Seaspan (SESCF) Form 3 Initial statement of insider ownership

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

TC GROUP CAYMAN, L.P.

(Last) (First) (Middle)

C/O WALKERS, CAYMAN CORPORATE CENTER

27 HOSPITAL ROAD,

(Street)

GEORGE TOWN GRAND CAYMAN E9 KY1-9008

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
03/13/2018

3. Issuer Name and Ticker or Trading Symbol
Seaspan CORP [ SSW ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Series D Preferred Shares	1,869,200	I	See footnotes(1)(2)(3)(4)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person^*

TC GROUP CAYMAN, L.P.

(Last) (First) (Middle)

C/O WALKERS, CAYMAN CORPORATE CENTER

27 HOSPITAL ROAD,

(Street)

GEORGE TOWN GRAND CAYMAN E9 KY1-9008

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

TC Group Cayman Sub L.P.

(Last) (First) (Middle)

C/O WALKERS, CAYMAN CORPORATE CENTER

27 HOSPITAL ROAD, GEORGE TOWN,

(Street)

GRAND CAYMAN E9 KY1-9008

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

CP V S3 GP, Ltd

(Last) (First) (Middle)

C/O WALKERS, CAYMAN CORPORATE CENTER

27 HOSPITAL ROAD, GEORGE TOWN

(Street)

GRAND CAYMAN E9 KY1-9008

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

TC Group V Cayman S3, L.P.

(Last) (First) (Middle)

C/O WALKERS, CAYMAN CORPORATE CENTER

27 HOSPITAL ROAD, GEORGE TOWN

(Street)

GRAND CAYMAN E9 KY1-9008

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Carlyle Partners V Cayman TE, L.P.

(Last) (First) (Middle)

C/O WALKERS, CAYMAN CORPORATE CENTER

27 HOSPITAL ROAD, GEORGE TOWN

(Street)

GRAND CAYMAN E9 KY1-9008

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

CAP III S3 Ltd

(Last) (First) (Middle)

C/O WALKERS, CAYMAN CORPORATE CENTER

27 HOSPITAL ROAD, GEORGE TOWN

(Street)

GRAND CAYMAN E9 KY1-9008

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

CAP III General Partner S3, L.P.

(Last) (First) (Middle)

C/O WALKERS, CAYMAN CORPORATE CENTER

27 HOSPITAL ROAD, GEORGE TOWN

(Street)

GRAND CAYMAN E9 KY1-9008

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

CAP III Maritime AIV, L.P.

(Last) (First) (Middle)

C/O WALKERS, CAYMAN CORPORATE CENTER

27 HOSPITAL ROAD, GEORGE TOWN

(Street)

GRAND CAYMAN E9 KY1-9008

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Carlyle-Eight Finance Asia Co-Investment Partners, L.P.

(Last) (First) (Middle)

C/O WALKERS, CAYMAN CORPORATE CENTER

27 HOSPITAL ROAD, GEORGE TOWN

(Street)

GRAND CAYMAN E9 KY1-9008

(City) (State) (Zip)

Explanation of Responses:

1. Includes: (i) 47,028 shares of Series D Preferred Shares held by CP V Coinvestment A Cayman, L.P.; (ii) 9,628 shares of Series D Preferred Shares held by CP V Coinvestment B Cayman, L.P.; (iii) 17,423 shares of Series D Preferred Shares held by CAP III Co-Investment, L.P.; (iv) 1,363,936 shares of Series D Preferred Shares held by Carlyle Partners V Cayman TE, L.P.; (v) 356,417 shares of Series D Preferred Shares held by CAP III Maritime AIV, L.P.; and (vi) 74,768 shares of Series D Preferred Shares held by Carlyle-Eight Finance Asia Co-Investment Partners, L.P.

2. Carlyle Group Management L.L.C. is the general partner of The Carlyle Group L.P., which is a publicly traded entity listed on NASDAQ. The Carlyle Group L.P. is the managing member of each of Carlyle Holdings II GP L.L.C. and Carlyle Holdings III GP Management L.L.C.

