AI assistant
Pangaea Logistics Solutions Ltd. — Major Shareholding Notification 2021
Apr 22, 2021
33201_mrq_2021-04-22_3b8d1d20-971f-4e4f-8137-190c1b1cc13a.zip
Major Shareholding Notification
Open in viewerOpens in your device viewer
SC 13D/A 1 ea139790-13da4pang_pangaea.htm AMENDMENT NO. 4 TO SCHEDULE 13D
Field: Rule-Page
Field: /Rule-Page
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 4)
PANGAEA LOGISTICS SOLUTIONS LTD.
(Name of Issuer)
Common Shares, par value $0.0001 per share
(Title of Class of Securities)
G6891L105
(CUSIP Number)
Paul Hong
Cartesian Capital Group, LLC
505 Fifth Avenue, 15th Floor
New York, NY 10017
(212) 461-6363
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
April 19, 2021
(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 Rule 13d-1(e), Rule 13d-1(f) or Rule 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 Rule 13d-7(b) for other parties to whom copies are to be sent.
Field: Rule-Page
Field: /Rule-Page
- 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).
Field: Rule-Page
Field: /Rule-Page
Field: Page; Sequence: 1; Options: NewSection; Value: 1
CUSIP No. G6891L105 Schedule 13D Page 1 of 23
Field: /Page
| 1 | Names
of Reporting Persons Pangaea
One Acquisition Holdings XIV, LLC | |
| --- | --- | --- |
| 2 | Check
the Appropriate Box if a Member of a Group | (a)
☐ (b) ☐ |
| 3 | SEC
Use Only | |
| 4 | Source
of Funds (See Instructions) SC | |
| 5 | Check
if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐ | |
| 6 | Citizenship
or Place of Organization Delaware | |
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | Sole
Voting Power 0 |
| --- | --- |
| 8 | Shared
Voting Power 56,818 |
| 9 | Sole
Dispositive Power 0 |
| 10 | Shared
Dispositive Power 56,818 |
| 11 | Aggregate
Amount Beneficially Owned by Each Reporting Person 56,818 |
| --- | --- |
| 12 | Check
if the Aggregate Amount in Row (11) Excludes Certain Shares ☐ |
| 13 | Percent
of Class Represented by Amount in Row (11) 0.1% |
| 14 | Type
of Reporting Person PN |
Field: Page; Sequence: 2; Options: NewSection; Value: 2
CUSIP No. G6891L105 Schedule 13D Page 2 of 23
Field: /Page
| 1 | Names
of Reporting Persons Pangaea
One, L.P. | |
| --- | --- | --- |
| 2 | Check
the Appropriate Box if a Member of a Group | (a)
☐ (b) ☐ |
| 3 | SEC
Use Only | |
| 4 | Source
of Funds (See Instructions) SC | |
| 5 | Check
if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐ | |
| 6 | Citizenship
or Place of Organization Delaware | |
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | Sole
Voting Power 0 |
| --- | --- |
| 8 | Shared
Voting Power 56,818 |
| 9 | Sole
Dispositive Power 0 |
| 10 | Shared
Dispositive Power 56,818 |
| 11 | Aggregate
Amount Beneficially Owned by Each Reporting Person 56,818 |
| --- | --- |
| 12 | Check
if the Aggregate Amount in Row (11) Excludes Certain Shares ☐ |
| 13 | Percent
of Class Represented by Amount in Row (11) 0.1% |
| 14 | Type
of Reporting Person PN |
Field: Page; Sequence: 3; Value: 2
CUSIP No. G6891L105 Schedule 13D Page 3 of 23
Field: /Page
| 1 | Names
of Reporting Persons Imfinno,
L.P. | |
| --- | --- | --- |
| 2 | Check
the Appropriate Box if a Member of a Group | (a) ☐ (b) ☐ |
| 3 | SEC
Use Only | |
| 4 | Source
of Funds (See Instructions) SC | |
| 5 | Check
if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐ | |
| 6 | Citizenship
or Place of Organization Delaware | |
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | Sole
Voting Power 0 |
| --- | --- |
| 8 | Shared
Voting Power 990,529 |
