SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO
§240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO §240.13d-2(a)
(Amendment No. 10)
Fresh Del Monte Produce Inc.
(Name of Issuer)
Ordinary Shares, par value $0.01 per share
(Title of Class of Securities)
G36738105
(CUSIP Number)
Bruce A. Jordan
Senior Vice President, General Counsel and Secretary
Fresh Del Monte Produce Inc.
c/o Del Monte Fresh Produce Company
241 Sevilla Avenue
Coral Gables, Florida 33134
(305) 520-8400
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
February 15, 2016
(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 which is the subject of this Schedule 13D, and is filing this schedule because of §240.13d-1(e), § 240.13d-1(f) or § 240.13d-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 §240.13d-7 for other parties to whom copies are to be sent.
* | The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosure 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).
13D
CUSIP No. G36738105 | Page 2 of 51 |
1. | NAMES OF REPORTING PERSONS
Mohammad Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ¨
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Jordan | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
5,529,884(1) (See Item 5) | ||||
8. | SHARED VOTING POWER
13,381,042(1) (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
5,529,884(1) (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0(1) (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
18,910,926(1) (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
36.7% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
(1) | Amounts representing Ordinary Shares over which Mr. Abu-Ghazaleh has sole voting power and sole or shared dispositive power exclude 20,000 Ordinary Shares held by Mahira Nabulsi Abu-Ghazaleh., Mr. Abu-Ghazalehs spouse. The amount of Ordinary Shares over which Mr. Abu-Ghazaleh has shared voting power includes such 20,000 Ordinary Shares. |
13D
CUSIP No. G36738105 | Page 3 of 51 |
1. | NAMES OF REPORTING PERSONS
Amir Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ¨
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Jordan | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
3,381,201 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
3,381,201 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,381,201 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.6% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
13D
CUSIP No. G36738105 | Page 4 of 51 |
1. | NAMES OF REPORTING PERSONS
Oussama Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ¨
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Chile | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
2,926,489 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
2,926,489 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,926,489 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.7% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
13D
CUSIP No. G36738105 | Page 5 of 51 |
1. | NAMES OF REPORTING PERSONS
Sumaya Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ¨
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Lebanon | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
2,751,666 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
2,751,666 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,751,666 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.4% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
13D
CUSIP No. G36738105 | Page 6 of 51 |
1. | NAMES OF REPORTING PERSONS
Maher Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ¨
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Lebanon | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
2,685,000 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
2,685,000 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,685,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.2% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
13D
CUSIP No. G36738105 | Page 7 of 51 |
1. | NAMES OF REPORTING PERSONS
Hanan Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ¨
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Jordan | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
327,797 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
327,797 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
327,797 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.6% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
13D
CUSIP No. G36738105 | Page 8 of 51 |
1. | NAMES OF REPORTING PERSONS
Wafa Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ¨
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Jordan | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
309,901 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
309,901 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
309,901 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.6% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
13D
CUSIP No. G36738105 | Page 9 of 51 |
1. | NAMES OF REPORTING PERSONS
Fatima Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ¨
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Jordan | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
265,000 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
265,000 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
265,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.5% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
13D
CUSIP No. G36738105 | Page 10 of 51 |
1. | NAMES OF REPORTING PERSONS
Nariman Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ¨
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Jordan | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
200,652 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
200,652 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
200,652 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.4% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
13D
CUSIP No. G36738105 | Page 11 of 51 |
1. | NAMES OF REPORTING PERSONS
Maha Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ¨
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Jordan | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
197,134 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
197,134 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
197,134 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.4% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
13D
CUSIP No. G36738105 | Page 12 of 51 |
1. | NAMES OF REPORTING PERSONS
Kareem Zaki Abughazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ¨
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
United Kingdom | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
35,000 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
35,000 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
35,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
13D
CUSIP No. G36738105 | Page 13 of 51 |
1. | NAMES OF REPORTING PERSONS
Mahira Nabulsi Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ¨
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Jordan | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0(1) (See Item 5) | ||||
8. | SHARED VOTING POWER
20,000(1) (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
20,000(1) (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0(1) (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
20,000(1) (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
(1) | Amounts exclude 5,529,844 Ordinary Shares over which Mohammad Abu-Ghazaleh, Mrs. Abu-Ghazalehs spouse, has sole voting power and sole dispositive power and 13,361,042 Ordinary Shares over which Mr. Abu-Ghazaleh has shared voting power. Mrs. Abu-Ghazaleh expressly disclaims beneficial ownership of such excluded Ordinary Shares except to the extent of her pecuniary interest therein. |
13D
CUSIP No. G36738105 | Page 14 of 51 |
1. | NAMES OF REPORTING PERSONS
Ahmad Mohammad Ahmad Abu Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ¨
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Jordan | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
15,000 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
15,000 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
13D
CUSIP No. G36738105 | Page 15 of 51 |
1. | NAMES OF REPORTING PERSONS
Basma Amir Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ¨
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Lebanon | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
15,000 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
15,000 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
13D
CUSIP No. G36738105 | Page 16 of 51 |
1. | NAMES OF REPORTING PERSONS
Hani Maher Abou-Ghazaleh Al-Jaouhari | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ¨
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Chile | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
15,000 (1) (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
15,000 (1) (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,000 (1) (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
(1) | Represents 15,000 Ordinary Shares held by Royal Executive Services S.P.A., a Chilean corporation, which is controlled by Hani Maher Abou-Ghazaleh Al-Jaouhari, its sole shareholder. Mr. Abou-Ghazaleh expressly disclaims beneficial ownership of these Ordinary Shares except to the extent of his pecuniary interest therein. |
13D
CUSIP No. G36738105 | Page 17 of 51 |
1. | NAMES OF REPORTING PERSONS
Mohamed Amir Ahmed Abughazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ¨
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
United Arab Emirates | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
15,000 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
15,000 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
13D
CUSIP No. G36738105 | Page 18 of 51 |
1. | NAMES OF REPORTING PERSONS
Rasha Mohamad Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ¨
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Jordan | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
15,000 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
15,000 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
13D
CUSIP No. G36738105 | Page 19 of 51 |
1. | NAMES OF REPORTING PERSONS
Sima Maher Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
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 and Lebanon (dual citizenship) | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
15,000 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
15,000 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
13D
