-----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, BdX7PxLG52mbR8dUOtAD5S8TI80Cu7iYLN01ZEpQbHz3gIcvR1TfRyA/QNeyLJNs gLOQsKnKC+Udp3doTq1Xcw== 0001013594-07-000432.txt : 20070906 0001013594-07-000432.hdr.sgml : 20070906 20070906162852 ACCESSION NUMBER: 0001013594-07-000432 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20070906 DATE AS OF CHANGE: 20070906 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: AMBASSADORS INTERNATIONAL INC CENTRAL INDEX KEY: 0000946842 STANDARD INDUSTRIAL CLASSIFICATION: TRANSPORTATION SERVICES [4700] IRS NUMBER: 911688605 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-44561 FILM NUMBER: 071102966 BUSINESS ADDRESS: STREET 1: 1071 CAMELBACK STREET 2: STREET CITY: NEWPORT BEACH STATE: CA ZIP: 92660 BUSINESS PHONE: 949.759.5900 MAIL ADDRESS: STREET 1: 1071 CAMELBACK STREET 2: STREET CITY: NEWPORT BEACH STATE: CA ZIP: 92660 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: STEADFAST CAPITAL MANAGEMENT LLC CENTRAL INDEX KEY: 0001214822 IRS NUMBER: 030481537 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 767 FIFTH AVENUE STREET 2: 11TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10153 BUSINESS PHONE: 2124186997 SC 13G 1 ambassadors13g-090607.htm SEPTEMBER 6, 2007

 


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) *

Ambassadors International, Inc.

(Name of Issuer)

Common Stock, $.01 par value

(Title of Class of Securities)

023178106

(CUSIP Number)

August 28, 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:

o      Rule 13d-1(b)

x      Rule 13d-1(c)

o      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).

(Continued on the Following Pages)

 


 



 

 

1.

NAME 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)  

o

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

550,000

7.

SOLE DISPOSITIVE POWER

0

8.

SHARED DISPOSITIVE POWER

550,000

9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH

REPORTING PERSON

550,000

10.

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)

 

EXCLUDES CERTAIN SHARES*  

o

11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

5.10%

12.

TYPE OF REPORTING PERSON*

IN

*SEE INSTRUCTIONS BEFORE FILLING OUT!

 



 

 

1.

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

Steadfast Capital Management LLC

2.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

 

(a)  

x

 

(b)  

o

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

461,248

7.

SOLE DISPOSITIVE POWER

0

8.

SHARED DISPOSITIVE POWER

461,248

9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH

REPORTING PERSON

461,248

10.

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)

 

EXCLUDES CERTAIN SHARES*  

o

11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

4.28%

12.

TYPE OF REPORTING PERSON*

OO

*SEE INSTRUCTIONS BEFORE FILLING OUT!

 

 



 

 

 

1.

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

Steadfast Advisors LLC

2.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

 

(a)  

x

 

(b)  

o

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

88,752

7.

SOLE DISPOSITIVE POWER

0

8.

SHARED DISPOSITIVE POWER

88,752

9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH

REPORTING PERSON

88,752

10.

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)

 

EXCLUDES CERTAIN SHARES*  

o

11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

0.82%

12.

TYPE OF REPORTING PERSON*

OO

*SEE INSTRUCTIONS BEFORE FILLING OUT!

 

 



 

 

 

1.

NAME 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*

 

(a)  

x

 

(b)  

o

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

88,752

7.

SOLE DISPOSITIVE POWER

0

8.

SHARED DISPOSITIVE POWER

88,752

9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH

REPORTING PERSON

88,752

10.

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)

 

EXCLUDES CERTAIN SHARES*  

o

11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

0.82%

12.

TYPE OF REPORTING PERSON*

PN

*SEE INSTRUCTIONS BEFORE FILLING OUT!

 

 



 

 

 

1.

NAME 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*

 

(a)  

x

 

(b)  

o

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

182,058

7.

SOLE DISPOSITIVE POWER

0

8.

SHARED DISPOSITIVE POWER

182,058

9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH

REPORTING PERSON

182,058

10.

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)

 

EXCLUDES CERTAIN SHARES*  

o

11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

1.69%

12.

TYPE OF REPORTING PERSON*

PN

*SEE INSTRUCTIONS BEFORE FILLING OUT!

 

 



 

 

 

1.

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

Steadfast International Ltd.

