![](https://investorshub.advfn.com/uicon/347497.png?cb=1615943620)
Friday, July 17, 2020 9:39:43 AM
Empery Asset Management, LP
2CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨
(b) ¨
3SEC USE ONLY4
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH5
SOLE VOTING POWER
6
SHARED VOTING POWER
8,333,334 shares of Common Stock
14,733,334 shares of Common Stock issuable upon exercise of Warrants (See Item 4)*
7
SOLE DISPOSITIVE POWER
8
SHARED DISPOSITIVE POWER
8,333,334 shares of Common Stock
14,733,334 shares of Common Stock issuable upon exercise of Warrants (See Item 4)*
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,333,334 shares of Common Stock
14,733,334 shares of Common Stock issuable upon exercise of Warrants (See Item 4)*
10CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES¨11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
6.35% (See Item 4)*
12
TYPE OF REPORTING PERSON
PN
* As more fully described in Item 4, the Warrants are subject to a 4.99% blocker, and the percentage set forth in row (11) gives effect to such blockers. However, as more fully described in Item 4, the securities reported in rows (6), (8) and (9) show the number of shares of Common Stock that would be issuable upon full exercise of such reported securities and do not give effect to such blockers. Therefore, the actual number of shares of Common Stock beneficially owned by such Reporting Person, after giving effect to such blockers, is less than the number of securities reported in rows (6), (8) and (9).
CUSIP No. Y1146L10913GPage 3 of 10 Pages
1
NAMES OF REPORTING PERSONS
Ryan M. Lane
2CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨
(b) ¨
3SEC USE ONLY4
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH5
SOLE VOTING POWER
6
SHARED VOTING POWER
8,333,334 shares of Common Stock
14,733,334 shares of Common Stock issuable upon exercise of Warrants (See Item 4)*
7
SOLE DISPOSITIVE POWER
8
SHARED DISPOSITIVE POWER
8,333,334 shares of Common Stock
14,733,334 shares of Common Stock issuable upon exercise of Warrants (See Item 4)*
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,333,334 shares of Common Stock
14,733,334 shares of Common Stock issuable upon exercise of Warrants (See Item 4)*
10CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES¨11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
6.35% (See Item 4)*
12
TYPE OF REPORTING PERSON
IN
* As more fully described in Item 4, the Warrants are subject to a 4.99% blocker, and the percentage set forth in row (11) gives effect to such blockers. However, as more fully described in Item 4, the securities reported in rows (6), (8) and (9) show the number of shares of Common Stock that would be issuable upon full exercise of such reported securities and do not give effect to such blockers. Therefore, the actual number of shares of Common Stock beneficially owned by such Reporting Person, after giving effect to such blockers, is less than the number of securities reported in rows (6), (8) and (9).
CUSIP No. Y1146L10913GPage 4 of 10 Pages
1
NAMES OF REPORTING PERSONS
Martin D. Hoe
2CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨
(b) ¨
3SEC USE ONLY4
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH5
SOLE VOTING POWER
6
SHARED VOTING POWER
8,333,334 shares of Common Stock
14,733,334 shares of Common Stock issuable upon exercise of Warrants (See Item 4)*
7
SOLE DISPOSITIVE POWER
8
SHARED DISPOSITIVE POWER
8,333,334 shares of Common Stock
14,733,334 shares of Common Stock issuable upon exercise of Warrants (See Item 4)*
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,333,334 shares of Common Stock
14,733,334 shares of Common Stock issuable upon exercise of Warrants (See Item 4)*
10CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES¨11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
6.35% (See Item 4)*
12
TYPE OF REPORTING PERSON
IN
* As more fully described in Item 4, the Warrants are subject to a 4.99% blocker, and the percentage set forth in row (11) gives effect to such blockers. However, as more fully described in Item 4, the securities reported in rows (6), (8) and (9) show the number of shares of Common Stock that would be issuable upon full exercise of such reported securities and do not give effect to such blockers. Therefore, the actual number of shares of Common Stock beneficially owned by such Reporting Person, after giving effect to such blockers, is less than the number of securities reported in rows (6), (8) and (9).
