0001013594-12-000398.txt : 20121001 0001013594-12-000398.hdr.sgml : 20121001 20121001171218 ACCESSION NUMBER: 0001013594-12-000398 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20121001 DATE AS OF CHANGE: 20121001 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: NII HOLDINGS INC CENTRAL INDEX KEY: 0001037016 STANDARD INDUSTRIAL CLASSIFICATION: RADIO TELEPHONE COMMUNICATIONS [4812] IRS NUMBER: 911671412 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-78613 FILM NUMBER: 121120671 BUSINESS ADDRESS: STREET 1: 1875 EXPLORER ST. STREET 2: SUITE 1000 CITY: RESTON STATE: VA ZIP: 20190 BUSINESS PHONE: 7033905100 MAIL ADDRESS: STREET 1: 1875 EXPLORER ST. STREET 2: SUITE 1000 CITY: RESTON STATE: VA ZIP: 20190 FORMER COMPANY: FORMER CONFORMED NAME: NEXTEL INTERNATIONAL INC DATE OF NAME CHANGE: 19970919 FORMER COMPANY: FORMER CONFORMED NAME: MCCAW INTERNATIONAL LTD DATE OF NAME CHANGE: 19970402 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: STEADFAST CAPITAL MANAGEMENT LP CENTRAL INDEX KEY: 0001214822 IRS NUMBER: 030481537 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 450 PARK AVENUE STREET 2: 20TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2124154600 MAIL ADDRESS: STREET 1: 450 PARK AVENUE STREET 2: 20TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 FORMER COMPANY: FORMER CONFORMED NAME: STEADFAST CAPITAL MANAGEMENT LLC DATE OF NAME CHANGE: 20030117 SC 13G/A 1 niiholdings13ga-100112.htm OCTOBER 1, 2012 niiholdings13ga-100112.htm
 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

SCHEDULE 13G
(RULE 13d - 102)

Information to be included in statements filed pursuant
to Rules 13d-1(b), (c) and (d) and amendments thereto filed
pursuant to 13d-2(b)

(Amendment No. 1)*

NII Holdings, Inc.
(Name of Issuer)

Common Stock, $0.001 par value
(Title of Class of Securities)

6293F201
(CUSIP Number)

September 21, 2012
(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)
[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 disclosures provided in a prior cover page.

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).


 
 
 

1.
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
   
 
    Robert S. Pitts, Jr.
   
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
   
 NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
   
5.
SOLE VOTING POWER
   
 
0
   
6.
SHARED VOTING POWER
   
 
7,660,000
   
7.
SOLE DISPOSITIVE POWER
   
 
0
   
8.
SHARED DISPOSITIVE POWER
   
 
7,660,000
   
9.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
   
 
7,660,000
   
10.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES*    [ ]
   
11.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
   
 
4.46%
   
12.
TYPE OF REPORTING PERSON*
   
 
IN


*SEE INSTRUCTIONS BEFORE FILLING OUT!


 
 
 


1.
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
   
 
    Steadfast Capital Management LP
   
2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (SEE INSTRUCTIONS) *
   
 
    (a)    [x]
 
    (b)    [ ]
   
3.
SEC USE ONLY
   
4.
CITIZENSHIP OR PLACE OF ORGANIZATION
   
 
    Delaware
   
 NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
   
5.
SOLE VOTING POWER
   
 
0
   
6.
SHARED VOTING POWER
   
 
7,273,484
   
7.
SOLE DISPOSITIVE POWER
   
 
0
   
8.
SHARED DISPOSITIVE POWER
   
 
7,273,484
   
9.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
   
 
7,273,484
   
10.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES*    [ ]
   
11.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
   
 
4.24%
   
12.
TYPE OF REPORTING PERSON*
   
 
PN


*SEE INSTRUCTIONS BEFORE FILLING OUT!

 
 
 

1.
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
   
 
    Steadfast Advisors LP
   
2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (SEE INSTRUCTIONS) *
   
 
    (a)    [x]
 
    (b)    [ ]
   
3.
SEC USE ONLY
   
4.
CITIZENSHIP OR PLACE OF ORGANIZATION
   
 
    Delaware
   
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
   
5.
SOLE VOTING POWER
   
 
0
   
6.
SHARED VOTING POWER
   
 
386,516
   
7.
SOLE DISPOSITIVE POWER
   
 
0
   
8.
SHARED DISPOSITIVE POWER
   
 
386,516
   
9.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
   
 
386,516
   
10.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES*    [ ]
   
11.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
   
 
0.23%
   
12.
TYPE OF REPORTING PERSON*
   
 
PN


*SEE INSTRUCTIONS BEFORE FILLING OUT!


