-----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, GB7/YxD2m1X+Dj7CwP866nZtzJmzz/tulN+acJZWcXk8UXg/1ObahcUVyK5vvwU4 OR0Q6Y/94q4Dk2+SiQw1zA== 0001011443-04-000042.txt : 20040604 0001011443-04-000042.hdr.sgml : 20040604 20040604171625 ACCESSION NUMBER: 0001011443-04-000042 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20040604 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ORBITZ INC CENTRAL INDEX KEY: 0001173495 STANDARD INDUSTRIAL CLASSIFICATION: TRANSPORTATION SERVICES [4700] IRS NUMBER: 522237052 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-79405 FILM NUMBER: 04850452 BUSINESS ADDRESS: STREET 1: 200 S WACKER DRIVE STREET 2: SUITE 1900 CITY: CHICAGO STATE: IL ZIP: 60606 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: HBK INVESTMENTS L P CENTRAL INDEX KEY: 0001011443 IRS NUMBER: 752622581 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 300 CRESCENT CT STREET 2: STE 700 CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: 2147586100 MAIL ADDRESS: STREET 1: 300 CRESCENT CT STREET 2: STE 700 CITY: DALLAS STATE: TX ZIP: 75201 SC 13G 1 orbz13g040604.txt ORBITZ INC. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934* Orbitz, Inc. (Name of Issuer) Class A Common Stock (Title of Class of Securities) 68556Y100 (CUSIP Number) May 28, 2004 (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 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. 68556Y100 1. Name of Reporting Person. HBK Investments L.P. 2. Check the Appropriate Box if a Member of a Group (a) / / (b) / / 3. SEC Use Only 4. Citizenship or Place of Organization: Delaware 5. Sole Voting Power: 680,021 (1)(2) Number of Shares Beneficially 6. Shared Voting Power: 0 Owned By Each Reporting 7. Sole Dispositive Power: 680,021 (1)(2) Person With: 8. Shared Dispositive Power: 0 9. Aggregate Amount Beneficially Owned by Each Reporting Person: 680,021 (1)(2) 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares / / 11. Percent of Class Represented by Amount in Row (9): 5.2% 12. Type of Reporting Person: PN - -------------- (1) Consists of 680,021 shares of Class A common stock (the "Shares") owned by HBK Master Fund L.P. ("Master Fund") as of May 28, 2004. HBK Investments L.P. ("Investments") has sole voting and dispositive power over these Shares pursuant to an Investment Management Agreement with Master Fund. Accordingly, Master Fund has no beneficial ownership of such Shares. 2) Investments' power is exercised by its general partner, HBK Partners II L.P., whose general partner is HBK Management L.L.C. Item 1(a). Name of Issuer: The name of the issuer is Orbitz, Inc. (the "Issuer"). Item 1(b). Address of Issuer's Principal Executive Offices: The principal executive offices of the Issuer are located at 200 S. Wacker Drive, Suite 1900, Chicago, Illinois 60606. Item 2(a). Names of Persons Filing: Pursuant to Rules 13d-1(k)(1)-(2) of Regulation 13D-G of the General Rules and Regulations under the Securities Exchange Act of 1934, as amended (the "Act"), this Schedule 13G Statement is hereby filed by HBK Investments L.P., a Delaware limited partnership (the "Reporting Person"). Additionally, information is included herein with respect to the following persons (collectively, the "Controlling Persons"): HBK Partners II L.P., a Delaware limited partnership ("Partners II"), HBK Management L.L.C., a Delaware limited liability company ("Management") and Kenneth M. Hirsh, Laurence H. Lebowitz, William E. Rose, Richard L. Booth, David C. Haley and Jamiel A. Akhtar, members of Management, who may control Management ("Managers"). The Reporting Person and the Controlling Persons are sometimes hereinafter collectively referred to as the "Item 2 Persons." Item 2(b). Address of Principal Business Office, or if None, Residence: The principal business office for each of the Item 2 Persons is 300 Crescent Court, Suite 700, Dallas, Texas 75201. Item 2(c). Citizenship: All of the natural persons listed in Item 2(a) are citizens of the United States of America. Item 2(d). Title of Class of Securities: This statement relates to the Class A common stock of the Issuer. Item 2(e). CUSIP Number: The CUSIP number of the Shares is 68556Y100. Item 3. If this statement is filed pursuant to Sections 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: (a) / / Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o). (b) / / Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). (c) / / Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c). (d) / / Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8). (e) / / An investment adviser in accordance with section 240.13d-1(b)(1)(ii)(E). (f) / / An employee benefit plan or endowment fund in accordance with section 240.13d-1(b)(1)(ii)(F). (g) / / A parent holding company or control person in accordance with section 240.13d-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 (15 U.S.C. 80a-3). (j) / / Group, in accordance with section 240.13d-1(b)(1)(ii)(J). 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: 680,021 (b) Percent of class: 5.2% (c) Number of shares as to which the person has: (i) Sole power to vote or to direct the vote 680,021. (ii) Shared power to vote or to direct the vote 0. (iii) Sole power to dispose or to direct the disposition of 680,021. (iv) Shared power to dispose or to direct the disposition of 0. 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 / / Item 6. Ownership of More than Five Percent on Behalf of Another Person. Under an Investment Management Agreement with Master Fund, Investments has the sole power to vote or to direct the vote and to dispose or to direct the disposition of the Shares. 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. Not applicable. Item 9. Notice of Dissolution of Group. Not applicable. Item 10. Certification. By signing below I certify that, to the best of my 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. 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: June 4, 2004 HBK INVESTMENTS L.P. By: /s/ Kevin O'Neal Kevin O'Neal Authorized Signatory (1) (1) An Authorization Certificate authorizing Kevin O'Neal to act on behalf of HBK Investments L.P. was previously filed. -----END PRIVACY-ENHANCED MESSAGE-----