Filing Details

Accession Number:
0001213900-21-032330
Form Type:
13D Filing
Publication Date:
2021-06-13 20:00:00
Filed By:
Pangaea One, L.p.
Company:
Pangaea Logistics Solutions Ltd. (NASDAQ:PANL)
Filing Date:
2021-06-14
SEC Url:
13D Filing
Ownership Summary

Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.

Name Sole Voting Power Shared Voting Power Sole Dispositive Power Shared Dispositive Power Aggregate Amount Owned Power Percent of Class
Pangaea One Acquisition Holdings XIV 0 56,818 0 56,818 56,818 0.1%
Pangaea One 0 56,818 0 56,818 56,818 0.1%
Imfinno 0 266,261 0 266,261 266,261 0.6%
Malemod 0 404,362 0 404,362 404,362 0.9%
Nypsun 0 401,733 0 401,733 401,733 0.9%
Leggonly 0 376,715 0 376,715 376,715 0.8%
Pangaea One Parallel Fund (B) 0 376,707 0 376,707 376,707 0.8%
Pangaea One GP 0 1,882,596 0 1,882,596 1,882,596 4.1%
Pangaea One (Cayman) 0 798,624 0 798,624 798,624 1.8%
Pangaea One GP (Cayman) 0 798,624 0 798,624 798,624 1.8%
Pangaea One GP (Cayman), Co 0 798,624 0 798,624 798,624 1.8%
Pangaea One Parallel Fund 0 746,284 0 746,284 746,284 1.6%
Pangaea One GP 0 746,284 0 746,284 746,284 1.6%
Pangaea One GP 0 746,284 0 746,284 746,284 1.6%
Pangaea One Holding 0 2,681,220 0 2,681,220 2,681,220 5.9%
Cartesian Capital Group Holding 0 3,427,504 0 3,427,504 3,427,504 7.5%
Peter Yu 0 3,427,504 0 3,427,504 3,427,504 7.5%
Filing
 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13D

 

Under the Securities Exchange Act of 1934

(Amendment No. 6)

 

PANGAEA LOGISTICS SOLUTIONS LTD.

(Name of Issuer)

 

Common Shares, par value $0.0001 per share

(Title of Class of Securities)

 

G6891L105

(CUSIP Number)

 

Paul Hong

Cartesian Capital Group, LLC

505 Fifth Avenue, 15th Floor

New York, NY 10017

(212) 461-6363

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

 

June 10, 2021

(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 Rule 13d-1(e), Rule 13d-1(f) or Rule 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 Rule 13d-7(b) 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. G6891L105Schedule 13DPage 1 of 22

 

 

1

Names of Reporting Persons

Pangaea One Acquisition Holdings XIV, LLC

2

Check the Appropriate Box if a Member of a Group

 

 

(a) ☐
(b) ☐
3

SEC Use Only

 

4

Source of Funds (See Instructions)

 

SC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐

 

6

Citizenship or Place of Organization

 

Delaware

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
7

Sole Voting Power

 

0

8

Shared Voting Power

 

56,818

9

Sole Dispositive Power

 

0

10

Shared Dispositive Power

 

56,818

11

Aggregate Amount Beneficially Owned by Each Reporting Person

 

56,818

12

Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐

 

13

Percent of Class Represented by Amount in Row (11)

 

0.1%

14

Type of Reporting Person

 

PN

 

 

CUSIP No. G6891L105Schedule 13DPage 2 of 22

 

 

1

Names of Reporting Persons
     

Pangaea One, L.P.

2

Check the Appropriate Box if a Member of a Group

 

 

(a) ☐
(b) ☐
3

SEC Use Only

 

4

Source of Funds (See Instructions)

 

SC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐

 

6

Citizenship or Place of Organization

 

Delaware

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
7

Sole Voting Power

 

0

8

Shared Voting Power

 

56,818

9

Sole Dispositive Power

 

0

10

Shared Dispositive Power

 

56,818

11

Aggregate Amount Beneficially Owned by Each Reporting Person

 

56,818

12

Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐

 

13

Percent of Class Represented by Amount in Row (11)

 

0.1%

14

Type of Reporting Person

 

PN

 

 

CUSIP No. G6891L105Schedule 13DPage 3 of 22

 

 

1

Names of Reporting Persons
    

Imfinno, L.P.

