0001140361-18-006693.txt : 20180213 0001140361-18-006693.hdr.sgml : 20180213 20180212180349 ACCESSION NUMBER: 0001140361-18-006693 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20180213 DATE AS OF CHANGE: 20180212 GROUP MEMBERS: ARBITER PARTNERS QP, LP GROUP MEMBERS: PAUL J. ISAAC SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: AEGEAN MARINE PETROLEUM NETWORK INC. CENTRAL INDEX KEY: 0001344376 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-PETROLEUM & PETROLEUM PRODUCTS (NO BULK STATIONS) [5172] IRS NUMBER: 000000000 STATE OF INCORPORATION: 1T FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-82591 FILM NUMBER: 18598328 BUSINESS ADDRESS: STREET 1: 10, AKTI KONDILI STREET 2: PIRAEUS CITY: ATHENS STATE: J3 ZIP: 185 45 BUSINESS PHONE: 011 30 210 4586 000 MAIL ADDRESS: STREET 1: 10, AKTI KONDILI STREET 2: PIRAEUS CITY: ATHENS STATE: J3 ZIP: 185 45 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Arbiter Partners Capital Management LLC CENTRAL INDEX KEY: 0001513193 IRS NUMBER: 273380922 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 530 FIFTH AVENUE, 20TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 212-650-4660 MAIL ADDRESS: STREET 1: 530 FIFTH AVENUE, 20TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 FORMER COMPANY: FORMER CONFORMED NAME: Fort Hoosac Management, LLC DATE OF NAME CHANGE: 20110215 SC 13G/A 1 formsc13ga.htm SC 13G/A
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
SCHEDULE 13G/A

Under the Securities Exchange Act of 1934

(Amendment No. 1)
 
Aegean Marine Petroleum Network Inc.
(Name of Issuer)
 
Common Stock
(Title of Class of Securities)
 
Y0017S102
(CUSIP Number)
 
December 31, 2017
(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).
 
SCHEDULE 13G
 
CUSIP No.
Y0017S102
1
NAMES OF REPORTING PERSONS
 
 
 
 
Arbiter Partners QP, LP
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
    
(a)☒
    
(b)☐
 
 
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
 
 
1,711,878
 
 
 
 
6
SHARED VOTING POWER
 
 
None
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
1,711,878
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
None
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
1,711,878
 
 
 
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
☐
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
4.3%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
PN
 
 
 
 
 
Page 2 of 8
CUSIP No.
Y0017S102
1
NAMES OF REPORTING PERSONS
 
 
 
 
Arbiter Partners Capital Management LLC
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
    
(a)☒
    
(b)☐
 
 
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
 
 
None
 
 
 
 
6
SHARED VOTING POWER
 
 
1,711,878
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
None
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
1,711,878
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
1,711,878
 
 
 
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
☐
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
4.3%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
IA
 
 
 
 
 
Page 3 of 8
CUSIP No.
Y0017S102
1
NAMES OF REPORTING PERSONS
 
 
 
 
Paul J. Isaac
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
    
(a)☒
    
(b)☐
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
US citizen
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
None
 
 
 
 
6
SHARED VOTING POWER
 
 
1,778,132
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
None
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
1,778,132
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
1,778,132
 
 
 
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
☐
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
4.5%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
IN
 
 
 
 
 
Page 4 of 8
Item 1.
 
(a)
Name of Issuer: Aegean Marine Petroleum Network Inc.
(b)
Address of Issuer’s Principal Executive Offices:
10 Akti Kondili, 185 45 Piraeus, Greece
 
Item 2.
 
(a)
Name of Person Filing:
Arbiter Partners QP, LP
Arbiter Partners Capital Management LLC
Paul J. Isaac
 
(b)
Address of Principal Business Office or, if None, Residence:  530 Fifth Avenue, 20th Fl, New York, NY 10036
 
(c)
Citizenship: Arbiter Partners Capital Management LLC and Arbiter Partners QP, LP are Delaware entities. Paul J. Isaac is a US citizen.
 
