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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 | ||||||||
Warrants | $ 0.01 | 04/08/2005 | J(1) | 422,553 | 04/08/2006 | 04/08/2010 | Common Stock | 422,553 | (3) | 1 | I | Footnote (2) | |||
Warrants | $ 0.01 | 04/08/2005 | J(1) | 25,500 | 04/08/2006 | 04/08/2010 | Common Stock | 25,500 | (3) | 1 | D (2) | ||||
Warrants | $ 2.25 | 04/08/2005 | 12/15/2007 | Common Stock | 300,000 | 1 | I | Footnote (2) | |||||||
Warrants | $ 2.25 | 04/08/2005 | 11/21/2008 | Common Stock | 50,000 | 1 | I | Footnote (2) | |||||||
Warrants | $ 2.25 | 04/08/2005 | 06/18/2008 | Common Stock | 50,000 | 1 | I | Footnote (2) | |||||||
Warrants | $ 2.25 | 04/08/2005 | 07/24/2008 | Common Stock | 50,000 | 1 | I | Footnote (2) | |||||||
Convertible Notes | $ 1.65 | 04/08/2005 | 02/15/2008 | Common Stock | 1,363,638 | 1 | I | Footnote (2) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
FRENKEL LEONID C/O TRIAGE CAPITAL LF GROUP, LLC 401 CITY AVENUE, SUITE 800 BALA CYNWYD, PA 19004 |
X | |||
TRIAGE CAPITAL LF GROUP, LLC 401 CITY AVENUE, SUITE 800 BALA CYNWYD, PA 19004 |
X |
/s/ Leonid Frenkel | 04/08/2005 | |
**Signature of Reporting Person | Date | |
Triage Capital LF Group, LLC /s/ Leonid Frenkel | 04/08/2005 | |
**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) | On April 8, 2005, the Reporting Persons (defined below in footnote 2) entered into a transaction with the Issuer pursuant to which the Reporting Persons exchanged all the Common Shares owned by them in return for Warrants (as further described in footnote 3) to purchase Common Shares of the Issuer. |
(2) | Leonid Frenkel ("Mr. Frenkel") is the managing member of Triage Capital LF Group, LLC, a Delaware limited liability company (together with Mr. Frenkel, the "Reporting Persons") that acts as the general partner to the general partner of both Triage Capital Management L.P. and Triage Capital Management B, L.P., and as the general partner to the investment manager of Triage Offshore Fund, Ltd, all of which are private investment funds in whose accounts portions of the reported securities are held. Mr. Frenkel also acts as the general partner of Periscope Partners L.P., a private investment fund in whose account a portion of the reported securities are held. The Reporting Persons disclaim beneficial ownership of the securities reported herein except to the extent of their pecuniary interest therein. This filing shall not be deemed an admission for Section 16 or otherwise, that the Reporting Persons are the beneficial owner of any of the securities covered by this filing. |
(3) | The Warrants are exercisable as of April 8, 2006 only on the condition that the holder (a Reporting Person or affiliated party) is registered with the Securities and Exchange Commission as an Investment Adviser as of such date. |