| 9 | Sole
Dispositive Power 0 |
| 10 | Shared
Dispositive Power 990,529 |
| 11 | Aggregate
Amount Beneficially Owned by Each Reporting Person 990,529 |
| --- | --- |
| 12 | Check
if the Aggregate Amount in Row (11) Excludes Certain Shares ☐ |
| 13 | Percent
of Class Represented by Amount in Row (11) 2.2% |
| 14 | Type
of Reporting Person PN |
Field: Page; Sequence: 4; Value: 2
CUSIP No. G6891L105 Schedule 13D Page 4 of 23
Field: /Page
| 1 | Names
of Reporting Persons Malemod,
L.P. | |
| --- | --- | --- |
| 2 | Check
the Appropriate Box if a Member of a Group | (a)
☐ (b) ☐ |
| 3 | SEC
Use Only | |
| 4 | Source
of Funds (See Instructions) SC | |
| 5 | Check
if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐ | |
| 6 | Citizenship
or Place of Organization Delaware | |
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | Sole
Voting Power 0 |
| --- | --- |
| 8 | Shared
Voting Power 1,504,294 |
| 9 | Sole
Dispositive Power 0 |
| 10 | Shared
Dispositive Power 1,504,294 |
| 11 | Aggregate
Amount Beneficially Owned by Each Reporting Person 1,504,294 |
| --- | --- |
| 12 | Check
if the Aggregate Amount in Row (11) Excludes Certain Shares ☐ |
| 13 | Percent
of Class Represented by Amount in Row (11) 3.3% |
| 14 | Type
of Reporting Person PN |
Field: Page; Sequence: 5; Value: 2
CUSIP No. G6891L105 Schedule 13D Page 5 of 23
Field: /Page
| 1 | Names
of Reporting Persons Nypsun,
L.P. | |
| --- | --- | --- |
| 2 | Check
the Appropriate Box if a Member of a Group | (a)
☐ (b) ☐ |
| 3 | SEC
Use Only | |
| 4 | Source
of Funds (See Instructions) SC | |
| 5 | Check
if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐ | |
| 6 | Citizenship
or Place of Organization Delaware | |
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | Sole
Voting Power 0 |
| --- | --- |
| 8 | Shared
Voting Power 1,494,501 |
| 9 | Sole
Dispositive Power 0 |
| 10 | Shared
Dispositive Power 1,494,501 |
| 11 | Aggregate
Amount Beneficially Owned by Each Reporting Person 1,494,501 |
| --- | --- |
| 12 | Check
if the Aggregate Amount in Row (11) Excludes Certain Shares ☐ |
| 13 | Percent
of Class Represented by Amount in Row (11) 3.3% |
| 14 | Type
of Reporting Person PN |
Field: Page; Sequence: 6; Value: 2
CUSIP No. G6891L105 Schedule 13D Page 6 of 23
Field: /Page
| 1 | Names
of Reporting Persons Leggonly,
L.P. | |
| --- | --- | --- |
| 2 | Check
the Appropriate Box if a Member of a Group | (a)
☐ (b) ☐ |
| 3 | SEC
Use Only | |
| 4 | Source
of Funds (See Instructions) SC | |
| 5 | Check
if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐ | |
| 6 | Citizenship
or Place of Organization Delaware | |
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | Sole
Voting Power 0 |
| --- | --- |
| 8 | Shared
Voting Power 1,401,434 |
| 9 | Sole
Dispositive Power 0 |
| 10 | Shared
Dispositive Power 1,401,434 |
| 11 | Aggregate
Amount Beneficially Owned by Each Reporting Person 1,401,434 |
| --- | --- |
| 12 | Check
if the Aggregate Amount in Row (11) Excludes Certain Shares ☐ |
| 13 | Percent
of Class Represented by Amount in Row (11) 3.1% |
| 14 | Type
of Reporting Person PN |
Field: Page; Sequence: 7; Value: 2
CUSIP No. G6891L105 Schedule 13D Page 7 of 23
Field: /Page
| 1 | Names
of Reporting Persons Pangaea
One Parallel Fund (B), L.P. | |
| --- | --- | --- |
| 2 | Check
the Appropriate Box if a Member of a Group | (a)
☐ (b) ☐ |
| 3 | SEC
Use Only | |
| 4 | Source
of Funds (See Instructions) SC | |
| 5 | Check
if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐ | |
