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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 | |
Loeb Daniel S THIRD POINT LLC 390 PARK AVENUE NEW YORK, NY 10022 |
Former Director (1) |
DANIEL S. LOEB, /s/ Justin Nadler, Attorney-in-Fact | 03/28/2007 | |
**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). |
Remarks: (1) On March 1, 2007, Mr. Loeb resigned as a director of the Issuer. This Form 4 is being filed pursuant to Rule 16a-2(b) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), to report the sale of securities owned by the Funds. (2) 2,005,000 shares of common stock are owned by certain funds managed by Third Point LLC (the "Funds"). Daniel S. Loeb is the Chief Executive Officer of Third Point LLC. By reason of the provisions of Rule 16a-1 of the Exchange Act, Third Point and Mr. Loeb may be deemed to be the beneficial owners of the securities beneficially owned by the Funds. Pursuant to an arrangement between Third Point and Mr. Loeb, the Funds are entitled to all economic benefits attaching to 2,378 shares which were granted by the Issuer to Mr. Loeb in connection with his service as a member of the Issuer's board of directors (the "Board"). Also in connection with his service as a member of the Board, Mr. Loeb received an option grant that became exercisable for 20,000 shares on December 8, 2006. Third Point LLC and Mr. Loeb each disclaim beneficial ownership of all such securities, except to the extent of any direct or indirect pecuniary interest therein. |