SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO §240.13d-1(a)
AND AMENDMENTS THERETO FILED PURSUANT TO §240.13d-2(a)
(Amendment No. 13)
Fresh Del Monte Produce Inc.
(Name of Issuer)
Ordinary Shares, par value $0.01 per share
(Title of Class of Securities)
G36738105
(CUSIP Number)
Marlene Gordon
Senior Vice President, General Counsel and Secretary
Fresh Del Monte Produce Inc.
c/o Del Monte Fresh Produce Company
241 Sevilla Avenue
Coral Gables, Florida 33134
(305) 520-8400
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
November 7, 2018
(Date of Event which Requires Filing of This Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of §240.13d-1(e), § 240.13d-1(f) or § 240.13d-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 §240.13d-7 for other parties to whom copies are to be sent.
* | The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosure provided in a prior cover page. |
The information required on the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
CUSIP NO. G36738105 | 13D | Page 2 of 59 |
1. | NAMES OF REPORTING PERSONS
Mohammad Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☑
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Jordan | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
5,323,010(1) (See Item 5) | ||||
8. | SHARED VOTING POWER
12,448,754(1) (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
5,323,010(1) (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0(1) (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
17,771,764(1) (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
36.8% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
(1) | Amounts exclude 20,000 Ordinary Shares over which Mahira Nabulsi Abu-Ghazaleh, this Reporting Persons spouse, has shared voting power and sole dispositive power. The amount of Ordinary Shares over which this Reporting Person has shared voting power includes such 20,000 Ordinary Shares. |
CUSIP NO. G36738105 | 13D | Page 3 of 59 |
1. | NAMES OF REPORTING PERSONS
Amir Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☑
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Jordan | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
3,254,705 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
3,254,705 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,254,705 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.8% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP NO. G36738105 | 13D | Page 4 of 59 |
1. | NAMES OF REPORTING PERSONS
Sumaya Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☑
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Lebanon | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
2,731,666 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
2,731,666 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,731,666 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.7% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP NO. G36738105 | 13D | Page 5 of 59 |
1. | NAMES OF REPORTING PERSONS
Oussama Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☑
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Chile | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
2,661,223 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
2,661,223 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,661,223 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.5% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP NO. G36738105 | 13D | Page 6 of 59 |
1. | NAMES OF REPORTING PERSONS
Maher Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☑
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Lebanon | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
2,286,000 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
2,286,000 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,286,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.7% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP NO. G36738105 | 13D | Page 7 of 59 |
1. | NAMES OF REPORTING PERSONS
Wafa Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☑
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Lebanon | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
311,401 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
311,401 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
311,401 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.6% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP NO. G36738105 | 13D | Page 8 of 59 |
1. | NAMES OF REPORTING PERSONS
Fatima Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☑
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Jordan | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
257,000 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
257,000 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
257,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.5% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP NO. G36738105 | 13D | Page 9 of 59 |
1. | NAMES OF REPORTING PERSONS
Hanan Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☑
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Lebanon | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
226,830 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
226,830 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
226,830 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.5% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP NO. G36738105 | 13D | Page 10 of 59 |
1. | NAMES OF REPORTING PERSONS
Maha Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☑
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
United Arab Emirates | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
197,134 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
197,134 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
197,134 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.4% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP NO. G36738105 | 13D | Page 11 of 59 |
1. | NAMES OF REPORTING PERSONS
Nariman Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☑
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Lebanon | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
195,652 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
195,652 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
195,652 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.4% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP NO. G36738105 | 13D | Page 12 of 59 |
1. | NAMES OF REPORTING PERSONS
LFK Investments Ltd.(2) | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☑
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
British Virgin Islands | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
20,000 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
20,000 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
20,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
(2) | LFK Investments Ltd. is the trustee of the LFK Trust and in such capacity is deemed to hold voting and dispositive power over these Ordinary Shares. |
CUSIP NO. G36738105 | 13D | Page 13 of 59 |
1. | NAMES OF REPORTING PERSONS
Mahira Nabulsi Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☑
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Jordan | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0(3) (See Item 5) | ||||
8. | SHARED VOTING POWER
20,000(3) (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
20,000(3) (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0(3) (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
20,000(3) (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
(3) | Amounts exclude 5,323,010 Ordinary Shares over which Mohammad Abu-Ghazaleh, this Reporting Persons spouse, has sole voting power and sole dispositive power and 12,511,044 Ordinary Shares over which Mr. Abu-Ghazaleh has shared voting power. This Reporting Person expressly disclaims beneficial ownership of such excluded Ordinary Shares except to the extent of her pecuniary interest therein. |
CUSIP NO. G36738105 | 13D | Page 14 of 59 |
1. | NAMES OF REPORTING PERSONS
Ahmad Mohammad Ahmad Abu Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☑
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Jordan | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0(4) (See Item 5) | ||||
8. | SHARED VOTING POWER
16,687(4) (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
16,687(4) (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0(4) (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
16,687 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
(4) | Amounts exclude (i) 10,000 Ordinary Shares over which Aya Ahmad Abu-Ghazaleh, this Reporting Persons daughter, has shared voting power and sole dispositive power, (ii) 10,000 Ordinary Shares over which Mohamad Ahmad Abu-Ghazaleh, this Reporting Persons son, has shared voting power and sole dispositive power, (iii) 10,000 Ordinary Shares over which Saif Ahmad Abu-Ghazaleh, this Reporting Persons son, has shared voting power and sole dispositive power, and (iv) 10,000 Ordinary Shares over which Tara Ahmad Abu-Ghazaleh, this Reporting Persons daughter, has shared voting power and sole dispositive power. This Reporting Person expressly disclaims beneficial ownership of these Ordinary Shares except to the extent of his pecuniary interest therein. |
CUSIP NO. G36738105 | 13D | Page 15 of 59 |
1. | NAMES OF REPORTING PERSONS
Basma Amir Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☑
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
United Arab Emirates | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
15,000 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
15,000 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP NO. G36738105 | 13D | Page 16 of 59 |
1. | NAMES OF REPORTING PERSONS
Mohamed Amir Ahmed Abughazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☑
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
United Arab Emirates | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0(5) (See Item 5) | ||||
8. | SHARED VOTING POWER
15,000(5) (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
15,000(5) (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0(5) (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
(5) | Amounts exclude 10,000 Ordinary Shares over which Amir Mohamed Amir Abughazaleh, this Reporting Persons son, has shared voting power and sole dispositive power. This Reporting Person expressly disclaims beneficial ownership of these Ordinary Shares except to the extent of his pecuniary interest therein. |
CUSIP NO. G36738105 | 13D | Page 17 of 59 |
1. | NAMES OF REPORTING PERSONS
Rasha Mohamad Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☑
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Jordan | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0(6) (See Item 5) | ||||
8. | SHARED VOTING POWER
15,000(6) (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
15,000(6) (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0(6) (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
