UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | SEC 1473 (7-02) | ||
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 control number. |
1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Series A Convertible Preferred Stock | Â (1) | Â (1) | Common Stock | 1,875,000 (2) | $ 8 | D | Â |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
MEZZANINE MANAGEMENT LTD 333 LUDLOW STREET 2ND FLOOR, NORTH TOWER STAMFORD, CT 06902 |
 |  X |  |  |
MEZZANINE MANAGEMENT FUND IV COINVEST A L.P. 333 LUDLOW STREET 2ND FLOOR, NORTH TOWER STAMFORD, CT 06902 |
 |  X |  |  |
MEZZANINE MANAGEMENT FUND IV A 333 LUDLOW STREET 2ND FLOOR, NORTH TOWER STAMFORD, CT 06902 |
 |  X |  |  |
/s/ S. Arthur Morris, Authorized Signatory for Mezzanine Management Limited | 05/07/2008 | |
**Signature of Reporting Person | Date | |
/s/ S. Arthur Morris, Authorized Signatory for Mezzanine Management Fund IV Coinvest A L.P. | 05/07/2008 | |
**Signature of Reporting Person | Date | |
/s/ S. Arthur Morris, Authorized Signatory for Mezzanine Management Fund IV A L.P. | 05/07/2008 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 5(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). |
(1) | The convertible preferred stock is convertible at any time, at the holder's election and has no expiration date. |
(2) | These securities are beneficially owned by a "group" for purposes of Section 13D of the Exchange Act. The group is composed of the following entities and individuals: Mezzanine Management Fund IV A, L.P. ("Fund IV"), Mezzanine Management Fund IV Coinvest A, L.P. ("Coinvest"), Mezzanine Management Limited ("Mezzanine"), Rory Brooks ("Brooks") and James Read ("Read). Fund IV shares voting and dispositive power over 1,846,600 of these shares. Coinvest A shares voting and dispositive power over 28,400 of these shares. Mezzanine, Brooks and Read share voting and dispositive power over all 1,875,000 shares. |