0000950103-18-001972.txt : 20180213 0000950103-18-001972.hdr.sgml : 20180213 20180213170756 ACCESSION NUMBER: 0000950103-18-001972 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20180213 DATE AS OF CHANGE: 20180213 GROUP MEMBERS: GP INVESTMENTS LLP GROUP MEMBERS: GPK HOLDINGS, LLC SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: GeoPark Ltd CENTRAL INDEX KEY: 0001464591 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 000000000 STATE OF INCORPORATION: D0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-87998 FILM NUMBER: 18604680 BUSINESS ADDRESS: STREET 1: NUESTRA SENORA DE LOS ANGELES 179 STREET 2: LAS CONDES CITY: SANTIAGO STATE: F3 ZIP: 00000 BUSINESS PHONE: 562-2242-9600 MAIL ADDRESS: STREET 1: NUESTRA SENORA DE LOS ANGELES 179 STREET 2: LAS CONDES CITY: SANTIAGO STATE: F3 ZIP: 00000 FORMER COMPANY: FORMER CONFORMED NAME: GeoPark Holdings Ltd DATE OF NAME CHANGE: 20090520 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: O'Shaughnessy Gerald E CENTRAL INDEX KEY: 0001633289 FILING VALUES: FORM TYPE: SC 13G/A MAIL ADDRESS: STREET 1: 8310 E. 21ST STREET NORTH STREET 2: SUITE 420 CITY: WICHITA STATE: KS ZIP: 67206 SC 13G/A 1 dp86765_sc13ga3-oshaughnessy.htm FORM SC 13G/A

 

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13G

 

Under the Securities Exchange Act of 1934

 

(Amendment No. 3)*

 

GeoPark Limited
(Name of Issuer)

 

Common Shares, par value $0.001 per share
(Title of Class of Securities)

 

G38327105
(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).

 

 

 

 

 

CUSIP No. G38327105 13G Page 2 of 8 Pages

 

1.

NAMES OF REPORTING PERSONS

 

Gerald E. O’Shaughnessy 

2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

    (a)
    (b)

3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
  U.S. citizen

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5. SOLE VOTING POWER
  270,000
6. SHARED VOTING POWER
  6,923,316
7. SOLE DISPOSITIVE POWER
  270,000
8. SHARED DISPOSITIVE POWER
  6,923,316

9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
  7,193,316
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
  11.9 %
12. TYPE OF REPORTING PERSON
  IN

 

 

 

 

CUSIP No. G38327105 13G Page 3 of 8 Pages

 

1.

NAMES OF REPORTING PERSONS

 

GP Investments LLP 

2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

    (a)
    (b)

3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
  KANSAS, USA

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5. SOLE VOTING POWER
  None
6. SHARED VOTING POWER
  217,369
7. SOLE DISPOSITIVE POWER
  None
8. SHARED DISPOSITIVE POWER
  217,369

9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
  217,369
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
  0.4 %
12. TYPE OF REPORTING PERSON
  PN

 

 

 

CUSIP No. G38327105 13G Page 4 of 8 Pages

 

1.

NAMES OF REPORTING PERSONS

 

GPK Holdings, LLC 

2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    (a)
    (b)
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
  KANSAS, USA

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5. SOLE VOTING POWER
  None
6. SHARED VOTING POWER
  6,250,000
7. SOLE DISPOSITIVE POWER
  None
8. SHARED DISPOSITIVE POWER
  6,250,000

9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
  6,250,000
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
  10.3 %
12. TYPE OF REPORTING PERSON
  CO

 

 

 

Item 1(a).Name of Issuer:

 

GeoPark Limited

 

Item 1(b).Address of Issuer’s Principal Executive Offices:

 

Nuestra Señora de los Ángeles 179, Las Condes, Santiago, Chile

 

Item 2(a).Name of Person Filing:

 

This Amendment to Schedule 13G is jointly filed by Gerald E. O’Shaughnessy, GP Investments LLP and GPK Holdings, LLC.

 

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

 

The principal business address of Gerald E. O’Shaughnessy , GP Investments LLP and GPK Holdings, LLC is: 8301 E. 21st Street North, Suite 420, Wichita, Kansas 67206 USA.

