c11113113ga3.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549
 
SCHEDULE 13G/A
 
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
 
DHT Holdings, Inc.
(Name of Issuer)
 
COMMON STOCK
(Title of Class of Securities)
 
 
Y2065G121
 
 
(CUSIP Number)
 
 
June 30, 2013
(Date of Event Which Requires Filing of This Statement)
 
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
 
  o
Rule 13d-1(b)
 
 
  
  x
Rule 13d-1(c)
 
 
  
  o
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).
 
 
Page 1 of 11
 
              
CUSIP No.  Y2065G121
1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
 
Mangrove Partners Master Fund, Ltd
98-1083428
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
 
 
(a) x
(b) o
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
 
769,397
7
SOLE DISPOSITIVE POWER
 
0
8
SHARED DISPOSITIVE POWER
 
769,397
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
769,397
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions)
 
o
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
4.97%
12
TYPE OF REPORTING PERSON (see instructions)
 
OO
             
 
Page 2 of 11
 
         
CUSIP No.  Y2065G121
1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
 
The Mangrove Partners Fund, L.P.
27-2067192
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
 
 
(a) x
(b) o
3
SEC USE ONLY
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
DE
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH REPORTING
PERSON WITH:
5
SOLE VOTING POWER
 
0
6
SHARED VOTING POWER
 
769,397
7
SOLE DISPOSITIVE POWER
 
0
8
SHARED DISPOSITIVE POWER
 
769,397
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
769,397
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions)
 
o
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
4.97%
12
TYPE OF REPORTING PERSON (see instructions)
 
PN
                 
 
Page 3 of 11
 
       
CUSIP No.  Y2065G121
1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
 
Mangrove Partners
98-0652572
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
 
 
(a) x
(b) o
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
 
769,397
7
SOLE DISPOSITIVE POWER
 
0
8
SHARED DISPOSITIVE POWER
 
769,397
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
769,397
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions)
 
o
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
4.97%
12
TYPE OF REPORTING PERSON (see instructions)
 
OO
              
 
Page 4 of 11
 
          
CUSIP No.  Y2065G121
1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
 
Mangrove Capital
98-06252571
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
 
 
(a) x
(b) o
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
 
769,397
7
SOLE DISPOSITIVE POWER
 
0
8
SHARED DISPOSITIVE POWER
 
769,397
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
769,397
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions)
 
o
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
4.97%
12
TYPE OF REPORTING PERSON (see instructions)
 
OO
           
 
Page 5 of 11
 
        
CUSIP No.  Y2065G121
1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
 
Mangrove Partners Fund (Cayman), Ltd.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
 
 
(a) x
(b) o
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
 
769,397
7
SOLE DISPOSITIVE POWER
 
0
8
SHARED DISPOSITIVE POWER
 
769,397
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
769,397
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions)
 
o
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
4.97%
12
TYPE OF REPORTING PERSON (see instructions)
 
OO
        
 
Page 6 of 11
 
     
CUSIP No.  Y2065G121
1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
 
Nathaniel August
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
 
 
(a) x
(b) o
3
SEC USE ONLY
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
US
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH REPORTING
PERSON WITH:
5
SOLE VOTING POWER
 
0
6
SHARED VOTING POWER
 
769,397
7
SOLE DISPOSITIVE POWER
 
0
8
SHARED DISPOSITIVE POWER
 
769,397
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
769,397
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions)
 
o
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
4.97%
12
TYPE OF REPORTING PERSON (see instructions)
 
IN
 
 
Page 7 of 11
 
 
Item 1(a).
Name of Issuer:
 
 
 
DHT Holdings, Inc
 
 
Item 1(b).
Address of Issuer’s Principal Executive Offices:
 
 
 
26 New Street, St Helier, Jersey JE23RA, Channel Islands
 
 
Item 2(a).
Name of Person Filing:
 
 
 
The shares which are the subject of this Schedule are held, by virtue of a restructuring, by The Mangrove Partners Master Fund, Ltd. (the “Master Fund”). Beneficial ownership of the subject shares is also claimed by (i) The Mangrove Partners Fund, L.P. (the “US Feeder”) and The Mangrove Partners Fund (Cayman), Ltd. (the “Cayman Feeder”) which are the two controlling shareholders of the Master Fund, (ii) Mangrove Partners which serves as the investment manager of each of the Master Fund, the US Feeder and the Cayman Feeder, (iii) Mangrove Capital which serves as the general partner of the US Feeder, and (iv) Nathaniel August who is the director of Mangrove Partners and Mangrove Capital.
 
