Initial Statement of Beneficial Ownership (3)
May 18 2021 - 11:40AM
Edgar (US Regulatory)
FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0104
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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CYRUS CAPITAL PARTNERS, L.P. |
2. Date of Event Requiring Statement (MM/DD/YYYY)
4/30/2021
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3. Issuer Name and Ticker or Trading Symbol
Garrett Motion Inc. [GTX]
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(Last)
(First)
(Middle)
65 EAST 55TH STREET, 35TH FLOOR, |
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director ___X___ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Street)
NEW YORK, NY 10022
(City)
(State)
(Zip)
| 5. If Amendment, Date Original Filed(MM/DD/YYYY)
| 6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Beneficially Owned
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1.Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common Stock | 10220254 | I | See Footnotes (1)(2) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 4) | 2. Date Exercisable and Expiration Date (MM/DD/YYYY) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) |
Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Series A Preferred Stock | (3) | (3) | Common Stock | 22972264 (3) | (3) | I | See Footnotes (1)(2) |
Explanation of Responses: |
(1) | These securities of Garrett Motion Inc. (the "Company") are beneficially owned by (i) Cyrus Capital Partners, L.P. ("Cyrus Capital Partners"), as a result of being the investment manager of certain private funds and managed accounts that directly hold the securities, including Cyrus 1740 Master Fund, L.P., Canary SC Master Fund, L.P., Cyrus Opportunities Master Fund II, Ltd., Crescent 1, L.P., CRS Master Fund, L.P., Cyrus Select Opportunities Master Fund, Ltd., Cyrus Select Opportunities Master Fund II, L.P., PC Investors III LLC, and Peterson Capital Investors LLC, (ii) Cyrus Capital Partners GP, L.L.C. ("Cyrus Capital GP"), as a result of being the sole general partner of Cyrus Capital Partners, and (iii) Stephen C. Freidheim, as a result of being the Chief Investment Officer of Cyrus Capital Partners and the sole member and manager of Cyrus Capital GP (collectively, the "Reporting Persons"). |
(2) | (Continued from Footnote 1) Each of the Reporting Persons disclaims beneficial ownership of any securities reported by any person except to the extent of their pecuniary interest therein. |
(3) | Represents the amount of Common Stock initially issuable upon conversion of the Series A Preferred Stock on the date of event requiring this report. Shares of Series A Preferred Stock are convertible, at the holder's election, at the conversion rate (as defined in the Company's certificate of designation of Series A Preferred Stock), which initially is 1:1. The shares of Series A Preferred Stock have no expiration date. |
Remarks: The Reporting Persons are jointly filing this Form 3. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
CYRUS CAPITAL PARTNERS, L.P. 65 EAST 55TH STREET, 35TH FLOOR NEW YORK, NY 10022 |
| X |
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CYRUS CAPITAL PARTNERS GP, LLC C/O CYRUS CAPITAL PARTNERS, L.P. 65TH EAST 55TH STREET, 35TH FLOOR NEW YORK, NY 10022 |
| X |
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FREIDHEIM STEPHEN C C/O CYRUS CAPITAL PARTNERS, L.P. 65TH EAST 55TH STREET, 35TH FLOOR NEW YORK, NY 10022 |
| X |
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Signatures
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STEPHEN C. FREIDHEIM, By: /s/ Stephen C. Freidheim | | 5/18/2021 |
**Signature of Reporting Person | Date |
CYRUS CAPITAL PARTNERS GP, L.L.C., By: /s/ Stephen C. Freidheim, Stephen C. Freidheim, its Sole Member/Manager | | 5/18/2021 |
**Signature of Reporting Person | Date |
CYRUS CAPITAL PARTNERS, L.P., By: Cyrus Capital Partners GP, L.L.C., its general partner, By: /s/ Stephen C. Freidheim, Stephen C. Freidheim, its Sole Member/Manager | | 5/18/2021 |
**Signature of Reporting Person | Date |
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