CUSIP No. Y1146L10913GPage 5 of 10 Pages
Item 1(a).NAME OF ISSUER: The name of the issuer is Castor Maritime Inc. (the “Company”).Item 1(b).ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES: The Company’s principal executive offices are located at Christodoulou Chatzipavlou 223, Hawaii Royal Gardens, Apart. 16, Limassol G4 3036 Cyprus.Item 2(a).NAME OF PERSON FILING:
This statement is filed by the entities and persons listed below, who are collectively referred to herein as “Reporting Persons,” with respect to the shares of Common Stock (as defined in Item 2(d) below) of the Company: Investment Manager (i) Empery Asset Management, LP (the “Investment Manager”), with respect to the shares of Common Stock held by, and underlying the Reported Warrants (as defined below) held by, funds to which the Investment Manager serves as investment manager (the “Empery Funds”). Reporting Individuals (ii) Mr. Ryan M. Lane (“Mr. Lane”), with respect to the shares of Common Stock held by, and underlying the Reported Warrants held by, the Empery Funds. (iii) Mr. Martin D. Hoe (“Mr. Hoe”), with respect to the shares of Common Stock held by, and underlying the Reported Warrants held by, the Empery Funds. The Investment Manager serves as the investment manager to each of the Empery Funds. Each of the Mr. Lane and Mr. Hoe (the “Reporting Individuals”) is a Managing Member of Empery AM GP, LLC (the “General Partner”), the general partner of the Investment Manager. Item 2(b).ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
The address of the business office of each of the Reporting Persons is: 1 Rockefeller Plaza, Suite 1205 New York, New York 10020 Item 2(c).CITIZENSHIP Citizenship is set forth in Row 4 of the cover page for each Reporting Person hereto and is incorporated herein by reference for each such Reporting Person. Item 2(d).TITLE OF CLASS OF SECURITIES: Common Stock, $0.001 par value (the “Common Stock”)
CUSIP No. Y1146L10913GPage 6 of 10 Pages
Item 2(e).CUSIP NUMBER: Y1146L109
Item 3.IF THIS STATEMENT IS FILED PURSUANT TO RULES 13d-1(b) OR 13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A:
(a)¨Broker or dealer registered under Section 15 of the Act, (b)¨Bank as defined in Section 3(a)(6) of the Act, (c)¨Insurance Company as defined in Section 3(a)(19) of the Act, (d)¨Investment Company registered under Section 8 of the Investment Company Act of 1940, (e)¨Investment Adviser registered under Section 203 of the Investment Advisers Act of 1940, (f)¨Employee Benefit Plan or Endowment Fund in accordance with Rule 13d-1(b)(1)(ii)(F), (g)¨Parent Holding Company or control person in accordance with Rule 13d-1(b)(1)(ii)(G), (h)¨Savings Association as defined in Section 3(b) of the Federal Deposit Insurance Act, (i)¨Church Plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940, (j)¨A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J); (k)¨Group, in accordance with Rule 13d-1(b)(1)(ii)(K).
If filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J), please
specify the type of institution:_______________________________
CUSIP No. Y1146L10913GPage 7 of 10 Pages
Item 4.OWNERSHIP The information as of the date of the event which requires filing of this statement required by Items 4(a) – (c) is set forth in Rows 5 – 11 of the cover page for each Reporting Person hereto and is incorporated herein by reference for each such Reporting Person. The percentage set forth in Row 11 of the cover page for each Reporting Person is based on 131,192,376 shares of Common Stock issued and outstanding as of July 12, 2020, as represented in the Company’s Prospectus Supplement on Form 424(b)(5) with the Securities and Exchange Commission on July 15, 2020 and assumes the exercise of the Company’s reported warrants (the “Reported Warrants”) subject to the Blockers (as defined below). Pursuant to the terms of the Reported Warrants, the Reporting Persons cannot exercise the Reported Warrants to the extent the Reporting Persons would beneficially own, after any such exercise, more than 4.99% of the outstanding shares of Common Stock (the “Blockers”), and the percentage set forth in Row 11 of the cover page for each Reporting Person gives effect to the Blockers. Consequently, as of the date of the event which requires the filing of this statement, the Reporting Persons were not able to exercise all of the Reported Warrants due to the Blockers. The Investment Manager, which serves as the investment manager to the Empery Funds, may be deemed to be the beneficial owner of all shares of Common Stock held by, and underlying the Reported Warrants (subject to the Blockers) held by, the Empery Funds. Each of the Reporting Individuals, as Managing Members of the General Partner of the Investment Manager with the power to exercise investment discretion, may be deemed to be the beneficial owner of all shares of Common Stock held by, and underlying the Reported Warrants (subject to the Blockers) held by, the Empery Funds. The foregoing should not be construed in and of itself as an admission by any Reporting Person as to beneficial ownership of shares of Common Stock owned by another Reporting Person. Each of the Empery Funds and the Reporting Individuals hereby disclaims any beneficial ownership of any such shares of Common Stock. Item 5.OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS. Not applicable. Item 6.OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON. See Item 2(a) above. Item 7.IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY. Not applicable. Item 8.IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP. Not applicable.
CUSIP No. Y1146L10913GPage 8 of 10 Pages
Item 9.NOTICE OF DISSOLUTION OF GROUP. Not applicable. Item 10.CERTIFICATION Each of the Reporting Persons hereby makes the following certification:
By signing below each Reporting Person certifies that, to the best of its knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.
CUSIP No. Y1146L10913GPage 9 of 10 Pages
SIGNATURES
After reasonable inquiry and to the best of our knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.
DATED: July 17, 2020 EMPERY ASSET MANAGEMENT, LP By: EMPERY AM GP, LLC, its General Partner By: /s/ Ryan M. Lane___________________ Name: Ryan M. Lane Title: Managing Member /s/ Ryan M. Lane______________________ Ryan M. Lane /s/ Martin D. Hoe______________________ Martin D. Hoe
CUSIP No. Y1146L10913GPage 10 of 10 Pages
EXHIBIT 1
JOINT ACQUISITION STATEMENT
PURSUANT TO RULE 13d-1(k)
The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint acquisition statements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate.
DATED: July 17, 2020
EMPERY ASSET MANAGEMENT, LP By: EMPERY AM GP, LLC, its General Partner By: /s/ Ryan M. Lane___________________ Name: Ryan M. Lane Title: Managing Member /s/ Ryan M. Lane______________________ Ryan M. Lane /s/ Martin D. Hoe______________________ Martin D. Hoe
Recent CTRM News
- Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16] • Edgar (US Regulatory) • 06/03/2024 01:14:01 PM
