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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN 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. | |||
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. | SEC 1474 (9-02) |
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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Stock Option | $ 4.21 | 05/14/2010 | M | 2,006 | (4) | 01/14/2015 | Common Stock, par value $0.01 per share | 15,634 | $ 0 | 13,628 | D (1) (2) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
ARES CORPORATE OPPORTUNITIES FUND LP 2000 AVENUE OF THE STARS 12TH FLOOR LOS ANGELES, CA 90067 |
X | X | ||
ACOF MANAGEMENT LP 2000 AVENUE OF THE STARS 12TH FLOOR LOS ANGELES, CA 90067 |
X | X | ||
ACOF OPERATING MANAGER LP 2000 AVENUE OF THE STARS 12TH FLOOR LOS ANGELES, CA 90067 |
X | X | ||
ARES MANAGEMENT LLC 2000 AVENUE OF THE STARS 12TH FLOOR LOS ANGELES, CA 90067 |
X | X | ||
ARES PARTNERS MANAGEMENT CO LLC 2000 AVENUE OF THE STARS 12TH FLOOR LOS ANGELES, CA 90067 |
X | X |
/s/ Michael D. Weiner, Authorized Signatory of ACOF OPERATING MANAGER, L.P., Manager, for ARES CORPORATE OPPORTUNITIES FUND, L.P. | 05/17/2010 | |
**Signature of Reporting Person | Date | |
/s/ Michael D. Weiner, Authorized Signatory of ACOF OPERATING MANAGER, L.P., General Partner, for ACOF MANAGEMENT, L.P. | 05/17/2010 | |
**Signature of Reporting Person | Date | |
/s/ Michael D. Weiner, Authorized Signatory, for ACOF OPERATING MANAGER, L.P. | 05/17/2010 | |
**Signature of Reporting Person | Date | |
/s/ Michael D. Weiner, Authorized Signatory, for ARES MANAGEMENT LLC | 05/17/2010 | |
**Signature of Reporting Person | Date | |
/s/ Michael D. Weiner, Authorized Signatory, for ARES PARTNERS MANAGEMENT COMPANY LLC | 05/17/2010 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | The general partner of Ares Corporate Opportunities Fund, L.P. ("ACOF") is ACOF Management, L.P. ("ACOF Management") and the general partner of ACOF Management is ACOF Operating Manager, L.P. ("ACOF Operating Manager"). ACOF Operating Manager is indirectly controlled by Ares Management LLC ("AM LLC"), which, in turn, is indirectly controlled by Ares Partners Management Company LLC ("APMC" and, together with ACOF, ACOF Management, ACOF Operating Manager and AM LLC, the "Ares Entities"). |
(2) | APMC is managed by an executive committee. Each of the Ares Entities (other than ACOF, with respect to the securities held by ACOF) and the partners, members and managers of the ACOF Entities and the executive committee of APMC expressly disclaims beneficial ownership of these securities, except to the extent of any pecuniary interest therein, and this report shall not be deemed an admission that any such person or entity is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purposes. The address of each Ares Entity is 2000 Avenue of the Stars, 12th Floor, Los Angeles, CA 90067. |
(3) | Price reflects the net price per share of additional common stock sold as a result of the underwriters' exercise of their over-allotment option, after excluding underwriting discounts and commissions of $0.759 per share. The Form 4 filed by the Reporting Persons on May 10, 2010 listed a price to the public of $11.25 per share for the common stock sold, which, after excluding such underwriting discounts and commissions, results in a net price per share of $10.49. |
(4) | These options are fully vested and can be exercised at any time. |