0000905148-17-000587.txt : 20170616 0000905148-17-000587.hdr.sgml : 20170616 20170616122818 ACCESSION NUMBER: 0000905148-17-000587 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20170616 DATE AS OF CHANGE: 20170616 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Hunter Maritime Acquisition Corp. CENTRAL INDEX KEY: 0001679450 STANDARD INDUSTRIAL CLASSIFICATION: ARRANGEMENT OF TRANSPORTATION OF FREIGHT & CARGO [4731] IRS NUMBER: 000000000 STATE OF INCORPORATION: 1T FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-89715 FILM NUMBER: 17915405 BUSINESS ADDRESS: STREET 1: C/O MI MANAGEMENT COMPANY STREET 2: TRUST CO COMPLEX, STE 206, AJELTAKE ROAD CITY: MAJURO STATE: 1T ZIP: MH96960 BUSINESS PHONE: 011 32 3 247 59 35 MAIL ADDRESS: STREET 1: C/O MI MANAGEMENT COMPANY STREET 2: TRUST CO COMPLEX, STE 206, AJELTAKE ROAD CITY: MAJURO STATE: 1T ZIP: MH96960 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BASSO CAPITAL MANAGEMENT, L.P. CENTRAL INDEX KEY: 0001287978 IRS NUMBER: 200406508 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 1266 EAST MAIN STREET STREET 2: 4TH FLOOR CITY: STAMFORD STATE: CT ZIP: 06902 BUSINESS PHONE: (203) 352-6100 MAIL ADDRESS: STREET 1: 1266 EAST MAIN STREET STREET 2: 4TH FLOOR CITY: STAMFORD STATE: CT ZIP: 06902 FORMER COMPANY: FORMER CONFORMED NAME: BASSO CAPITAL MANAGEMENT L.P. DATE OF NAME CHANGE: 20130806 FORMER COMPANY: FORMER CONFORMED NAME: BASSO CAPITAL MANAGEMENT LP DATE OF NAME CHANGE: 20130731 FORMER COMPANY: FORMER CONFORMED NAME: BASSO CAPITAL MANAGEMENT LP DATE OF NAME CHANGE: 20040421 SC 13G 1 efc17-385_sc13g.htm efc14-709_fmsc13g.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549
 

 
SCHEDULE 13G
 
Under the Securities Exchange Act of 1934
(Amendment No. )*
 
HUNTER MARITIME ACQUISITION CORP.
(Name of Issuer)
 
Class A Common Shares, par value $0.0001 per share
(Title of Class of Securities)
 
Y37828129
(CUSIP Number)
 
June 13, 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)
 
[X]           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.
 

Continued on following pages
Page 1 of 11 Pages
Exhibit Index:  Page 10
 
 

SCHEDULE 13G
 
 
CUSIP No.: Y37828129  Page 2 of 11 Pages
 
1.
Names of Reporting Persons.
 
BASSO SPAC FUND LLC
2.
Check the Appropriate Box if a Member of a Group
 
(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
0
6.
Shared Voting Power
801,348
7.
Sole Dispositive Power
0
8.
Shared Dispositive Power
801,348
9.
Aggregate Amount Beneficially Owned by Each Reporting Person
 
801,348
10.
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
 
[  ]
11.
Percent of Class Represented by Amount in Row (9)
 
5.3%
12.
Type of Reporting Person:
 
OO
 
 
 

SCHEDULE 13G
 
 
CUSIP No.: Y37828129  Page 3 of 11 Pages
 
1.
Names of Reporting Persons.
 
BASSO MANAGEMENT, LLC
2.
Check the Appropriate Box if a Member of a Group
 
(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
0
6.
Shared Voting Power
801,348
7.
Sole Dispositive Power
0
8.
Shared Dispositive Power
801,348
9.
Aggregate Amount Beneficially Owned by Each Reporting Person
 
801,348
10.
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
 
[  ]
11.
Percent of Class Represented by Amount in Row (9)
 
5.3%
12.
Type of Reporting Person:
 
OO
 
 
 

SCHEDULE 13G
 
 
CUSIP No.: Y37828129  Page 4 of 11 Pages
 
1.
Names of Reporting Persons.
 
BASSO CAPITAL MANAGEMENT, L.P.
2.
Check the Appropriate Box if a Member of a Group
 
(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
0
6.
Shared Voting Power
801,348
7.
Sole Dispositive Power
0
8.
Shared Dispositive Power
801,348
9.
Aggregate Amount Beneficially Owned by Each Reporting Person
 
801,348
10.
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
 
[  ]
11.
Percent of Class Represented by Amount in Row (9)
 
5.3%
12.
Type of Reporting Person:
 
IA, PN
 
 

SCHEDULE 13G
 
 
CUSIP No.: Y37828129  Page 5 of 11 Pages
 
1.
Names of Reporting Persons.
 
BASSO GP, LLC
2.
Check the Appropriate Box if a Member of a Group
 
(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
0
6.
Shared Voting Power
801,348
7.
Sole Dispositive Power
0
8.
Shared Dispositive Power
801,348
9.
Aggregate Amount Beneficially Owned by Each Reporting Person
 
801,348
10.
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
 
[  ]
11.
Percent of Class Represented by Amount in Row (9)
 
5.3%
12.
Type of Reporting Person:
 
OO
 
 

SCHEDULE 13G
 
 
CUSIP No.: Y37828129  Page 6 of 11 Pages
 
1.
Names of Reporting Persons.
 
HOWARD I. FISCHER
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
Beneficially
Owned by Each
Reporting
Person With
 
