CUSIP No. 38741L107
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13G
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1
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NAMES OF REPORTING PERSONS
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EJF Capital LLC
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||||
2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
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|||||
(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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Delaware
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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
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|||
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||||
6
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SHARED VOTING POWER
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4,525,198 (1)
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|||
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||||
7
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SOLE DISPOSITIVE POWER
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0
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|||
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||||
8
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SHARED DISPOSITIVE POWER
|
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||
4,525,198 (1)
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||||
9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
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|
||
4,525,198 (1)
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|||
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||||
10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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|||
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||||
11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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7.6% (1)(2)
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|||
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||||
12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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IA
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|||
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(1)
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Reflects an aggregate of 4,525,198 shares of common stock, par value $0.01 per share (“Common Stock”) that EJF Debt Opportunities Master Fund, L.P., EJF Debt Opportunities Master Fund II, LP, EJF Funding Designated Activity Company, EJF Tactical Opportunities Fund LP, EJF European Financial Fund, and a managed account managed by EJF Capital LLC (collectively, the “Record Owners”), have the right to obtain, within 60 days, upon the conversion of $42,874,000 principal amount of 5.625% Convertible Senior Notes due December 2022 (“5.625% Convertible Notes”) and $45,838,000 principal amount of 6.375% Convertible Senior Notes due October 2023 (“6.375% Convertible Notes”) held by the Record Owners. See Item 4. |
(2)
|
Based on 55,205,082 shares of Common Stock outstanding as of November 6, 2020, as reflected in the Form 10-Q filed by the Issuer with the U.S.
Securities and Exchange Commission (“SEC”) on November 9, 2020, together with an additional 4,525,198 shares of Common Stock that the Record Owners, in the aggregate, have the right to obtain, within 60 days, upon conversion of the 5.625%
Convertible Notes and 6.375% Convertible Notes held by the Record Owners.
|
CUSIP No. 38741L107
|
13G
|
1
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NAMES OF REPORTING PERSONS
|
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|
||
Emanuel J. Friedman
|
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||||
2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
|
|||||
(b)☒
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|
|||
3
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SEC USE ONLY
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|||
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||||
4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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United States
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||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
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0
|
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|
|||
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|
||||
6
|
SHARED VOTING POWER
|
|
|
||
4,525,198 (1)
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|||
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|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
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||
0
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
4,525,198 (1)
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|||
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|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
4,525,198 (1) |
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|||
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|
||||
10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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||
☐
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|||
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||||
11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
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||
7.6% (1) (2)
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|||
|
|
||||
12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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||
IN
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|||
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(1)
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Reflects an aggregate of 4,525,198 shares of Common Stock that the
Record Owners have the right to obtain, within 60 days, upon the conversion of $42,874,000 principal amount of 5.625% Convertible Notes and $45,838,000 principal
amount of 6.375% Convertible Notes held by the Record Owners. See Item 4.
|
(2)
|
Based on 55,205,082 shares of Common Stock outstanding as of November 6, 2020, as reflected in the Form 10-Q filed by the Issuer with the SEC on
November 9, 2020, together with an additional 4,525,198 shares of Common Stock that the Record Owners, in the aggregate, have the right to obtain, within 60 days, upon conversion of the 5.625% Convertible Notes and 6.375% Convertible
Notes held by the Record Owners.
|
CUSIP No. 38741L107
|
13G
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
EJF Debt Opportunities Master Fund, L.P.
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
|
|||||
(b)☒
|
|
|
|||
3
|
SEC USE ONLY
|
|
|
||
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|
|||
|
|
||||
4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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||
Cayman Islands
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|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
0
|
|
|
|||
|
|
||||
6
|
SHARED VOTING POWER
|
|
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||
2,904,773 (1)
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|||
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||||
7
|
SOLE DISPOSITIVE POWER
|
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||
0
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
2,904,773 (1)
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
2,904,773 (1)
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
☐
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
5.0% (1) (2)
|
|
|
|||
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|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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||
PN
|
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|
|||
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(1)
|
Reflects an aggregate of 2,904,773 shares of Common Stock that EJF Debt Opportunities Master Fund, L.P. has the right to obtain, within 60 days, upon the conversion of $30,076,000 principal amount of 5.625% Convertible Notes and $26,772,000 principal amount of
6.375% Convertible Notes of which EJF Debt Opportunities Master Fund, L.P. is the record owner. See Item 4.
