-----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, SBcY8XywIK7nuaujxILO0rOq/bQbE4zUUG6sk2GoLQ/Yc04HyHEH0yn8KDo7Kodt jZ/v6AjnuKSTirw7f/JETQ== 0000950129-04-003419.txt : 20040518 0000950129-04-003419.hdr.sgml : 20040518 20040518142824 ACCESSION NUMBER: 0000950129-04-003419 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040517 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040518 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMBASSADORS GROUP INC CENTRAL INDEX KEY: 0001162315 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-EDUCATIONAL SERVICES [8200] IRS NUMBER: 911957010 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-33347 FILM NUMBER: 04815768 BUSINESS ADDRESS: STREET 1: 110 SOUTH FERRALL STREET CITY: SPOKANE STATE: WA ZIP: 99202 BUSINESS PHONE: 5095346200 8-K 1 v99181e8vk.htm FORM 8-K Ambassadors Group, Inc. - March 17, 2004
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): May 17, 2004

AMBASSADORS GROUP, INC.

(EXACT NAME OF REGISTRANT SPECIFIED IN CHARTER)

         
DELAWARE   0-33347   91-1957010

 
 
 
 
 
(STATE OF INCORPORATION)   (COMMISSION FILE NUMBER)   (IRS EMPLOYER
IDENTIFICATION NO.)

DWIGHT D. EISENHOWER BUILDING
110 S. FERRALL STREET
SPOKANE, WA 99202

(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)

(509) 534-6200

(REGISTRANT’S TELEPHONE NUMBER, INCLUDING AREA CODE)



 


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Item 5. Other Events and Regulation FD Disclosure
Item 7. Financial Statement, Pro Forma Financial Information and Exhibits.
SIGNATURES
Exhibit 99.1


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Item 5. Other Events and Regulation FD Disclosure

     On May 14, 2004, Ambassadors Group, Inc. (the “Registrant”) announced that its Board of Directors has adopted a Stock Repurchase Program. Under the Stock Repurchase Program, the Registrant will be authorized to repurchase shares of its outstanding common stock in the open market or in privately negotiated transactions at appropriate times. The Board’s action will allow management to make repurchases, without further board approval, when stock purchases are deemed prudent. The 2004 Stock Repurchase Program contemplates that stock repurchases will be made in accordance with Rule 10b-18 of the regulations issued under the Securities Exchange Act of 1934. Pursuant to the plan, the Registrant may purchase up to $5,000,000 of the Registrant’s common stock.

     A copy of the Press Release announcing the cash dividend and the adoption of a Stock Repurchase Program is attached hereto as Exhibit 99.1.

Item 7. Financial Statement, Pro Forma Financial Information and Exhibits.

(a) Financial Statements of Business Acquired.

None.

(b) Pro Forma Financial Information.

None.

(c) Exhibits

99.1 Press Release, dated May 14, 2004

2


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SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

     
  AMBASSADORS GROUP, INC.
 
   
Date: May 17, 2004
  By: /s/ Colleen-McCann-Lillie

Name: Colleen McCann-Lillie
Title: Chief Financial Officer

3

EX-99.1 2 v99181exv99w1.htm EXHIBIT 99.1 exv99w1
 

NEWS FOR IMMEDIATE RELEASE
May 14, 2004

CONTACT: Colleen McCann-Lillie
(509) 534 – 6200

Ambassadors Group Initiates Stock Buyback Plan

Spokane, WA – May 14, 2004

Ambassadors Group, Inc. (NASDAQ: EPAX) (“Company”), a leading provider of educational travel experiences, announced today that the Company plans to repurchase up to $5,000,000 of the company’s common stock. The repurchase program, which was approved by the Company’s board of directors, provides for buying stock on the open market and retiring the shares to the Company’s treasury. The Company will determine the timing, the price and the number of shares to be repurchased under the program.

Jeff Thomas, chief executive officer, stated, “We are pleased that we have adopted a share repurchase plan to enhance shareowner value. Our cash position, stock valuation and progress year-to-date have led us to believe that an investment in our ourselves is a good investment decision. We will watch our stock trading closely to target the right repurchase opportunities.”

About the Company

Ambassadors Group, Inc. is a leading educational travel company that organizes and promotes international and domestic programs for students, athletes, and professionals. These programs provide opportunities for grade school, junior, and senior high school students to visit foreign and domestic destinations to learn about the history, government, economy and culture of such areas, as well as for junior and senior high school athletes to participate in international sports challenges. The Company’s professional programs emphasize meetings and seminars between participants and persons in similar professions abroad.

Forward-Looking Statements

Forward-looking statements, which are included per the “safe-harbor” provisions of the Private Securities Litigation Reform Act of 1995, may involve known and unknown risks, uncertainties and other factors that may cause the Company’s actual results and performance in future periods to be materially different from any future results or performance suggested by the forward-looking statements in this press release. Such forward-looking statements speak only as of the date of this report, and are subject to risks including: the consequences of the war with Iraq, conflict in the Middle East, periods of international unrest, the outbreak of disease, changes in the direct-mail environment, changes in conditions in the travel industry, changes in economic conditions and changes in the competitive environment. The Company expressly disclaims any obligation to provide public updates or revisions to any forward-looking statements found herein to reflect any changes in Company expectations or any change in events. Although the Company believes the expectations reflected in such forward-looking statements are based upon reasonable assumptions, it can give no assurance that its expectations will be attained. For a more complete discussion of these and other factors, please refer to the Company’s annual report for the year ended December 31, 2003, on Form 10-K filed on March 12, 2004.

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