| 6 | Citizenship
or Place of Organization Delaware | |
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | Sole
Voting Power 0 |
| --- | --- |
| 8 | Shared
Voting Power 1,401,409 |
| 9 | Sole
Dispositive Power 0 |
| 10 | Shared
Dispositive Power 1,401,409 |
| 11 | Aggregate
Amount Beneficially Owned by Each Reporting Person 1,401,409 |
| --- | --- |
| 12 | Check
if the Aggregate Amount in Row (11) Excludes Certain Shares ☐ |
| 13 | Percent
of Class Represented by Amount in Row (11) 3.1% |
| 14 | Type
of Reporting Person PN |
Field: Page; Sequence: 8; Value: 2
CUSIP No. G6891L105 Schedule 13D Page 8 of 23
Field: /Page
| 1 | Names
of Reporting Persons Pangaea
One GP, LLC | |
| --- | --- | --- |
| 2 | Check
the Appropriate Box if a Member of a Group | (a)
☐ (b) ☐ |
| 3 | SEC
Use Only | |
| 4 | Source
of Funds (See Instructions) SC | |
| 5 | Check
if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐ | |
| 6 | Citizenship
or Place of Organization Delaware | |
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | Sole
Voting Power 0 |
| --- | --- |
| 8 | Shared
Voting Power 6,848,985 |
| 9 | Sole
Dispositive Power 0 |
| 10 | Shared
Dispositive Power 6,848,985 |
| 11 | Aggregate
Amount Beneficially Owned by Each Reporting Person 6,848,985 |
| --- | --- |
| 12 | Check
if the Aggregate Amount in Row (11) Excludes Certain Shares ☐ |
| 13 | Percent
of Class Represented by Amount in Row (11) 15.0% |
| 14 | Type
of Reporting Person OO
(Limited Liability Company) |
Field: Page; Sequence: 9; Value: 2
CUSIP No. G6891L105 Schedule 13D Page 9 of 23
Field: /Page
| 1 | Names
of Reporting Persons Pangaea
One (Cayman), L.P. | |
| --- | --- | --- |
| 2 | Check
the Appropriate Box if a Member of a Group | (a)
☐ (b) ☐ |
| 3 | SEC
Use Only | |
| 4 | Source
of Funds (See Instructions) SC | |
| 5 | Check
if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐ | |
| 6 | Citizenship
or Place of Organization Cayman
Islands | |
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | Sole
Voting Power 0 |
| --- | --- |
| 8 | Shared
Voting Power 2,970,995 |
| 9 | Sole
Dispositive Power 0 |
| 10 | Shared
Dispositive Power 2,970,995 |
| 11 | Aggregate
Amount Beneficially Owned by Each Reporting Person 2,970,995 |
| --- | --- |
| 12 | Check
if the Aggregate Amount in Row (11) Excludes Certain Shares ☐ |
| 13 | Percent
of Class Represented by Amount in Row (11) 6.5% |
| 14 | Type
of Reporting Person PN |
Field: Page; Sequence: 10; Value: 2
CUSIP No. G6891L105 Schedule 13D Page 10 of 23
Field: /Page
| 1 | Names
of Reporting Persons Pangaea
One GP (Cayman), L.P. | |
| --- | --- | --- |
| 2 | Check
the Appropriate Box if a Member of a Group | (a)
☐ (b) ☐ |
| 3 | SEC
Use Only | |
| 4 | Source
of Funds (See Instructions) SC | |
| 5 | Check
if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐ | |
| 6 | Citizenship
or Place of Organization Cayman
Islands | |
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | Sole
Voting Power 0 |
| --- | --- |
| 8 | Shared
Voting Power 2,970,995 |
| 9 | Sole
Dispositive Power 0 |
| 10 | Shared
Dispositive Power 2,970,995 |
| 11 | Aggregate
Amount Beneficially Owned by Each Reporting Person 2,970,995 |
| --- | --- |
| 12 | Check
if the Aggregate Amount in Row (11) Excludes Certain Shares ☐ |
| 13 | Percent
of Class Represented by Amount in Row (11) 6.5% |
| 14 | Type
of Reporting Person PN |
Field: Page; Sequence: 11; Value: 2
CUSIP No. G6891L105 Schedule 13D Page 11 of 23
Field: /Page
| 1 | Names
of Reporting Persons Pangaea
One GP (Cayman), Co. | |
