0000902664-14-003200.txt : 20140721 0000902664-14-003200.hdr.sgml : 20140721 20140721161941 ACCESSION NUMBER: 0000902664-14-003200 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20140721 DATE AS OF CHANGE: 20140721 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: GENCO SHIPPING & TRADING LTD CENTRAL INDEX KEY: 0001326200 STANDARD INDUSTRIAL CLASSIFICATION: DEEP SEA FOREIGN TRANSPORTATION OF FREIGHT [4412] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-81128 FILM NUMBER: 14984881 BUSINESS ADDRESS: STREET 1: 299 PARK AVENUE STREET 2: 12TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10171 BUSINESS PHONE: (646) 443-8550 MAIL ADDRESS: STREET 1: 299 PARK AVENUE STREET 2: 12TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10171 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: DAVIDSON KEMPNER PARTNERS CENTRAL INDEX KEY: 0000928549 IRS NUMBER: 133393346 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: C/O MHD MANAGEMENT CO. STREET 2: 65 EAST 55TH STREET, 19TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: (212) 446-4000 MAIL ADDRESS: STREET 1: C/O MHD MANAGEMENT CO. STREET 2: 65 EAST 55TH STREET, 19TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 SC 13G 1 p14-1621sc13g.htm GENCO SHIPPING & TRADING LIMITED

 

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
SCHEDULE 13G
 
Under the Securities Exchange Act of 1934
(Amendment No.__)*
 

Genco Shipping & Trading Limited

(Name of Issuer)
 

Common Stock, par value $0.01 per share

(Title of Class of Securities)
 

Y2685T115

(CUSIP Number)
 

July 9, 2014

(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)
ý Rule 13d-1(c)
¨ Rule 13d-1(d)
 
(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 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 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. Y2685T11513GPage 2 of 19 Pages

 

1

NAME OF REPORTING PERSON

 

M. H. Davidson & Co.

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) ý

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

New York

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH		 5

SOLE VOTING POWER

0

6

SHARED VOTING POWER

161,178

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

161,178

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

161,178

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

0.27%

12

TYPE OF REPORTING PERSON

PN

         

 

 

 
CUSIP No. Y2685T11513GPage 3 of 19 Pages

 

1

NAME OF REPORTING PERSON

Davidson Kempner Partners

 

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) ý

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

New York

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH		 5

SOLE VOTING POWER

0

6

SHARED VOTING POWER

814,298

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

814,298

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

814,298

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

1.32%

12

TYPE OF REPORTING PERSON

PN

         

 

 

 
CUSIP No. Y2685T11513GPage 4 of 19 Pages

 

1

NAME OF REPORTING PERSON

Davidson Kempner Institutional Partners, L.P.

 

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a ¨

(b) ý

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH		 5

SOLE VOTING POWER

0

6

SHARED VOTING POWER

1,751,770

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

1,751,770

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

1,751,770

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

2.84%

12

TYPE OF REPORTING PERSON

PN

         

 

 
CUSIP No. Y2685T11513GPage 5 of 19 Pages

 

1

NAME OF REPORTING PERSON

Davidson Kempner International, Ltd.

 

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) ý

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

British Virgin Islands

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH		 5

SOLE VOTING POWER

0

6

SHARED VOTING POWER

1,675,555

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

1,675,555

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

1,675,555

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

2.72%

12

TYPE OF REPORTING PERSON

CO

         

 

 
CUSIP No. Y2685T11513GPage 6 of 19 Pages

 

1

NAME OF REPORTING PERSON

Davidson Kempner Distressed Opportunities Fund LP

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) ý

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH		 5

SOLE VOTING POWER

0

6

SHARED VOTING POWER

683,853

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

683,853

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

683,853

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

1.11%

12

TYPE OF REPORTING PERSON

PN

         

 

 
CUSIP No. Y2685T11513GPage 7 of 19 Pages

 

1

NAME OF REPORTING PERSON

Davidson Kempner Distressed Opportunities International Ltd.

