UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
Under the Securities Exchange Act of 1934
(Amendment No.1)*
Ardmore Shipping Corporation
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(Name of Issuer)
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Common stock, par value $0.01 per share
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(Title of Class of Securities)
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Y0207T100
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(CUSIP Number)
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April 20, 2022
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(Date of Event which Requires Filing of this Statement)
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Check
the appropriate box to designate the rule pursuant to which this
Schedule is filed:
☐
Rule 13d-1(b)
☒
Rule 13d-1(c)
☐ Rule
13d-1(d)
*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 the disclosures provided
in a prior cover page.
The information required in 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).
SCHEDULE 13G
1
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Names of Reporting Persons
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EPS
Ventures Ltd
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2
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Check the appropriate box if a member of a Group
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(a) ☐
(b) ☒
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3
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Sec Use Only
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4
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Citizenship or Place of Organization
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Republic of the Marshall Islands
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Number of Shares Beneficially Owned by Each Reporting Person
With:
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5
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Sole Voting Power
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0
shares of common stock
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6
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Shared Voting Power
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3,625,000 shares of common stock
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7
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Sole Dispositive Power
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0
shares of common stock
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8
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Shared Dispositive Power
3,625,000 shares of common stock
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9
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Aggregate Amount Beneficially Owned by Each Reporting Person
3,625,000 shares of common stock
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10
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Check box if the aggregate amount in row (9) excludes certain
shares
|
|
11
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Percent of class represented by amount in row (9)
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10.5489%
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12
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Type of Reporting Person
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CO
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1
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Names of Reporting Persons
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Quantum Pacific Shipping Limited
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2
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Check the appropriate box if a member of a Group
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(a) ☐
(b) ☒
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3
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Sec Use Only
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4
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Citizenship or Place of Organization
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Republic of Liberia
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Number of Shares Beneficially Owned by Each Reporting Person
With
|
5
|
Sole Voting Power
0 shares of common stock
|
6
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Shared Voting Power
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3,625,000 shares of common stock
|
7
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Sole Dispositive Power
0 shares of common stock
|
8
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Shared Dispositive Power
3,625,000 shares of common stock
|
9
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Aggregate Amount Beneficially Owned by Each Reporting Person
3,625,000 shares of common stock
|
10
|
Check box if the aggregate amount in row (9) excludes certain
shares
|
|
11
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Percent of class represented by amount in row (9)
10.5489%
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12
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Type of Reporting Person (See Instructions)
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CO
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(1)
The 3,625,000 shares of common stock of Ardmore Shipping
Corporation owned by EPS Ventures Ltd may be deemed to be
beneficially owned by Quantum Pacific Shipping Limited, as EPS
Ventures Ltd is a wholly-owned subsidiary of Quantum Pacific
Shipping Limited; the indirect ultimate owner of Quantum Pacific
Shipping Limited is a discretionary trust in which Mr. Idan Ofer is
the beneficiary.
Item 1(a). |
Name of Issuer:
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Ardmore Shipping Corporation
Item 1(b). |
Address of Issuer’s Principal Executive Offices:
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Belvedere Building, 69 Pitts Bay Road, Ground Floor, Pembroke,
HM08, Bermuda
Item 2(a). |
Name of Person Filing:
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EPS Ventures Ltd
Quantum Pacific Shipping Limited
Item 2(b). |
Address of Principal Business Office or, if None, Residence:
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For EPS Ventures Ltd: the Trust Company, Ajeltake Road, Ajeltake
Island, Majuro, Republic of the Marshall Islands MH 96960.
For Quantum Pacific Shipping Limited: 80 Broad Street, Monrovia,
Liberia.
EPS Ventures Ltd: the Republic of the Marshall Islands
Quantum Pacific Shipping Limited: the Republic of Liberia
Item 2(d). |
Title and Class of Securities:
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Common stock, $0.01 par value per share
Y0207T100
Item 3. |
If this statement is filed pursuant to §§ 240.13d-1(b) or
240.13d-2(b) or (c), check whether the person filing is a:
|
|
(a) |
☐ |
Broker or dealer registered under Section 15 of the Act; |
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(b) |
☐ |
Bank as defined in Section 3(a)(6) of the Act; |
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(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) |
☐ |
An investment adviser in accordance with Rule
13d-1(b)(1)(ii)(E); |
|
(f) |
☐ |
An employee benefit plan or endowment fund in accordance with Rule
13d-1(b)(1)(ii)(F); |
|
(g) |
☐ |
A parent holding company or control person in accordance with Rule
13d-1(b)(1)(ii)(G); |
|
(h) |
☐ |
A savings associations as defined in Section 3(b) of the Federal
Deposit Insurance Act (12 U.S.C. 1813); |
|
(i) |
☐ |
A church plan that is excluded from the definition of an investment
company under section 3(c)(14) of the Investment Company Act of
1940; |
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(j) |
☐ |
A non-U.S. institution in accordance with Rule
240.13d-1(b)(1)(ii)(J); |
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(k) |
☐ |
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K). If filing as
a non-U.S. institution in accordance with Rule
240.13d-1(b)(1)(ii)(J), please specify the type of
institution: |
(a) |
The
information required by Items 4(a) is set forth in Row 9 of the
cover page for each reporting person and is incorporated herein by
reference.
|
(b) |
The
information required by Items 4(b) is set forth in Row 11 of the
cover page for each reporting person and is incorporated herein by
reference.
|
(c) |
The
information required by Items 4(c) is set forth in Rows 5-8 of the
cover page for each reporting person and is incorporated herein by
reference.
|
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.
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Not applicable
Item 7. |
Identification and classification of the subsidiary which acquired
the security being reported on by the parent holding company or
control person.
|
Not applicable.
Item 8. |
Identification and classification of members of the group.
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Not applicable.
Item 9. |
Notice of Dissolution of Group.
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Not applicable.
By signing below I certify that, to the best of my 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, other
than activities solely in connection with a nomination under.
EXHIBITS
SIGNATURE
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this statement
is true, complete and correct.
Dated: April 21, 2022
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EPS
Ventures Ltd
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By:
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/s/
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Name:
John Frank Megginson
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Title: Director
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Dated: April 21, 2022
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Quantum Pacific Shipping Limited
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By:
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/s/
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Name:
John Frank Megginson
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Title: Director
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