0001606909-16-000263.txt : 20160810 0001606909-16-000263.hdr.sgml : 20160810 20160810153558 ACCESSION NUMBER: 0001606909-16-000263 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20160810 FILED AS OF DATE: 20160810 DATE AS OF CHANGE: 20160810 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Pangaea Logistics Solutions Ltd. CENTRAL INDEX KEY: 0001606909 STANDARD INDUSTRIAL CLASSIFICATION: DEEP SEA FOREIGN TRANSPORTATION OF FREIGHT [4412] IRS NUMBER: 000000000 STATE OF INCORPORATION: D0 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 109 LONG WHARF CITY: NEWPORT STATE: RI ZIP: 02840 BUSINESS PHONE: 401 846 7790 MAIL ADDRESS: STREET 1: 109 LONG WHARF CITY: NEWPORT STATE: RI ZIP: 02840 FORMER COMPANY: FORMER CONFORMED NAME: Quartet Holdco Ltd. DATE OF NAME CHANGE: 20140430 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Yu Peter CENTRAL INDEX KEY: 0001426890 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36798 FILM NUMBER: 161821372 MAIL ADDRESS: STREET 1: C/O CARTESIAN CAPITAL GROUP STREET 2: 505 FIFTH AVENUE, 15TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Pangaea One Parallel Fund (B), L.P. CENTRAL INDEX KEY: 0001622016 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36798 FILM NUMBER: 161821374 BUSINESS ADDRESS: STREET 1: C/O CARTESIAN CAPITAL GROUP STREET 2: 505 FIFTH AVENUE, 15TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 212 272 3167 MAIL ADDRESS: STREET 1: C/O CARTESIAN CAPITAL GROUP STREET 2: 505 FIFTH AVENUE, 15TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Pangaea One Holding, LLC CENTRAL INDEX KEY: 0001622319 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36798 FILM NUMBER: 161821375 BUSINESS ADDRESS: STREET 1: C/O CARTESIAN CAPITAL GROUP STREET 2: 505 FIFTH AVENUE, 15TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 212 461 6373 MAIL ADDRESS: STREET 1: C/O CARTESIAN CAPITAL GROUP STREET 2: 505 FIFTH AVENUE, 15TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Cartesian Capital Group Holding, LLC CENTRAL INDEX KEY: 0001622320 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36798 FILM NUMBER: 161821376 BUSINESS ADDRESS: STREET 1: C/O CARTESIAN CAPITAL GROUP STREET 2: 505 FIFTH AVENUE, 15TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 212 461 6373 MAIL ADDRESS: STREET 1: C/O CARTESIAN CAPITAL GROUP STREET 2: 505 FIFTH AVENUE, 15TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Pangaea One, L.P. CENTRAL INDEX KEY: 0001622015 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36798 FILM NUMBER: 161821377 BUSINESS ADDRESS: STREET 1: C/O CARTESIAN CAPITAL GROUP STREET 2: 505 FIFTH AVENUE, 15TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 212 272 3167 MAIL ADDRESS: STREET 1: C/O CARTESIAN CAPITAL GROUP STREET 2: 505 FIFTH AVENUE, 15TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Pangaea One GP, LLC CENTRAL INDEX KEY: 0001622014 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36798 FILM NUMBER: 161821373 BUSINESS ADDRESS: STREET 1: C/O CARTESIAN CAPITAL GROUP STREET 2: 505 FIFTH AVENUE, 15TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 212 272 3167 MAIL ADDRESS: STREET 1: C/O CARTESIAN CAPITAL GROUP STREET 2: 505 FIFTH AVENUE, 15TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Pangaea One Acquisition Holdings XIV, LLC CENTRAL INDEX KEY: 0001651379 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36798 FILM NUMBER: 161821378 BUSINESS ADDRESS: STREET 1: C/O