(6) | Amounts exclude 10,000 Ordinary Shares over which Layla Ali Farouki, this Reporting Persons daughter, has shared voting power and sole dispositive power. This Reporting Person expressly disclaims beneficial ownership of these Ordinary Shares except to the extent of his pecuniary interest therein. |
CUSIP NO. G36738105 | 13D | Page 18 of 59 |
1. | NAMES OF REPORTING PERSONS
Sima Maher Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☑
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
United States | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
15,000 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
15,000 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP NO. G36738105 | 13D | Page 19 of 59 |
1. | NAMES OF REPORTING PERSONS
Sumaya Mohamad Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☑
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Jordan | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0(7) (See Item 5) | ||||
8. | SHARED VOTING POWER
15,000(7) (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
15,000(7) (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0(7) (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
(7) | Amounts exclude 10,000 Ordinary Shares over which Laith Jad Mohd Hadi Asfour, this Reporting Persons son, has shared voting power and sole dispositive power. This Reporting Person expressly disclaims beneficial ownership of these Ordinary Shares except to the extent of his pecuniary interest therein. |
CUSIP NO. G36738105 | 13D | Page 20 of 59 |
1. | NAMES OF REPORTING PERSONS
Farah Sheik Alsagha | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☑
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Syria | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
15,000 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
15,000 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP NO. G36738105 | 13D | Page 21 of 59 |
1. | NAMES OF REPORTING PERSONS
Ghada Abdullah Hasan Yabroudi | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☑
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Lebanon | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
15,000 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
15,000 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP NO. G36738105 | 13D | Page 22 of 59 |
1. | NAMES OF REPORTING PERSONS
Rabie Glilah | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☑
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Belgium | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
13,500 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
13,500 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
13,500 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP NO. G36738105 | 13D | Page 23 of 59 |
1. | NAMES OF REPORTING PERSONS
Mazen Abou Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☑
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
United Arab Emirates | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
12,500 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
12,500 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
12,500 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP NO. G36738105 | 13D | Page 24 of 59 |
1. | NAMES OF REPORTING PERSONS
Omar Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☑
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
United States | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0(8) (See Item 5) | ||||
8. | SHARED VOTING POWER
11,600(8) (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
11,600(8) (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0(8) (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11,600 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
(8) | Amounts exclude 10,000 Ordinary Shares over which Kareem Zaki Abughazaleh, this Reporting Persons father, has shared voting power and sole dispositive power. This Reporting Person expressly disclaims beneficial ownership of such excluded Ordinary Shares except to the extent of her pecuniary interest therein. |
CUSIP NO. G36738105 | 13D | Page 25 of 59 |
1. | NAMES OF REPORTING PERSONS
Yasmina Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☑
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
United States | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0(9) (See Item 5) | ||||
8. | SHARED VOTING POWER
11,600(9) (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
11,600(9) (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0(9) (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11,600 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
(9) | Amounts exclude 10,000 Ordinary Shares over which Kareem Zaki Abughazaleh, this Reporting Persons father, has shared voting power and sole dispositive power. This Reporting Person expressly disclaims beneficial ownership of such excluded Ordinary Shares except to the extent of her pecuniary interest therein. |
CUSIP NO. G36738105 | 13D | Page 26 of 59 |
1. | NAMES OF REPORTING PERSONS
Abdulaziz Shikh Al Sagha | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☑
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Syria | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
10,500 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
10,500 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
10,500 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP NO. G36738105 | 13D | Page 27 of 59 |
1. | NAMES OF REPORTING PERSONS
Amir Mohamed Amir Abughazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☑
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Jordan | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0(10) (See Item 5) | ||||
8. | SHARED VOTING POWER
10,000(10) (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
10,000(10) (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0(10) (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
10,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
(10) | Amounts exclude 15,000 Ordinary Shares over which Mohamed Amir Ahmed Abughazaleh, this Reporting Persons father, has shared voting power and sole dispositive power. This Reporting Person expressly disclaims beneficial ownership of such excluded Ordinary Shares except to the extent of her pecuniary interest therein. |
CUSIP NO. G36738105 | 13D | Page 28 of 59 |
1. | NAMES OF REPORTING PERSONS
Aya Ahmad Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☑
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Jordan | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0(11) (See Item 5) | ||||
8. | SHARED VOTING POWER
10,000(11) (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
10,000(11) (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0(11) (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
10,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
(11) | Amounts exclude 16,687 Ordinary Shares over which Ahmad Mohammad Ahmad Abu Ghazaleh, this Reporting Persons father, has shared voting power and sole dispositive power. This Reporting Person expressly disclaims beneficial ownership of such excluded Ordinary Shares except to the extent of her pecuniary interest therein. |
CUSIP NO. G36738105 | 13D | Page 29 of 59 |
1. | NAMES OF REPORTING PERSONS
Laith Jad Mohd Hadi Asfour | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☑
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Jordan | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0(12) (See Item 5) | ||||
8. | SHARED VOTING POWER
10,000(12) (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
10,000(12) (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0(12) (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
10,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
(12) | Amounts exclude 15,0007 Ordinary Shares over which Sumaya Mohamad Abu-Ghazaleh, this Reporting Persons mother, has shared voting power and sole dispositive power. This Reporting Person expressly disclaims beneficial ownership of such excluded Ordinary Shares except to the extent of her pecuniary interest therein. |
CUSIP NO. G36738105 | 13D | Page 30 of 59 |
1. | NAMES OF REPORTING PERSONS
Mohamad Ahmad Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☑
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Jordan | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0(13) (See Item 5) | ||||
8. | SHARED VOTING POWER
10,000(13) (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
10,000(13) (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0(13) (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
10,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
(13) | Amounts exclude 16,687 Ordinary Shares over which Ahmad Mohammad Ahmad Abu Ghazaleh, this Reporting Persons father, has shared voting power and sole dispositive power. This Reporting Person expressly disclaims beneficial ownership of such excluded Ordinary Shares except to the extent of her pecuniary interest therein. |
CUSIP NO. G36738105 | 13D | Page 31 of 59 |
1. | NAMES OF REPORTING PERSONS
Saif Ahmad Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☑
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Jordan | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0(14) (See Item 5) | ||||
8. | SHARED VOTING POWER
10,000(14) (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
10,000(14) (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0(14) (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
10,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
(14) | Amounts exclude 16,687 Ordinary Shares over which Ahmad Mohammad Ahmad Abu Ghazaleh, this Reporting Persons father, has shared voting power and sole dispositive power. This Reporting Person expressly disclaims beneficial ownership of such excluded Ordinary Shares except to the extent of her pecuniary interest therein. |
CUSIP NO. G36738105 | 13D | Page 32 of 59 |
1. | NAMES OF REPORTING PERSONS
Tara Ahmad Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☑
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Jordan | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0(15) (See Item 5) | ||||
8. | SHARED VOTING POWER
10,000(15) (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
10,000(15) (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0(15) (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
10,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
(15) | Amounts exclude 16,687 Ordinary Shares over which Ahmad Mohammad Ahmad Abu Ghazaleh, this Reporting Persons father, has shared voting power and sole dispositive power. This Reporting Person expressly disclaims beneficial ownership of such excluded Ordinary Shares except to the extent of her pecuniary interest therein. |
CUSIP NO. G36738105 | 13D | Page 33 of 59 |
1. | NAMES OF REPORTING PERSONS
Layla Ali Farouki | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☑
