0000902664-12-000307.txt : 20120214 0000902664-12-000307.hdr.sgml : 20120214 20120213185835 ACCESSION NUMBER: 0000902664-12-000307 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20120214 DATE AS OF CHANGE: 20120213 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ODYSSEY MARINE EXPLORATION INC CENTRAL INDEX KEY: 0000798528 STANDARD INDUSTRIAL CLASSIFICATION: WATER TRANSPORTATION [4400] IRS NUMBER: 841018684 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-45489 FILM NUMBER: 12601275 BUSINESS ADDRESS: STREET 1: 5215 WEST LAUREL STREET CITY: TAMPA STATE: FL ZIP: 33607 BUSINESS PHONE: (813) 876-1776 MAIL ADDRESS: STREET 1: 5215 WEST LAUREL STREET CITY: TAMPA STATE: FL ZIP: 33607 FORMER COMPANY: FORMER CONFORMED NAME: UNIVERSAL CAPITAL CORP DATE OF NAME CHANGE: 19920703 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: GLG Partners LP CENTRAL INDEX KEY: 0001289643 IRS NUMBER: 000000000 STATE OF INCORPORATION: X0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 1 CURZON STREET CITY: LONDON STATE: X0 ZIP: W1J 5HB BUSINESS PHONE: 44 20 7016 7000 MAIL ADDRESS: STREET 1: 1 CURZON STREET CITY: LONDON STATE: X0 ZIP: W1J 5HB SC 13G/A 1 p12-0371sc13ga.htm ODYSSEY MARINE EXPLORATION, INC. p12-0371sc13ga.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
SCHEDULE 13G/A
 
Under the Securities Exchange Act of 1934
(Amendment No. 7)*
 
Odyssey Marine Exploration, Inc.
(Name of Issuer)
 
Common Stock, $0.0001 par value
(Title of Class of Securities)
 
676118102
(CUSIP Number)
 
December 31, 2011
(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)
x
Rule 13d-1(c)
¨
Rule 13d-1(d)
 
(Page 1 of 6 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 the disclosures provided in a prior cover page.
 
The information required in the remainder of this cover page shall not be deemed to be “filed” for purposes 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.  676118102
 
13G/A
Page 2 of 6 Pages





   
1
NAME OF REPORTING PERSON
GLG North American Opportunity Fund
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ý
(b) ¨
3
SEC USE ONLY
4
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:
5
SOLE VOTING POWER
0
6
SHARED VOTING POWER
1,452,769 Shares of Common Stock
 
174,000 Series D Preferred Shares (the “Preferred Shares”), convertible into 174,000 Shares of Common Stock
 
Warrants to purchase 2,000,000 Shares of Common Stock
7
SOLE DISPOSITIVE POWER
0
8
SHARED DISPOSITIVE POWER
1,452,769 Shares of Common Stock
 
174,000 Preferred Shares convertible into 174,000 Shares of Common Stock
 
Warrants to purchase 2,000,000 Shares of Common Stock
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,452,769 Shares of Common Stock
 
174,000 Preferred Shares convertible into 174,000 Shares of Common Stock
 
Warrants to purchase 2,000,000 Shares of Common Stock
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
¨
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
4.84%
12
TYPE OF REPORTING PERSON
OO


 
 
 
CUSIP No.  676118102
 
13G/A
Page 3 of 6 Pages

 

   
1
NAME OF REPORTING PERSON
GLG Partners LP
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ý
(b) ¨
3
SEC USE ONLY
4
CITIZENSHIP OR PLACE OF ORGANIZATION
United Kingdom
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:
5
SOLE VOTING POWER
0
6
SHARED VOTING POWER
2,870,021  Shares of Common Stock
 
206,400 Preferred Shares, convertible into 206,400 Shares of Common Stock
 
Warrants to purchase 2,000,000 Shares of Common Stock
7
SOLE DISPOSITIVE POWER
0
8
SHARED DISPOSITIVE POWER
2,870,021  Shares of Common Stock
 
206,400 Preferred Shares, convertible into 206,400 Shares of Common Stock
 
Warrants to purchase 2,000,000 Shares of Common Stock
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,870,021  Shares of Common Stock
 
206,400 Preferred Shares, convertible into 206,400 Shares of Common Stock
 
Warrants to purchase 2,000,000 Shares of Common Stock
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
¨
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
6.77%
12
TYPE OF REPORTING PERSON
PN

 
 
 
CUSIP No.  676118102
 
13G/A
Page 4 of 6 Pages

  
   