| --- | --- | --- |
| 2 | Check
the Appropriate Box if a Member of a Group | (a)
☐ (b) ☐ |
| 3 | SEC
Use Only | |
| 4 | Source
of Funds (See Instructions) SC | |
| 5 | Check
if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐ | |
| 6 | Citizenship
or Place of Organization Cayman
Islands | |
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | Sole
Voting Power 0 |
| --- | --- |
| 8 | Shared
Voting Power 2,970,995 |
| 9 | Sole
Dispositive Power 0 |
| 10 | Shared
Dispositive Power 2,970,995 |
| 11 | Aggregate
Amount Beneficially Owned by Each Reporting Person 2,970,995 |
| --- | --- |
| 12 | Check
if the Aggregate Amount in Row (11) Excludes Certain Shares ☐ |
| 13 | Percent
of Class Represented by Amount in Row (11) 6.5% |
| 14 | Type
of Reporting Person CO |
Field: Page; Sequence: 12; Value: 2
CUSIP No. G6891L105 Schedule 13D Page 12 of 23
Field: /Page
| 1 | Names
of Reporting Persons Pangaea
One Parallel Fund, L.P. | |
| --- | --- | --- |
| 2 | Check
the Appropriate Box if a Member of a Group | (a)
☐ (b) ☐ |
| 3 | SEC
Use Only | |
| 4 | Source
of Funds (See Instructions) SC | |
| 5 | Check
if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐ | |
| 6 | Citizenship
or Place of Organization Cayman
Islands | |
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | Sole
Voting Power 0 |
| --- | --- |
| 8 | Shared
Voting Power 2,776,280 |
| 9 | Sole
Dispositive Power 0 |
| 10 | Shared
Dispositive Power 2,776,280 |
| 11 | Aggregate
Amount Beneficially Owned by Each Reporting Person 2,776,280 |
| --- | --- |
| 12 | Check
if the Aggregate Amount in Row (11) Excludes Certain Shares ☐ |
| 13 | Percent
of Class Represented by Amount in Row (11) 6.1% |
| 14 | Type
of Reporting Person PN |
Field: Page; Sequence: 13; Value: 2
CUSIP No. G6891L105 Schedule 13D Page 13 of 23
Field: /Page
| 1 | Names
of Reporting Persons Pangaea
One GP2 (Cayman), L.P. | |
| --- | --- | --- |
| 2 | Check
the Appropriate Box if a Member of a Group | (a)
☐ (b) ☐ |
| 3 | SEC
Use Only | |
| 4 | Source
of Funds (See Instructions) SC | |
| 5 | Check
if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐ | |
| 6 | Citizenship
or Place of Organization Cayman
Islands | |
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | Sole
Voting Power 0 |
| --- | --- |
| 8 | Shared
Voting Power 2,776,280 |
| 9 | Sole
Dispositive Power 0 |
| 10 | Shared
Dispositive Power 2,776,280 |
| 11 | Aggregate
Amount Beneficially Owned by Each Reporting Person 2,776,280 |
| --- | --- |
| 12 | Check
if the Aggregate Amount in Row (11) Excludes Certain Shares ☐ |
| 13 | Percent
of Class Represented by Amount in Row (11) 6.1% |
| 14 | Type
of Reporting Person PN |
Field: Page; Sequence: 14; Value: 2
CUSIP No. G6891L105 Schedule 13D Page 14 of 23
Field: /Page
| 1 | Names
of Reporting Persons Pangaea
One GP2 (Cayman), Co. | |
| --- | --- | --- |
| 2 | Check
the Appropriate Box if a Member of a Group | (a)
☐ (b) ☐ |
| 3 | SEC
Use Only | |
| 4 | Source
of Funds (See Instructions) SC | |
| 5 | Check
if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐ | |
| 6 | Citizenship
or Place of Organization Cayman
Islands | |
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | Sole
Voting Power 0 |
| --- | --- |
| 8 | Shared
Voting Power 2,776,280 |
| 9 | Sole
Dispositive Power 0 |
| 10 | Shared
Dispositive Power 2,776,280 |
| 11 | Aggregate
Amount Beneficially Owned by Each Reporting Person 2,776,280 |
| --- | --- |
| 12 | Check
if the Aggregate Amount in Row (11) Excludes Certain Shares ☐ |
