Hermitage Offshore Services Ltd.
|
(Name of Issuer)
|
Common Shares, par value $0.01 per share
|
(Title of Class of Securities)
|
G4511M 108
|
(CUSIP Number)
|
Mr. Emanuele Lauro
LOM Building
27 Reid Street
Hamilton HM 11
Bermuda
with a copy to:
Edward S. Horton, Esq.
Seward & Kissel LLP
One Battery Park Plaza
New York, New York 10004
(212) 574-1200
|
(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications)
|
October 24, 2019
|
(Date of Event Which Requires Filing of this Statement)
|
CUSIP No.
|
G4511M 108
|
|
|
1.
|
NAME OF REPORTING PERSONS
|
|
|
Scorpio Offshore Investments Inc.
|
|
|
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
|
|
|
(a) [_]
|
|
|
(b) [X]
|
|
|
|
3.
|
SEC USE ONLY
|
|
|
|
|
|
|
|
4.
|
SOURCE OF FUNDS
|
|
|
|
|
|
WC
|
|
|
|
|
5.
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
|
[_]
|
|
|
|
6.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
|
|
|
The Republic of the Marshall Islands
|
|
|
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
||
7.
|
SOLE VOTING POWER
|
|
|
|
|
|
0
|
|
|
|
|
8.
|
SHARED VOTING POWER
|
|
|
|
|
|
3,567,931
|
|
|
|
|
9.
|
SOLE DISPOSITIVE POWER
|
|
|
|
|
|
0
|
|
|
|
|
10.
|
SHARED DISPOSITIVE POWER
|
|
|
|
|
|
3,567,931
|
|
|
|
|
11.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
|
|
|
3,567,931
|
|
|
|
|
12.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
|
|
|
[_]
|
|
|
|
13.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
|
|
|
15.8%
|
|
|
|
|
14.
|
TYPE OF REPORTING PERSON
|
|
|
|
|
|
CO
|
|
CUSIP No.
|
G4511M 108
|
|
|
1.
|
NAME OF REPORTING PERSONS
|
|
|
Scorpio Offshore Holding Inc.
|
|
|
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
|
|
|
(a) [_]
|
|
|
(b) [X]
|
|
|
|
3.
|
SEC USE ONLY
|
|
|
|
|
|
|
|
4.
|
SOURCE OF FUNDS
|
|
|
|
|
|
WC
|
|
|
|
|
5.
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
|
[_]
|
|
|
|
6.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
|
|
|
The Republic of the Marshall Islands
|
|
|
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
|
|
7.
|
SOLE VOTING POWER
|
|
|
|
|
|
0
|
|
|
|
|
8.
|
SHARED VOTING POWER
|
|
|
|
|
|
8,126,219
|
|
|
|
|
9.
|
SOLE DISPOSITIVE POWER
|
|
|
|
|
|
0
|
|
|
|
|
10.
|
SHARED DISPOSITIVE POWER
|
|
|
|
|
|
8,126,219
|
|
|
|
|
11.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
|
|
|
8,126,219
|
|
|
|
|
12.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
|
|
|
[_]
|
|
|
|
|
|
|
13.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
|
|
|
36.1%
|
|
|
|
|
14.
|
TYPE OF REPORTING PERSON
|
|
|
|
|
|
CO
|
|
CUSIP No.
|
G4511M 108
|
|
|
1.
|
NAME OF REPORTING PERSONS
|
|
|
Scorpio Services Holding Limited
|
|
|
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
|
|
|
(a) [_]
|
|
|
(b) [X]
|
|
|
|
3.
|
SEC USE ONLY
|
|
|
|
|
|
|
|
4.
|
SOURCE OF FUNDS
|
|
|
|
|
|
WC
|
|
|
|
|
5.
