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Filing Details

Accession Number:: 0001193125-17-038052
Form Type:: 13G Filing
Publication Date:: 2017-02-10 15:21:56

Filed By:: Mustang Investment Holdings L.p.
Company:: Multi Packaging Solutions International Ltd
Filing Date:: 2017-02-10
SEC Url:: 13G Filing

Ownership Summary

Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.

Name	Sole Voting Power	Shared Voting Power	Sole Dispositive Power	Shared Dispositive Power	Aggregate Amount Owned Power	Percent of Class
Mustang Investment Holdings	0	23,482,216	0	23,482,216	23,482,216	30.32%
MDP Global Investors II Ltd	0	23,482,216	0	23,482,216	23,482,216	30.32%

Filing

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 1)*

Multi Packaging Solutions International Limited

(Name of Issuer)

Common Shares, par value $1.00 per share

(Title of Class of Securities)

G6331W109

(CUSIP Number)

December 31, 2016

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

☐ Rule 13d-1(b)

☐ Rule 13d-1(c)

☒ Rule 13d-1(d)

*	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 the disclosures provided in a prior cover page.

The information required in 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).


1.	Names of Reporting Persons Mustang Investment Holdings L.P.
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☐ (b) ☐
3.	SEC Use Only
4.	Citizenship or Place of Organization Cayman Islands
Number of Shares Beneficially Owned by Each Reporting Person With		5.	Sole Voting Power 0
		6.	Shared Voting Power 23,482,216
		7.	Sole Dispositive Power 0
		8.	Shared Dispositive Power 23,482,216
9.	Aggregate Amount Beneficially Owned by Each Reporting Person 23,482,216
10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ☐
11.	Percent of Class Represented by Amount in Row (9) 30.32%⁽¹⁾
12.	Type of Reporting Person (See Instructions) PN

¹	Based on 77,452,946 Common Shares outstanding as of November 4, 2016, as reported in the Issuers quarterly report on Form 10-Q filed with the U.S. Securities and Exchange Commission on November 9, 2016.


1.	Names of Reporting Persons MDP Global Investors II Ltd.
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☐ (b) ☐
3.	SEC Use Only
4.	Citizenship or Place of Organization Cayman Islands
Number of Shares Beneficially Owned by Each Reporting Person With		5.	Sole Voting Power 0
		6.	Shared Voting Power 23,482,216
		7.	Sole Dispositive Power 0
		8.	Shared Dispositive Power 23,482,216
9.	Aggregate Amount Beneficially Owned by Each Reporting Person 23,482,216
10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ☐
11.	Percent of Class Represented by Amount in Row (9) 30.32%⁽¹⁾
12.	Type of Reporting Person (See Instructions) CO

¹	Based on 77,452,946 Common Shares outstanding as of November 4, 2016, as reported in the Issuers quarterly report on Form 10-Q filed with the U.S. Securities and Exchange Commission on November 9, 2016.

Item 1.

(a)

Name of Issuer

Multi Packaging Solutions International Limited (the Company)

(b)

Address of Issuers Principal Executive Offices

Clarendon House, 2 Church Street

Hamilton, Bermuda

Item 2.

(a)

Name of Person Filing

This Schedule 13G/A (the Schedule 13G) is being filed jointly by each of Mustang Investment Holdings L.P. and MDP Global Investors II Limited (collectively, the Reporting Persons) pursuant to the Joint Filing Agreement filed as Exhibit A to the Schedule 13G filed by the Reporting Persons on February 12, 2016.

(b)

Address of Principal Business Office or, if none, Residence

The address of the principal business office for all Reporting Persons is:

70 W. Madison

Suite 4600

Chicago, Illinois 60602

(c)

Citizenship

The place of organization of each of the Reporting Persons is set forth on such Reporting Persons cover page.

(d)

Title of Class of Securities

Common Shares, par value $1.00 per share (the Common Shares)

(e)

CUSIP Number

G6331W109

Item 3. If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

Not Applicable.


(a)	☐	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);

(b)	☐	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);

(c)	☐	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);

(d)	☐	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);

(e)	☐	An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

(f)	☐	An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

(g)	☐	A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);

(h)	☐	A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

(i)	☐	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

(j)	☐	A non-U.S. institution in accordance with § 240.13d1(b)(1)(ii)(J);

(k)	☐	Group, in accordance with § 240.13d1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with § 240.13d1(b)(1)(ii)(J), please specify the type of institution:

Item 4.

Ownership

The information set forth in Rows 5 through 11 of the cover pages to this Schedule 13G is incorporated herein by reference for each Reporting Person.

Mustang Investment Holdings L.P. (Holdings) holds a total of 23,482,216 Common Shares of the Company. MDP Global Investors II Limited (GP) is the sole general partner of Holdings. By virtue of this relationship, each of the Reporting Persons may be deemed to share beneficial ownership of the Common Shares of the Company held by Holdings.

Item 5.

Ownership of Five Percent or Less of a Class

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following ☐.

Item 6.

Ownership of More than Five Percent on Behalf of Another Person

Not Applicable.

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person

Not Applicable.

Item 8.

Identification and Classification of Members of the Group

Not applicable.

Item 9.

Notice of Dissolution of Group

Not Applicable.

Item 10.

Certification

Not Applicable.

Signature

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.

Date: February 10, 2017


MDP GLOBAL INVESTORS II LIMITED

By:		/s/ Thomas S. Souleles
		Name: Thomas S. Souleles Title: Managing Director

MUSTANG INVESTMENT HOLDINGS L.P.

By:		MDP Global Investors II Limited its General Partner

By:		/s/ Thomas S. Souleles
		Name: Thomas S. Souleles Title: Managing Director