UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
JETBLUE AIRWAYS CORPORATION
---------------------------
(Name of Issuer)
Common Stock, $0.01 Par Value Per Share
---------------------------------------
(Title of Class of Securities)
477143101
---------
(CUSIP Number)
December 31, 2002
-----------------
(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)
[ ] Rule 13d-1(c)
[X] 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 ("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).
Continued on following pages
Page 1 of 10 Pages
SCHEDULE 13G
CUSIP No. 477143101 Page 2 of 10 Pages
1 Names of Reporting Persons
I.R.S. Identification Nos. of above persons (entities only)
QUANTUM INDUSTRIAL PARTNERS LDC
2 Check the Appropriate Box If a Member of a Group (See Instructions)
a. [ ]
b. [X]
3 SEC Use Only
4 Citizenship or Place of Organization
CAYMAN ISLANDS
5 Sole Voting Power
Number of 9,536,138
Shares
Beneficially 6 Shared Voting Power
Owned By 0
Each
Reporting 7 Sole Dispositive Power
Person 9,536,138
With
8 Shared Dispositive Power
0
9 Aggregate Amount Beneficially Owned by Each Reporting Person
9,536,138
10 Check Box If the Aggregate Amount in Row (9) Excludes Certain
Shares (See Instructions)
[X]
11 Percent of Class Represented By Amount in Row (9)
15.0%**
12 Type of Reporting Person (See Instructions)
OO; IV
----------------------------
** This percentage has been revised solely to give effect to the Issuer's
three-for-two stock split effective as of December 12, 2002.
SCHEDULE 13G
CUSIP No 477143101 Page 3 of 10 Pages
1 Names of Reporting Persons
I.R.S. Identification Nos. of above persons (entities only)
QIH MANAGEMENT INVESTOR, L.P.
2 Check the Appropriate Box If a Member of a Group (See Instructions)
a. [ ]
b. [X]
3 SEC Use Only
4 Citizenship or Place of Organization
DELAWARE
5 Sole Voting Power
Number of 9,536,138
Shares
Beneficially 6 Shared Voting Power
Owned By 0
Each
Reporting 7 Sole Dispositive Power
Person 9,536,138
With
8 Shared Dispositive Power
0
9 Aggregate Amount Beneficially Owned by Each Reporting Person
9,536,138
10 Check Box If the Aggregate Amount in Row (9) Excludes Certain
Shares (See Instructions)
[X]
11 Percent of Class Represented By Amount in Row (9)
15.0%**
12 Type of Reporting Person (See Instructions)
PN; IA
----------------------------
** This percentage has been revised solely to give effect to the Issuer's
three-for-two stock split effective as of December 12, 2002.
SCHEDULE 13G
CUSIP No 477143101 Page 4 of 10 Pages
1 Names of Reporting Persons
I.R.S. Identification Nos. of above persons (entities only)
QIH MANAGEMENT LLC
2 Check the Appropriate Box If a Member of a Group (See Instructions)
a. [ ]
b. [X]
3 SEC Use Only
4 Citizenship or Place of Organization
DELAWARE
5 Sole Voting Power
Number of 9,536,138
Shares
Beneficially 6 Shared Voting Power
Owned By 0
Each
Reporting 7 Sole Dispositive Power
Person 9,536,138
With
8 Shared Dispositive Power
0
9 Aggregate Amount Beneficially Owned by Each Reporting Person
9,536,138
10 Check Box If the Aggregate Amount in Row (9) Excludes Certain
Shares (See Instructions)
[X]
11 Percent of Class Represented By Amount in Row (9)
15.0%**
12 Type of Reporting Person (See Instructions)
OO
----------------------------
** This percentage has been revised solely to give effect to the Issuer's
three-for-two stock split effective as of December 12, 2002.
SCHEDULE 13 G
CUSIP No 477143101 Page 5 of 10 Pages
1 Names of Reporting Persons
I.R.S. Identification Nos. of above persons (entities only)
SOROS FUND MANAGEMENT LLC
2 Check the Appropriate Box If a Member of a Group (See Instructions)
a. [ ]
b. [X]
3 SEC Use Only
4 Citizenship or Place of Organization
DELAWARE
5 Sole Voting Power
Number of 9,536,138
Shares
Beneficially 6 Shared Voting Power
Owned By 0
Each
Reporting 7 Sole Dispositive Power
Person 9,536,138
With
8 Shared Dispositive Power
0
9 Aggregate Amount Beneficially Owned by Each Reporting Person
9,536,138
10 Check Box If the Aggregate Amount in Row (9) Excludes Certain
Shares (See Instructions)
[X]
11 Percent of Class Represented By Amount in Row (9)
15.0%**
12 Type of Reporting Person (See Instructions)
OO; IA
----------------------------
** This percentage has been revised solely to give effect to the Issuer's
three-for-two stock split effective as of December 12, 2002.