|
(2)
|
Based on 55,205,082 shares of Common Stock outstanding as of November 6, 2020, as reflected in the Form 10-Q filed by the Issuer with the SEC on November 9, 2020, together with an additional 2,904,773 shares of Common Stock that EJF Debt Opportunities Master Fund, L.P. has the right to obtain, within 60 days, upon conversion of the 5.625% Convertible Notes and 6.375% Convertible Notes of which EJF Debt Opportunities Master Fund, L.P. is the record owner. |
CUSIP No. 38741L107
|
13G
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
EJF Debt Opportunities GP, LLC
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
|
|||||
(b)☒
|
|
|
|||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
Delaware
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
0
|
|
|
|||
|
|
||||
6
|
SHARED VOTING POWER
|
|
|
||
2,904,773 (1)
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
0
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
2,904,773 (1)
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
2,904,773 (1)
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
☐
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
5.0% (1) (2)
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
OO
|
|
|
|||
|
|
(1)
|
Reflects an aggregate of 2,904,773 shares of Common Stock that EJF Debt Opportunities Master Fund, L.P. has the right to obtain, within 60 days, upon the conversion of $30,076,000 principal amount of 5.625% Convertible Notes and $26,772,000 principal amount of 6.375% Convertible Notes of which EJF Debt Opportunities Master Fund, L.P. is the record owner. See
Item 4.
|
(2)
|
Based on 55,205,082 shares of Common Stock outstanding as of November 6, 2020, as reflected in the Form 10-Q filed by the Issuer with the SEC on
November 9, 2020, together with an additional 2,904,773 shares of Common Stock that EJF Debt Opportunities Master Fund, L.P. has the right to obtain, within 60 days, upon conversion of the 5.625% Convertible Notes and 6.375% Convertible
Notes of which EJF Debt Opportunities Master Fund, L.P. is the record owner.
|
CUSIP No. 38741L107
|
13G
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
EJF Debt Opportunities Master Fund II, LP
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
|
|||||
(b)☒
|
|
|
|||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
Cayman Islands
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
0
|
|
|
|||
|
|
||||
6
|
SHARED VOTING POWER
|
|
|
||
519,656 (1)
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
0
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
519,656 (1)
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
519,656 (1)
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
☐
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
0.9% (1) (2)
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
PN
|
|
|
|||
|
|
(1)
|
Reflects an aggregate of 519,656 shares of Common Stock that EJF Debt Opportunities Master Fund II, LP has the right to obtain, within 60 days, upon the conversion of $2,224,000 principal amount of 5.625% Convertible Notes and $8,066,000 principal amount of 6.375% Convertible Notes of which EJF Debt Opportunities Master Fund II, LP is the record owner. See Item 4. |
(2)
|
Based on 55,205,082 shares of Common Stock outstanding as of November 6, 2020, as reflected in the Form 10-Q filed by the Issuer with the SEC on
November 9, 2020, together with an additional 519,656 shares of Common Stock that EJF Debt Opportunities Master Fund II, LP has the right to obtain, within 60 days, upon conversion of the
5.625% Convertible Notes and 6.375% Convertible Notes of which EJF Debt Opportunities Master Fund II, LP is the record owner.
|
CUSIP No. 38741L107
|
13G
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
EJF Debt Opportunities II GP, LLC
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
|
|||||
(b)☒
|
|
|
|||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
Delaware
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
0
|
|
|
|||
|
|
||||
6
|
SHARED VOTING POWER
|
|
|
||
519,656 (1)
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
0
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
519,656 (1)
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
519,656 (1)
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
☐
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
0.9% (1) (2)
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
OO
|
|
|
|||
|
|
(1)
|
Reflects an aggregate of 519,656 shares of Common Stock that EJF Debt Opportunities Master Fund II, LP has the right to obtain, within 60 days, upon the conversion of $2,224,000 principal amount of 5.625% Convertible Notes and $8,066,000 principal amount of 6.375% Convertible Notes of which EJF Debt Opportunities Master Fund II, LP is the record owner. See
Item 4.
|
(2)
|
Based on 55,205,082 shares of Common Stock outstanding as of November 6, 2020, as reflected in the Form 10-Q filed by the Issuer with the SEC on
November 9, 2020, together with an additional 519,656 shares of Common Stock that EJF Debt Opportunities Master Fund II, LP has the right to obtain, within 60 days, upon conversion of the 5.625%
Convertible Notes and 6.375% Convertible Notes of which EJF Debt Opportunities Master Fund II, LP is the record owner.
