UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
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Under the Securities Exchange Act of 1934
(Amendment No. 14)*
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SEANERGY MARITIME HOLDINGS CORP.
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(Name of Issuer)
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COMMON STOCK
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(Title of Class of Securities)
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Y 73760137
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(CUSIP Number)
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Alastair Macdonald
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Western Isles
Jardine House, 4th Floor,
33-35 Reid Street
P.O. Box HM 1431
Hamilton HM FX, Bermuda
Tel: (441) 295-5913
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
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March 7, 2018
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(Date of Event which Requires Filing of this Statement)
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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 for other parties to whom copies are to be sent.
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Schedule 13D
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CUSIP No.
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Y 73760137
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1.
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Names of Reporting Persons
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Jelco Delta Holding Corp.
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a)
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[_]
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(b)
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[X]
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3.
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SEC Use Only
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4.
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Source of Funds (See Instructions)
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WC
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5.
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Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)
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[_]
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6.
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Citizenship or Place of Organization
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Marshall Islands
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7.
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Sole Voting Power
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0
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Number of Shares Beneficially Owned by Each Reporting Person
With
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8.
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Shared Voting Power
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58,927,008 (1)
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9.
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Sole Dispositive Power
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0
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10.
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Shared Dispositive Power
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58,927,008 (1)
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11.
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Aggregate Amount Beneficially Owned By Each Reporting Person
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58,927,008 (1)
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12.
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Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
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[_]
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13.
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Percent of Class Represented by Amount in Row (11)
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72.5%
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14.
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Type of Reporting Person (See Instructions)
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CO
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(1)
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Includes (i) 4,222,223 shares of Common Stock (as defined in Item 1) of the Issuer (as defined in Item 1) which Jelco Delta Holding Corp. ("Jelco") may be deemed to beneficially own, issuable upon exercise of a conversion option pursuant to the Convertible Promissory Note dated March 12, 2015 as amended, issued by the Issuer to Jelco, (ii) 23,516,667 shares of Common Stock of the Issuer which Jelco may be deemed to beneficially own, issuable upon exercise of a conversion option pursuant to the Convertible Promissory Note dated September 7, 2015, as amended, issued by the Issuer to Jelco, and (iii) 15,277,778 shares of Common Stock of the Issuer which Jelco may be deemed to beneficially own, issuable upon exercise of a conversion option pursuant to the Convertible Promissory Note dated September 27, 2017, issued by the Issuer to Jelco. See Item 3.
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Schedule 13D
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CUSIP No.
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Y 73760137
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1.
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Names of Reporting Persons
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Comet Shipholding Inc.
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a)
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[_]
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(b)
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[X]
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3.
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SEC Use Only
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4.
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Source of Funds (See Instructions)
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WC
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5.
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Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)
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[_]
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6.
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Citizenship or Place of Organization
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Marshall Islands
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7.
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Sole Voting Power
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0
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Number of Shares Beneficially Owned by Each Reporting Person
With
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8.
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Shared Voting Power
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853,434
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9.
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Sole Dispositive Power
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0
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10.
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Shared Dispositive Power
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853,434
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11.
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Aggregate Amount Beneficially Owned By Each Reporting Person
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853,434
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12.
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Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
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[_]
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13.
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Percent of Class Represented by Amount in Row (11)
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2.2%
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14.
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Type of Reporting Person (See Instructions)
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CO
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Schedule 13D
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CUSIP No.
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Y 73760137
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1.
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Names of Reporting Persons
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Claudia Restis
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a)
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[_]
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(b)
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[X]
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3.
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SEC Use Only
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4.
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Source of Funds (See Instructions)
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OO
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5.
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Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)
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[_]
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6.
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Citizenship or Place of Organization
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Italy
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7.
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Sole Voting Power
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0
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Number of Shares Beneficially Owned by Each Reporting Person
With
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8.
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Shared Voting Power
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59,780,442 (1)
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9.
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Sole Dispositive Power
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0
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10.
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Shared Dispositive Power
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59,780,442 (1)
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11.
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Aggregate Amount Beneficially Owned By Each Reporting Person
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59,780,442 (1)
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12.
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Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
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[_]
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13.