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
|
[_]
|
|
|
|
6.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
|
|
|
The Republic of the Marshall Islands
|
|
|
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
|
|
7.
|
SOLE VOTING POWER
|
|
|
|
|
|
0
|
|
|
|
|
8.
|
SHARED VOTING POWER
|
|
|
|
|
|
9,304,273
|
|
|
|
|
9.
|
SOLE DISPOSITIVE POWER
|
|
|
|
|
|
0
|
|
|
|
|
10.
|
SHARED DISPOSITIVE POWER
|
|
|
|
|
|
9,304,273
|
|
|
|
|
11.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
|
|
|
9,304,273
|
|
|
|
|
12.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
|
|
|
[_]
|
|
|
|
|
|
|
13.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
|
|
|
41.3%
|
|
|
|
|
14.
|
TYPE OF REPORTING PERSON
|
|
|
|
|
|
CO
|
|
CUSIP No.
|
G4511M 108
|
|
|
1.
|
NAME OF REPORTING PERSONS
|
|
|
Scorpio Holdings Limited
|
|
|
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
|
|
|
(a) [_]
|
|
|
(b) [X]
|
|
|
|
3.
|
SEC USE ONLY
|
|
|
|
|
|
|
|
4.
|
SOURCE OF FUNDS
|
|
|
|
|
|
WC
|
|
|
|
|
5.
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
|
[_]
|
|
|
|
6.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
|
|
|
The Republic of the Marshall Islands
|
|
|
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
|
|
7.
|
SOLE VOTING POWER
|
|
|
|
|
|
0
|
|
|
|
|
8.
|
SHARED VOTING POWER
|
|
|
|
|
|
9,304,273
|
|
|
|
|
9.
|
SOLE DISPOSITIVE POWER
|
|
|
|
|
|
0
|
|
|
|
|
10.
|
SHARED DISPOSITIVE POWER
|
|
|
|
|
|
9,304,273
|
|
|
|
|
11.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
|
|
|
|
|
|
9,304,273
|
|
|
|
|
12.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
|
|
|
[_]
|
|
|
|
13.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
|
|
|
41.3%
|
|
|
|
|
14.
|
TYPE OF REPORTING PERSON
|
|
|
|
|
|
CO
|
|
CUSIP No.
|
G4511M 108
|
|
|
1.
|
NAME OF REPORTING PERSONS
|
|
|
Culky Investments Inc.
|
|
|
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
|
|
|
(a) [_]
|
|
|
(b) [X]
|
|
|
|
3.
|
SEC USE ONLY
|
|
|
|
|
|
|
|
4.
|
SOURCE OF FUNDS
|
|
|
|
|
|
WC
|
|
|
|
|
5.
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
|
[_]
|
|
|
|
6.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
|
|
|
The Republic of the Marshall Islands
|
|
|
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
|
|
7.
|
SOLE VOTING POWER
|
|
|
|
|
|
0
|
|
|
|
|
8.
|
SHARED VOTING POWER
|
|
|
|
|
|
8,126,219
|
|
|
|
|
9.
|
SOLE DISPOSITIVE POWER
|
|
|
|
|
|
0
|
|
|
|
|
10.
|
SHARED DISPOSITIVE POWER
|
|
|
|
|
|
8,126,219
|
|
|
|
|
11.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
|
|
|
8,126,219
|
|
|
|
|
12.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
|
|
|
[_]
|
|
|
|
13.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
|
|
|
36.1%
|
|
|
|
|
14.
|
TYPE OF REPORTING PERSON
|
|
|
|
|
|
CO
|
|
CUSIP No.
|
G4511M 108
|
|
|
1.
|
NAME OF REPORTING PERSONS
|
|
|
Scorpio Services Holding Two Limited
|
|
|
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
|
|
|
(a) [_]
|
|
|
(b) [X]
|
|
|
|
3.
|
SEC USE ONLY
|
|
|
|
|
|
|
|
4.
|
SOURCE OF FUNDS
|
|
|
|
|
|
WC
|
|
|
|
|
5.
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
|
[_]
|
|
|
|
6.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
|
|
|
The Republic of the Marshall Islands
|
|
|
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
|
|
7.
|
SOLE VOTING POWER
|
|
|
|
|
|
0
|
|
|
|
|
8.
|
SHARED VOTING POWER
|
|
|
|
|
|
11,694,150
|
|
|
|
|
9.
|
SOLE DISPOSITIVE POWER
|
|
|
|
|
|
0
|
|
|
|
|
10.
|
SHARED DISPOSITIVE POWER
|
|
|
|
|
|
11,694,150
|
|
|
|
|
11.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
|
|
|
11,694,150
|
|
|
|
|
12.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
|
|
[_]
|
|
|
|
|
13.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
|
|
|
51.9%
|
|
|
|
|
14.
|
TYPE OF REPORTING PERSON
|
|
|
|
|
|
CO
|
|
CUSIP No.
|
G4511M 108
|
|
|
1.
|
NAME OF REPORTING PERSONS
|
|
|
Emanuele Lauro
|
|
|
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
|
|
|
(a) [_]
|
|
|
(b) [X]
|
|
|
|
3.
|
SEC USE ONLY
|
|
|
|
|
|
|
|
4.
|
SOURCE OF FUNDS
|
|
|
|
|
|
OO
|
|
|
|
|
5.