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) ý

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

990,299

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

990,299

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

990,299

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

1.61%

12

TYPE OF REPORTING PERSON

CO

         

 

 
CUSIP No. Y2685T11513GPage 8 of 19 Pages

 

1

NAME OF REPORTING PERSON

Davidson Kempner Capital Management LP

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) ý

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH		 5

SOLE VOTING POWER

0

6

SHARED VOTING POWER

6,082,953

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

6,082,953

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

6,082,953

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

9.86%

12

TYPE OF REPORTING PERSON

PN

         

 

 
CUSIP No. Y2685T11513GPage 9 of 19 Pages

 

1

NAME OF REPORTING PERSON

Thomas L. Kempner, Jr.

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) ý

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

United States

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH		 5

SOLE VOTING POWER

0

6

SHARED VOTING POWER

6,082,953

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

6,082,953

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

6,082,953

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

9.86%

12

TYPE OF REPORTING PERSON

IN

         

 

 
CUSIP No. Y2685T11513GPage 10 of 19 Pages

 

1

NAME OF REPORTING PERSON

Anthony A. Yoseloff

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) ý

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

United States

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH		 5

SOLE VOTING POWER

0

6

SHARED VOTING POWER

6,082,953

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

6,082,953

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

6,082,953

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

9.86%

12

TYPE OF REPORTING PERSON

IN

         

 

 
CUSIP No. Y2685T11513GPage 11 of 19 Pages

 

1

NAME OF REPORTING PERSON

Conor Bastable

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) ý

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

United States

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH		 5

SOLE VOTING POWER

0

6

SHARED VOTING POWER

6,082,953

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

6,082,953

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

6,082,953

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

9.86%

12

TYPE OF REPORTING PERSON

IN

         

 

 
CUSIP No. Y2685T11513GPage 12 of 19 Pages

 

1

NAME OF REPORTING PERSON

Avram Z. Friedman

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) ý

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

United States

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH		 5

SOLE VOTING POWER

0

6

SHARED VOTING POWER

6,082,953

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

6,082,953

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

6,082,953

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

9.86%

12

TYPE OF REPORTING PERSON

IN

         

 

 

 
CUSIP No. Y2685T11513GPage 13 of 19 Pages

 

Item 1(a). NAME OF ISSUER
   
  Genco Shipping & Trading Limited (the "Issuer")

 

Item 1(b). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES
   
  299 Park Avenue, 12th Floor, New York, New York 10171

 

Item 2(a). NAME OF PERSON FILING

 

  This Statement is filed by each of the entities and persons listed below, all of whom together are referred to herein as the "Reporting Persons":

 

  (i) M. H. Davidson & Co., a New York limited partnership ("CO"). M.H. Davidson & Co. GP, L.L.C., a Delaware limited liability company, is the general partner of CO. DKCM (as defined below) is responsible for the voting and investment decisions of CO;
     
  (ii) Davidson Kempner Partners, a New York limited partnership ("DKP"). MHD Management Co., a New York limited partnership ("MHD"), is the general partner of DKP and MHD Management Co. GP, L.L.C., a Delaware limited liability company is the general partner of MHD.  DKCM is responsible for the voting and investment decisions of DKP;
     
  (iii) Davidson Kempner Institutional Partners, L.P., a Delaware limited partnership ("DKIP"). Davidson Kempner Advisers Inc., a New York corporation, is the general partner of DKIP. DKCM is responsible for the voting and investment decisions of DKIP;
     
  (iv) Davidson Kempner International, Ltd., a British Virgin Islands corporation ("DKIL").  Davidson Kempner International Advisors, L.L.C., a Delaware limited liability company, is the investment manager of DKIL. DKCM is responsible for the voting and investment decisions of DKIL;
     
  (v) Davidson Kempner Distressed Opportunities Fund LP, a Delaware limited partnership ("DKDOF").  DK Group LLC, a Delaware limited liability company, is the general partner of DKDOF.  DKCM is responsible for the voting and investment decisions of DKDOF;
     
  (vi) Davidson Kempner Distressed Opportunities International Ltd., a Cayman Islands exempted company ("DKDOI").  DK Management Partners LP, a Delaware limited partnership, is the investment manager of DKDOI.  DKCM is responsible for the voting and investment decisions of DKDOI;
     