| 13 | Percent
of Class Represented by Amount in Row (11) 6.1% |
| 14 | Type
of Reporting Person CO |
Field: Page; Sequence: 15; Value: 2
CUSIP No. G6891L105 Schedule 13D Page 15 of 23
Field: /Page
| 1 | Names
of Reporting Persons Pangaea
One Holding, LLC | |
| --- | --- | --- |
| 2 | Check
the Appropriate Box if a Member of a Group | (a)
☐ (b) ☐ |
| 3 | SEC
Use Only | |
| 4 | Source
of Funds (See Instructions) SC | |
| 5 | Check
if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐ | |
| 6 | Citizenship
or Place of Organization Delaware | |
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | Sole
Voting Power 0 |
| --- | --- |
| 8 | Shared
Voting Power 9,819,980 |
| 9 | Sole
Dispositive Power 0 |
| 10 | Shared
Dispositive Power 9,819,980 |
| 11 | Aggregate
Amount Beneficially Owned by Each Reporting Person 9,819,980 |
| --- | --- |
| 12 | Check
if the Aggregate Amount in Row (11) Excludes Certain Shares ☐ |
| 13 | Percent
of Class Represented by Amount in Row (11) 21.5% |
| 14 | Type
of Reporting Person CO |
Field: Page; Sequence: 16; Value: 2
CUSIP No. G6891L105 Schedule 13D Page 16 of 23
Field: /Page
| 1 | Names
of Reporting Persons Cartesian
Capital Group Holding, LLC | |
| --- | --- | --- |
| 2 | Check
the Appropriate Box if a Member of a Group | (a)
☐ (b) ☐ |
| 3 | SEC
Use Only | |
| 4 | Source
of Funds (See Instructions) SC | |
| 5 | Check
if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐ | |
| 6 | Citizenship
or Place of Organization Cayman
Islands | |
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | Sole
Voting Power 0 |
| --- | --- |
| 8 | Shared
Voting Power 12,596,260 |
| 9 | Sole
Dispositive Power 0 |
| 10 | Shared
Dispositive Power 12,596,260 |
| 11 | Aggregate
Amount Beneficially Owned by Each Reporting Person 12,596,260 |
| --- | --- |
| 12 | Check
if the Aggregate Amount in Row (11) Excludes Certain Shares ☐ |
| 13 | Percent
of Class Represented by Amount in Row (11) 27.6% |
| 14 | Type
of Reporting Person CO |
Field: Page; Sequence: 17; Value: 2
CUSIP No. G6891L105 Schedule 13D Page 17 of 23
Field: /Page
| 1 | Names
of Reporting Persons Peter
Yu | |
| --- | --- | --- |
| 2 | Check
the Appropriate Box if a Member of a Group | (a)
☐ (b) ☐ |
| 3 | SEC
Use Only | |
| 4 | Source
of Funds (See Instructions) SC | |
| 5 | Check
if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐ | |
| 6 | Citizenship
or Place of Organization United
States | |
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | Sole
Voting Power 0 |
| --- | --- |
| 8 | Shared
Voting Power 12,596,260 |
| 9 | Sole
Dispositive Power 0 |
| 10 | Shared
Dispositive Power 12,596,260 |
| 11 | Aggregate
Amount Beneficially Owned by Each Reporting Person 12,596,260 |
| --- | --- |
| 12 | Check
if the Aggregate Amount in Row (11) Excludes Certain Shares ☐ |
| 13 | Percent
of Class Represented by Amount in Row (11) 27.6% |
| 14 | Type
of Reporting Person IN |
Field: Page; Sequence: 18; Value: 2
CUSIP No. G6891L105 Schedule 13D Page 18 of 23
Field: /Page
EXPLANATORY NOTE
This Amendment No. 4 to Schedule 13D (the “Amendment”) amends and supplements the Schedule 13D originally filed with the United States Securities and Exchange Commission (the “SEC”) on October 14, 2014 (as amended, the “Schedule 13D”), relating to the common shares, par value $0.0001 per share (the “Common Shares”), of Pangaea Logistics Solutions Ltd., a Bermuda company (the “Issuer”). Capitalized terms used herein without definition shall have the meaning set forth in the Schedule 13D.
