0000899243-21-019916.txt : 20210519 0000899243-21-019916.hdr.sgml : 20210519 20210519160525 ACCESSION NUMBER: 0000899243-21-019916 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210517 FILED AS OF DATE: 20210519 DATE AS OF CHANGE: 20210519 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Aronson Jeffrey CENTRAL INDEX KEY: 0001425800 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38636 FILM NUMBER: 21940307 MAIL ADDRESS: STREET 1: 375 PARK AVENUE, 12TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10152 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Centerbridge Credit Partners Offshore General Partner, L.P. CENTRAL INDEX KEY: 0001484834 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38636 FILM NUMBER: 21940312 BUSINESS ADDRESS: STREET 1: 375 PARK AVENUE, 12TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10152 BUSINESS PHONE: 212 672 5000 MAIL ADDRESS: STREET 1: 375 PARK AVENUE, 12TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10152 FORMER NAME: FORMER CONFORMED NAME: Centerbridge Credit Partners Offshore General Partner, L.L.C. DATE OF NAME CHANGE: 20100222 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Centerbridge Credit Partners Master, L.P. CENTRAL INDEX KEY: 0001584544 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38636 FILM NUMBER: 21940313 BUSINESS ADDRESS: STREET 1: 375 PARK AVENUE STREET 2: 12TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10152 BUSINESS PHONE: (212) 672-5000 MAIL ADDRESS: STREET 1: 375 PARK AVENUE STREET 2: 12TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10152 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Centerbridge Credit GP Investors, L.L.C. CENTRAL INDEX KEY: 0001584682 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38636 FILM NUMBER: 21940310 BUSINESS ADDRESS: STREET 1: 375 PARK AVENUE STREET 2: 12TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10152 BUSINESS PHONE: 212-672-5000 MAIL ADDRESS: STREET 1: 375 PARK AVENUE STREET 2: 12TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10152 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Centerbridge Special Credit Partners General Partner III, L.P. CENTRAL INDEX KEY: 0001827884 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38636 FILM NUMBER: 21940309 BUSINESS ADDRESS: STREET 1: 375 PARK AVENUE, 11TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10152 BUSINESS PHONE: 212-672-5000 MAIL ADDRESS: STREET 1: 375 PARK AVENUE, 11TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10152 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CCP III Cayman GP Ltd. CENTRAL INDEX KEY: 0001667801 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38636 FILM NUMBER: 21940308 BUSINESS ADDRESS: STREET 1: C/O CENTERBRIDGE PARTNERS, L.P. STREET 2: 375 PARK AVENUE, 12TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10152 BUSINESS PHONE: 2126725000 MAIL ADDRESS: STREET 1: C/O CENTERBRIDGE PARTNERS, L.P. STREET 2: 375 PARK AVENUE, 12TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10152 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Centerbridge Special Credit Partners III-Flex, L.P. CENTRAL INDEX KEY: 0001674541 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38636 FILM NUMBER: 21940314 BUSINESS ADDRESS: STREET 1: 375 PARK AVENUE STREET 2: 12TH AVENUE CITY: NEW YORK STATE: NY ZIP: 10152 BUSINESS PHONE: 212-672-5000 MAIL ADDRESS: STREET 1: 375 PARK AVENUE STREET 2: 12TH AVENUE CITY: NEW YORK STATE: NY ZIP: 10152 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Centerbridge Credit Cayman GP, Ltd. CENTRAL INDEX KEY: 0001667800 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38636 FILM NUMBER: 21940311 BUSINESS ADDRESS: STREET 1: C/O CENTERBRIDGE PARTNERS, L.P. STREET 2: 375 PARK AVENUE, 12TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10152 BUSINESS PHONE: 2126725000 MAIL ADDRESS: STREET 1: C/O CENTERBRIDGE PARTNERS, L.P. STREET 2: 375 PARK AVENUE, 12TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10152 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Garrett Motion Inc. CENTRAL INDEX KEY: 0001735707 STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLE PARTS & ACCESSORIES [3714] IRS NUMBER: 824873189 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: LA PIECE 16 CITY: ROLLE STATE: V8 ZIP: 1180 BUSINESS PHONE: 41-21-695-3000 MAIL ADDRESS: STREET 1: LA PIECE 16 CITY: ROLLE STATE: V8 ZIP: 1180 FORMER COMPANY: FORMER CONFORMED NAME: Garrett Transportation Systems Inc. DATE OF NAME CHANGE: 20180327 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2021-05-17 0 0001735707 Garrett Motion Inc. GTX 0001674541 Centerbridge Special Credit Partners III-Flex, L.P. 375 PARK AVENUE, 11TH FLOOR NEW YORK NY 10152 0 0 1 0 0001584544 Centerbridge Credit Partners Master, L.P. 375 PARK AVENUE, 