0001104659-16-094325.txt : 20160205 0001104659-16-094325.hdr.sgml : 20160205 20160205164132 ACCESSION NUMBER: 0001104659-16-094325 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20160205 DATE AS OF CHANGE: 20160205 GROUP MEMBERS: OAKTREE CAPITAL GROUP HOLDINGS GP, LLC GROUP MEMBERS: OAKTREE CAPITAL GROUP, LLC GROUP MEMBERS: OAKTREE CAPITAL I, L.P. GROUP MEMBERS: OAKTREE FUND GP I, L.P. GROUP MEMBERS: OAKTREE FUND GP LTD. GROUP MEMBERS: OAKTREE HOLDINGS, INC. GROUP MEMBERS: OAKTREE HOLDINGS, LLC GROUP MEMBERS: OAKTREE PRINCIPAL FUND V GP LTD. GROUP MEMBERS: OAKTREE PRINCIPAL FUND V GP, L.P. GROUP MEMBERS: OAKTREE PRINCIPAL FUND V, L.P. GROUP MEMBERS: OCM HOLDINGS I, LLC GROUP MEMBERS: OCM MARINE GP CTB, LTD. GROUP MEMBERS: OCM MARINE HOLDINGS TP, L.P. GROUP MEMBERS: OPPS MARINE HOLDINGS TP, L.P. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Gener8 Maritime, Inc. CENTRAL INDEX KEY: 0001443799 STANDARD INDUSTRIAL CLASSIFICATION: DEEP SEA FOREIGN TRANSPORTATION OF FREIGHT [4412] IRS NUMBER: 660716485 STATE OF INCORPORATION: 1T FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-84383 FILM NUMBER: 161392752 BUSINESS ADDRESS: STREET 1: 299 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10171 BUSINESS PHONE: (212) 763-5600 MAIL ADDRESS: STREET 1: 299 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10171 FORMER COMPANY: FORMER CONFORMED NAME: General Maritime Corp / MI DATE OF NAME CHANGE: 20081211 FORMER COMPANY: FORMER CONFORMED NAME: Galileo Holding CORP DATE OF NAME CHANGE: 20080825 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: OAKTREE CAPITAL MANAGEMENT LP CENTRAL INDEX KEY: 0000949509 IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 333 S GRAND AVENUE 28TH FL CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: 2138306300 MAIL ADDRESS: STREET 1: 333 S GRAND AVE 28TH FL CITY: LOS ANGELES STATE: CA ZIP: 90071 FORMER COMPANY: FORMER CONFORMED NAME: OAKTREE CAPITAL MANAGEMENT LLC DATE OF NAME CHANGE: 20010605 SC 13G 1 a16-3571_1sc13g.htm SC 13G

 

 

UNITED STATES

 

 

SECURITIES AND EXCHANGE COMMISSION

 

 

Washington, D.C. 20549

 

 

 

 

SCHEDULE 13G

 

Under the Securities Exchange Act of 1934

 

Gener8 Maritime, Inc.

(Name of Issuer)

Common Stock, par value $0.01

(Title of Class of Securities)

Y26889108(1)

(CUSIP Number)

December 31, 2015

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o

Rule 13d-1(b)

o

Rule 13d-1(c)

x

Rule 13d-1(d)

 

*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).

 

(1)  Represents the CINS number for the Common Stock.

 


 

CUSIP No Y26889108

 

 

1

Names of Reporting Person
I.R.S. Identification No. of Above Person (Entities Only):

OCM Marine Holdings TP, L.P.

 

 

 

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

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
11,923,244

 

6

Shared Voting Power
None

 

7

Sole Dispositive Power
11,923,244

 

8

Shared Dispositive Power
None

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
11,923,244

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11

Percent of Class Represented by Amount in Row (9)
14.5%

 

 

12

Type of Reporting Person (See Instructions)
PN

 

2


 

CUSIP No Y26889108

 

 

1

Names of Reporting Person
I.R.S. Identification No. of Above Person (Entities Only):

Opps Marine Holdings TP, L.P.