Item 4. Purpose of Transaction.
Item 4 of the Schedule 13D is hereby amended and supplemented as follows:
Director Resignations
On March 10, 2021, Paul Hong and Nam Trinh resigned as members of the board of directors of the Issuer.
Field: Page; Sequence: 19; Options: NewSection; Value: 19
CUSIP No. G6891L105 Schedule 13D Page 19 of 23
Field: /Page
Item 5. Interest in Securities of the Issuer.
Item 5 of the Schedule 13D is hereby amended and restated in its entirety as follows:
(a) – (b)
The following sets forth, as of the date of this Schedule 13D, the aggregate number of shares and percentage of Common Shares beneficially owned by each of the Reporting Persons, as well as the number of Common Shares as to which each Reporting Person has the sole power to vote or to direct the vote, shared power to vote or to direct the vote, sole power to dispose or to direct the disposition of, or shared power to dispose or to direct the disposition of, as of the date hereof, based on 45,618,206 Common Shares outstanding as of March 15, 2021, as described in the Issuer’s annual report on Form 10-K filed with the SEC on March 15, 2021.
| Reporting Person — Pangaea One Acquisition Holdings XIV, LLC | 56,818 | 0.1 % | 0 | 56,818 | 0 | 56,818 |
|---|---|---|---|---|---|---|
| Pangaea One, L.P. | 56,818 | 0.1 % | 0 | 56,818 | 0 | 56,818 |
| Imfinno, L.P. | 990,529 | 2.2 % | 0 | 990,529 | 0 | 990,529 |
| Malemod, L.P. | 1,504,294 | 3.3 % | 0 | 1,504,294 | 0 | 1,504,294 |
| Nypsun, L.P. | 1,494,501 | 3.3 % | 0 | 1,494,501 | 0 | 1,494,501 |
| Leggonly, L.P. | 1,401,434 | 3.1 % | 0 | 1,401,434 | 0 | 1,401,434 |
| Pangaea One Parallel Fund (B), L.P. | 1,401,409 | 3.1 % | 0 | 1,401,409 | 0 | 1,401,409 |
| Pangaea One GP, LLC | 6,848,985 | 15.0 % | 0 | 6,848,985 | 0 | 6,848,985 |
| Pangaea One (Cayman), L.P. | 2,970,995 | 6.5 % | 0 | 2,970,995 | 0 | 2,970,995 |
| Pangaea One GP (Cayman), L.P. | 2,970,995 | 6.5 % | 0 | 2,970,995 | 0 | 2,970,995 |
| Pangaea One GP (Cayman), Co. | 2,970,995 | 6.5 % | 0 | 2,970,995 | 0 | 2,970,995 |
| Pangaea One Parallel Fund, L.P. | 2,776,280 | 6.1 % | 0 | 2,776,280 | 0 | 2,776,280 |
| Pangaea One GP2 (Cayman), L.P. | 2,776,280 | 6.1 % | 0 | 2,776,280 | 0 | 2,776,280 |
| Pangaea One GP2 (Cayman), Co. | 2,776,280 | 6.1 % | 0 | 2,776,280 | 0 | 2,776,280 |
| Pangaea One Holding, LLC | 9,819,980 | 21.5 % | 0 | 9,819,980 | 0 | 9,819,980 |
| Cartesian Capital Group Holding, LLC | 12,596,260 | 27.6 % | 0 | 12,596,260 | 0 | 12,596,260 |
| Peter Yu | 12,596,260 | 27.6 % | 0 | 12,596,260 | 0 | 12,596,260 |
Pangaea Acquisition is the record holder of 56,818 Common Shares. Imfinno is the record holder of 990,529 Common Shares. Malemod is the record holder of 1,504,294 Common Shares. Nypsun is the record holder of 1,494,501 Common Shares. Leggonly is the record holder of 1,401,434 Common Shares. Pangaea Parallel B is the record holder of 1,401,409 Common Shares. Pangea Cayman is the record holder of 2,970,995 Common Shares. Pangaea Parallel is the record holder of 2,776,280 Common Shares.