2

Check the Appropriate Box if a Member of a Group

 

 

(a) ☐
(b) ☐
3

SEC Use Only

 

4

Source of Funds (See Instructions)

 

SC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐

 

6

Citizenship or Place of Organization

 

Delaware

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
7

Sole Voting Power

 

0

8

Shared Voting Power

 

266,261

9

Sole Dispositive Power

 

0

10

Shared Dispositive Power

 

266,261

11

Aggregate Amount Beneficially Owned by Each Reporting Person

 

266,261

12

Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐

 

13

Percent of Class Represented by Amount in Row (11)

 

0.6%

14

Type of Reporting Person

 

PN

 

 

CUSIP No. G6891L105Schedule 13DPage 4 of 22

 

 

1

Names of Reporting Persons

Malemod, L.P.

2

Check the Appropriate Box if a Member of a Group

 

 

(a) ☐
(b) ☐
3

SEC Use Only

 

4

Source of Funds (See Instructions)

 

SC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐

 

6

Citizenship or Place of Organization

 

Delaware

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
7

Sole Voting Power

 

0

8

Shared Voting Power

 

404,362

9

Sole Dispositive Power

 

0

10

Shared Dispositive Power

 

404,362

11

Aggregate Amount Beneficially Owned by Each Reporting Person

 

404,362

12

Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐

 

13

Percent of Class Represented by Amount in Row (11)

 

0.9%

14

Type of Reporting Person

 

PN

 

 

CUSIP No. G6891L105Schedule 13DPage 5 of 22

 

 

1

Names of Reporting Persons

Nypsun, L.P.

2

Check the Appropriate Box if a Member of a Group

 

 

(a) ☐
(b) ☐
3

SEC Use Only

 

4

Source of Funds (See Instructions)

 

SC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐

 

6

Citizenship or Place of Organization

 

Delaware

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
7

Sole Voting Power

 

0

8

Shared Voting Power

 

401,733

9

Sole Dispositive Power

 

0

10

Shared Dispositive Power

 

401,733

11

Aggregate Amount Beneficially Owned by Each Reporting Person

 

401,733

12

Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐

 

13

Percent of Class Represented by Amount in Row (11)

 

0.9%

14

Type of Reporting Person

 

PN

 

 

CUSIP No. G6891L105Schedule 13DPage 6 of 22

 

 

1

Names of Reporting Persons

Leggonly, L.P.

2

Check the Appropriate Box if a Member of a Group

 

 

(a) ☐
(b) ☐
3

SEC Use Only

 

4

Source of Funds (See Instructions)

 

SC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐

 

6

Citizenship or Place of Organization

 

Delaware

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
7

Sole Voting Power

 

0

8

Shared Voting Power

 

376,715

9

Sole Dispositive Power

 

0

10

Shared Dispositive Power

 

376,715

11

Aggregate Amount Beneficially Owned by Each Reporting Person

 

376,715

12

Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐

 

13

Percent of Class Represented by Amount in Row (11)

 

0.8%

14

Type of Reporting Person

 

PN

 

 

CUSIP No. G6891L105Schedule 13DPage 7 of 22

 

 

1

Names of Reporting Persons

Pangaea One Parallel Fund (B), L.P.

2

Check the Appropriate Box if a Member of a Group

 

 

(a) ☐
(b) ☐

 

3

SEC Use Only

 

4

Source of Funds (See Instructions)

 

SC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐

 

6

Citizenship or Place of Organization

 

Delaware

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
7

Sole Voting Power

 

0

8

Shared Voting Power

 

376,707

9

Sole Dispositive Power

 

0

10

Shared Dispositive Power

 

376,707

11

Aggregate Amount Beneficially Owned by Each Reporting Person

 

376,707

12

Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐

 

13

Percent of Class Represented by Amount in Row (11)

 

0.8%

14

Type of Reporting Person

 

PN

 

 

CUSIP No. G6891L105Schedule 13DPage 8 of 22

 

 

1

Names of Reporting Persons

Pangaea One GP, LLC

2

Check the Appropriate Box if a Member of a Group

 

 

(a) ☐
(b) ☐
3

SEC Use Only

 

4

Source of Funds (See Instructions)

 

SC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐

 

6

Citizenship or Place of Organization

 

Delaware

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
7

Sole Voting Power

 

0

8

Shared Voting Power

 

1,882,596

9

Sole Dispositive Power

 

0

10

Shared Dispositive Power

 

1,882,596

11

Aggregate Amount Beneficially Owned by Each Reporting Person

 

1,882,596

12

Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐

 

13

Percent of Class Represented by Amount in Row (11)

 

4.1%

14

Type of Reporting Person

 

OO (Limited Liability Company)

 

 

CUSIP No. G6891L105Schedule 13DPage 9 of 22

 

 

1

Names of Reporting Persons
     

Pangaea One (Cayman), L.P.