CARTESIAN CAPITAL GROUP, LLC STREET 2: 505 FIFTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 2124616363 MAIL ADDRESS: STREET 1: C/O CARTESIAN CAPITAL GROUP, LLC STREET 2: 505 FIFTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10017 4 1 wf-form4_147085774539648.xml FORM 4 X0306 4 2016-08-10 0 0001606909 Pangaea Logistics Solutions Ltd. PANL 0001651379 Pangaea One Acquisition Holdings XIV, LLC C/O CARTESIAN CAPITAL GROUP 505 FIFTH AVENUE, 15TH FLOOR NEW YORK NY 10017 0 0 1 0 0001622015 Pangaea One, L.P. C/O CARTESIAN CAPITAL GROUP, LLC 505 FIFTH AVENUE NEW YORK NY 10017 0 0 1 0 0001622320 Cartesian Capital Group Holding, LLC 505 FIFTH AVENUE NEW YORK NY 10017 0 0 1 0 0001622319 Pangaea One Holding, LLC C/O CARTESIAN CAPITAL GROUP HOLDING, LLC 505 FIFTH AVE NEW YORK NY 10017 0 0 1 0 0001622016 Pangaea One Parallel Fund (B), L.P. C/O CARTESIAN CAPITAL GROUP HOLDING, LLC 505 FIFTH AVE NEW YORK NY 10017 0 0 1 0 0001622014 Pangaea One GP, LLC C/O CARTESIAN CAPITAL GROUP LLC 505 FIFTH AVENUE NEW YORK NY 10017 0 0 1 0 0001426890 Yu Peter C/O CARTESIAN CAPITAL GROUP LLC 505 FIFTH AVENUE NEW YORK NY 10017 1 0 1 0 Common Share $0.0001 Par Value 2016-08-10 4 A 0 16706 0 A 118848 D Common Share $0.0001 Par Value 14035315 I see footnotes Shares are subject to a Restricted Share Grant Notice and Agreement and were issued pursuant to the Pangaea Logistics Solutions Ltd. 2014 Share Incentive Plan (as amended and restated by the Board of Directors on May 9, 2016). Fifty percent of the shares vest on the first anniversary of the date of grant and the remaining fifty percent vest on the second anniversary of the date of grant. These shares are indirectly held by Pangaea One, L.P., a Delaware limited partnership ("Pangaea One"), Pangaea One Parallel Fund (B), L.P., a Delaware limited partnership ("Pangaea Parallel (B)"), Pangaea One (Cayman), L.P., a Cayman Islands limited partnership ("Pangaea Cayman") and Pangaea One Parallel Fund, L.P., a Cayman Islands limited partnership ("Pangaea Parallel"). Pangaea One disclaims beneficial ownership with respect to any shares of Common Stock of Pangaea Logistics Solutions Ltd., except to the extent of its pecuniary interest in such shares of Common Stock and this report shall not be deemed an admission that for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, Pangaea One is the beneficial owner of the securities. Pangaea Parallel (B), Pangaea Cayman and Pangaea Parallel have reported their indirect ownership of such shares on a Form 4 filed as of the date hereof. The 14,035,315 shares of Common Stock are held directly as follows: (i) 1,099,304 shares of Common Stock held directly by Imfinno, L.P.,a Delaware limited partnership ("Imfinno"); (ii) 1,669,492 shares of Common Stock held directly by Malemod, L.P., a Delaware limited partnership ("Malemod"); (iii) 1,658,620 shares of Common Stock held directly by Nypsun, L.P., a Delaware limited partnership ("Nypsun"); (iv) 1,555,334 shares of Common Stock held directly by Leggonly, L.P., a Delaware limited partnership ("Leggonly"); (v) 1,555,307 shares of Common Stock held directly by Pangaea One Parallel Fund (B), L.P., a Delaware limited partnership ("Pangaea Parallel (B)"); (vi) 3,297,254 shares of Common Stock held directly by Pangaea One (Cayman), L.P. ("Pangaea Cayman"); (vii) 3,081,156 shares of Common Stock held directly by Pangaea One Parallel Fund, L.P. ("Pangaea Parallel") and (viii) 118,848 