SC 13D/A 1 p20-2216sc13da.htm GENCO SHIPPING & TRADING LIMITED
SECURITIES AND EXCHANGE COMMISSION  
Washington, D.C. 20549  
   
SCHEDULE 13D/A
 
Under the Securities Exchange Act of 1934
(Amendment No. 12)*
 

Genco Shipping & Trading Limited

(Name of Issuer)
 

Common Stock, $0.01 Par Value

(Title of Class of Securities)
 

Y2685T131

(CUSIP Number)
 
Susanne V. Clark

c/o Centerbridge Partners, L.P.

375 Park Avenue

New York, NY 10152

(212) 672-5000

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
 

December 18, 2020

(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. ¨

 

(Page 1 of 19 Pages)

______________________________

* 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).

 

 

CUSIP No. Y2685T115

SCHEDULE 13D/APage 2 of 19 Pages

 

1

NAME OF REPORTING PERSON

Centerbridge Credit Partners, L.P.

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 PROCEEDING 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		 7

SOLE VOTING POWER

-0-

8

SHARED VOTING POWER

1,544,768

9

SOLE DISPOSITIVE POWER

-0-

10

SHARED DISPOSITIVE POWER

1,544,768

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

1,544,768

12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

3.70%

14

TYPE OF REPORTING PERSON

PN

           

 

CUSIP No. Y2685T115

SCHEDULE 13D/APage 3 of 19 Pages

 

 

1

NAME OF REPORTING PERSON

Centerbridge Credit Partners General Partner, L.P.

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 PROCEEDING 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		 7

SOLE VOTING POWER

-0-

8

SHARED VOTING POWER

1,544,768

9

SOLE DISPOSITIVE POWER

-0-

10

SHARED DISPOSITIVE POWER

1,544,768

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

1,544,768

12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

3.70%

14

TYPE OF REPORTING PERSON

PN

           

 

CUSIP No. Y2685T115

SCHEDULE 13D/APage 4 of 19 Pages

 

 

1

NAME OF REPORTING PERSON

Centerbridge Credit Cayman GP Ltd.

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 PROCEEDING 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		 7

SOLE VOTING POWER

-0-

8

SHARED VOTING POWER

4,117,912

9

SOLE DISPOSITIVE POWER

-0-

10

SHARED DISPOSITIVE POWER

4,117,912

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

4,117,912

12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

9.85%

14

TYPE OF REPORTING PERSON

CO

           

 

 

CUSIP No. Y2685T115

SCHEDULE 13D/APage 5 of 19 Pages

 

 

1

NAME OF REPORTING PERSON

Centerbridge Credit Partners Master, L.P.

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 PROCEEDING 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		 7

SOLE VOTING POWER

-0-

8

SHARED VOTING POWER

2,573,144

9

SOLE DISPOSITIVE POWER

-0-

10

SHARED DISPOSITIVE POWER

2,573,144

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

2,573,144

12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

6.16%

14

TYPE OF REPORTING PERSON

PN

           

 

CUSIP No. Y2685T115

SCHEDULE 13D/APage 6 of 19 Pages

 

 

1

NAME OF REPORTING PERSON

Centerbridge Credit Partners Offshore General Partner, L.P.

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 PROCEEDING 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		 7

SOLE VOTING POWER

-0-

8

SHARED VOTING POWER

2,573,144

9

SOLE DISPOSITIVE POWER

-0-

10

SHARED DISPOSITIVE POWER

2,573,144

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

2,573,144

12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

6.16%

14

TYPE OF REPORTING PERSON

PN

           

 

CUSIP No. Y2685T115

SCHEDULE 13D/APage 7 of 19 Pages

 

 

1

NAME OF REPORTING PERSON

Centerbridge Capital Partners II (Cayman), L.P.

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 PROCEEDING 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		 7

SOLE VOTING POWER

-0-

8

SHARED VOTING POWER

4,810,328

9

SOLE DISPOSITIVE POWER

-0-

10

SHARED DISPOSITIVE POWER

4,810,328

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

4,810,328

12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

11.51%

14

TYPE OF REPORTING PERSON

PN

           

 

CUSIP No. Y2685T115

SCHEDULE 13D/APage 8 of 19 Pages

 

 

1

NAME OF REPORTING PERSON

Centerbridge Capital Partners SBS II (Cayman), L.P.

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 PROCEEDING 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		 7

SOLE VOTING POWER

-0-

8

SHARED VOTING POWER

35,214

9

SOLE DISPOSITIVE POWER

-0-

10

SHARED DISPOSITIVE POWER

35,214

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

35,214

12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

0.08%

14

TYPE OF REPORTING PERSON

PN

           

 

 

CUSIP No. Y2685T115

SCHEDULE 13D/APage 9 of 19 Pages

 

 

1

NAME OF REPORTING PERSON

Centerbridge Associates II (Cayman), L.P.