Mr. Yu is the managing member or director of each of Cartesian, Pangaea One LLC, PGP Co and PGP2 Co. Cartesian controls each of Pangaea One LLC and PGP2 Co. Pangaea One LLC controls PGP Co. and Pangaea LLC. PGP Co is the general partner of PGP LP, which is the general partner of Pangaea Cayman. PGP2 Co is the general partner of PGP2 LP, which is the general partner of Pangaea Parallel. Pangaea LLC is the general partner of each of Imfinno, Malemod, Nypsun, Leggonly, Pangaea Parallel (B) and Pangaea One. Pangaea One, Pangaea Parallel (B), Pangaea Cayman, and Pangaea Parallel each directly own Pangaea Acquisition.
Field: Page; Sequence: 20; Value: 19
CUSIP No. G6891L105 Schedule 13D Page 20 of 23
Field: /Page
Each of the Reporting Persons, except for Imfinno, Malemod, Nypsun and Leggonly, may be deemed to beneficially own the Common Shares held of record by Pangaea Acquisition. Each of Mr. Yu, Cartesian, Pangaea One LLC and Pangaea LLC may be deemed to beneficially own the Common Shares held of record by each of Imfinno, Malemod, Nypsun, Leggonly and Pangaea Parallel (B). Each of Mr. Yu, Cartesian, Pangaea One LLC, PGP Co and PGP LP may be deemed to beneficially own the Common Shares held of record by Pangaea Cayman. Each of Mr. Yu, Cartesian, PGP2 Co and PGP2 LP may be deemed to beneficially own the Common Shares held of record by Pangaea Parallel.
(c) Since the most recent filing on Schedule 13D, the Pangaea Acquisition disposed of 919,389 Common Shares in a series of open market transactions at prices ranging from $3.25 to $2.91 per share. Details by date, listing the number of Common Shares disposed of and the weighted average price per share are provided below.
| Date | Weighted Average Price per Share | |
|---|---|---|
| March 23, 2021 | 900 | $ 3.25 |
| March 24, 2021 | 2,649 | $ 3.25 |
| March 31, 2021 | 6,000 | $ 3.1643 |
| April 5, 2021 | 9,242 | $ 3.126 |
| April 6, 2021 | 31,353 | $ 3.0825 |
| April 7, 2021 | 15,069 | $ 3.0825 |
| April 8, 2021 | 14,484 | $ 3.0326 |
| April 9, 2021 | 37,458 | $ 3.0376 |
| April 12, 2021 | 14,100 | $ 3.0147 |
| April 14, 2021 | 7,557 | $ 3.0009 |
| April 15, 2021 | 34,182 | $ 2.9981 |
| April 16, 2021 | 250,000 | $ 2.9425 |
| April 19, 2021 | 56,738 | $ 2.9909 |
| April 20, 2021 | 1,045 | $ 3.00 |
| April 21, 2021 | 438,612 | $ 2.9645 |
(d) None.