 

 

2

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

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
1,129,290

 

6

Shared Voting Power
None

 

7

Sole Dispositive Power
1,129,290

 

8

Shared Dispositive Power
None

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
1,129,290

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11

Percent of Class Represented by Amount in Row (9)
1.4%

 

 

12

Type of Reporting Person (See Instructions)
PN

 

3


 

CUSIP No Y26889108

 

 

1

Names of Reporting Person
I.R.S. Identification No. of Above Person (Entities Only):

OCM Marine GP CTB, Ltd.*

 

 

2

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

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
11,923,244

 

6

Shared Voting Power
None

 

7

Sole Dispositive Power
11,923,244

 

8

Shared Dispositive Power
None

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
11,923,244

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11

Percent of Class Represented by Amount in Row (9)
14.5%

 

 

12

Type of Reporting Person (See Instructions)
OO

 

* Solely in its capacity as the general partner of OCM Marine Holdings TP, L.P.

 

4


 

CUSIP No Y26889108

 

 

1

Names of Reporting Person
I.R.S. Identification No. of Above Person (Entities Only):

Oaktree Fund GP Ltd.*

 

 

2

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

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
1,129,290

 

6

Shared Voting Power
None

 

7

Sole Dispositive Power
1,129,290

 

8

Shared Dispositive Power
None

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
1,129,290

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11

Percent of Class Represented by Amount in Row (9)
1.4%

 

 

12

Type of Reporting Person (See Instructions)
OO

 

* Solely in its capacity as general partner of Opps Marine Holdings TP, L.P.

 

5


 

CUSIP No Y26889108

 

 

1

Names of Reporting Person
I.R.S. Identification No. of Above Person (Entities Only):

Oaktree Principal Fund V, L.P.*

 

 

2

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

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
11,923,244

 

6

Shared Voting Power
None

 

7

Sole Dispositive Power
11,923,244

 

8

Shared Dispositive Power
None

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
11,923,244

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11

Percent of Class Represented by Amount in Row (9)
14.5%

 

 

12

Type of Reporting Person (See Instructions)
PN

 

* Solely in its capacity as the majority shareholder of OCM Marine GP CTB, Ltd.

 

6


 

CUSIP No Y26889108

 

 

1

Names of Reporting Person
I.R.S. Identification No. of Above Person (Entities Only):

Oaktree Principal Fund V GP, L.P.*

 

 

2

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

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
11,923,244

 

6

Shared Voting Power
None

 

7

Sole Dispositive Power
11,923,244

 

8

Shared Dispositive Power
None

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
11,923,244

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  x

 

 

11

Percent of Class Represented by Amount in Row (9)
14.5%

 

 

12

Type of Reporting Person (See Instructions)
PN

 

* Solely in its capacity as the general partner of Oaktree Principal Fund V, L.P.

 

7


 

CUSIP No Y26889108

 

 

1

Names of Reporting Person
I.R.S. Identification No. of Above Person (Entities Only):

Oaktree Principal Fund V GP Ltd.*

 

 

2

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

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
11,923,244

 

6

Shared Voting Power
None

 

7

Sole Dispositive Power
11,923,244

 

8

Shared Dispositive Power
None

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
11,923,244

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11

Percent of Class Represented by Amount in Row (9)
14.5%

 

 

12

Type of Reporting Person (See Instructions)
OO

 

* Solely in its capacity as the general partner of Oaktree Principal Fund V GP, L.P.

 

8


 

CUSIP No Y26889108

 

 

1

Names of Reporting Person
I.R.S. Identification No. of Above Person (Entities Only):

Oaktree Fund GP I, L.P.*

 

 

2

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

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
11,923,244

 

6

Shared Voting Power
None

 

7

Sole Dispositive Power
11,923,244

 

8

Shared Dispositive Power
None

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
11,923,244

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11

Percent of Class Represented by Amount in Row (9)
14.5%

 

 

12

Type of Reporting Person (See Instructions)
PN

 

* Solely in its capacity as the sole shareholder of Oaktree Principal Fund V GP Ltd.

 

9


 

CUSIP No Y26889108

 

 

1

Names of Reporting Person
I.R.S. Identification No. of Above Person (Entities Only):

Oaktree Capital I, L.P.*

 

 

2

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

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
11,923,244

 

6

Shared Voting Power
None

 

7

Sole Dispositive Power
11,923,244

 

8

Shared Dispositive Power
None

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
11,923,244

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11

Percent of Class Represented by Amount in Row (9)
14.5%

 

 

12

Type of Reporting Person (See Instructions)
PN

 

* Solely in its capacity as the general partner of Oaktree Fund GP I, L.P.