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Percent of Class Represented by Amount in Row (11)
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73.6%
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14.
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Type of Reporting Person (See Instructions)
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IN
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(1)
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Claudia Restis may be deemed to beneficially own 58,927,008 shares of Common Stock of the Issuer through Jelco and 853,434 shares of Common Stock of the Issuer through Comet Shipholding Inc., each through a revocable trust of which she is beneficiary. The shares she may be deemed to beneficially own through Jelco include (i) 4,222,223 shares of Common Stock which Jelco may be deemed to beneficially own, issuable upon exercise of a conversion option pursuant to the Convertible Promissory Note dated March 12, 2015, as amended, issued by the Issuer to Jelco, (ii) 23,516,667 shares of Common Stock which Jelco may be deemed to beneficially own, issuable upon exercise of a conversion option pursuant to the Convertible Promissory Note dated September 7, 2015, as amended, issued by the Issuer to Jelco, and (iii) 15,277,778 shares of Common Stock which Jelco may be deemed to beneficially own, issuable upon exercise of a conversion option pursuant to the Convertible Promissory Note dated September 27, 2017, issued by the Issuer to Jelco. See Item 6.
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Schedule 13D
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CUSIP No.
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Y 73760137
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ITEM 1. |
Security and Issuer.
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ITEM 2. |
Identity and Background.
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Name
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Address
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Jurisdiction of Incorporation or
Place of Citizenship |
Principal Business
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Jelco Delta Holding Corp.
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c/o Western Isles
Jardine House, 4th Floor,
33-35 Reid Street
P.O. Box HM 1431
Hamilton HM FX, Bermuda
Attention: Alastair Macdonald
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Marshall Islands
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Investments
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Comet Shipholding Inc.
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c/o Western Isles
Jardine House, 4th Floor,
33-35 Reid Street
P.O. Box HM 1431
Hamilton HM FX, Bermuda
Attention: Alastair Macdonald
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Marshall Islands
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Investments
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Claudia Restis (1)
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c/o Western Isles
Jardine House, 4th Floor,
33-35 Reid Street
P.O. Box HM 1431
Hamilton HM FX, Bermuda
Attention: Alastair Macdonald
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Italy
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Business and Philanthropy
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Voting
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Dispositive
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Name
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Percentage of Shares Beneficially Owned
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Sole
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Shared
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Sole
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Shared
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Jelco Delta Holding Corp.
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72.5
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%
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0
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58,927,008
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(1) |
0
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58,927,008
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(1)
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Comet Shipholding Inc.
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2.2
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%
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0
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853,434
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0
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853,434
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Claudia Restis
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73.6
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%
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0
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59,780,442
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(1)(2) |
0
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59,780,442
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(1)(2)
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(1)
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Includes (i) 4,222,223 shares of Common Stock which Jelco may be deemed to beneficially own, issuable upon exercise of a conversion option pursuant to the Convertible Promissory Note dated March 12, 2015, as amended, issued by the Issuer to Jelco, (ii) 23,516,667 shares of Common Stock which Jelco may be deemed to beneficially own, issuable upon exercise of a conversion option pursuant to the Convertible Promissory Note dated September 7, 2015, as amended, issued by the Issuer to Jelco, and (iii) 15,277,778 shares of Common Stock which Jelco may be deemed to beneficially own, issuable upon exercise of a conversion option pursuant to the Convertible Promissory Note dated September 27, 2017, issued by the Issuer to Jelco. See Item 3.
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(2)
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Claudia Restis may be deemed to beneficially own 58,927,008 shares of Common Stock of the Issuer through Jelco and 853,434 shares of Common Stock of the Issuer through Comet Shipholding Inc., each through a revocable trust of which she is beneficiary.
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ITEM 6. |
Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.
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ITEM 7. |
Materials to be Filed as Exhibits.
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JELCO DELTA HOLDING CORP.
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By:
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/s/ Alastair Macdonald
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Name:
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Alastair Macdonald
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Title:
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President
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COMET SHIPHOLDING INC.
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By:
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/s/ Alastair Macdonald
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Name:
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Alastair Macdonald
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Title:
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President
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/s/ Claudia Restis
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Claudia Restis
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