(e) Not applicable.
Field: Page; Sequence: 21; Value: 19
CUSIP No. G6891L105 Schedule 13D Page 21 of 23
Field: /Page
SIGNATURES
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 : April 22, 2021
| Pangaea One Acquisition Holdings XIV, LLC | |
|---|---|
| By: Pangaea One, L.P., its managing member | |
| By: Pangaea One GP, LLC, its general partner | |
| By: | /s/ Peter Yu |
| Name: | Peter Yu |
| Title: | Director |
| Pangaea One, L.P. | |
| By: Pangaea One GP, LLC, its general partner | |
| By: | /s/ Peter Yu |
| Name: | Peter Yu |
| Title: | Director |
| IMFINNO, L.P. | |
| By: Pangaea One GP, LLC, its general partner | |
| By: | /s/ Peter Yu |
| Name: | Peter Yu |
| Title: | Director |
| MALEMOD, L.P. | |
| By: Pangaea One GP, LLC, its general partner | |
| By: | /s/ Peter Yu |
| Name: | Peter Yu |
| Title: | Director |
| NYPSUN, L.P. | |
| By: Pangaea One GP, LLC, its general partner | |
| By: | /s/ Peter Yu |
| Name: | Peter Yu |
| Title: | Director |
Field: Page; Sequence: 22; Value: 19
CUSIP No. G6891L105 Schedule 13D Page 22 of 23
Field: /Page
| LEGGONLY, L.P. | |
|---|---|
| By: Pangaea One GP, LLC, its general partner | |
| By: | /s/ Peter Yu |
| Name: | Peter Yu |
| Title: | Director |
| PANGAEA ONE PARALLEL FUND (B), L.P. | |
| By: Pangaea One GP, LLC, its general partner | |
| By: | /s/ Peter Yu |
| Name: | Peter Yu |
| Title: | Director |
| PANGAEA ONE GP, LLC | |
| By: | /s/ Peter Yu |
| Name: | Peter Yu |
| Title: | Director |
| PANGAEA ONE (CAYMAN), L.P. | |
| By: Pangaea One GP (Cayman), L.P., its general partner | |
| By: Pangaea One GP (Cayman), Co., its general partner | |
| By: | /s/ Peter Yu |
| Name: | Peter Yu |
| Title: | Director |
| PANGAEA ONE GP (CAYMAN), L.P. | |
| By: Pangaea One GP (Cayman), Co., its general partner | |
| By: | /s/ Peter Yu |
| Name: | Peter Yu |
| Title: | Director |
| PANGAEA ONE GP (CAYMAN), CO. | |
| By: | /s/ Peter Yu |
| Name: | Peter Yu |
| Title: | Director |
Field: Page; Sequence: 23; Value: 19
CUSIP No. G6891L105 Schedule 13D Page 23 of 23
Field: /Page
| PANGAEA ONE PARALLEL FUND, L.P. | |
|---|---|
| By: Pangaea One GP2 (Cayman), L.P., its general partner | |
| By: Pangaea One GP2 (Cayman), Co., its general partner | |
| By: | /s/ Peter Yu |
| Name: | Peter Yu |
| Title: | Director |
| PANGAEA ONE GP2 (CAYMAN), L.P. | |
| By: Pangaea One GP2 (Cayman), Co., its general partner | |
| By: | /s/ Peter Yu |
| Name: | Peter Yu |
| Title: | Director |
| PANGAEA ONE GP2 (CAYMAN), CO. | |
| By: | /s/ Peter Yu |
| Name: | Peter Yu |
| Title: | Director |
| PANGAEA ONE HOLDING, LLC | |
| By: Cartesian Capital Group Holding, LLC, its general partner | |
| By: | /s/ Peter Yu |
| Name: | Peter Yu |
| Title: | Director |
| CARTESIAN CAPITAL GROUP HOLDING, LLC | |
| By: | /s/ Peter Yu |
| Name: | Peter Yu |
| Title: | Director |
| /s/ Peter Yu | |
| Peter Yu |
Field: Rule-Page
Field: /Rule-Page