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
|
[_]
|
|
|
|
6.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
|
|
|
Italy
|
|
|
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
||
7.
|
SOLE VOTING POWER
|
|
|
|
|
|
0
|
|
|
|
|
8.
|
SHARED VOTING POWER
|
|
|
|
|
|
8,126,219
|
|
|
|
|
9.
|
SOLE DISPOSITIVE POWER
|
|
|
|
|
|
0
|
|
|
|
|
10.
|
SHARED DISPOSITIVE POWER
|
|
|
|
|
|
8,126,219
|
|
|
|
|
11.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
|
|
|
8,126,219
|
|
|
|
|
12.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
|
|
|
[_]
|
|
|
|
13.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
|
|
|
36.1%
|
|
|
|
|
14.
|
TYPE OF REPORTING PERSON
|
|
|
|
|
|
IN
|
|
CUSIP No.
|
G4511M 108
|
|
|
1.
|
NAME OF REPORTING PERSONS
|
|
|
Annalisa Lolli-Ghetti
|
|
|
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
|
|
|
(a) [_]
|
|
|
(b) [X]
|
|
|
|
3.
|
SEC USE ONLY
|
|
|
|
|
|
|
|
4.
|
SOURCE OF FUNDS
|
|
|
|
|
|
OO
|
|
|
|
|
5.
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
|
[_]
|
|
|
|
6.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
|
|
|
Italy
|
|
|
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
||
7.
|
SOLE VOTING POWER
|
|
|
|
|
|
0
|
|
|
|
|
8.
|
SHARED VOTING POWER
|
|
|
|
|
|
12,872,204
|
|
|
|
|
9.
|
SOLE DISPOSITIVE POWER
|
|
|
|
|
|
0
|
|
|
|
|
10.
|
SHARED DISPOSITIVE POWER
|
|
|
|
|
|
12,872,204
|
|
|
|
|
11.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
|
|
|
12,872,204
|
|
|
|
|
12.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
|
|
|
[_]
|
|
|
|
13.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
|
|
|
57.2%
|
|
|
|
|
14.
|
TYPE OF REPORTING PERSON
|
|
|
|
|
|
IN
|
|
CUSIP No.
|
G4511M 108
|
|
|
Item 1.
|
Security and Issuer.
|
|
|
|
This Amendment No. 3 to the Schedule 13D/A that was filed on June 21, 2019 relates to the common stock, par value $0.01 per share (the “Common Shares”), of Hermitage
Offshore Services Ltd. (formerly Nordic American Offshore Ltd.), a corporation formed under the laws of Bermuda (the “Issuer”), having its principal executive offices at LOM Building, 27 Reid Street,
Hamilton HM 11, Bermuda. As of October 24, 2019, the Issuer had 22,518,206 Common Shares outstanding.
|
|
|
Item 2.
|
Identity and Background.
|
|
Item 2 of the Schedule 13D/A that was filed on June 21, 2019 is hereby amended and restated in its entirety as follows:
|
|
This Schedule 13D is being filed on behalf of the following:
Scorpio Holdings Limited, a corporation formed under the laws of the Republic of the Marshall Islands (“Scorpio Holdings”);
Scorpio Services Holding Limited, a corporation formed under the laws of the Republic of the Marshall Islands (“SSH”), and a wholly-owned subsidiary
of Scorpio Holdings;
Scorpio Services Holding Two Limited, a corporation formed under the laws of the Republic of the Marshall Islands (“SSHT”);
Culky Investments Inc., a corporation formed under the laws of the Republic of the Marshall Islands (“Culky”);
Scorpio Offshore Holding Inc., a corporation formed under the laws of the Republic of the Marshall Islands (“SOHI”), and a joint subsidiary of SSH,
SSHT and Culky;
Scorpio Offshore Investments Inc., a corporation formed under the laws of the Republic of the Marshall Islands (“SOI”), and a wholly-owned
subsidiary of SSHT;
Emanuele Lauro (“Mr. Lauro”), the sole shareholder of Culky; and
Annalisa Lolli-Ghetti, the majority shareholder of Scorpio Holdings and SSHT (“Ms. Lolli-Ghetti”, and together with Scorpio Holdings, SSH, SSHT,
Culky, SOHI, SOI, and Mr. Lauro, the “Reporting Persons”).
