Amended Statement of Beneficial Ownership (sc 13d/a)
October 01 2020 - 8:01AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
SCHEDULE 13D/A
Under the Securities Exchange Act of 1934
(Amendment
No. 2)*
Golar LNG Limited
(Name of Issuer)
Common Shares, par value
$0.01 per share
(Title of Class of Securities)
G9456A100
(CUSIP Number)
Nick Fell
BW Maritime Pte. Ltd.
Mapletree Business City, #18-01 10
Pasir Panjang
Road
Singapore 117438
Telephone: +65 (0) 6434 5818
(Name, Address and Telephone
Number of Person
Authorized to Receive Notices and Communications)
October 1, 2020
(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 o.
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. G9456A100
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SCHEDULE 13D/A
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Page 2 of 4 Pages
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1
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NAME OF REPORTING PERSONS
BW Group Limited
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) ☐
(b) ☐
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
WC
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
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☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
Bermuda
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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7
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SOLE VOTING POWER
5,642,317
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8
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SHARED VOTING POWER
0
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9
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SOLE DISPOSITIVE POWER
5,642,317
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10
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SHARED DISPOSITIVE POWER
0
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,642,317
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.77%1
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14
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TYPE OF REPORTING PERSON (See Instructions)
CO
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1
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This percentage is based on a total of 97.8 million common shares
outstanding based on disclosures in the Issuer’s current report on Form 6-K furnished to the Securities and Exchange Commission
on August 13, 2020.
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CUSIP No. G9456A100
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SCHEDULE 13D/A
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Page 3 of 4 Pages
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Item
1.
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Security
and Issuer
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This Amendment
No. 2 to Schedule 13D (“Amendment No. 2”) is being filed by the undersigned, pursuant to §240.13d-2(a) under
the Act, with respect to the common shares, par value $0.01 per share (the “Common Shares”), of Golar LNG Limited,
Inc., a company incorporated under the laws of Bermuda (the “Issuer”), whose principal executive offices are located
at 2nd Floor, S.E. Pearman Building, 9 Par-la-Ville Road, Hamilton HM 11, Bermuda. This Amendment No. 2 amends and supplements
the statement on the Schedule 13D filed with the Securities and Exchange Commission (the “SEC”) on March 23, 2020,
as amended by Amendment No. 1, filed with the SEC on June 10, 2020 (collectively with this Amendment No. 2, the “Schedule
13D”). Except as specifically provided herein, this Amendment No. 2 does not modify any of the information previously
reported in the Schedule 13D. Capitalized terms used herein and not otherwise defined in this Amendment No. 2 have the meanings
set forth in the Schedule 13D.
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Item
5.
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Interest
in Securities of the Issuer
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Item 5(a), (b) and (c) of the Schedule 13D is hereby amended and supplemented
as follows:
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(a)
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As of October 1, 2020, BWG may
be deemed to beneficially own 5,642,317 Common Shares, representing approximately 5.77% of the outstanding Common Shares.
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The foregoing beneficial ownership percentage is based on a total of 97.8 million Common
Shares outstanding based on disclosures in the Issuer’s current report on Form 6-K furnished to the Securities and Exchange
Commission on August 13, 2020.
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(b)
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BWG has sole voting power and sole dispositive power over 5,642,317 Common Shares.
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(c)
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On September 29, 2020,
BWG bought 357,462 Common Shares at a weighted average price of $5.9855 per share. The actual prices for these transactions
ranged from $5.665 to $6.00, inclusive. On September 30, 2020, BWG bought 78,942 Common Shares at a weighted average price
of $5.9340 per share. The actual prices for these transactions ranged from $5.74 to $6.00, inclusive. These transactions
were effected in the open market through a broker.
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CUSIP No. G9456A100
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SCHEDULE 13D/A
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Page 4 of 4 Pages
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SIGNATURES
After reasonable
inquiry and to the best of his or its knowledge and belief, the undersigned certifies that the information set forth in this statement
is true, complete and correct.
Date: October 1, 2020
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BW Group Limited
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By:
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/s/ Nicholas John Oxleigh Fell
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Name:
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Nicholas John Oxleigh Fell
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Title:
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Authorized Signatory
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