Unassociated Document
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A

Under the Securities Exchange Act of 1934

(Amendment No. 2)*

 
Scorpio Bulkers Inc.
(Name of Issuer)
 
Common Stock
(Title of Class of Securities)
 
Y7546A122
(CUSIP Number)
 
March 22, 2016
(Date of Event which Requires Filing of this Statement)

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 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. Y7546A122
 SCHEDULE 13G
Page 2 of 5
 
 
1
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
 
GRM Investments Ltd.
  
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a)  o
(b)  o
3
SEC USE ONLY
 
 
  
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
British Columbia, Canada
  
NUMBER OF
SHARES
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON
WITH
5
SOLE VOTING POWER
 
7,670,051
6
SHARED VOTING POWER
 
0
7
SOLE DISPOSITIVE POWER
 
7,670,051
8
SHARED DISPOSITIVE POWER
 
0
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
7,670,051
  
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
 
 o
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
15.43%
  
12
TYPE OF REPORTING PERSON
 
CO
  

 
CUSIP No. Y7546A122
 SCHEDULE 13G
Page 3 of 5
 

ITEM 1.
(a)
Name of Issuer:
     
  Scorpio Bulkers Inc.
 
 
(b)
Address of Issuer’s Principal Executive Offices:
     
 
9, Boulevard Charles III
MC, O9 98000
   
ITEM 2.
(a)
Name of Person Filing:
     
  GRM Investments Ltd.
 
 
(b)
Address of Principal Business Office, or if None, Residence:
     
 
#300 – 550 Robson Street
Vancouver, BC
Canada V6B 2B7
 
 
(c)
Citizenship:
     
 
British Columbia, Canada
 
 
(d)
Title of Class of Securities:
     
 
Common Stock
 
 
(e)
CUSIP Number:
     
 
Y7546A122
 
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 (15 U.S.C. 78o)
 
(b)
[__]  Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c)
 
(c)
[__]  Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c)
 
(d)
[__]  Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8)
 
(e)
[__]  An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E)
 
(f)
[__]  An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
 
(g)
[__]  A Parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
 
(h)
[__]  A savings association 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 (15 U.S.C. 80a-3)
 
(j)
[__]  A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J);
 
 
 
If this statement is filed pursuant to Rule 13d-1(c), check this box ☒
   
ITEM 4.
OWNERSHIP
   
Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. 
 
 
CUSIP No. Y7546A122
 SCHEDULE 13G
Page 4 of 5
 
 
 
(a)
Amount beneficially owned:
 
7,670,051
 
 
(b)
Percent of class:
 
15.43%
 
 
(c)
Number of shares as to which such person has:
     
   
(i)
Sole power to vote or to direct the vote
 
7,670,051
 
   
(ii)
Shared power to vote or to direct the vote
  0
 
   
(iii)
Sole power to dispose or to direct the disposition of
 
7,670,051
 
   
(iv)
Shared power to dispose or to direct the disposition of
  0
 
 
ITEM 5.
OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
   
 
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following . ☐
   
ITEM 6.
OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
   
 
Not Applicable 
   
ITEM 7.
IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY.
   
 
Not Applicable
 
ITEM 8.
IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
   
 
Not Applicable
 
ITEM 9.
NOTICE OF DISSOLUTION OF GROUP
   
 
Not Applicable
 
ITEM 10.
CERTIFICATIONS.
   
 
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and 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 such purpose or effect.
 

 
CUSIP No. Y7546A122
 SCHEDULE 13G
Page 5 of 5
 
 
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: March 22, 2016 

   
GRM Investments Ltd.
     
     
   
By:
/s/ Sam Parrotta
   
Name: 
Sam Parrotta
   
Title: 
Chief Financial Officer