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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 | ||||||||
Senior Redeemable Convertible Preferred Stock (1) | $ 3 (2) | 10/03/2007 | P | 8,000 | 05/15/2007 | (4) | Common Stock | 2,666,666.667 (3) | $ 955 | 68,758 | D | ||||
Senior Redeemable Convertible Preferred Stock (1) | $ 3 (2) | 10/23/2007 | P | 2,000 | 05/15/2007 | (4) | Common Stock | 666,666.6667 (3) | $ 990 | 70,758 | D | ||||
Senior Redeemable Convertible Preferred Stock (1) | $ 3 (2) | 11/12/2007 | P | 250 | 05/15/2007 | (4) | Common Stock | 83,333.3333 (3) | $ 1,000 | 71,008 | D | ||||
Senior Redeemable Convertible Preferred Stock (1) | $ 3 (2) | 12/06/2007 | P | 1,496 | 05/15/2007 | (4) | Common Stock | 498,666.6667 (3) | $ 1,000 | 72,504 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
UBS AG 677 WASHINGTON BOULEVARD STAMFORD, CT 06901 |
X |
UBS AG, /s/ Bert Fuqua, Managing Director | 05/23/2008 | |
**Signature of Reporting Person | Date | |
UBS AG, /s/ Gordon Kiesling, Executive Director | 05/23/2008 | |
**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) | Each share of the Senior Redeemable Convertible Preferred Stock ("SRCPS") was convertible into approximately 333.33 shares of common stock, subject to adjustment, at any time after May 15, 2007 and has no expiration date. Specifically, the SRCPS converts into a number of Common Shares equal to the number of shares of SRCPS multiplied by the quotient of the Liquidation Preference of $1,000 divided by the Conversion Price. On May 1, 2008, the Conversion Price was adjusted to $1.75, which means each SRCPS now converts into approximately 571.43 shares of common stock. This does not include shares which would be deliverable as a make-whole premium for conversions prior to June 1, 2010 to make whole for dividends that would have been payable absent the conversion. As of May 9, 2008, the make-whole premium amounted to 221 common shares for each share of SRCPS. |
(2) | As set forth in Footnotes (1) and (2), on May 1, 2008, the Conversion Price was adjusted to $1.75. |
(3) | As set forth in Footnotes (1) and (2), based on the revised adjusted conversion ratio, the number of shares underlying the SRCPS changed as of May 1, 2008. |
(4) | There is no expiration date. |