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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 | |
FIRST RESERVE GP IX INC ONE LAFAYETTE PLACE THIRD FLOOR GREENWICH, CT 06830 |
X | |||
FIRST RESERVE FUND IX L P ONE LAFAYETTE PLACE GREENWICH, CT 06830 |
X | |||
FIRST RESERVE GP IX L P ONE LAFAYETTE PLACE GREENWICH, CT 06830 |
X |
Anne E. Gold, Assistant Secretary to First Reserve GP IX, Inc. | 03/15/2005 | |
**Signature of Reporting Person | Date | |
Anne E. Gold | 03/15/2005 | |
**Signature of Reporting Person | Date | |
Anne E. Gold | 03/15/2005 | |
**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 sale of shares as reported on this Form 4 were made by First Reserve Fund IX, L.P. |
(2) | Consists of (i) 11,554,804 shares of Common Stock held directly by First Reserve Fund IX, L.P.; (ii) 45,187 shares of Common Stock issued to Ben A. Guill in his capacity as a director of the Issuer; and (iii) 16,661 shares of Common Stock held of record by Thomas Sikorski, a former director of the Issuer, for an aggregate of 11,616,652 shares of Common Stock. The Fund Entities (as defined in Footnote 3) have an interest in a portion of the proceeds from the aforementioned common stock issued to Messrs. Guill and Sikorski. Messrs. Guill and Sikorski disclaim beneficial ownership of any securities of the Issuer held by the Fund Entities. |
(3) | This Form 4 is being filed on behalf of First Reserve GP IX, Inc. ("GP IX Inc."), First Reserve GP IX, L.P. ("GP IX"), and First Reserve Fund IX, L.P. ("Fund IX"), each as 10% beneficial owners (collectively the "Fund Entities"). GP IX is the general partner of Fund IX and may be deemed to beneficially own all of the shares of Common Stock owned by Fund IX. GP IX Inc., as the general partner of GP IX, may be deemed to beneficially own all of the shares of Common Stock owned by Fund IX. |
Remarks: First Reserve GP IX, Inc., by Anne E. Gold, is signing for itself as the designated filer, as well as in its capacity as the general partner of GP IX. GP IX is signing for Fund IX, as its general partner. |