(Amendment No. 1)1
Check the appropriate box
to designate the rule pursuant to which this Schedule is filed:
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).
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NAME OF REPORTING PERSON |
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SIMCOE CAPITAL MANAGEMENT, LLC |
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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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CITIZENSHIP OR PLACE OF ORGANIZATION |
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DELAWARE |
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NUMBER OF |
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5 |
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SOLE VOTING POWER |
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SHARES |
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BENEFICIALLY |
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618,412 |
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OWNED BY |
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6 |
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SHARED VOTING POWER |
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EACH |
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REPORTING |
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- 0 - |
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PERSON WITH |
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SOLE DISPOSITIVE POWER |
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618,412 |
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SHARED DISPOSITIVE POWER |
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- 0 - |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
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618,412 |
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CHECK BOX IF THE
AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |
☐ |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
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Less than 1% |
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TYPE OF REPORTING PERSON |
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OO |
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1 |
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NAME OF REPORTING PERSON |
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SIMCOE PARTNERS, L.P. |
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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 |
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SOLE VOTING POWER |
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SHARES |
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BENEFICIALLY |
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568,862 |
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OWNED BY |
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6 |
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SHARED VOTING POWER |
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EACH |
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REPORTING |
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- 0 - |
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PERSON WITH |
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7 |
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SOLE DISPOSITIVE POWER |
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568,862 |
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SHARED DISPOSITIVE POWER |
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- 0 - |
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9 |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
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568,862 |
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CHECK BOX IF THE
AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |
☐ |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
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Less than 1% |
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TYPE OF REPORTING PERSON |
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PN |
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NAME OF REPORTING PERSON |
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SIMCOE SELECT, L.P. |
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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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SEC USE ONLY |
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CITIZENSHIP OR PLACE OF ORGANIZATION |
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DELAWARE |
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NUMBER OF |
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SOLE VOTING POWER |
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SHARES |
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BENEFICIALLY |
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33,517 |
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OWNED BY |
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6 |
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SHARED VOTING POWER |
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EACH |
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REPORTING |
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- 0 - |
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PERSON WITH |
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7 |
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SOLE DISPOSITIVE POWER |
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33,517 |
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SHARED DISPOSITIVE POWER |
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- 0 - |
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9 |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
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33,517 |
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10 |
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CHECK BOX IF THE
AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |
☐ |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
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Less than 1% |
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12 |
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TYPE OF REPORTING PERSON |
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PN |
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1 |
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NAME OF REPORTING PERSON |
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SIMCOE MANAGEMENT COMPANY, 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 |
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SOLE VOTING POWER |
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SHARES |
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BENEFICIALLY |
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602,379 |
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OWNED BY |
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6 |
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SHARED VOTING POWER |
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EACH |
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REPORTING |
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- 0 - |
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PERSON WITH |
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7 |
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SOLE DISPOSITIVE POWER |
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602,379 |
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SHARED DISPOSITIVE POWER |
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- 0 - |
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9 |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
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602,379 |
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10 |
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CHECK BOX IF THE
AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |
☐ |
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11 |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
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Less than 1% |
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12 |
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TYPE OF REPORTING PERSON |
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OO |
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1 |
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NAME OF REPORTING PERSON |
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SDR PARTNERS, 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 |
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5 |
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SOLE VOTING POWER |
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SHARES |
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BENEFICIALLY |
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16,033 |
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OWNED BY |
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6 |
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SHARED VOTING POWER |
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EACH |
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REPORTING |
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- 0 - |
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PERSON WITH |
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7 |
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SOLE DISPOSITIVE POWER |
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16,033 |
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SHARED DISPOSITIVE POWER |
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- 0 - |
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9 |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
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16,033 |
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10 |
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CHECK BOX IF THE
AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |
☐ |
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11 |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
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Less than 1% |
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12 |
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TYPE OF REPORTING PERSON |
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OO |
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1 |
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NAME OF REPORTING PERSON |
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JEFFREY JACOBOWITZ |
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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 |
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5 |
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SOLE VOTING POWER |
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SHARES |
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BENEFICIALLY |
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640,352 |
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OWNED BY |
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6 |
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SHARED VOTING POWER |
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EACH |
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REPORTING |
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- 0 - |
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PERSON WITH |
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7 |
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SOLE DISPOSITIVE POWER |
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640,352 |
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SHARED DISPOSITIVE POWER |
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- 0 - |
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9 |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
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640,352 |
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10 |
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CHECK BOX IF THE
AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |
☐ |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
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Less than 1% |
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TYPE OF REPORTING PERSON |
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IN |
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| Item 1(a). | Name of Issuer: |
Maxar Technologies Inc., a Delaware corporation
(the “Issuer”).
| Item 1(b). | Address of Issuer’s Principal Executive Offices: |
1300 West 120th Avenue
Westminster, Colorado 80234
| Item 2(a). | Name of Person Filing |
| Item 2(b). | Address of Principal Business Office or, if None, Residence |
Simcoe Capital Management, LLC (“Simcoe Capital”)
540 Madison Avenue, 27th Floor
New York, New York 10022
Citizenship: Delaware
Simcoe Partners, L.P. (“Simcoe Partners”)
540 Madison Avenue, 27th Floor
New York, New York 10022
Citizenship: Delaware
Simcoe Select, L.P. (“Simcoe Select”)
540 Madison Avenue, 27th Floor
New York, New York 10022
Citizenship: Delaware
Simcoe Management Company, LLC (“Simcoe Management”)
540 Madison Avenue, 27th Floor
New York, New York 10022
Citizenship: Delaware
SDR Partners, LLC (“SDR Partners”)
540 Madison Avenue, 27th Floor
New York, New York 10022
Citizenship: Delaware
Jeffrey Jacobowitz
540 Madison Avenue, 27th Floor
New York, New York 10022
Citizenship: United States of America
| Item 2(d). | Title of Class of Securities: |
Common Stock, $0.0001 par value per share (the “Shares”).
