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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 | ||||||||
Series B Convertible Preferred Stock | $ 0.852 | 06/15/2011 | C | 1,870 | (3) | (4) | Common Stock | 1,870,000 | (1) | 0 | D (2) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Levine Leichtman Capital Partners IV, L.P. 335 N. MAPLE DRIVE, SUITE 240 BEVERLY HILLS, CA 90210 |
X | |||
LLCP Partners IV GP, LLC 335 N. MAPLE DRIVE, SUITE 240 BEVERLY HILLS, CA 90210 |
X | |||
LEVINE LEICHTMAN CAPITAL PARTNERS INC 335 N. MAPLE DRIVE, SUITE 240 BEVERLY HILLS, CA 90210 |
X | |||
LEICHTMAN LAUREN B 335 N. MAPLE DRIVE, SUITE 240 BEVERLY HILLS, CA 90210 |
X | |||
LEVINE ARTHUR E 335 N. MAPLE DRIVE, SUITE 240 BEVERLY HILLS, CA 90210 |
X |
/s/ Steven E. Hartman for Steven E. Hartman, Vice President, on behalf of Levine Leichtman Capital Partners, Inc., the sole manager of LLCP Partners IV, L.P., which is the sole general partner of Levine Leichtman Capital Partners IV, L.P. | 11/09/2011 | |
**Signature of Reporting Person | Date | |
/s/ Steven E. Hartman for Steven E. Hartman, Vice President, on behalf of Levine Leichtman Capital Partners, Inc., the sole manager of LLCP Partners IV, L.P. | 11/09/2011 | |
**Signature of Reporting Person | Date | |
/s/ Steven E. Hartman for Steven E. Hartman, Vice President, on behalf of Levine Leichtman Capital Partners, Inc. | 11/09/2011 | |
**Signature of Reporting Person | Date | |
/s/ Arthur E. Levine | 11/09/2011 | |
**Signature of Reporting Person | Date | |
/s/ Lauren B. Leichtman | 11/09/2011 | |
**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 June 15, 2011, in accordance with the Certificate of Determination of Rights and Privileges of Series B Convertible Preferred Stock, the Partnership's 1,870 shares of Series B Convertible Preferred Stock automatically converted into an aggregate of 1,870,000 shares of Common Stock upon the consent of a majority of the outstanding shares of Series B Convertible Preferred Stock and the affirmative vote of a majority of the shares of Common Stock casting votes approving such conversion at the annual meeting of the stockholders of the Company held on June 15, 2011. |
(2) | This Form 4 is being filed by more than one reporting person. Levine Leichtman Capital Partners IV, L.P. (the "Partnership") is the direct beneficial owner of the securities described above. LLCP Partners IV GP, LLC (the "General Partner") is the sole general partner of the Partnership. Levine Leichtman Capital Partners, Inc. ("Capital Corp.") is the sole manager of the General Partner. Arthur E. Levine is a director and shareholder of, and the President of, Capital Corp. Lauren B. Leichtman is a director and shareholder of, and the Chief Executive Officer of, Capital Corp. Each of the General Partner, Capital Corp., Mr. Levine and Ms. Leichtman may be deemed to be an indirect beneficial owner of the equity securities reported herein and disclaims beneficial ownership of such equity securities except to the extent of his, her or its indirect pecuniary interest therein. |
(3) | Automatically converted into shares of Common Stock on June 15, 2011. See Note 1 above. |
(4) | None. |