CUSIP No. G36738105 | Page 20 of 51 |
1. | NAMES OF REPORTING PERSONS
Sumaya Mohamad Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ¨
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Jordan | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
15,000 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
15,000 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
13D
CUSIP No. G36738105 | Page 21 of 51 |
1. | NAMES OF REPORTING PERSONS
Farah Sheik Alsagha | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ¨
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Syria | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
15,000 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
15,000 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
13D
CUSIP No. G36738105 | Page 22 of 51 |
1. | NAMES OF REPORTING PERSONS
Rabie Glilah | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ¨
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Belgium | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
15,000 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
15,000 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
13D
CUSIP No. G36738105 | Page 23 of 51 |
1. | NAMES OF REPORTING PERSONS
Royal Executive Services S.P.A. | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ¨
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Chile | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
15,000 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
15,000 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
13D
CUSIP No. G36738105 | Page 24 of 51 |
1. | NAMES OF REPORTING PERSONS
Ghada Abdullah Hasan Yabroudi | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ¨
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Lebanon | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
15,000 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
15,000 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
13D
CUSIP No. G36738105 | Page 25 of 51 |
1. | NAMES OF REPORTING PERSONS
Mohamed Glilah | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ¨
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Belgium | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
14,848 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
14,848 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
14,848 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
13D
CUSIP No. G36738105 | Page 26 of 51 |
1. | NAMES OF REPORTING PERSONS
Oussama Glilah | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ¨
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Belgium | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
12,900 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
12,900 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
12,900 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
13D
CUSIP No. G36738105 | Page 27 of 51 |
1. | NAMES OF REPORTING PERSONS
Mazen Abou Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ¨
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
United Arab Emirates | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
12,500 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
12,500 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
12,500 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
13D
CUSIP No. G36738105 | Page 28 of 51 |
1. | NAMES OF REPORTING PERSONS
Omar Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
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
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
11,600 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
11,600 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11,600 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
13D
CUSIP No. G36738105 | Page 29 of 51 |
1. | NAMES OF REPORTING PERSONS
Yasmina Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
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
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
11,600 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
11,600 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11,600 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
13D
CUSIP No. G36738105 | Page 30 of 51 |
1. | NAMES OF REPORTING PERSONS
Abdulaziz Shikh Al Sagha | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ¨
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Syria | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
10,500 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
10,500 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
10,500 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
13D
CUSIP No. G36738105 | Page 31 of 51 |
1. | NAMES OF REPORTING PERSONS
Aya Ahmad Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ¨
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Jordan | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
10,000 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
10,000 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
10,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
13D
CUSIP No. G36738105 | Page 32 of 51 |
1. | NAMES OF REPORTING PERSONS
Mohamad Ahmad Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ¨
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Jordan | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
10,000 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
10,000 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
10,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
13D
CUSIP No. G36738105 | Page 33 of 51 |
1. | NAMES OF REPORTING PERSONS
Saif Ahmad Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ¨
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Jordan | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
10,000 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
10,000 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
10,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
13D
CUSIP No. G36738105 | Page 34 of 51 |
1. | NAMES OF REPORTING PERSONS
Tara Ahmad Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ¨
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Jordan | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
10,000 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
10,000 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
10,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
13D
CUSIP No. G36738105 | Page 35 of 51 |
1. | NAMES OF REPORTING PERSONS
Layla Ali Farouki | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
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
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
10,000 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
10,000 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
10,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
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CUSIP No. G36738105 | Page 36 of 51 |
1. | NAMES OF REPORTING PERSONS
Tarek Maher Abughazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
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
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
6,654 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
6,654 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
6,654 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
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CUSIP No. G36738105 | Page 37 of 51 |
1. | NAMES OF REPORTING PERSONS
Doha Challah Abughazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ¨
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Canada | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
600 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
600 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
600 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
13D
CUSIP No. G36738105 | Page 38 of 51 |
This Amendment No. 10 (Amendment No. 10) to Schedule 13D amends and supplements the statement on Schedule 13D originally filed on September 17, 1998, as amended by Amendment No. 1 thereto filed on January 28, 1999, Amendment No. 2 thereto filed on July 30, 2003, Amendment No. 3 thereto filed on November 13, 2007, Amendment No. 4 thereto filed on February 24, 2009, Amendment No. 5 thereto filed on June 15, 2009, Amendment No. 6 thereto filed on January 26, 2010, Amendment No. 7 thereto filed on July 7, 2010, Amendment No. 8 thereto filed on March 17, 2011 and Amendment No. 9 thereto filed on February 3, 2015 (as so amended, the Schedule 13D), with respect to the Ordinary Shares, $0.01 par value per share (the Ordinary Shares), of Fresh Del Monte Produce Inc., a Cayman Islands exempted company (the Company). This Amendment No. 10 amends Items 2 through 7 in order to update information therein, including to update Item 5 to reflect the current beneficial ownership and the percentage of the class of Ordinary Shares beneficially owned by the Reporting Persons, as adjusted from the information previously set forth in the Schedule 13D to reflect immaterial acquisitions and dispositions and the number of outstanding Ordinary Shares as of the date set forth on the cover of this Amendment No. 10. Except as otherwise set forth herein, this Amendment No. 10 does not modify any of the information previously reported by the Reporting Persons in the Schedule 13D or reflect any change in information from the date set forth on the cover of this Amendment No. 10 through the date set forth on the signature pages of this Amendment No. 10. Unless otherwise indicated, each capitalized term used but not defined herein shall have the meaning assigned to such term in the Schedule 13D.
Item 2. Identity and Background.
The response set forth in Item 2 of the Schedule 13D is hereby amended by deleting the previous response in its entirety and replacing it with the following:
This Amendment No. 10 is hereby filed by the Reporting Persons.
(a) Names of the Reporting Persons.
(1) Mohammad Abu-Ghazaleh
(2) Amir Abu-Ghazaleh
(3) Oussama Abu-Ghazaleh
(4) Sumaya Abu-Ghazaleh
(5) Maher Abu-Ghazaleh
(6) Hanan Abu-Ghazaleh
(7) Wafa Abu-Ghazaleh
(8) Fatima Abu-Ghazaleh
(9) Nariman Abu-Ghazaleh
(10) Maha Abu-Ghazaleh
(11) Kareem Zaki Abughazaleh
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CUSIP No. G36738105 | Page 39 of 51 |
(12) Mahira Nabulsi Abu-Ghazaleh
(13) Ahmad Mohammad Ahmad Abu Ghazaleh
(14) Basma Amir Abu-Ghazaleh
(15) Hani Maher Abou-Ghazaleh Al-Jaouhari
(16) Mohamed Amir Ahmed Abughazaleh
(17) Rasha Mohamad Abu-Ghazaleh
(18) Sima Maher Abu-Ghazaleh
(19) Sumaya Mohamad Abu-Ghazaleh
(20) Farah Sheik Alsagha
(21) Rabie Glilah
(22) Royal Executive Services S.P.A.
