SC 13G/A 1 eps6725.htm

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No 2)*

 

NORDIC AMERICAN OFFSHORE LTD
(Name of Issuer)
 
Common Stock, par value $0.01 per share
(Title of Class of Securities)
 
Y6366T112
(CUSIP Number)
 
February 18, 2016
(Date of Event Which Requires Filing of this Statement)

 

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

 

  Rule 13d-1(b)
     
  Rule 13d-1(c)
     
  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). 

 

 

 

 

 

CUSIP No Y6366T112   Page 2 of 6

 

 

1

 

NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE  PERSONS
(ENTITIES ONLY) 

LEON G. COOPERMAN

 

2

 

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

(a)

(b)

 

3

 

SEC USE ONLY

 

 

 

4

 

CITIZENSHIP OR PLACE OF ORGANIZATION

 

United States
NUMBER OF
SHARES
5 SOLE VOTING POWER -0-
BENEFICIALLY
OWNED BY
6 SHARED VOTING POWER 1,600,000
EACH
REPORTING
7 SOLE DISPOSITIVE POWER -0-
PERSON
WITH:
8 SHARED DISPOSITIVE POWER 1,600,000

 

9

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

1,600,000

 

10

 

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES

 

 

11

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

7.7 %

 

12

 

TYPE OF REPORTING PERSON

 

IN
         

 

 

 

 

 

CUSIP No Y6366T112   Page 3 of 6

 

 

1

 

NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE  PERSONS
(ENTITIES ONLY) 

OMEGA CHARITABLE
PARTNERSHIP LP
EIN 45-5226952

 

2

 

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

(a)

(b)

 

3

 

SEC USE ONLY

 

 

 

4

 

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Cayman Islands
NUMBER OF
SHARES
5 SOLE VOTING POWER -0-
BENEFICIALLY
OWNED BY
6 SHARED VOTING POWER 1,600,000
EACH
REPORTING
7 SOLE DISPOSITIVE POWER -0-
PERSON
WITH:
8 SHARED DISPOSITIVE POWER 1,600,000

 

9

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

1,600,000

 

10

 

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES

 

 

11

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

7.7 %

 

12

 

TYPE OF REPORTING PERSON

 

PN
         

 

 

 

 

CUSIP No Y6366T112   Page 4 of 6

 

Item 1(a).   Name of Issuer:
    This statement on Schedule 13G relates to the common stock, par value $0.01 per share, of NORDIC AMERICAN OFFSHORE LTD (the “Issuer”).
     
     
Item 1(b).   Address of Issuer’s Principal Executive Offices:
    The Issuer was incorporated in the Republic of the Marshall Islands. The address of the principal executive office of the Issuer is c/o Scandic American Shipping LTD., Canon’s Court, 22 Victoria Street, Hamilton HM EX, Bermuda.
     
Item 2(a).   Name of Person Filing:
   

Leon G. Cooperman (“Mr. Cooperman”) and Omega Charitable Partnership L.P. (“Charitable LP”).

 

Mr. Cooperman is the Managing Member of Omega Associates, L.L.C. (“Associates”), a limited liability company organized under the laws of the State of Delaware. Associates is a private investment firm formed to invest in and act as general partner of investment partnerships or similar investment vehicles. Associates is the general partner of Omega Charitable Partnership L.P. (“Charitable LP”), an exempted limited partnership registered in the Cayman Islands. Charitable LP is a private investment firm engaged in the purchase and sale of securities for investment for its own accounts.

 

Mr. Cooperman is the ultimate controlling person of Charitable LP and Associates.  The principal business office of these entities is 810 Seventh Avenue, 33rd floor, New York, New York 10019.

     
Item 2(b).   Address of Principal Business Office or, if None, Residence:
   

11431 W. Palmetto Park Road, Boca Raton FL 33428 for Mr. Cooperman.

See Item 1(b) above for Charitable LP.

     
Item 2(c).   Citizenship:
   

United States for Mr. Cooperman.

See Item 1(b) above for Charitable LP.

     
Item 2(d).   Title of Class of Securities:
    Common Stock, par value $0.01 per share ( the “Shares”)
     
Item 2(e).   CUSIP Number:
    Y6366T112
     

 

 

 

 

CUSIP No Y6366T112   Page 5 of 6

 

Item 3. If this Statement is Filed Pursuant to Sections 240.13d-1(b), or 240.13d-2(b) or (c);
  This Item 3 is inapplicable.

 

Item 4. Ownership.
  Provide the following information regarding the aggregate number and percentage of the class of securities of the Issuer identified in Item 1.

 

  (a)(b)

Amount beneficially owned and percent of Class:

 

   

Mr. Cooperman may be deemed the beneficial owner of 1,600,000 Shares, which constitutes approximately 7.7 % of the total number of Shares outstanding.

 

Charitable LP may be deemed the beneficial owner of 1,600,000 Shares, which constitutes approximately 7.7 % of the total number of Shares outstanding.

     
  (c) Number of shares as to which Mr. Cooperman and Charitable LP  has:
     
    (i) Sole power to vote or to direct the vote
      -0-
       
    (ii) Shared power to vote or to direct the vote
      1,600,000
       
    (iii) Sole power to dispose or to direct the disposition of
      -0-
       
    (iv) Shared power to dispose or to direct the disposition of
      1,600,000
       

 

 

 

 

CUSIP No Y6366T112   Page 6 of 6

 

Item 5. Ownership of Five Percent or Less of a Class.
  If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following
   
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
  This Item 6 is not applicable.
   
Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
  This Item 7 is not applicable.
   
Item 8. Identification and Classification of Members of the Group.
  This Item 8 is not applicable.
   
Item 9. Notice of Dissolution of Group.
  This Item 9 is not applicable.
   
Item 10. Certification.

 

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

 

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 18, 2016

 

LEON G. COOPERMAN

 

By: /s/ ALAN M. STARK

Alan M. Stark

Attorney-in-Fact

Duly authorized under POA effective as of March 1, 2013 and filed on May 20, 2013.

 

 OMEGA CHARITABLE PARTNERSHIP LP

 

By: OMEGA ASSOCIATES, LLC

 

By: LEON G. COOPERMAN, General Partner

 

By: /s/ ALAN M. STARK

Alan M. Stark

Attorney-in-Fact

Duly authorized under POA effective as of March 1, 2013 and filed on May 20, 2013.

 

 

 

 

 

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

OF ATTORNEY

The undersigned persons hereby agree that reports on Schedule 13D and 13G and amendments thereto, with respect to the Common Stock of NORDIC AMERICAN OFFSHORE LTD may be filed in a single statement on behalf of each of such persons, and further, each of such persons designates Alan M. Stark as his/its agent and Attorney-in-Fact for the purpose of executing any and all Schedule 13D and 13G filings required to be made by it with the Securities and Exchange Commission.

Dated: February 16, 2016

/s/ LEON G. COOPERMAN

Omega Charitable Partnership LP

By: OMEGA ASSOCIATES, LLC

/s/ LEON G. COOPERMAN

By: /s/ LEON G. COOPERMAN, General Partner