  (vii) Davidson Kempner Capital Management LP, a Delaware limited partnership and a registered investment adviser with the U.S. Securities and Exchange Commission, acts as investment manager to each of CO, DKP, DKIP, DKIL, DKDOF and DKDOI ("DKCM") either directly or by virtue a sub-advisory agreement with the investment manager of the relevant fund. DKCM GP LLC, a Delaware limited liability company, is the general partner of DKCM. The managing member of DKCM are Messrs. Thomas L. Kempner, Jr., Stephen M. Dowicz, Timothy I. Levart, Robert J. Brivio, Jr., Anthony A. Yoseloff, Eric P. Epstein, Avram Z. Friedman, Conor Bastable, Shulamit Leviant, Morgan Blackwell, Patrick W. Dennis and Gabriel T. Schwartz; and

 

 
CUSIP No. Y2685T11513GPage 14 of 19 Pages

 

 

  (viii) Messrs. Thomas L. Kempner, Jr., Anthony A. Yoseloff, Conor Bastable and Avram Z. Friedman through DKCM, are responsible for the voting and investment decisions relating to the securities held by CO, DKP, DKIP, DKIL, DKDOF and DKDOI reported herein.  

 

Item 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE
   
  The address of the principal business office of each of the Reporting Persons is c/o Davidson Kempner Partners, 65 East 55th Street, 19th Floor, New York, New York 10022.

 

Item 2(c). CITIZENSHIP

 

  (i) CO – a New York limited partnership
   
  (ii) DKP – a New York limited partnership
   
  (iii) DKIP – a Delaware limited partnership
   
  (iv) DKIL – a British Virgin Islands corporation
   
  (v) DKDOF- a Delaware limited partnership
     
  (vi) DKDOI - a Cayman Islands exempted company
     
  (vii) DKCM – a Delaware limited partnership
     
  (viii) Messrs. Thomas L. Kempner, Jr., Anthony A. Yoseloff, Conor Bastable and Avram Z. Friedman – United States

 

Item 2(d). TITLE OF CLASS OF SECURITIES
   
  Common Stock, par value $1.00 per share (the "Common Stock")

 

Item 2(e). CUSIP NUMBER:
   
  Y2685T115

 

Item 3. IF THIS STATEMENT IS FILED PURSUANT TO RULES 13d-1(b), OR 13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A:

 

  (a) ¨ Broker or dealer registered under Section 15 of the Act;
       
  (b) ¨ Bank as defined in Section 3(a)(6) of the Act;
       
  (c) ¨ Insurance company as defined in Section 3(a)(19) of the Act;
       
  (d) ¨ Investment company registered under Section 8 of the Investment Company Act of 1940;
       
  (e) ¨ An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);

 
CUSIP No. Y2685T11513GPage 15 of 19 Pages

  

  (f) ¨ An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);
       
  (g) ¨ A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);
       
  (h) ¨ A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;
       
  (i) ¨ A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act;
       
  (j) ¨ A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J);
       
  (k) ¨ Group, in accordance with Rule 13d-1(b)(1)(ii)(K).

 

 

If filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J), please

specify the type of institution: __________________________________________

 

Item 4. OWNERSHIP.
   
The percentages used in this Schedule 13G are calculated based upon 61,700,000 shares of Common Stock outstanding as of the effective date of the Issuer's plan of reorganization, as reported in the Issuer's Current Report on Form 8-K filed on July 7, 2014.

 

  A. CO
      (a) Amount beneficially owned:  167,178
      (b) Percent of class: 0.27%.   
      (c) (i) Sole power to vote or direct the vote:  0
        (ii) Shared power to vote or direct the vote:  167,178
        (iii) Sole power to dispose or direct the disposition:  0
        (iv) Shared power to dispose or direct the disposition of:   167,178

 

  B. DKP
      (a) Amount beneficially owned: 814,298
      (b) Percent of class:  1.32%.
      (c) (i) Sole power to vote or direct the vote:  0
        (ii) Shared power to vote or direct the vote:  814,298
        (iii) Sole power to dispose or direct the disposition:  0
        (iv) Shared power to dispose or direct the disposition:  814,298

 

  C. DKIP
      (a) Amount beneficially owned:  1,751,770
      (b) Percent of class:  2.84%.  
      (c) (i) Sole power to vote or direct the vote:  0
        (ii) Shared power to vote or direct the vote:  1,751,770
        (iii) Sole power to dispose or direct the disposition:  0
        (iv) Shared power to dispose or direct the disposition:  1,751,770
 
CUSIP No. Y2685T11513GPage 16 of 19 Pages

  

