|
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13G
|
UNDER THE SECURITIES EXCHANGE ACT OF 1934
|
BW LPG Limited (Name of Issuer) |
Common Shares, par value $0.01 per share (Title of Class of Securities) |
Y10230103 (CUSIP Number) |
03/19/2025 (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)
|
SCHEDULE 13G
|
| CUSIP No. | Y10230103 |
| 1 | Names of Reporting Persons
Hemen Holding Limited | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CYPRUS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
14,757,491.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
9.27 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
CO |
Comment for Type of Reporting Person: * Based on the Issuer's Form 6-K, which was filed with the U.S. Securities and Exchange Commission (the "Commission") on February 27, 2025, there were 159,282,000 shares of common stock of the Issuer, par value $0.01 per share (the "Common Shares") issued and outstanding as of December 31, 2024.
SCHEDULE 13G
|
| CUSIP No. | Y10230103 |
| 1 | Names of Reporting Persons
Greenwich Holdings Limited | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CYPRUS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
14,757,491.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
9.27 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
CO |
Comment for Type of Reporting Person: * Based on the Issuer's Form 6-K, which was filed with the Commission on February 27, 2025, there were 159,282,000 Common Shares issued and outstanding as of December 31, 2024.
SCHEDULE 13G
|
| CUSIP No. | Y10230103 |
| 1 | Names of Reporting Persons
C.K. Limited | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
JERSEY
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
14,757,491.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
9.27 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
CO |
Comment for Type of Reporting Person: * Based on the Issuer's Form 6-K, which was filed with the Commission on February 27, 2025, there were 159,282,000 Common Shares issued and outstanding as of December 31, 2024.
** C.K. Limited is the trustee of two trusts (the "Trusts") that indirectly hold all of the shares of Greenwich Holdings Limited and Hemen Holding Limited Accordingly, C.K. Limited, as trustee, may be deemed to beneficially own the Common Shares of the Issuer that are beneficially owned by Greenwich Holdings Limited. Mr. Fredriksen established the trusts for the benefit of his immediate family. He is neither a beneficiary nor a trustee of either Trust. Therefore, Mr. Fredriksen has no economic interest in such Common Shares and disclaims any control over such Common Shares, save for any indirect influence he may have with C.K. Limited, as the trustee of the Trusts, in his capacity as the settlor of the Trusts.
SCHEDULE 13G
|
| Item 1. | ||
| (a) | Name of issuer:
BW LPG Limited | |
| (b) | Address of issuer's principal executive offices:
c/o BW LPG Holding Pte Ltd, 10 Pasir Panjang Road, #17-02 Mapletree Business City, Singapore 117438 | |
| Item 2. | ||
| (a) | Name of person filing:
Hemen Holding Limited
Greenwich Holdings Limited
C.K. Limited | |
| (b) | Address or principal business office or, if none, residence:
Hemen Holding Limited
Deana Beach Apartments
Block 1, 4th Floor
33 Promachon Eleftherias Street
Ayios Athanasios, 4103 Limassol, Cyprus
Greenwich Holdings Limited
Deana Beach Apartments
Block 1, 4th Floor
33 Promachon Eleftherias Street
Ayios Athanasios, 4103 Limassol, Cyprus
C.K. Limited
JTC House
28 Esplanade, St. Helier
Jersey, Channel Islands JE4 2QP | |
| (c) | Citizenship:
Hemen Holding Limited - Cyprus
Greenwich Holdings Limited - Cyprus
C.K. Limited - Jersey | |
| (d) | Title of class of securities:
Common Shares, par value $0.01 per share | |
| (e) | CUSIP No.:
Y10230103 | |
| 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 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 (15 U.S.C. 80a-3);
| |
| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution: | |
| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
| |
| Item 4. | Ownership | |
| (a) | Amount beneficially owned:
Hemen Holding Limited - 14,757,491
Greenwich Holdings Limited - 14,757,491
C.K. Limited - 14,757,491 | |
| (b) | Percent of class:
Hemen Holding Limited - 9.27%
Greenwich Holdings Limited - 9.27%
C.K. Limited - 9.27% | |
| (c) | Number of shares as to which the person has:
| |
| (i) Sole power to vote or to direct the vote:
Hemen Holding Limited - 0
Greenwich Holdings Limited - 0
C.K. Limited - 0 | ||
| (ii) Shared power to vote or to direct the vote:
Hemen Holding Limited - 14,757,491
Greenwich Holdings Limited - 14,757,491
C.K. Limited - 14,757,491 | ||
| (iii) Sole power to dispose or to direct the disposition of:
Hemen Holding Limited - 0
Greenwich Holdings Limited - 0
C.K. Limited - 0 | ||
| (iv) Shared power to dispose or to direct the disposition of:
Hemen Holding Limited - 14,757,491
Greenwich Holdings Limited - 14,757,491
C.K. Limited - 14,757,491 | ||
| Item 5. | Ownership of 5 Percent or Less of a Class. | |
| Item 6. | Ownership of more than 5 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 or Control Person. | |
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 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 ?? 240.14a-11. |
| 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.
|
|
|
|
|
|
|
Exhibit Information
|
Joint Filing Agreement |