2

Check the Appropriate Box if a Member of a Group

 

 

(a) ☐
(b) ☐
3

SEC Use Only

 

4

Source of Funds (See Instructions)

 

SC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐

 

6

Citizenship or Place of Organization

 

Cayman Islands

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
7

Sole Voting Power

 

0

8

Shared Voting Power

 

798,624

9

Sole Dispositive Power

 

0

10

Shared Dispositive Power

 

798,624

11

Aggregate Amount Beneficially Owned by Each Reporting Person

 

798,624

12

Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐

 

13

Percent of Class Represented by Amount in Row (11)

 

1.8%

14

Type of Reporting Person

 

PN

 

 

CUSIP No. G6891L105Schedule 13DPage 10 of 22

 

 

1

Names of Reporting Persons

Pangaea One GP (Cayman), L.P.

2

Check the Appropriate Box if a Member of a Group

 

 

(a) ☐
(b) ☐
3

SEC Use Only

 

4

Source of Funds (See Instructions)

 

SC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐

 

6

Citizenship or Place of Organization

 

Cayman Islands

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
7

Sole Voting Power

 

0

8

Shared Voting Power

 

798,624

9

Sole Dispositive Power

 

0

10

Shared Dispositive Power

 

798,624

11

Aggregate Amount Beneficially Owned by Each Reporting Person

 

798,624

12

Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐

 

13

Percent of Class Represented by Amount in Row (11)

 

1.8%

14

Type of Reporting Person

 

PN

 

 

CUSIP No. G6891L105Schedule 13DPage 11 of 22

 

 

1

Names of Reporting Persons

Pangaea One GP (Cayman), Co.

2

Check the Appropriate Box if a Member of a Group

 

 

(a) ☐
(b) ☐
3

SEC Use Only

 

4

Source of Funds (See Instructions)

 

SC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐

 

6

Citizenship or Place of Organization

 

Cayman Islands

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
7

Sole Voting Power

 

0

8

Shared Voting Power

 

798,624

9

Sole Dispositive Power

 

0

10

Shared Dispositive Power

 

798,624

11

Aggregate Amount Beneficially Owned by Each Reporting Person

 

798,624

12

Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐

 

13

Percent of Class Represented by Amount in Row (11)

 

1.8%

14

Type of Reporting Person

 

CO

 

 

CUSIP No. G6891L105Schedule 13DPage 12 of 22

 

 

1

Names of Reporting Persons

Pangaea One Parallel Fund, L.P.

2

Check the Appropriate Box if a Member of a Group

 

 

(a) ☐
(b) ☐
3

SEC Use Only

 

4

Source of Funds (See Instructions)

 

SC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐

 

6

Citizenship or Place of Organization

 

Cayman Islands

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
7

Sole Voting Power

 

0

8

Shared Voting Power

 

746,284

9

Sole Dispositive Power

 

0

10

Shared Dispositive Power

 

746,284

11

Aggregate Amount Beneficially Owned by Each Reporting Person

 

746,284

12

Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐

 

13

Percent of Class Represented by Amount in Row (11)

 

1.6%

14

Type of Reporting Person

 

PN

 

 

CUSIP No. G6891L105Schedule 13DPage 13 of 22

 

 

1

Names of Reporting Persons

Pangaea One GP2 (Cayman), L.P.

2

Check the Appropriate Box if a Member of a Group

 

 

(a) ☐
(b) ☐
3

SEC Use Only

 

4

Source of Funds (See Instructions)

 

SC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐

 

6

Citizenship or Place of Organization

 

Cayman Islands

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
7

Sole Voting Power

 

0

8

Shared Voting Power

 

746,284

9

Sole Dispositive Power

 

0

10

Shared Dispositive Power

 

746,284

11

Aggregate Amount Beneficially Owned by Each Reporting Person

 

746,284

12

Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐

 

13

Percent of Class Represented by Amount in Row (11)

 

1.6%

14

Type of Reporting Person

 

PN

 

 

CUSIP No. G6891L105Schedule 13DPage 14 of 22

 

 

1

Names of Reporting Persons

Pangaea One GP2 (Cayman), Co.