(23) Ghada Abdullah Hasan Yabroudi
(24) Mohamed Glilah
(25) Oussama Glilah
(26) Mazen Abou Ghazaleh
(27) Omar Abu-Ghazaleh
(28) Yasmina Abu-Ghazaleh
(29) Abdulaziz Shikh Al Sagha
(30) Aya Ahmad Abu-Ghazaleh
(31) Mohamad Ahmad Abu-Ghazaleh
(32) Saif Ahmad Abu-Ghazaleh
(33) Tara Ahmad Abu-Ghazaleh
(34) Layla Ali Farouki
(35) Tarek Maher Abughazaleh
(36) Doha Challah Abughazaleh
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CUSIP No. G36738105 | Page 40 of 51 |
The Schedule 13D previously included certain additional individuals as Reporting Persons who no longer beneficially own any Ordinary Shares and are no longer Reporting Persons for purposes of this Schedule 13D.
(b) Residence or business address of the Reporting Persons.
(1) The business address of each of Mohammad Abu-Ghazaleh, Oussama Abu-Ghazaleh and Mahira Nabulsi Abu-Ghazaleh is c/o Del Monte Fresh Produce (Chile) S.A., Avenida Santa Maria 6330, Vitacura, Santiago, Chile.
(2) The business address of each of Amir Abu-Ghazaleh, Sumaya Abu-Ghazaleh, Maher Abu-Ghazaleh, Hanan Abu-Ghazaleh, Wafa Abu-Ghazaleh, Fatima Abu-Ghazaleh, Nariman Abu-Ghazaleh, Maha Abu-Ghazaleh, Kareem Zaki Abughazaleh, Ahmad Mohammad Ahmad Abu Ghazaleh, Basma Amir Abu-Ghazaleh, Mazen Abou Ghazaleh, Mohamed Amir Ahmed Abughazaleh, Rasha Mohamad Abu-Ghazaleh, Sima Maher Abu-Ghazaleh, Sumaya Mohamad Abu-Ghazaleh, Farah Sheik Alsagha, Mohamed Glilah, Rabie Glilah, Ghada Abdullah Hasan Yabroudi, Oussama Glilah, Omar Abu-Ghazaleh, Yasmina Abu-Ghazaleh, Abdulaziz Shikh Al Sagha, Aya Ahmad Abu-Ghazaleh, Mohamad Ahmad Abu-Ghazaleh, Saif Ahmad Abu-Ghazaleh, Tara Ahmad Abu-Ghazaleh, Layla Ali Farouki, Tarek Maher Abughazaleh and Doha Challah Abughazaleh is c/o Ahmed Abu-Ghazaleh & Sons Co. Ltd., No. 18, Hamariya Fruit & Vegetable Market, Dubai, United Arab Emirates.
(3) The business address of each of Royal Executive Services S.P.A. and Hani Maher Abou-Ghazaleh Al-Jaouhari is Callao 2970, Of. 309 - Las Condes, Santiago, Chile.
(c) Present principal occupation or employment.
(1) Mohammad Abu-Ghazalehs present principal occupation is Chairman of the Board, Director and Chief Executive Officer of the Company. The Companys global business is primarily the worldwide sourcing, transportation and marketing of fresh and fresh-cut produce. The Companys principal executive office is located at c/o Intertrust Corporate Services (Cayman) Limited, 190 Elgin Avenue, George Town, Grand Cayman, KY1-9005, Cayman Islands, and its U.S. executive office is located at c/o Del Monte Fresh Produce Company, 241 Sevilla Avenue, Coral Gables, Florida, 33134.
(2) Amir Abu-Ghazalehs present principal occupation is General Manager of Abu-Ghazaleh International Company. The principal business of Abu-Ghazaleh International Company is the distribution and marketing of fresh produce. The address of Abu-Ghazaleh International Company is P.O. Box 1767, Dubai, United Arab Emirates. Amir Abu-Ghazaleh is also a Director of the Company.
(3) Oussama Abu-Ghazalehs present principal occupation is as an individual investor.
(4) Sumaya Abu-Ghazaleh is retired.
(5) Maher Abu-Ghazalehs present principal occupation is Managing Director of Suma International General Trading and Contracting Company, whose principal business is cold storage and whose address is P.O. Box 215 Safat, 13003 Kuwait.
(6) Each of Hanan Abu-Ghazaleh, Wafa Abu-Ghazaleh, Fatima Abu-Ghazaleh, Nariman Abu-Ghazaleh, Maha Abu-Ghazaleh, Mahira Nabulsi Abu-Ghazaleh, Basma Amir Abu-Ghazaleh, Mazen Abou Ghazaleh, Rasha Mohamad Abu-Ghazaleh, Sumaya Mohamad Abu-Ghazaleh, Farah Sheik Alsagha,
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CUSIP No. G36738105 | Page 41 of 51 |
Mohamed Glilah, Rabie Glilah, Ghada Abdullah Hasan Yabroudi, Oussama Glilah, Omar Abu-Ghazaleh, Yasmina Abu-Ghazaleh, Aya Ahmad Abu-Ghazaleh, Mohamad Ahmad Abu-Ghazaleh, Saif Ahmad Abu-Ghazaleh, Tara Ahmad Abu-Ghazaleh, Layla Ali Farouki and Doha Challah Abughazaleh currently is not employed outside the home.
(7) Kareem Zaki Abughazalehs present principal occupation is General Manager of District Investment & Development, a real estate development firm in the United Arab Emirates.
(8) Ahmad Mohammad Ahmad Abu Ghazalehs present principal occupation is Chief Executive Officer of Arab Wings, a provider of private jet charter and aircraft management services. The address of Arab Wings is P.O. Box 15031 Amman 11134 Jordan.
(9) Hani Maher Abou-Ghazaleh Al-Jaouharis present principal occupation is Chief Executive Officer of Royal Executive Services S.P.A. Royal Executive Services S.P.A. is a Chilean corporation and a provider of executive concierge services. The address of Royal Executive Services S.P.A. is Callao 2970, Of. 309 - Las Condes, Santiago, Chile. Royal Executive Services S.P.A. is controlled by Hani Maher Abou-Ghazaleh Al-Jaouhari.
(10) Mohamed Amir Ahmed Abughazalehs present principal occupation is Managing Director of Univest LLC, a real estate consulting firm. The address of Univest LLC is P.O. Box: 1767, Dubai, United Arab Emirates.
(11) Sima Maher Abu-Ghazalehs present principal occupation is Assistant Teacher.