Ms. Lolli-Ghetti may be deemed the beneficial owner of 57.2% of the Issuer’s outstanding Common Shares; SOHI, Culky and Mr. Lauro may be deemed the beneficial owners of 36.1% of the Issuer’s outstanding Common
Shares; SOI may be deemed the beneficial owner of 15.8% of the Issuer’s outstanding Common Shares; SSHT may be deemed the beneficial owner of 51.9% of the Issuer’s outstanding Common Shares; and Scorpio Holdings and SSH may be deemed the
beneficial owners of 41.3% of the Issuer’s outstanding Common Shares.
The principal business of Scorpio Holdings is acting as a holding company for SSH and certain other companies. The principal business of SSH is the provision of administrative services relating to the ownership
and operation of vessels. The principal business of SOI, SOHI and Culky is investing in the offshore industry. The principal business of SSHT is investing in, owning and operating (via subsidiaries) vessels, including offshore vessels.
The principal business address and principal office address of each of the Reporting Persons is 9, Boulevard Charles III, MC 98000, Monaco.
The identity, present principal occupation/employment, citizenship and business address of the executive officers, directors, and controlling persons of the Reporting Persons, other than Ms. Lolli-Ghetti for
whom such information is provided elsewhere herein, (together, the “Principals”) is set forth below.
|
|
Name
|
|
Principal Occupation and Employment(1)
|
|
Citizenship
|
|
Emanuele Lauro
|
|
Director and Chief Executive Officer of Scorpio Holdings, SSHT, SSH, the Issuer, Scorpio Tankers Inc., Scorpio Bulkers Inc. and other entities within the Scorpio group of companies, and Director and Secretary of SOHI.
|
|
Italy
|
|
Robert Bugbee
|
|
Director and President of Scorpio Holdings, SSHT, SSH, the Issuer, Scorpio Tankers Inc., Scorpio Bulkers Inc. and other entities within the Scorpio group of companies, and Director of SOHI.
|
|
Britain
|
|
Cameron Mackey
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Director and Chief Operating Officer of Scorpio Holdings, SSHT, SSH, the Issuer, Scorpio Tankers Inc. and other entities within the Scorpio group of companies, and Chief Operating Officer of Scorpio Bulkers Inc.
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USA
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Filippo Lauro
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Director and Vice President of Scorpio Holdings, SSHT, SSH and other entities within the Scorpio group of companies, and Vice President of the Issuer, Scorpio Bulkers Inc. and Scorpio Tankers Inc.
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Italy
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Brian Lee
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Chief Financial Officer of Scorpio Holdings, SSHT, SSH, Scorpio Tankers Inc. and other entities within the Scorpio group of companies.
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USA
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Rosada Guglielmi
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Director and Secretary of Culky, SOI and other entities within the Scorpio group of companies.
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Italy
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(1) The business address of the Principals, Scorpio Tankers Inc., Scorpio Bulkers Inc. and other entities within the Scorpio group of companies is 9, Boulevard Charles III, MC 98000, Monaco.
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The Reporting Persons, and, to the best of their knowledge, the Principals, have not, during the last five years, been convicted in any criminal proceeding (excluding traffic violations or similar
misdemeanors).
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The Reporting Persons, and, to the best of their knowledge, the Principals, have not, 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.
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Item 3.
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Source and Amount of Funds or Other Consideration.
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Item 3 of the Schedule 13D/A that was filed on June 21, 2019 is hereby amended to include the following:
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On October 24, 2019, in connection with the Issuer’s exercise of a portion of the Equity Line of Credit, SSH acquired 1,178,054 Common Shares at $1.061072 per share.
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Item 4.
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Purpose of Transaction.
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Item 4 of the Schedule 13D/A that was filed on June 21, 2019 is hereby amended to include the following:
SSH acquired the Common Shares described in Item 3 solely for investment purposes.
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Item 5.
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Interest in Securities of the Issuer.
