Sec Form 13D Filing - Abra Marinvest Inc. filing for PERFORMANCE SHIPPING INC P (PSHG) - 2019-12-09

Performance Shipping Inc.

(Name of Issuer)

Common Stock, $0.01 par value per share

(Title of Class of Securities)

Y67305105

(CUSIP Number)

 

Attn:  Mr. Ioannis Zafirakis

Pendelis 18, 175 64 Palaio Faliro

Athens, Greece

+30-216-600-24000

(Name, Address and Telephone Number of Person Authorized to Receive

Notices and Communications)

November 19, 2019

(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 ss.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).

CUSIP No.

Y67305105

 

 

1.

NAME OF REPORTING PERSONS

 

 

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

 

 

 

 

 

Ioannis Zafirakis

 

2.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

 

 

(a)

[_]

 

 

(b)

[x]

3.

SEC USE ONLY

 

4.

SOURCE OF FUNDS

&# xA0;

 

 

 

 

OO

 

5.

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)

 

[_]

 

 

 

6.

CITIZENSHIP OR PLACE OF ORGANIZATION

 

 

 

 

 

Greece

 

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

 

 

 

7.

SOLE VOTING POWER

 

 

 

0

 

8.

SHARED VOTING POWER

 

 

 

2,000,183

 

9.

SOLE DISPOSITIVE POWER

 

 

0

 

10.

SHARED DISPOSITIVE POWER

 

 

 

 

2,000,183

 

 

 

 

11.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

 

 

 

 

2,000,183

 

12.

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*

 

[_]

13.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

 

 

4.08%

 

14.

TYPE OF REPORTING PERSON

 

 

 

 

 

IN

 

 

 

 

CUSIP No.

Y67305105

 

 

1.

NAME OF REPORTING PERSONS

 

 

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

 

 

 

 

 

Abra Marinvest Inc.

 

2.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

 

 

(a)

[_]

 

 

(b)

[x]

3.

SEC USE ONLY

 

4.

SOURCE OF FUNDS

 

 

 

 

 

OO

 

5.

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)

 

[_]

 

 

 

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

 

 

 

2,000,183

 

9.

SOLE DISPOSITIVE POWER

 

 

0

 

10.

SHARED DISPOSITIVE POWER

 

 

 

 

2,000,183

 

11.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

 

 

 

 

2,000,183

 

12.

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*

 

[_]

13.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

 

 

4.08%

 

14.

TYPE OF REPORTING PERSON

 

 

 

 

 

CO

 

 

 

 

Item 1.

Security and Issuer.

 

 

 

 

 

This Amendment No. 2 to the Schedule 13D filed with the Commission on March 21, 2019 relates to Shares of the Issuer. The principal executive office and mailing address of the Issuer is Pendelis 18, 175 64 Palaio Faliro, Athens, Greece.

 

 

 

 

Item 2.

Identity and Background.

 

 

 

 

 

This Amendment No. 2 is being filed on behalf of Ioannis Zafirakis (“Zafirakis”), a citizen of Greece, and Abra Marinvest Inc., a Marshall Islands corporation (“Abra”). Zafirakis and Abra are collectively referred to as the “Reporting Persons.”  Zafirakis may be deemed to beneficially own all of the Shares of the Issuer directly owned by Abra, by virtue of his control of Abra.

 

The principal business address for Abra is Ymittou 6, 17564 Palaio Faliro, Athens, Greece. The principal business address for Zafirakis is Pendelis 18, 175 64 Palaio Faliro, Athens, Greece.

 

To the best of the Reporting Persons' knowledge, the Reporting Persons have not, during the last five years, been (i) convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding were not and are not 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 violations with respect to such laws.

 

 

 

 

Item 3.

Source and Amount of Funds or Other Consideration.

 

 

 

 

 

This Amendment No. 2 amends the Schedule 13D to add the following paragraph to Item 3 of the Schedule 13D:

There are no material changes from the Amendment No. 1 to Schedule 13D that was filed on June 28, 2019.

 

 

 

 

Item 4.

Purpose of Transaction.

 

 

 

 

 

Item 4 of the Schedule 13D that was filed on March 21, 2019 is hereby amended and restated in its entirety as follows:

Zafirakis, the Chief Strategy Officer and Secretary of the Issuer, may have influence over the corporate activities of the Issuer, including activities which may relate to items described in subparagraphs (a) through (j) of Item 4 of Schedule 13D.

Depending upon overall market conditions, other investment opportunities available to the Reporting Persons, and the availability of Shares at prices that would make the purchase of additional Shares desirable, the Reporting Persons may endeavor to increase their position in the Issuer through, among other things, the purchase of Shares on the open market or in private transactions or otherwise, on such terms and at such times as the Reporting Persons may deem advisable.

 

No Reporting Person has any present plan or proposal which would relate to or result in any of the matters set forth in subparagraphs (a) - (j) of Item 4 of Schedule 13D except as set forth herein or such as would occur upon completion of any of the actions discussed above.

 

Item 5.

Interest in Securities of the Issuer.

 

 

 

 

 

Item 5 of the Schedule 13D that was filed on March 21, 2019 is hereby amended and restated in its entirety as follows:

 

Abra owns an aggregate of 2,000,183 Shares, representing 4.08% of the Issuer's issued and outstanding Shares. Zafirakis indirectly may be deemed to beneficially own 2,000,183 Shares in aggregate, representing 4.08% of the Issuer's issued and outstanding shares, through Abra, as the result of his ability to control such entity.

 

Abra has the sole power to vote or direct the vote of 0 Shares and has the shared power to vote or direct the vote of 2,000,183 Shares, representing 4.08% of the Issuer's issued and outstanding Shares. Zafirakis has the sole power to vote or direct the vote of 0 Shares and has the shared power to vote or direct the vote of 2,000,183 Shares, in aggregate, representing 4.08% of the Issuer's issued and outstanding Shares, through Abra.

 

(c.) No transactions in the Shares were effected by the Reporting Person during the past 60 days.

 

(d.) No other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, any of the Shares beneficially owned by the Reporting Persons.

 

(e.) Not applicable.

 

 

 

 

Item 6.

Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.

 

 

 

 

 

There are no material changes from the Amendment No. 1 to Schedule 13D that was filed on June 28, 2019.

 

 

 

 

Item 7.

Material to be Filed as Exhibits.

Exhibit A Joint Filing Agreement dated December 6, 2019 among the Reporting Persons

 

 

 

December 6, 2019

 

 

(Date)

 

 

 

Abra Marinvest Inc.

 

By

 

/s/ Ioannis Zafirakis

 

 

Ioannis Zafirakis

Principal

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

/s/ Ioannis Zafirakis

 

 

Ioannis Zafirakis

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Abra Marinvest Inc.

  

By

  

/s/ Ioannis Zafirakis

 

 

Ioannis Zafirakis

Principal

  

 

 

 

 

 

 

 

 

 

 

 

 

 

 

/s/ Ioannis Zafirakis

 

 

Ioannis Zafirakis