-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, U+u/395KLn2F3WzX61F1a3uQBB/z9JcVjpurENlo8Jz1sqIiZvV4dwVXkiuBCiGQ qV+IY+Dm29oPvk0QXUF8UA== 0000950164-05-000024.txt : 20050214 0000950164-05-000024.hdr.sgml : 20050214 20050214104048 ACCESSION NUMBER: 0000950164-05-000024 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20050214 DATE AS OF CHANGE: 20050214 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: AMERICA WEST HOLDINGS CORP CENTRAL INDEX KEY: 0001029863 STANDARD INDUSTRIAL CLASSIFICATION: AIR TRANSPORTATION, SCHEDULED [4512] IRS NUMBER: 860847214 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-50655 FILM NUMBER: 05603943 BUSINESS ADDRESS: STREET 1: 111 WEST RIO SALADO PARKWAY CITY: TEMPE STATE: AZ ZIP: 85281 BUSINESS PHONE: 4806930800 MAIL ADDRESS: STREET 1: 4000 E SKY HARBOR BLVD STREET 2: C/O AMERICA WEST AIRLINES CITY: PHOENIX STATE: AZ ZIP: 85034 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SHIVERICK PAUL C CENTRAL INDEX KEY: 0001134123 FILING VALUES: FORM TYPE: SC 13G/A MAIL ADDRESS: STREET 1: SRG ASSOCIATES STREET 2: 150 EAST 52ND ST 29TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022-6017 SC 13G/A 1 seminole4069313ga-awest.txt 13-G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* AMERICA WEST HOLDINGS CORPORATION (Name of Issuer) Class B Common Stock, Par value $.01 per share (Title of Class of Securities) 023657208 (CUSIP Number) December 31, 2004 (Date of Event Which Requires Filing of this Statement) The Seminole Funds Paul C. Shiverick and Michael G. Messner, Principals and Reporting Persons 150 East 52nd Street, 29th Floor New York, NY 10022 (Identity of Filers) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [ ] Rule 13d-1(b) [X] 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 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). - -------------------------------------------------------------------------------- CUSIP No. 023657208 Page 2 of 8 Pages - -------------------------------------------------------------------------------- - ------------ ------------------------------------------------------------------- 1 NAME OF REPORTING PERSON Paul C. Shiverick S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON - ------------ ------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) |_| (b) X - ------------ ------------------------------------------------------------------- 3 SEC USE ONLY - ------------ ------------------------------------------------------------------- 4 CITIZENSHIP OR PLACE OF ORGANIZATION United States - ------------------------- -------- --------------------------------------------- 5 SOLE VOTING POWER NUMBER OF -0- -------- --------------------------------------------- SHARES 6 SHARED VOTING POWER BENEFICIALLY OWNED BY 103,800 shares -------- --------------------------------------------- EACH 7 SOLE DISPOSITIVE POWER REPORTING PERSON -0- -------- --------------------------------------------- WITH 8 SHARED DISPOSITIVE POWER 103,800 shares - ------------ ------------------------------------------------------------------- 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 103,800 shares - ------------ ------------------------------------------------------------------- 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* |_| - ------------ ------------------------------------------------------------------- 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0.3% - ------------ ------------------------------------------------------------------- 12 TYPE OF REPORTING PERSON* IN - ------------ ------------------------------------------------------------------- - -------------------------------------------------------------------------------- CUSIP No. 023657208 Page 3 of 8 Pages - -------------------------------------------------------------------------------- - ------------ ------------------------------------------------------------------- 1 NAME OF REPORTING PERSON Michael G. Messner S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON - ------------ ------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) |_| (b) X - ------------ ------------------------------------------------------------------- 3 SEC USE ONLY - ------------ ------------------------------------------------------------------- 4 CITIZENSHIP OR PLACE OF ORGANIZATION United States - ------------------------- -------- --------------------------------------------- 5 SOLE VOTING POWER NUMBER OF -0- -------- --------------------------------------------- SHARES 6 SHARED VOTING POWER BENEFICIALLY OWNED BY 103,800 shares -------- --------------------------------------------- EACH 7 SOLE DISPOSITIVE POWER REPORTING PERSON -0- -------- --------------------------------------------- WITH 8 SHARED DISPOSITIVE POWER 103,800 shares - ------------ ------------------------------------------------------------------- 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 103,800 shares - ------------ ------------------------------------------------------------------- 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* |_| - ------------ ------------------------------------------------------------------- 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0.3% - ------------ ------------------------------------------------------------------- 12 TYPE OF REPORTING PERSON* IN - ------------ ------------------------------------------------------------------- Item 1(a). Name of Issuer: America West Holdings Corporation Item 1(b). Address of Issuer's Principal Executive Offices: 111 West Rio Salado Parkway Tempe, AZ 85281 Items 2(a) Name of Person Filing; Address of Principal Business Office: And 2(b): This statement is filed by and on behalf of Messrs. Paul C. Shiverick and Michael G. Messner, in their capacities as (i) principals of Seminole Management Co., Inc. ("Seminole"), which acts as investment manager to two offshore investment funds (the "Funds") and two institutional managed accounts (the "Managed Accounts"), (ii) principals of Seminole Capital Management LLC ("Seminole Capital"), which acts as general partner to a private investment partnership (the "Small Cap Partnership"), and (iii) general partners to two private investment partnerships (together with the Small Cap Partnership, the "Partnerships"). The principal business address of each reporting person is 150 East 52nd Street, 29th Fl., New York, NY 10022. Item 2(c). Citizenship: Messrs. Shiverick and Messner are United States citizens. Item 2(d). Title of Class of Securities: Class B Common Stock, par value $0.01 per share (the "Common Stock"). Item 2(e). CUSIP Number: 023657208 Item 3. If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a: (a) [ ] Broker or Dealer registered under section 15 of the Act, (b) [ ] Bank as defined in section 3(a)(6) of the Act, (c) [ ] Insurance Company as defined in section 3(a)(19) of the Act, (d) [ ] Investment Company registered under Section 8 of the Investment Company Act of 1940, (e) [ ] An investment adviser in accordance with ss. 240.13d-1(b)(1)(ii)(E), (f) [ ] An employee benefit plan or endowment fund in accordance with ss. 240.13d-1(b)(1)(ii)(F), (g) [ ] A parent holding company or control person in accordance with ss. 240.13d-1(b)(1)(ii)(G), (h) [ ] A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act, (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, (j) [ ] A group, in accordance with ss. 13d-1(b)(1)(ii)(J). Item 4. Ownership. The following states the beneficial ownership of the reporting persons as of December 31, 2004. This report relates to the same shares of Common Stock which may be deemed to be owned (i) directly (in the aggregate) by the Funds, the Managed Accounts, and the Partnerships, none of which individually beneficially own more than 5% of the class; and (ii) indirectly by Messrs. Shiverick and Messner, who, as principals of Seminole and Seminole Capital, and as general partners of one or more of the Partnerships, share the power to direct the vote or disposition of such securities. A. Mr. Shiverick (a) Amount beneficially owned: Mr. Shiverick is deemed to have beneficial ownership of 103,800 shares of Common Stock by virtue of his position as a principal of Seminole and Seminole Capital and as general partner of one or more of the Partnerships. Mr. Shiverick shares voting and dispositive power over his holdings of Common Stock with Mr. Messner, the Funds, the Managed Accounts and the Partnerships. (b) Percent of class: 0.3% (c) Number of shares as to which such person has: (i) Sole power to vote or to direct the vote: None (ii) Shared power to vote or to direct the vote: 103,800 (iii) Sole power to dispose or to direct the disposition of: None (iv) Shared power to dispose or to direct the disposition of: 103,800 B. Mr. Messner (a) Amount beneficially owned: Mr. Messner is deemed to have beneficial ownership of 103,800 shares of Common Stock by virtue of his position as a principal of Seminole and Seminole Capital and as general partner of one or more of the Partnerships. Mr. Messner shares voting and dispositive power over his holdings of Common Stock with Mr. Shiverick, the Funds, the Managed Accounts and the Partnerships. (b) Percent of class: 0.3% (c) Number of shares as to which such person has: (i) Sole power to vote or to direct the vote: None (ii) Shared power to vote or to direct the vote: 103,800 (iii) Sole power to dispose or to direct the disposition of: None (iv) Shared power to dispose or to direct the disposition of: 103,800 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 each of the undersigned certifies that, to the best of the undersigned's 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 the undersigned's knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct. Dated: February 9, 2005 /s/ Paul C. Shiverick ------------------------------- Paul C. Shiverick /s/ Michael G. Messner -------------------------------- Michael G. Messner Joint Filing Agreement The undersigned hereby agree to the joint filing with each other of the attached statement on Schedule 13G/A and to all amendments to such statement and that such statement is and all amendments to such statement are made on behalf of each of them. IN WITNESS WHEREOF, the undersigned hereby execute this agreement on February 9, 2005. /s/ Paul C. Shiverick ------------------------------- Paul C. Shiverick /s/ Michael G. Messner -------------------------------- Michael G. Messner -----END PRIVACY-ENHANCED MESSAGE-----