UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 9)

Scorpio Bulkers Inc.
(Name of Issuer)


Common Stock, par value $0.01 per share
(Title of Class of Securities)


Y7546A130
(CUSIP Number)


Mr. Emanuele Lauro
9, Boulevard Charles III
Monaco 98000
377-9798-5716
 
with a copy to:
Larry Rutkowski, Esq.
Edward S. Horton, Esq.
Seward & Kissel LLP
One Battery Park Plaza
New York, New York 10004
(212) 574-1200
(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications)


September 2, 2020
(Date of Event Which Requires Filing of this Statement)


If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of ss.240.13D-1(e), 240.13d‑1(f) or 240.13d-1(g), check the following box [_].
 


CUSIP No.
Y7546A130
   

1.
NAME OF REPORTING PERSONS
 
     
 
Scorpio Holdings Limited
 
     

2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
   
(a)
[_]
   
(b)
[X]

3.
SEC USE ONLY
 
     
     

4.
SOURCE OF FUNDS
 
     
 
WC
 

5.
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
 
[_]
     
     

6.
CITIZENSHIP OR PLACE OF ORGANIZATION
 
     
 
The Republic of the Marshall Islands
 

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
     

7.
SOLE VOTING POWER
 
     
 
0
 

8.
SHARED VOTING POWER
 
     
 
2,547,751
 

9.
SOLE DISPOSITIVE POWER
     
 
0
 

10.
SHARED DISPOSITIVE POWER
 
[_]
     
 
2,547,751
 

11.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
 
 
PERSON
 
     
 
2,547,751
 

12.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
 
 
CERTAIN SHARES
 
   
[_]

13.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
     
 
21.2%
 

14.
TYPE OF REPORTING PERSON
 
     
 
CO
 



CUSIP No.
Y7546A130
   

1.
NAME OF REPORTING PERSONS
 
     
 
Annalisa Lolli-Ghetti
 
     

2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
   
(a)
[_]
   
(b)
[X]

3.
SEC USE ONLY
 
     
     

4.
SOURCE OF FUNDS
 
     
 
OO
 

5.
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
 
[_]
     
     

6.
CITIZENSHIP OR PLACE OF ORGANIZATION
 
     
 
Italy
 

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
     

7.
SOLE VOTING POWER
 
     
 
0
 

8.
SHARED VOTING POWER
 
     
 
2,547,751
 

9.
SOLE DISPOSITIVE POWER
     
 
0
 

10.
SHARED DISPOSITIVE POWER
 
[_]
     
 
2,547,751
 

11.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
 
 
PERSON
 
     
 
2,547,751
 

12.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
 
 
CERTAIN SHARES
 
   
[_]

13.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
     
 
21.2%
 

14.
TYPE OF REPORTING PERSON
 
     
 
IN
 





CUSIP No.
Y7546A130
   

1.
NAME OF REPORTING PERSONS
 
     
 
Scorpio Services Holding Limited
 
     

2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
   
(a)
[_]
   
(b)
[X]

3.
SEC USE ONLY
 
     
     

4.
SOURCE OF FUNDS
 
     
 
WC
 

5.
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
 
[_]
     
     

6.
CITIZENSHIP OR PLACE OF ORGANIZATION
 
     
 
The Republic of the Marshall Islands
 

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
     

7.
SOLE VOTING POWER
 
     
 
0
 

8.
SHARED VOTING POWER
 
     
 
2,081,834
 

9.
SOLE DISPOSITIVE POWER
     
 
0
 

10.
SHARED DISPOSITIVE POWER
 
[_]
     
 
2,081,834
 

11.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
 
 
PERSON
 
     
 
2,081,834
 

12.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
 
 
CERTAIN SHARES
 
   
[_]

13.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
     
 
17.4%
 

14.
TYPE OF REPORTING PERSON
 
     
 
CO
 



CUSIP No.
Y7546A130
   

1.
NAME OF REPORTING PERSONS
 
     
 
