* Reflects beneficial ownership as of March 16, 2016 and takes into account the reverse stock split of the Common Stock, at a ratio of one-for-twelve, that became effective on December 31, 2015.
* Reflects beneficial ownership as of March 16, 2016 and takes into account the reverse stock split of the Common Stock, at a ratio of one-for-twelve, that became effective on December 31, 2015.
* Reflects beneficial ownership as of March 16, 2016 and takes into account the reverse stock split of the Common Stock, at a ratio of one-for-twelve, that became effective on December 31, 2015.
* Reflects beneficial ownership as of March 16, 2016 and takes into account the reverse stock split of the Common Stock, at a ratio of one-for-twelve, that became effective on December 31, 2015.
This Amendment No. 7 to Schedule 13D, dated March 16, 2016 (this “Amendment No. 7”), amends the Schedule 13D originally filed on June 10, 2015 (the “Original 13D”) by Monarch Debt Recovery Master Fund Ltd (“MDRF”), Monarch Alternative Capital LP (“Monarch”), MDRA GP LP (“MDRA GP”) and Monarch GP LLC (“Monarch GP”), as amended by Amendment No. 1 to Schedule 13D filed on June 30, 2015, Amendment No. 2 to Schedule 13D filed on July 30, 2015, Amendment No. 3 to Schedule 13D filed on August 18, 2015, Amendment No. 4 to Schedule 13D filed on October 28, 2015, Amendment No. 5 to Schedule 13D filed on December 23, 2015 and Amendment No.6 to Schedule 13D filed on January 11, 2016 (the Original 13D, as amended by such Amendment No. 1, Amendment No. 2, Amendment No. 3, Amendment No. 4, Amendment No. 5, Amendment No. 6 and this Amendment No. 7, the “Schedule 13D”). This Amendment No. 7 is being filed on behalf of MDRF, Monarch, MDRA GP and Monarch GP (collectively, the “Reporting Persons”) and relates to the common stock, par value $0.01 per share (the “Common Stock”), of Scorpio Bulkers Inc., a Marshall Islands corporation (the “Company”).
Monarch is the investment advisor to a variety of funds, including MDRF (any such funds, as applicable, collectively, the “Funds”). This Amendment No. 7 is being filed to reflect transactions in Common Stock since the filing of Amendment No. 6.
Item 5. Interest in Securities of the Issuer
Items 5(a) and 5(b) are hereby amended and restated in their entirety to read as follows:
(a) Each of Monarch, MDRA GP and Monarch GP indirectly beneficially owns 2,996,271 shares of Common Stock (which includes shares of Common Stock beneficially owned by MDRF), representing 10.44% of the 28,713,505 shares of Common Stock outstanding. MDRF beneficially owns an aggregate of 1,775,039 shares of Common Stock, representing 6.18% of the 28,713,505 shares of Common Stock outstanding. The percentages used herein and in the rest of this Amendment No. 7 are calculated based upon the 28,713,505 shares of Common Stock reported in Exhibit 99.1 to the Company’s Form 6-K, dated March 11, 2016, as outstanding as of March 10, 2016. None of the other individual Funds owns a number of shares of Common Stock representing more than 5% of the outstanding shares of Common Stock.
(b) Monarch, MDRA GP and Monarch GP share voting and dispositive power over 2,996,271 shares of Common Stock held directly by the Funds, including the 1,775,039 shares of Common Stock held directly by MDRF, with each Fund directly holding the shares beneficially owned by such entity.
Item 5(c) is hereby supplemented with respect to MDRF by adding thereto the following:
(c) On March 4, 2016, Funds other than MDRF sold 32,100 shares of Common Stock at a price of $5.1375 per share. On March 8, 2016, Funds other than MDRF sold 57,000 shares of Common Stock at a price of $4.0854 per share. On March 9, 2016, Funds other than MDRF sold 7,200 shares of Common Stock at a price of $3.9013 per share. On March 11, 2016, the Funds sold 75,000 shares of Common Stock (2,117 of which were sold by MDRF) at a price of $3.9203 per share. On March 14, 2016, the Funds sold 150,000 shares of Common Stock (88,863 of which were sold by MDRF) at a price of $4.0245 per share.
[Signatures on following page]
SIGNATURES
After reasonable inquiry and to the best of our knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.
Dated: March 16, 2016 | MONARCH DEBT RECOVERY MASTER FUND LTD |
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| By: Monarch Alternative Capital LP, its Investment Manager |
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| By: | /s/ Michael Weinstock |
| | Name: Michael Weinstock |
| | Title: Chief Executive Officer |
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Dated: March 16, 2016 | MONARCH ALTERNATIVE CAPITAL LP |
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| By: | /s/ Michael Weinstock |
| | Name: Michael Weinstock |
| | Title: Chief Executive Officer |
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Dated: March 16, 2016 | MDRA GP LP |
| By: Monarch GP LLC, its General Partner |
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| By: | /s/ Michael Weinstock |
| | Name: Michael Weinstock |
| | Title: Member |
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Dated: March 16, 2016 | MONARCH GP LLC |
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| By: | /s/ Michael Weinstock |
| | Name: Michael Weinstock |
| | Title: Member |
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