FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
|
|||||||||||||||
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
|
2. Issuer Name and Ticker or Trading Symbol
AMBASSADORS INTERNATIONAL INC [ AMIE ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
|
||||||||||||||||||||||||
3. Date of Earliest Transaction
(Month/Day/Year) 01/02/2004 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
|
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
---|---|---|---|---|---|---|---|---|---|---|
1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock, $.01 par value per share | 01/07/2004 | P | 7,300 | A | $12.42 | 279,894 | I(1) | Account managed by private investment LP(1) | ||
Common Stock, $.01 par value per share | 01/08/2004 | P | 10,000 | A | $12.58 | 289,894 | I(1) | Account managed by private investment LP(1) | ||
Common Stock, $.01 par value per share | 01/13/2004 | P | 700 | A | $12.59 | 290,594 | I(1) | Account managed by private investment LP(1) | ||
Common Stock, $.01 par value per share | 01/14/2004 | P | 4,300 | A | $12.76 | 294,894 | I(1) | Account managed by private investment LP(1) | ||
Common Stock, $.01 par value per share | 01/16/2004 | J(2) | 294,894 | D | (2) | 0.00 | I(1) | Account managed by private investment LP(1) | ||
Common Stock, $.01 par value per share | 01/02/2004 | J(3) | 237,335 | A | (3) | 237,335 | I(4) | MLF Offshore(4) | ||
Common Stock, $.01 par value per share | 01/02/2004 | J(3) | 130 | A | (3) | 237,465 | I(4) | MLF Offshore(4) | ||
Common Stock, $.01 par value per share | 01/02/2004 | J(3) | 237,335 | D | (3) | 909,866 | I(5) | Private investment LP(5) | ||
Common Stock, $.01 par value per share | 01/02/2004 | J(3) | 130 | D | (3) | 909,736 | I(5) | Private investment LP(5) | ||
Common Stock, $.01 par value per share | 01/15/2004 | P | 3,000 | A | $12.81 | 912,736 | I(5) | Private investment LP(5) | ||
Common Stock, $.01 par value per share | 01/16/2004 | J(2) | 294,894 | A | (2) | 1,207,630 | I(5) | Private investment LP(5) | ||
Common Stock, $.01 par value per share | 01/16/2004 | P | 9,000 | A | $12.8 | 1,216,630 | I(5) | Private investment LP(5) | ||
Common Stock, $.01 par value per share | 01/22/2004 | P | 10,700 | A | $12.91 | 1,227,330 | I(5) | Private investment LP(5) | ||
Common Stock, $.01 par value per share | 01/23/2004 | P | 9,300 | A | $12.93 | 1,236,630 | I(5) | Private investment LP(5) |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
| ||||||||||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
| ||||||||||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
| ||||||||||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
| ||||||||||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
| ||||||||||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
|
Explanation of Responses: |
1. These shares are held directly in the name of an account managed by MLF Investments, LLC ("MLFI"). MLFI may be deemed to indirectly own such shares by virtue of its dispositive power over such shares. Mr. Feshbach may also be deemed to indireclty own such shares by virtue of being the managing member of MLFI. MLFI and Mr. Feshbach disclaim beneficial ownership of such shares except to the extent fo their pecuniary interests therein. |
2. These shares were transferred by the record holder into MLFP as part of his contribution to become a partner therein. |
3. These shares were deemed as a limited partnership withdrawal from MLFP and as a recontribution into the limited partner of MLF Offshore. |
4. This Form 4 is filed jointly by MLF Investments, LLC (MLFI), Matthew L. Feshbach, MLF Partners, L.P. (MLFP), MLF Offshore Portfolio Company, L.P. (MLF Offshore), MLF Cayman GP, Ltd. (MLF Cayman), MLF Capital Management L.P. (MLF Capital). MLFI and Mr. Feshbach are deemed to be 10% owners of the Issuer. These securities are owned directly by MLF Offshore and owned indirectly by MLF Cayman by virtue of it being the general partner of MLF Offshore, MLF Capital by being the sole sharheolder of MLF Cayman, by MLFI by being the investment adviser of MLF Offshore and by Mr. Feshbach by virtue of his position as the general partner of MLF Capital. Each of MLFI, Mr. Feshbach, MLFP, MLF Cayman, and MLF Capital dislaims beneficial ownership of the shares owned by MLF Offshore except to the extent of their respective pecuniary interests therein. |
5. This Form 4 is filed jointly by MLF Investments, LLC (MLFI), Matthew L. Feshbach, MLF Partners, L.P. (MLFP), MLF Offshore Portfolio Company, L.P. (MLF Offshore), MLF Cayman GP, Ltd. (MLF Cayman), MLF Capital Management L.P. (MLF Capital). MLFI and Mr. Feshbach are deemed to be 10% owners of the Issuer. These securities are owned directly by MLFP and owned indirectly by MLFI by virtue of its being the general partner of MLFP and by Mr. Feshbach by virtue of his position as the managing member of MLFI. Each of MLFI, Mr. Feshbach, MLF Offshore, MLF Cayman, and MLF Capital dislaims beneficial ownership of the shares owned by MLFP except to the extent of their respective pecuniary interests therein. |
By: MLF Investments, LLC, By: /s/ Matthew L. Feshbach | 01/30/2004 | |
By: /s/ Matthew L. Feshbach | 01/30/2004 | |
By: By: MLF Cayman GP, Ltd., its general partner, By: MLF Capital Management, L.P., its sole shareholder, By: /s/ Matthew L.Feshbach, its President | 01/30/2004 | |
By: By: /s/ MLF Capital Management, L.P., its sole shareholder, By: /s/ Matthew L. Feshbach, its President | 01/30/2004 | |
By: By: /s/ MLF Capital Management, L.P., its sole shareholder, By: /s/ Matthew L. Feshbach, its President | 01/30/2004 | |
By: By: MLF Investments, LLC, its general partner, By: /s/ Matthew L. Feshbach, Managing Member | 01/30/2004 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |