UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549INITIAL STATEMENT OF 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. | SEC 1473 (7-02) | ||
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. |
1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Class A Preferred Stock | Â (3) | Â (3) | Class A Preferred Stock | 7,514,208 | $ (3) | I (4) (5) | See Footnotes (1) (3) |
Class B Preferred Stock | Â (3) | Â (3) | Class B Preferred Stock | 1,801,566 | $ (3) | I (4) (5) | See Footnotes (2) (3) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
TUDOR INVESTMENT CORP ET AL ATTN: STEPHEN N. WALDMAN 1275 KING STREET GREENWICH, CT 06831-2936 |
 |  X |  |  |
JONES PAUL TUDOR II C/O TUDOR INVESTMENT CORPORATION 1275 KING STREET GREENWICH, CT 06831-2936 |
 |  |  | Chairman of Tudor |
Tudor Investment Corporation, By: Stephen N. Waldman, Managing Director | 09/22/2005 | |
**Signature of Reporting Person | Date | |
Paul Tudor Jones II | 09/22/2005 | |
**Signature of Reporting Person | Date |
* | 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) | The shares of Class A Preferred Stock reported herein as indirectly beneficially owned are directly beneficially owned by Tudor Ventures II, L.P. ("TVLP"), Tudor Proprietary Trading, L.L.C. ("TPT"), The Tudor BVI Global Portfolio Ltd. ("BVI"), The Altar Rock Fund L.P. ("Altar Rock") and The Raptor Global Portfolio Ltd. ("Raptor"). TVLP, TPT, BVI, Altar Rock and Raptor own 2,504,736, 441,272, 823,485, 40,703, 3,704,012 shares of the Class A Preferred Stock, respectively. |
(2) | The shares of Class B Preferred Stock reported herein as indirectly beneficially owned are directly beneficially owned by Tudor Ventures II, L.P. ("TVLP"), Tudor Proprietary Trading, L.L.C. ("TPT"), The Tudor BVI Global Portfolio Ltd. ("BVI"), The Altar Rock Fund L.P. ("Altar Rock") and The Raptor Global Portfolio Ltd. ("Raptor"). TVLP, TPT, BVI, Altar Rock and Raptor own 600,522, 105,794, 197,431, 9,763, 888,056 shares of the Class B Preferred Stock, respectively. |
(3) | All of the Issuer's Class A Common Stock, Class B Common Stock, Series A Preferred Stock and Series B Preferred stock are expected to convert into shares of common stock at a 1-to-1 conversion ratio on September 28, 2005. |
(4) | Tudor Investment Corporation ("TIC") is the investment adviser or general partner to each of TVLP, BVI, Altar Rock, and Raptor and is an affiliate of TPT. TIC disclaims beneficial ownership of the securities reported herein as indirectly owned except to the extent of its pecuniary interest in such securities. |
(5) | The shares of Class A Preferred Stock and Class B Preferred Stock (the "Shares") are reported herein as indirectly beneficially owned by Paul Tudor Jones II. The Shares are owned indirectly by TIC (see Footnote 4) and directly by TVLP, TPT, BVI, Altar Rock, and Raptor (see Footnotes 1 and 2). Because Mr. Jones is the controlling shareholder of TIC and the indirect controlling equity holder of TPT, Mr. Jones may be deemed to beneficially own the Shares deemed beneficially owned by each of such entities. Mr. Jones expressly disclaims such beneficial ownership. |