SEC Form 3 · accession 0001140361-15-025612
Pangaea Logistics Solutions Ltd. · PANL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Peter Yu
Director · 10% Owner
Pangaea One GP, LLC
10% Owner
Pangaea One Parallel Fund (B), L.P.
10% Owner
Pangaea One Holding, LLC
10% Owner
Cartesian Capital Group Holding, LLC
10% Owner
Imfinno, L.P.
10% Owner
Leggonly, L.P.
10% Owner
Nypsun, L.P.
10% Owner
malemod, L.P.
10% Owner
Period of report
Jun 3, 2015
Accepted (ET)
Jun 26, 2015 · 7:31 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001606909
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F6 | holding | — | — | — | 1,099,304 | I | See footnotes | |
| Common StockF2,F6 | holding | — | — | — | 1,669,492 | I | See footnotes | |
| Common StockF3,F6 | holding | — | — | — | 1,658,620 | I | See footnotes | |
| Common StockF4,F6 | holding | — | — | — | 1,555,334 | I | See footnotes | |
| Common StockF5,F6,F7 | holding | — | — | — | 1,555,307 | I | See footnotes | |
| Common StockF8 | holding | — | — | — | 7,538,057 | I | See footnote |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Shares are held directly by Imfinno, L.P., a Delaware limited partnership ("Imfinno").
- F2Shares are held directly by Malemod, L.P., a Delaware limited partnership ("Malemod").
- F3Shares are held directly by Nypsun, L.P., a Delaware limited partnership ("Nypsun").
- F4Shares are held directly by Leggonly, L.P., a Delaware limited partnership ("Leggonly").
- F5Shares are held directly by Pangaea One Parallel Fund (B), L.P., a Delaware limited partnership ("Pangaea Parallel (B)").
- F6Pangaea One GP, LLC, a Delaware limited liability company ("Pangaea LLC"), is the general partner of Imfinno, Malemod, Nypsun, Leggonly and Pangaea Parallel (B). Pangaea One Holding, LLC, a Delaware limited liability company ("Pangaea One LLC") is the controlling owner of Pangaea LLC. Cartesian Capital Group Holding, LLC, a Delaware limited liability company ("Cartesian") is the controlling owner of Pangaea One LLC. Imfinno, Malemod, Nypsun, Leggonly, Pangaea Parallel (B), Pangaea LLC, Pangaea One LLC and Cartesian are collectively referred to herein as the "Pangaea Entities" and, together with Peter Yu, the "Pangaea Reporting Persons."
- F7Each of Pangaea One LLC, Pangaea LLC, Cartesian and Mr. Yu disclaim beneficial ownership of any shares of Common Stock of Pangaea Logistics Solutions Ltd. (the "Issuer") held by Imfinno, Malemod, Nypsun, Leggonly and Pangaea Parallel (B), except to the extent of its pecuniary interest in such shares of Common Stock and this report shall not be deemed an admission that for purposes of Section 16 of the Securities Exchange Act of 1934 (as amended, the "Exchange Act") or otherwise, any of Pangaea One LLC, Pangaea LLC, Cartesian or Mr. Yu is the beneficial owner of these securities. Information with respect to each of the Pangaea Reporting Persons is given solely by such Pangaea Reporting Person, and no Pangaea Reporting Person has responsibility for the accuracy or completeness of information supplied by another Pangaea Reporting Person.
- F8Peter Yu is a member of the Board of Directors of the Issuer and is a managing member of each of Pangaea LLC, Pangaea One LLC and Cartesian. As such, Mr. Yu may be deemed to have an indirect pecuniary interest (within the meaning of Rule 16a-1 under the Exchange Act) in an indeterminate portion of the securities reported as beneficially owned by the Pangaea Entities. Mr. Yu disclaims beneficial ownership of all such securities, except to the extent of any pecuniary interest therein and this report shall not be deemed an admission that Mr. Yu is the beneficial owner of such securities for Section 16 of the Exchange Act or any other purpose.
Remarks
Exhibit List: Exhibit 99.1 - Joint Filer Information and Signature