2

Check the Appropriate Box if a Member of a Group

 

 

(a) ☐
(b) ☐
3

SEC Use Only

 

4

Source of Funds (See Instructions)

 

SC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐

 

6

Citizenship or Place of Organization

 

Cayman Islands

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
7

Sole Voting Power

 

0

8

Shared Voting Power

 

746,284

9

Sole Dispositive Power

 

0

10

Shared Dispositive Power

 

746,284

11

Aggregate Amount Beneficially Owned by Each Reporting Person

 

746,284

12

Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐

 

13

Percent of Class Represented by Amount in Row (11)

 

1.6%

14

Type of Reporting Person

 

CO

 

 

CUSIP No. G6891L105Schedule 13DPage 15 of 22

 

 

1

Names of Reporting Persons

Pangaea One Holding, LLC

2

Check the Appropriate Box if a Member of a Group

 

 

(a) ☐
(b) ☐
3

SEC Use Only

 

4

Source of Funds (See Instructions)

 

SC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐

 

6

Citizenship or Place of Organization

 

Delaware

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
7

Sole Voting Power

 

0

8

Shared Voting Power

 

2,681,220

9

Sole Dispositive Power

 

0

10

Shared Dispositive Power

 

2,681,220

11

Aggregate Amount Beneficially Owned by Each Reporting Person

 

2,681,220

12

Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐

 

13

Percent of Class Represented by Amount in Row (11)

 

5.9%

14

Type of Reporting Person

 

CO

 

 

CUSIP No. G6891L105Schedule 13DPage 16 of 22

 

 

1

Names of Reporting Persons
      

Cartesian Capital Group Holding, LLC

2

Check the Appropriate Box if a Member of a Group

 

 

(a) ☐
(b) ☐
3

SEC Use Only

 

4

Source of Funds (See Instructions)

 

SC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐

 

6

Citizenship or Place of Organization

 

Cayman Islands

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
7

Sole Voting Power

 

0

8

Shared Voting Power

 

3,427,504

9

Sole Dispositive Power

 

0

10

Shared Dispositive Power

 

3,427,504

11

Aggregate Amount Beneficially Owned by Each Reporting Person

 

3,427,504

12

Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐

 

13

Percent of Class Represented by Amount in Row (11)

 

7.5%

14

Type of Reporting Person

 

CO

 

 

CUSIP No. G6891L105Schedule 13DPage 17 of 22

 

 

1

Names of Reporting Persons

Peter Yu

2

Check the Appropriate Box if a Member of a Group

 

 

(a) ☐
(b) ☐
3

SEC Use Only

 

4

Source of Funds (See Instructions)

 

SC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐

 

6

Citizenship or Place of Organization

 

United States

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
7

Sole Voting Power

 

0

8

Shared Voting Power

 

3,427,504

9

Sole Dispositive Power

 

0

10

Shared Dispositive Power

 

3,427,504

11

Aggregate Amount Beneficially Owned by Each Reporting Person

 

3,427,504

12

Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐

 

13

Percent of Class Represented by Amount in Row (11)

 

7.5%

14

Type of Reporting Person

 

IN

 

 

CUSIP No. G6891L105Schedule 13DPage 18 of 22

 

 

EXPLANATORY NOTE

 

This Amendment No. 6 to Schedule 13D (the “Amendment”) amends and supplements the Schedule 13D originally filed with the United States Securities and Exchange Commission (the “SEC”) on October 14, 2014 (as amended, the “Schedule 13D”), relating to the common shares, par value $0.0001 per share (the “Common Shares”), of Pangaea Logistics Solutions Ltd., a Bermuda company (the “Issuer”). Capitalized terms used herein without definition shall have the meaning set forth in the Schedule 13D.

 

Item 5.Interest in Securities of the Issuer.