  D. DKIL
      (a) Amount beneficially owned:  1,675,555
      (b) Percent of class:  2.72%.
      (c) (i) Sole power to vote or direct the vote:  0
        (ii) Shared power to vote or direct the vote:  1,675,555
        (iii) Sole power to dispose or direct the disposition:  0
        (iv) Shared power to dispose or direct the disposition:  1,675,555

 

  E. DKDOF
      (a) Amount beneficially owned:  683,853
      (b) Percent of class:  1.11%.
      (c) (i) Sole power to vote or direct the vote:  0
        (ii) Shared power to vote or direct the vote:  683,853
        (iii) Sole power to dispose or direct the disposition:  0
        (iv) Shared power to dispose or direct the disposition:  683,853

 

  F. DKDOI
      (a) Amount beneficially owned:  990,299
      (b) Percent of class:  1.61%.
      (c) (i) Sole power to vote or direct the vote:  0
        (ii) Shared power to vote or direct the vote:  990,299
        (iii) Sole power to dispose or direct the disposition:  0
        (iv) Shared power to dispose or direct the disposition:  990,299

 

  G. DKCM
      (a) Amount beneficially owned:  6,082,953
      (b) Percent of class:  9.86%
      (c) (i) Sole power to vote or direct the vote:  0
        (ii) Shared power to vote or direct the vote:  6,082,953
        (iii) Sole power to dispose or direct the disposition:  0
        (iv) Shared power to dispose or direct the disposition:  6,082,953

 

  H. Thomas L. Kempner, Jr.
      (a) Amount beneficially owned:  6,082,953
      (b) Percent of class:  9.86%
      (c) (i) Sole power to vote or direct the vote:  0
        (ii) Shared power to vote or direct the vote:  6,082,953
        (iii) Sole power to dispose or direct the disposition:  0
        (iv) Shared power to dispose or direct the disposition:  6,082,953

 

  I. Anthony A. Yoseloff
      (a) Amount beneficially owned:  6,082,953
      (b) Percent of class:  9.86%
      (c) (i) Sole power to vote or direct the vote:  0
        (ii) Shared power to vote or direct the vote:  6,082,953
        (iii) Sole power to dispose or direct the disposition:  0
        (iv) Shared power to dispose or direct the disposition:  6,082,953
 
CUSIP No. Y2685T11513GPage 17 of 19 Pages

  

  J. Conor Bastable
      (a) Amount beneficially owned:  6,082,953
      (b) Percent of class:  9.86%
      (c) (i) Sole power to vote or direct the vote:  0
        (ii) Shared power to vote or direct the vote:  6,082,953
        (iii) Sole power to dispose or direct the disposition:  0
        (iv) Shared power to dispose or direct the disposition:  6,082,953

 

  K. Avram Z. Friedman
      (a) Amount beneficially owned:  6,082,953
      (b) Percent of class:  9.86%
      (c) (i) Sole power to vote or direct the vote:  0
        (ii) Shared power to vote or direct the vote:  6,082,953
        (iii) Sole power to dispose or direct the disposition:  0
        (iv) Shared power to dispose or direct the disposition:  6,082,953

 

Item 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
   
  Not applicable.

 

Item 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
   
  Not applicable.

 

Item 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY OR CONTROL PERSON.
   
  Not applicable.

 

Item 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
   
  Not applicable.

 

Item 9. NOTICE OF DISSOLUTION OF GROUP.
   
  Not applicable.

 

Item 10. CERTIFICATION.

 

  Each of the Reporting Persons hereby makes the following certification:
   

 

  By signing below each Reporting Person certifies that, to the best of his or its 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. Y2685T11513GPage 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:  July 21, 2014 m.h. davidson & Co.
  By: M.H. Davidson & Co. GP, L.L.C.,
  its General Partner
   
 

/s/ Thomas L. Kempner, Jr.

  Name:  Thomas L. Kempner, Jr.
  Title:    Executive Managing Member
   
  davidson kempner partners
  By: MHD Management Co.,
  its General Partner
   
  By: MHD Management Co. GP, L.L.C.,
  its General Partner
   
 

/s/ Thomas L. Kempner, Jr.

  Name:  Thomas L. Kempner, Jr.
  Title:    Executive Managing Member
   
  DAVIDSON KEMPNER institutional partners, L.P.
  By: Davidson Kempner Advisers Inc.,
  its General Partner
   
 

/s/ Thomas L. Kempner, Jr.

