CUSIP No. 023177108
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Schedule 13G
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1) NAMES OF REPORTING PERSONS | Bandera Partners LLC | |||
2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
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(a) o
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||||
(b) x
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||||
3) SEC USE ONLY
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||||
4) CITIZENSHIP OR PLACE OF ORGANIZATION
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Delaware | ||||
NUMBER OF
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5) SOLE VOTING POWER 984,852
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SHARES
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||||
BENEFICIALLY
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6) SHARED VOTING POWER 0
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|||
OWNED BY
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||||
EACH
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7) SOLE DISPOSITIVE POWER 984,852
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|||
REPORTING
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||||
PERSON WITH
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8) SHARED DISPOSITIVE POWER 0
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|||
9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 984,852
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||||
10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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||||
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o
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|||
11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
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5.6% | ||||
12) TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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OO | ||||
CUSIP No. 023177108
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Schedule 13G
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1) NAMES OF REPORTING PERSONS | Gregory Bylinsky | |||
2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
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(a) o
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(b) x
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3) SEC USE ONLY
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||||
4) CITIZENSHIP OR PLACE OF ORGANIZATION
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United States
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||||
NUMBER OF
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5) SOLE VOTING POWER 0
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|||
SHARES
|
||||
BENEFICIALLY
|
6) SHARED VOTING POWER 984,852
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|||
OWNED BY
|
||||
EACH
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7) SOLE DISPOSITIVE POWER 0
|
|||
REPORTING
|
||||
PERSON WITH
|
8) SHARED DISPOSITIVE POWER 984,852
|
|||
9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 984,852
|
||||
10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
||||
|
o
|
|||
11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
|
||||
5.6% | ||||
12) TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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||||
IN | ||||
CUSIP No. 023177108
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Schedule 13G
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1) NAMES OF REPORTING PERSONS |
Jefferson Gramm
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2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
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||||
(a) o
|
||||
(b) x
|
||||
3) SEC USE ONLY
|
||||
4) CITIZENSHIP OR PLACE OF ORGANIZATION
|
||||
United States
|
||||
NUMBER OF
|
5) SOLE VOTING POWER 0
|
|||
SHARES
|
||||
BENEFICIALLY
|
6) SHARED VOTING POWER 984,852
|
|||
OWNED BY
|
||||
EACH
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7) SOLE DISPOSITIVE POWER 0
|
|||
REPORTING
|
||||
PERSON WITH
|
8) SHARED DISPOSITIVE POWER 984,852
|
|||
9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 984,852
|
||||
10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
||||
|
o
|
|||
11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
|
||||
5.6% | ||||
12) TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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||||
IN | ||||
CUSIP No. 023177108
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Schedule 13G
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1) NAMES OF REPORTING PERSONS |
Andrew Shpiz
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2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
|
||||
(a) o
|
||||
(b) x
|
||||
3) SEC USE ONLY
|
||||
4) CITIZENSHIP OR PLACE OF ORGANIZATION
|
||||
United States
|
||||
NUMBER OF
|
5) SOLE VOTING POWER 0
|
|||
SHARES
|
||||
BENEFICIALLY
|
6) SHARED VOTING POWER 984,852
|
|||
OWNED BY
|
||||
EACH
|
7) SOLE DISPOSITIVE POWER 0
|
|||
REPORTING
|
||||
PERSON WITH
|
8) SHARED DISPOSITIVE POWER 984,852
|
|||
9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 984,852
|
||||
10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
||||
|
o
|
|||
11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
|
||||
5.6% | ||||
12) TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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IN | ||||
Item 1(a).
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Name of Issuer: Ambassadors Group, Inc.
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Item 1(b).
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Address of Issuer’s Principal Executive Offices:
Dwight D. Eisenhower Building
2001 S Flint Road
Spokane, WA 99224
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Item 2(a).
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Name of Person Filing:
This Schedule is being filed jointly by the following reporting persons (hereinafter sometimes collectively referred to as the “Reporting Persons”) pursuant to an Agreement of Joint Filing attached hereto as Exhibit A:
(i) Bandera Partners LLC, a Delaware limited liability company (“Bandera Partners”);
(ii) Gregory Bylinsky;
(iii) Jefferson Gramm; and
(iv) Andrew Shpiz.
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Bandera Partners, Mr. Bylinsky, Mr. Gramm and Mr. Shpiz are filing this Schedule with respect to 984,852 shares of Common Stock (the “Master Fund’s Shares”) directly owned by Bandera Master Fund L.P., a Cayman Islands exempted limited partnership (“Bandera Master Fund”).
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Bandera Partners is the investment manager of Bandera Master Fund and may be deemed to have beneficial ownership over the Master Fund’s Shares by virtue of the sole and exclusive authority granted to Bandera Partners by Bandera Master Fund to vote and dispose of the Master Fund’s Shares.
