0001193125-13-014728.txt : 20130116 0001193125-13-014728.hdr.sgml : 20130116 20130116163359 ACCESSION NUMBER: 0001193125-13-014728 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20130116 DATE AS OF CHANGE: 20130116 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: POINTS INTERNATIONAL LTD CENTRAL INDEX KEY: 0001204413 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-81539 FILM NUMBER: 13532790 BUSINESS ADDRESS: STREET 1: 171 JOHN STREET, 5TH FLOOR CITY: TORONTO STATE: A6 ZIP: M5T 1X3 BUSINESS PHONE: 416-595-0000 MAIL ADDRESS: STREET 1: 171 JOHN STREET, 5TH FLOOR CITY: TORONTO STATE: A6 ZIP: M5T 1X3 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SAMBERG ARTHUR J CENTRAL INDEX KEY: 0000826624 FILING VALUES: FORM TYPE: SC 13G MAIL ADDRESS: STREET 1: PEQUOT CAPITAL MANAGEMENT, INC. STREET 2: 500 NYALA FARM ROAD CITY: WESTPORT STATE: CT ZIP: 06880 SC 13G 1 d468901dsc13g.htm SCHEDULE 13G Schedule 13G

 

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13G

(Rule 13d-102)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

TO RULE 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO

RULE 13d-2

(Amendment No.     )*

 

 

Points International Ltd.

 

(Name of Issuer)

Common Stock, no par value

 

(Title of Class of Securities)

730843109

 

(CUSIP Number)

January 9, 2013

 

(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).

 

 

 

13G

 

CUSIP No. 730843109   Page 2 of 6 Pages

 

    1      

NAMES OF REPORTING PERSONS

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

 

Arthur J. Samberg

 

    2      

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

a  ¨         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

 

825,000

 

        6       

SHARED VOTING POWER

 

0

 

        7       

SOLE DISPOSITIVE POWER

 

825,000

 

        8       

SHARED DISPOSITIVE POWER

 

0

 

9      

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

825,000

 

10      

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

 

¨

 

11      

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

5.4%

 

12      

TYPE OF REPORTING PERSON SEE INSTRUCTIONS

 

IN

 

13G

 

CUSIP No. 730843109   Page 3 of 6 Pages

Schedule 13G

 

Item 1(a).   Name of Issuer: Points International Ltd. (the “Issuer”).
Item 1(b).   Address of Issuer’s Principal Executive Offices: 171 John Street, 5th Floor, Toronto, Ontario, Canada, M5T 1X3.
Item 2(a).   Name of Persons Filing: Arthur J. Samberg.
Item 2(b).   Address of Principal Business Office or, if None, Residence: The principal business address of Mr. Samberg is 77 Bedford Road, Katonah, New York 10536.
Item 2(c).   Citizenship: Mr. Samberg is a citizen of the United States.
Item 2(d).   Title of Class of Securities: Common Stock, no par value (the “Common Stock”).
Item 2(e).   CUSIP Number: 730843109
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)  [    ]   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 §240.13d-1(b)(1)(ii)(E).
(f)   [    ]   An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F).
(g)  [    ]   A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G).
(h)  [    ]   A savings association 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 §240.13d-1(b)(1)(ii)(J).

13G

 

CUSIP No. 730843109   Page 4 of 6 Pages

 

Item 4.   Ownership.
 

(a)    Amount beneficially owned:

 

         825,000 shares of Common Stock.

 

(b)    Percent of class:

 

         5.4%

 

(c)    Number of shares as to which the person has:

 

(i)     Sole power to vote or to direct the vote:

 

825,000

 

(ii)    Shared power to vote or to direct the vote:

 

0       

 

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

 

825,000

 

(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 a class of securities, check the following [    ].
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.

13G

 

CUSIP No. 730843109   Page 5 of 6 Pages

 

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.

13G

 

CUSIP No. 730843109   Page 6 of 6 Pages

SIGNATURES

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: January 16, 2013

 

    By:   /s/ Arthur J. Samberg                        
      Arthur J. Samberg