 

10


 

CUSIP No Y26889108

 

 

1

Names of Reporting Person
I.R.S. Identification No. of Above Person (Entities Only):

OCM Holdings I, LLC*

 

 

2

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

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
11,923,244

 

6

Shared Voting Power
None

 

7

Sole Dispositive Power
11,923,244

 

8

Shared Dispositive Power
None

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
11,923,244

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11

Percent of Class Represented by Amount in Row (9)
14.5%

 

 

12

Type of Reporting Person (See Instructions)
OO

 

* Solely in its capacity as the general partner of Oaktree Capital I, L.P.

 

11


 

CUSIP No Y26889108

 

 

1

Names of Reporting Person
I.R.S. Identification No. of Above Person (Entities Only):

Oaktree Holdings, LLC*

 

 

2

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

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
11,923,244

 

6

Shared Voting Power
None

 

7

Sole Dispositive Power
11,923,244

 

8

Shared Dispositive Power
None

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
11,923,244

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11

Percent of Class Represented by Amount in Row (9)
14.5%

 

 

12

Type of Reporting Person (See Instructions)
OO

 

* Solely in its capacity as the managing member of OCM Holdings I, LLC

 

12


 

CUSIP No Y26889108

 

 

1

Names of Reporting Person
I.R.S. Identification No. of Above Person (Entities Only):

Oaktree Capital Management, L.P.*

 

 

2

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

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
13,052,534

 

6

Shared Voting Power
None

 

7

Sole Dispositive Power
13,052,534

 

8

Shared Dispositive Power
None

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
13,052,534

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11

Percent of Class Represented by Amount in Row (9)
15.9%

 

 

12

Type of Reporting Person (See Instructions)
PN

 

* Solely in its capacity as the sole director of OCM Marine Holdings TP, L.P. and Oaktree Fund GP Ltd.

 

13


 

CUSIP No Y26889108

 

 

1

Names of Reporting Person
I.R.S. Identification No. of Above Person (Entities Only):

Oaktree Holdings, Inc.*

 

 

2

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

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
13,052,534

 

6

Shared Voting Power
None

 

7

Sole Dispositive Power
13,052,534

 

8

Shared Dispositive Power
None

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
13,052,534

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11

Percent of Class Represented by Amount in Row (9)
15.9%

 

 

12

Type of Reporting Person (See Instructions)
CO

 

* Solely in its capacity as the general partner of Oaktree Capital Management, L.P.

 

14


 

CUSIP No Y26889108

 

 

1

Names of Reporting Person
I.R.S. Identification No. of Above Person (Entities Only):

Oaktree Capital Group, LLC*

 

 

2

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

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
13,052,534

 

6

Shared Voting Power
None

 

7

Sole Dispositive Power
13,052,534

 

8

Shared Dispositive Power
None

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
13,052,534

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11

Percent of Class Represented by Amount in Row (9)
15.9%

 

 

12

Type of Reporting Person (See Instructions)
OO

 

* Solely in its capacity as the sole shareholder of Oaktree Holdings, Inc. and the managing member of Oaktree Holdings, LLC.

 

15


 

CUSIP No Y26889108

 

 

1

Names of Reporting Person
I.R.S. Identification No. of Above Person (Entities Only):

Oaktree Capital Group Holdings GP, LLC*

 

 

2

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

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
13,052,534

 

6

Shared Voting Power
None

 

7

Sole Dispositive Power
13,052,534

 

8

Shared Dispositive Power
None

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
13,052,534

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11

Percent of Class Represented by Amount in Row (9)
15.9%

 

 

12

Type of Reporting Person (See Instructions)
OO

 

* Solely in its capacity as the duly appointed manager of Oaktree Capital Group, LLC.

 

16


 

CUSIP No Y26889108

 

Item 1 (a)

Name of Issuer.
Gener8 Maritime, Inc., a Marshall Islands corporation (the “Issuer”)

Item 1 (b)

Address of Issuer’s Principal Executive Offices.
299 Park Avenue

New York, NY 10171

 

Item 2 (a)

Name of Person Filing.
OCM Marine Holdings TP, L.P., Opps Marine Holdings TP, L.P., OCM Marine GP CTB, Ltd., Oaktree Fund GP Ltd., Oaktree Principal Fund V, L.P., Oaktree Principal Fund V GP, L.P., Oaktree Principal Fund V GP Ltd., Oaktree Fund GP I, L.P., Oaktree Capital I, L.P., OCM Holdings I, LLC, Oaktree Holdings, LLC, Oaktree Capital Management, L.P., Oaktree Holdings, Inc., Oaktree Capital Group, LLC and Oaktree Capital Group Holdings GP, LLC (collectively, the “Reporting Persons”).

