Filing Details

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 13D

(Amendment No. 3)

UNDER THE SECURITIES EXCHANGE ACT OF 1934

 

 

Explanatory Note:

This Amendment No. 3 to the Schedule 13D that was originally filed on October 22, 2018 (and as thereafter amended on October 2, 2019 and December 13, 2019) (the “Schedule 13D”) relates to the common stock, par value $0.01 per share (the “Common Shares”) of Scorpio Tankers Inc., a corporation formed under the laws of the Republic of the Marshall Islands (the “Issuer”), and is being filed to reflect the disposition of 2,250,000 Common Shares of the Issuer by SALT (as defined herein) through open-market sales and constitutes an exit filing for SALT (as defined herein), as, following the disposition, SALT has ceased to beneficially own more than five percent of the Issuer’s outstanding Common Shares.

Item 1.	Security and Issuer.
	There are no material changes to the Schedule 13D.
Item 2.	Identity and Background.
	Item 2 of the Schedule 13D is hereby amended and restated in its entirety as follows:
	This Amendment No. 3 to the Schedule 13D is being filed on behalf of Scorpio Bulkers Inc., a corporation formed under the laws of the Republic of the Marshall Islands (“SALT” or the “Reporting Person”), which may be deemed the beneficial owner of approximately 3.7% of the Issuer's outstanding Common Shares.   The principal business of SALT is the ownership and operation of drybulk cargo vessels. The principal business address and principal office address of SALT is 9, Boulevard Charles III, MC 98000, Monaco.     The identity, present principal occupation/employment, citizenship and business address of the executive officers, directors, and controlling persons of SALT is set forth below.

_________________

	The business address of the Reporting Person and each of the Reporting Person's executive officers and directors is 9 Boulevard Charles III, MC 98000, Monaco.   The Reporting Person, and, to the best of its knowledge, the SALT Principals, have not, during the last five years, been convicted in any criminal proceeding (excluding traffic violations or similar misdemeanors).   The Reporting Person, and, to the best of its knowledge, the SALT Principals, have not, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is 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 violation with respect to such laws.
Item 3.	Source and Amount of Funds or Other Consideration.
	There are no material changes to the Schedule 13D.
Item 4.	Purpose of Transaction.
	There are no material changes to the Schedule 13D.
Item 5.	Interest in Securities of the Issuer.
(a, b)	As of May 5, 2020, the Issuer reported 58,672,080 Common Shares outstanding. Based on the foregoing, SALT may be deemed to be the beneficial owner of 2,155,140 Common Shares, representing approximately 3.7% of the Issuer's outstanding Common Shares.   As of the date of this filing, the SALT Principals may be deemed to be the beneficial owners of an aggregate of 3,208,099 Common Shares, with the sole power to vote and dispose of the Common Shares that each SALT Principal respectively owns.
(c)	Transactions in the Common Shares effected by the Reporting Person during the past 60 days are set forth on Exhibit A-1 to this Amendment No. 3 to the Schedule 13D.
(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 Common Shares beneficially owned by the Reporting Person or the SALT Principals.
(e)	The Reporting Person ceased to be a beneficial owner of more than five percent of the Issuer’s outstanding Common Shares on May 7, 2020.
Item 6.	Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.
	There are no material changes to the Schedule 13D.
Item 7.	Material to be Filed as Exhibits.
	The Schedule 13D is hereby amended to include the following exhibit:
	Exhibit A-1 – Information with respect to transactions effected.

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.

* The Reporting Person specifically disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein.

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

Exhibit A-1

INFORMATION WITH RESPECT TO TRANSACTIONS EFFECTED