(12) Abdulaziz Shikh Al Saghas present principal occupation is Intern at The Capital Trust Group, a private equity, corporate advisory and real estate firm. The address of The Capital Trust Group is 49 Mount Street, London, W1K 2SD, United Kingdom.
(13) Tarek Maher Abughazalehs present principal occupation is Project Manager at Clemenceau Medical Center. The address of Clemenceau Medical Center is Clemenceau Street, P.O. Box 11-2555, Beirut, Lebanon.
(d) None of the Reporting Persons, during the last five years, has been convicted in a criminal proceeding (excluding traffic violations and similar misdemeanors).
(e) None of the Reporting Persons, during the last five years, was 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.
(f) Citizenship.
(1) Each of Mohammad Abu-Ghazaleh, Amir Abu-Ghazaleh, Hanan Abu-Ghazaleh, Wafa Abu-Ghazaleh, Fatima Abu-Ghazaleh, Nariman Abu-Ghazaleh, Maha Abu-Ghazaleh, Mahira Nabulsi Abu-Ghazaleh, Ahmad Mohammad Ahmad Abu Ghazaleh, Rasha Mohamad Abu-Ghazaleh, Sumaya Mohamad Abu-Ghazaleh, Aya Ahmad Abu-Ghazaleh, Mohamad Ahmad Abu-Ghazaleh, Saif Ahmad Abu-Ghazaleh and Tara Ahmad Abu-Ghazaleh is a citizen of Jordan.
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CUSIP No. G36738105 | Page 42 of 51 |
(2) Each of Oussama Abu-Ghazaleh and Hani Maher Abou-Ghazaleh Al-Jaouhari is a citizen of Chile.
(3) Each of Sumaya Abu-Ghazaleh, Maher Abu-Ghazaleh, Basma Amir Abu-Ghazaleh, Sima Maher Abu-Ghazaleh and Ghada Abdullah Hasan Abdullah Yabroudi is a citizen of Lebanon.
(4) Kareem Zaki Abughazaleh is a citizen of the United Kingdom.
(5) Each of Mazen Abou Ghazaleh and Mohamed Amir Ahmed Abughazaleh is a citizen of the United Arab Emirates.
(6) Each of Sima Maher Abu-Ghazaleh, Omar Abu-Ghazaleh, Yasmina Abu-Ghazaleh, Layla Ali Farouki and Tarek Maher Abughazaleh is a citizen of the United States.
(7) Each of Farah Sheik Alsagha and Abdulaziz Shikh Al Sagha is a citizen of Syria.
(8) Each of Mohamed Glilah, Rabie Glilah and Oussama Glilah is a citizen of Belgium.
(9) Doha Challah Abughazaleh is a citizen of Canada.
Item 3. Source and Amount of Funds or Other Consideration.
The response set forth in Item 3 of the Schedule 13D is hereby amended by adding to the end of Item 3 the following:
On April 7, 2015, Mohammad Abu-Ghazaleh gifted 20,000 Ordinary Shares to Mahira Nabulsi Abu-Ghazaleh, his spouse. On October 22, 2015, Sumaya Abu-Ghazaleh gifted 10,000 Ordinary Shares to Saif Ahmad Abu-Ghazaleh.
Item 4. Purpose of Transaction.
The response set forth in Item 4 of the Schedule 13D is hereby amended by adding to the end of Item 4 the following:
Voting Agreement Amendment No. 3 (as defined in Item 6 below) resulted in the joinder as parties to the Original Voting Agreement (as defined in Item 6 below) of Mahira Nabulsi Abu-Ghazaleh and Saif Ahmad Abu-Ghazaleh.
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CUSIP No. G36738105 | Page 43 of 51 |
Item 5. Interest in Securities of the Issuer.
The response set forth in Item 5 of the Schedule 13D is hereby amended by deleting the previous response in its entirety and replacing it with the following:
(a) The following table sets forth, as of the date set forth on the cover of this Amendment No. 10, the aggregate number and percentage of Ordinary Shares beneficially owned by each Reporting Person. Each Reporting Person other than Mohammad Abu-Ghazaleh disclaims beneficial ownership of the Ordinary Shares held by each other Reporting Person except to the extent of such Reporting Persons pecuniary interest therein. To the best knowledge of the Reporting Persons, and except as described herein, none of Reporting Persons own or beneficially own any additional Ordinary Shares.
Ordinary Shares Beneficially Owned | ||||||||||||||||||||
Reporting Person |
Outstanding Ordinary Shares |
Ordinary Shares Underlying Currently Outstanding Restricted Share Units and Related Dividend Equivalent Units |
Ordinary Shares Underlying Currently Outstanding Stock Options |
Aggregate Ordinary Shares Beneficially Owned |
Percentage of Class Beneficially Owned(1) |
|||||||||||||||
Mohammad Abu-Ghazaleh |
18,784,899 | 61,627 | 64,400 | 18,910,926 | 36.7 | % | ||||||||||||||
Amir Abu-Ghazaleh |
3,381,201 | | | 3,381,201 | 6.6 | % | ||||||||||||||
Oussama Abu-Ghazaleh |
2,926,489 | | | 2,926,489 | 5.7 | % | ||||||||||||||
Sumaya Abu-Ghazaleh |
2,751,666 | | | 2,751,666 | 5.4 | % | ||||||||||||||
Maher Abu-Ghazaleh |
2,685,000 | | | 2,685,000 | 5.2 | % | ||||||||||||||
Hanan Abu-Ghazaleh |
327,797 | | | 327,797 | 0.6 | % | ||||||||||||||
Wafa Abu-Ghazaleh |
309,901 | | | 309,901 | 0.6 | % | ||||||||||||||
Fatima Abu-Ghazaleh |
265,000 | | | 265,000 | 0.5 | % | ||||||||||||||
Nariman Abu-Ghazaleh |
200,652 | | | 200,652 | 0.4 | % | ||||||||||||||
Maha Abu-Ghazaleh |
197,134 | | | 197,134 | 0.4 | % | ||||||||||||||
Kareem Zaki Abughazaleh |
35,000 | | | 35,000 | * | |||||||||||||||
Mahira Nabulsi Abu-Ghazaleh(2) |
20,000 | | | 20,000 | * | |||||||||||||||
Ahmad Mohammad Ahmad Abu Ghazaleh |
15,000 | | | 15,000 | * | |||||||||||||||
Basma Abu-Ghazaleh |
15,000 | | | 15,000 | * | |||||||||||||||
Hani Maher Abou-Ghazaleh Al-Jaouhari(3) |
15,000 | | | 15,000 | * | |||||||||||||||
Mohamed Amir Ahmed Abughazaleh |
15,000 | | | 15,000 | * | |||||||||||||||
Rasha Mohamad Abu-Ghazaleh |
15,000 | | | 15,000 | * | |||||||||||||||
Sima Maher Abu-Ghazaleh |
15,000 | | | 15,000 | * | |||||||||||||||
Sumaya Mohamad Abu-Ghazaleh |
15,000 | | | 15,000 | * | |||||||||||||||
Farah Sheik Alsagha |
15,000 | | | 15,000 | * | |||||||||||||||
Rabie Glilah |
15,000 | | | 15,000 | * | |||||||||||||||
Royal Executive Services S.P.A.(3) |
15,000 | | | 15,000 | * | |||||||||||||||
Ghada Abdullah Hasan Yabroudi |
15,000 | | | 15,000 | * | |||||||||||||||
Mohamed Glilah |
