0001341004-19-000066.txt : 20190201 0001341004-19-000066.hdr.sgml : 20190201 20190201155747 ACCESSION NUMBER: 0001341004-19-000066 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20190201 DATE AS OF CHANGE: 20190201 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Garrison Capital Inc. CENTRAL INDEX KEY: 0001509892 IRS NUMBER: 900900145 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-87375 FILM NUMBER: 19559811 BUSINESS ADDRESS: STREET 1: 1290 AVENUE OF THE AMERICAS STREET 2: SUITE 914 CITY: NEW YORK STATE: NY ZIP: 10014 BUSINESS PHONE: 212 372 9500 MAIL ADDRESS: STREET 1: 1290 AVENUE OF THE AMERICAS STREET 2: SUITE 914 CITY: NEW YORK STATE: NY ZIP: 10014 FORMER COMPANY: FORMER CONFORMED NAME: Garrison Capital LLC DATE OF NAME CHANGE: 20110110 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Corbin Capital Partners, L.P. CENTRAL INDEX KEY: 0001509874 IRS NUMBER: 300299433 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 590 MADISON AVENUE CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-634-7373 MAIL ADDRESS: STREET 1: 590 MADISON AVENUE CITY: NEW YORK STATE: NY ZIP: 10022 SC 13G/A 1 sc13ga6.htm SCHEDULE 13G, AMENDMENT NO. 6



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 6)*

Garrison Capital Inc.
(Name of Issuer)

Common Stock, par value $0.001 per share
(Title of Class of Securities)

366554103
(CUSIP Number)

December 31, 2018
(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)


*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 the disclosure provided in a prior cover page.

The information required in 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 the section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).




CUSIP No.:  366554103
Page 2 of 9


1
NAMES OF REPORTING PERSONS
Corbin Capital Partners Group, LLC
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)          ☐
(b)          ☐
3
SEC USE ONLY
4
CITIZEN SHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5
SOLE VOTING POWER
0
6
SHARED VOTING POWER
1,724,334
7
SOLE DISPOSITIVE POWER
0
8
SHARED DISPOSITIVE POWER
1,724,334
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,724,334
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
10.7%*
12
TYPE OF REPORTING PERSON
OO


*
All percentages of Common Stock outstanding contained herein are based on 16,049,352 shares of Common Stock outstanding, as reported on the Issuer’s Form 10-Q, filed November 6, 2018.




CUSIP No.:  366554103
Page 3 of 9


1
NAMES OF REPORTING PERSONS
Corbin Capital Partners, L.P.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)          ☐
(b)          ☐
3
SEC USE ONLY
4
CITIZEN SHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5
SOLE VOTING POWER
0
6
SHARED VOTING POWER
1,724,334
7
SOLE DISPOSITIVE POWER
0
8
SHARED DISPOSITIVE POWER
1,724,334
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,724,334
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
10.7%
12
TYPE OF REPORTING PERSON
IA




CUSIP No.:  366554103
Page 4 of 9


1
NAMES OF REPORTING PERSONS
Corbin Opportunity Fund, L.P.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)          ☐
(b)          ☐
3
SEC USE ONLY
4
CITIZEN SHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5
SOLE VOTING POWER
0
6
SHARED VOTING POWER
1,232,220
7
SOLE DISPOSITIVE POWER
0
8
SHARED DISPOSITIVE POWER
1,232,220
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,232,220
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
7.7%
12
TYPE OF REPORTING PERSON
PN




CUSIP No.:  366554103
Page 5 of 9


ITEM 1(a)
NAME OF ISSUER:

Garrison Capital Inc.

ITEM 1(b)
ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES:

1290 Avenue of the Americas, Suite 914
New York, New York 10104

ITEM 2(a)-(c)
NAME, PRINCIPAL BUSINESS ADDRESS AND CITIZENSHIP OF PERSONS FILING:

Corbin Capital Partners, L.P.
590 Madison Avenue, 31st Floor
New York, New York 10022,
which is a Delaware limited partnership.

Corbin Capital Partners Group, LLC
590 Madison Avenue, 31st Floor
New York, New York 10022,
which is a Delaware limited liability company.