 

Item 5 of the Schedule 13D is hereby amended and restated in its entirety as follows:

 

(a) – (b)

 

The following sets forth, as of the date of this Schedule 13D, the aggregate number of shares and percentage of Common Shares beneficially owned by each of the Reporting Persons, as well as the number of Common Shares as to which each Reporting Person has the sole power to vote or to direct the vote, shared power to vote or to direct the vote, sole power to dispose or to direct the disposition of, or shared power to dispose or to direct the disposition of, as of the date hereof, based on 45,627,236 Common Shares outstanding as of May 11, 2021, as described in the Issuer’s quarterly report on Form 10-Q filed with the SEC on May 11, 2021.

 

Reporting Person  Amount
beneficially
owned
   Percent
of class
   Sole
power to
vote or to
direct the
vote
   Shared
power to
vote or to
direct the
vote
   Sole power
to dispose
or to direct
the
disposition
   Shared
power to
dispose or
to direct
the
disposition
 
Pangaea One Acquisition Holdings XIV, LLC   56,818        0.1%        0    56,818         0    56,818 
Pangaea One, L.P.   56,818    0.1%   0    56,818    0    56,818 
Imfinno, L.P.   266,261    0.6%   0    266,261    0    266,261 
Malemod, L.P.   404,362    0.9%   0    404,362    0    404,362 
Nypsun, L.P.   401,733    0.9%   0    401,733    0    401,733 
Leggonly, L.P.   376,715    0.8%   0    376,715    0    376,715 
Pangaea One Parallel Fund (B), L.P.   376,707    0.8%   0    376,707    0    376,707 
Pangaea One GP, LLC   1,882,596    4.1%   0    1,882,596    0    1,882,596 
Pangaea One (Cayman), L.P.   798,624    1.8%   0    798,624    0    798,624 
Pangaea One GP (Cayman), L.P.   798,624    1.8%   0    798,624    0    798,624 
Pangaea One GP (Cayman), Co.   798,624    1.8%   0    798,624    0    798,624 
Pangaea One Parallel Fund, L.P.   746,284    1.6%   0    746,284    0    746,284 
Pangaea One GP2 (Cayman), L.P.   746,284    1.6%   0    746,284    0    746,284 
Pangaea One GP2 (Cayman), Co.   746,284    1.6%   0    746,284    0    746,284 
Pangaea One Holding, LLC   2,681,220    5.9%   0    2,681,220    0    2,681,220 
Cartesian Capital Group Holding, LLC   3,427,504    7.5%   0    3,427,504    0    3,427,504 
Peter Yu   3,427,504    7.5%   0    3,427,504    0    3,427,504 

   

 

CUSIP No. G6891L105Schedule 13DPage 19 of 22

 

 

Pangaea Acquisition is the record holder of 56,818 Common Shares. Imfinno is the record holder of 266,261 Common Shares. Malemod is the record holder of 404,362 Common Shares. Nypsun is the record holder of 401,733 Common Shares. Leggonly is the record holder of 376,715 Common Shares. Pangaea Parallel B is the record holder of 376,707 Common Shares. Pangea Cayman is the record holder of 798,624 Common Shares. Pangaea Parallel is the record holder of 746,284 Common Shares.

 

Mr. Yu is the managing member or director of each of Cartesian, Pangaea One LLC, PGP Co and PGP2 Co. Cartesian controls each of Pangaea One LLC and PGP2 Co. Pangaea One LLC controls PGP Co. and Pangaea LLC. PGP Co is the general partner of PGP LP, which is the general partner of Pangaea Cayman. PGP2 Co is the general partner of PGP2 LP, which is the general partner of Pangaea Parallel. Pangaea LLC is the general partner of each of Imfinno, Malemod, Nypsun, Leggonly, Pangaea Parallel (B) and Pangaea One. Pangaea One, Pangaea Parallel (B), Pangaea Cayman, and Pangaea Parallel each directly own Pangaea Acquisition.

 

Each of the Reporting Persons, except for Imfinno, Malemod, Nypsun and Leggonly, may be deemed to beneficially own the Common Shares held of record by Pangaea Acquisition. Each of Mr. Yu, Cartesian, Pangaea One LLC and Pangaea LLC may be deemed to beneficially own the Common Shares held of record by each of Imfinno, Malemod, Nypsun, Leggonly and Pangaea Parallel (B). Each of Mr. Yu, Cartesian, Pangaea One LLC, PGP Co and PGP LP may be deemed to beneficially own the Common Shares held of record by Pangaea Cayman. Each of Mr. Yu, Cartesian, PGP2 Co and PGP2 LP may be deemed to beneficially own the Common Shares held of record by Pangaea Parallel.