Scorpio Assets Holding Limited
 
     

2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
   
(a)
[_]
   
(b)
[X]

3.
SEC USE ONLY
 
     
     

4.
SOURCE OF FUNDS
 
     
 
WC
 

5.
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
 
[_]
     
     

6.
CITIZENSHIP OR PLACE OF ORGANIZATION
 
     
 
The Republic of the Marshall Islands
 

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
     

7.
SOLE VOTING POWER
 
     
 
0
 

8.
SHARED VOTING POWER
 
     
 
0
 

9.
SOLE DISPOSITIVE POWER
     
 
0
 

10.
SHARED DISPOSITIVE POWER
 
[_]
     
 
0
 

11.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
 
 
PERSON
 
     
 
0
 

12.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
 
 
CERTAIN SHARES
 
   
[_]

13.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
     
 
0.0%
 

14.
TYPE OF REPORTING PERSON
 
     
 
CO
 



CUSIP No.
Y7546A130
   

1.
NAME OF REPORTING PERSONS
 
     
 
Scorpio Assets SALT Limited
 
     

2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
   
(a)
[_]
   
(b)
[X]

3.
SEC USE ONLY
 
     
     

4.
SOURCE OF FUNDS
 
     
 
WC
 

5.
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
 
[_]
     
     

6.
CITIZENSHIP OR PLACE OF ORGANIZATION
 
     
 
The Republic of the Marshall Islands
 

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
     

7.
SOLE VOTING POWER
 
     
 
0
 

8.
SHARED VOTING POWER
 
     
 
0
 

9.
SOLE DISPOSITIVE POWER
     
 
0
 

10.
SHARED DISPOSITIVE POWER
 
[_]
     
 
0
 

11.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
 
 
PERSON
 
     
 
0
 

12.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
 
 
CERTAIN SHARES
 
   
[_]

13.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
     
 
0.0%
 

14.
TYPE OF REPORTING PERSON
 
     
 
CO
 




CUSIP No.
Y7546A130
   

Explanatory Note:
 
   
This Amendment No. 9 to the Schedule 13D that was originally filed on February 16, 2016 (and as thereafter amended on March 10, 2016, March 23, 2016, June 23, 2016, December 14, 2018, February 22, 2019, May 12, 2020, June 12, 2020 and June 17, 2020, the “Schedule 13D”) relates to the common stock, par value $0.01 per share (the “Common Shares”) of Scorpio Bulkers Inc., a corporation formed under the laws of the Republic of the Marshall Islands (the “Issuer”). This Amendment No. 9 is being filed to reflect transactions in Common Shares by the Reporting Persons since the prior filing.
 
On July 2, 2020, Scorpio Assets SALT Limited, a corporation formed under the laws of the Republic of the Marshall Islands (“Scorpio Assets SALT”) distributed via a dividend the 465,917 Common Shares it previously owned to Scorpio Assets Holding Limited, a corporation formed under the laws of the Republic of the Marshall Islands (“Scorpio Assets Holding”), which in turn distributed such shares via a dividend to Scorpio Holdings Limited, a corporation formed under the laws of the Republic of the Marshall Islands (“Scorpio Holdings”). As a result, this Amendment No. 9 constitutes an exit filing for Scorpio Assets SALT and Scorpio Assets Holding, each of which no longer beneficially own any Common Shares.
 

Item 1.
Security and Issuer.
 

 
There are no material changes to the Schedule 13D.
 

Item 2.
 
Identity and Background.
 
