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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 | ||||||||
Cash-settled Total Return Swaps | $ 2.16 | 04/03/2007 | J(1) | 53,000 | 04/05/2007 | 04/05/2007 | Common Stock | 53,000 | $ 0.021 | 7,053,000 (4) | I (2) (3) | 10% owner (2) (3) | |||
Cash-settled Total Return Swaps | $ 2.28 | 04/03/2007 | J(1) | 53,000 | 04/05/2008 | 04/05/2008 | Common Stock | 53,000 | $ 0.021 | 7,053,000 (4) | I (2) (3) | 10% owner (2) (3) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
GLG Partners LP 1 CURZON STREET LONDON, X0 W1J 5HB |
X |
GLG Partners LP By: Timothy Kuschill, Legal Counsel /s/ Timothy Kuschill By: GLG Partners Limited, its General Partner By: Emmanuel Roman, Managing Director /s/ Emmanuel Roman | 04/06/2007 | |
**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) | According to the terms of the reported Cash-settled Total Return Swaps, GLG Emerging Markets Fund, and therefore indirectly GLG Partners LP, GLG Partners Ltd., Noam Gottesman, Pierre Lagrange and Emmanuel Roman, have the option at the Expiration Date to exercise the Cash-settled Total Return Swaps to receive cash in an amount that is equal to the excess of the market price of the underlying shares of Common Stock (the "Shares") on the Expiration Date and the reported Exercise Price, without beneficially owning the underlying Shares. To the extent that the market price does not exceed the Exercise Price on the Expiration Date, the Reporting Persons may allow the swaps to expire and enter into a new agreement to purchase Cash-settled Total Return Swaps. |
(2) | The securities shown as acquired in column (5) are indirectly owned by GLG Partners LP on behalf of GLG Emerging Markets Fund, which is managed by GLG Partners LP. |
(3) | GLG Partners LP, an English limited partnership, acts as the investment manager of certain funds and may be deemed, as of the date hereof, to be the beneficial owner of the Issuer's securities or derivative securities held by such funds. GLG Partners Limited, an English limited company, is the general partner of GLG Partners LP. Noam Gottesman, Pierre Lagrange and Emmanuel Roman are each a managing director of GLG Partners Limited. GLG Partners LP, GLG Partners Limited, Noam Gottesman, Pierre Lagrange and Emmanuel Roman do not hold directly any of the Issuer's securities or derivative securities with respect thereto, and disclaim any beneficial ownership of any of the Issuer's securities or derivative securities reported or excluded herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended, except for their pecuniary interest therein. |
(4) | On April 3, 2007, the Cash-Settled Total Return Swap exercisable April 5, 2007 was amended. This amendment changed the Exercise Price and Expiration Date of the Total Return Swap. |