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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 |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
BAIN CAPITAL INVESTORS LLC 111 HUNTINGTON AVENUE BOSTON, MA 02199 |
X | |||
BAIN CAPITAL FUND VII LLC 111 HUNTINGTON AVENUE BOSTON, MA 02199 |
X | |||
BAIN CAPITAL FUND VII LP 111 HUNTINGTON AVENUE BOSTON, AZ 02199 |
X | |||
BAIN CAPITAL PARTNERS VII LP 111 HUNTINGTON AVENUE BOSTON, MA 02199 |
X | |||
Bain Capital Fund VIII, LLC 111 HUNTINGTON AVENUE BOSTON, MA 02199 |
X | |||
BAIN CAPITAL FUND VIII, L.P. 111 HUNTINGTON AVENUE BOSTON, MA 02199 |
X | |||
BAIN CAPITAL PARTNERS VIII, L.P. 111 HUNTINGTON AVENUE BOSTON, MA 02199 |
X | |||
BCIP Associates III, LLC 111 HUNTINGTON AVENUE BOSTON, MA 02199 |
X | |||
BCIP Associates III 111 HUNTINGTON AVENUE BOSTON, MA 02199 |
X | |||
BCIP T Associates III, LLC 111 HUNTINGTON AVENUE BOSTON, MA 02199 |
X |
/s/ Bain Capital Investors, LLC by Steve Zide | 11/09/2006 | |
**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) | Bain Capital Investors, LLC ("BCI") is the sole general partner of Bain Capital Partners VII, L.P. ("BCP VII"), which is the sole general partner of Bain Capital Fund VII, L.P., which is the sole menber of Bain Capital Fund VII, LLC ("Fund VII"). As a result, BCI may be deemed to share voting and dipositive power with respect to the 556,765 shares sold held Fund VII. BCI disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein. |
(2) | BCI is also the sole general partner of Bain Capital Partners VIII, L.P. ("BCP VIII"), which is the sole general partner of Bain Capital Fund VIII, L.P., which is the sole member of Bain Capital Fund VIII, LLC ("Fund VIII"). As a result, BCI may be deemed to share voting and dispositive power with the respect to the 627,866 shares sold by Fund VIII. BCI disclaims beneficial ownership of such securities except to the extent of its pecuinary interest therein. |
(3) | BCI is also the managing general partner of BCIP Associates III, BCIP Trust Associates III, BCIP Associates III-B and BCIP Trust Associates III-B, which are the managers of BCIP Associates III, LLC, BCIP T Associates III, LLC, BCIP Associates III-B, LLC and BCIP T Associates III-B, LLC, respectively. As a result, BCI may be deemed to share voting and dispositive power with respect to the 119,717 shares sold by these entities. BCI disclaims beneficial ownership of such securities except to its pecuniary interest therein. |