-----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, RyzDurg1CAN+c3tY42OYvxByzt5MZmyPMFhrXuyp6TGM+qnVv8+v90g5UchDjeRl 7Upg3CQJef8BblGO4RmAPw== 0001162315-09-000041.txt : 20090716 0001162315-09-000041.hdr.sgml : 20090716 20090715193959 ACCESSION NUMBER: 0001162315-09-000041 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090715 ITEM INFORMATION: Other Events FILED AS OF DATE: 20090716 DATE AS OF CHANGE: 20090715 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: 09946978 BUSINESS ADDRESS: STREET 1: 2001 SOUTH FLINT CITY: SPOKANE STATE: WA ZIP: 99224 BUSINESS PHONE: 5095687000 MAIL ADDRESS: STREET 1: 2001 SOUTH FLINT CITY: SPOKANE STATE: WA ZIP: 99224 8-K 1 form8-k.htm AMBASSADORS GROUP INC 8-K 07/15/2009 form8-k.htm

 
 
 

 
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)
July 14, 2009
 
 
AMBASSADORS GROUP, INC.
(Exact name of registrant as specified in its charter)
 
 
         
Delaware
  
No. 0-33347
  
91-1957010
(State or Other Jurisdiction
of Incorporation)
  
(Commission File Number)
  
(IRS Employer
Identification No.)
 
     
Dwight D. Eisenhower Building, 2001 South Flint Road, Spokane, WA
  
99224
(Address of principal executive offices)
  
(Zip Code)
 
Registrant’s telephone number, including area code
(509) 568-7800
 
Not Applicable
(Former name or former address, if changed since last report)
 
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 

 
 
 

Item 8.01 Other Events.

On July 14, 2009, a securities class action was filed against Ambassadors Group, Inc. (the “Company”) and certain of its executive officers on behalf of all persons or entities who purchased the Company’s common stock between February 8, 2007 and October 23, 2007.  The class action was filed in the United States District Court for the Eastern District of Washington.  The complaint alleges that the defendants violated federal securities laws by making untrue statements of material fact and/or omitting to state material facts, thereby artificially inflating the price of the Company’s common stock.  Although the Company has not yet been served, the Company has reviewed the complaint and denies the allegations contained therein.  The Company intends to vigorously defend this lawsuit and any alleged claims for damages.

A copy of the press release is attached hereto as Exhibit 99.1 and incorporated by reference herein in its entirety.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits
 
Exhibit 99.1:  Press Release, dated July 15, 2009.

 
 
 

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: July 15, 2009
  
By:
  
 /s/ Chadwick J. Byrd
 
  
       
Chadwick J. Byrd
Chief Financial Officer

 
 
 

EXHIBIT INDEX
     
Exhibit
Number
  
 Description
  
 
99.1
  
Press Release, dated July 15, 2009.

 
 
 

EX-99.1 2 exhibit99_1.htm AMBASSADORS GROUP INC. 99.1 07/15/2009 exhibit99_1.htm

 
 
 

NEWS FOR IMMEDIATE RELEASE
July 15, 2009
CONTACT: Chadwick J. Byrd
(509) 568-7800

Class Action Filed Against Ambassadors Group, Inc.

Spokane, WA – July 15, 2009

Ambassadors Group, Inc. (NASDAQ: EPAX) (“Company”), a leading provider of educational travel experiences, announced today that a securities class action has been filed against the Company and certain executive officers of the Company on behalf of all persons or entities who purchased the Company’s common stock between February 8, 2007 and October 23, 2007.  The class action was filed in the United States District Court for the Eastern District of Washington.  The complaint alleges that the defendants violated federal securities laws by making untrue statements of material fact and/or omitting to state material facts, thereby artificially inflating the price of the Company’s common stock.  Although the Company has not yet been served, the Company has reviewed the complaint and denies the allegations contained therein.  The Company intends to vigorously defend this lawsuit and any alleged claims for damages.

Business Overview
Ambassadors Group, Inc. is a socially conscious, education company located in Spokane, Washington. Ambassadors Group is the parent company of Ambassador Programs, Inc., World Adventures Unlimited, Inc. and Book Rags, Inc., an educational research website. The company also oversees the Washington School of World Studies, an accredited travel study and distance learning school. Additional information about Ambassadors Group and subsidiaries is available at http://ambassadorsgroup.com.

Forward-Looking Statements
This press release contains forward-looking statements, which are included per the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995.  Forward-looking statements may involve known and unknown risks, uncertainties and other factors that may cause our 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 release.  Such forward-looking statements speak only as of the date of this press release.  We expressly disclaim any obligation to provide public updates or revisions to any forward-looking statements found herein to reflect any changes in our expectations or any change in events.  Although we believe the expectations reflected in such forward-looking statements are based upon reasonable assumptions, we can give no assurance that our expectations will be met.  For a more complete discussion of these and other factors, please refer to the Company’s Form 10-K filed on March 12, 2009.

 
 
 

-----END PRIVACY-ENHANCED MESSAGE-----