Item 1. Security and Issuer.
This Amendment No. 1 amends the Schedule 13D filed on October 29, 2020 (the “Original Schedule 13D” and, as amended, the “Schedule
13D”). This statement of beneficial ownership on Schedule 13D relates to the shares of common stock, $0.001 par value per share (the “Shares”), of Garrett Motion Inc., a Delaware corporation (the “Company”). According to the
Company, the address of its principal executive office is La Pièce 16, Rolle, Switzerland 1180. Unless specifically amended hereby, the disclosures set forth in the Original Schedule 13D remain unchanged. Capitalized terms used but not
otherwise defined herein have the meanings given to them in the Original Schedule 13D filed on October 29, 2020.
Item 3. Source and Amount
of Funds or Other Consideration.
On October 29, October 30, and November 2, 2020, the Reporting Person invested approximately
$7,373,621 to purchase additional 1,948,349 Shares. In total, the Reporting Person invested approximately $9,016,614 to purchase 2,415,549 Shares. The Reporting Person used cash on hand to fund such purchases. No borrowed funds were used to purchase
the Shares.
Item 4. Purpose of Transaction.
Item 4 of the Original Schedule 13D is hereby amended as follows:
On November 2, 2020, the Reporting Person entered into the second amended and restated coordination agreement (the “Second A&R Coordination
Agreement”) with the Equity Commitment Parties and certain consenting noteholders named therein (the “Consenting Noteholders”), in anticipation of submitting an alternative proposal for a plan of reorganization (the “Proposed
Plan”) to the Company. The Second A&R Coordination Agreement amended and restated the A&R Coordination Agreement entered into by the Reporting Person and the Equity Commitment Parties on October 20, 2020 to provide, in particular, that
the Consenting Noteholders shall receive payment in full in cash of (1) all outstanding principal and accrued and unpaid interest under the Company’s 5.125% senior secured notes (the “Senior Notes”) at the contractual non-default rate
plus (2) $15 million on account of claims arising under, derived from, or based on the applicable premium (as defined in the relevant indenture). The Proposed Plan has not been approved by the Company and is subject to milestones and conditions that
may not occur or be satisfied. As such, there is no assurance that the Proposed Plan will be completed on the terms set forth in the Second A&R Coordination Agreement, or at all.
The foregoing description of the Second A&R Coordination Agreement is qualified in its entirety by the terms and conditions of Second A&R Coordination
Agreement, which is filed as Exhibit 99.1 hereto.
The Reporting Person, the Equity Commitment Parties and the Consenting Noteholders (to the extent they
own Shares of Common Stock) may be deemed to constitute a group for purposes of Rule 13d-3 under the Act. The Reporting Person reserves the right to act independently and without respect to the other Equity Commitment Parties and the Consenting
Noteholders, subject to the Second A&R Coordination Agreement, and to change its plans or proposals at any time, including with respect to any matter set forth in items (a) through (j) of Item 4 of Schedule 13D.
Certain of the other Equity Commitment Parties have filed, and the Reporting Person anticipates that other Equity Commitment Parties and Consenting
Noteholders may file additional, separate statements of beneficial ownership on Schedule 13D pursuant to Rule 13d-1(k)(2) under the Act containing their required information. The Reporting Person assumes no responsibility for the information
contained in any filings by any other person. The Reporting Person expressly disclaims beneficial ownership of any securities beneficially owned or acquired by any other person except to the extent of its pecuniary interest, if any, therein. Based
on information provided by the Equity Commitment Parties and the Consenting Noteholders, the Reporting Person believes that the Equity Commitment Parties and the Consenting Noteholders beneficially own in the aggregate 51% of the outstanding Shares
as of the date of this statement.
Item 5. Interest in Securities of the Issuer.
(a) The responses to Items 7-13 of the cover pages of this Schedule 13D are incorporated by reference
herein.
(b) The responses to Items 7-13 of the cover pages of this Schedule 13D are incorporated
by reference herein.
(c) The information set forth in response to Item 3 is incorporated by reference herein. During the past 60 days, the
Reporting Person has not effected any transactions in the Shares, except as set forth on Schedule A hereto.
(d) No other person has the
right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Shares set forth above.
(e)
Not Applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
The information set forth in Item 4 is incorporated by reference into this Item 6.