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13D Filing: Sparrow Capital Investments Ltd. and Ultrapetrol Bahamas Ltd (NASDAQ:ULTR)

Published on April 8, 2017 at 11:14 pm by Insider Monkey Staff in Hedge Funds

You can access the original SEC filing by clicking here.

Ownership Summary Table

Name Sole Voting Power Shared Voting Power Sole Dispositive Power Shared Dispositive Power Aggregate Amount Owned Power Percent of Class
Sparrow Capital Investments Ltd 0 119,266,821 0 119,266,821 119,266,821 84.7%
Sparrow CI Sub Ltd 0 119,266,821 0 119,266,821 119,266,821 84.7%
Triton Shipping Ltd 0 119,266,821 0 119,266,821 119,266,821 84.7%
Quattro Shipping Holdings Ltd 0 119,266,821 0 119,266,821 119,266,821 84.7%
Southern Cross Latin America Private Equity Fund III 0 119,266,821 0 119,266,821 119,266,821 84.7%
Southern Cross Capital Partners III 0 119,266,821 0 119,266,821 119,266,821 84.7%
SC GP Company III 0 119,266,821 0 119,266,821 119,266,821 84.7%
Southern Cross Latin America Private Equity Fund IV 0 119,266,821 0 119,266,821 119,266,821 84.7%
Southern Cross Capital Partners IV 0 119,266,821 0 119,266,821 119,266,821 84.7%
SC GP Company IV Limited 0 119,266,821 0 119,266,821 119,266,821 84.7%

Page 1 of 12 – SEC Filing

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 

SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 8)*
ULTRAPETROL (BAHAMAS) LIMITED
(Name of Issuer)
Common Stock, Par Value $0.01 Per Share
(Title of Class of Securities)
P94398107
(CUSIP Number)
  Sparrow Capital Investments Ltd.
c/o Southern Cross Group
Dr. Luis Bonavita 1294
Innovation Center, Suite 102
 Montevideo CP 11,300 Uruguay
Attention: Gonzalo Alende Serra
 Tel: (598) 2626-2310
Copy to:
Chadbourne & Parke LLP
1301 Avenue of the Americas
New York, NY 10019
Attention:  Morton E. Grosz
Tel.:  (212) 408-5592
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
March 31, 2017
(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 that 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 person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures 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).

 

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Page 2 of 12 – SEC Filing

CUSIP No. P94398107
1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
  Sparrow Capital Investments Ltd.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
☒
(b)
☐
3
SEC USE ONLY
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
  AF
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
☐
6
CITIZENSHIP OR PLACE OF ORGANIZATION
  The Bahamas
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
  0
8
SHARED VOTING POWER
  119,266,821*
9
SOLE DISPOSITIVE POWER
  0
10
SHARED DISPOSITIVE POWER
  119,266,821*
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON


  119,266,821*
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
  84.7%
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
  CO
* Represents (i) 103,206,821 shares of common stock of Ultrapetrol (Bahamas) Limited held for the account of Sparrow Capital Investments Ltd., and (ii) 16,060,000 shares of common stock of Ultrapetrol (Bahamas) Limited held for the account of Sparrow CI Sub Ltd.  See Item 5 of this Schedule 13D.
2

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Page 3 of 12 – SEC Filing

CUSIP No. P94398107
1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
  Sparrow CI Sub Ltd.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
☒
(b)
☐
3
SEC USE ONLY
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
  AF
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
☐
6
CITIZENSHIP OR PLACE OF ORGANIZATION
  The Bahamas
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
  0
8
SHARED VOTING POWER
  119,266,821*
9
SOLE DISPOSITIVE POWER
  0
10
SHARED DISPOSITIVE POWER
  119,266,821*
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
  119,266,821*
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
  84.7%
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
  CO
* Represents (i) 103,206,821 shares of common stock of Ultrapetrol (Bahamas) Limited held for the account of Sparrow Capital Investments Ltd., and (ii) 16,060,000 shares of common stock of Ultrapetrol (Bahamas) Limited held for the account of Sparrow CI Sub Ltd.  See Item 5 of this Schedule 13D.
3