|
CUSIP No. 38741L107
|
13G
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
EJF Tactical Opportunities Fund LP
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
|
|||||
(b)☒
|
|
|
|||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
Cayman Islands
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
0
|
|
|
|||
|
|
||||
6
|
SHARED VOTING POWER
|
|
|
||
52,878 (1)
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
0
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
52,878 (1)
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
52,878 (1)
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
☐
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
0.1% (1) (2)
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
PN
|
|
|
|||
|
|
(1)
|
Reflects 52,878 shares of Common Stock that EJF Tactical Opportunities Fund LP has the right to obtain, within 60 days, upon the conversion of $1,017,000 principal amount of 5.625% Convertible Notes of which EJF Tactical Opportunities Fund LP is the record
owner. See Item 4.
|
(2)
|
Based on 55,205,082 shares of Common Stock outstanding as of November 6, 2020, as reflected in the Form 10-Q filed by the Issuer with the SEC on
November 9, 2020, together with an additional 52,878 shares of Common Stock that EJF Tactical Opportunities Fund LP has the right to obtain, within 60 days, upon conversion of the 5.625%
Convertible Notes of which EJF Tactical Opportunities Fund LP is the record owner.
|
CUSIP No. 38741L107
|
13G
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
EJF Tactical Opportunities GP LLC
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
|
|||||
(b)☒
|
|
|
|||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
Delaware
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
0
|
|
|
|||
|
|
||||
6
|
SHARED VOTING POWER
|
|
|
||
52,878 (1)
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
0
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
52,878 (1)
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
52,878 (1)
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
☐
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
0.1% (1)(2)
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
OO
|
|
|
|||
|
|
(1)
|
Reflects 52,878 shares of Common Stock that EJF Tactical Opportunities Fund LP has the right to obtain, within 60 days, upon the conversion of $1,017,000 principal amount of 5.625% Convertible Notes of which EJF Tactical Opportunities Fund LP is the record
owner. See Item 4.
|
(2)
|
Based on 55,205,082 shares of Common Stock outstanding as of November 6, 2020, as reflected in the Form 10-Q filed by the Issuer with the SEC on
November 9, 2020, together with an additional 52,878 shares of Common Stock that EJF Tactical Opportunities Fund LP has the right to obtain, within 60 days, upon conversion of the 5.625%
Convertible Notes of which EJF Tactical Opportunities Fund LP is the record owner.
|
CUSIP No. 38741L107
|
13G
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
EJF Funding Designated Activity Company
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
|
|||||
(b)☒
|
|
|
|||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
Ireland
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
0
|
|
|
|||
|
|
||||
6
|
SHARED VOTING POWER
|
|
|
||
940,193 (1)
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
0
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
940,193 (1)
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
940,193 (1)
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
☐
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
1.7% (1) (2)
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
OO
|
|
|
|||
|
|
(1)
|
Reflects an aggregate of 940,193 shares of Common Stock that EJF
Funding Designated Activity Company has the right to obtain, within 60 days, upon the conversion of $8,449,000 principal amount of 5.625% Convertible Notes and $10,000,000 principal amount of 6.375% Convertible Notes of which EJF
Funding Designated Activity Company is the record owner. See Item 4.
|
(2) |
Based on 55,205,082 shares of Common Stock outstanding as of November 6, 2020, as reflected in the Form 10-Q filed by the Issuer with the SEC on November 9, 2020, together with an additional 940,193 shares of Common Stock that EJF Funding Designated Activity Company has the right to obtain, within 60 days, upon conversion of the 5.625% Convertible Notes and 6.375% Convertible Notes of which EJF Funding Designated Activity Company is the record owner. |
CUSIP No. 38741L107
|
13G
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
EJF European Financial Fund
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
|
|||||
(b)☒
|
|
|
|||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
Ireland
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
0
|
|
|
|||
|
|
||||
6
|
SHARED VOTING POWER
|
|
|
||
50,089 (1)
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
0
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
50,089 (1)
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
50,089 (1)
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
☐
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
0.1% (1) (2)
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
OO
|
|
|
|||
|
|
(1)
|
Reflects 50,089 shares of Common Stock that EJF European Financial Fund has the right to obtain, within 60 days, upon the conversion of $1,000,000 principal amount of 6.375% Convertible Notes of which EJF European Financial Fund is the record owner. See Item 4. |
(2)
|
Based on 55,205,082 shares of Common Stock outstanding as of November 6, 2020, as reflected in the Form 10-Q filed by the Issuer with the SEC
on November 9, 2020, together with an additional 50,089 shares of Common Stock that EJF European Financial Fund has the right to obtain, within 60 days, upon conversion of the 6.375%
Convertible Notes of which EJF European Financial Fund is the record owner.