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 PROCEEDING 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		 7

SOLE VOTING POWER

-0-

8

SHARED VOTING POWER

4,810,328

9

SOLE DISPOSITIVE POWER

-0-

10

SHARED DISPOSITIVE POWER

4,810,328

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

4,810,328

12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

11.51%

14

TYPE OF REPORTING PERSON

PN

           

 

CUSIP No. Y2685T115

SCHEDULE 13D/APage 10 of 19 Pages

 

 

1

NAME OF REPORTING PERSON

CCP II Cayman GP Ltd.

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 PROCEEDING 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		 7

SOLE VOTING POWER

-0-

8

SHARED VOTING POWER

4,845,542

9

SOLE DISPOSITIVE POWER

-0-

10

SHARED DISPOSITIVE POWER

4,845,542

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

4,845,542

12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

11.59%

14

TYPE OF REPORTING PERSON

CO

           

 

CUSIP No. Y2685T115

SCHEDULE 13D/APage 11 of 19 Pages

 

 

1

NAME OF REPORTING PERSON

Centerbridge Special Credit Partners II AIV IV (Cayman), L.P.

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 PROCEEDING 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		 7

SOLE VOTING POWER

-0-

8

SHARED VOTING POWER

1,193,731

9

SOLE DISPOSITIVE POWER

-0-

10

SHARED DISPOSITIVE POWER

1,193,731

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

1,193,731

12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

2.86%

14

TYPE OF REPORTING PERSON

PN

           

 

CUSIP No. Y2685T115

SCHEDULE 13D/APage 12 of 19 Pages

 

 

1

NAME OF REPORTING PERSON

Centerbridge Special Credit Partners General Partner II (Cayman), L.P.

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 PROCEEDING 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		 7

SOLE VOTING POWER

-0-

8

SHARED VOTING POWER

1,193,731

9

SOLE DISPOSITIVE POWER

-0-

10

SHARED DISPOSITIVE POWER

1,193,731

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

1,193,731

12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

2.86%

14

TYPE OF REPORTING PERSON

PN

           

 

CUSIP No. Y2685T115

SCHEDULE 13D/APage 13 of 19 Pages

 

 

1

NAME OF REPORTING PERSON

Centerbridge Special Credit Partners II, L.P.

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 PROCEEDING 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		 7

SOLE VOTING POWER

-0-

8

SHARED VOTING POWER

212,457

9

SOLE DISPOSITIVE POWER

-0-

10

SHARED DISPOSITIVE POWER

212,457

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

212,457

12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

0.51%

14

TYPE OF REPORTING PERSON

PN

           


 

CUSIP No. Y2685T115

SCHEDULE 13D/APage 14 of 19 Pages

 

1

NAME OF REPORTING PERSON

Centerbridge Special Credit Partners General Partner II, L.P.

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 PROCEEDING 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		 7

SOLE VOTING POWER

-0-

8

SHARED VOTING POWER

212,457

9

SOLE DISPOSITIVE POWER

-0-

10

SHARED DISPOSITIVE POWER

212,457

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

212,457

12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

0.51%

14

TYPE OF REPORTING PERSON

PN

           

 

CUSIP No. Y2685T115

SCHEDULE 13D/APage 15 of 19 Pages


 

1

NAME OF REPORTING PERSON

CSCP II Cayman GP Ltd.

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 PROCEEDING 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		 7

SOLE VOTING POWER

-0-

8

SHARED VOTING POWER

1,406,185

9

SOLE DISPOSITIVE POWER

-0-

10

SHARED DISPOSITIVE POWER

1,406,185

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

1,406,185

12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

3.36%

14

TYPE OF REPORTING PERSON

CO

           

 

CUSIP No. Y2685T115

SCHEDULE 13D/APage 16 of 19 Pages

 

 

1

NAME OF REPORTING PERSON

Jeffrey H. Aronson

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 PROCEEDING 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		 7

SOLE VOTING POWER

-0-

8

SHARED VOTING POWER

10,369,642

9

SOLE DISPOSITIVE POWER

-0-

10

SHARED DISPOSITIVE POWER

10,369,642

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

10,369,642

12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

24.81%

14

TYPE OF REPORTING PERSON

IN

           

 