Common Shares held directly by Pangaea Acquisition. Pangaea One, L.P., a Delaware limited partnership ("Pangaea One"), Pangaea Parallel (B), Pangaea Cayman and Pangaea Parallel directly own Pangaea Acquisition. Pangaea One GP, LLC, a Delaware limited liability company ("Pangaea LLC") is the general partner of Imfinno, Malemod, Nypsun, Leggonly, Pangaea Parallel (B), and Pangaea One. Pangaea One GP (Cayman), L.P., a Cayman Islands company ("PGP LP") is the general partner of Pangaea Cayman. Pangaea One GP (Cayman), Co., a Cayman Islands company ("PGP Co") is the general partner of PGP LP. Footnote 4 Continued : Pangaea One Holding, LLC, a Delaware limited liability company ("Pangaea One LLC") is the managing member of Pangaea LLC and PGP Co. Pangaea One GP2 (Cayman), L.P., a Cayman Islands limited partnership ("PGP2 LP") is the general partner of Pangaea Parallel. Pangaea One GP2 (Cayman), Co., a Cayman Islands company ("PGPs Co") is the general partner of PGP2 LP. Cartesian Capital Group, LLC, a Delaware limited liability company ("Cartesian") is the managing member of Pangaea One LLC and PGP2 Co. Cartesian, Pangaea One LLC, Pangaea Cayman, Pangaea Parallel, PGP LP, PGP Co, PGP2 LP, and PGP2 Co. are collectively referred to herein as the "Pangaea Entities" and, together with Peter Yu, the "Pangaea Reporting Persons." Each Pangaea Entity disclaims beneficial ownership with respect to any shares of Common Stock of Pangaea Logistics Solutions Ltd. (the "Issuer"), except to the extent of its pecuniary interest in such shares of Common Stock and this report shall not be deemed an admission that for purposes of Section1 6 of the Securities Exchange Act of 1934 (as amended, the "Exchange Act") or otherwise, any of the Pangaea Reporting Persons is the beneficial owner of these securities. Information with respect to each of the Pangaea Reporting Persons is given solely by such Reporting Person, and no Pangaea Reporting Person has responsibility for the accuracy or completeness of the information supplied by another Pangaea Reporting Person. Peter Yu is a member of the Board of Directors of the Issuer and is a managing member or director of each of Cartesian, Pangaea One LLC, PGP LP, PGP Co, PGP2 LP and PGP Co. As such, Mr. Yu may be deemed to have an indirect pecuniary interest (within the meaning of Rule 16a-1 under the Exchange Act) in an indeterminate portion of the securities reported as beneficially owned by the Pangaea Entities. Mr. Yu disclaims beneficial ownership of all such securities, except to the extent of any direct pecuniary interest therein and this report shall not be deemed an admission that Mr. Yu is the beneficial owner of any such securities for Section 16 of the Exchange Act or any other purposes. Due to the limitation on the number of filers that can report on a single Form 4, Pangaea Parallel, Pangaea Cayman, PGP LP, PGP Co, PGP2 LP and PGP2 Co have filed a separate Form 4 on the date hereof reporting indirect beneficial ownership over the shares of Common Stock acquired by Pangaea Acquisition. PANGAEA ONE GP, LLC By: /s/ Peter Yu 2016-08-10 Pangaea One L.P. By: /s/ Peter Yu 2016-08-10 PANGAEA ONE PARALLEL FUND (B), L.P. By: /s/ Peter Yu 2016-08-10 Peter Yu By: /s/ Peter Yu 2016-08-10 Pangaea One Acquisition Holding XIV, LLC By: /s/ Peter Yu 2016-08-10 CARTESIAN CAPITAL GROUP, LLC By: /s/ Peter Yu 2016-08-10 PANGAEA ONE HOLDING, LLC By: /s/ Peter Yu 2016-08-10