* |
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) |
Reflects the securities of the issuer owned directly by DellaCamera Capital Master Fund, Ltd. (the "Master Fund"). |
(2) |
DellaCamera Capital Management, LLC ("DCM") acts as the investment manager of the Master Fund. DellaCamera Capital Fund, Ltd.
(the "Offshore Fund") is the controlling shareholder of the Master Fund. Ralph DellaCamera, Jr., Andrew Kurtz and Vincent
Spinnato are the controlling persons of DCM (collectively, Messrs. DellaCamera, Kurtz and Spinnato shall be referred to as
the "Controlling Persons"). |
(3) |
The issuer's Series A Preferred Stock is immediately convertible into shares of common stock. In December 2011, the Series A
Preferred Stock will mature and be, at the option of the issuer, either converted into shares of common stock or redeemed
for cash at the liquidation value of $100 per share of Series A Preferred Stock, subject to the terms of the Certificate of
Designations of the Series A Preferred Stock. |
(4) |
DCM, the Offshore Fund and each Controlling Person may each be deemed to indirectly beneficially own the shares of common
stock held by the Master Fund. For purposes of this Form 3, DCM, the Offshore Fund and each Controlling Person each
disclaims ownership of the shares of common stock owned by the Master Fund, except to the extent of their pecuniary interest
therein. |