11TH FLOOR NEW YORK NY 10152 0 0 1 0 0001484834 Centerbridge Credit Partners Offshore General Partner, L.P. 375 PARK AVENUE, 11TH FLOOR NEW YORK NY 10152 0 0 1 0 0001667800 Centerbridge Credit Cayman GP, Ltd. 375 PARK AVENUE, 11TH FLOOR NEW YORK NY 10152 0 0 1 0 0001584682 Centerbridge Credit GP Investors, L.L.C. 375 PARK AVENUE, 11TH FLOOR NEW YORK NY 10152 0 0 1 0 0001827884 Centerbridge Special Credit Partners General Partner III, L.P. 375 PARK AVENUE, 11TH FLOOR NEW YORK NY 10152 0 0 1 0 0001667801 CCP III Cayman GP Ltd. 375 PARK AVENUE, 11TH FLOOR NEW YORK NY 10152 0 0 1 0 0001425800 Aronson Jeffrey 375 PARK AVENUE, 11TH FLOOR NEW YORK NY 10152 0 0 1 0 Series A Cumulative Convertible Preferred Stock 2021-05-17 4 S 0 2400000 5.25 D Common Stock 2400000 66207182 I See Footnotes Each share of Series A Cumulative Convertible Preferred Stock, par value $0.001 per share (the "Series A Preferred Stock"), is convertible into one share of Common Stock pursuant to the terms of the Certificate of Designations of Series A Cumulative Convertible Preferred Stock (the "Series A Certificate of Designations"), dated as of April 30, 2021, by Garrett Motion Inc., as filed pursuant to its Form 8-K dated as of April 30, 2021. The sales reported on this line were effected pursuant to a private market disposition. CSCP III Cayman GP Ltd. ("CSCP III Cayman GP") is the general partner of Centerbridge Special Credit Partners General Partner III, L.P. ("Special Credit III GP"), which is the general partner of Centerbridge Special Credit Partners III-Flex, L.P. ("SC III-Flex"), and may be deemed to share beneficial ownership over the shares of Common Stock and shares of Series A Cumulative Convertible Preferred Stock held of record by SC III-Flex. As the director of CSCP III Cayman GP, Jeffrey H. Aronson may be deemed to share beneficial ownership with respect to the shares held of record by SC III-Flex. Such persons and entities expressly disclaim beneficial ownership of the shares held of record by SC III-Flex, except to the extent of any proportionate pecuniary interest therein. (Continued from Footnote 3) Centerbridge Credit GP Investors, L.L.C. ("Credit GP Investors") is the sole director of Centerbridge Credit Cayman GP, Ltd. ("Credit Cayman GP"), which is the general partner of Centerbridge Credit Partners Offshore General Partner, L.P. ("Credit Partners Offshore GP"), which is the general partner of Centerbridge Credit Partners Master, L.P. ("Credit Partners Master"), and may be deemed to share beneficial ownership over the shares of Common Stock and shares of Series A Cumulative Convertible Preferred Stock held of record by Credit Partners Master. As the managing member of Credit GP Investors, Jeffrey H. Aronson may be deemed to share beneficial ownership with respect to the shares held of record by Credit Partners Master. Such persons and entities expressly disclaim beneficial ownership of the shares held of record by Credit Partners Master, except to the extent of any proportionate pecuniary interest therein. The Reporting Persons are jointly filing this Form 4. Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of any or all of the reported securities for purposes of Section 16 or for any other purpose. We note that the undersigned have made a Schedule 13D filing, and we refer to the disclosures contained therein regarding potential "group" status and disclaimers thereto. CENTERBRIDGE CREDIT PARTNERS MASTER, L.P., By: Centerbridge Credit GP Investors, L.L.C., its indirect director, /s/ Susanne V. Clark, Name: Susan V. Clark, Title: Authorized Signatory 2021-05-19 CENTERBRIDGE CREDIT PARTNERS OFFSHORE GENERAL PARTNER, L.P., By: Centerbridge Credit Cayman GP, Ltd., its GP, By: Centerbridge Credit GP Investors, L.L.C., its director, /s/ Susanne V. Clark, Name: Susanne V. Clark, Title: Authorized Signatory 2021-05-19 CENTERBRIDGE CREDIT CAYMAN GP, LTD., By: Centerbridge Credit GP Investors, L.L.C., its director, /s/ Susanne V. Clark, Name: Susanne V. Clark, Title: Authorized Signatory 2021-05-19 CENTERBRIDGE CREDIT GP INVESTORS, L.L.C., /s/ Susanne V. Clark, Name: Susanne V. Clark, Title: Authorized Signatory 2021-05-19 CENTERBRIDGE SPECIAL CREDIT PARTNERS III-FLEX, L.P., By: Centerbridge Special Credit Partners General Partner III, L.P., its GP, By: CSCP III Cayman GP Ltd., its GP, /s/ Susanne V. Clark, Name: Susanne V. Clark, Title: Authorized Signatory 2021-05-19 CENTERBRIDGE SPECIAL CREDIT PARTNERS GENERAL PARTNER III, L.P., By: CSCP III Cayman GP Ltd., its GP, /s/ Susanne V. Clark, Name: Susanne V. Clark, Title: Authorized Signatory 2021-05-19 CSCP III CAYMAN GP LTD., /s/ Susanne V. Clark, Name: Susanne V. Clark, Title: Authorized Signatory 2021-05-19 JEFFREY H. ARONSON, /s/ Jeffrey H. Aronson 2021-05-19