|
(i)
|
EJF Capital LLC;
|
(ii)
|
Emanuel J. Friedman;
|
(iii)
|
EJF Debt Opportunities Master Fund, L.P. (the “Debt Fund”);
|
(iv)
|
EJF Debt Opportunities GP, LLC;
|
(v)
|
EJF Debt Opportunities Master Fund II, LP (the “Debt Fund II”);
|
(vi)
|
EJF Debt Opportunities II GP, LLC;
|
(vii)
|
EJF Tactical Opportunities Fund LP (the “Tactical Fund”);
|
(viii)
|
EJF Tactical Opportunities GP LLC;
|
(ix)
|
EJF Funding Designated Activity Company (“Funding DAC”); and
|
(x)
|
EJF European Financial Fund (“Euro Fins”).
|
(a)
|
Amount beneficially owned:
|
|
See Item 9 of the attached cover pages.
|
||
(b)
|
Percent of class:
|
|
See Item 11 of the attached cover pages.
|
||
(c)
|
Number of shares as to which such person has:
|
|
(i)
|
Sole power to vote or to direct the vote:
|
|
See Item 5 of the attached cover pages.
|
||
(ii)
|
Shared power to vote or to direct the vote:
|
|
See Item 6 of the attached cover pages.
|
||
(iii)
|
Sole power to dispose or to direct the disposition:
|
|
See Item 7 of the attached cover pages.
|
||
(iv)
|
Shared power to dispose or to direct the disposition:
|
|
See Item 8 of the attached cover pages.
|
|
EJF CAPITAL LLC
|
|||
|
By:
|
/s/ David Bell
|
||
|
Name:
|
David Bell
|
||
|
Title:
|
General Counsel
|
|
EMANUEL J. FRIEDMAN
|
|||
|
By:
|
/s/ Emanuel J. Friedman
|
||
|
Name:
|
Emanuel J. Friedman
|
|
EJF DEBT OPPORTUNITIES MASTER FUND, L.P.
|
|||
|
By:
|
EJF DEBT OPPORTUNITIES GP, LLC
|
||
Its:
|
General Partner
|
|||
|
By:
|
EJF CAPITAL LLC
|
||
Its:
|
Manager and Sole Member
|
|||
|
By:
|
/s/ David Bell
|
||
|
Name:
|
David Bell
|
||
|
Title:
|
General Counsel
|
|
EJF DEBT OPPORTUNITIES GP, LLC
|
|||
|
By:
|
EJF CAPITAL LLC
|
||
Its:
|
Manager and Sole Member
|
|||
|
By:
|
/s/ David Bell
|
||
|
Name:
|
David Bell
|
||
|
Title:
|
General Counsel
|
|
EJF DEBT OPPORTUNITIES MASTER FUND II, LP
|
|||
|
By:
|
EJF DEBT OPPORTUNITIES II GP, LLC
|
||
Its:
|
General Partner
|
|||
|
By:
|
EJF CAPITAL LLC
|
||
Its:
|
Manager and Sole Member
|
|||
|
By:
|
/s/ David Bell
|
||
|
Name:
|
David Bell
|
||
|
Title:
|
General Counsel
|
|
EJF DEBT OPPORTUNITIES II GP, LLC
|
|||
|
By:
|
EJF CAPITAL LLC
|
||
Its:
|
Manager and Sole Member
|
|||
|
By:
|
/s/ David Bell
|
||
|
Name:
|
David Bell
|
||
|
Title:
|
General Counsel
|
|
EJF TACTICAL OPPORTUNITIES FUND LP
|
|||
|
By:
|
EJF TACTICAL OPPORTUNITIES GP LLC
|
||
Its:
|
General Partner
|
|||
|
By:
|
EJF CAPITAL LLC
|
||
Its:
|
Manager and Sole Member
|
|||
|
By:
|
/s/ David Bell
|
||
|
Name:
|
David Bell
|