2.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

 

(a)  

x

 

(b)  

o

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

279,190

7.

SOLE DISPOSITIVE POWER

0

8.

SHARED DISPOSITIVE POWER

279,190

9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH

REPORTING PERSON

279,190

10.

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)

 

EXCLUDES CERTAIN SHARES*  

o

11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

2.59%

12.

TYPE OF REPORTING PERSON*

CO

*SEE INSTRUCTIONS BEFORE FILLING OUT!

 

 



 

 

 

ITEM 1(a).

NAME OF ISSUER:

Ambassadors International, Inc. (the “Issuer”)

ITEM 1(b).

ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES:

1071 Camelback Street

Newport Beach, California 92660

ITEM 2(a).

NAME OF PERSON FILING:

The names of the persons filing this statement on Schedule 13G are:

 

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

 

Steadfast Capital Management LLC, a Delaware limited liability company (the “Investment Manager”).

 

Steadfast Advisors LLC, a Delaware limited liability company (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 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 2(b).

ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:

The business address of each of Mr. Pitts, the Investment Manager, the Managing General Partner, Steadfast Capital and American Steadfast is 767 Fifth Avenue, 6th Floor, New York, New York 10153.

The business address of the Offshore Fund is c/o Appleby Corporate Services (Cayman) Limited, P.O. Box 1350 GT, George Town, Grand Cayman, Cayman Islands.

 

 



 

 

 

ITEM 2(c).

CITIZENSHIP:

Mr. Pitts is a citizen of the United States.

Each of the Investment Manager and the Managing General Partner is a limited liability company formed under the laws of the State of Delaware. Each of Steadfast Capital and American Steadfast is a limited partnership formed under the laws of the state of Delaware.

The Offshore Fund is an exempted company formed under the laws of the Cayman Islands.

ITEM 2(d).

TITLE OF CLASS OF SECURITIES:

Common Stock, $.01 par value (the “Common Stock”)

ITEM 2(e).

CUSIP NUMBER:

023178106

ITEM 3.

IF THIS STATEMENT IS FILED PURSUANT TO RULE 13d-1(b), OR 13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A:

 

(a)

o

Broker or dealer registered under Section 15 of the Exchange Act.

(b)

o

Bank as defined in Section 3(a)(6) of the Exchange Act.

(c)

o

Insurance company defined in Section 3(a)(19) of the Exchange Act.

(d)

o

Investment company registered under Section 8 of the Investment Company Act.

(e)

o

An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E).

(f)

o

An employee benefit plan or endowment fund in accordance with Rule

(g)

o

A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G).

(h)

o

A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act.

(i)

o

A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act;

(j)

o

Group, in accordance with Rule 13d-1(b)(1)(ii)(J).

 

If this statement is filed pursuant to Rule 13d-1(c), check this box x

 

 



 

 

 

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 550,000 shares of Common Stock.

 

 

(ii)

The Investment Manager beneficially owns 461,248 shares of Common Stock.

 

 

(iii)

The Managing General Partner beneficially owns 88,752 shares of Common Stock.

 

 

(iv)

Steadfast Capital beneficially owns 88,752 shares of Common Stock.

 

 

(v)

American Steadfast beneficially owns 182,058 shares of Common Stock.

 

 

(vi)

The Offshore Fund beneficially owns 279,190 shares of Common Stock.

 

 

(vii)

Collectively, the Reporting Persons beneficially own 550,000 shares of Common Stock.

 

(b)

Percent of Class:

(i)            Mr. Pitts’ beneficial ownership of 550,000 shares of Common Stock represents 5.10% of all of the outstanding shares of Common Stock.

(ii)           The Investment Manager’s beneficial ownership of 461,248 shares of Common Stock represents 4.28% of all of the outstanding shares of Common Stock.

(iii)          The Managing General Partner’s beneficial ownership of 88,752 shares of Common Stock represents 0.82% of all of the outstanding shares of Common Stock.

(iv)          Steadfast Capital’s beneficial ownership of 88,752 shares of Common Stock represents 0.82% of all of the outstanding shares of Common Stock.

(v)           American Steadfast’s beneficial ownership of 182,058 shares of Common Stock represents 1.69% of all of the outstanding shares of Common Stock.

(vi)          The Offshore Fund’s beneficial ownership of 279,190 shares of Common Stock represents 2.59% of all of the outstanding shares of Common Stock.