 
 
 

1.
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
   
 
    Steadfast Capital, L.P.
   
2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (SEE INSTRUCTIONS) *
   
 
    (a)    [x]
 
    (b)    [ ]
   
3.
SEC USE ONLY
   
4.
CITIZENSHIP OR PLACE OF ORGANIZATION
   
 
    Delaware
   
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
   
5.
SOLE VOTING POWER
   
 
0
   
6.
SHARED VOTING POWER
   
 
386,516
   
7.
SOLE DISPOSITIVE POWER
   
 
0
   
8.
SHARED DISPOSITIVE POWER
   
 
386,516
   
9.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
   
 
386,516
   
10.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES*    [ ]
   
11.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
   
 
0.23%
   
12.
TYPE OF REPORTING PERSON*
   
 
PN

 
*SEE INSTRUCTIONS BEFORE FILLING OUT!

 
 
 

1.
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
   
 
    American Steadfast, L.P.
   
2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (SEE INSTRUCTIONS) *
   
 
    (a)    [x]
 
    (b)    [ ]
   
3.
SEC USE ONLY
   
4.
CITIZENSHIP OR PLACE OF ORGANIZATION
   
 
    Delaware
   
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
   
5.
SOLE VOTING POWER
   
 
0
   
6.
SHARED VOTING POWER
   
 
2,430,104
   
7.
SOLE DISPOSITIVE POWER
   
 
0
   
8.
SHARED DISPOSITIVE POWER
   
 
2,430,104
   
9.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
   
 
2,430,104
   
10.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES*    [ ]
   
11.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
   
 
1.42%
   
12.
TYPE OF REPORTING PERSON*
   
 
PN

*SEE INSTRUCTIONS BEFORE FILLING OUT!

 
 
 


1.
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
   
 
    Steadfast International Master Fund Ltd.
   
2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (SEE INSTRUCTIONS) *
   
 
    (a)    [x]
 
    (b)    [ ]
   
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
   
 
4,843,380
   
7.
SOLE DISPOSITIVE POWER
   
 
0
   
8.
SHARED DISPOSITIVE POWER
   
 
4,843,380
   
9.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
   
 
4,843,380
   
10.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES*    [ ]
   
11.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
   
 
2.82%
   
12.
TYPE OF REPORTING PERSON*
   
 
CO

*SEE INSTRUCTIONS BEFORE FILLING OUT!

 
 
 
 


This statement is filed with respect to the shares of Common Stock (the “Common Stock”) of NII Holdings, Inc. (the “Issuer”) beneficially owned by the Reporting Persons (as defined below) as of September 21, 2012 and amends and supplements the Schedule 13G filed on September 19, 2012 (the “Schedule 13G”).  Except as set forth herein, the Schedule 13G is unmodified.

The names of the persons filing this statement on Schedule 13G (collectively, the “Reporting Persons”) are:

-  
Robert S. Pitts, Jr., a United States Citizen (“Pitts”).

-  
Steadfast Capital Management LP, a Delaware limited partnership (the “Investment Manager”).

-  
Steadfast Advisors LP, a Delaware limited partnership (the “Managing General Partner”).

-  
Steadfast Capital, L.P., a Delaware limited partnership (“Steadfast Capital”).

-  
American Steadfast, L.P., a Delaware limited partnership (“American Steadfast”).

-  
Steadfast International Master Fund Ltd., a Cayman Island exempted company (the “Offshore Fund”).

Mr. Pitts is the managing member of the Investment Manager and the Managing General Partner. The Managing General Partner has the power to vote and dispose of the securities held by Steadfast Capital.  The Investment Manager has the power to vote and dispose of the securities held by American Steadfast and the Offshore Fund.

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:

(i) Mr. Pitts beneficially owns 7,660,000 shares of Common Stock.

(ii) The Investment Manager beneficially owns 7,273,484 shares of Common Stock.