||
|
Title:
|
General Counsel
|
|
EJF TACTICAL OPPORTUNITIES GP LLC
|
|||
|
By:
|
EJF CAPITAL LLC
|
||
Its:
|
Manager and Sole Member
|
|||
|
By:
|
/s/ David Bell
|
||
|
Name:
|
David Bell
|
||
|
Title:
|
General Counsel
|
|
EJF FUNDING DESIGNATED ACTIVITY COMPANY
|
|||
|
By:
|
EJF CAPITAL LLC
|
||
Its:
|
Manager
|
|||
|
By:
|
/s/ David Bell
|
||
|
Name:
|
David Bell
|
||
|
Title:
|
General Counsel
|
|
EJF EUROPEAN FINANCIAL FUND
|
|||
|
By:
|
EJF CAPITAL LLC
|
||
Its:
|
Manager
|
|||
|
By:
|
/s/ David Bell
|
||
|
Name:
|
David Bell
|
||
|
Title:
|
General Counsel
|
|
EJF CAPITAL LLC
|
|||
|
By:
|
/s/ David Bell
|
||
|
Name:
|
David Bell
|
||
|
Title:
|
General Counsel
|
|
EMANUEL J. FRIEDMAN
|
|||
|
By:
|
/s/ Emanuel J. Friedman
|
||
|
Name:
|
Emanuel J. Friedman
|
|
EJF DEBT OPPORTUNITIES MASTER FUND, L.P.
|
|||
|
By:
|
EJF DEBT OPPORTUNITIES GP, LLC
|
||
Its:
|
General Partner
|
|||
|
By:
|
EJF CAPITAL LLC
|
||
Its:
|
Manager and Sole Member
|
|||
|
By:
|
/s/ David Bell
|
||
|
Name:
|
David Bell
|
||
|
Title:
|
General Counsel
|
|
EJF DEBT OPPORTUNITIES GP, LLC
|
|||
|
By:
|
EJF CAPITAL LLC
|
||
Its:
|
Manager and Sole Member
|
|||
|
By:
|
/s/ David Bell
|
||
|
Name:
|
David Bell
|
||
|
Title:
|
General Counsel
|
|
EJF DEBT OPPORTUNITIES MASTER FUND II, LP
|
|||
|
By:
|
EJF DEBT OPPORTUNITIES II GP, LLC
|
||
Its:
|
General Partner
|
|||
|
By:
|
EJF CAPITAL LLC
|
||
Its:
|
Manager and Sole Member
|
|||
|
By:
|
/s/ David Bell
|
||
|
Name:
|
David Bell
|
||
|
Title:
|
General Counsel
|
|
EJF DEBT OPPORTUNITIES II GP, LLC
|
|||
|
By:
|
EJF CAPITAL LLC
|
||
Its:
|
Manager and Sole Member
|
|||
|
By:
|
/s/ David Bell
|
||
|
Name:
|
David Bell
|
||
|
Title:
|
General Counsel
|
|
EJF TACTICAL OPPORTUNITIES FUND LP
|
|||
|
By:
|
EJF TACTICAL OPPORTUNITIES GP LLC
|
||
Its:
|
General Partner
|
|||
|
By:
|
EJF CAPITAL LLC
|
||
Its:
|
Manager and Sole Member
|
|||
|
By:
|
/s/ David Bell
|
||
|
Name:
|
David Bell
|
||
|
Title:
|
General Counsel
|
|
EJF TACTICAL OPPORTUNITIES GP LLC
|
|||
|
By:
|
EJF CAPITAL LLC
|
||
Its:
|
Manager and Sole Member
|
|||
|
By:
|
/s/ David Bell
|
||
|
Name:
|
David Bell
|
||
|
Title:
|
General Counsel
|
|
EJF FUNDING DESIGNATED ACTIVITY COMPANY
|
|||
|
By:
|
EJF CAPITAL LLC
|
||
Its:
|
Manager
|
|||
|
By:
|
/s/ David Bell
|
||
|
Name:
|
David Bell
|
||
|
Title:
|
General Counsel
|
|
EJF EUROPEAN FINANCIAL FUND
|
|||
|
By:
|
EJF CAPITAL LLC
|
||
Its:
|
Manager
|
|||
|
By:
|
/s/ David Bell
|
||
|
Name:
|
David Bell
|
||
|
Title:
|
General Counsel
|