14,848 | | | 14,848 | * | |||||||||||||||
Oussama Glilah |
12,900 | | | 12,900 | * | |||||||||||||||
Mazen Abou Ghazaleh |
12,500 | | | 12,500 | * | |||||||||||||||
Omar Abu-Ghazaleh |
11,600 | | | 11,600 | * | |||||||||||||||
Yasmina Abu-Ghazaleh |
11,600 | | | 11,600 | * | |||||||||||||||
Abdulaziz Shikh Al Sagha |
10,500 | | | 10,500 | * | |||||||||||||||
Aya Ahmad Abu-Ghazaleh |
10,000 | | | 10,000 | * | |||||||||||||||
Mohamad Ahmad Abu-Ghazaleh |
10,000 | | | 10,000 | * | |||||||||||||||
Saif Ahmad Abu-Ghazaleh |
10,000 | | | 10,000 | * | |||||||||||||||
Tara Ahmad Abu-Ghazaleh |
10,000 | | | 10,000 | * | |||||||||||||||
Layla Ali Farouki |
10,000 | | | 10,000 | * | |||||||||||||||
Tarek Maher Abughazaleh |
6,654 | | | 6,654 | * | |||||||||||||||
Doha Challah Abughazaleh |
600 | | | 600 | * |
* | Less than 0.1%. |
(1) | Based on 51,387,300 Ordinary Shares outstanding as of February 12, 2016. |
(2) | Amounts exclude 5,529,844 Ordinary Shares over which Mohammad Abu-Ghazaleh, Mrs. Abu-Ghazalehs spouse, has sole voting power and sole dispositive power and 13,361,042 Ordinary Shares over which Mr. Abu-Ghazaleh has shared voting power. Mrs. Abu-Ghazaleh expressly disclaims beneficial ownership of such excluded Ordinary Shares except to the extent of her pecuniary interest therein. |
(3) | Amounts represent 15,000 Ordinary Shares held by Royal Executive Services S.P.A., a Chilean corporation, which is controlled by Hani Maher Abou-Ghazaleh Al-Jaouhari, its sole shareholder. Mr. Abou-Ghazaleh expressly disclaims beneficial ownership of these Ordinary Shares except to the extent of his pecuniary interest therein. |
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CUSIP No. G36738105 | Page 44 of 51 |
(b) The following table sets forth, as of the date set forth on the cover of this Amendment No. 10, the number of Ordinary Shares beneficially owned by each Reporting Person over which such person has sole voting power, shared voting power, sole dispositive power or shared dispositive power. Each Reporting Person other than Mohammad Abu-Ghazaleh disclaims beneficial ownership of the Ordinary Shares held by each other Reporting Person except to the extent of such Reporting Persons pecuniary interest therein. To the best knowledge of the Reporting Persons, and except as described herein, none of Reporting Persons own or beneficially own any additional Ordinary Shares.
Ordinary Shares Beneficially Owned | ||||||||||||||||
Reporting Person |
Sole Voting Power |
Shared Voting Power |
Sole Dispositive Power |
Shared Dispositive Power |
||||||||||||
Mohammad Abu-Ghazaleh |
5,529,884 | 13,381,042 | 5,529,884 | | ||||||||||||
Amir Abu-Ghazaleh |
| 3,381,201 | 3,381,201 | | ||||||||||||
Oussama Abu-Ghazaleh |
| 2,926,489 | 2,926,489 | | ||||||||||||
Sumaya Abu-Ghazaleh |
| 2,751,666 | 2,751,666 | | ||||||||||||
Maher Abu-Ghazaleh |
| 2,685,000 | 2,685,000 | | ||||||||||||
Hanan Abu-Ghazaleh |
| 327,797 | 327,797 | | ||||||||||||
Wafa Abu-Ghazaleh |
| 309,901 | 309,901 | | ||||||||||||
Fatima Abu-Ghazaleh |
| 265,000 | 265,000 | | ||||||||||||
Nariman Abu-Ghazaleh |
| 200,652 | 200,652 | | ||||||||||||
Maha Abu-Ghazaleh |
| 197,134 | 197,134 | | ||||||||||||
Kareem Zaki Abughazaleh |
35,000 | 35,000 | ||||||||||||||
Mahira Nabulsi Abu-Ghazaleh(1) |
| 20,000 | 20,000 | | ||||||||||||
Ahmad Mohammad Ahmad Abu Ghazaleh |
| 15,000 | 15,000 | | ||||||||||||
Basma Abu-Ghazaleh |
| 15,000 | 15,000 | | ||||||||||||
Hani Maher Abou-Ghazaleh Al-Jaouhari(2) |
| 15,000 | 15,000 | | ||||||||||||
Mohamed Amir Ahmed Abughazaleh |
| 15,000 | 15,000 | | ||||||||||||
Rasha Mohamad Abu-Ghazaleh |
| 15,000 | 15,000 | | ||||||||||||
Sima Maher Abu-Ghazaleh |
| 15,000 | 15,000 | | ||||||||||||
Sumaya Mohamad Abu-Ghazaleh |
| 15,000 | 15,000 | | ||||||||||||
Farah Sheik Alsagha |
| 15,000 | 15,000 | | ||||||||||||
Rabie Glilah |
| 15,000 | 15,000 | | ||||||||||||
Royal Executive Services S.P.A.(2) |
| 15,000 | 15,000 | | ||||||||||||
Ghada Abdullah Hasan Yabroudi |
| 15,000 | 15,000 | | ||||||||||||
Mohamed Glilah |
| 14,848 | 14,848 | | ||||||||||||
Oussama Glilah |
| 12,900 | 12,900 | | ||||||||||||
Mazen Abou Ghazaleh |
| 12,500 | 12,500 | | ||||||||||||
Omar Abu-Ghazaleh |
| 11,600 | 11,600 | | ||||||||||||
Yasmina Abu-Ghazaleh |
| 11,600 | 11,600 | | ||||||||||||
Abdulaziz Shikh Al Sagha |
| 10,500 | 10,500 | | ||||||||||||
Aya Ahmad Abu-Ghazaleh |
| 10,000 | 10,000 | | ||||||||||||
Mohamad Ahmad Abu-Ghazaleh |
| 10,000 | 10,000 | | ||||||||||||
Saif Ahmad Abu-Ghazaleh |
| 10,000 | 10,000 | | ||||||||||||
Tara Ahmad Abu-Ghazaleh |
| 10,000 | 10,000 | | ||||||||||||
Layla Ali Farouki |
10,000 | 10,000 | | |||||||||||||
Tarek Maher Abughazaleh |
6,654 | 6,654 | ||||||||||||||
Doha Challah Abughazaleh |
600 | 600 |
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CUSIP No. G36738105 | Page 45 of 51 |
(1) | Amounts exclude 5,529,844 Ordinary Shares over which Mohammad Abu-Ghazaleh, Mrs. Abu-Ghazalehs spouse, has sole voting power and sole dispositive power and 13,361,042 Ordinary Shares over which Mr. Abu-Ghazaleh has shared voting power. Mrs. Abu-Ghazaleh expressly disclaims beneficial ownership of such excluded Ordinary Shares except to the extent of her pecuniary interest therein. |
(2) | Amounts represent 15,000 Ordinary Shares held by Royal Executive Services S.P.A., a Chilean corporation, which is controlled by Hani Maher Abou-Ghazaleh Al-Jaouhari, its sole shareholder. Mr. Abou-Ghazaleh expressly disclaims beneficial ownership of these Ordinary Shares except to the extent of his pecuniary interest therein. |
(c) To the knowledge of the Reporting Persons, the Reporting Persons have not effected any transactions in the Ordinary Shares during the 60-day period prior to the date set forth on the signature pages of this Amendment No. 10.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.