(iii) The Managing General Partner beneficially owns 386,516 shares of Common Stock.

(iv) Steadfast Capital owns 386,516 shares of Common Stock.

(v) American Steadfast owns 2,430,104 shares of Common Stock.

(vi) The Offshore Fund owns 4,843,380 shares of Common Stock.

(vii) Collectively, the Reporting Persons beneficially own 7,660,000 shares of Common Stock.
 
 
 
 
   
 
(b)
Percent of Class:

       (i)  Mr. Pitts’ beneficial ownership of 7,660,000 shares of Common Stock represents 4.46% of the outstanding shares of
                                     Common Stock.

(ii)  The Investment Manager’s beneficial ownership of 7,273,484 shares of Common Stock represents 4.24% of the outstanding shares of Common Stock.

(iii)  The Managing General Partner’s beneficial ownership of 386,516 shares of Common Stock represents 0.23% of the outstanding shares of Common Stock.

(iv)  Steadfast Capital’s beneficial ownership of 386,516 shares of Common Stock represents 0.23% of the outstanding shares of Common Stock.

(v)  American Steadfast’s beneficial ownership of 2,430,104 shares of Common Stock represents 1.42% of the outstanding shares of Common Stock.

(vi)  The Offshore Fund’s beneficial ownership of 4,843,380 shares of Common Stock represents 2.82% of the outstanding shares of Common Stock.

(vii)  Collectively, the Reporting Persons’ beneficial ownership of 7,660,000 shares of Common Stock represents 4.46% of the outstanding shares.

(c)           Number of shares as to which such person has:
 
        (i)   Sole power to vote or to direct the vote
 
             Not applicable.
 
       (ii)  Shared power to vote or to direct the vote of shares of Common Stock:
 
             Steadfast Capital has shared power with the Managing General Partner and Mr. Pitts to vote or direct the vote of
             the 386,516 shares of Common Stock beneficially owned by Steadfast Capital.
 
             American Steadfast has shared power with the Investment Manager and Mr. Pitts to vote or direct the vote of
             the 2,430,104 shares of Common Stock beneficially owned by American Steadfast.


 
 
 
 
The Offshore Fund has shared power with the Investment Manager and Mr. Pitts to vote or direct the vote of the 4,843,380 shares of Common Stock beneficially owned by the Offshore Fund.

(iii)  
Sole power to dispose or to direct the disposition of shares of Common Stock:

Not applicable.

(iv)  
Shared power to dispose or to direct the disposition of shares of Common Stock:

Steadfast Capital has shared power with the Managing General Partner and Mr. Pitts to dispose or direct the disposition of the 386,516 shares of Common Stock beneficially owned by Steadfast Capital.

American Steadfast has shared power with the Investment Manager and Mr. Pitts to dispose or direct the disposition of the 2,430,104 shares of Common Stock beneficially owned by American Steadfast.

The Offshore Fund has shared power with the Investment Manager and Mr. Pitts to dispose or direct the disposition of the 4,843,380 shares of Common Stock beneficially owned by the Offshore Fund.

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 10.
 
Certification.

By signing below 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.

 
 
 

SIGNATURES

After reasonable inquiry and to the best of its knowledge and belief, each of the undersigned certifies that the information with respect to it set forth in this statement is true, complete, and correct.

Dated: October 1, 2012

STEADFAST CAPITAL MANAGEMENT LP


By:  /s/Robert S. Pitts, Jr.                                                         
Robert S. Pitts, Jr., President


STEADFAST ADVISORS LP


By:  /s/Robert S. Pitts, Jr.                                                         
Robert S. Pitts, Jr., President


STEADFAST CAPITAL, L.P.
By: STEADFAST ADVISORS LP, as Managing General Partner


By:  /s/Robert S. Pitts, Jr.                                                         
Robert S. Pitts, Jr., President


AMERICAN STEADFAST, L.P.
By: STEADFAST CAPITAL MANAGEMENT LP, Attorney-in-Fact


By:  /s/Robert S. Pitts, Jr.                                                         
Robert S. Pitts, Jr., President


STEADFAST INTERNATIONAL MASTER FUND LTD.


By:  /s/Robert S. Pitts, Jr.                                                         
Robert S. Pitts, Jr., Director



/s/Robert S. Pitts, Jr.                                                         
    Robert S. Pitts, Jr.