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Mr. Bylinsky, Mr. Gramm and Mr. Shpiz are Managing Partners, Managing Directors and Portfolio Managers of Bandera Partners.
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Item 2(b).
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Address of Principal Business Office or, if None, Residence:
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The principal business office address of each of Bandera Partners, Gregory Bylinsky, Jefferson Gramm and Andrew Shpiz is:
50 Broad Street, Suite 1820
New York, New York 10004
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Item 2(c).
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Citizenship:
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The place of organization or citizenship of each of the Reporting Persons is as follows:
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Name of Reporting Person
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Place of Organization/Citizenship
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Bandera Partners LLC
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Delaware
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Gregory Bylinsky
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United States
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Jefferson Gramm
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United States
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Andrew Shpiz
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United States
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Item 2(d).
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Title of Class of Securities: Common Stock, par value $0.01
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Item 2(e).
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CUSIP Number: 023177108 |
Item 3.
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If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:
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Not Applicable.
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(i) Bandera Partners LLC
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(a) Amount beneficially owned:
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984,852
|
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(b) Percent of class:
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5.6%
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(c) Number of shares as to which the person has:
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(i) Sole power to vote or to direct the vote
|
984,852
|
|
(ii) Shared power to vote or to direct the vote
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0
|
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(iii) Sole power to dispose or to direct the disposition of
|
984,852
|
|
(iv) Shared power to dispose or to direct the disposition of
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0
|
(ii) Gregory Bylinsky
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||
(a) Amount beneficially owned:
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984,852
|
|
(b) Percent of class:
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5.6%
|
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(c) Number of shares as to which the person has:
|
(i) Sole power to vote or to direct the vote
|
0
|
|
(ii) Shared power to vote or to direct the vote
|
984,852
|
|
(iii) Sole power to dispose or to direct the disposition of
|
0
|
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(iv) Shared power to dispose or to direct the disposition of
|
984,852
|
|
(iii) Jefferson Gramm
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||
(a) Amount beneficially owned:
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984,852
|
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(b) Percent of class:
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5.6%
|
|
(c) Number of shares as to which the person has:
|
(i) Sole power to vote or to direct the vote
|
0
|
|
(ii) Shared power to vote or to direct the vote
|
984,852
|
|
(iii) Sole power to dispose or to direct the disposition of
|
0
|
|
(iv) Shared power to dispose or to direct the disposition of
|
984,852
|
(iv) Andrew Shpiz
|
||
(a) Amount beneficially owned:
|
984,852
|
|
(b) Percent of class:
|
5.6%
|
|
(c) Number of shares as to which the person has:
|
(i) Sole power to vote or to direct the vote
|
0
|
|
(ii) Shared power to vote or to direct the vote
|
984,852
|
|
(iii) Sole power to dispose or to direct the disposition of
|
0
|
|
(iv) Shared power to dispose or to direct the disposition of
|
984,852
|
Item 5.
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Ownership of Five Percent or Less of a Class.
|
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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.
|
|
|
o |
Item 6.
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Ownership of More than Five Percent on Behalf of Another Person.
|
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The right to receive dividends from, or the proceeds from the sale of, the Master Fund’s Shares is held by Bandera Master Fund, a private investment fund for which Bandera Partners serves as investment manager. Bandera Partners, Mr. Bylinsky, Mr. Gramm and Mr. Shpiz disclaim beneficial ownership of the Master Fund’s Shares reported in this statement pursuant to Rule 13d-4 under the Securities Exchange Act of 1934, as amended.
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Item 7.
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Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
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Item 8.
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Identification and Classification of Members of the Group.
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Item 9.
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Notice of Dissolution of Group.
Not Applicable.
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Item 10.
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Certification.
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BANDERA PARTNERS LLC
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|||
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By:
|
/s/ Gregory Bylinsky | |
Gregory Bylinsky | |||
Managing Director | |||
Item 10.
|
Certification.
|
|
|
/s/ Gregory Bylinsky | |
Gregory Bylinsky | |||
Item 10.
|
Certification.
|
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/s/ Jefferson Gramm | |
Jefferson Gramm | |||
Item 10.
|
Certification.
|
|
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/s/ Andrew Shpiz | |
Andrew Shpiz
|
|||
BANDERA PARTNERS LLC
|
|||
|
By:
|
/s/ Gregory Bylinsky | |
Gregory Bylinsky | |||
Managing Director | |||
|
/s/ Gregory Bylinsky | ||
Gregory Bylinsky | |||
|
/s/ Jefferson Gramm | ||
Jefferson Gramm | |||
|
/s/ Andrew Shpiz | ||
Andrew Shpiz | |||