1
NAME OF REPORTING PERSON
GLG Partners Limited
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ý
(b) ¨
3
SEC USE ONLY
4
CITIZENSHIP OR PLACE OF ORGANIZATION
United Kingdom
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:
5
SOLE VOTING POWER
0
6
SHARED VOTING POWER
2,870,021  Shares of Common Stock
 
206,400 Preferred Shares, convertible into 206,400 Shares of Common Stock
 
Warrants to purchase 2,000,000 Shares of Common Stock
7
SOLE DISPOSITIVE POWER
0
8
SHARED DISPOSITIVE POWER
2,870,021  Shares of Common Stock
 
206,400 Preferred Shares, convertible into 206,400 Shares of Common Stock
 
Warrants to purchase 2,000,000 Shares of Common Stock
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,870,021  Shares of Common Stock
 
206,400 Preferred Shares, convertible into 206,400 Shares of Common Stock
 
Warrants to purchase 2,000,000 Shares of Common Stock
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
¨
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
6.77%
12
TYPE OF REPORTING PERSON
IA, HC

 
 
 
 
CUSIP No.  676118102
 
13G/A
Page 5 of 6 Pages

 
This Amendment No. 7 (this "Amendment") amends the statement on Schedule 13G filed on March 21, 2005 (the "Original Schedule 13G"), as amended by Amendment No.1 filed on February 14, 2007, as further amended by Amendment No. 2 filed on February 14, 2008, Amendment No. 3 filed on February 10, 2009, Amendment No. 4 filed on February 12, 2010, Amendment No. 5 filed on October 12, 2010, and Amendment  No. 6 filed on February 14, 2011 (the "Original Schedule 13G" as amended, the "Schedule 13G") with respect to shares of Common Stock, par value $0.0001 per share (the "Shares of Common Stock") of Odyssey Marine Exploration, Inc., a Nevada corporation (the "Company"). Capitalized terms used herein and not otherwise defined in this Amendment have the meanings set forth in the Schedule 13G. This Amendment amends and restates Items 4 and 5 in their entirety as set forth below.

Item 4.
OWNERSHIP
   
Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
 
         The information required by Items 4(a) – (c), as of the date hereof, is set forth in Rows 5 – 11 of the cover page for each Reporting Person hereto and is incorporated herein by reference for each such Reporting Person. Based upon the Company's Quarterly Report for the quarterly period ended September 30, 2011, filed on Form 10-Q on November 9, 2011, as of October 28, 2011, there were 72,793,773 Shares of Common Stock outstanding. In calculating the percentage of Shares of Common Stock held by the Reporting Persons, we assumed the conversion of the reported convertible Preferred Shares, and exercise of the reported Warrants, subject to the 9.9% beneficial ownership blocker described below.
 
As set forth in the terms of the reported Warrants, the number of Shares of Common Stock into which such Warrants are exercisable is limited to the number of Shares of Common Stock that would result in the Reporting Persons having aggregate beneficial ownership of not more than 9.9% of the Shares of Common Stock.
 
The Investment Manager, which serves as the investment manager to each of the GLG Funds, may be deemed to be the beneficial owner of all Shares owned by the GLG Funds. The Investment Manager exercises its investment authority directly or indirectly through various entities, including, without limitation, GLG Inc. The General Partner, as general partner to the Investment Manager, may be deemed to be the beneficial owner of all Shares owned by the GLG Funds. Each of the Investment Manager, the General Partner and GLG Inc. hereby disclaims any beneficial ownership of any such Shares, except for their pecuniary interest therein.
 
 
Item 5.
OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
   
        As of the date hereof, GLG North American Opportunity Fund has ceased to be a Reporting Person with respect to the Shares of Common Stock of the Company.
 


 
 
 
CUSIP No.  676118102
 
13G/A
Page 6 of 6 Pages

 
SIGNATURES
 
After reasonable inquiry and to the best of its knowledge and belief, each of the undersigned certifies that the information with respect to it set forth in this statement is true, complete, and correct.
 
DATE:  February 13, 2012

GLG NORTH AMERICAN OPPORTUNITY FUND
    
By: GLG Partners LP, its Investment Manager
    
     
GLG PARTNERS LP
    
Individually and in its capacity as Investment Manager of North American Opportunity Fund
    
     
By:      /s/ Victoria Parry
    
Name:  Victoria Parry
    
Title:  Head of Product Legal
    
     
GLG PARTNERS LIMITED
    
Individually and in its capacity as General Partner of GLG Partners LP
    
     
By:      /s/ Emmanuel Roman
    
Name:  Emmanuel Roman
    
Title:  Co CEO/COO