 
Item 2(b).
Address of Principal Business Office or, if none, Residence:
 
 
 
a) The Mangrove Partners Fund, L.P., Mangrove Partners, Mangrove Capital, Nathaniel August: 645 Madison Avenue, 14th Floor, New York, New York 10022
 
b) Mangrove Partners Fund (Cayman), Ltd., Mangrove Partners Master Fund, Ltd.: c/o Maples Corporate Services, Ltd., PO Box 309, Ugland House, South Church Street, George Town, Grand Cayman, Cayman Islands KY1-1104
 
 
Item 2(c).
Citizenship:
 
 
 
Mangrove Partners Fund, L.P. (DE); Mangrove Partners (Cayman Islands), Mangrove Capital (Cayman Islands), Mangrove Partners Fund (Cayman), Ltd. (Cayman Islands), Mangrove Partners Master Fund, Ltd. (Cayman Islands), Nathaniel August (US)
 
 
Item 2(d).
Title of Class of Securities:
 
 
 
Common Stock
 
 
Item 2(e).
CUSIP Number:  Y2065G121
 
 
 
 
 
 
 
Page 8 of 11
 
 
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)
 o
Broker or dealer registered under Section 15 of the Act;
 
(b)
 o
Bank as defined in Section 3(a)(6) of the Act;
 
(c)
 o
Insurance company as defined in Section 3(a)(19) of the Act;
 
(d)
 o
Investment company registered under Section 8 of the Investment Company Act of 1940;
 
(e)
 o
An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
 
(f)
 o
An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);
 
(g)
 o
A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);
 
(h)
 o
A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
 
(i)
 o
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;
 
(j)
 o
A non-U.S. institution in accordance with Rule 240.13d-1(b)(1)(ii)(J);
 
(k)
 o
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:
 
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.
 
(a)
Amount Beneficially Owned:
769,397
 
(b)
Percent of Class:
4.97%
 
(c)
Number of shares as to which such person has:
 
 
(i)
sole power to vote or to direct the vote:
0
 
 
(ii)
shared power to vote or to direct the vote:
769,397
 
 
(iii)
sole power to dispose or to direct the disposition of:
0
 
 
(iv)
shared power to dispose or to direct the disposition of:
769,397

 
 
 
 
 
 
Page 9 of 11
 
 
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 x.
   
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.
Certification.
 
 
 
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 are not held for the purpose of and do not have the effect of changing 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 for the time being.
 
 
Page 10 of 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.
 
October 31, 2013
 
THE MANGROVE PARTNERS MASTER FUND, LTD.
By:
 MANGROVE PARTNERS
  the Investment Manager
   
By:
/s/ Nathaniel August
  
 
Name:  Nathaniel August
  
 
Title:  Director
  
 
THE MANGROVE PARTNERS FUND, L.P.
By:
MANGROVE CAPITAL
  
 
as General Partner
  
   
By:
/s/ Nathaniel August
  
 
Name:  Nathaniel August
  
 
Title:  Director
  
 
THE MANGROVE PARTNERS FUND (CAYMAN), LTD.
By:
MANGROVE PARTNERS
  
 
the Investment Manager
  
   
By:
/s/ Nathaniel August
  
 
Name:  Nathaniel August
  
 
Title:  Director
  
 
MANGROVE PARTNERS
   
By:
/s/ Nathaniel August
  
 
Name:  Nathaniel August
  
 
Title:  Director
  
   
 MANGROVE CAPITAL
   
By:
/s/ Nathaniel August
  
 
Name:  Nathaniel August
  
 
Title:  Director
  
       
     
/s/ Nathaniel August
  
Name:  Nathaniel August