 

(c)       Since the most recent filing on Schedule 13D, the Pangaea Acquisition disposed of 3,545,704 Common Shares in a series of open market transactions at prices ranging from $4.00 to $4.26 per share. Details by date, listing the number of Common Shares disposed of and the weighted average price per share are provided below.

 

Date 

Equity Shares

Disposed Of

   Weighted Average Price per Share 
May 27, 2021   80,616   $4.2146 
June 1, 2021   103,850   $4.2003 
June 7, 2021   85,099   $4.0591 
June 8, 2021   48,637   $4.1272 
June 9, 2021   38,370   $4.1005 
June 10, 2021   137,766   $4.1170 
June 11, 2021   3,051,366   $4.0135 

 

(d) None.

 

(e) Not applicable.

 

 

CUSIP No. G6891L105Schedule 13DPage 20 of 22

 

 

SIGNATURES

 

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.

 

Date: June 14, 2021

 

  Pangaea One Acquisition Holdings XIV, LLC
  By: Pangaea One, L.P., its managing member
  By: Pangaea One GP, LLC, its general partner
     
  By: /s/ Peter Yu
  Name:  Peter Yu
  Title: Director
     
  Pangaea One, L.P.
  By: Pangaea One GP, LLC, its general partner
     
  By: /s/ Peter Yu
  Name: Peter Yu
  Title: Director
     
  IMFINNO, L.P.
  By: Pangaea One GP, LLC, its general partner
     
  By: /s/ Peter Yu
  Name: Peter Yu
  Title: Director
     
  MALEMOD, L.P.
  By: Pangaea One GP, LLC, its general partner
     
  By: /s/ Peter Yu
  Name: Peter Yu
  Title: Director
     
  NYPSUN, L.P.
  By: Pangaea One GP, LLC, its general partner
     
  By: /s/ Peter Yu
  Name: Peter Yu
  Title: Director

 

 

CUSIP No. G6891L105Schedule 13DPage 21 of 22

 

 

  LEGGONLY, L.P.
  By: Pangaea One GP, LLC, its general partner
     
  By: /s/ Peter Yu
  Name: Peter Yu
  Title: Director
     
  PANGAEA ONE PARALLEL FUND (B), L.P.
  By: Pangaea One GP, LLC, its general partner
     
  By: /s/ Peter Yu
  Name: Peter Yu
  Title: Director
     
  PANGAEA ONE GP, LLC
     
  By: /s/ Peter Yu
  Name: Peter Yu
  Title: Director
     
  PANGAEA ONE (CAYMAN), L.P.
  By: Pangaea One GP (Cayman), L.P., its general partner
  By: Pangaea One GP (Cayman), Co., its general partner
     
  By: /s/ Peter Yu
  Name: Peter Yu
  Title: Director
     
  PANGAEA ONE GP (CAYMAN), L.P.
  By: Pangaea One GP (Cayman), Co., its general partner
     
  By: /s/ Peter Yu
  Name: Peter Yu
  Title: Director
     
  PANGAEA ONE GP (CAYMAN), CO.
     
  By: /s/ Peter Yu
  Name: Peter Yu
  Title: Director

 

 

CUSIP No. G6891L105Schedule 13DPage 22 of 22

 

 

  PANGAEA ONE PARALLEL FUND, L.P.
  By: Pangaea One GP2 (Cayman), L.P., its general partner
  By: Pangaea One GP2 (Cayman), Co., its general partner
     
  By: /s/ Peter Yu
  Name: Peter Yu
  Title: Director
     
  PANGAEA ONE GP2 (CAYMAN), L.P.
  By: Pangaea One GP2 (Cayman), Co., its general partner
     
  By: /s/ Peter Yu
  Name: Peter Yu
  Title: Director
     
  PANGAEA ONE GP2 (CAYMAN), CO.
     
  By: /s/ Peter Yu
  Name: Peter Yu
  Title: Director
     
  PANGAEA ONE HOLDING, LLC
  By: Cartesian Capital Group Holding, LLC, its general partner
     
  By: /s/ Peter Yu
  Name: Peter Yu
  Title: Director
     
  CARTESIAN CAPITAL GROUP HOLDING, LLC
     
  By: /s/ Peter Yu
  Name: Peter Yu
  Title: Director
     
  /s/ Peter Yu
  Peter Yu