-----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, SxAxjEMxetud0sXTHgDfb8755oNSMg37qdIG3fPXyIND1ENdDSLGADXfjZL1f4yW vqI1hXXxSPD8tQ29Ov2fuQ== 0001054420-98-000002.txt : 19980714 0001054420-98-000002.hdr.sgml : 19980714 ACCESSION NUMBER: 0001054420-98-000002 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19980710 SROS: NASD GROUP MEMBERS: BAUPOST GROUP LLC /ADV GROUP MEMBERS: SAK CORPORATION GROUP MEMBERS: SETH A. KLARMAN GROUP MEMBERS: THE BAUPOST GROUP, L.L.C. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: NAVIGANT INTERNATIONAL INC CENTRAL INDEX KEY: 0001055455 STANDARD INDUSTRIAL CLASSIFICATION: TRANSPORTATION SERVICES [4700] IRS NUMBER: 522080967 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: SEC FILE NUMBER: 005-54327 FILM NUMBER: 98664597 BUSINESS ADDRESS: STREET 1: 84 INVERNESS CIRCLE EAST CITY: ENGLEWOOD STATE: CO ZIP: 80112-5314 BUSINESS PHONE: 9207342756 MAIL ADDRESS: STREET 1: P.O. BOX 6604 CITY: ENGLEWOOD STATE: CO ZIP: 80155-6604 FORMER COMPANY: FORMER CONFORMED NAME: TDOP INC DATE OF NAME CHANGE: 19980212 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BAUPOST GROUP LLC /ADV CENTRAL INDEX KEY: 0001054420 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 043402144 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 44 BRATTLE ST CITY: CAMBRIDGE STATE: MA ZIP: 02138 BUSINESS PHONE: 6174976680 MAIL ADDRESS: STREET 1: P O BOX 389125 STREET 2: 44 BRATTLE ST 5TH FL CITY: CAMBRIDGE STATE: MA ZIP: 02238-9125 FORMER COMPANY: FORMER CONFORMED NAME: BAUPOST GROUP LLC /ADV DATE OF NAME CHANGE: 19980505 SC 13G 1 NAVIGANT INTL., INC. INITIAL 13G BY BAUPOST July 10, 1998 Securities and Exchange Commission Securities Filing Department 450 Fifth Street, NW Washington, DC 20549 Re: Navigant International, Inc. Dear Sir or Madame: Enclosed for filing under Rule 13d-1 under the Securities Exchange Act of 1934 is our initial Schedule 13G filing for Navigant International, Inc. stockholders. Under cover of this letter, a copy of this filing are also being sent (via Federal Express) to Navigant International, Inc. Sincerely, THE BAUPOST GROUP, L.L.C. By: SETH A. KLARMAN Title: President SAK CORPORATION By: SETH A. KLARMAN Title: President SETH A. KLARMAN By: SETH A. KLARMAN cc: Navigant International, Inc. 1 UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (AMENDMENT NO. ) Navigant International, Inc. 84 Inverness Circle East, Englewood, CO 80112-5314 (Name of Issuer) Common Stock (Title of Class of Securities) 63935R108 (CUSIP Number) Check the here if a fee is being paid with this statement: . (A fee is not required if the filing person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7). 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). 2 ******************************************************************************* 1. NAME OF REPORTING PERSON, S.S. OR I.R.S. IDENTIFICATION NO.OF ABOVE PERSON The Baupost Group, L.L.C., 04-3402144 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * (a) X (b) 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION The Commonwealth of Massachusetts NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON: 5. WITH SOLE VOTING POWER 1,608,381 6. WITH SHARED VOTING POWER 0 7. WITH SOLE DISPOSITIVE POWER 1,608,381 8. WITH SHARED DISPOSITIVE POWER 0 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,608,381 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES * 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 12.40% 12. TYPE OF REPORTING PERSON * IA 3 ******************************************************************************* 1. NAME OF REPORTING PERSON, S.S. OR I.R.S. IDENTIFICATION NO.OF ABOVE PERSON SAK Corporation, 04-3334541 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * (a) X (b) 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION The Commonwealth of Massachusetts NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON: 5. WITH SOLE VOTING POWER 0 6. WITH SHARED VOTING POWER 0 7. WITH SOLE DISPOSITIVE POWER 0 8. WITH SHARED DISPOSITIVE POWER 0 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES * 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0.00% 12. TYPE OF REPORTING PERSON * HC 4 ******************************************************************************* 1. NAME OF REPORTING PERSON, S.S.OR I.R.S. IDENTIFICATION NO.OF ABOVE PERSON Seth A. Klarman, ###-##-#### 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * (a) X (b) 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION United States of America NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON: 5. WITH SOLE VOTING POWER 0 6. WITH SHARED VOTING POWER 0 7. WITH SOLE DISPOSITIVE POWER 0 8. WITH SHARED DISPOSITIVE POWER 0 