0000950103-15-001210.txt : 20150212 0000950103-15-001210.hdr.sgml : 20150212 20150212171629 ACCESSION NUMBER: 0000950103-15-001210 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20150212 DATE AS OF CHANGE: 20150212 GROUP MEMBERS: GLOBE RESOURCES GROUP INC. GROUP MEMBERS: GP INVESTMENTS LLP GROUP MEMBERS: GPK HOLDINGS, LLC SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: GeoPark Ltd CENTRAL INDEX KEY: 0001464591 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 000000000 STATE OF INCORPORATION: D0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-87998 FILM NUMBER: 15607502 BUSINESS ADDRESS: STREET 1: NUESTRA SENORA DE LOS ANGELES 179 STREET 2: LAS CONDES CITY: SANTIAGO STATE: F3 ZIP: 00000 BUSINESS PHONE: 562-2242-9600 MAIL ADDRESS: STREET 1: NUESTRA SENORA DE LOS ANGELES 179 STREET 2: LAS CONDES CITY: SANTIAGO STATE: F3 ZIP: 00000 FORMER COMPANY: FORMER CONFORMED NAME: GeoPark Holdings Ltd DATE OF NAME CHANGE: 20090520 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: O'Shaughnessy Gerald E CENTRAL INDEX KEY: 0001633289 FILING VALUES: FORM TYPE: SC 13G MAIL ADDRESS: STREET 1: 8310 E. 21ST STREET NORTH STREET 2: SUITE 420 CITY: WICHITA STATE: KS ZIP: 67206 SC 13G 1 dp53520_sc13g.htm FORM SC 13G Unassociated Document

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549
 
SCHEDULE 13G
 
Under the Securities Exchange Act of 1934
 
GeoPark Limited
(Name of Issuer)
 
Common Shares, par value $0.001 per share
(Title of Class of Securities)
 
G38327105
(CUSIP Number)
 
December 31, 2014
(Date of Event which Requires Filing of this Statement)
 
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
 
☐
Rule 13d-1(b)
 
☐
Rule 13d-1(c)
 
☒
Rule 13d-1(d)
 
 

 
 
 


CUSIP No. G38327105
13G
Page 2 of 10 Pages

1.
NAMES OF REPORTING PERSONS
Gerald E. O’Shaughnessy
2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
   
(a)
☐
   
(b)
☐
3.
SEC USE ONLY
4.
CITIZENSHIP OR PLACE OF ORGANIZATION
 
U.S. citizen
NUMBER OF SHARES
BENEFICIALLY OWNED BY
EACH REPORTING PERSON
WITH
5.
SOLE VOTING POWER
 
922,482
6.
SHARED VOTING POWER
 
6,611,425
7.
SOLE DISPOSITIVE POWER
 
922,482
8.
SHARED DISPOSITIVE POWER
 
6,611,425
9.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
7,533,907
10.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES* ☐
11.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
13.04%
12.
TYPE OF REPORTING PERSON*
 
IN

 

 
 
 



CUSIP No. G38327105
13G
Page 3 of 10 Pages

1.
NAMES OF REPORTING PERSONS
GP Investments LLP
2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
   
(a)
☐
   
(b)
☐
3.
SEC USE ONLY
4.
CITIZENSHIP OR PLACE OF ORGANIZATION
 
KANSAS, USA
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5.
SOLE VOTING POWER
 
None
6.
SHARED VOTING POWER
 
6,400,000
7.
SOLE DISPOSITIVE POWER
 
None
8.
SHARED DISPOSITIVE POWER
 
6,400,000
9.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
6,400,000
10.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES* ☐
11.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
11.07%
12.
TYPE OF REPORTING PERSON*
 
PN

 
 
 


CUSIP No. G38327105
13G
Page 4 of 10 Pages

1.
NAMES OF REPORTING PERSONS
GPK Holdings, LLC
2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
   
(a)
☐
   
(b)
☐
3.
SEC USE ONLY
4.
CITIZENSHIP OR PLACE OF ORGANIZATION
 
KANSAS, USA
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5.
SOLE VOTING POWER
 
None
6.
SHARED VOTING POWER
 
3,000,000
7.
SOLE DISPOSITIVE POWER
 
None
8.
SHARED DISPOSITIVE POWER
 
3,000,000
9.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
3,000,000
10.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES* ☐
11.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
5.19%
12.
TYPE OF REPORTING PERSON*
 
CO

 

 
 
 




 
CUSIP No. G38327105
13G
Page 5 of 10 Pages

1.
NAMES OF REPORTING PERSONS
The Globe Resources Group Inc.
2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
   
(a)
☐
   
(b)
☐
3.
SEC USE ONLY
4.
CITIZENSHIP OR PLACE OF ORGANIZATION
 
OKLAHOMA, USA
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5.
SOLE VOTING POWER
 
None
6.
SHARED VOTING POWER
 
 211,425
7.
SOLE DISPOSITIVE POWER
 
None
8.
SHARED DISPOSITIVE POWER
 
 211,425
9.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
211,425
10.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES* ☐
11.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
0.37%
12.
TYPE OF REPORTING PERSON*
 
CO

 

 
 
 


 
Item 1(a).
Name of Issuer:
 
GeoPark Limited
 
Item 1(b).
Address of Issuer’s Principal Executive Offices:
 
Nuestra Señora de los Ángeles 179, Las Condes, Santiago, Chile
 
Item 2(a).
Name of Person Filing:
 
This Schedule 13G is jointly filed by Gerald E. O’Shaughnessy, GP Investments LLP, GPK Holdings, LLC and The Globe Resources Group Inc.
 