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Jordan | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0(16) (See Item 5) | ||||
8. | SHARED VOTING POWER
10,000(16) (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
10,000(16) (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0(16) (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
10,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
(16) | Amounts exclude 15,000 Ordinary Shares over which Rasha Mohamad Abu-Ghazaleh, this Reporting Persons mother, has shared voting power and sole dispositive power. This Reporting Person expressly disclaims beneficial ownership of such excluded Ordinary Shares except to the extent of her pecuniary interest therein. |
CUSIP NO. G36738105 | 13D | Page 34 of 59 |
1. | NAMES OF REPORTING PERSONS
Layan Abou-Ghazaleh Razian | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☑
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
United States | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0(17) (See Item 5) | ||||
8. | SHARED VOTING POWER
10,000(17) (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
10,000(17) (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0(17) (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
10,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
(17) | Amounts exclude 7,981 Ordinary Shares over which Hani Maher Abou-Ghazaleh Al-Jaouhari, this Reporting Persons father, has shared voting power and sole dispositive power. This Reporting Person expressly disclaims beneficial ownership of such excluded Ordinary Shares except to the extent of her pecuniary interest therein. |
CUSIP NO. G36738105 | 13D | Page 35 of 59 |
1. | NAMES OF REPORTING PERSONS
Kareem Zaki Abughazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☑
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
United Kingdom | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0(18) (See Item 5) | ||||
8. | SHARED VOTING POWER
10,000(18) (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
10,000(18) (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0(18) (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
10,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
(18) | Amounts exclude (i) 11,600 Ordinary Shares over which Omar Abu-Ghazaleh, this Reporting Persons son, has shared voting power and sole dispositive power, and (ii) 11,600 Ordinary Shares over which Yasmina Abu-Ghazaleh, this Reporting Persons daughter, has shared voting power and sole dispositive power. This Reporting Person expressly disclaims beneficial ownership of these Ordinary Shares except to the extent of his pecuniary interest therein. |
CUSIP NO. G36738105 | 13D | Page 36 of 59 |
1. | NAMES OF REPORTING PERSONS
Hani Maher Abou-Ghazaleh Al-Jaouhari | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☑
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Chile | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0(19) (See Item 5) | ||||
8. | SHARED VOTING POWER
7,981(19) (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
7,981(19) (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0(19) (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
7,981(4) (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
(19) | Amounts of Ordinary Shares over which this Reporting Person has shared voting power and sole dispositive power represent 7,981 Ordinary Shares held by Royal Executive Services S.P.A., a Chilean corporation, which is controlled by this Reporting Person, its sole shareholder. This Reporting Person expressly disclaims beneficial ownership of these Ordinary Shares except to the extent of his pecuniary interest therein. Amounts exclude 10,000 Ordinary Shares over which Layan Abou-Ghazaleh, this Reporting Persons son, has shared voting power and sole dispositive power. This Reporting Person expressly disclaims beneficial ownership of these Ordinary Shares except to the extent of his pecuniary interest therein. |
CUSIP NO. G36738105 | 13D | Page 37 of 59 |
1. | NAMES OF REPORTING PERSONS
Royal Executive Services S.P.A. | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☑
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Chile | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
7,981 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
7,981 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
7,981 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP NO. G36738105 | 13D | Page 38 of 59 |
1. | NAMES OF REPORTING PERSONS
Oussama Glilah | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☑
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Belgium | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
5,991 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
5,991 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,991 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP NO. G36738105 | 13D | Page 39 of 59 |
1. | NAMES OF REPORTING PERSONS
Tarek Maher Abughazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☑
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
United States | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
1,334 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
1,334 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,334 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP NO. G36738105 | 13D | Page 40 of 59 |
1. | NAMES OF REPORTING PERSONS
Doha Challah Abughazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☑
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
| |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Canada | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
450 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
450 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
450 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
| |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP NO. G36738105 | 13D | Page 41 of 59 |
This Amendment No. 13 (Amendment No. 12) to Schedule 13D amends and supplements the statement on Schedule 13D originally filed on September 17, 1998, as amended by Amendment No. 1 thereto filed on January 28, 1999, Amendment No. 2 thereto filed on July 30, 2003, Amendment No. 3 thereto filed on November 13, 2007, Amendment No. 4 thereto filed on February 24, 2009, Amendment No. 5 thereto filed on June 15, 2009, Amendment No. 6 thereto filed on January 26, 2010, Amendment No. 7 thereto filed on July 7, 2010, Amendment No. 8 thereto filed on March 17, 2011, Amendment No. 9 thereto filed on February 3, 2015, Amendment No. 10 thereto filed on February 17, 2016, Amendment No. 11 thereto filed on February 8, 2017 and Amendment No. 12 thereto filed on February 9, 2018 (as so amended, the Schedule 13D), with respect to the Ordinary Shares, $0.01 par value per share (the Ordinary Shares), of Fresh Del Monte Produce Inc., a Cayman Islands exempted company (the Company). This Amendment No. 13 amends Items 2 through 6 in order to update information therein, including to update Item 5 to reflect the current beneficial ownership and the percentage of the class of Ordinary Shares beneficially owned by the Reporting Persons, as adjusted from the information previously set forth in the Schedule 13D to reflect acquisitions and dispositions and the number of outstanding Ordinary Shares as of the date set forth on the cover of this Amendment No. 13. Except as otherwise set forth herein, this Amendment No. 13 does not modify any of the information previously reported by the Reporting Persons in the Schedule 13D or reflect any change in information from the date set forth on the cover of this Amendment No. 13 through the date set forth on the signature pages of this Amendment No. 13. Unless otherwise indicated, each capitalized term used but not defined herein shall have the meaning assigned to such term in the Schedule 13D.
Item 2. Identity and Background.
The response set forth in Item 2 of the Schedule 13D is hereby amended by deleting the previous response in its entirety and replacing it with the following:
This Amendment No. 13 is hereby filed by the Reporting Persons.
(a) Names of the Reporting Persons.
(1) Mohammad Abu-Ghazaleh
(2) Amir Abu-Ghazaleh
(3) Sumaya Abu-Ghazaleh
(4) Oussama Abu-Ghazaleh
(5) Maher Abu-Ghazaleh
(6) Wafa Abu-Ghazaleh
(7) Fatima Abu-Ghazaleh
(8) Hanan Abu-Ghazaleh
(9) Maha Abu-Ghazaleh
(10) Nariman Abu Ghazaleh
CUSIP NO. G36738105 | 13D | Page 42 of 59 |
(11) LFK Investments Ltd.
(12) Mahira Nabulsi Abu-Ghazaleh
(13) Ahmad Mohammad Ahmad Abu Ghazaleh
(14) Basma Amir Abu-Ghazaleh
(15) Mohamed Amir Ahmed Abughazaleh
(16) Rasha Mohamad Abu-Ghazaleh
(17) Sima Maher Abu-Ghazaleh
(18) Sumaya Mohamad Abu-Ghazaleh
(19) Farah Sheik Alsagha
(20) Ghada Abdullah Hasan Yabroudi
(21) Rabie Glilah
(22) Mazen Abou Ghazaleh
(23) Omar Abu-Ghazaleh
(24) Yasmina Abu-Ghazaleh
(25) Abdulaziz Shikh Al Sagha
(26) Amir Mohamed Amir Abughazaleh
(27) Aya Ahmad Abu-Ghazaleh
(28) Laith Jad Mohd Hadi Asfour
(29) Mohamad Ahmad Abu-Ghazaleh
(30) Saif Ahmad Abu-Ghazaleh
(31) Tara Ahmad Abu-Ghazaleh
(32) Layla Ali Farouki
(33) Layan Abou-Ghazaleh Razian
(34) Kareem Zaki Abughazaleh
(35) Hani Maher Abou-Ghazaleh Al-Jaouhari
CUSIP NO. G36738105 | 13D | Page 43 of 59 |
(36) Royal Executive Services S.P.A., a Chilean corporation
(37) Oussama Glilah
(38) Tarek Maher Abughazaleh
(39) Doha Challah Abughazaleh
The Schedule 13D previously included certain additional individuals as Reporting Persons who no longer beneficially own any Ordinary Shares and are no longer Reporting Persons for purposes of this Schedule 13D.
(b) Residence or business address of the Reporting Persons.
(1) The business address of each of Mohammad Abu-Ghazaleh, Oussama Abu-Ghazaleh and Mahira Nabulsi Abu-Ghazaleh is c/o Del Monte Fresh Produce (Chile) S.A., Avenida Santa Maria 6330, Vitacura, Santiago, Chile.
(2) The business address of each of Amir Abu-Ghazaleh, Sumaya Abu-Ghazaleh, Maher Abu-Ghazaleh, Wafa Abu-Ghazaleh, Fatima Abu-Ghazaleh, Hanan Abu-Ghazaleh, Maha Abu-Ghazaleh, Nariman Abu-Ghazaleh, Ahmad Mohammad Ahmad Abu Ghazaleh, Basma Amir Abu-Ghazaleh, Mohamed Amir Ahmed Abughazaleh, Rasha Mohamad Abu-Ghazaleh, Sima Maher Abu-Ghazaleh, Sumaya Mohamad Abu-Ghazaleh, Farah Sheik Alsagha, Ghada Abdullah Hasan Yabroudi, Rabie Glilah, Mazen Abou Ghazaleh, Omar Abu-Ghazaleh, Yasmina Abu-Ghazaleh, Abdulaziz Shikh Al Sagha, Amir Mohamed Amir Abughazaleh, Aya Ahmad Abu-Ghazaleh, Laith Jad Mohd Hadi Asfour, Mohamad Ahmad Abu-Ghazaleh, Saif Ahmad Abu-Ghazaleh, Tara Ahmad Abu-Ghazaleh, Layla Ali Farouki, Kareem Zaki Abughazaleh, Oussama Glilah, Tarek Maher Abughazaleh and Doha Challah Abughazaleh is c/o Ahmed Abu-Ghazaleh & Sons Co. Ltd., No. 18, Hamariya Fruit & Vegetable Market, Dubai, United Arab Emirates.
(3) The business address of each of Royal Executive Services S.P.A., Hani Maher Abou-Ghazaleh Al-Jaouhari and Layan Abou-Ghazaleh Razian is Av. Las Condes 7700, Office B-506 - Las Condes, Santiago, Chile.