 

The Reporting Persons have entered into a Joint Filing Agreement, dated as of February 5, 2016, a copy of which is attached to this Statement, pursuant to which the Reporting Persons agreed to file this Schedule 13G and any amendments thereto jointly in accordance with the provisions of Rule 13d-1(k)(1) under the Act.

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 Oaktree Capital Group Holdings GP, LLC, 333 South Grand Avenue, 28th Floor, Los Angeles, California 90071.

Item 2 (c)

Citizenship.
OCM Marine Holdings TP, L.P., Opps Marine Holdings TP, L.P., OCM Marine GP CTB, Ltd., Oaktree Fund GP Ltd., Oaktree Principal Fund V, L.P., Oaktree Principal Fund V GP, L.P. and Oaktree Principal Fund V GP Ltd. were organized under the laws of the Cayman Islands.

 

Oaktree Fund GP I, L.P., Oaktree Capital I, L.P., OCM Holdings I, LLC, Oaktree Holdings, LLC, Oaktree Capital Management, L.P., Oaktree Holdings, Inc., Oaktree Capital Group, LLC and Oaktree Capital Group Holdings GP, LLC were organized under the laws of the State of Delaware.

Item 2 (d)

Title of Class of Securities.
Common Stock, par value $0.01 per share (the “Common Stock”).

Item 2 (e)

CUSIP Number.
Y26889108

 

Item 3

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

 

(a)

o

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

 

(b)

o

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

 

(c)

o

Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

 

(d)

o

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).

 

(e)

o

An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E).

 

(f)

o

An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F).

 

(g)

o

A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G).

 

(h)

o

A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813).

 

(i)

o

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3).

 

(j)

o

Group, in accordance with §240.13d-1(b)(1)(ii)(J).

 

Not Applicable.

 

17


 

CUSIP No Y26889108

 

 

Item 4

Ownership.

 

 

 

The responses of the Reporting Persons to Rows 5, 6, 7, 8, 9 and 11 in each of their respective cover pages to this Schedule 13G are incorporated herein by reference.

 

OCM Marine Holdings TP, L.P. (“OCM Marine”) directly holds 11,923,244 shares of Common Stock, or approximately 14.5% of the total number of shares of Common Stock outstanding, and has the sole power to vote and dispose of such securities.

 

Opps Marine Holdings TP, L.P. (“Opps Marine”) directly holds 1,129,290 shares of Common Stock, or approximately 1.4% of the total number of shares of Common Stock outstanding, and has the sole power to vote and dispose of such securities.

 

OCM Marine GP CTB, LTD. (“OCM Marine GP”) is the general partner of OCM Marine and has the ability to direct the management of the business of OCM Marine, including the power to vote and dispose of the shares of Common Stock held by OCM Marine; therefore, OCM Marine GP may be deemed to have indirect beneficial ownership of the shares of Common Stock held by OCM Marine.

 

Oaktree Fund GP Ltd. (“Fund GP”) is the general partner of Opps Marine and has the ability to direct the management of the business of Opps Marine, including the power to vote and dispose of the shares of Common Stock held by Opps Marine; therefore, Fund GP may be deemed to have indirect beneficial ownership of the shares of Common Stock held by Opps Marine.

 

Oaktree Principal Fund V, L.P. (“PFV”) is the majority shareholder of OCM Marine GP and has the ability to direct the management of the business of OCM Marine GP, including the power to vote and dispose of the shares of Common Stock held by OCM Marine; therefore, PFV may be deemed to have indirect beneficial ownership of the shares of Common Stock held by OCM Marine.

 

Oaktree Principal Fund V GP, L.P. (“PFV GP”) is the general partner of PFV and has the ability to direct the management of the business of PFV, including the power to vote and dispose of the shares of

 

18


 

CUSIP No Y26889108

 

 

Common Stock held by OCM Marine; therefore, PFV GP may be deemed to have indirect beneficial ownership of the shares of Common Stock held by OCM Marine.