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES * 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0.00% 12. TYPE OF REPORTING PERSON * HC 5 ******************************************************************************* Item 1 (a) Name of Issuer: Navigant International, Inc. 1(b) Address of Issuer's Principal Executive Offices: 84 Inverness Circle East, Englewood, CO 80112-5314 Item 2 (a) Name of Person Filing: (1) The Baupost Group, L.L.C. (2) SAK Corporation (3) Seth A. Klarman 2(b) Address of Principal Business Offices or, if none, Residence: (1) The Baupost Group, L.L.C. 44 Brattle Street, 5th Floor Cambridge, Massachusetts 02138 (2) SAK Corporation 44 Brattle Street, 5th Floor Cambridge, Massachusetts 02138 (3) Seth A. Klarman 44 Brattle Street, 5th Floor Cambridge, Massachusetts 02138 2(c) Citizenship: (1) The Commonwealth of Massachusetts (2) The Commonwealth of Massachusetts (3) United States of America 2(d) Title of Class of Securities: Common Stock 2(e) CUSIP Number: 63935R108 6 Item 3 If this statement is filed pursuant to Rule 13d-1(b) or 13d-2(b), 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. (e) [X]Investment Advisor registered under Section 203 of the Investment Advisers Act of 1940. (f) [ ]Employee Benefit Plan, Pension Fund which is subject to the provisions of the Employee Retirement Income Security Act of 1974 or Endowment Fund; see 240.13D-1(b)(1)(ii)(F). (g) [X]Parent Holding Company, in accordance with 240.13D-1(b)(ii)(G) (Note: See Item 7). (h) [ ]Group, in accordance with 240.13d-1(b)(1)(ii)(H). Item 4 Ownership: If the percent of the class owned, as of December 31 of the year covered by the statement, or as of the last day of any month described in Rule 13d-1(b)(2), if applicable, exceeds five percent, provide the following information as of that date and identify those shares which there is a right to acquire. (a) Amount Beneficially Owned: (as of June 30, 1998) (1) The Baupost Group, L.L.C.: 1,608,381 (2) SAK Corporation: 0 (3) Seth A. Klarman: 0 7 (b) Percent of Class: (1) The Baupost Group, L.L.C.: 12.40% (2) SAK Corporation: 0.00% (3) Seth A. Klarman: 0.00% (C) Number of shares as to which such person has: (i) sole power to vote or to direct the vote (1) The Baupost Group, L.L.C.: 1,608,381 (2) SAK Corporation: 0 (3) Seth A. Klarman: 0 (ii) shared power to vote or to direct the vote --- 0 (i) sole power to dispose or to direct the disposition of (1) The Baupost Group, L.L.C.: 1,608,381 (2) SAK Corporation: 0 (3) Seth A. Klarman: 0 (ii) shared power to dispose or to direct the disposition of --- 0 10 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 [ ]. Item 6 Ownership of More than Five Percent on behalf of Another Person: The Baupost Group, L.L.C. is a registered investment adviser. SAK Corporation is the Manager of The Baupost Group, L.L.C. Seth A. Klarman, as the sole Director of SAK Corporation and a controlling person of Baupost Group, L.L.C., may be deemed to have beneficial ownership under Section 13(d) of the securities beneficially owned by Baupost Group, L.L.C. Securities reported on this Schedule 13G as being beneficially owned by the Baupost Group, L.L.C. include securities purchased on behalf of a registered investment company and various limited partnerships. Item 7 Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company: N/A Item 8 Identification and Classification of members of the Group: N/A Item 9 Notice of Dissolution of Group: N/A 11 Item 10 Certification: By signing below the undersigned certifies that, to the best of its knowledge and belief, the securities referred to above were acquired in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transaction having such purpose or effect. Signature After reasonable inquiry and to the best of its knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct. July 10, 1998 Date THE BAUPOST GROUP, L.L.C. By: SETH A. KLARMAN Title: President SAK CORPORATION By: SETH A. KLARMAN Title: President SETH A. KLARMAN By: SETH A. KLARMAN 12 EXHIBIT A Item 3 (1) The Baupost Group, L.L.C. IA (2) SAK Corporation HC (3) Seth A. Klarman HC The Baupost Group, L.L.C. is a registered investment adviser. SAK Corporation is the Manager of The Baupost Group, L.L.C. Seth A. Klarman, as the sole Director of SAK Corporation and a controlling person of Baupost Group, L.L.C., may be deemed to have beneficial ownership under Section 13(d) of the securities beneficially owned by Baupost Group, L.L.C. Securities reported on this Schedule 13G as being beneficially owned by the Baupost Group, L.L.C. include securities purchased on behalf of a registered investment company and various limited partnerships. 13 -----END PRIVACY-ENHANCED MESSAGE-----