57778K105
| Item 3. | If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a: |
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/x/ |
Not applicable. |
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(a) |
/ / |
Broker or dealer registered under Section 15 of the Exchange Act. |
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(b) |
/ / |
Bank as defined in Section 3(a)(6) of the Exchange Act. |
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(c) |
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Insurance company as defined in Section 3(a)(19) of the Exchange Act. |
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(d) |
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Investment company registered under Section 8 of the Investment Company Act. |
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(e) |
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An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E). |
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(f) |
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An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F). |
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(g) |
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A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G). |
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(h) |
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A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act. |
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(i) |
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A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act. |
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(j) |
/ / |
Non-U.S. institution in accordance with Rule 240.13d-1(b)(1)(ii)(J). |
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(k) |
/ / |
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: ____ |
| (a) | Amount beneficially owned: |
As of the close of business on January 6,
2023, (i) Simcoe Partners beneficially owned 568,862 Shares, (ii) Simcoe Select beneficially owned 33,517 Shares and (iii) SDR Partners
beneficially owned 16,033 Shares.
Simcoe Management, as the general partner
of Simcoe Partners and Simcoe Select, may be deemed the beneficial owner of the (i) 568,862 Shares owned by Simcoe Partners and (ii) 33,517
Shares owned by Simcoe Select.
Simcoe Capital, as the investment manager
to each of Simcoe Partners, Simcoe Select and SDR Partners, may be deemed the beneficial owner of the (i) 568,862 Shares owned by Simcoe
Partners, (ii) 33,517 Shares owned by Simcoe Select and (iii) 16,033 Shares owned by SDR Partners.
As of the close of business on January 6,
2023, Mr. Jacobowitz directly beneficially owned 21,940 Shares. Mr. Jacobowitz, as managing member of each of Simcoe Management and Simcoe
Capital, may be deemed the beneficial owner of (i) 568,862 Shares owned by Simcoe Partners, (ii) 33,517 Shares owned by Simcoe Select
and (iii) 16,033 Shares owned by SDR Partners.
The following percentages are based on 74,561,562
Shares outstanding, as of October 27, 2022, which is the total number of Shares outstanding as reported in the Issuer’s Quarterly
Report on Form 10-Q filed with the Securities and Exchange Commission on November 3, 2022.
As of the close of business on January 6,
2023, each of Simcoe Partners, Simcoe Select, SDR Partners, Simcoe Management, Simcoe Capital and Mr. Jacobowitz beneficially owned less
than 1% of the outstanding Shares.
| (c) | Number of shares as to which such person has: |
| (i) | Sole power to vote or to direct the vote: |
See Cover Pages Items 5-9.
| (ii) | Shared power to vote or to direct the vote: |
See Cover Pages Items 5-9.
| (iii) | Sole power to dispose or to direct the disposition of: |
See Cover Pages Items 5-9.
| (iv) | Shared power to dispose or to direct the disposition of: |
See Cover Pages Items 5-9.
| 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 Persons have ceased to be the beneficial owner of more than five percent of the Shares,
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 That 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. |
See Exhibit 99.1 to the Schedule 13G filed
with the Securities and Exchange Commission on November 14, 2022.
| Item 9. | Notice of Dissolution of Group. |
Not Applicable.
By signing below each of the undersigned
certifies that, to the best of its 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.
SIGNATURE
After reasonable inquiry and to
the best of his knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete
and correct.
Dated: January 9, 2023
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Simcoe Partners, L.P. |
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By: |
Simcoe Management Company, LLC
General Partner |
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By: |
/s/ Jeffrey Jacobowitz |
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Name: |
Jeffrey Jacobowitz |
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Title: |
Managing Member |
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Simcoe Select, L.P. |
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By: |
Simcoe Management Company, LLC
General Partner |
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By: |
/s/ Jeffrey Jacobowitz |
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Name: |
Jeffrey Jacobowitz |
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Title: |
Managing Member |
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Simcoe Management Company, LLC |
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By: |
/s/ Jeffrey Jacobowitz |
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Name: |
Jeffrey Jacobowitz |
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Title: |
Managing Member |
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SDR Partners, LLC |
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By: |
Simcoe Capital Management, LLC
Investment Manager |
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By: |
/s/ Jeffrey Jacobowitz |
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Name: |
Jeffrey Jacobowitz |
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Title: |
Managing Member |
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Simcoe Capital Management, LLC |
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By: |
/s/ Jeffrey Jacobowitz |
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Name: |
Jeffrey Jacobowitz |
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Title: |
Managing Member |
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/s/ Jeffrey Jacobowitz |
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Jeffrey Jacobowitz |