 

Oaktree Principal Fund V GP Ltd. (“PFV GP Ltd.”) is the general partner of PFV GP and has the ability to direct the management of the business of PFV GP, including the power to vote and dispose of the shares of Common Stock held by OCM Marine; therefore, PFV GP Ltd. may be deemed to have indirect beneficial ownership of the shares of Common Stock held by OCM Marine.

 

Oaktree Fund GP I, L.P. (“GP I”) is the sole shareholder of PFV GP Ltd. and has the ability to direct the management of the business of PFV GP Ltd., including the power to vote and dispose of the shares of Common Stock held by OCM Marine; therefore, GP I may be deemed to have indirect beneficial ownership of the shares of Common Stock held by OCM Marine.

 

Oaktree Capital I, L.P. (“Capital I”) is the general partner of GP I and has the ability to direct the management of the business of GP I, including the power to vote and dispose of the shares of Common Stock held by OCM Marine; therefore, Capital I may be deemed to have indirect beneficial ownership of the shares of Common Stock held by OCM Marine.

 

OCM Holdings I, LLC (“Holdings I”) is the general partner of Capital I and has the ability to direct the management of the business of Capital I, including the power to vote and dispose of the shares of Common Stock held by OCM Marine; therefore, Holdings I may be deemed to have indirect beneficial ownership of the shares of Common Stock held by OCM Marine.

 

Oaktree Holdings, LLC (“Holdings LLC”) is the managing member of Holdings I and has the ability to direct the management of the business of Holdings I, including the power to vote and dispose of the shares of Common Stock held by OCM Marine; therefore, Holdings LLC may be deemed to have indirect beneficial ownership of the shares of Common Stock held by OCM Marine.

 

Oaktree Capital Management, L.P. (“OCM LP”) is the sole director of OCM Marine and Fund GP and has the ability to direct the management of the business of OCM Marine and Fund GP, including the power to vote and dispose of the shares of Common Stock held by OCM Marine and Opps Marine; therefore, OCM LP may be deemed to have indirect beneficial ownership of the shares of Common Stock held by OCM Marine and Opps Marine.

 

Oaktree Holdings, Inc. (“Holdings Inc.”) is the general partner of OCM LP and has the ability to direct the management of the business of OCM LP, including the power to vote and dispose of the shares of Common Stock held by OCM Marine and Opps Marine; therefore, Holdings Inc. may be deemed to have indirect beneficial ownership of the shares of Common Stock held by OCM Marine and Opps Marine.

 

Oaktree Capital Group, LLC (“OCG”) is the sole shareholder of Holdings Inc. and the managing member of Holdings LLC and has the ability to direct the management of the business of Holdings Inc. and Holdings LLC, including the power to vote and dispose of the shares of Common Stock held by OCM Marine and Opps Marine; therefore, OCG may be deemed to have indirect beneficial ownership of the shares of Common Stock held by OCM Marine and Opps Marine.

 

Oaktree Capital Group Holdings GP, LLC (“OCGH GP”) is the duly appointed manager of OCG and has the ability to direct the management of the business of OCG, including the power to vote and dispose of the shares of Common Stock held by OCM Marine and Opps Marine; therefore, OCGH GP may be deemed to have indirect beneficial ownership of the shares of Common Stock held by OCM Marine and Opps Marine.

 

19


 

CUSIP No Y26889108

 

 

The percentages set forth in this Schedule 13G are calculated based upon an aggregate of 82,105,376 shares of Common Stock outstanding as of November 9, 2015 as reported in the Issuer’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2015, filed with the U.S. Securities and Exchange Commission on November 13, 2015.

 

Pursuant to Rule 13d-4 of the Act, the Reporting Persons declare that the filing of this Statement shall not be construed as an admission that any such person is, for the purposes of Section 13(d) and/or Section 13(g) of the Act or otherwise, the beneficial owner of any securities covered by this Statement held by any other person.

 

 

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.

 

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.

 

Not Applicable.

 

20


 

CUSIP No Y26889108

 

SIGNATURE

 

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.

 

Date:  February 5, 2016

 

 

 

OCM MARINE HOLDINGS TP, L.P.

 

 

 

By:

OCM Marine GP CTB, Ltd.

 

Its:

General Partner

 

 

 

 

By:

Oaktree Capital Management, L.P.

