UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934*
(Amendment No. 1)
Stream Global Services, Inc.
(Name of Issuer)
Common Stock, par value $0.001 per share
(Title of Class of Securities)
86323M100
(CUSIP Number)
October 1, 2009
(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 on 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 (the "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. 86323M100 13G Page 2 of 8 Pages
---------------------------- ------------------
---------- ---------------------------------------------------------------------
1 NAME OF REPORTING PERSON
Third Point Offshore Master Fund, L.P.
---------- ---------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [X]
---------- ---------------------------------------------------------------------
3 SEC USE ONLY
---------- ---------------------------------------------------------------------
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
-------------------- ------ ----------------------------------------------------
5 SOLE VOTING POWER
0
------ ----------------------------------------------------
NUMBER OF 6 SHARED VOTING POWER
SHARES
BENEFICIALLY 1,900,300
OWNED BY
EACH ------ ----------------------------------------------------
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON
WITH 0
------ ----------------------------------------------------
8 SHARED DISPOSITIVE POWER
1,900,300
---------- ---------------------------------------------------------------------
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,900,300
---------- ---------------------------------------------------------------------
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
N/A
---------- ---------------------------------------------------------------------
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
2.7%
---------- ---------------------------------------------------------------------
12 TYPE OF REPORTING PERSON
PN
---------- ---------------------------------------------------------------------
|
---------------------------- ------------------
CUSIP No. 86323M100 13G Page 3 of 8 Pages
---------------------------- ------------------
---------- ---------------------------------------------------------------------
1 NAME OF REPORTING PERSON
Third Point Advisors II L.L.C.
---------- ---------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [X]
---------- ---------------------------------------------------------------------
3 SEC USE ONLY
---------- ---------------------------------------------------------------------
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
-------------------- ------ ----------------------------------------------------
5 SOLE VOTING POWER
0
------ ----------------------------------------------------
NUMBER OF 6 SHARED VOTING POWER
SHARES
BENEFICIALLY 1,900,300
OWNED BY
EACH ------ ----------------------------------------------------
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON
WITH 0
------ ----------------------------------------------------
8 SHARED DISPOSITIVE POWER
1,900,300
---------- ---------------------------------------------------------------------
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,900,300
---------- ---------------------------------------------------------------------
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
N/A
---------- ---------------------------------------------------------------------
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
2.7%
---------- ---------------------------------------------------------------------
12 TYPE OF REPORTING PERSON
OO
---------- ---------------------------------------------------------------------
|
This Schedule 13G/A (this "Amendment No. 1") is being filed on behalf of
Third Point Offshore Master Fund, L.P. and Third Point Advisors II L.L.C. with
respect to the common stock, par value $0.001 per share (the "Common Stock"), of
Stream Global Services, Inc., formerly known as Global BPO Services Corp., a
corporation formed under the laws of the State of Delaware, and amends and
restates in its entirety the Schedule 13G filed with the Securities and Exchange
Commission (the "SEC") on January 6, 2009 (the "Original 13G") (the Original
Schedule 13G together with this Amendment No. 1 are collectively referred to
herein as the "Schedule 13G").
Item 1: Name of Issuer:
The name of the issuer is Stream Global Services, Inc. (formerly known as
Global BPO Services Corp.), a corporation formed under the laws of the State of
Delaware (the "Company"). The Company's principal executive offices are located
at 20 William Street, Suite 310, Wellesley, Massachusetts, 02481.
Item 2:
Item 2(a): Name of Person Filing:
This Schedule 13G is filed by:
(i) Third Point Offshore Master Fund, L.P., a Cayman Islands exempted
limited partnership (the "Offshore Master Fund"), which invests and
trades in securities, with respect to shares of Common Stock directly
held by it; and
(ii) Third Point Advisors II L.L.C., a Delaware limited liability company
("Advisors II"), which serves as the general partner of the Offshore
Master Fund.
The Offshore Master Fund and Advisors II are hereinafter sometimes
collectively referred to as the "Reporting Persons." Any disclosures herein with
respect to persons other than the Reporting Persons are made on information and
belief after making inquiry to the appropriate party.
Item 2(b): Address of Principal Business Office or, if None, Residence:
The address of the principal business office of the Offshore Master
Fund is c/o Walkers SPV Limited, Walker House, 87 Mary Street, George Town,
Grand Cayman KY1-9002, Cayman Islands, British West Indies. The address of the
principal business office of Advisors II is 390 Park Avenue, New York, New York
10022.