The response set forth in Item 6 of the Schedule 13D is hereby amended by adding to the end of Item 6 the following:
Amendment No. 10 has been filed, in part, as a result of the consummation of Amendment No. 3 to Amended and Restated Voting Agreement (Voting Agreement Amendment No. 3), dated as of February 15, 2016, by and among each of the individuals signatory thereto in their respective capacities as shareholders of the Company and Mohammad Abu-Ghazaleh. Voting Agreement Amendment No. 3 amends the Amended and Restated Voting Agreement, dated as of January 19, 2010 (as previously amended, the Original Voting Agreement and, as further amended by Voting Agreement Amendment No. 3, the Voting Agreement), among the parties as described in Items 2, 3 and 4 of this Amendment No. 10.
Voting Agreement Amendment No. 3 resulted in the joinder as parties to the Voting Agreement of Mahira Nabulsi Abu-Ghazaleh and Saif Ahmad Abu-Ghazaleh. Voting Agreement Amendment No. 3 also amended the Original Voting Agreement to (i) expressly permit the joinder of parties in the future through a separate joinder document rather than through a formal amendment to the Voting Agreement and (ii) update Exhibit A to the Original Voting Agreement to reflect current beneficial ownership information as of the date of Voting Agreement No. 3. All other terms of the Original Voting Agreement remain unchanged.
Item 7. Material to be Filed as Exhibits.
The following text is added at the end of Item 7:
17 Amendment No. 3 to Amended and Restated Voting Agreement, attached hereto as Exhibit 17.
18 Form of Joinder to Amended and Restated Voting Agreement, attached hereto as Exhibit 18.
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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.
Dated: February 17, 2016
MOHAMMAD ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
AMIR ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
OUSSAMA ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
SUMAYA ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
MAHER ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
HANAN ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact |
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CUSIP No. G36738105 | Page 47 of 51 |
WAFA ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
FATIMA ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
NARIMAN ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
MAHA ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
KAREEM ZAKI ABUGHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
MAHIRA NABULSI ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
AHMAD MOHAMMAD AHMAD ABU GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact |
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BASMA AMIR ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
HANI MAHER ABOU-GHAZALEH AL-JAOUHARI | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
MOHAMED AMIR AHMED ABUGHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
RASHA MOHAMAD ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
SIMA MAHER ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
SUMAYA MOHAMAD ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
FARAH SHEIK ALSAGHA | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact |
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CUSIP No. G36738105 | Page 49 of 51 |
RABIE GLILAH | ||
By: | /s/ Richard Contreras | |
Name: |
Richard Contreras | |
Title: | Attorney-in-Fact | |
ROYAL EXECUTIVE SERVICES S.P.A. | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
GHADA ABDULLAH HASAN YABROUDI | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
MOHAMED GLILAH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
OUSSAMA GLILAH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
MAZEN ABOU GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
KAREEM ABU-GHAZALEH, | ||
FOR AND ON BEHALF AS PARENT/LEGAL GUARDIAN OF OMAR ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact |
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CUSIP No. G36738105 | Page 50 of 51 |
KAREEM ABU-GHAZALEH, | ||
FOR AND ON BEHALF AS PARENT/LEGAL GUARDIAN OF YASMINA ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
ABDULAZIZ SHIKH AL-SAGHA | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
AHMAD MOHAMMAD ABU-GHAZALEH, | ||
FOR AND ON BEHALF AS PARENT/LEGAL GUARDIAN OF AYA AHMAD ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
AHMAD MOHAMMAD ABU-GHAZALEH, | ||
FOR AND ON BEHALF AS PARENT/LEGAL GUARDIAN OF MOHAMAD AHMAD ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
AHMAD MOHAMMAD ABU-GHAZALEH, | ||
FOR AND ON BEHALF AS PARENT/LEGAL GUARDIAN OF SAIF AHMAD ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
AHMAD MOHAMMAD ABU-GHAZALEH, | ||
FOR AND ON BEHALF AS PARENT/LEGAL GUARDIAN OF TARA AHMAD ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact |
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RASHA MOHAMAD ABU-GHAZALEH, | ||
FOR AND ON BEHALF AS PARENT/LEGAL GUARDIAN OF LAYLA ALI FAROUKI | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
TAREK MAHER ABUGHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
DOHA CHALLAH ABUGHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact |
Exhibit 17
AMENDMENT NO. 3 TO AMENDED AND RESTATED VOTING AGREEMENT
This AMENDMENT NO. 3 TO AMENDED AND RESTATED VOTING AGREEMENT (this Amendment No. 3) is made and entered into as of February 15, 2016, by and among Mohammad Abu-Ghazaleh (MAG), and the undersigned stockholders (collectively, the Stockholders) of Fresh Del Monte Produce Inc., an exempted limited holding company incorporated under the laws of the Cayman Islands (Del Monte).