(4) The business address of LFK Investments Ltd. is c/o Julius Baer (Middle East) Ltd., Dubai International Financial Centre, Gate Village, Building 5, 8th Floor, P.O. Box 504925, Dubai, United Arab Emirates.
(c) Present principal occupation or employment.
(1) Mohammad Abu-Ghazalehs present principal occupation is Chairman of the Board, Director and Chief Executive Officer of the Company. The Companys global business is primarily the worldwide sourcing, transportation and marketing of fresh and fresh-cut produce. The Companys principal executive office is located at c/o Intertrust Corporate Services (Cayman) Limited, 190 Elgin Avenue, George Town, Grand Cayman, KY1-9005, Cayman Islands, and its U.S. executive office is located at c/o Del Monte Fresh Produce Company, 241 Sevilla Avenue, Coral Gables, Florida, 33134. Mohammad Abu-Ghazaleh is also a Director of the Company.
CUSIP NO. G36738105 | 13D | Page 44 of 59 |
(2) Amir Abu-Ghazalehs present principal occupation is General Manager of Ahmed Abu-Ghazaleh & Sons Co. Ltd. The principal business of Ahmed Abu-Ghazaleh & Sons Co. Ltd. is the distribution and marketing of fresh produce. The address of Ahmed Abu-Ghazaleh & Sons Co. Ltd. is No. 18, Hamariya Fruit & Vegetable Market, Dubai, United Arab Emirates. Amir Abu-Ghazaleh is also a Director of the Company.
(3) Sumaya Abu-Ghazaleh is retired.
(4) Oussama Abu-Ghazalehs present principal occupation is as an individual investor.
(5) Maher Abu-Ghazalehs present principal occupation is Managing Director of Suma International General Trading and Contracting Company, whose principal business is cold storage and whose address is P.O. Box 215 Safat, 13003 Kuwait.
(6) Each of Wafa Abu-Ghazaleh, Fatima Abu-Ghazaleh, Hanan Abu-Ghazaleh, Maha Abu-Ghazaleh, Nariman Abu-Ghazaleh, Mahira Nabulsi Abu-Ghazaleh, Basma Amir Abu-Ghazaleh, Rasha Mohamad Abu-Ghazaleh, Sumaya Mohamad Abu-Ghazaleh, Farah Sheik Alsagha, Ghada Abdullah Hasan Yabroudi, Rabie Glilah, Mazen Abou Ghazaleh, Omar Abu-Ghazaleh, Yasmina Abu-Ghazaleh, Amir Mohamed Amir Abughazaleh, Aya Ahmad Abu-Ghazaleh, Laith Jad Mohd Hadi Asfour, Mohamad Ahmad Abu-Ghazaleh, Saif Ahmad Abu-Ghazaleh, Tara Ahmad Abu-Ghazaleh, Layla Ali Farouki, Layan Abou-Ghazaleh Razian, Oussama Glilah and Doha Challah Abughazaleh currently is not employed outside the home.
(7) Ahmad Mohammad Ahmad Abu Ghazalehs present principal occupation is Chief Executive Officer of Arab Wings, a provider of private jet charter and aircraft management services. The address of Arab Wings is P.O. Box 15031 Amman 11134 Jordan. Ahmad Mohammad Ahmad Abu Ghazaleh is also a Director of the Company.
(8) Hani Maher Abou-Ghazaleh Al-Jaouharis present principal occupation is Chief Executive Officer of Royal Executive Services S.P.A. Royal Executive Services S.P.A. is a Chilean corporation and a provider of real estate investments. The address of Royal Executive Services S.P.A. is Av. Las Condes 7700, Office B-506 - Las Condes, Santiago, Chile. Royal Executive Services S.P.A. is controlled by Hani Maher Abou-Ghazaleh Al-Jaouhari.
(9) Mohamed Amir Ahmed Abughazalehs present principal occupation is Managing Director of Univest LLC, a real estate consulting firm. The address of Univest LLC is P.O. Box: 1767, Dubai, United Arab Emirates.
(10) Sima Maher Abu-Ghazalehs present principal occupation is Assistant Teacher.
(11) Abdulaziz Shikh Al Saghas present principal occupation is Managing Partner at Oryx Ventures Limited, a venture capital firm that focuses on identifying and investing in technology companies. The address of Oryx Ventures Limited is Single Business Tower Office 701, Sheikh Zayed Road, Dubai, United Arab Emirates.
(12) Tarek Maher Abughazalehs present principal occupation is Project Manager at Clemenceau Medical Center. The address of Clemenceau Medical Center is Clemenceau Street, P.O. Box 11-2555, Beirut, Lebanon.
CUSIP NO. G36738105 | 13D | Page 45 of 59 |
(13) Kareem Zaki Abughazalehs present principal occupation is General Manager of District Investment & Development, a real estate development firm in the United Arab Emirates.
(d) None of the Reporting Persons, during the last five years, has been convicted in a criminal proceeding (excluding traffic violations and similar misdemeanors).
(e) None of the Reporting Persons, during the last five years, was a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
(f) Citizenship.
(1) Each of Mohammad Abu-Ghazaleh, Amir Abu-Ghazaleh, Fatima Abu-Ghazaleh, Mahira Nabulsi Abu-Ghazaleh, Ahmad Mohammad Ahmad Abu Ghazaleh, Rasha Mohamad Abu-Ghazaleh, Sumaya Mohamad Abu-Ghazaleh, Amir Mohamed Amir Abughazaleh, Aya Ahmad Abu-Ghazaleh, Laith Jad Mohd Hadi Asfour, Mohamad Ahmad Abu-Ghazaleh, Saif Ahmad Abu-Ghazaleh, Tara Ahmad Abu-Ghazaleh and Layla Ali Farouki is a citizen of Jordan.
(2) Each of Oussama Abu-Ghazaleh and Hani Maher Abou-Ghazaleh Al-Jaouhari is a citizen of Chile.
(3) Each of Sumaya Abu-Ghazaleh, Maher Abu-Ghazaleh, Wafa Abu-Ghazaleh, Hanan Abu-Ghazaleh, Nariman Abu-Ghazaleh and Ghada Abdullah Hasan Abdullah Yabroudi is a citizen of Lebanon.
(4) Kareem Zaki Abughazaleh is a citizen of the United Kingdom.
(5) Each of Maha Abu-Ghazaleh, Basma Amir Abu-Ghazaleh, Mohamed Amir Ahmed Abughazaleh and Mazen Abou Ghazaleh is a citizen of the United Arab Emirates.
(6) Each of Sima Maher Abu-Ghazaleh, Omar Abu-Ghazaleh, Yasmina Abu-Ghazaleh, Layan Abou-Ghazaleh Razian and Tarek Maher Abughazaleh is a citizen of the United States.
(7) Each of Farah Sheik Alsagha and Abdulaziz Shikh Al Sagha is a citizen of Syria.
(8) Each of Rabie Glilah and Oussama Glilah is a citizen of Belgium.
(9) Doha Challah Abughazaleh is a citizen of Canada.
Item 3. Source and Amount of Funds or Other Consideration.
The response set forth in Item 3 of the Schedule 13D is hereby amended by adding to the end of Item 3 the following:
On February 23, 2018, Mohammad Abu-Ghazaleh transferred 20,000 Ordinary Shares to the LFK Trust, of which LFK Investments Ltd. serves as trustee.
Ordinary shares acquired by Mohammad Abu-Ghazaleh, Amir Abu-Ghazaleh and Ahmad Mohammad Ahmad Abu Ghazaleh were acquired pursuant to awards made under equity compensation plans of Fresh Del Monte Produce Inc.
CUSIP NO. G36738105 | 13D | Page 46 of 59 |
Item 4. Purpose of Transaction.
The response set forth in Item 4 of the Schedule 13D is hereby amended by adding to the end of Item 4 the following:
On February 24, 2018, LFK Investments Ltd. entered into a Joinder to Amended and Restated Voting Agreement in the form previously filed as Exhibit 18 to this Schedule 13D, resulting in the joinder of LFK Investments Ltd. as a party to the Voting Agreement (as defined in Item 6 below).