 

Its:

Director

 

 

 

 

By:

/s/ Martin A. Boskovich

 

Name:

Martin A. Boskovich

 

Title:

Managing Director

 

 

 

 

By:

/s/ Philip McDermott

 

Name:

Philip McDermott

 

Title:

Assistant Vice President

 

 

 

 

OPPS MARINE HOLDINGS TP, L.P.

 

 

 

By:

Oaktree Fund GP Ltd.

 

Its:

General Partner

 

 

 

 

By:

Oaktree Capital Management, L.P.

 

Its:

Director

 

 

 

 

By:

/s/ Martin A. Boskovich

 

Name:

Martin A. Boskovich

 

Title:

Managing Director

 

 

 

 

By:

/s/ Philip McDermott

 

Name:

Philip McDermott

 

Title:

Assistant Vice President

 

21


 

CUSIP No Y26889108

 

 

OCM MARINE GP CTB, LTD.

 

 

 

By:

Oaktree Capital Management, L.P.

 

Its:

Director

 

 

 

 

By:

/s/ Martin A. Boskovich

 

Name:

Martin A. Boskovich

 

Title:

Managing Director

 

 

 

 

By:

/s/ Philip McDermott

 

Name:

Philip McDermott

 

Title:

Assistant Vice President

 

 

 

 

OAKTREE FUND GP LTD.

 

 

 

 

By:

Oaktree Capital Management, L.P.

 

Its:

Director

 

 

 

 

By:

/s/ Martin A. Boskovich

 

Name:

Martin A. Boskovich

 

Title:

Managing Director

 

 

 

 

By:

/s/ Philip McDermott

 

Name:

Philip McDermott

 

Title:

Assistant Vice President

 

 

 

 

OAKTREE PRINCIPAL FUND V, L.P.

 

 

 

 

By:

Oaktree Principal Fund V GP, L.P.

 

Its:

General Partner

 

 

 

 

By:

Oaktree Principal Fund V GP Ltd.

 

Its:

General Partner

 

 

 

 

By:

Oaktree Capital Management, L.P.

 

Its:

Director

 

 

 

 

By:

/s/ Martin A. Boskovich

 

Name:

Martin A. Boskovich

 

Title:

Managing Director

 

 

 

 

By:

/s/ Philip McDermott

 

Name:

Philip McDermott

 

Title:

Assistant Vice President

 

22


 

CUSIP No Y26889108

 

 

OAKTREE PRINCIPAL FUND V GP, L.P.

 

 

 

By:

Oaktree Principal Fund V GP Ltd.

 

Its:

General Partner

 

 

 

 

By:

Oaktree Capital Management, L.P.

 

Its:

Director

 

 

 

 

By:

/s/ Martin A. Boskovich

 

Name:

Martin A. Boskovich

 

Title:

Managing Director

 

 

 

 

By:

/s/ Philip McDermott

 

Name:

Philip McDermott

 

Title:

Assistant Vice President

 

 

 

 

OAKTREE PRINCIPAL FUND V GP LTD.

 

 

 

 

By:

Oaktree Capital Management, L.P.

 

Its:

Director

 

 

 

 

By:

/s/ Martin A. Boskovich

 

Name:

Martin A. Boskovich

 

Title:

Managing Director

 

 

 

 

By:

/s/ Philip McDermott

 

Name:

Philip McDermott

 

Title:

Assistant Vice President

 

 

 

 

OAKTREE FUND GP I, L.P.

 

 

 

 

By:

/s/ Martin A. Boskovich

 

Name:

Martin A. Boskovich

 

Title:

Authorized Signatory

 

 

 

 

By:

/s/ Philip McDermott

 

Name:

Philip McDermott

 

Title:

Authorized Signatory

 

 

 

 

OAKTREE CAPITAL I, L.P.

 

 

 

 

By:

/s/ Martin A. Boskovich

 

Name:

Martin A. Boskovich

 

Title:

Managing Director

 

 

 

 

By:

/s/ Philip McDermott

 

Name:

Philip McDermott

 

Title:

Assistant Vice President

 

23


 

CUSIP No Y26889108

 

 

OCM HOLDINGS I, LLC

 

 

 

By:

/s/ Martin A. Boskovich

 

Name:

Martin A. Boskovich

 

Title:

Managing Director

 

 

 

 

By:

/s/ Philip McDermott

 

Name:

Philip McDermott

 

Title:

Assistant Vice President

 

 

 

 

OAKTREE HOLDINGS, LLC

 

 

 

 

By:

/s/ Martin A. Boskovich

 

Name:

Martin A. Boskovich

 

Title:

Managing Director

 

 

 

 

By:

/s/ Philip McDermott

 

Name:

Philip McDermott

 

Title:

Assistant Vice President

 

 

 

 

OAKTREE CAPITAL MANAGEMENT, L.P.

