0000919574-19-007615.txt : 20191209 0000919574-19-007615.hdr.sgml : 20191209 20191209155349 ACCESSION NUMBER: 0000919574-19-007615 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20191209 DATE AS OF CHANGE: 20191209 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Performance Shipping Inc. CENTRAL INDEX KEY: 0001481241 STANDARD INDUSTRIAL CLASSIFICATION: DEEP SEA FOREIGN TRANSPORTATION OF FREIGHT [4412] IRS NUMBER: 000000000 STATE OF INCORPORATION: 1T FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-86020 FILM NUMBER: 191275271 BUSINESS ADDRESS: STREET 1: PENDELIS 18 STREET 2: 17564 PALAIO FALIRO CITY: ATHENS STATE: J3 ZIP: 17564 BUSINESS PHONE: 302166002400 MAIL ADDRESS: STREET 1: PENDELIS 18 STREET 2: 17564 PALAIO FALIRO CITY: ATHENS STATE: J3 ZIP: 17564 FORMER COMPANY: FORMER CONFORMED NAME: Diana Containerships Inc. DATE OF NAME CHANGE: 20100115 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Abra Marinvest Inc. CENTRAL INDEX KEY: 0001771346 IRS NUMBER: 000000000 STATE OF INCORPORATION: 1T FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: PENDELIS 18 STREET 2: 175 64 PALAIO FALIRO CITY: ATHENS STATE: J3 ZIP: 17564 BUSINESS PHONE: 302166002400 MAIL ADDRESS: STREET 1: PENDELIS 18 STREET 2: 175 64 PALAIO FALIRO CITY: ATHENS STATE: J3 ZIP: 17564 SC 13D/A 1 d8426129_13d-a.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE 13D
THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 2)*

Performance Shipping Inc.
(Name of Issuer)

Common Stock, $0.01 par value per share
(Title of Class of Securities)

Y67305105
(CUSIP Number)

 
Attn:  Mr. Ioannis Zafirakis
Pendelis 18, 175 64 Palaio Faliro
Athens, Greece
+30-216-600-24000
(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications)

November 19, 2019
(Date of Event Which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of ss.240.13d-1(e), 240.13d‑1(f) or 240.13d-1(g), check the following box [  ].
 
Note:  Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits.  See § 240.13d-7 for other parties to whom copies are to be sent.
 
 
*   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 disclosures provided in a prior cover page.

The information required on 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.
Y67305105
 
 

1.
NAME OF REPORTING PERSONS
 
 
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
 
 
 
 
 
Ioannis Zafirakis
 

2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
 
 
(a)
[_]
 
 
(b)
[x]

3.
SEC USE ONLY
 


4.
SOURCE OF FUNDS
 
 
 
 
 
OO
 

5.
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
 
[_]
 
 
 

6.
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
 
 
 
Greece
 

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
 
 
 

7.
SOLE VOTING POWER
 
 
 
0
 

8.
SHARED VOTING POWER
 
 
 
2,000,183
 

9.
SOLE DISPOSITIVE POWER
 
 
0
 

10.
SHARED DISPOSITIVE POWER
 
 
 
 
2,000,183
 
 
 
 
11.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
 
 
 
2,000,183
 

12.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
 
[_]

13.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
 
4.08%
 

14.
TYPE OF REPORTING PERSON
 
 
 
 
 
IN
 
 
 
 
CUSIP No.
Y67305105
 
 

1.
NAME OF REPORTING PERSONS
 
 
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
 
 
 
 
 
Abra Marinvest Inc.
 

2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
 
 
(a)
[_]
 
 
(b)
[x]

3.
SEC USE ONLY
 


4.
SOURCE OF FUNDS
 
 
 
 
 
OO
 

5.
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
 
[_]
 
 
 

6.
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
 
 
 
Republic of the Marshall Islands
 

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
 
 
 

7.
SOLE VOTING POWER
 
 
 
0
 

8.
SHARED VOTING POWER
 
 
 
2,000,183
 

9.
SOLE DISPOSITIVE POWER
 
 
0
 

10.
SHARED DISPOSITIVE POWER
 
 
 
 
2,000,183
 

11.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
 
 
 
2,000,183
 

12.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
 
[_]

13.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
 
4.08%
 

14.
TYPE OF REPORTING PERSON
 
 
 
 
 
CO
 
 
 
 
EXPLANATORY NOTE

This Amendment No. 2 (“Amendment No. 2”) to the Schedule 13D filed with the Commission on March 21, 2019 relates to shares of common stock, par value $0.01 per share (the “Shares”), of Performance Shipping Inc. (the “Issuer”). This Amendment No. 2 further amends the Schedule 13D filed with the Commission on March 21, 2019, to reflect the change in beneficial ownership of the Shares based on information provided by the Issuer regarding an increase in the number of Shares outstanding. This Amendment constitutes an exit filing for the Reporting Person. On November 19, 2019 (the “Effective Date”), the Reporting Person ceased to be the beneficial owner of more than 5.0% of the Shares, and as of December 6, 2019, the Reporting Person beneficially owns 2,000,183 Shares, or 4.08% of the total outstanding Shares.