  Name:  Thomas L. Kempner, Jr.
  Title:    President
   
  davidson kempner international, ltd.
  By: Davidson Kempner International Advisors, L.L.C.,
  its Investment Manager
   
 

/s/ Thomas L. Kempner, Jr.

  Name:  Thomas L. Kempner, Jr.
  Title:    Executive Managing Member
   

 

  DAVIDSON KEMPNER DISTRESSED OPPORTUNITIES FUND LP
  By: DK Group LLC,
  its General Partner
   
 

/s/ Thomas L. Kempner, Jr.

  Name:  Thomas L. Kempner, Jr.
  Title:    Executive Managing Member
   
  DAVIDSON KEMPNER DISTRESSED OPPORTUNITIES INTERNATIONAL LTD.
  By: DK Management Partners LP,
  its Investment Manager
   
  By: DK Stillwater GP LLC,
  its General Partner
   
 

/s/ Thomas L. Kempner, Jr.

  Name:  Thomas L. Kempner, Jr.
  Title:    Executive Managing Member
   
  Davidson Kempner Capital Management LP
   
 

/s/ Thomas L. Kempner, Jr.

  Name:  Thomas L. Kempner, Jr.
  Title:    Executive Managing Member
   
   
 

/s/ Thomas L. Kempner, Jr.

  Thomas L. Kempner, Jr.
   
 

/s/ Anthony A. Yoseloff

  Anthony A. Yoseloff
   
 

/s/ Avram Z. Friedman

  Avram Z. Friedman
   
 

/s/ Conor Bastable

  Conor Bastable
   
 
CUSIP No. Y2685T11513GPage 19 of 19 Pages

EXHIBIT 1

JOINT FILING AGREEMENT
PURSUANT TO RULE 13d-1(k)

The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained herein and therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate.

DATE:  July 21, 2014 m.h. davidson & Co.
  By: M.H. Davidson & Co. GP, L.L.C.,
  its General Partner
   
 

/s/ Thomas L. Kempner, Jr.

  Name:  Thomas L. Kempner, Jr.
  Title:    Executive Managing Member
   
  davidson kempner partners
  By: MHD Management Co.,
  its General Partner
   
  By: MHD Management Co. GP, L.L.C.,
  its General Partner
   
 

/s/ Thomas L. Kempner, Jr.

  Name:  Thomas L. Kempner, Jr.
  Title:    Executive Managing Member
   
  DAVIDSON KEMPNER institutional partners, L.P.
  By: Davidson Kempner Advisers Inc.,
  its General Partner
   
 

/s/ Thomas L. Kempner, Jr.

  Name:  Thomas L. Kempner, Jr.
  Title:    President

 

  davidson kempner international, ltd.
  By: Davidson Kempner International Advisors, L.L.C.,
  its Investment Manager
   
 

/s/ Thomas L. Kempner, Jr.

  Name:  Thomas L. Kempner, Jr.
  Title:    Executive Managing Member
   

 

 

  DAVIDSON KEMPNER DISTRESSED OPPORTUNITIES FUND LP
  By: DK Group LLC,
  its General Partner
   
 

/s/ Thomas L. Kempner, Jr.

  Name:  Thomas L. Kempner, Jr.
  Title:    Executive Managing Member
   
  DAVIDSON KEMPNER DISTRESSED OPPORTUNITIES INTERNATIONAL LTD.
  By: DK Management Partners LP,
  its Investment Manager
   
  By: DK Stillwater GP LLC,
  its General Partner
   
 

/s/ Thomas L. Kempner, Jr.

  Name:  Thomas L. Kempner, Jr.
  Title:    Executive Managing Member
   
  Davidson Kempner Capital Management LP
   
  /s/ Thomas L. Kempner, Jr.
  Name:  Thomas L. Kempner, Jr.
  Title:    Executive Managing Member
   
   
 

/s/ Thomas L. Kempner, Jr.

  Thomas L. Kempner, Jr.
   
 

/s/ Anthony A. Yoseloff

  Anthony A. Yoseloff
   
 

/s/ Avram Z. Friedman

  Avram Z. Friedman
   
 

/s/ Conor Bastable

  Conor Bastable