5.
Sole Voting Power
0
6.
Shared Voting Power
801,348
7.
Sole Dispositive Power
0
8.
Shared Dispositive Power
801,348
9.
Aggregate Amount Beneficially Owned by Each Reporting Person
 
801,348
10.
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
 
[  ]
11.
Percent of Class Represented by Amount in Row (9)
 
5.3%
12.
Type of Reporting Person:
 
IN
 
 

SCHEDULE 13G
 
 
 Page 7 of 11 Pages
 
Item 1(a).
Name of Issuer:
Hunter Maritime Acquisition Corp.
Item 1(b).
Address of Issuer’s Principal Executive Offices:
 
c/o MI Management Company, Trust Company Complex, Suite 206, Ajeltake Road, P.O. Box 3055, Majuro, Marshall Islands, MH96960

Item 2(a).
Name of Person Filing

This Statement is filed on behalf of each of the following persons (collectively, the “Reporting Persons”)

i)
Basso SPAC Fund LLC (“Basso SPAC”);
ii)
Basso Management, LLC (“Basso Management”);
iii)
Basso Capital Management, L.P. (“BCM”);
iv)
Basso GP, LLC (“Basso GP”); and
v)
Howard I. Fischer (“Mr. Fischer”).

This Statement relates to Shares (as defined herein) directly beneficially owned by Basso SPAC.  Basso Management is the manager of Basso SPAC.  BCM serves as the investment manager of Basso SPAC.  Basso GP is the general partner of BCM.  Mr. Fischer is the sole portfolio manager for Basso SPAC, the Chief Executive Officer and a founding managing partner of BCM, and a member of each of Basso Management and Basso GP.  Accordingly, each of Basso Management, BCM, Basso GP and Mr. Fischer may be deemed to indirectly beneficially own the Shares reported herein.

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 1266 East Main, Street, Fourth Floor, Stamford, Connecticut 06902.

Item 2(c).
Citizenship:

Each of Basso SPAC, Basso Management, and Basso GP is a Delaware limited liability company.  BCM is a Delaware limited partnership.  Mr. Fischer is a citizen of the United States.

Item 2(d).
Title of Class of Securities:
 
Class A Common Shares, par value $0.0001 per share
 
Item 2(e).
CUSIP Number:
Y37828129
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:

This Item 3 is not applicable.

SCHEDULE 13G
 
 
 Page 8 of 11 Pages
 
Item 4.
Ownership:
Item 4(a)
Amount Beneficially Owned:

As of June 15, 2017, each of the Reporting Persons may be deemed the beneficial owner of 801,348 Shares.

Item 4(b)
Percent of Class:

As of June 15, 2017, each of the Reporting Persons may be deemed the beneficial owner of approximately 5.3% of Shares outstanding. (There were 15,173,100 Shares outstanding as of December 31, 2016, according to the Issuer’s report on Form 20-F, filed April 27, 2017.)

Item 4(c)
Number of Shares as to which such person has:
 
(i) Sole power to vote or direct the vote:
0
(ii) Shared power to vote or direct the vote:
  801,348
(iii) Sole power to dispose or direct the disposition of:
0
(iv) Shared power to dispose or direct the disposition of:
801,348
 
Item 5.
Ownership of Five Percent or Less of a Class:

This Item 5 is not applicable.

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:

See disclosure in Item 2 hereof.

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, other than activities solely in connection with a nomination under §240.14a-11.

 
Page 9 of 11 Pages
 
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.
 
  BASSO SPAC FUND LLC  
 
By:
/s/ Howard I. Fischer  
    Howard I. Fischer  
    Authorized Signatory  
 
 
  BASSO MANAGEMENT, LLC  
 
By:
/s/ Howard I. Fischer  
    Howard I. Fischer  
    Member  
 
 
  BASSO CAPITAL MANAGEMENT, L.P.  
 
By:
/s/ Howard I. Fischer  
    Howard I. Fischer  
    Chief Executive Officer & Managing Partner  
 
 
  BASSO GP, LLC  
 
By:
/s/ Howard I. Fischer  
    Howard I. Fischer  
    Member  
 
 
  HOWARD I. FISCHER  
 
 /s/ Howard I. Fischer  
       
 
 
 
June 16, 2017
 

 
Page 10 of 11 Pages
 
  
EXHIBIT INDEX
 
Ex.
 
Page No.
 
A
Joint Filing Agreement
 11
 
 
 
 
 
 
 
 

 
Page 11 of 11 Pages
 
EXHIBIT A


JOINT FILING AGREEMENT

The undersigned hereby agree that the statement on Schedule 13G with respect to the Class A Common Shares of Hunter Maritime Acquisition Corp. dated as of June 16, 2017 is, and any amendments thereto (including amendments on Schedule 13D) signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.
 
  BASSO SPAC FUND LLC  
 
By:
/s/ Howard I. Fischer  
    Howard I. Fischer  
    Authorized Signatory  
 
 
  BASSO MANAGEMENT, LLC  
 
By:
/s/ Howard I. Fischer  
    Howard I. Fischer  
    Member  
 
 
  BASSO CAPITAL MANAGEMENT, L.P.  
 
By:
/s/ Howard I. Fischer  
    Howard I. Fischer  
    Chief Executive Officer & Managing Partner  
 
 
  BASSO GP, LLC  
 
By:
/s/ Howard I. Fischer  
    Howard I. Fischer  
    Member  
 
 
  HOWARD I. FISCHER  
 
 /s/ Howard I. Fischer  
       
 
 
June 16, 2017