(vii)         Collectively, the Reporting Persons’ beneficial ownership of 550,000 shares of Common Stock represents 5.10% of all of the outstanding shares of Common Stock.

 

(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:

The Investment Manager and Mr. Pitts have shared power to vote or direct the vote of 461,248 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 88,752 shares of Common Stock held by the Steadfast Capital.

American Steadfast has shared power with the Investment Manager and Mr. Pitts to vote or direct the vote of the 182,058 shares of Common Stock held by American Steadfast.

The Offshore Fund has shared power with the Investment Manager and Mr. Pitts to vote or direct the vote of the 279,190 shares of Common Stock held 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:

The Investment Manager and Mr. Pitts have shared power to dispose or direct the disposition of 461,248 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 88,752 shares of Common Stock held by Steadfast Capital.

American Steadfast has shared power with the Investment Manager and Mr. Pitts to dispose or direct the disposition of the 182,058 shares of Common Stock held by American Steadfast.

The Offshore Fund has shared power with the Investment Manager and Mr. Pitts to dispose or direct the disposition of the 279,190 shares of Common Stock held 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 Persons have ceased to be the beneficial owner of more than five percent of the class of securities, check the following o.

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.

See Exhibit B.

ITEM 9.

NOTICE OF DISSOLUTION OF GROUP.

Not applicable.

ITEM 10.

CERTIFICATION.

By signing below the undersigned certifies that, to the best of its or his 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 its knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete, and correct.

 

Dated:  

September 6, 2007

 

STEADFAST CAPITAL MANAGEMENT LLC

 

By:   /s/  Robert S. Pitts, Jr.

 

Robert S. Pitts, Jr., Managing Member

 

 

STEADFAST ADVISORS LLC

 

By:   /s/  Robert S. Pitts, Jr.

 

Robert S. Pitts, Jr., Managing Member

 

 

STEADFAST CAPITAL, L.P.

By:  STEADFAST ADVISORS LLC, as Managing General Partner

 

By:   /s/  Robert S. Pitts, Jr.

 

Robert S. Pitts, Jr., Managing Member

 

 

AMERICAN STEADFAST, L.P.

By:  STEADFAST CAPITAL MANAGEMENT LLC, as Attorney-in-Fact

 

 

By:   /s/  Robert S. Pitts, Jr.

 

Robert S. Pitts, Jr., Managing Member

 

 

STEADFAST INTERNATIONAL LTD.

 

 

By:   /s/  Robert S. Pitts, Jr.

 

Robert S. Pitts, Jr., Director

 

 

/s/  Robert S. Pitts, Jr.

Robert S. Pitts, Jr.

 

 

 



 

 

 

EXHIBIT A

JOINT FILING AGREEMENT

The undersigned hereby agree that the statement on Schedule 13G with respect to the Common Stock of Ambassadors International, Inc. dated as of September 6, 2007 is, and any further amendments thereto signed by each of the undersigned shall be, filed on behalf of each of the undersigned pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.

 

Dated:  

September 6, 2007

 

STEADFAST CAPITAL MANAGEMENT LLC

 

By:   /s/  Robert S. Pitts, Jr.

 

Robert S. Pitts, Jr., Managing Member

 

 

STEADFAST ADVISORS LLC

 

By:   /s/  Robert S. Pitts, Jr.

 

Robert S. Pitts, Jr., Managing Member

 

 

STEADFAST CAPITAL, L.P.

By:  STEADFAST ADVISORS LLC, as Managing General Partner

 

By:   /s/  Robert S. Pitts, Jr.

 

Robert S. Pitts, Jr., Managing Member

 

 

AMERICAN STEADFAST, L.P.

By:  STEADFAST CAPITAL MANAGEMENT LLC, as Attorney-in-Fact

 

 

By:   /s/  Robert S. Pitts, Jr.

 

Robert S. Pitts, Jr., Managing Member

 

 

STEADFAST INTERNATIONAL LTD.

 

 

By:   /s/  Robert S. Pitts, Jr.

 

Robert S. Pitts, Jr., Director

 

 

/s/  Robert S. Pitts, Jr.

Robert S. Pitts, Jr.

 

 

 



 

 

 

EXHIBIT B

Robert S. Pitts, Jr.

Steadfast Capital Management LLC

Steadfast Advisors LLC

Steadfast Capital, L.P.

American Steadfast, L.P.

Steadfast International Ltd.

 

 

 

 

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