CUSIP No. Y2685T115

SCHEDULE 13D/APage 17 of 19 Pages

This Amendment No. 12 (“Amendment No. 12”) amends and supplements the statement on Schedule 13D (the “Original Schedule 13D”) filed with the Securities and Exchange Commission (the “SEC”) on July 21, 2014, as amended by Amendment No. 1 (“Amendment No. 1”) filed with the SEC on July 23, 2015, Amendment No. 2 (“Amendment No. 2”) filed with the SEC on September 17, 2015, Amendment No. 3 (“Amendment No. 3”) filed with the SEC on May 11, 2016, Amendment No. 4 (“Amendment No. 4”) filed with the SEC on June 10, 2016, Amendment No. 5 (“Amendment No. 5”) filed with the SEC on July 1, 2016, Amendment No. 6 (“Amendment No. 6”) filed with the SEC on October 11, 2016, Amendment No. 7 (“Amendment No. 7”) filed with the SEC on October 31, 2016, Amendment No. 8 (“Amendment No. 8”) filed with the SEC on December 6, 2016, Amendment No. 9 (“Amendment No. 9”) filed with the SEC on January 6, 2017, Amendment No. 10 (“Amendment No. 10”) filed with the SEC on December 13, 2017 and Amendment No. 11 (“Amendment No. 11”) filed with the SEC on February 6, 2018 (the Original Schedule 13D as amended by Amendment No. 1, Amendment No. 2, Amendment No. 3, Amendment No. 4, Amendment No. 5, Amendment No. 6, Amendment No. 7, Amendment No. 8, Amendment No. 9, Amendment No. 10, Amendment No. 11 and this Amendment No. 12, the “Schedule 13D”), with respect to the shares of common stock, par value $0.01 per share (the “Common Stock”) of Genco Shipping & Trading Limited, a corporation organized under the laws of the Republic of the Marshall Islands (the “Issuer”). This Amendment No. 12 amends Item 2, 5 and 6 as set forth below.

 

Item 2. IDENTITY AND BACKGROUND
   
  Item 2 of the Schedule 13D is hereby supplemented by the addition of the following:
   
  Mr. Gallogly retired from Centerbridge Partners, L.P. ("Centerbridge Partners") effective December 7, 2020, and upon his retirement, Mr. Aronson became the sole Managing Principal of Centerbridge Partners.  Mr. Aronson, indirectly, through various intermediate entities controls each of the Centerbridge Funds, and, as such, Mr. Aronson may be deemed to beneficially own the securities held by CCP, CCPM, CCP II Cayman, CCP SBS II Cayman, CSCP Cayman and CSCP II.  

 

Item 5. INTEREST IN SECURITIES OF THE ISSUER
   
  Items 5(a)-(c) of the Schedule 13D is hereby amended and restated as follows:
   
 

(a) – (b) The percentages of Common Stock reported herein are based on 41,801,753 shares of Common Stock outstanding as of November 4, 2020, as reported in the Issuer’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2020 filed with the Securities and Exchange Commission on November 4, 2020.

The information required by Items 5(a) – (b) is set forth in rows 7 – 13 of the cover page for each of the Reporting Persons and is incorporated herein by reference.

(c) Information concerning transactions in the shares of Common Stock effected by the Reporting Persons during the past sixty days is set forth in Schedule A, which is attached hereto and is incorporated herein by reference. All of the transactions in the shares of Common Stock listed therein were effected in the open market through various brokerage entities.

Item 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER
   
  Item 6 of the Schedule 13D is hereby amended and supplemented by the addition of the following:
   
 

On December 18, 2020, CCP, CCPM, CSCP Cayman and CSCP II entered into a Rule 10b5-1 Sales Plan (the "10b5-1 Plan") with Jeffries LLC ("Jefferies"). Pursuant to the 10b5-1 Plan, Jefferies may sell up to an aggregate of 5,639,100 shares of Common Stock owned by such entities, subject to the satisfaction of certain conditions, including, among others, minimum trading prices. The 10b5-1 Plan will terminate on the earlier of the date on which all of the shares to be sold under the 10b5-1 Plan are sold or the date the 10b5-1 Plan is otherwise terminated.

 

 

CUSIP No. Y2685T115

SCHEDULE 13D/APage 18 of 19 Pages

 

SIGNATURES

 

After reasonable inquiry and to the best of his or its knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

Date: December 28, 2020

 

 

CENTERBRIDGE CREDIT PARTNERS, L.P.

By: Centerbridge Credit Partners

General Partner, L.P., its general partner

By: Centerbridge Credit Cayman GP Ltd., its general partner

/s/ Susanne V. Clark

Name: Susanne V. Clark

Title: Authorized Signatory

 

CENTERBRIDGE CREDIT PARTNERS GENERAL PARTNER, L.P.

By: Centerbridge Credit Cayman GP Ltd., its general partner

/s/ Susanne V. Clark

Name: Susanne V. Clark

Title: Authorized Signatory

 

Centerbridge Credit Cayman GP Ltd.