All Ordinary Shares acquired by Reporting Persons since the date of Amendment No. 12 were acquired by gift, as part of a transfer for no consideration or as compensation for continued service as an officer and/or director of Fresh Del Monte Produce Inc. It is expected that Mohammad Abu-Ghazaleh, Amir Abu-Ghazaleh and Ahmad Mohammad Ahmad Abu Ghazaleh will acquire Ordinary Shares though awards under Fresh Del Monte Produce Inc.s equity compensation plans in consideration of their continued service as an officer and/or director, consistent with past practice.
Item 5. Interest in Securities of the Issuer.
The response set forth in Item 5 of the Schedule 13D is hereby amended by deleting the previous response in its entirety and replacing it with the following:
(a) The following table sets forth, as of the date set forth on the cover of this Amendment No. 13 the aggregate number and percentage of Ordinary Shares beneficially owned by each Reporting Person. Each Reporting Person other than Mohammad Abu-Ghazaleh disclaims beneficial ownership of the Ordinary Shares held by each other Reporting Person except to the extent of such Reporting Persons pecuniary interest therein. To the best knowledge of the Reporting Persons, and except as described herein, none of Reporting Persons own or beneficially own any additional Ordinary Shares.
Ordinary Shares Beneficially Owned | ||||||||||||||||||||
Reporting Person |
Outstanding Ordinary Shares |
Ordinary Shares Underlying Currently Outstanding Restricted Share Units and Related Dividend Equivalent Units |
Ordinary Shares Underlying Currently Outstanding Stock Options |
Aggregate Ordinary Shares Beneficially Owned |
Percentage of Class Beneficially Owned(1) |
|||||||||||||||
Mohammad Abu-Ghazaleh(2) |
17,675,164 | | 96,600 | 17,771,764 | 36.8 | % | ||||||||||||||
Amir Abu-Ghazaleh |
3,254,705 | | | 3,254,705 | 6.8 | % | ||||||||||||||
Sumaya Abu-Ghazaleh |
2,731,666 | | | 2,731,666 | 5.7 | % | ||||||||||||||
Oussama Abu-Ghazaleh |
2,661,223 | | | 2,661,223 | 5.5 | % | ||||||||||||||
Maher Abu-Ghazaleh |
2,286,000 | | | 2,286,000 | 4.7 | % | ||||||||||||||
Wafa Abu-Ghazaleh |
311,401 | | | 311,401 | 0.6 | % | ||||||||||||||
Fatima Abu-Ghazaleh |
257,000 | | | 257,000 | 0.5 | % | ||||||||||||||
Hanan Abu-Ghazaleh |
226,830 | | | 226,830 | 0.5 | % | ||||||||||||||
Maha Abu-Ghazaleh |
197,134 | | | 197,134 | 0.4 | % | ||||||||||||||
Nariman Abu-Ghazaleh |
195,652 | | | 195,652 | 0.4 | % | ||||||||||||||
LFK Investments Ltd.(3) |
20,000 | | | 20,000 | * |
CUSIP NO. G36738105 | 13D | Page 47 of 59 |
Ordinary Shares Beneficially Owned | ||||||||||||||||||
Reporting Person |
Outstanding Ordinary Shares |
Ordinary Shares Underlying Currently Outstanding Restricted Share Units and Related Dividend Equivalent Units |
Ordinary Shares Underlying Currently Outstanding Stock Options |
Aggregate Ordinary Shares Beneficially Owned |
Percentage of Class Beneficially Owned(1) | |||||||||||||
Mahira Nabulsi Abu-Ghazaleh(4) |
20,000 | | | 20,000 | * | |||||||||||||
Ahmad Mohammad Ahmad Abu Ghazaleh(5) |
16,687 | | | 16,687 | * | |||||||||||||
Basma Amir Abu-Ghazaleh |
15,000 | | | 15,000 | * | |||||||||||||
Mohamed Amir Ahmed Abughazaleh(6) |
15,000 | | | 15,000 | * | |||||||||||||
Rasha Mohamad Abu-Ghazaleh(7) |
15,000 | | | 15,000 | * | |||||||||||||
Sima Maher Abu-Ghazaleh |
15,000 | | | 15,000 | * | |||||||||||||
Sumaya Mohamad Abu-Ghazaleh(8) |
15,000 | | | 15,000 | * | |||||||||||||
Farah Sheik Alsagha |
15,000 | | | 15,000 | * | |||||||||||||
Ghada Abdullah Hasan Yabroudi |
15,000 | | | 15,000 | * | |||||||||||||
Rabie Glilah |
13,500 | | | 13,500 | * | |||||||||||||
Mazen Abou Ghazaleh |
12,500 | | | 12,500 | * | |||||||||||||
Omar Abu-Ghazaleh(9) |
11,600 | | | 11,600 | * | |||||||||||||
Yasmina Abu-Ghazaleh(10) |
11,600 | | | 11,600 | * | |||||||||||||
Abdulaziz Shikh Al Sagha |
10,500 | | | 10,500 | * | |||||||||||||
Amir Mohamed Amir Abughazaleh(11) |
10,000 | | | 10,000 | * | |||||||||||||
Aya Ahmad Abu-Ghazaleh(12) |
10,000 | | | 10,000 | * | |||||||||||||
Laith Jad Mohd Hadi Asfour(13) |
10,000 | | | 10,000 | * | |||||||||||||
Mohamad Ahmad Abu-Ghazaleh(14) |
10,000 | | | 10,000 | * | |||||||||||||
Saif Ahmad Abu-Ghazaleh(15) |
10,000 | | | 10,000 | * | |||||||||||||
Tara Ahmad Abu-Ghazaleh(16) |
10,000 | | | 10,000 | * | |||||||||||||
Layla Ali Farouki(17) |
10,000 | | | 10,000 | * | |||||||||||||
Layan Abou-Ghazaleh Razian(18) |
10,000 | | | 10,000 | * | |||||||||||||
Kareem Zaki Abughazaleh(19) |
10,000 | | | 10,000 | * | |||||||||||||
Hani Maher Abou-Ghazaleh Al-Jaouhari(20) |
7,981 | | | 7,981 | * | |||||||||||||
Royal Executive Services S.P.A.(20) |
7,981 | | | 7,981 | * | |||||||||||||
Oussama Glilah |
5,991 | | | 5,991 | * | |||||||||||||
Tarek Maher Abughazaleh |
1,334 | | | 1,334 | * | |||||||||||||
Doha Challah Abughazaleh |
450 | | | 450 | * |
* | Less than 0.1%. |
(1) Based on 48,153,607 Ordinary Shares outstanding as of November 7, 2018.
(2) Amounts exclude 20,000 Ordinary Shares over which Mahira Nabulsi Abu-Ghazaleh, this Reporting Persons spouse, has shared voting power and sole dispositive power. The amount of Ordinary Shares over which this Reporting Person has shared voting power includes such 20,000 Ordinary Shares.
(3) LFK Investments Ltd. is the trustee of the LFK Trust and in such capacity is deemed to hold voting and dispositive power over these Ordinary Shares.
(4) Amounts exclude 5,323,010 Ordinary Shares over which Mohammad Abu-Ghazaleh, this Reporting Persons spouse, has sole voting power and sole dispositive power and 12,511,044 Ordinary Shares over which Mr. Abu-Ghazaleh has shared voting power. This Reporting Person expressly disclaims beneficial ownership of such excluded Ordinary Shares except to the extent of her pecuniary interest therein.
CUSIP NO. G36738105 | 13D | Page 48 of 59 |
(5) Amounts exclude (i) 10,000 Ordinary Shares over which Aya Ahmad Abu-Ghazaleh, this Reporting Persons daughter, has shared voting power and sole dispositive power, (ii) 10,000 Ordinary Shares over which Mohamad Ahmad Abu-Ghazaleh, this Reporting Persons son, has shared voting power and sole dispositive power, (iii) 10,000 Ordinary Shares over which Saif Ahmad Abu-Ghazaleh, this Reporting Persons son, has shared voting power and sole dispositive power, and (iv) 10,000 Ordinary Shares over which Tara Ahmad Abu-Ghazaleh, this Reporting Persons daughter, has shared voting power and sole dispositive power. This Reporting Person expressly disclaims beneficial ownership of these Ordinary Shares except to the extent of his pecuniary interest therein.