RECITALS
A. MAG and certain of the Stockholders are party to that certain Amended and Restated Voting Agreement dated January 19, 2010, as amended by that certain Amendment No. 1 to Amended and Restated Voting Agreement dated June 25, 2010, and as amended by that certain Amendment No. 2 to Amended and Restated Voting Agreement dated March 14, 2011 (as so amended, the Current Agreement).
B. MAG and the Stockholders party to the Current Agreement desire to join certain of the Stockholders as parties to the Current Agreement, make certain changes to the terms of the Current Agreement and amend and restate Exhibit A to the Current Agreement to reflect the current number of Del Montes Ordinary Shares, par value $0.01 per share (Ordinary Shares), of which each Stockholder is the record holder or beneficial owner.
In consideration of the foregoing and the representations, warranties, covenants and agreements set forth in this Agreement, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree to amend the Current Agreement as follows:
1. | JOINDER |
Mahira Nabulsi Abu-Ghazaleh and Saif Ahmad Abu-Ghazaleh (each a New Stockholder) each hereby join as a party to the Current Agreement, as amended by this Amendment No. 3, and, in connection therewith, shall have all the rights, shall observe all the obligations, and hereby make all of the representations and warranties, applicable to, and made by, Stockholders under the Current Agreement, as amended by this Amendment No. 3.
Each of the New Stockholder represents and warrants that he/she has received a copy of, and has reviewed the terms of, the Current Agreement.
2. | ADDITION OF SECTION 5.12 |
The Current Agreement hereby is amended by adding the following new section after Section 5.11 of the Current Agreement:
5.12 Joinder of New Parties. Notwithstanding anything else in this Agreement to the contrary, additional persons or entities may become parties to this Agreement, and therefore a party and a Stockholder hereunder, by executing and delivering one or more joinders to this Agreement, with any such joinder to be in form and substance satisfactory to MAG in his sole discretion. Upon the due execution and delivery of any such joinder, any such person or entity who has duly
executed and delivered such joinder shall become bound by all provisions hereof to which the Stockholders are bound, such that the terms party, parties, Stockholder and Stockholders, in each case as and when used in this Agreement, shall thereafter include and apply equally to such person or entity. In the case of any such joinder, MAG shall have authority to confirm and accept such joinder on his own behalf and on behalf of each Stockholder.
3. | AMENDED AND RESTATED EXHIBIT A |
Exhibit A to the Current Agreement hereby is amended and restated and replaced with Exhibit A attached to this Amendment No. 3.
4. | MISCELLANEOUS |
Governing Law. This Amendment shall be governed by and construed exclusively in accordance with the laws of the State of Florida, excluding that body of law relating to conflict of laws.
Counterparts. This Amendment may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.
SIGNATURE ON FOLLOWING PAGE
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed as of the date first above written.
MOHAMMAD ABU-GHAZALEH |
/s/ Mohammad Abu-Ghazaleh |
AMIR ABU-GHAZALEH |
/s/ Amir Abu-Ghazaleh |
OUSSAMA ABU-GHAZALEH |
/s/ Oussama Abu-Ghazaleh |
SUMAYA ABU-GHAZALEH |
/s/ Sumaya Abu-Ghazaleh |
MAHER ABU-GHAZALEH |
/s/ Maher Abu-Ghazaleh |
HANAN ABU-GHAZALEH |
/s/ Hanan Abu-Ghazaleh |
WAFA ABU-GHAZALEH |
/s/ Wafa Abu-Ghazaleh |
FATIMA ABU-GHAZALEH |
/s/ Fatima Abu-Ghazaleh |
NARIMAN ABU-GHAZALEH |
/s/ Nariman Abu-Ghazaleh |
MAHA ABU-GHAZALEH |
/s/ Maha Abu-Ghazaleh |
KAREEM ZAKI ABUGHAZALEH |
/s/ Kareem Zaki Abughazaleh |
MAHIRA NABULSI ABU-GHAZALEH |
/s/ Mahira Nabulsi Abu-Ghazaleh |
AHMAD MOHAMMAD AHMAD ABU GHAZALEH |
/s/ Ahmad Mohammad Ahmad Abu Ghazaleh |
BASMA AMIR ABU-GHAZALEH |
/s/ Basma Amir Abu-Ghazaleh |
MOHAMED AMIR AHMED ABUGHAZALEH |
/s/ Mohamed Amir Ahmed Abughazaleh |
RASHA MOHAMAD ABU-GHAZALEH |
/s/ Rasha Mohamad Abu-Ghazaleh |
SIMA MAHER ABU-GHAZALEH |
/s/ Sima Maher Abu-Ghazaleh |
SUMAYA MOHAMAD ABU-GHAZALEH | ||
/s/ Sumaya Mohamad Abu-Ghazaleh | ||
FARAH SHEIK ALSAGHA | ||
/s/ Farah Sheik Alsagha | ||
RABIE GLILAH | ||
/s/ Rabie Glilah | ||
ROYAL EXECUTIVE SERVICES S.P.A. | ||
By: | /s/ Hani Maher Abou-Ghazaleh Al-Jaouhari | |
Name: | Hani Maher Abou-Ghazaleh Al-Jaouhari | |
Title: | Chief Executive Officer | |
GHADA ABDULLAH HASAN YABROUDI | ||
/s/ Ghada Abdullah Hasan Yabroudi | ||
MOHAMED GLILAH | ||
/s/ Mohamed Glilah | ||
OUSSAMA GLILAH | ||
/s/ Oussama Glilah | ||
MAZEN ABOU GHAZALEH | ||
/s/ Mazen Abou Ghazaleh |
KAREEM ABU-GHAZALEH, FOR AND ON BEHALF |
AS PARENT/LEGAL GUARDIAN OF OMAR ABU-GHAZALEH |
/s/ Kareem Abu-Ghazaleh |
KAREEM ABU-GHAZALEH, FOR AND ON BEHALF |
AS PARENT/LEGAL GUARDIAN OF YASMINA ABU-GHAZALEH |
/s/ Kareem Abu-Ghazaleh |
ABDULAZIZ SHIKH AL-SAGHA |
/s/ Abdulaziz Shikh Al-Sagha |
AHMAD MOHAMMAD ABU-GHAZALEH, FOR AND ON BEHALF |
