SEC Form 4
| FORM 4 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
| 2. Issuer Name and Ticker or Trading Symbol Diamond S Shipping Inc. [ DSSI ] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)
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| 3. Date of Earliest Transaction (Month/Day/Year) 12/04/2019 | ||||||||||||||||||||||||||
| 4. If Amendment, Date of Original Filed (Month/Day/Year) | 6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock | 12/04/2019 | S | 99,130 | D | $13.475 | 8,940,130 | I | See Footnote(1)(2) | ||
| Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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| Explanation of Responses: |
| 1. Represents 5,235,125 shares held directly by WLR Recovery Fund IV DSS AIV, L.P., 1,197,357 shares held directly by WLR Recovery Fund V DSS AIV, L.P., 1,788,026 shares held directly by WLR Select Co-Investment, L.P., 688,986 shares held directly by WLR/GS Master Co-Investment, L.P., 19,390 common shares held directly by WLR IV Parallel ESC, L.P. and 11,246 shares held directly by WLR V Parallel ESC, L.P. (collectively, the "WLR Investors"). |
| 2. WLR Recovery Associates IV DSS AIV GP, Ltd. is the general partner of WLR Recovery Associates IV DSS AIV, L.P., which in turn is the general partner of WLR Recovery Fund IV DSS AIV, L.P. WLR Recovery Associates V DSS AIV GP, Ltd. is the general partner of WLR Recovery Associates V DSS AIV, L.P., which in turn is the general partner of WLR Recovery Fund V DSS AIV, L.P. WLR Select Associates DSS GP, Ltd. is the general partner of WLR Select Associates DSS, L.P., which in turn is the general partner of WLR Select Co-Investment, L.P. WLR Master Co-Investment GP, LLC is the general partner of WLR/GS Master Co-Investment, L.P. Invesco Private Capital, Inc. is the managing member of INVESCO WLR IV Associates LLC, which is the general partner of WLR IV Parallel ESC, L.P. Invesco Private Capital, Inc. is the managing member of INVESCO WLR V Associates LLC, which is the general partner of WLR V Parallel ESC, L.P. WL Ross & Co. LLC serves as the investment manager to each of the WLR Investors. |
| Remarks: |
| Due to the limitations of the SEC's electronic filing system, each of WLR Recovery Fund V DSS AIV, L.P., WLR Select Co-Investment, L.P., WLR/GS Master Co-Investment, L.P., WLR Recovery Associates V DSS AIV, L.P., WLR Recovery Associates V DSS AIV GP, Ltd., WLR Select Associates DSS, L.P., WLR Select Associates DSS GP, Ltd. and WLR Master Co-Investment GP, LLC have filed a separate Form 4 disclosing ownership of the shares reported herein |
| WLR Recovery Associates IV DSS AIV, L.P. By: WLR Recovery Associates IV DSS AIV, L.P., its General Partner By: WLR Recovery Associates IV DSS AIV GP, Ltd., its General Partner By: /s/ Stephen Toy Name: Stephen Toy Title: Director | 12/05/2019 | |
| WLR IV Parallel ESC, L.P By: Invesco WLR IV Associates LLC, its General Partner By: Invesco Private Capital, Inc., its Managing Member By: /s/ Stephen Toy Name: Stephen Toy Title: Senior Managing Director | 12/05/2019 | |
| WLR V Parallel ESC, L.P. By: Invesco WLR V Associates LLC, its General Partner By: Invesco Private Capital, Inc., its Managing Member By: /s/ Stephen Toy Name: Stephen Toy Title: Senior Managing Director | 12/05/2019 | |
| WLR Recovery Associates IV DSS AIV GP, Ltd. By: /s/ Stephen Toy Name: Stephen Toy Title: Director | 12/05/2019 | |
| WLR Recovery Associates IV DSS AIV, L.P By: WLR Recovery Associates IV DSS AIV GP, Ltd., its General Partner By: /s/ Stephen Toy Name: Stephen Toy Title: Director | 12/05/2019 | |
| INVESCO WLR IV Associates LLC By: Invesco Private Capital, Inc., its Managing Member By: /s/ Stephen Toy Name: Stephen Toy Title: Senior Managing Director | 12/05/2019 | |
| INVESCO WLR V Associates LLC By: Invesco Private Capital, Inc., its Managing Member By: /s/ Stephen Toy Name: Stephen Toy Title: Senior Managing Director | 12/05/2019 | |
| WL Ross & Co. LLC By: /s/ Stephen Toy Name: Stephen Toy Title: Senior Managing Director | 12/05/2019 | |
| Invesco Private Capital, Inc By: /s/ Stephen Toy Name: Stephen Toy Title: Senior Managing Director | 12/05/2019 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||