(d)
Title and Class of Securities: Common Stock
 
(e)
CUSIP No.:  Y0017S102
 
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)
☐
Broker or dealer registered under Section 15 of the Act;
 
(b)
☐
Bank as defined in Section 3(a)(6) of the Act;
 
(c)
☐
Insurance company as defined in Section 3(a)(19) of the Act;
 
(d)
☐
Investment company registered under Section 8 of the Investment Company Act of 1940;
 
(e)
☐
An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
 
(f)
☐
An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);
 
(g)
☐
A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);
 
(h)
☐
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
 
(i)
☐
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;
 
(j)
☐
A non-U.S. institution in accordance with Rule 240.13d-1(b)(1)(ii)(J);
 
(k)
☐
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with Rule 240.13d-1(b)(1)(ii)(J), please specify the type of institution: ____
 
Page 5 of 8
Item 4.
Ownership

Arbiter Partners QP, LP
 
(a)
Amount Beneficially Owned:  1,711,878
(b)
Percent of Class:  4.3%
(c)
Number of shares as to which such person has:
i.
Sole power to vote or to direct the vote:  1,711,878
ii.
Shared power to vote or to direct the vote: None
iii.
Sole power to dispose or to direct the disposition of: 1,711,878
iv.
Shared power to dispose or to direct the disposition of: None
 
Arbiter Partners Capital Management LLC1
 
(a)
Amount Beneficially Owned:  1,711,878
(b)
Percent of Class:  4.3%
(c)
Number of shares as to which such person has:
  v.
Sole power to vote or to direct the vote:  None
  vi.
Shared power to vote or to direct the vote: 1,711,878
  vii.
Sole power to dispose or to direct the disposition of: None
  viii.
Shared power to dispose or to direct the disposition of: 1,711,878
 
Paul J. Isaac2
 
(a)
Amount Beneficially Owned:  1,778,132
(b)
Percent of Class:  4.5%
(c)
Number of shares as to which such person has:
i.
Sole power to vote or to direct the vote:  None
ii.
Shared power to vote or to direct the vote: 1,778,132
iii.
Sole power to dispose or to direct the disposition of: None
iv.
Shared power to dispose or to direct the disposition of: 1,778,132
 
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.

N/A
 
Item 7.
Identification and classification of the subsidiary which acquired the security being reported on by the parent holding company or control person.
 
N/A
 
Item 8.
Identification and classification of members of the group.
 
See Exhibit 1
 
Item 9.
Notice of Dissolution of Group.
 
N/A
 
1
Arbiter Partners Capital Management LLC, a registered investment adviser, acts as an investment adviser for Arbiter Partners QP, LP.
2
Mr. Isaac controls Arbiter Partners Capital Management LLC, as well as certain managed accounts.
 
Page 6 of 8
Item 10.
Certifications.
 
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, other than activities solely in connection with a nomination under § 240.14a-11.

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.
Dated:  February 12, 2018
 
 
Arbiter Partners QP, LP
   
 
By: 
Broken Clock Management LLC
 
Its general partner
   
 
By: 
/s/ Paul J. Isaac
 
Paul J. Isaac
 
Managing Member
   
 
Arbiter Partners Capital Management LLC
   
 
By: 
/s/ Paul J. Isaac
 
Paul J. Isaac
 
Manager
   
 
/s/ Paul J. Isaac
 
Paul J. Isaac
 
Page 7 of 8
EXHIBIT 1

JOINT FILING AGREEMENT

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

 
Date: February 12, 2018
   
 
Arbiter Partners QP, LP
   
 
By: 
Broken Clock Management LLC
 
Its general partner
   
 
By: 
/s/ Paul J. Isaac
 
Paul J. Isaac
 
Managing Member
   
 
Arbiter Partners Capital Management LLC
   
 
By: 
/s/ Paul J. Isaac
 
Paul J. Isaac
 
Manager
   
 
/s/ Paul J. Isaac
 
Paul J. Isaac
 
 
Page 8 of 8