Item 2(b).
Address of Principal Business Office or, if None, Residence:
 
The principal business address of Gerald E. O’Shaughnessy , GP Investments LLP, GPK Holdings, LLC and The Globe Resources Group Inc. is: 8310 E. 21st Street North, Suite 420, Wichita, Kansas 67206  USA.  
 
Item 2(c).
Citizenship:
 
Please refer to Item 4 on each cover sheet for each reporting person.
 
Item 2(d).
Title of Class of Securities:
 
Common Shares, par value $0.001 per share.
 
Item 2(e).
CUSIP Number:
 
G38327105
 
Item 3.
If this Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a:
 
Not Applicable.
 
Item 4.
Ownership.
 
Provide the following information regarding the aggregate number and percentage of the class of securities of issuer identified in Item 1.
 
(a)      Amount beneficially owned:
 
Each of the reporting entities is controlled by Gerald E. O’Shaughnessy, who indirectly has voting and dispositive power over the reported shares set forth in Item 9 on the cover sheet for each reporting person.  Voting and dispositive power will generally be exercised consistently with respect to all of the reporting entities.  Therefore, the reporting entities may be deemed to constitute a “group” within the meaning of Rule 13d-5(b).  As of December 31, 2014, 3,000,000 shares over which Gerald E. O’Shaughnessy has direct or indirect voting or dispositive power have been pledged pursuant to lending arrangements.
 
 (b)     Percent of class:
 
Please refer to Item 11 on each cover sheet for each reporting person. The percentages reported herein are based on the 57,790,533 common shares outstanding as of December 31, 2014.
 
 
(c)
Number of shares as to which such person has:
 
 
(i)
Sole power to vote or to direct the vote:
 
Please refer to Item 5 on each cover sheet for each reporting person.
 

 
 
 



 
 
(ii)
Shared power to vote or to direct the vote:
 
Please refer to Item 6 on each cover sheet for each reporting person.
 
 
(iii)
Sole power to dispose or to direct the disposition of:
 
Please refer to Item 7 on each cover sheet for each reporting person.
 
 
(iv)
Shared power to dispose or to direct the disposition of:
 
Please refer to Item 8 on each cover sheet for each reporting person.
 
Item 5.
Ownership of Five Percent or Less of a Class.
 
Not Applicable.
 
Item 6.
Ownership of More than Five Percent on Behalf of Another Person.
 
None.
 
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company.
 
Not Applicable.
 
Item 8.
Identification and Classification of Members of the Group.
 
See Exhibit A hereto.
 
Item 9.
Notice of Dissolution of Group.
 
Not Applicable.
 
Item 10.
Certifications.
 
Not Applicable.
 

 
 
 


 
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.
 

 
By:
/s/ Gerald E. O’Shaughnessy
 
Name:
Gerald E. O’Shaughnessy
 
Date:
February 12, 2015
     
 
GP Investments LLP
 
 
 
By:
/s/ Gerald E. O’Shaughnessy
 
Name:
Gerald E. O’Shaughnessy
 
Title:
Manager
 
Date:
February 12, 2015

 

 
 
GPK Holdings, LLC
 
 
 
By:
/s/ Gerald E. O’Shaughnessy
 
Name:
Gerald E. O’Shaughnessy
 
Title:
Manager
 
Date:
February 12, 2015

 

 
The Globe Resources Group Inc.
By:
 
 
 
/s/ Gerald E. O’Shaughnessy
 
Name:
Gerald E. O’Shaughnessy
 
Title:
Chairman
 
Date:
February 12, 2015

 
 
 


 
EXHIBIT A TO SCHEDULE 13G
 
 
JOINT FILING AGREEMENT
 
IN ACCORDANCE WITH Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Common Shares, par value $0.001 per share, of GeoPark Limited, an exempted company with limited liability incorporated under the laws of Bermuda, and that this Joint Filing Agreement be included as an exhibit to such joint filing, provided that, as contemplated by Section 13d-1(k)(2), no person shall be responsible for the completeness and accuracy of the information concerning the other persons making the filing unless such person knows or has reason to know such information is inaccurate.
 
This Joint Filing Agreement may be executed in any number of counterparts, all of which together shall constitute one and the same instrument.
 
[Signature Page Follows]
 

 
 
 

IN WITNESS WHEREOF, the undersigned hereby execute this Joint Filing Agreement as of this 12th day of February 2015.
 
By:
/s/ Gerald E. O’Shaughnessy
 
Name:
Gerald E. O’Shaughnessy
 
Date:
February 12, 2015
     
 
GP Investments LLP
 
 
 
By:
/s/ Gerald E. O’Shaughnessy
 
Name:
Gerald E. O’Shaughnessy
 
Title:
Manager
 
Date:
February 12, 2015

 
 
GPK Holdings, LLC
 
 
 
By:
/s/ Gerald E. O’Shaughnessy
 
Name:
Gerald E. O’Shaughnessy
 
Title:
Manager
 
Date:
February 12, 2015

 

 
The Globe Resources Group Inc.
By:
 
 
/s/ Gerald E. O’Shaughnessy
 
Name:
Gerald E. O’Shaughnessy
 
Title:
Chairman
 
Date:
February 12, 2015