(6) Amounts exclude 10,000 Ordinary Shares over which Amir Mohamed Amir Abughazaleh, this Reporting Persons son, has shared voting power and sole dispositive power. This Reporting Person expressly disclaims beneficial ownership of these Ordinary Shares except to the extent of his pecuniary interest therein.
(7) Amounts exclude 10,000 Ordinary Shares over which Layla Ali Farouki, this Reporting Persons daughter, has shared voting power and sole dispositive power. This Reporting Person expressly disclaims beneficial ownership of these Ordinary Shares except to the extent of his pecuniary interest therein.
(8) Amounts exclude 10,000 Ordinary Shares over which Laith Jad Mohd Hadi Asfour, this Reporting Persons son, has shared voting power and sole dispositive power. This Reporting Person expressly disclaims beneficial ownership of these Ordinary Shares except to the extent of his pecuniary interest therein.
(9) Amounts exclude 10,000 Ordinary Shares over which Kareem Zaki Abughazaleh, this Reporting Persons father, has shared voting power and sole dispositive power. This Reporting Person expressly disclaims beneficial ownership of such excluded Ordinary Shares except to the extent of her pecuniary interest therein.
(10) Amounts exclude 10,000 Ordinary Shares over which Kareem Zaki Abughazaleh, this Reporting Persons father, has shared voting power and sole dispositive power. This Reporting Person expressly disclaims beneficial ownership of such excluded Ordinary Shares except to the extent of her pecuniary interest therein.
(11) Amounts exclude 15,000 Ordinary Shares over which Mohamed Amir Ahmed Abughazaleh, this Reporting Persons father, has shared voting power and sole dispositive power. This Reporting Person expressly disclaims beneficial ownership of such excluded Ordinary Shares except to the extent of her pecuniary interest therein.
(12) Amounts exclude 16,687 Ordinary Shares over which Ahmad Mohammad Ahmad Abu Ghazaleh, this Reporting Persons father, has shared voting power and sole dispositive power. This Reporting Person expressly disclaims beneficial ownership of such excluded Ordinary Shares except to the extent of her pecuniary interest therein.
(13) Amounts exclude 15,0007 Ordinary Shares over which Sumaya Mohamad Abu-Ghazaleh, this Reporting Persons mother, has shared voting power and sole dispositive power. This Reporting Person expressly disclaims beneficial ownership of such excluded Ordinary Shares except to the extent of her pecuniary interest therein.
(14) Amounts exclude 16,687 Ordinary Shares over which Ahmad Mohammad Ahmad Abu Ghazaleh, this Reporting Persons father, has shared voting power and sole dispositive power. This Reporting Person expressly disclaims beneficial ownership of such excluded Ordinary Shares except to the extent of her pecuniary interest therein.
(15) Amounts exclude 16,687 Ordinary Shares over which Ahmad Mohammad Ahmad Abu Ghazaleh, this Reporting Persons father, has shared voting power and sole dispositive power. This Reporting Person expressly disclaims beneficial ownership of such excluded Ordinary Shares except to the extent of her pecuniary interest therein.
(16) Amounts exclude 16,687 Ordinary Shares over which Ahmad Mohammad Ahmad Abu Ghazaleh, this Reporting Persons father, has shared voting power and sole dispositive power. This Reporting Person expressly disclaims beneficial ownership of such excluded Ordinary Shares except to the extent of her pecuniary interest therein.
(17) Amounts exclude 15,000 Ordinary Shares over which Rasha Mohamad Abu-Ghazaleh, this Reporting Persons mother, has shared voting power and sole dispositive power. This Reporting Person expressly disclaims beneficial ownership of such excluded Ordinary Shares except to the extent of her pecuniary interest therein.
(18) Amounts exclude 7,981 Ordinary Shares over which Hani Maher Abou-Ghazaleh Al-Jaouhari, this Reporting Persons father, has shared voting power and sole dispositive power. This Reporting Person expressly disclaims beneficial ownership of such excluded Ordinary Shares except to the extent of her pecuniary interest therein.
(19) Amounts exclude (i) 11,600 Ordinary Shares over which Omar Abu-Ghazaleh, this Reporting Persons son, has shared voting power and sole dispositive power, and (ii) 11,600 Ordinary Shares over which Yasmina Abu-Ghazaleh, this Reporting Persons daughter, has shared voting power and sole dispositive power. This Reporting Person expressly disclaims beneficial ownership of these Ordinary Shares except to the extent of his pecuniary interest therein.
CUSIP NO. G36738105 | 13D | Page 49 of 59 |
(20) Amounts of Ordinary Shares over which this Reporting Person has shared voting power and sole dispositive power represent 7,981 Ordinary Shares held by Royal Executive Services S.P.A., a Chilean corporation, which is controlled by this Reporting Person, its sole shareholder. This Reporting Person expressly disclaims beneficial ownership of these Ordinary Shares except to the extent of his pecuniary interest therein. Amounts exclude 10,000 Ordinary Shares over which Layan Abou-Ghazaleh, Hani Maher Abou-Ghazaleh Al-Jaouharis son, has shared voting power and sole dispositive power. This Reporting Person expressly disclaims beneficial ownership of these Ordinary Shares except to the extent of his pecuniary interest therein.
(b) The following table sets forth, as of the date set forth on the cover of this Amendment No. 13, the number of Ordinary Shares beneficially owned by each Reporting Person over which such person has sole voting power, shared voting power, sole dispositive power or shared dispositive power. Each Reporting Person other than Mohammad Abu-Ghazaleh disclaims beneficial ownership of the Ordinary Shares held by each other Reporting Person except to the extent of such Reporting Persons pecuniary interest therein. To the best knowledge of the Reporting Persons, and except as described herein, none of Reporting Persons own or beneficially own any additional Ordinary Shares.