3. Carlyle Holdings II GP L.L.C. is the general partner of Carlyle Holdings II L.P., which is the general partner of TC Group Cayman Investment Holdings, L.P., which is the general partner of TC Group Cayman Investment Holdings Sub L.P., which is the sole member of each of CP V General Partner, L.L.C. and CAP III, L.L.C. CP V General Partner, L.L.C. is the general partner of TC Group V Cayman, L.P., which is the general partner of each of CP V Coinvestment A Cayman, L.P. and CP V Coinvestment B Cayman, L.P. CAP III, L.L.C. is the general partner of CAP III General Partner, L.P., which is the general partner of CAP III Co-Investment, L.P.

4. Carlyle Holdings III GP Management L.L.C. is the general partner of Carlyle Holdings III GP L.P., which is the sole member of Carlyle Holdings III GP Sub L.L.C., which is the general partner of Carlyle Holdings III L.P., which is the general partner of TC Group Cayman L.P., which is the general partner of TC Group Cayman Sub, L.P., which is the sole shareholder of each of CP V S3 GP, Ltd. and CAP III S3 Ltd. CP V S3 GP, Ltd. is the general partner of TC Group V Cayman S3, L.P., which is the general partner of Carlyle Partners V Cayman TE, L.P. CAP III S3 Ltd. is the general partner of CAP III General Partner S3, L.P., which is the general partner of each of CAP III Maritime AIV, L.P. and Carlyle-Eight Finance Asia Co-Investment Partners, L.P.

Remarks:

Due to the limitations of the electronic filing system Carlyle Group Management L.L.C., The Carlyle Group L.P., Carlyle Holdings II GP L.L.C., Carlyle Holdings II L.P., Carlyle Holdings III GP Management L.L.C., Carlyle Holdings III GP L.P., Carlyle Holdings III GP Sub L..L.C., Carlyle Holdings III L.P.,TC Group Cayman Investment Holdings, L.P., TC Group Cayman Investment Holdings Sub L.P., CP V General Partner, L.L.C., TC Group V Cayman, L.P., CP V Coinvestment A Cayman, L.P., CP V Coinvestment B Cayman, L.P., CAP III, L.L.C., CAP III General Partner, L.P., and CAP III Co-Investment, L.P. are filing a separate Form 3.

	TC Group Cayman L.P., By: Carlyle Holdings III L.P., its general partner, By: /s/ William E. Conway, Jr., Name: William E. Conway, Jr., Title: Co-Executive Chairman & Co-Chief Investment Officer	04/20/2018
	TC Group Cayman Sub, L.P., By: TC Group Cayman L.P. its general partner, By: Carlyle Holdings III L.P., its general partner, By: /s/ William E. Conway, Jr., Name: William E. Conway, Jr., Title: Co-Executive Chairman & Co-Chief Investment Officer	04/20/2018
	CP V S3 GP, Ltd., By: /s/ Jeremy W. Anderson, Name: Jeremy W. Anderson, Title: Authorized Person	04/20/2018
	TC Group V Cayman S3, L.P., By: /s/ Jeremy W. Anderson, Name: Jeremy W. Anderson, Title: Authorized Person	04/20/2018
	Carlyle Partners V Cayman TE, L.P., By: TC Group V Cayman S3, L.P., its general partner, By: /s/ Jeremy W. Anderson, Name: Jeremy W. Anderson, Title: Authorized Person	04/20/2018
	CAP III S3 Ltd., By: /s/ William E. Conway, Jr., Name: William E. Conway, Jr., Title: Director	04/20/2018
	CAP III General Partner S3, L.P., By: /s/ Norma R. Kuntz, Name: Norma R. Kuntz, Title: Authorized Person	04/20/2018
	CAP III Maritime AIV, L.P., By: CAP III General Partner S3, L.P., its general partner, By: /s/ Norma R. Kuntz, Name: Norma R. Kuntz, Title: Authorized Person	04/20/2018
	Carlyle-Eight Finance Asia Co-Investment Partners, L.P., By: CAP III General Partner S3, L.P., its general partner, By: /s/ Norma R. Kuntz, Name: Norma R. Kuntz, Title: Authorized Person	04/20/2018
	** Signature of Reporting Person	Date
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