0001172661-12-000360.txt : 20120312 0001172661-12-000360.hdr.sgml : 20120312 20120312172403 ACCESSION NUMBER: 0001172661-12-000360 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20120312 DATE AS OF CHANGE: 20120312 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Higher One Holdings, Inc. CENTRAL INDEX KEY: 0001486800 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 263025501 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-85896 FILM NUMBER: 12685011 BUSINESS ADDRESS: STREET 1: 25 SCIENCE PARK CITY: NEW HAVEN STATE: CT ZIP: 06511 BUSINESS PHONE: 2037767776 MAIL ADDRESS: STREET 1: 25 SCIENCE PARK CITY: NEW HAVEN STATE: CT ZIP: 06511 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BRAVE WARRIOR CAPITAL, INC. CENTRAL INDEX KEY: 0000789920 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 133194313 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 12 EAST 49TH ST STREET 2: 14TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 2124219760 MAIL ADDRESS: STREET 1: 12 EAST 49TH STREET STREET 2: 14TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 FORMER COMPANY: FORMER CONFORMED NAME: CHIEFTAIN CAPITAL MANAGEMENT, INC. DATE OF NAME CHANGE: 20100407 FORMER COMPANY: FORMER CONFORMED NAME: BRAVE WARRIOR CAPITAL, INC. DATE OF NAME CHANGE: 20100129 FORMER COMPANY: FORMER CONFORMED NAME: CHIEFTAIN CAPITAL MANAGEMENT INC DATE OF NAME CHANGE: 19950124 SC 13G 1 ONE022912.txt SCHEDULE 13G HOLDINGS REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Higher One Holdings, Inc (Name of Issuer) Common Stock (Title of Class of Securities) 42983D104 (CUSIP Number) February 29, 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: [X] Rule 13d-1(b) [ ] 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 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). CUSIP No. 42983D104 1. Names of Reporting Persons. I.R.S. Nos. of above persons (entities only). Brave Warrior Capital, Inc. 13-3194313 2. Check the Appropriate Box if a Member Of a Group [ ] (a) [ ] (b) 3. SEC Use Only 4. Citizenship or Place of Organization Delaware, United States 5. Sole Voting Power: 5,786,263 Number of Shares 6. Shared Voting Power: 0 Beneficially Owned by 7. Sole Dispositive Power: 5,786,263 Each Reporting Person With: 8. Shared Dispositive Power: 0 9. Aggregate Amount Beneficially Owned by Each Reporting Person 5,786,263 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares 11. Percent of Class Represented by Amount in Row (9) 10.18% 12. Type of Reporting Person IA Item 1. (a) Name of Issuer: Higher One Holdings, Inc (b) Address of Issuer's Principal Executive Offices: 115 Munson Street New Haven, CT 06511 Item 2. (a) Name of Person Filing: Brave Warrior Capital, Inc. (b) Address of Principal Business Office, or, if None, Residence: 12 East 49th Street New York, New York 10017 (c) Citizenship: Delaware, United States (d) Title of Class of Securities: Common Stock (e) CUSIP No.: 42983D104 Item 3. If This Statement is Filed Pursuant to Rules 13d-1(b), or 13d-2(b) or (c), 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 of 1940. (e) [X] An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E); (f) [ ] An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F); (g) [ ] A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G); (h) [ ] A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); (i) [ ] A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940; (j) [ ] A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J); (k) [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(K). Item 4. Ownership (a) Amount beneficially owned: 5,786,263 (b) Percent of class: 10.18% (c) Number of shares as to which the person has: (i) Sole power to vote or to direct the vote: 5,786,263 (ii) Shared power to vote or to direct the vote: 0 (iii) Sole power to dispose or to direct the disposition of: 5,786,263 (iv) Shared power to dispose or to direct the disposition of: 0 Item 5. Ownership of Five Percent or Less of a Class Not Applicable 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 or Control Person Not Applicable Item 8. Identification and Classification of Members of the Group Not Applicable Item 9. Notice of Dissolution of Group Not Applicable Item 10. Certifications By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and 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 my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: March 12, 2012 Brave Warrior Capital, Inc. By: /s/ Karen M. Blanchard -------------------------- Name: Karen M. Blanchard Title: Chief Compliance Officer