s/ ANDREW FELDSTEIN                            
Name: Andrew Feldstein, Director
BLUE MOUNTAIN CREDIT ALTERNATIVES MASTER FUND L.P.
BY: BLUE MOUNTAIN CA MASTER FUND GP, LTD.
By: /s/ ANDREW FELDSTEIN                            
Name: Andrew Feldstein, Director
BLUEMOUNTAIN LONG/SHORT CREDIT GP, LLC
BY: BLUEMOUNTAIN GP HOLDINGS, LLC
By: /s/Paul Friedman                                             
Name: Paul Friedman, Chief Compliance Officer
BLUEMOUNTAIN GUADALUPE PEAK FUND L.P.
BY: BLUEMOUNTAIN LONG/SHORT CREDIT GP, LLC
BY: BLUEMOUNTAIN GP HOLDINGS, LLC
By: /s/Paul Friedman                                             
Name: Paul Friedman, Chief Compliance Officer
BLUEMOUNTAIN CREDIT OPPORTUNITIES GP I, LLC
BY: BLUEMOUNTAIN GP HOLDINGS, LLC
By: /s/ PAUL FRIEDMAN                                  
Name: Paul Friedman, Chief Compliance Officer


BLUEMOUNTAIN CREDIT OPPORTUNITIES MASTER FUND I L.P.
BY: BLUEMOUNTAIN CREDIT OPPORTUNITIES GP I, LLC
BY: BLUEMOUNTAIN GP HOLDINGS, LLC
By: /s/ PAUL FRIEDMAN                                    
Name: Paul Friedman, Chief Compliance Officer
BLUEMOUNTAIN DISTRESSED GP, LLC
BY: BLUEMOUNTAIN GP HOLDINGS, LLC
By: /s/ PAUL FRIEDMAN                                    
Name: Paul Friedman, Chief Compliance Officer
BLUEMOUNTAIN DISTRESSED MASTER FUND L.P.
BY: BLUEMOUNTAIN DISTRESSED GP, LLC
BY: BLUEMOUNTAIN GP HOLDINGS, LLC
By: /s/ PAUL FRIEDMAN                                    
Name: Paul Friedman, Chief Compliance Officer
BLUEMOUNTAIN STRATEGIC CREDIT GP, LLC
BY: BLUEMOUNTAIN GP HOLDINGS, LLC
By: /s/ PAUL FRIEDMAN
Name: Paul Friedman, Chief Compliance Officer
BLUEMOUNTAIN STRATEGIC CREDIT MASTER FUND L.P.
BY: BLUEMOUNTAIN STRATEGIC CREDIT GP, LLC
BY: BLUEMOUNTAIN GP HOLDINGS, LLC
By: /s/ PAUL FRIEDMAN                                    
Name: Paul Friedman, Chief Compliance Officer
BLUEMOUNTAIN KICKING HORSE FUND GP, LLC
BY: BLUEMOUNTAIN GP HOLDINGS, LLC
By: /s/ PAUL FRIEDMAN                                    
Name: Paul Friedman, Chief Compliance Officer
BLUEMOUNTAIN KICKING HORSE FUND L.P.
BY: BLUEMOUNTAIN KICKING HORSE FUND GP, LLC
BY: BLUEMOUNTAIN GP HOLDINGS, LLC
By: /s/ PAUL FRIEDMAN                                    
Name: Paul Friedman, Chief Compliance Officer


BLUEMOUNTAIN TIMBERLINE LTD.
By: /s/ ANDREW FELDSTEIN                            
Name: Andrew Feldstein, Director
BLUEMOUNTAIN SUMMIT OPPORTUNITIES GP II, LLC
BY: BLUEMOUNTAIN GP HOLDINGS, LLC
By: /s/ PAUL FRIEDMAN                                    
Name: Paul Friedman, Chief Compliance Officer
BLUEMOUNTAIN SUMMIT TRADING L.P.
BY: BLUEMOUNTAIN SUMMIT OPPORTUNITIES GP II, LLC
BY: BLUEMOUNTAIN GP HOLDINGS, LLC
By: /s/ PAUL FRIEDMAN                                    
Name: Paul Friedman, Chief Compliance Officer
BLUEMOUNTAIN MONTENVERS GP S.à r.l.
By: /s/ PAUL FRIEDMAN                                  
Name: Paul Friedman, Authorized Person
BLUEMOUNTAIN MONTENVERS MASTER FUND SCA SICAV-SIF
BY: BLUEMOUNTAIN MONTENVERS GP S.à r.l.
By: /s/ PAUL FRIEDMAN                                    
Name: Paul Friedman, Authorized Person