AS PARENT/LEGAL GUARDIAN OF AYA AHMAD ABU-GHAZALEH |
/s/ Ahmad Mohammad Abu-Ghazaleh |
AHMAD MOHAMMAD ABU-GHAZALEH, FOR AND ON BEHALF |
AS PARENT/LEGAL GUARDIAN OF MOHAMAD AHMAD ABU-GHAZALEH |
Ahmad Mohammad Abu-Ghazaleh |
AHMAD MOHAMMAD ABU-GHAZALEH, FOR AND ON BEHALF |
AS PARENT/LEGAL GUARDIAN OF SAIF AHMAD ABU-GHAZALEH |
/s/ Ahmad Mohammad Abu-Ghazaleh |
AHMAD MOHAMMAD ABU-GHAZALEH, FOR AND ON BEHALF |
AS PARENT/LEGAL GUARDIAN OF TARA AHMAD ABU-GHAZALEH |
/s/ Ahmad Mohammad Abu-Ghazaleh |
RASHA MOHAMAD ABU-GHAZALEH, FOR AND ON BEHALF |
AS PARENT/LEGAL GUARDIAN OF LAYLA ALI FAROUKI |
/s/ Rasha Mohamad Abu-Ghazaleh |
TAREK MAHER ABUGHAZALEH |
/s/ Tarek Maher Abughazaleh |
DOHA CHALLAH ABUGHAZALEH |
/s/ Doha Challah Abughazaleh |
EXHIBIT A
Stockholder |
Total Number of Ordinary Shares Beneficially Owned Directly(1)(2) |
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Amir Abu-Ghazaleh |
3,381,201 | |||
Oussama Abu-Ghazaleh |
2,926,489 | |||
Sumaya Abu-Ghazaleh |
2,751,666 | |||
Maher Abu-Ghazaleh |
2,685,000 | |||
Hanan Abu-Ghazaleh |
327,797 | |||
Wafa Abu-Ghazaleh |
309,901 | |||
Fatima Abu-Ghazaleh |
265,000 | |||
Nariman Abu-Ghazaleh |
200,652 | |||
Maha Abu-Ghazaleh |
197,134 | |||
Kareem Zaki Abughazaleh |
35,000 | |||
Mahira Nabulsi Abu-Ghazaleh(3) |
20,000 | |||
Ahmad Mohammad Ahmad Abu Ghazaleh |
15,000 | |||
Basma Abu-Ghazaleh |
15,000 | |||
Mohamed Amir Ahmed Abughazaleh |
15,000 | |||
Rasha Mohamad Abu-Ghazaleh |
15,000 | |||
Sima Maher Abu-Ghazaleh |
15,000 | |||
Sumaya Mohamad Abu-Ghazaleh |
15,000 | |||
Farah Sheik Alsagha |
15,000 | |||
Rabie Glilah |
15,000 | |||
Royal Executive Services S.P.A. |
15,000 | |||
Ghada Abdullah Hasan Yabroudi |
15,000 | |||
Mohamed Glilah |
14,848 | |||
Oussama Glilah |
12,900 | |||
Mazen Abou Ghazaleh |
12,500 | |||
Omar Abu-Ghazaleh |
11,600 | |||
Yasmina Abu-Ghazaleh |
11,600 | |||
Abdulaziz Shikh Al Sagha |
10,500 | |||
Aya Ahmad Abu-Ghazaleh |
10,000 | |||
Mohamad Ahmad Abu-Ghazaleh |
10,000 | |||
Saif Ahmad Abu-Ghazaleh |
10,000 | |||
Tara Ahmad Abu-Ghazaleh |
10,000 | |||
Layla Ali Farouki |
10,000 | |||
Tarek Maher Abughazaleh |
6,654 | |||
Doha Challah Abughazaleh |
600 |
(1) | Each Stockholder expressly disclaims beneficial ownership of the Ordinary Shares held by each other Stockholder except to the extent of such Stockholders pecuniary interest therein. |
(2) | As of the date of this Amendment No. 3. |
(3) | Amount excludes 13,361,042 Ordinary Shares beneficially owned by Mohammad Abu-Ghazaleh, Mrs. Abu-Ghazalehs spouse. Mrs. Abu-Ghazaleh expressly disclaims beneficial ownership of such excluded Ordinary Shares except to the extent of her pecuniary interest therein. |
Exhibit 18
JOINDER TO AMENDED AND RESTATED VOTING AGREEMENT
Reference is made to that certain Amended and Restated Voting Agreement dated as of January 19, 2010, by and among Mohammad Abu-Ghazaleh and the stockholders of Fresh Del Monte Produce Inc. (the Company) party thereto, as amended by Amendment No. 1 to Amended and Restated Voting Agreement dated as of June 25, 2010, Amendment No. 2 to Amended and Restated Voting Agreement dated as of March 14, 2011 and Amendment No. 3 to Amended and Restated Voting Agreement dated as of February 15, 2016 (as so amended, the Voting Agreement).
The undersigned, in connection with the acquisition of shares of Ordinary Shares, par value $0.01 per share (Ordinary Shares) of the Company, and intending to be legally bound, has executed this Joinder to Amended and Restated Voting Agreement (this Joinder) for the purpose of agreeing to be bound by all provisions thereof to which the Stockholders (as defined in the Voting Agreement) are bound, such that the terms party, parties, Stockholder and Stockholders, in each case as and when used in the Voting Agreement, shall hereafter include and apply equally to the undersigned. This Joinder may be executed in counterparts, each of which is deemed an original, but all of which constitutes one and the same agreement. Delivery of an executed counterpart of this Joinder electronically or by facsimile shall be effective as delivery of an original executed counterpart of this Joinder.
IN WITNESS WHEREOF, this Joinder is executed as of the date written below.
For Execution by an INDIVIDUAL:
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Signature | Signature | |||||
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Printed Name | Printed name | |||||
For execution by an ENTITY: | ||||||
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Legal Name of the Entity (Typed or Printed) | ||||||
By: |
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Name: |
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Title: |
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ACCEPTANCE OF JOINDER TO AMENDED AND RESTATED VOTING AGREEMENT
Mohammad Abu Ghazaleh hereby confirms and accepts the foregoing Joinder to Amended and Restated Voting Agreement, on his own behalf and on behalf of the Stockholders (as defined in the Voting Agreement) as of the day of , 20 .
MOHAMMAD ABU-GHAZALEH |
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