Item 2(c): Citizenship:
Advisors II is organized as a limited liability company under the laws of
the State of Delaware. The Offshore Master Fund is organized as an exempted
limited partnership under the laws of the Cayman Islands.
Item 2(d): Title of Class of Securities:
Common Stock, par value $0.001 per share ("Common Stock").
Item 2(e): CUSIP Number:
--------- ------------
CUSIP number of the Common Stock is 86323M100.
Item 3: If this statement is filed pursuant to Rules 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,
B. [ ] Bank as defined in Section 3(a)(6) of the Act,
C. [ ] Insurance Company as defined in Section 3(a)(19) of the
Act,
D. [ ] Investment Company registered under Section 8 of the
Investment Company Act of 1940,
E. [ ] An Investment advisor in accordance with
13d-1(b)(1)(ii)(E),
F. [ ] Employee Benefit Plan or Endowment Fund in accordance
with 13d-1 (b)(1)(ii)(F),
G. [ ] Parent Holding Company or control person in accordance
with Rule 13d-1(b)(1)(ii)(G),
H. [ ] Savings Association as defined in Section 3(b) of the
Federal Deposit Insurance Act,
I. [ ] Church Plan that is excluded from the definition of an
investment company under Section 3(c)(14) of the
Investment Company Act of 1940,
J. [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
Item 4: Ownership:
------ ----------
The beneficial ownership of Common Stock by the Reporting Persons as of the date
hereof is as follows:
A. Third Point Offshore Master Fund, L.P.
--------------------------------------
(a) Amount beneficially owned: 1,900,300
(b) Percent of class: 2.7%. The percentages used herein and in the rest
of this Schedule 13G are calculated based on (i) 68,091,664 shares of Common
Stock issued and outstanding as of October 1, 2009, as reported in the Company's
Current Report on Form 8-K filed with the SEC on October 7, 2009 and (ii)
1,900,300 shares of Common Stock issuable upon exercise of Warrants held by the
Reporting Persons that were exercisable within sixty (60) days of the date
hereof.
(c) Number of shares as to which such person has:
(i) Sole power to vote or direct the vote: -0-
(ii) Shared power to vote or direct the vote: 1,900,300
(iii) Sole power to dispose or direct the disposition: -0-
(iv) Shared power to dispose or direct the disposition:
1,900,300
|
B. Third Advisors II L.L.C.
(a) Amount beneficially owned: 1,900,300
(b) Percent of class: 2.7%.
(c) Number of shares as to which such person has:
(i) Sole power to vote or direct the vote: -0-
(ii) Shared power to vote or direct the vote: 1,900,300
(iii) Sole power to dispose or direct the disposition: -0-
(iv) Shared power to dispose or direct the disposition:
1,900,300
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: [X]
Item 6: Ownership of More than Five Percent on Behalf of Another
Person:
Other than as set forth herein, no other person has the right to receive or the
power to direct the receipt of dividends from, or proceeds from the sale of, in
excess of 5% of the total outstanding Common Stock.
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:
Each of the Reporting Persons hereby makes the following 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.
[Signatures on following page]
SIGNATURE
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: October 8, 2009
THIRD POINT OFFSHORE MASTER FUND, L.P.
By: Third Point Advisors II L.L.C., its general partner
By: Daniel S. Loeb, Managing Director
By: /s/ William Song
---------------------------------------------
Name: William Song
Title: Attorney-in-Fact
|
THIRD POINT ADVISORS II L.L.C.
By: Daniel S. Loeb, Managing Director
By: /s/ William Song
---------------------------------------------
Name: William Song
Title: Attorney-in-Fact
|
[SIGNATURE PAGE TO SCHEDULE 13G/A WITH RESPECT TO
STREAM GLOBAL SERVICES, INC.]
EXHIBIT INDEX
Exhibit 99.1: Power of Attorney granted by Daniel S. Loeb in favor of James
P. Gallagher, William Song, Joshua L. Targoff and Bruce Wilson,
dated January 5, 2009, was previously filed with the SEC on
January 5, 2009 as an exhibit to Amendment No. 3 to Schedule 13G
filed by Third Point LLC, Daniel S. Loeb, Third Point Offshore
Fund, Ltd., Third Point Offshore Master Fund, L.P., and Third
Point Advisors II L.L.C. with respect to Energy XXI (Bermuda)
Limited and is incorporated herein by reference.
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