Item 2 of the Schedule 13D is hereby amended and restated in its entirety as follows:
 
This Schedule 13D is being filed on behalf of the following:
 
Scorpio Holdings;
 
Scorpio Services Holding Limited, a corporation formed under the laws of the Republic of the Marshall Islands (“SSH”), and a wholly-owned subsidiary of Scorpio Holdings;
 
Scorpio Assets Holding, a wholly-owned subsidiary of Scorpio Holdings;
 
Scorpio Assets SALT, a wholly-owned subsidiary of Scorpio Assets Holding; and
 
Annalisa Lolli-Ghetti, the majority shareholder of Scorpio Holdings, (“Ms. Lolli-Ghetti”, and together with Scorpio Holdings, SSH, Scorpio Assets Holding and Scorpio Assets SALT, the “Reporting Persons”).
 
 
 




 
Scorpio Holdings and Ms. Lolli-Ghetti may be deemed the beneficial owners of approximately 21.2% of the Issuer’s outstanding Common Shares, SSH may be deemed the beneficial owner of approximately 17.4% of the Issuer’s outstanding Common Shares, and Scorpio Assets Holding and Scorpio Assets SALT may be deemed the beneficial owners of 0.0% of the Issuer’s outstanding Common Shares.
 
The principal business of Scorpio Holdings is acting as a holding company for SSH, Scorpio Assets Holding, Scorpio Assets SALT and certain other companies.
 
The principal business of SSH is the provision of administrative services relating to the ownership and operation of vessels, including to the Issuer and unaffiliated third-parties.
 
The principal business of Scorpio Assets Holding and Scorpio Assets SALT is holding shares and/or other securities, directly or indirectly, in certain affiliated companies operating in the shipping industry.
 
The principal business address and principal office address of each of the Reporting Persons is 9, Boulevard Charles III, MC 98000, Monaco.
 
The identity, present principal occupation/employment, citizenship and business address of the executive officers, directors, and controlling persons of the Reporting Persons, other than Ms. Lolli-Ghetti for whom such information is provided elsewhere herein, (together, the “Principals”) is set forth below.
 

Name
Principal Occupation and Employment (1)
Citizenship
Emanuele Lauro
Director and Chief Executive Officer of Scorpio Holdings, SSH, the Issuer, Scorpio Tankers Inc., Hermitage Offshore Services Ltd., and other entities within the Scorpio group of companies.
 
Italy
Robert Bugbee
Director and President of Scorpio Holdings, SSH, the Issuer, Scorpio Tankers Inc., Hermitage Offshore Services Ltd., and other entities within the Scorpio group of companies.
 
Britain
Cameron Mackey
Director and Chief Operating Officer of Scorpio Holdings, SSH, Scorpio Tankers Inc., Hermitage Offshore Services Ltd., and other entities within the Scorpio group of companies, and Chief Operating Officer of the Issuer.
 
USA
Filippo Lauro
Director and Vice President of Scorpio Holdings, SSH, and other entities within the Scorpio group of companies, and Vice President of the Issuer, Scorpio Tankers Inc., and Hermitage Offshore Services Ltd.
 
Italy
Brian Lee
 
Chief Financial Officer of Scorpio Holdings, SSH, Scorpio Tankers Inc., and other entities within the Scorpio group of companies.
 
USA
Rosada Guglielmi
Director of Scorpio Assets Holding and Scorpio Assets SALT, and other entities within the Scorpio group of companies.
 
Italy

 
(1)  The business address of the Principals, Scorpio Tankers Inc., and other entities within the Scorpio group of companies is 9 Boulevard Charles III, MC 98000, Monaco. The business address of Hermitage Offshore Services Ltd. is LOM Building, 27 Reid Street, Hamilton HM 11, Bermuda.
The Reporting Persons, and, to the best of their knowledge, the Principals, have not, during the last five years, been convicted in any criminal proceeding (excluding traffic violations or similar misdemeanors).
The Reporting Persons, and, to the best of their knowledge, the Principals, have not, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or state securities laws or finding any violation with respect to such laws.
 




Item 3.
Source and Amount of Funds or Other Consideration.
 

 
Item 3 of the Schedule 13D is hereby amended to include the following:
 
On August 5, 2020 and September 2, 2020, SSH purchased 100,000 and 50,000 Common Shares, respectively, in open market transactions using funds from working capital.
 