 

Item 2(c).Citizenship:

 

Please refer to Item 4 on each cover sheet for each reporting person.

 

Item 2(d).Title of Class of Securities:

 

Common Shares, par value $0.001 per share.

 

Item 2(e).CUSIP Number:

 

G38327105

 

Item 3.If this Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a:

 

Not Applicable.

 

Item 4.Ownership.

 

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

 

(a)       Amount beneficially owned:

 

Each of the reporting entities is controlled by Gerald E. O’Shaughnessy, who indirectly has voting and dispositive power over the reported shares set forth in Item 9 on the cover sheet for each reporting person. Rows 6, 8 and 9 of the cover sheet for Gerald E. O’Shaughnessy also include 455,947 shares that are beneficially owned by Gerald E. O´Shaughnessy through other investment vehicles. Voting and dispositive power will generally be exercised consistently with respect to all of the reporting entities. Therefore, the reporting entities may be deemed to constitute a “group” within the meaning of Rule 13d-5(b). As of December 31, 2017, 6,975,947 shares over which Gerald E. O’Shaughnessy has direct or indirect voting or dispositive power have been pledged pursuant to lending arrangements.

 

(b)       Percent of class:

 

Please refer to Item 11 on each cover sheet for each reporting person. The percentages reported herein are based on the 60,596,219 common shares outstanding as of December 31, 2017.

 

(c)Number of shares as to which such person has:

 

 

 

(i)Sole power to vote or to direct the vote:

 

Please refer to Item 5 on each cover sheet for each reporting person.

 

(ii)Shared power to vote or to direct the vote:

 

Please refer to Item 6 on each cover sheet for each reporting person.

 

(iii)Sole power to dispose or to direct the disposition of:

 

Please refer to Item 7 on each cover sheet for each reporting person.

 

(iv)Shared power to dispose or to direct the disposition of:

 

Please refer to Item 8 on each cover sheet for each reporting 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.

 

None.

 

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.

 

See Exhibit A hereto.

 

Item 9.Notice of Dissolution of Group.

 

Not Applicable.

 

Item 10.Certifications.

 

Not Applicable.

 

 

 

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.

 

 

By: /s/ Gerald E. O’Shaughnessy
  Name: Gerald E. O’Shaughnessy
  Date: February 12, 2018
     

 

 

GP Investments LLP

 

 

By: /s/ Gerald E. O’Shaughnessy
  Name: Gerald E. O’Shaughnessy
  Title: Manager
  Date: February 12, 2018

   

 

GPK Holdings, LLC

 

 

By: /s/ Gerald E. O’Shaughnessy
  Name: Gerald E. O’Shaughnessy
  Title: Manager
  Date: February 12, 2018

   

 

 

 

EXHIBIT A TO SCHEDULE 13G

 

JOINT FILING AGREEMENT

 

IN ACCORDANCE WITH Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Common Shares, par value $0.001 per share, of GeoPark Limited, an exempted company with limited liability incorporated under the laws of Bermuda, and that this Joint Filing Agreement be included as an exhibit to such joint filing, provided that, as contemplated by Section 13d-1(k)(2), no person shall be responsible for the completeness and accuracy of the information concerning the other persons making the filing unless such person knows or has reason to know such information is inaccurate.

 

This Joint Filing Agreement may be executed in any number of counterparts, all of which together shall constitute one and the same instrument.

 

[Signature Page Follows]

 

 

 

IN WITNESS WHEREOF, the undersigned hereby execute this Joint Filing Agreement as of this 12th day of February 2018.

 

 

By: /s/ Gerald E. O’Shaughnessy
  Name: Gerald E. O’Shaughnessy
  Date: February 12, 2018
     

 

 

GP Investments LLP

 

 

By: /s/ Gerald E. O’Shaughnessy
  Name: Gerald E. O’Shaughnessy
  Title: Manager
  Date: February 12, 2018

 


GPK Holdings, LLC

 

 

By: /s/ Gerald E. O’Shaughnessy
  Name: Gerald E. O’Shaughnessy
  Title: Manager
  Date: February 12, 2018