/s/ Susanne V. Clark

Name: Susanne V. Clark

Title: Authorized Signatory

 

CENTERBRIDGE CREDIT PARTNERS MASTER, L.P.

By: Centerbridge Credit Partners Offshore General Partner, L.P., its general partner

By: Centerbridge Credit Cayman GP Ltd., its general partner

/s/ Susanne V. Clark

Name: Susanne V. Clark

Title: Authorized Signatory

 

CENTERBRIDGE CREDIT PARTNERS OFFSHORE GENERAL PARTNER, L.P.

By: Centerbridge Credit Cayman GP Ltd., its general partner

/s/ Susanne V. Clark

Name: Susanne V. Clark

Title: Authorized Signatory

 

   

 

 

 

 

CENTERBRIDGE CAPITAL PARTNERS II (CAYMAN), L.P.

By: Centerbridge Associates II (Cayman), L.P.,

its general partner

By: CCP II Cayman GP Ltd., its

general partner

/s/ Susanne V. Clark

Name: Susanne V. Clark

Title: Authorized Signatory

 

CENTERBRIDGE CAPITAL PARTNERS SBS II (CAYMAN), L.P.

 

By: CCP II Cayman GP Ltd., its

general partner

 

/s/ Susanne V. Clark

Name: Susanne V. Clark

Title: Authorized Signatory

 

CENTERBRIDGE ASSOCIATES II (CAYMAN), L.P.

By: CCP II Cayman GP Ltd., its

general partner

 

/s/ Susanne V. Clark

Name: Susanne V. Clark

Title: Authorized Signatory

 

  

 

CCP II CAYMAN GP LTD.

 

/s/ Susanne V. Clark

Name: Susanne V. Clark

Title: Authorized Signatory

 

CENTERBRIDGE SPECIAL CREDIT PARTNERS II AIV IV (CAYMAN), L.P.

By: Centerbridge Special Credit Partners General

Partner II (Cayman), L.P., its general partner

By: CSCP II Cayman GP Ltd., its general partner

 

/s/ Susanne V. Clark

Name: Susanne V. Clark

Title: Authorized Signatory

 

CENTERBRIDGE SPECIAL CREDIT PARTNERS GENERAL PARTNER II (CAYMAN), L.P.

 

By: CSCP II Cayman GP Ltd., its general partner

 

/s/ Susanne V. Clark

Name: Susanne V. Clark

Title: Authorized Signatory

 

CSCP II CAYMAN GP LTD.

 

/s/ Susanne V. Clark

Name: Susanne V. Clark

Title: Authorized Signatory

 

 

CENTERBRIDGE SPECIAL CREDIT PARTNERS II, L.P.

 

By: Centerbridge Special Credit Partners

General Partner II, L.P.,

its general partner

 

By: CSCP II Cayman GP Ltd., its

general partner

 

/s/ Susanne V. Clark

Name: Susanne V. Clark

Title: Authorized Signatory

 

CENTERBRIDGE SPECIAL CREDIT PARTNERS

GENERAL PARTNER II, L.P.

 

By: CSCP II Cayman GP Ltd., its general partner

 

/s/ Susanne V. Clark

Name: Susanne V. Clark

Title: Authorized Signatory

 

 

Jeffrey H. Aronson

/s/ Jeffrey H. Aronson

 

 

 

CUSIP No. Y2685T115SCHEDULE 13D/APage 19 of 19 Pages

SCHEDULE A

 

Transactions in the SHARES OF COMMON STOCK of the Issuer
During the Past 60 Days

 

The following tables set forth all transactions in the shares of Common Stock effected in the past sixty days by the Reporting Persons. Except as noted below, all such transactions were effected in the open market through brokers and the price per share is net of commissions.

 

 

CENTERBRIDGE CREDIT PARTNERS MASTER, L.P.:

 

Trade Date Shares Purchased (Sold) Price Per Share ($)*
12/18/2020 (1,476) 7.2582
12/22/2020 (22,363)** 7.1462
12/23/2020 (26,091)** 7.3018
12/24/2020 (14,909)** 7.1957
12/28/2020 (22,363)** 7.1682

 

 

CENTERBRIDGE SPECIAL CREDIT PARTNERS II, L.P.:

 

Trade Date Shares Purchased (Sold) Price Per Share ($)*
12/18/2020 (504) 7.2582
12/22/2020 (7,637)** 7.1462
12/23/2020 (8,909)** 7.3018
12/24/2020 (5,091)** 7.1957
12/28/2020 (7,637)** 7.1682

 

*       Excluding commissions, SEC fees, etc. (rounded to nearest cent).

**     Sale effected pursuant to a Rule 10b5-1 trading plan.