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Page 4 of 12 – SEC Filing

1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
  Triton Shipping Ltd.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
☒
(b)
☐
3
SEC USE ONLY
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
  AF
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
☐
6
CITIZENSHIP OR PLACE OF ORGANIZATION
  The Bahamas
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
  0
8
SHARED VOTING POWER
  119,266,821*
9
SOLE DISPOSITIVE POWER
  0
10
SHARED DISPOSITIVE POWER
  119,266,821*
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
  119,266,821*
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
  84.7%
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
  CO
* Represents (i) 103,206,821 shares of common stock of Ultrapetrol (Bahamas) Limited held for the account of Sparrow Capital Investments Ltd., and (ii) 16,060,000 shares of common stock of Ultrapetrol (Bahamas) Limited held for the account of Sparrow CI Sub Ltd.  See Item 5 of this Schedule 13D.
4

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Page 5 of 12 – SEC Filing

CUSIP No. P94398107
1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
 Quattro Shipping Holdings Ltd.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
☒
(b)
☐
3
SEC USE ONLY
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
  AF
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
☐
6
CITIZENSHIP OR PLACE OF ORGANIZATION
  The Bahamas
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
  0
8
SHARED VOTING POWER
  119,266,821*
9
SOLE DISPOSITIVE POWER
  0
10
SHARED DISPOSITIVE POWER
  119,266,821*
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
  119,266,821*
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
  84.7%
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
  CO
* Represents (i) 103,206,821 shares of common stock of Ultrapetrol (Bahamas) Limited held for the account of Sparrow Capital Investments Ltd., and (ii) 16,060,000 shares of common stock of Ultrapetrol (Bahamas) Limited held for the account of Sparrow CI Sub Ltd.  See Item 5 of this Schedule 13D.
5

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Page 6 of 12 – SEC Filing

CUSIP No. P94398107
1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
  Southern Cross Latin America Private Equity Fund III, L.P.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
☒
(b)
☐
3
SEC USE ONLY
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
  OO
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
☐
6
CITIZENSHIP OR PLACE OF ORGANIZATION
  Ontario, Canada
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
  0
8
SHARED VOTING POWER
  119,266,821*
9
SOLE DISPOSITIVE POWER
  0
10
SHARED DISPOSITIVE POWER
  119,266,821*
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
  119,266,821*
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
  84.7%
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
  PN
* Represents (i) 103,206,821 shares of common stock of Ultrapetrol (Bahamas) Limited held for the account of Sparrow Capital Investments Ltd., and (ii) 16,060,000 shares of common stock of Ultrapetrol (Bahamas) Limited held for the account of Sparrow CI Sub Ltd.  See Item 5 of this Schedule 13D.

6

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Page 7 of 12 – SEC Filing

1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
  Southern Cross Capital Partners III, L.P.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
☒
(b)
☐
3
SEC USE ONLY
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
  OO
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
☐
6
CITIZENSHIP OR PLACE OF ORGANIZATION
  Ontario, Canada
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
  0
8
SHARED VOTING POWER
  119,266,821*
9
SOLE DISPOSITIVE POWER
  0
10
SHARED DISPOSITIVE POWER
  119,266,821*
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
  119,266,821*
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
  84.7%
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
  PN
* Represents (i) 103,206,821 shares of common stock of Ultrapetrol (Bahamas) Limited held for the account of Sparrow Capital Investments Ltd., and (ii) 16,060,000 shares of common stock of Ultrapetrol (Bahamas) Limited held for the account of Sparrow CI Sub Ltd.  See Item 5 of this Schedule 13D.
7

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Page 8 of 12 – SEC Filing

CUSIP No. P94398107
1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
  SC GP Company III
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
☒
(b)
☐
3
SEC USE ONLY
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
  OO
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
☐
6
CITIZENSHIP OR PLACE OF ORGANIZATION
  Cayman Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
  0
8
SHARED VOTING POWER
  119,266,821*
9
SOLE DISPOSITIVE POWER
  0
10
SHARED DISPOSITIVE POWER
  119,266,821*
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
  119,266,821*
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
  84.7%
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
  CO
* Represents (i) 103,206,821 shares of common stock of Ultrapetrol (Bahamas) Limited held for the account of Sparrow Capital Investments Ltd., and (ii) 16,060,000 shares of common stock of Ultrapetrol (Bahamas) Limited held for the account of Sparrow CI Sub Ltd.  See Item 5 of this Schedule 13D.
8

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Page 9 of 12 – SEC Filing

1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
  Southern Cross Latin America Private Equity Fund IV, L.P.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
☒
(b)
☐
3
SEC USE ONLY
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
  OO
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
☐
6
CITIZENSHIP OR PLACE OF ORGANIZATION
  Ontario, Canada
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
  0
8
SHARED VOTING POWER
  119,266,821*
9
SOLE DISPOSITIVE POWER
  0
10
SHARED DISPOSITIVE POWER
  119,266,821*
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
  119,266,821*
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
  84.7%
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
  PN
* Represents (i) 103,206,821 shares of common stock of Ultrapetrol (Bahamas) Limited held for the account of Sparrow Capital Investments Ltd., and (ii) 16,060,000 shares of common stock of Ultrapetrol (Bahamas) Limited held for the account of Sparrow CI Sub Ltd.  See Item 5 of this Schedule 13D.
9

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Page 10 of 12 – SEC Filing

1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
  SC GP Company IV Limited
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
☒
(b)
☐
3
SEC USE ONLY
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
  OO
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
☐
6
CITIZENSHIP OR PLACE OF ORGANIZATION
  Ireland
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
  0
8
SHARED VOTING POWER
  119,266,821*
9
SOLE DISPOSITIVE POWER
  0
10
SHARED DISPOSITIVE POWER
  119,266,821*
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
  119,266,821*
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
  84.7%
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
  CO
* Represents (i) 103,206,821 shares of common stock of Ultrapetrol (Bahamas) Limited held for the account of Sparrow Capital Investments Ltd., and (ii) 16,060,000 shares of common stock of Ultrapetrol (Bahamas) Limited held for the account of Sparrow CI Sub Ltd.  See Item 5 of this Schedule 13D.
11

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Page 11 of 12 – SEC Filing

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.
Dated: April 6, 2017
SPARROW CAPITAL INVESTMENTS LTD.
By:
/s/ Ricardo Rodriguez
Name: Ricardo Rodriguez
Title: Director
SPARROW CI SUB LTD.
By:
/s/ Ricardo Rodriguez
Name: Ricardo Rodriguez
Title: Director
TRITON SHIPPING LTD.
By:
/s/ Ricardo Rodriguez
Name: Ricardo Rodriguez
Title: Director
QUATTRO SHIPPING HOLDINGS LTD.
By:
/s/ Ricardo Rodriguez
Name: Ricardo Rodriguez
Title: Director
SOUTHERN CROSS LATIN AMERICA PRIVATE EQUITY FUND III, L.P.
By: Southern Cross Capital Partners III, L.P., its general partner
By: SC GP Company III, its general partner
By:
/s/ Ricardo Rodriguez
Name: Ricardo Rodriguez
Title: Director
SOUTHERN CROSS CAPITAL PARTNERS III, L.P.
By: SC GP Company III, its general partner
By:
/s/ Ricardo Rodriguez
Name: Ricardo Rodriguez
Title: Director
SC GP COMPANY III
By:
/s/ Ricardo Rodriguez
Name: Ricardo Rodriguez
Title: Director
13

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Page 12 of 12 – SEC Filing

SOUTHERN CROSS LATIN AMERICA PRIVATE EQUITY FUND IV, L.P.
By: Southern Cross Capital Partners IV, L.P., its general partner
By: SC GP Company IV Limited, its general partner
By:
/s/ Ricardo Rodriguez
Name: Ricardo Rodriguez
Title: Director
SOUTHERN CROSS CAPITAL PARTNERS IV, L.P.
By: SC GP Company IV Limited, its general partner
By:
/s/ Ricardo Rodriguez
Name: Ricardo Rodriguez
Title: Director
SC GP COMPANY IV LIMITED
By:
/s/ Ricardo Rodriguez
Name: Ricardo Rodriguez
Title: Director
14


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