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Item 5 of the Schedule 13D/A that was filed on June 21, 2019 is hereby amended and restated in its entirety as follows:
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(a, b)
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As of the date of this filing:
Ms. Lolli-Ghetti may be deemed the beneficial owner of 12,872,204 Common Shares, representing approximately 57.2% of the Issuer’s outstanding Common Shares. Ms. Lolli-Ghetti has the shared power to vote and
dispose of these Common Shares.
SSHT may be deemed the beneficial owner of 11,694,150 Common Shares, representing approximately 51.9% of the Issuer’s outstanding Common Shares. SSHT and Ms. Lolli-Ghetti have the shared power to vote and
dispose of these Common Shares.
Scorpio Holdings and SSH may be deemed the beneficial owners of 9,304,273 Common Shares, representing approximately 41.3% of the Issuer’s outstanding Common Shares. Scorpio Holdings, SSH and Ms. Lolli-Ghetti
have the shared power to vote and dispose of these Common Shares.
SOHI, Culky and Mr. Lauro may be deemed the beneficial owners of 8,126,219 Common Shares, representing approximately 36.1% of the Issuer’s outstanding Common Shares. SOHI, SSH, Culky, Scorpio Holdings, Mr.
Lauro, SSHT and Ms. Lolli-Ghetti have the shared power to vote and dispose of these Common Shares.
SOI may be deemed the beneficial owner of 3,567,931 Common Shares, representing approximately 15.8% of the Issuer’s outstanding Common Shares. SOI, SSHT and Ms. Lolli-Ghetti have the shared power to vote and
dispose of these Common Shares.
As of the date of this filing, the Principals (other than Mr. Lauro for whom such information is provided elsewhere herein) may be deemed to be the beneficial owners of an aggregate of 100,000 Common Shares
with the sole power to vote and dispose of the Common Shares that each Principal respectively owns.
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(c)
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To the best of the Reporting Persons’ knowledge, transactions in the Common Shares effected by the Reporting Persons during the past 60 days are set forth on Exhibit A to this Amendment No. 3 to Schedule 13D/A.
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(d)
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No 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, any of the Common Shares beneficially owned by the Reporting Persons
or the Principals.
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(e)
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Not applicable.
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Item 6.
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Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.
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|
|
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There are no material changes from the Schedule 13D/A that was filed on June 21, 2019.
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Item 7.
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Material to be Filed as Exhibits.
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There are no material changes from the Schedule 13D/A that was filed on June 21, 2019.
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Date: October 28, 2019
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SCORPIO OFFSHORE INVESTMENTS INC.*
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||
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||
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By:
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/s/Rosada Guglielmi
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Name:
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Rosada Guglielmi
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Title:
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Secretary
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SCORPIO OFFSHORE HOLDING INC.*
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||
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||
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By:
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/s/ Emanuele Lauro
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Name:
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Emanuele Lauro
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Title:
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Secretary
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SCORPIO SERVICES HOLDING LIMITED*
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||
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||
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By:
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/s/Filippo Lauro
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|
|
Name:
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Filippo Lauro
|
|
|
Title:
|
Executive Chairman/Vice President
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SCORPIO HOLDINGS LIMITED*
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||
|
|
|
|
|
By:
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/s/Filippo Lauro
|
|
|
Name:
|
Filippo Lauro
|
|
|
Title:
|
Executive Chairman/Vice President
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|
|
|
|
|
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|
|
|
|
SCORPIO SERVICES HOLDING TWO LIMITED*
|
||
|
|
||
|
By:
|
/s/Filippo Lauro
|
|
|
Name:
|
Filippo Lauro
|
|
|
Title:
|
Executive Chairman/Vice President
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|
|
|
|
|
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CULKY INVESTMENTS INC.*
|
||
|
|
||
|
By:
|
/s/Rosada Guglielmi
|
|
|
Name:
|
Rosada Guglielmi
|
|
|
Title:
|
Secretary
|
|
EMANUELE LAURO*
|
|
|
|
|
|
By:
|
/s/ Emanuele Lauro
|
|
Name:
|
Emanuele Lauro
|
|
|
|
|
ANNALISA LOLLI-GHETTI*
|
|
|
|
|
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By:
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/s/Annalisa Lolli-Ghetti
|
|
Name:
|
Annalisa Lolli-Ghetti
|
|
Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (see 18 U.S.C. 1001).
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Date of
Transaction |
Number of Common Shares
Purchased/(Sold) |
Price of Common Shares |
|
|
|
October 24, 2019
|
1,178,054
|
$1.061072
|