-----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, IKpMwQqAt/shhfskFZTK0IrxAeXzrgjN2hveM+4g8VwgcRr0jNvUTzvX8i2iGZAT aO7isbboW13CaTF0nd3FUw== 0001011438-08-000152.txt : 20080214 0001011438-08-000152.hdr.sgml : 20080214 20080214165526 ACCESSION NUMBER: 0001011438-08-000152 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20080214 DATE AS OF CHANGE: 20080214 GROUP MEMBERS: GEORGE SOROS SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: JETBLUE AIRWAYS CORP CENTRAL INDEX KEY: 0001158463 STANDARD INDUSTRIAL CLASSIFICATION: AIR TRANSPORTATION, SCHEDULED [4512] IRS NUMBER: 870617894 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-78219 FILM NUMBER: 08618278 BUSINESS ADDRESS: STREET 1: 118-29 QUEENS BOULEVARD CITY: FOREST HILLS STATE: NY ZIP: 11375 BUSINESS PHONE: 7182867900 MAIL ADDRESS: STREET 1: 118-29 QUEENS BOULEVARD CITY: FOREST HILLS STATE: NY ZIP: 11375 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SOROS FUND MANAGEMENT LLC CENTRAL INDEX KEY: 0001029160 IRS NUMBER: 133914976 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 888 SEVENTH AVENUE STREET 2: 33RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10106 BUSINESS PHONE: (212) 872-1054 MAIL ADDRESS: STREET 1: 888 SEVENTH AVENUE STREET 2: 33RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10106 SC 13G/A 1 form_sc13ga-sfmjetblue.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 7*) JETBLUE AIRWAYS CORPORATION (Name of Issuer) COMMON STOCK, $0.01 PAR VALUE PER SHARE (Title of Class of Securities) 477143101 (CUSIP Number) DECEMBER 31, 2007 (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) [X] 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). Continued on the following page(s) Page 1 of 8 Pages CUSIP NO. 477143101 PAGE 2 OF 8 PAGES 1 Names of Reporting Persons I.R.S. Identification Nos. of above persons (entities only) SOROS FUND MANAGEMENT LLC 2 Check the Appropriate Box If a Member of a Group (See Instructions) a. [ ] b. [x] 3 SEC Use Only 4 Citizenship or Place of Organization DELAWARE 5 Sole Voting Power Number of 8,582,250 Shares Beneficially 6 Shared Voting Power Owned By 0 Each Reporting 7 Sole Dispositive Power Person 8,582,250 With 8 Shared Dispositive Power 0 9 Aggregate Amount Beneficially Owned by Each Reporting Person 8,582,250 10 Check Box If the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ X ] 11 Percent of Class Represented By Amount in Row (9) 4.76% 12 Type of Reporting Person (See Instructions) OO; IA CUSIP NO. 477143101 PAGE 3 OF 8 PAGES 1 Names of Reporting Persons I.R.S. Identification Nos. of above persons (entities only) GEORGE SOROS (in the capacity described herein) 2 Check the Appropriate Box If a Member of a Group (See Instructions) a. [ ] b. [x] 3 SEC Use Only 4 Citizenship or Place of Organization UNITED STATES 5 Sole Voting Power Number of 8,654,604 Shares Beneficially 6 Shared Voting Power Owned By 8,520,498 Each Reporting 7 Sole Dispositive Power Person 8,654,604 With 8 Shared Dispositive Power 8,520,498 9 Aggregate Amount Beneficially Owned by Each Reporting Person 17,175,102 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) 9.53% 12 Type of Reporting Person (See Instructions) IA; IN CUSIP NO. 477143101 PAGE 4 OF 8 PAGES ITEM 1(A) NAME OF ISSUER: JetBlue Airways Corporation (the "Issuer"). ITEM 1(B) ADDRESS OF THE ISSUER'S PRINCIPAL EXECUTIVE OFFICES: 118-29 Queens Boulevard Forest Hills, New York 11375 ITEM 2(A) NAME OF PERSON FILING: This statement is filed on behalf of each of the following persons (collectively, the "Reporting Persons"): (i) Soros Fund Management LLC ("SFM LLC"); and (ii) Mr. George Soros ("Mr. Soros"). This statement relates to Shares (as defined herein) held for the accounts of Quantum Industrial Partners LDC ("QIP"), Open Society Institute, a New York trust ("OSI"), Tivadar Holdings LLC, a Delaware limited liability company ("Tivadar"), GS 1982 LLC, a Delaware limited liability company, and Mr. Soros. QIH Management Investor, L.P. ("QIHMI"), an investment advisory firm, is a minority shareholder of, and is vested with investment discretion with respect to portfolio assets held for the account of, QIP. The sole general partner of QIHMI is QIH Management LLC ("QIH Management"). SFM LLC is the sole managing member of QIH Management. Mr. Soros is the chairman of SFM LLC and a trustee of OSI. Each of Tivadar and GS 1982 LLC has as its manager SFM Participation, L.P., a Delaware limited