- Form SC TO-I/A - Tender offer statement by Issuer: [Amend] • Edgar (US Regulatory) • 06/03/2024 01:13:00 PM
- Castor Maritime Inc. Announces Final Results of Tender Offer to Purchase its Outstanding Common Share Purchase Warrants Issued on April 7, 2021 • GlobeNewswire Inc. • 06/03/2024 01:00:00 PM
- Castor Maritime Inc. Announces the Completion of the Sale of the M/V Magic Horizon • GlobeNewswire Inc. • 05/28/2024 01:00:00 PM
- Castor Maritime Inc. Announces the Completion of the Sale of the M/V Magic Vela • GlobeNewswire Inc. • 05/23/2024 01:00:00 PM
- Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16] • Edgar (US Regulatory) • 05/16/2024 01:19:27 PM
- Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16] • Edgar (US Regulatory) • 05/16/2024 01:17:56 PM
- Form SC TO-I/A - Tender offer statement by Issuer: [Amend] • Edgar (US Regulatory) • 05/16/2024 01:14:54 PM
- Castor Maritime Inc. Reports Net Income of $22.3 Million for the Three Months Ended March 31, 2024 • GlobeNewswire Inc. • 05/16/2024 01:00:00 PM
- Castor Maritime Inc. Extends Tender Offer to Purchase its Outstanding Common Share Purchase Warrants Issued on April 7, 2021 • GlobeNewswire Inc. • 05/16/2024 01:00:00 PM
- Castor Maritime Inc. Announces Tender Offer to Purchase its Outstanding Common Share Purchase Warrants Issued on April 7, 2021 • GlobeNewswire Inc. • 04/22/2024 01:00:00 PM
- Castor Maritime Inc. Announces the Completion of the Sale of the M/V Magic Nebula • GlobeNewswire Inc. • 04/18/2024 01:00:00 PM
- Castor Maritime Inc. Announces Compliance with Nasdaq Minimum Bid Price Requirement • GlobeNewswire Inc. • 04/15/2024 01:00:00 PM
- Castor Maritime Inc. Announces Reverse Stock Split to be Effective March 27, 2024 • GlobeNewswire Inc. • 03/22/2024 08:05:00 PM
- Castor Maritime Inc. Announces the Completion of the Sale of the M/V Magic Orion • GlobeNewswire Inc. • 03/22/2024 01:00:00 PM
- Castor Maritime Inc. Announces the Completion of the Sale of the M/V Magic Nova • GlobeNewswire Inc. • 03/12/2024 01:00:00 PM
- Castor Maritime Inc. Announces Availability of its 2023 Annual Report on Form 20-F • GlobeNewswire Inc. • 03/01/2024 02:00:00 PM
- Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16] • Edgar (US Regulatory) • 02/22/2024 02:18:35 PM
- Castor Maritime Inc. Announces the Sale of the M/V Magic Nebula for a Price of $16.2 Million with an Expected Net Gain of $2.5 Million • GlobeNewswire Inc. • 02/22/2024 02:00:00 PM
- Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16] • Edgar (US Regulatory) • 02/08/2024 02:12:29 PM
- Castor Maritime Inc. Reports Net Income of $25.0 Million for the Three Months Ended December 31, 2023 and Net Income of $38.6 Million for the Year Ended December 31, 2023 • GlobeNewswire Inc. • 02/08/2024 02:00:00 PM
- Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16] • Edgar (US Regulatory) • 01/29/2024 02:19:23 PM
- Castor Maritime Inc. Announces the Sales of the M/V Magic Nova and the M/V Magic Horizon for an Aggregate Price of $31.9 Million with an Aggregate Expected Net Gain of $9.0 Million • GlobeNewswire Inc. • 01/29/2024 02:00:00 PM
- Castor Maritime Inc. Announces the Completion of the Sale of the M/V Magic Moon • GlobeNewswire Inc. • 01/17/2024 02:00:00 PM
- Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16] • Edgar (US Regulatory) • 01/05/2024 02:11:24 PM
Bantec's Howco Short Term Department of Defense Contract Wins Will Exceed $1,100,000 for the current Quarter • BANT • Jun 25, 2024 10:00 AM
ECGI Holdings Targets $9.7 Billion Equestrian Apparel Market with Allon Brand Launch • ECGI • Jun 25, 2024 8:36 AM
Avant Technologies Addresses Progress on AI Supercomputer-Driven Data Centers • AVAI • Jun 25, 2024 8:00 AM
Green Leaf Innovations, Inc. Expands International Presence with New Partnership in Dubai • GRLF • Jun 24, 2024 8:30 AM
Bemax Inc. Positions to Capitalize on Industry Growth with New Improved Quality of Mother's Touch® Disposable Diapers • BMXC • Jun 24, 2024 8:00 AM
Last Shot Hydration Drink Announced as Official Sponsor of Red River Athletic Conference • EQLB • Jun 20, 2024 2:38 PM