Item 4.
Purpose of Transaction.
 
There are no material changes to the Schedule 13D.
 

Item 5.
Interest in Securities of the Issuer.
 
Item 5 of the Schedule 13D is hereby amended and restated in its entirety as follows:
 

(a,b)
According to the Issuer’s Report on Form 6-K, filed with the Securities and Exchange Commission on September 3, 2020, the Issuer has 11,992,380 Common Shares outstanding. Based on the foregoing, as of the date of this filing:
 
Scorpio Holdings and Ms. Lolli-Ghetti may be deemed the beneficial owners of 2,547,751 Common Shares, representing approximately 21.2% of the Issuer’s outstanding Common Shares. Scorpio Holdings and Ms. Lolli-Ghetti have the shared power to vote and dispose of these Common Shares.
 
SSH may be deemed the beneficial owner of 2,081,834 Common Shares, representing approximately 17.4% of the Issuer’s outstanding Common Shares. SSH, Scorpio Holdings and Ms. Lolli-Ghetti have the shared power to vote and dispose of these Common Shares.
 
Scorpio Assets Holding and Scorpio Assets SALT may be deemed the beneficial owners of 0 Common Shares, representing 0.0% of the Issuer’s outstanding Common Shares.
 
As of the date of this filing, the Principals may be deemed to be the beneficial owners of an aggregate of 451,936 Common Shares, with the sole power to vote and dispose of the Common Shares that each Principal respectively owns.
 
 
(c)
To the best of the Reporting Persons’ knowledge, transactions in the Common Shares effected by the Reporting Persons during the past 60 days are set forth on Exhibit A-3 to this Amendment No. 9 to the Schedule 13D.
 
 
 
 
(d)
No other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, any of the Common Shares beneficially owned by the Reporting Persons or the Principals.
 
 
 
 
(e)
Each of Scorpio Assets Holding and Scorpio Assets SALT no longer beneficially own any Common Shares.
 




Item 6.
Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.
 

 
There are no material changes to the Schedule 13D.
 

Item 7.
Material to be Filed as Exhibits.
 

 
 Item 7 of the Schedule 13D is hereby amended to include the following:
 
Exhibit A-3 – Information with Respect to Transactions Effected
 
     
     


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.


Date: September 4, 2020

 
SCORPIO HOLDINGS LIMITED*
     
 
By:
/s/ Filippo Lauro
   
Name: Filippo Lauro
   
Title:   Director and Vice President
     
 
SCORPIO SERVICES HOLDING LIMITED*
     
 
By:
/s/ Filippo Lauro
   
Name: Filippo Lauro
   
Title:   Director and Vice President
     
 
SCORPIO ASSETS HOLDING LIMITED*
     
 
By:
/s/ Rosada Guglielmi
   
Name: Rosada Guglielmi
   
Title:   Director
     
 
SCORPIO ASSETS SALT LIMITED*
     
 
By:
/s/ Rosada Guglielmi
   
Name: Rosada Guglielmi
   
Title:   Director
     
 
ANNALISA LOLLI-GHETTI*
     
 
By:
/s/ Annalisa Lolli-Ghetti
   
Name: Annalisa Lolli-Ghetti


* The Reporting Person specifically disclaims beneficial ownership of the securities reported herein except to the extent of their pecuniary interest therein.

Attention:  Intentional misstatements or omissions of fact constitute Federal criminal violations (see 18 U.S.C. 1001).


EXHIBIT A-3

Information with Respect to Transactions Effected


Scorpio Services Holding Limited
Date of
Transaction

Type of Transaction
Number of Common Shares
Purchased/(Sold)
Average Price
per Common Share
 
 
 
   
August 5, 2020
Open Market Purchase
100,000
$12.8751
       
September 2, 2020
Open Market Purchase
50,000
$12.9743