partnership, which has as its general partner SFM AH LLC, a Delaware limited liability company, of which SFM LLC is managing member. ITEM 2(B) ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE: The address and principal business office of each of the Reporting Persons, is 888 Seventh Avenue, 33rd Floor, New York, New York, 10106. CUSIP NO. 477143101 PAGE 5 OF 8 PAGES ITEM 2(C) CITIZENSHIP: (i) SFM LLC is a Delaware limited liability company; and (ii) Mr. Soros is a United States citizen. ITEM 2(D) TITLE OF CLASS OF SECURITIES: Common Stock, $0.01 par value per share (the "Shares"). ITEM 2(E) CUSIP NUMBER: 477143101 ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO SS.SS. 240.13D-1(B) OR 240.13D-2(B) OR (C), CHECK WHETHER THE PERSON FILING IS A: This Item 3 is not applicable. ITEM 4. OWNERSHIP: ITEM 4(A) AMOUNT BENEFICIALLY OWNED: As of December 31, 2007, each of the Reporting Persons may be deemed to be the beneficial owner of the following number of Shares: (i) SFM LLC may be deemed the beneficial owner of 8,582,250 Shares, consisting of (A) 5,615,270 Shares held for the account of QIP and 13,500 Shares issuable upon exercise of 13,500 options held for the benefit of QIP, (B) 2,244,491 Shares held for the account of Tivadar, and (C) 708,989 Shares held for the account of GS 1982 LLC. (ii) Mr. Soros may be deemed the beneficial owner of 17,175,102 Shares. This number consists of (A) 5,615,270 Shares held for the account of QIP and 13,500 Shares issuable upon exercise of 13,500 options held for the benefit of QIP, (B) 72,354 Shares held by Mr. Soros, (C) 8,520,498 Shares held for the account of OSI, (D) 2,244,491 Shares held for the account of Tivadar, and (E) 708,989 Shares held for the account of GS 1982 LLC. ITEM 4(B) PERCENT OF CLASS: (i) The number of Shares of which SFM LLC may be deemed the beneficial owner constitutes approximately 4.76% of the total number of Shares outstanding. CUSIP NO. 477143101 PAGE 6 OF 8 PAGES (ii) The number of Shares of which Mr. Soros may be deemed the beneficial owner constitutes approximately 9.53% of the total number of Shares outstanding. ITEM 4(C) NUMBER OF SHARES AS TO WHICH THE PERSON HAS:
SFM LLC (i) Sole power to vote or direct the vote: 8,582,250 (ii) Shared power to vote or to direct the vote 0 (iii) Sole power to dispose or to direct the disposition of 8,582,250 (iv) Shared power to dispose or to direct the disposition of 0 MR. SOROS (i) Sole power to vote or direct the vote: 8,654,604 (ii) Shared power to vote or to direct the vote 8,520,498 (iii) Sole power to dispose or to direct the disposition of 8,654,604 (iv) Shared power to dispose or to direct the disposition of 8,520,498
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]. As of December 31, 2007, SFM LLC may no longer be deemed the beneficial owner of more than five percent of the Shares. CUSIP NO. 477143101 PAGE 7 OF 8 PAGES ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON: The shareholders of QIP, including Quantum Industrial Holdings Ltd., a British Virgin Islands international business company, have the right to participate in the receipt of dividends from, or proceeds from the sale of, the Shares held for the account of QIP in accordance with their ownership interests in QIP. Each of OSI, Tivadar, and GS 1982 LLC has the sole right to participate in the receipt of dividends from, and proceeds from the sale of, the Shares held for its account. The inclusion of securities held for the account of OSI, Tivadar, and GS 1982 LLC shall not be deemed an admission that Mr. Soros or SFM LLC, as relevant, has or may be deemed to have beneficial ownership of such securities. ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY: This Item 7 is not applicable. ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP: This Item 8 is not applicable. ITEM 9. NOTICE OF DISSOLUTION OF GROUP: This Item 9 is not applicable. ITEM 10. CERTIFICATION: This Item 10 is not applicable. CUSIP NO. 477143101 PAGE 8 OF 8 PAGES SIGNATURES After reasonable inquiry and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Date: February 14, 2008 SOROS FUND MANAGEMENT LLC By: /s/ Jodye Anzalotta -------------------------------------------- Jodye M. Anzalotta Assistant General Counsel Date: February 14, 2008 GEORGE SOROS By: /s/ Jodye Anzalotta -------------------------------------------- Jodye M. Anzalotta Attorney-in-Fact
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