SCHEDULE 13G
CUSIP No 477143101 Page 6 of 10 Pages
1 Names of Reporting Persons
I.R.S. Identification Nos. of above persons (entities only)
SFM DOMESTIC INVESTMENTS LLC
2 Check the Appropriate Box If a Member of a Group (See Instructions)
a. [ ]
b. [X]
3 SEC Use Only
4 Citizenship or Place of Organization
DELAWARE
5 Sole Voting Power
Number of 4,764,337
Shares
Beneficially 6 Shared Voting Power
Owned By 0
Each
Reporting 7 Sole Dispositive Power
Person 4,764,337
With
8 Shared Dispositive Power
0
9 Aggregate Amount Beneficially Owned by Each Reporting Person
4,764,337
10 Check Box If the Aggregate Amount in Row (9) Excludes Certain
Shares (See Instructions)
[X]
11 Percent of Class Represented By Amount in Row (9)
7.5%**
12 Type of Reporting Person (See Instructions)
OO
----------------------------
** This percentage has been revised solely to give effect to the Issuer's
three-for-two stock split effective as of December 12, 2002.
SCHEDULE 13 G
CUSIP No 477143101 Page 7 of 10 Pages
1 Names of Reporting Persons
I.R.S. Identification Nos. of above persons (entities only)
GEORGE SOROS (in the capacity described herein)
2 Check the Appropriate Box If a Member of a Group (See Instructions)
a. [ ]
b. [X]
3 SEC Use Only
4 Citizenship or Place of Organization
UNITED STATES
5 Sole Voting Power
Number of 14,300,475
Shares
Beneficially 6 Shared Voting Power
Owned By 0
Each
Reporting 7 Sole Dispositive Power
Person 14,300,475
With
8 Shared Dispositive Power
0
9 Aggregate Amount Beneficially Owned by Each Reporting Person
14,300,475
10 Check Box If the Aggregate Amount in Row (9) Excludes Certain
Shares (See Instructions)
[ ]
11 Percent of Class Represented By Amount in Row (9)
22.4%**
12 Type of Reporting Person (See Instructions)
IA
----------------------------
** This percentage has been revised solely to give effect to the Issuer's
three-for-two stock split effective as of December 12, 2002.
Page 8 of 10 Pages
This Amendment No. 1 to Schedule 13G relates to shares of Common Stock,
$0.01 par value per share (the "Shares"), of JetBlue Airways Corporation (the
"Issuer"). This Amendment No. 1 amends the initial statement on Schedule 13G,
dated February 14, 2003 (the "Initial Statement"), filed by the Reporting
Persons. This Amendment No. 1 is being filed by the Reporting Persons solely to
correct the percent of Shares reported to be beneficially owned ("Share
Percentage") by each of the Reporting Persons in the Initial Statement to
account for the Issuer's three-for-two stock split that was consummated on
December 12, 2002 (the "Stock Split"). The Initial Statement reported Share
Percentage amounts for each of the Reporting Persons based upon an outstanding
number which did not give effect to the Stock Split. Capitalized terms used but
not defined herein shall have the meanings ascribed to them in the Initial
Statement. The Initial Statement is supplementally amended as follows.
Item 4(b). Percent of Class:
(i) The number of Shares of which each of QIP, QIHMI, QIH
Management and SFM LLC may be deemed to be the
beneficial owner constitutes approximately 15.0% of the
total number of Shares outstanding based on 63,784,462
Shares outstanding as disclosed in the Issuer's annual
report on Form 10-K for the fiscal year ended December
31, 2002 (Commission File Number 000-49728).
(ii) The number of Shares of which SFM Domestic Investments
may be deemed to be the beneficial owner constitutes
approximately 7.5% of the total number of Shares
outstanding based on 63,784,462 Shares outstanding as
disclosed in the Issuer's annual report on Form 10-K
for the fiscal year ended December 31, 2002 (Commission
File Number 000-49728).
(iii)The number of Shares of which Mr. Soros may be deemed
to be the beneficial owner constitutes approximately
22.4% of the total number of Shares outstanding based
on 63,784,462 Shares outstanding as disclosed in the
Issuer's annual report on Form 10-K for the fiscal year
ended December 31, 2002 (Commission File Number
000-49728).
Page 9 of 10 Pages
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, the
undersigned certifies that the information set forth in this statement is true,
complete and correct.
Date: February 21, 2003 QUANTUM INDUSTRIAL PARTNERS LDC
By: /s/ Richard D. Holahan, Jr.
-----------------------------------------
Richard D. Holahan, Jr.
Attorney-in-Fact
Date: February 21, 2003 QIH MANAGEMENT INVESTOR, L.P.
By: QIH Management LLC,
its General Partner
By: Soros Private Funds Management LLC,
its Managing Member
By George Soros,
Its Sole Member
By: /s/ Richard D. Holahan, Jr.
-----------------------------------------
Richard D. Holahan, Jr.
Attorney-in-Fact
Date: February 21, 2003 QIH MANAGEMENT LLC
By: Soros Private Funds Management LLC,
its Managing Member
By: George Soros,
Its Sole Member
By: /s/ Richard D. Holahan, Jr.
-------------------------------------------
Richard D. Holahan, Jr.
Attorney-in-Fact
Date: February 21, 2003 SOROS FUND MANAGEMENT LLC
By: /s/ Richard D. Holahan, Jr.
------------------------------------------
Richard D. Holahan, Jr.
Assistant General Counsel
Page 10 of 10 Pages
Date: February 21, 2003 SFM DOMESTIC INVESTMENTS LLC
By George Soros,
Its Managing Member
By: /s/ Richard D.Holahan, Jr.
-----------------------------------------
Richard D. Holahan, Jr.
Attorney-in-Fact
Date: February 21, 2003 GEORGE SOROS
By: /s/ Richard D. Holahan, Jr.
----------------------------------------
Richard D. Holahan, Jr.
Attorney-in-Fact