Sphinx Investment Corp. Amends Performance Shipping Stake

TL;DR

Sphinx Investment Corp. just updated its stake in Performance Shipping Inc. - watch this space.

AI Summary

On June 27, 2024, Sphinx Investment Corp. filed an amendment to its Schedule 13D/A for Performance Shipping Inc. The filing indicates a change in beneficial ownership, with Sphinx Investment Corp. now holding a significant stake. The filing does not specify the exact number of shares or dollar amount, but it is an amendment to a previous filing.

Why It Matters

This amendment signals a potential shift in control or influence over Performance Shipping Inc., which could impact its strategic direction and stock performance.

Risk Assessment

Risk Level: medium — Amendments to 13D filings often indicate significant changes in a major shareholder's position, which can lead to increased volatility.

Key Players & Entities

• Sphinx Investment Corp. (company) — Filing entity
• Performance Shipping Inc. (company) — Subject company
• George Economou (person) — Group member
• Maryport Navigation Corp. (company) — Group member

FAQ

Key Financial Figures

• $0.01 — mes of Filing Persons) Common shares, $0.01 par value (including the associated P
• $3.00 — may be amended from time to time)), for $3.00 per Share in cash, without interest, le
• $1.68 — Shares on the Nasdaq Capital Market was $1.68 per Share. On June 26, 2024, the last f
• $0.10 — aggregate amount of $0.01 per share (or $0.10 per share as adjusted for the reverse s

Filing Documents

• tm2418378d1_sctota.htm (SC TO-T/A) — 109KB
• tm2418378d1_ex99a1q.htm (EX-99.(A)(1)(Q)) — 11KB
• 0001104659-24-075527.txt ( ) — 123KB

From the Filing

SC TO-T/A 1 tm2418378d1_sctota.htm SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (RULE 14d-100) Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 6) Performance Shipping Inc. (Name of Subject Company (Issuer)) Sphinx Investment Corp. (Offeror) Maryport Navigation Corp. (Parent of Offeror) George Economou (Affiliate of Offeror) (Names of Filing Persons) Common shares, $0.01 par value (including the associated Preferred stock purchase rights) (Title of Class of Securities) Y67305105 (CUSIP Number of Class of Securities) Kleanthis Spathias c/o Levante Services Limited Leoforos Evagorou 31, 2 nd Floor, Office 21 1066 Nicosia, Cyprus +35 722 010610 (Name, address and telephone number of person authorized to receive notices and communications on behalf of filing persons) With a copy to : Richard M. Brand Kiran S. Kadekar Cadwalader, Wickersham & Taft LLP 200 Liberty Street New York, NY 10281 (212) 504-6000 ¨ Check the box if the filing relates solely to preliminary communications made before the commencement of a tender offer. Check the appropriate boxes below to designate any transactions to which the statement relates: third-party tender offer subject to Rule 14d-1. issuer tender offer subject to Rule 13e-4. ¨ going-private transaction subject to Rule 13e-3. amendment to Schedule 13D under Rule 13d-2. Check the following box if the filing is a final amendment reporting the results of the tender offer: ¨ If applicable, check the appropriate box(es) below to designate the appropriate rule provision(s) relied upon: ¨ Rule 13e-4(i) (Cross-Border Issuer Tender Offer) ¨ Rule 14d-1(d) (Cross-Border Third-Party Tender Offer) As permitted by General Instruction G to Schedule TO, this Schedule TO is also Amendment No. 11 to the Schedule 13D filed by Sphinx Investment Corp. (the “ Offeror ”), Maryport Navigation Corp. and Mr. George Economou on August 25, 2023 (and amended on August 31, 2023, September 5, 2023 and September 15, 2023, further amended twice on each of October 11, 2023 and October 30, 2023, and further amended on November 15, 2023, December 5, 2023 and March 26, 2024) in respect of the Common Shares of the Company. CUSIP No. Y67305105 1. Names of Reporting Persons Sphinx Investment Corp. 2. Check the Appropriate Box if a Member of a Group (See Instructions) (a) o (b) x 3. SEC Use Only 4. Source of Funds (See Instructions) WC 5. Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o 6. Citizenship or Place of Organization Republic of the Marshall Islands Number of Shares Beneficially Owned by Each Reporting Person With 7. Sole Voting Power 0 8. Shared Voting Power 1,033,859* 9. Sole Dispositive Power 0 10. Shared Dispositive Power 1,033,859* 11. Aggregate Amount Beneficially Owned by Each Reporting Person 1,033,859* 12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o 13. Percent of Class Represented by Amount in Row (11) 8.4%** 14. Type of Reporting Person (See Instructions) CO * All reported Common Shares are held by Sphinx Investment Corp. Sphinx Investment Corp. is a wholly-owned subsidiary of Maryport Navigation Corp., which is a Liberian company controlled by Mr. Economou. ** Based on the 12,310,930 Common Shares stated by the Issuer as being outstanding as at May 29, 2024 in Exhibit 99.1 to Form 6-K filed with the United States Securities and Exchange Commission (the “ SEC ”) on May 30, 2024 (the “ Form 6-K ”). CUSIP No. Y67305105 1. Names of Reporting Persons Maryport Navigation Corp. 2. Check the Appropriate Box if a Member of a Group (See Instructions) (a) o (b) x 3. SEC Use Only 4. Source of Funds (See Instructions) AF 5. Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o 6. Citizenship or Place of Organization Liberia Number of Shares Beneficially Owned by Each Reporting Person With 7. Sole Voting Power 0 8. Shared Voting Power 1,033,859* 9. Sole Dispositive Power 0 10. Shared Dispositive Power 1,033,859* 11. Aggregate Amount Beneficially Owned by Each Reporting Person 1,033,859* 12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o 13. Percent of Class Represented by Amount in Row (11) 8.4%** 14. Type of Reporting Person (See Instructions) CO * All reported Common Shares are held by Sphinx Investment Corp. Sphinx Investment Corp. is a wholly-owned subsidiary of Maryport Navigation Corp., which is a Liberian company controlled by Mr. Economou. ** Based on the 12,310,930 Common Shares stated by the Issuer as being outstanding as at May 29, 2024 in its Form

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View this SC 13D/A filing on SEC EDGAR