Corbin Opportunity Fund, L.P.
c/o Corbin Capital Partners, L.P.
590 Madison Avenue, 31st Floor
New York, New York 10022,
which is a Delaware limited partnership.

ITEM 2(d)
TITLE OF CLASS OF SECURITIES:

Common Stock, par value $0.001 per share

ITEM 2(e)
CUSIP NO.:

366554103

ITEM 3.
IF THIS STATEMENT IS FILED PURSUANT TO §240.13d-1(b) or §240.13d-2(b) or (c), CHECK WHETHER THE PERSON FILING IS A:


(a)
☐ Broker or dealer registered under Section 15 of the Exchange Act  (15 U.S.C. 78c).


(b)
☐ Bank as defined in Section 3(a)(6) of the Exchange Act (15 U.S.C. 78c).


(c)
☐ Insurance company as defined in Section 3(a)(19) of the Exchange Act (15 U.S.C. 78c).


(d)
☐ Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).


(e)
☐ An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);


(f)
☐ An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);


(g)
☐ A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);



CUSIP No.:  366554103
Page 6 of 9



(h)
☐ A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);


(i)
☐ A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);


(j)
☐ Group, in accordance with  §240.13d-1(b)(1)(ii)(J).

ITEM 4.
OWNERSHIP

The information in items 1 and 5 through 11 on the cover pages of this filing is hereby incorporated by reference.

ITEM 5.
OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following.  ☐

N/A

ITEM 6.
OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON

If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item, and if such interest relates to more than five percent of the class, such person should be identified.  A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.

N/A

ITEM 7.
IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY OR CONTROL PERSON

If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(1)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary.

N/A

ITEM 8.
IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP

If a group has filed this schedule, pursuant to §240.13d-1(b)(1)(ii)(J), so indicate under Item 3(j) and attach an exhibit stating the identity and Item 3 classification of each member of the group. If a group has filed this schedule pursuant to §240.13d-1(c) or §240.13d-1(d), attach an exhibit stating the identity of each member of the group.

N/A



CUSIP No.:  366554103
Page 7 of 9


ITEM 9.
NOTICE OF DISSOLUTION OF GROUP

Notice of dissolution of a group may be furnished as an exhibit stating the date of the dissolution and that all further filings with respect to transactions in the security reported on will be filed, if required, by members of the group, in their individual capacity. See Item 5.

N/A

ITEM 10.
CERTIFICATION

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.




CUSIP No.:  366554103
Page 8 of 9


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.

Date:  February 1, 2019

 
Corbin Capital Partners Group, LLC
     
 
By:
/s/ Anthony J. Anselmo
  
 
Name:
Anthony J. Anselmo
 
Title:
Authorized Signatory
     
     
 
Corbin Capital Partners, L.P.
     
 
By:
/s/ Anthony J. Anselmo
  
 
Name:  
Anthony J. Anselmo
 
Title:
Chief Operating Officer
     
     
 
Corbin Opportunity Fund, L.P.
     
 
By:
Corbin Capital Partners, L.P.,
   
its investment manager
     
 
By:
/s/ Anthony  J. Anselmo
  
 
Name:
Anthony J. Anselmo
 
Title:
Chief Operating Officer






CUSIP No.:  366554103
Page 9 of 9


JOINT FILING AGREEMENT

The undersigned agree that this Schedule 13G/A dated February 1, 2019 relating to the Common Stock, par value $0.001 per share of Garrison Capital Inc. shall be filed on behalf of the undersigned.

Date:  February 1, 2019

 
Corbin Capital Partners Group, LLC
     
 
By:
/s/ Anthony J. Anselmo
  
 
Name:  
Anthony J. Anselmo
 
Title:
Authorized Signatory
     
     
 
Corbin Capital Partners, L.P.
     
 
By:
/s/ Anthony J. Anselmo
  
 
Name:
Anthony J. Anselmo
 
Title:
Chief Operating Officer
     
     
 
Corbin Opportunity Fund, L.P.
     
 
By:
Corbin Capital Partners, L.P.,
   
its investment manager
     
 
By:
/s/ Anthony  J. Anselmo
  
 
Name:
Anthony J. Anselmo
 
Title:
Chief Operating Officer