Ordinary Shares Beneficially Owned | ||||||||||||||||
Reporting Person |
Sole Voting Power |
Shared Voting Power |
Sole Dispositive Power |
Shared Dispositive Power |
||||||||||||
Mohammad Abu-Ghazaleh(1) |
5,323,010 | 12,460,754 | 5,323,010 | | ||||||||||||
Amir Abu-Ghazaleh |
| 3,254,705 | 3,254,705 | | ||||||||||||
Sumaya Abu-Ghazaleh |
| 2,731,666 | 2,731,666 | | ||||||||||||
Oussama Abu-Ghazaleh |
| 2,661,223 | 2,661,223 | | ||||||||||||
Maher Abu-Ghazaleh |
| 2,286,000 | 2,286,000 | | ||||||||||||
Wafa Abu-Ghazaleh |
| 311,401 | 311,401 | | ||||||||||||
Fatima Abu-Ghazaleh |
| 257,000 | 257,000 | | ||||||||||||
Hanan Abu-Ghazaleh |
| 238,830 | 238,830 | | ||||||||||||
Maha Abu-Ghazaleh |
| 197,134 | 197,134 | | ||||||||||||
Nariman Abu-Ghazaleh |
| 195,652 | 195,652 | | ||||||||||||
LFK Investments Ltd.(2) |
20,000 | 20,000 | ||||||||||||||
Mahira Nabulsi Abu-Ghazaleh(3) |
| 20,000 | 20,000 | | ||||||||||||
Ahmad Mohammad Ahmad Abu Ghazaleh(4) |
| 16,687 | 16,687 | | ||||||||||||
Basma Amir Abu-Ghazaleh |
| 15,000 | 15,000 | | ||||||||||||
Mohamed Amir Ahmed Abughazaleh(5) |
| 15,000 | 15,000 | | ||||||||||||
Rasha Mohamad Abu-Ghazaleh(6) |
| 15,000 | 15,000 | | ||||||||||||
Sima Maher Abu-Ghazaleh |
| 15,000 | 15,000 | | ||||||||||||
Sumaya Mohamad Abu-Ghazaleh(7) |
| 15,000 | 15,000 | | ||||||||||||
Farah Sheik Alsagha |
| 15,000 | 15,000 | | ||||||||||||
Ghada Abdullah Hasan Yabroudi |
| 15,000 | 15,000 | | ||||||||||||
Rabie Glilah |
| 13,500 | 13,500 | | ||||||||||||
Mazen Abou Ghazaleh |
| 12,500 | 12,500 | | ||||||||||||
Omar Abu-Ghazaleh(8) |
| 11,600 | 11,600 | | ||||||||||||
Yasmina Abu-Ghazaleh(9) |
| 11,600 | 11,600 | | ||||||||||||
Abdulaziz Shikh Al Sagha |
| 10,500 | 10,500 | | ||||||||||||
Amir Mohamed Amir Abughazaleh(10) |
| 10,000 | 10,000 | | ||||||||||||
Aya Ahmad Abu-Ghazaleh(11) |
| 10,000 | 10,000 | | ||||||||||||
Laith Jad Mohd Hadi Asfour(12) |
| 10,000 | 10,000 | | ||||||||||||
Mohamad Ahmad Abu-Ghazaleh(13) |
| 10,000 | 10,000 | | ||||||||||||
Saif Ahmad Abu-Ghazaleh(14) |
| 10,000 | 10,000 | | ||||||||||||
Tara Ahmad Abu-Ghazaleh(15) |
| 10,000 | 10,000 | | ||||||||||||
Layla Ali Farouki(16) |
| 10,000 | 10,000 | | ||||||||||||
Layan Abou-Ghazaleh Razian(17) |
| 10,000 | 10,000 | |
CUSIP NO. G36738105 | 13D | Page 50 of 59 |
Ordinary Shares Beneficially Owned | ||||||||||||||||
Reporting Person |
Sole Voting Power |
Shared Voting Power |
Sole Dispositive Power |
Shared Dispositive Power |
||||||||||||
Kareem Zaki Abughazaleh(18) |
| 10,000 | 10,000 | | ||||||||||||
Hani Maher Abou-Ghazaleh Al-Jaouhari(19) |
| 7,981 | 7,981 | | ||||||||||||
Royal Executive Services S.P.A.(19) |
| 7,981 | 7,981 | | ||||||||||||
Oussama Glilah |
| 5,991 | 5,991 | | ||||||||||||
Tarek Maher Abughazaleh |
| 1,334 | 1,334 | | ||||||||||||
Doha Challah Abughazaleh |
| 450 | 450 | |
(1) | Amounts exclude 20,000 Ordinary Shares over which Mahira Nabulsi Abu-Ghazaleh, this Reporting Persons spouse, has shared voting power and sole dispositive power. The amount of Ordinary Shares over which this Reporting Person has shared voting power includes such 20,000 Ordinary Shares. |
(2) | LFK Investments Ltd. is the trustee of the LFK Trust and in such capacity is deemed to hold voting and dispositive power over these Ordinary Shares. |
(3) | Amounts exclude 5,323,010 Ordinary Shares over which Mohammad Abu-Ghazaleh, this Reporting Persons spouse, has sole voting power and sole dispositive power and 12,511,044 Ordinary Shares over which Mr. Abu-Ghazaleh has shared voting power. This Reporting Person expressly disclaims beneficial ownership of such excluded Ordinary Shares except to the extent of her pecuniary interest therein. |
(4) | Amounts exclude (i) 10,000 Ordinary Shares over which Aya Ahmad Abu-Ghazaleh, this Reporting Persons daughter, has shared voting power and sole dispositive power, (ii) 10,000 Ordinary Shares over which Mohamad Ahmad Abu-Ghazaleh, this Reporting Persons son, has shared voting power and sole dispositive power, (iii) 10,000 Ordinary Shares over which Saif Ahmad Abu-Ghazaleh, this Reporting Persons son, has shared voting power and sole dispositive power, and (iv) 10,000 Ordinary Shares over which Tara Ahmad Abu-Ghazaleh, this Reporting Persons daughter, has shared voting power and sole dispositive power. This Reporting Person expressly disclaims beneficial ownership of these Ordinary Shares except to the extent of his pecuniary interest therein. |
(5) | Amounts exclude 10,000 Ordinary Shares over which Amir Mohamed Amir Abughazaleh, this Reporting Persons son, has shared voting power and sole dispositive power. This Reporting Person expressly disclaims beneficial ownership of these Ordinary Shares except to the extent of his pecuniary interest therein. |
(6) | Amounts exclude 10,000 Ordinary Shares over which Layla Ali Farouki, this Reporting Persons daughter, has shared voting power and sole dispositive power. This Reporting Person expressly disclaims beneficial ownership of these Ordinary Shares except to the extent of his pecuniary interest therein. |
(7) | Amounts exclude 10,000 Ordinary Shares over which Laith Jad Mohd Hadi Asfour, this Reporting Persons son, has shared voting power and sole dispositive power. This Reporting Person expressly disclaims beneficial ownership of these Ordinary Shares except to the extent of his pecuniary interest therein. |
(8) | Amounts exclude 10,000 Ordinary Shares over which Kareem Zaki Abughazaleh, this Reporting Persons father, has shared voting power and sole dispositive power. This Reporting Person expressly disclaims beneficial ownership of such excluded Ordinary Shares except to the extent of her pecuniary interest therein. |
(9) | Amounts exclude 10,000 Ordinary Shares over which Kareem Zaki Abughazaleh, this Reporting Persons father, has shared voting power and sole dispositive power. This Reporting Person expressly disclaims beneficial ownership of such excluded Ordinary Shares except to the extent of her pecuniary interest therein. |
(10) | Amounts exclude 15,000 Ordinary Shares over which Mohamed Amir Ahmed Abughazaleh, this Reporting Persons father, has shared voting power and sole dispositive power. This Reporting Person expressly disclaims beneficial ownership of such excluded Ordinary Shares except to the extent of her pecuniary interest therein. |
(11) | Amounts exclude 16,687 Ordinary Shares over which Ahmad Mohammad Ahmad Abu Ghazaleh, this Reporting Persons father, has shared voting power and sole dispositive power. This Reporting Person expressly disclaims beneficial ownership of such excluded Ordinary Shares except to the extent of her pecuniary interest therein. |
CUSIP NO. G36738105 | 13D | Page 51 of 59 |
(12) | Amounts exclude 15,0007 Ordinary Shares over which Sumaya Mohamad Abu-Ghazaleh, this Reporting Persons mother, has shared voting power and sole dispositive power. This Reporting Person expressly disclaims beneficial ownership of such excluded Ordinary Shares except to the extent of her pecuniary interest therein. |
(13) | Amounts exclude 16,687 Ordinary Shares over which Ahmad Mohammad Ahmad Abu Ghazaleh, this Reporting Persons father, has shared voting power and sole dispositive power. This Reporting Person expressly disclaims beneficial ownership of such excluded Ordinary Shares except to the extent of her pecuniary interest therein. |
(14) | Amounts exclude 16,687 Ordinary Shares over which Ahmad Mohammad Ahmad Abu Ghazaleh, this Reporting Persons father, has shared voting power and sole dispositive power. This Reporting Person expressly disclaims beneficial ownership of such excluded Ordinary Shares except to the extent of her pecuniary interest therein. |
(15) | Amounts exclude 16,687 Ordinary Shares over which Ahmad Mohammad Ahmad Abu Ghazaleh, this Reporting Persons father, has shared voting power and sole dispositive power. This Reporting Person expressly disclaims beneficial ownership of such excluded Ordinary Shares except to the extent of her pecuniary interest therein. |
(16) | Amounts exclude 15,000 Ordinary Shares over which Rasha Mohamad Abu-Ghazaleh, this Reporting Persons mother, has shared voting power and sole dispositive power. This Reporting Person expressly disclaims beneficial ownership of such excluded Ordinary Shares except to the extent of her pecuniary interest therein. |
(17) | Amounts exclude 7,981 Ordinary Shares over which Hani Maher Abou-Ghazaleh Al-Jaouhari, this Reporting Persons father, has shared voting power and sole dispositive power. This Reporting Person expressly disclaims beneficial ownership of such excluded Ordinary Shares except to the extent of her pecuniary interest therein. |
(18) | Amounts exclude (i) 11,600 Ordinary Shares over which Omar Abu-Ghazaleh, this Reporting Persons son, has shared voting power and sole dispositive power, and (ii) 11,600 Ordinary Shares over which Yasmina Abu-Ghazaleh, this Reporting Persons daughter, has shared voting power and sole dispositive power. This Reporting Person expressly disclaims beneficial ownership of these Ordinary Shares except to the extent of his pecuniary interest therein. |
(20) | Amounts of Ordinary Shares over which this Reporting Person has shared voting power and sole dispositive power represent 7,981 Ordinary Shares held by Royal Executive Services S.P.A., a Chilean corporation, which is controlled by this Reporting Person, its sole shareholder. This Reporting Person expressly disclaims beneficial ownership of these Ordinary Shares except to the extent of his pecuniary interest therein. Amounts exclude 10,000 Ordinary Shares over which Layan Abou-Ghazaleh, Hani Maher Abou-Ghazaleh Al-Jaouharis son, has shared voting power and sole dispositive power. This Reporting Person expressly disclaims beneficial ownership of these Ordinary Shares except to the extent of his pecuniary interest therein. |
(c) The following table sets forth, as of the date set forth on the signature pages of this Amendment No. 13, information regarding sales of Ordinary Shares by the Reporting Persons in open market transactions during the 60-day period prior to such date.