Item 1.
Security and Issuer.
 
 
 
 
 
This Amendment No. 2 to the Schedule 13D filed with the Commission on March 21, 2019 relates to Shares of the Issuer. The principal executive office and mailing address of the Issuer is Pendelis 18, 175 64 Palaio Faliro, Athens, Greece.
 
 
 
 
Item 2.
Identity and Background.
 
 
 
 
 
This Amendment No. 2 is being filed on behalf of Ioannis Zafirakis (“Zafirakis”), a citizen of Greece, and Abra Marinvest Inc., a Marshall Islands corporation (“Abra”). Zafirakis and Abra are collectively referred to as the “Reporting Persons.”  Zafirakis may be deemed to beneficially own all of the Shares of the Issuer directly owned by Abra, by virtue of his control of Abra.
 
The principal business address for Abra is Ymittou 6, 17564 Palaio Faliro, Athens, Greece. The principal business address for Zafirakis is Pendelis 18, 175 64 Palaio Faliro, Athens, Greece.
 
To the best of the Reporting Persons' knowledge, the Reporting Persons have not, during the last five years, been (i) convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding were not and are not subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violations with respect to such laws.
 
 
 
 
Item 3.
Source and Amount of Funds or Other Consideration.
 
 
 
 
 
This Amendment No. 2 amends the Schedule 13D to add the following paragraph to Item 3 of the Schedule 13D:
 
There are no material changes from the Amendment No. 1 to Schedule 13D that was filed on June 28, 2019.
 
 
 
 
Item 4.
Purpose of Transaction.
 
 
 
 
 
Item 4 of the Schedule 13D that was filed on March 21, 2019 is hereby amended and restated in its entirety as follows:
 
Zafirakis, the Chief Strategy Officer and Secretary of the Issuer, may have influence over the corporate activities of the Issuer, including activities which may relate to items described in subparagraphs (a) through (j) of Item 4 of Schedule 13D.
 
Depending upon overall market conditions, other investment opportunities available to the Reporting Persons, and the availability of Shares at prices that would make the purchase of additional Shares desirable, the Reporting Persons may endeavor to increase their position in the Issuer through, among other things, the purchase of Shares on the open market or in private transactions or otherwise, on such terms and at such times as the Reporting Persons may deem advisable.
 
No Reporting Person has any present plan or proposal which would relate to or result in any of the matters set forth in subparagraphs (a) - (j) of Item 4 of Schedule 13D except as set forth herein or such as would occur upon completion of any of the actions discussed above.
 


Item 5.
Interest in Securities of the Issuer.
 
 
 
 
 
Item 5 of the Schedule 13D that was filed on March 21, 2019 is hereby amended and restated in its entirety as follows:
 
(a. & b.) Based on information received from the Issuer, the total number of outstanding Shares is 49,021,001 as of December 6, 2019. Based on the foregoing, the following persons report beneficial ownership of the following Shares as of December 6, 2019:
 
Abra owns an aggregate of 2,000,183 Shares, representing 4.08% of the Issuer's issued and outstanding Shares. Zafirakis indirectly may be deemed to beneficially own 2,000,183 Shares in aggregate, representing 4.08% of the Issuer's issued and outstanding shares, through Abra, as the result of his ability to control such entity.
 
Abra has the sole power to vote or direct the vote of 0 Shares and has the shared power to vote or direct the vote of 2,000,183 Shares, representing 4.08% of the Issuer's issued and outstanding Shares. Zafirakis has the sole power to vote or direct the vote of 0 Shares and has the shared power to vote or direct the vote of 2,000,183 Shares, in aggregate, representing 4.08% of the Issuer's issued and outstanding Shares, through Abra.
 
(c.) No transactions in the Shares were effected by the Reporting Person during the past 60 days.
 
(d.) No other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, any of the Shares beneficially owned by the Reporting Persons.
 
(e.) Not applicable.
 
 
 
 
Item 6.
Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.
 
 
 
 
 
There are no material changes from the Amendment No. 1 to Schedule 13D that was filed on June 28, 2019.
 
 
 
 
Item 7.
Material to be Filed as Exhibits.
 
Exhibit A Joint Filing Agreement dated December 6, 2019 among the Reporting Persons
 



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.

 
 
December 6, 2019
 
 
(Date)
 
 
 
Abra Marinvest Inc.
 
By
 
/s/ Ioannis Zafirakis
 
 
Ioannis Zafirakis
Principal
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
/s/ Ioannis Zafirakis
 
 
Ioannis Zafirakis
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 


Attention:  Intentional misstatements or omissions of fact constitute Federal criminal violations (see 18 U.S.C. 1001).



Exhibit A

AGREEMENT

The undersigned agree that this Schedule 13D, dated December 6, 2019, and any further amendment thereto, relating to the Common Stock, par value $0.01, of Performance Shipping Inc. shall be filed on behalf of the undersigned.


December 6, 2019
-----------------------
(Date)


 
 
 
Abra Marinvest Inc.
  
By
  
/s/ Ioannis Zafirakis
 
 
Ioannis Zafirakis
Principal
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
/s/ Ioannis Zafirakis
 
 
Ioannis Zafirakis