 

 

 

 

By:

/s/ Martin A. Boskovich

 

Name:

Martin A. Boskovich

 

Title:

Managing Director

 

 

 

 

By:

/s/ Philip McDermott

 

Name:

Philip McDermott

 

Title:

Assistant Vice President

 

 

 

 

OAKTREE HOLDINGS, INC.

 

 

 

 

By:

Oaktree Capital Management, L.P.

 

Its:

Director

 

 

 

 

By:

/s/ Martin A. Boskovich

 

Name:

Martin A. Boskovich

 

Title:

Managing Director

 

 

 

 

By:

/s/ Philip McDermott

 

Name:

Philip McDermott

 

Title:

Assistant Vice President

 

 

 

 

OAKTREE CAPITAL GROUP, LLC

 

 

 

 

By:

/s/ Martin A. Boskovich

 

Name:

Martin A. Boskovich

 

Title:

Managing Director

 

 

 

 

By:

/s/ Philip McDermott

 

Name:

Philip McDermott

 

Title:

Assistant Vice President

 

24


 

CUSIP No Y26889108

 

 

OAKTREE CAPITAL GROUP HOLDINGS GP, LLC

 

 

 

By:

/s/ Martin A. Boskovich

 

Name:

Martin A. Boskovich

 

Title:

Managing Director

 

 

 

 

By:

/s/ Philip McDermott

 

Name:

Philip McDermott

 

Title:

Assistant Vice President

 

25

 EX-99.1 2 a16-3571_1ex99d1.htm EX-99.1

EXHIBIT 99.1

 

JOINT FILING AGREEMENT

 

Pursuant to Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, each of the undersigned acknowledges and agrees that the foregoing statement on this Schedule 13G is filed on behalf of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of the undersigned without the necessity of filing additional joint acquisition statements. Each of the undersigned acknowledges that it shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning it contained 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.

 

Dated as of February 5, 2016

 

 

OCM MARINE HOLDINGS TP, L.P.

 

 

 

By:

OCM Marine GP CTB, Ltd.

 

Its:

General Partner

 

 

 

 

By:

Oaktree Capital Management, L.P.

 

Its:

Director

 

 

 

 

By:

/s/ Martin A. Boskovich

 

Name:

Martin A. Boskovich

 

Title:

Managing Director

 

 

 

 

By:

/s/ Philip McDermott

 

Name:

Philip McDermott

 

Title:

Assistant Vice President

 

 

 

 

OPPS MARINE HOLDINGS TP, L.P.

 

 

 

 

By:

Oaktree Fund GP Ltd.

 

Its:

General Partner

 

 

 

 

By:

Oaktree Capital Management, L.P.

 

Its:

Director

 

 

 

 

By:

/s/ Martin A. Boskovich

 

Name:

Martin A. Boskovich

 

Title:

Managing Director

 

 

 

 

By:

/s/ Philip McDermott

 

Name:

Philip McDermott

 

Title:

Assistant Vice President

 


 

 

OCM MARINE GP CTB, LTD.

 

 

 

 

By:

Oaktree Capital Management, L.P.

 

Its:

Director

 

 

 

 

By:

/s/ Martin A. Boskovich

 

Name:

Martin A. Boskovich

 

Title:

Managing Director

 

 

 

 

By:

/s/ Philip McDermott

 

Name:

Philip McDermott

 

Title:

Assistant Vice President

 

 

 

 

OAKTREE FUND GP LTD.

 

 

 

 

By:

Oaktree Capital Management, L.P.

 

Its:

Director

 

 

 

 

By:

/s/ Martin A. Boskovich

 

Name:

Martin A. Boskovich

 

Title:

Managing Director

 

 

 

 

By:

/s/ Philip McDermott

 

Name:

Philip McDermott

 

Title:

Assistant Vice President

 

 

 

 

OAKTREE PRINCIPAL FUND V, L.P.

 

 

 

 

By:

Oaktree Principal Fund V GP, L.P.

 

Its:

General Partner

 

 

 

 

By:

Oaktree Principal Fund V GP Ltd.

 

Its:

General Partner

 

 

 

 

By:

Oaktree Capital Management, L.P.

 

Its:

Director

 

 

 

 

By:

/s/ Martin A. Boskovich

 

Name:

Martin A. Boskovich

 

Title:

Managing Director

 

 

 

 

By:

/s/ Philip McDermott

 

Name:

Philip McDermott

 

Title:

Assistant Vice President

 


 

 

OAKTREE PRINCIPAL FUND V GP, L.P.

 

 

 

 

By:

Oaktree Principal Fund V GP Ltd.

 

Its:

General Partner

 

 

 

 

By:

Oaktree Capital Management, L.P.

 

Its:

Director

 

 

 

 

By:

/s/ Martin A. Boskovich

 

Name:

Martin A. Boskovich

 

Title:

Managing Director

 

 

 

 

By:

/s/ Philip McDermott

 

Name:

Philip McDermott

 

Title:

Assistant Vice President

 

 

 

 

OAKTREE PRINCIPAL FUND V GP LTD.

 

 

 

 

By:

Oaktree Capital Management, L.P.

 

Its:

Director

 

 

 

 

By:

/s/ Martin A. Boskovich

 

Name:

Martin A. Boskovich

 

Title:

Managing Director

 

 

 

 

By:

/s/ Philip McDermott

 

Name:

Philip McDermott

 

Title:

Assistant Vice President

 

 

 

 

OAKTREE FUND GP I, L.P.

 

 

 

 

By:

/s/ Martin A. Boskovich

 

Name:

Martin A. Boskovich

 

Title:

Authorized Signatory

 

 

 

 

By:

/s/ Philip McDermott

 

Name:

Philip McDermott

 

Title:

Authorized Signatory

 

 

 

 

OAKTREE CAPITAL I, L.P.

 

 

 

 

By:

/s/ Martin A. Boskovich

 

Name:

Martin A. Boskovich

 

Title:

Managing Director

 

 

 

 

By:

/s/ Philip McDermott

 

Name:

Philip McDermott

 

Title:

Assistant Vice President

 


 

 

OCM HOLDINGS I, LLC

 

 

 

 

By:

/s/ Martin A. Boskovich

 

Name:

Martin A. Boskovich

 

Title:

Managing Director

 

 

 

 

By:

/s/ Philip McDermott

 

Name:

Philip McDermott

 

Title:

Assistant Vice President

 

 

 

 

OAKTREE HOLDINGS, LLC

 

 

 

 

By:

/s/ Martin A. Boskovich

 

Name:

Martin A. Boskovich

 

Title:

Managing Director

 

 

 

 

By:

/s/ Philip McDermott

 

Name:

Philip McDermott

 

Title:

Assistant Vice President

 

 

 

 

OAKTREE CAPITAL MANAGEMENT, L.P.

 

 

 

 

By:

/s/ Martin A. Boskovich

 

Name:

Martin A. Boskovich

 

Title:

Managing Director

 

 

 

 

By:

/s/ Philip McDermott

 

Name:

Philip McDermott

 

Title:

Assistant Vice President

 

 

 

 

OAKTREE HOLDINGS, INC.

 

 

 

 

By:

Oaktree Capital Management, L.P.

 

Its:

Director

 

 

 

 

By:

/s/ Martin A. Boskovich

 

Name:

Martin A. Boskovich

 

Title:

Managing Director

 

 

 

 

By:

/s/ Philip McDermott

 

Name:

Philip McDermott

 

Title:

Assistant Vice President

 

 

 

 

OAKTREE CAPITAL GROUP, LLC

 

 

 

 

By:

/s/ Martin A. Boskovich

 

Name:

Martin A. Boskovich

 

Title:

Managing Director

 

 

 

 

By:

/s/ Philip McDermott

 

Name:

Philip McDermott

 

Title:

Assistant Vice President

 


 

 

OAKTREE CAPITAL GROUP HOLDINGS GP, LLC

 

 

 

 

By:

/s/ Martin A. Boskovich

 

Name:

Martin A. Boskovich

 

Title:

Managing Director

 

 

 

 

By:

/s/ Philip McDermott

 

Name:

Philip McDermott

 

Title:

Assistant Vice President