Date |
Name |
Number of Ordinary Shares |
Price Per Share |
|||||||
September 20, 2018 |
Royal Executive Services S.P.A. | 130 | $ | 35.4900 | ||||||
September 24, 2018 |
Royal Executive Services S.P.A. | 150 | $ | 34.9565 | ||||||
September 25, 2018 |
Royal Executive Services S.P.A. | 490 | $ | 35.1982 | ||||||
September 27, 2018 |
Royal Executive Services S.P.A. | 300 | $ | 34.2167 | ||||||
September 27, 2018 |
Hanan Abu-Ghazaleh | 1,500 | $ | 34.1135 | ||||||
October 1, 2018 |
Royal Executive Services S.P.A. | 170 | $ | 33.5215 | ||||||
October 4, 2018 |
Royal Executive Services S.P.A. | 600 | $ | 31.8298 | ||||||
October 5, 2018 |
Hanan Abu-Ghazaleh | 2,100 | $ | 32.9790 | ||||||
October 8, 2018 |
Hanan Abu-Ghazaleh | 1,750 | $ | 32.5182 | ||||||
October 10, 2018 |
Hanan Abu-Ghazaleh | 2,800 | $ | 31.1417 | ||||||
October 10, 2018 |
Royal Executive Services S.P.A. | 650 | $ | 31.5315 | ||||||
October 12, 2018 |
Hanan Abu-Ghazaleh | 4,500 | $ | 30.0094 | ||||||
October 15, 2018 |
Hanan Abu-Ghazaleh | 900 | $ | 30.0467 | ||||||
October 16, 2018 |
Hanan Abu-Ghazaleh | 20,000 | $ | 30.6905 |
CUSIP NO. G36738105 | 13D | Page 52 of 59 |
Date |
Name |
Number of Ordinary Shares |
Price Per Share |
|||||||
October 16, 2018 |
Oussama Abu-Ghazaleh | 5,000 | $ | 30.6940 | ||||||
October 17, 2018 |
Oussama Abu-Ghazaleh | 5,000 | $ | 30.5252 | ||||||
October 18, 2018 |
Oussama Abu-Ghazaleh | 5,000 | $ | 30.0779 | ||||||
October 18, 2018 |
Royal Executive Services S.P.A. | 800 | $ | 29.8585 | ||||||
October 19, 2018 |
Oussama Abu-Ghazaleh | 5,000 | $ | 30.1601 | ||||||
October 22, 2018 |
Oussama Abu-Ghazaleh | 5,000 | $ | 30.6585 | ||||||
October 22, 2018 |
Royal Executive Services S.P.A. | 350 | $ | 30.8450 | ||||||
October 23, 2018 |
Oussama Abu-Ghazaleh | 5,000 | $ | 31.4958 | ||||||
October 29, 2018 |
Hanan Abu-Ghazaleh | 3,100 | $ | 32.1076 | ||||||
November 7, 2018 |
Hanan Abu-Ghazaleh | 12,000 | $ | 32.5896 |
To the knowledge of the Reporting Persons, the Reporting Persons have not effected any other transactions in the Ordinary Shares during the 60-day period prior to the date set forth on the signature pages of this Amendment No. 13.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.
The response set forth in Item 6 of the Schedule 13D is hereby amended by adding to the end of Item 6 the following:
Amendment No. 13 has been filed, in part, as a result of the entrance by LFK Investments Ltd. into a Joinder to Amended and Restated Voting Agreement in the form previously filed as Exhibit 18 to this Schedule 13D. The Joinder resulted in the joinder as a party to the Voting Agreement of LFK Investments Ltd. All terms of the Voting Agreement remain unchanged.
CUSIP NO. G36738105 | 13D | Page 53 of 59 |
Signatures
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Dated: November 19, 2018
MOHAMMAD ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
AMIR ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
SUMAYA ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
OUSSAMA ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
MAHER ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
WAFA ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact |
CUSIP NO. G36738105 | 13D | Page 54 of 59 |
FATIMA ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
HANAN ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
MAHA ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
NARIMAN ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
LFK INVESTMENTS LTD. | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
MAHIRA NABULSI ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
AHMAD MOHAMMAD AHMAD ABU GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact |
CUSIP NO. G36738105 | 13D | Page 55 of 59 |
BASMA AMIR ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
MOHAMED AMIR AHMED ABUGHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
RASHA MOHAMAD ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
SIMA MAHER ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
SUMAYA MOHAMAD ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
FARAH SHEIK ALSAGHA | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
GHADA ABDULLAH HASAN YABROUDI | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact |
CUSIP NO. G36738105 | 13D | Page 56 of 59 |
RABIE GLILAH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
MAZEN ABOU GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
KAREEM ABU-GHAZALEH, FOR AND ON BEHALF AS PARENT/LEGAL GUARDIAN OF OMAR ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
KAREEM ABU-GHAZALEH, FOR AND ON BEHALF AS PARENT/LEGAL GUARDIAN OF YASMINA ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
ABDULAZIZ SHIKH AL-SAGHA | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
MOHAMED AMIR AHMED ABUGHAZALEH, FOR AND ON BEHALF AS PARENT/LEGAL GUARDIAN OF AMIR MOHAMED AMIR ABUGHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact |
CUSIP NO. G36738105 | 13D | Page 57 of 59 |
AHMAD MOHAMMAD AHMAD ABU GHAZALEH, FOR AND ON BEHALF AS PARENT/LEGAL GUARDIAN OF AYA AHMAD ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
SUMAYA MOHAMAD ABU-GHAZALEH, FOR AND ON BEHALF AS PARENT/LEGAL GUARDIAN OF LAITH JAD MOHD HADI ASFOUR | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
AHMAD MOHAMMAD AHMAD ABU GHAZALEH, FOR AND ON BEHALF AS PARENT/LEGAL GUARDIAN OF MOHAMAD AHMAD ABU- GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
AHMAD MOHAMMAD AHMAD ABU GHAZALEH, FOR AND ON BEHALF AS PARENT/LEGAL GUARDIAN OF SAIF AHMAD ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
AHMAD MOHAMMAD AHMAD ABU GHAZALEH, FOR AND ON BEHALF AS PARENT/LEGAL GUARDIAN OF TARA AHMAD ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact |
CUSIP NO. G36738105 | 13D | Page 58 of 59 |
RASHA MOHAMAD ABU-GHAZALEH, FOR AND ON BEHALF AS PARENT/LEGAL GUARDIAN OF LAYLA ALI FAROUKI | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
HANI MAHER ABOU-GHAZALEH AL-JAOUHARI, FOR AND ON BEHALF AS PARENT/LEGAL GUARDIAN OF LAYAN ABOU-GHAZALEH RAZIAN | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
KAREEM ZAKI ABUGHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
HANI MAHER ABOU-GHAZALEH AL-JAOUHARI | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
ROYAL EXECUTIVE SERVICES S.P.A. | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
OUSSAMA GLILAH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
TAREK MAHER ABUGHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact |
CUSIP NO. G36738105 | 13D | Page 59 of 59 |
DOHA CHALLAH ABUGHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact |