CUSIP
No. 367348109 Page
2 of 54 Pages
|
|
1 NAME
OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Fortress Partners Offshore
Securities LLC
|
|
2 CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See
Instructions) (a) | |
(b) | |
|
|
3 SEC
USE ONLY
|
|
4 CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5 SOLE
VOTING POWER
-170,700-
|
6 SHARED
VOTING POWER
-0-
|
|
7 SOLE
DISPOSITIVE POWER
-170,700-
|
|
8 SHARED
DISPOSITIVE POWER
-0-
|
|
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-170,700-
|
|
10 CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (See
Instructions)
|
|
11 PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
Less than 1% (based on 57,871,776
shares outstanding as of November 9, 2007)
|
|
12 TYPE
OF REPORTING PERSON (See Instructions)
OO
|
CUSIP
No. 367348109 Page 3
of 54 Pages
|
|
1 NAME
OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Fortress Partners Master Fund
L.P.
|
|
2 CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See
Instructions) (a) | |
(b) | |
|
|
3 SEC
USE ONLY
|
|
4 CITIZENSHIP
OR PLACE OF ORGANIZATION
Cayman Islands
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5 SOLE
VOTING POWER
-0-
|
6 SHARED
VOTING POWER
-170,700-*
|
|
7 SOLE
DISPOSITIVE POWER
-0-
|
|
8 SHARED
DISPOSITIVE POWER
-170,700-*
|
|
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-170,700-
|
|
10 CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (See
Instructions)
|
|
11 PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
Less than 1% (based on 57,871,776
shares outstanding as of November 9, 2007)
|
|
12 TYPE
OF REPORTING PERSON (See Instructions)
PN
|
CUSIP
No. 367348109 Page 4
of 54 Pages
|
|
1 NAME
OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Fortress Partners Offshore Master
GP LLC
|
|
2 CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See
Instructions) (a)
| |
(b) | |
|
|
3 SEC
USE ONLY
|
|
4 CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5 SOLE
VOTING POWER
-0-
|
6 SHARED
VOTING POWER
-170,700-*
|
|
7 SOLE
DISPOSITIVE POWER
-0-
|
|
8 SHARED
DISPOSITIVE POWER
-170,700-*
|
|
9 AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-170,700-
|
|
10 CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (See
Instructions)
|
|
11 PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
Less than 1% (based on 57,871,776
shares outstanding as of November 9, 2007)
|
|
12 TYPE
OF REPORTING PERSON (See Instructions)
OO
|
CUSIP
No. 367348109 Page 5
of 54 Pages
|
|
1 NAME
OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
FIF III Liberty Holdings
LLC
|
|
2 CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See
Instructions) (a) | |
(b) | |
|
|
3 SEC
USE ONLY
|
|
4 CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5 SOLE
VOTING POWER
-22,050,000-
|
6 SHARED
VOTING POWER
-0-
|
|
7 SOLE
DISPOSITIVE POWER
-22,050,000-
|
|
8 SHARED
DISPOSITIVE POWER
-0-
|
|
9 AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-22,050,000-
|
|
10 CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (See
Instructions)
|
|
11 PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
38.1% (based on 57,871,776 shares
outstanding as of November 9, 2007)
|
|
12 TYPE
OF REPORTING PERSON (See Instructions)
OO
|
CUSIP
No. 367348109 Page 6
of 54 Pages
|
|
1 NAME
OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Fortress Investment Fund III
LP
|
|
2 CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See
Instructions) (a) | |
(b) | |
|
|
3 SEC
USE ONLY
|
|
4 CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5 SOLE
VOTING POWER
-0-
|
6 SHARED
VOTING POWER
-8,087,400-*
|
|
7 SOLE
DISPOSITIVE POWER
-0-
|
|
8 SHARED
DISPOSITIVE POWER
-8,087,400-*
|
|
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-8,087,400-
|
|
10 CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (See
Instructions)
|
|
11 PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
14.0% (based on 57,871,776 shares
outstanding as of November 9, 2007)
|
|
12 TYPE
OF REPORTING PERSON (See Instructions)
PN
|
CUSIP
No. 367348109 Page 7
of 54 Pages
|
|
1 NAME
OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Fortress Investment Fund III
(Fund B) LP
|
|
2 CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See
Instructions) (a) | |
(b) | |
|
|
3 SEC
USE ONLY
|
|
4 CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5 SOLE
VOTING POWER
-0-
|
6 SHARED
VOTING POWER
-6,914,800-*
|
|
7 SOLE
DISPOSITIVE POWER
-0-
|
|
8 SHARED
DISPOSITIVE POWER
-6,914,800-*
|
|
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-6,914,800-
|
|
10 CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (See
Instructions)
|
|
11 PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
11.9% (based on 57,871,776 shares
outstanding as of November 9, 2007)
|
|
12 TYPE
OF REPORTING PERSON (See Instructions)
PN
|
CUSIP
No. 367348109 Page 8
of 54 Pages
|
|
1 NAME
OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Fortress Investment Fund III
(Fund C) LP
|
|
2 CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See
Instructions) (a) | |
(b) | |
|
|
3 SEC
USE ONLY
|
|
4 CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5 SOLE
VOTING POWER
-0-
|
6 SHARED
VOTING POWER
-1,445,900-*
|
|
7 SOLE
DISPOSITIVE POWER
-0-
|
|
8 SHARED
DISPOSITIVE POWER
-1,445,900-*
|
|
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-1,445,900-
|
|
10 CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (See
Instructions)
|
|
11 PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
2.5% (based on 57,871,776 shares
outstanding as of November 9, 2007)
|
|
12 TYPE
OF REPORTING PERSON (See Instructions)
PN
|
CUSIP
No. 367348109 Page 9
of 54 Pages
|
|
1 NAME
OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Fortress Investment Fund III
(Fund D) L.P.
|
|
2 CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See
Instructions) (a) | |
(b) | |
|
|
3 SEC
USE ONLY
|
|
4 CITIZENSHIP
OR PLACE OF ORGANIZATION
Cayman Islands
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5 SOLE
VOTING POWER
-0-
|
6 SHARED
VOTING POWER
-3,318,800-*
|
|
7 SOLE
DISPOSITIVE POWER
-0-
|
|
8 SHARED
DISPOSITIVE POWER
-3,318,800-*
|
|
9 AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-3,318,800-
|
|
10 CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (See
Instructions)
|
|
11 PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.7% (based on 57,871,776 shares
outstanding as of November 9, 2007)
|
|
12 TYPE
OF REPORTING PERSON (See Instructions)
PN
|
CUSIP
No. 367348109 Page 10
of 54 Pages
|
|
1 NAME
OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Fortress Investment Fund III
(Fund E) L.P.
|
|
2 CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See
Instructions) (a) | |
(b) | |
|
|
3 SEC
USE ONLY
|
|
4 CITIZENSHIP
OR PLACE OF ORGANIZATION
Cayman Islands
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5 SOLE
VOTING POWER
-0-
|
6 SHARED
VOTING POWER
-233,100-*
|
|
7 SOLE
DISPOSITIVE POWER
-0-
|
|
8 SHARED
DISPOSITIVE POWER
-233,100-*
|
|
9 AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-233,100-
|
|
10 CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (See
Instructions)
|
|
11 PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
Less than 1% (based on 57,871,776
shares outstanding as of November 9, 2007)
|
|
12 TYPE
OF REPORTING PERSON (See Instructions)
PN
|
CUSIP
No. 367348109 Page 11
of 54 Pages
|
|
1 NAME
OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Fortress Investment Fund III
(Coinvestment Fund A) LP
|
|
2 CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See
Instructions) (a) | |
(b) | |
|
|
3 SEC
USE ONLY
|
|
4 CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5 SOLE
VOTING POWER
-0-
|
6 SHARED
VOTING POWER
-348,500-*
|
|
7 SOLE
DISPOSITIVE POWER
-0-
|
|
8 SHARED
DISPOSITIVE POWER
-348,500-*
|
|
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-348,500-
|
|
10 CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (See
Instructions)
|
|
11 PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
Less than 1% (based on 57,871,776
shares outstanding as of November 9, 2007)
|
|
12 TYPE
OF REPORTING PERSON (See Instructions)
PN
|
CUSIP
No. 367348109 Page 12
of 54 Pages
|
|
1 NAME
OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Fortress Investment Fund III
(Coinvestment Fund B) LP
|
|
2 CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See
Instructions) (a) | |
(b) | |
|
|
3 SEC
USE ONLY
|
|
4 CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5 SOLE
VOTING POWER
-0-
|
6 SHARED
VOTING POWER
-684,700-*
|
|
7 SOLE
DISPOSITIVE POWER
-0-
|
|
8 SHARED
DISPOSITIVE POWER
-684,700-*
|
|
9 AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-684,700-
|
|
10 CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (See
Instructions)
|
|
11 PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
1.2% (based on 57,871,776 shares
outstanding as of November 9, 2007)
|
|
12 TYPE
OF REPORTING PERSON (See Instructions)
PN
|
CUSIP
No. 367348109 Page
13 of 54 Pages
|
|
1 NAME
OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Fortress Investment Fund III
(Coinvestment Fund C) LP
|
|
2 CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See
Instructions) (a) | |
(b) | |
|
|
3 SEC
USE ONLY
|
|
4 CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5 SOLE
VOTING POWER
-0-
|
6 SHARED
VOTING POWER
-176,300-*
|
|
7 SOLE
DISPOSITIVE POWER
-0-
|
|
8 SHARED
DISPOSITIVE POWER
-176,300-*
|
|
9 AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-176,300-
|
|
10 CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (See
Instructions)
|
|
11 PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
Less than 1% (based on 57,871,776
shares outstanding as of November 9, 2007)
|
|
12 TYPE
OF REPORTING PERSON (See Instructions)
PN
|
CUSIP
No. 367348109 Page
14 of 54 Pages
|
|
1 NAME
OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Fortress Investment Fund III
(Coinvestment Fund D) L.P.
|
|
2 CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See
Instructions) (a) | |
(b) | |
|
|
3 SEC
USE ONLY
|
|
4 CITIZENSHIP
OR PLACE OF ORGANIZATION
Cayman Islands
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5 SOLE
VOTING POWER
-0-
|
6 SHARED
VOTING POWER
-840,500-*
|
|
7 SOLE
DISPOSITIVE POWER
-0-
|
|
8 SHARED
DISPOSITIVE POWER
-840,500-*
|
|
9 AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-840,500-
|
|
10 CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (See
Instructions)
|
|
11 PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
1.5% (based on 57,871,776 shares
outstanding as of November 9, 2007)
|
|
12 TYPE
OF REPORTING PERSON (See Instructions)
PN
|
CUSIP
No. 367348109 Page
15 of 54 Pages
|
|
1 NAME
OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Fortress Fund III GP
LLC
|
|
2 CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See
Instructions) (a) | |
(b) | |
|
|
3
SEC USE ONLY
|
|
4
CITIZENSHIP OR PLACE OF
ORGANIZATION
Delaware
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5 SOLE
VOTING POWER
-0-
|
6 SHARED
VOTING POWER
-22,050,000-*
|
|
7 SOLE
DISPOSITIVE POWER
-0-
|
|
8 SHARED
DISPOSITIVE POWER
-22,050,000-*
|
|
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-22,050,000-
|
|
10 CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (See
Instructions)
|
|
11 PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
38.1% (based on 57,871,776 shares
outstanding as of November 9, 2007)
|
|
12 TYPE
OF REPORTING PERSON (See Instructions)
OO
|
CUSIP
No. 367348109 Page
16 of 54 Pages
|
|
1 NAME
OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Fortress Investment Fund GP
(Holdings) LLC
|
|
2 CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See
Instructions) (a) | |
(b) | |
|
|
3 SEC
USE ONLY
|
|
4 CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5 SOLE
VOTING POWER
-0-
|
6 SHARED
VOTING POWER
-22,050,000-*
|
|
7 SOLE
DISPOSITIVE POWER
-0-
|
|
8 SHARED
DISPOSITIVE POWER
-22,050,000-*
|
|
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-22,050,000-
|
|
10 CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (See
Instructions)
|
|
11 PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
38.1% (based on 57,871,776 shares
outstanding as of November 9, 2007)
|
|
12 TYPE
OF REPORTING PERSON (See Instructions)
OO
|
CUSIP
No. 367348109 Page
17 of 54 Pages
|
|
1 NAME
OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Fortress Partners Securities
LLC
|
|
2 CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See
Instructions) (a) | |
(b) | |
|
|
3
SEC USE
ONLY
|
|
4 CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5 SOLE
VOTING POWER
-505,100-
|
6 SHARED
VOTING POWER
-0-
|
|
7 SOLE
DISPOSITIVE POWER
-505,100-
|
|
8 SHARED
DISPOSITIVE POWER
-0-
|
|
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-505,100-
|
|
10 CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (See
Instructions)
|
|
11 PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
Less than 1% (based on 57,871,776
shares outstanding as of November 9, 2007)
|
|
12 TYPE
OF REPORTING PERSON (See Instructions)
OO
|
CUSIP
No. 367348109 Page
18 of 54 Pages
|
|
1 NAME
OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Fortress Partners Fund
LP
|
|
2 CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See
Instructions) (a) | |
(b) | |
|
|
3 SEC
USE ONLY
|
|
4 CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5 SOLE
VOTING POWER
|
6 SHARED
VOTING POWER
-505,100-*
|
|
7 SOLE
DISPOSITIVE POWER
-0-
|
|
8 SHARED
DISPOSITIVE POWER
-505,100-*
|
|
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-505,100-
|
|
10 CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (See
Instructions)
|
|
11 PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
Less than 1% (based on 57,871,776
shares outstanding as of November 9, 2007)
|
|
12 TYPE
OF REPORTING PERSON (See Instructions)
PN
|
CUSIP
No. 367348109 Page
19 of 54 Pages
|
|
1 NAME
OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Fortress Partners GP
LLC
|
|
2 CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See
Instructions) (a) | |
(b) | |
|
|
3 SEC
USE ONLY
|
|
4 CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5 SOLE
VOTING POWER
-0-
|
6 SHARED
VOTING POWER
-505,100-*
|
|
7 SOLE
DISPOSITIVE POWER
-0-
|
|
8 SHARED
DISPOSITIVE POWER
-505,100-*
|
|
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-505,100-
|
|
10 CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (See
Instructions)
|
|
11 PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
Less than 1% (based on 57,871,776
shares outstanding as of November 9, 2007)
|
|
12 TYPE
OF REPORTING PERSON (See Instructions)
OO
|
CUSIP
No. 367348109 Page 20
of 54 Pages
|
|
1 NAME
OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Fortress Principal Investment
Holdings IV LLC
|
|
2 CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See
Instructions) (a) | |
(b) | |
|
|
3 SEC
USE ONLY
|
|
4 CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5 SOLE
VOTING POWER
-0-
|
6 SHARED
VOTING POWER
-730,100-*
|
|
7 SOLE
DISPOSITIVE POWER
-0-
|
|
8 SHARED
DISPOSITIVE POWER
-730,100-*
|
|
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-730,100-
|
|
10 CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (See
Instructions)
|
|
11 PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
1.3% (based on 57,871,776 shares
outstanding as of November 9, 2007)
|
|
12 TYPE
OF REPORTING PERSON (See Instructions)
OO
|
CUSIP
No. 367348109 Page 21
of 54 Pages
|
|
1 NAME
OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Fortress Partners Advisors
LLC
|
|
2 CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See
Instructions) (a) | |
(b) | |
|
|
3
SEC USE
ONLY
|
|
4 CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5 SOLE
VOTING POWER
-0-
|
6 SHARED
VOTING POWER
-505,100-*
|
|
7 SOLE
DISPOSITIVE POWER
-0-
|
|
8 SHARED
DISPOSITIVE POWER
-505,100-*
|
|
9 AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-505,100-
|
|
10 CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (See
Instructions)
|
|
11 PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
Less than 1% (based on 57,871,776
shares outstanding as of November 9, 2007)
|
|
12 TYPE
OF REPORTING PERSON (See Instructions)
OO
|
CUSIP
No. 367348109 Page 22
of 54 Pages
|
|
1 NAME
OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Drawbridge DSO Securities
LLC
|
|
2 CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See
Instructions) (a) | |
(b) | |
|
|
3 SEC
USE ONLY
|
|
4 CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5 SOLE
VOTING POWER
-225,000-
|
6 SHARED
VOTING POWER
-0-
|
|
7 SOLE
DISPOSITIVE POWER
-225,000-
|
|
8 SHARED
DISPOSITIVE POWER
-0-
|
|
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-225,000-
|
|
10 CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (See
Instructions)
|
|
11 PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
Less than 1% (based on 57,871,776
shares outstanding as of November 9, 2007)
|
|
12 TYPE
OF REPORTING PERSON (See Instructions)
OO
|
CUSIP
No. 367348109 Page 23
of 54 Pages
|
|
1 NAME
OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Drawbridge Special Opportunities
Fund LP
|
|
2 CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See
Instructions) (a) | |
(b) | |
|
|
3 SEC
USE ONLY
|
|
4 CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5 SOLE
VOTING POWER
-0-
|
6 SHARED
VOTING POWER
-225,000-*
|
|
7 SOLE
DISPOSITIVE POWER
-0-
|
|
8 SHARED
DISPOSITIVE POWER
-225,000-*
|
|
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-225,000-
|
|
10 CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (See
Instructions)
|
|
11 PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
Less than 1% (based on 57,871,776
shares outstanding as of November 9, 2007)
|
|
12 TYPE
OF REPORTING PERSON (See Instructions)
PN
|
CUSIP
No. 367348109 Page
24 of 54 Pages
|
|
1 NAME
OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Drawbridge Special Opportunities
GP LLC
|
|
2 CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See
Instructions) (a) | |
(b) | |
|
|
3 SEC
USE ONLY
|
|
4 CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5 SOLE
VOTING POWER
-0-
|
6 SHARED
VOTING POWER
-225,000-*
|
|
7 SOLE
DISPOSITIVE POWER
-0-
|
|
8 SHARED
DISPOSITIVE POWER
-225,000-*
|
|
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-225,000-
|
|
10 CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (See
Instructions)
|
|
11 PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
Less than 1% (based on 57,871,776
shares outstanding as of November 9, 2007)
|
|
12 TYPE
OF REPORTING PERSON (See Instructions)
OO
|
CUSIP
No. 367348109 Page
25 of 54 Pages
|
|
1 NAME
OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Drawbridge OSO Securities
LLC
|
|
2 CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See
Instructions) (a) | |
(b) | |
|
|
3
SEC USE
ONLY
|
|
4 CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5 SOLE
VOTING POWER
-25,000-
|
6 SHARED
VOTING POWER
-0-
|
|
7 SOLE
DISPOSITIVE POWER
-25,000-
|
|
8 SHARED
DISPOSITIVE POWER
-0-
|
|
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-25,000-
|
|
10 CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (See
Instructions)
|
|
11 PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
Less than 1% (based on 57,871,776
shares outstanding as of November 9, 2007)
|
|
12 TYPE
OF REPORTING PERSON (See Instructions)
OO
|
CUSIP
No. 367348109 Page
26 of 54 Pages
|
|
1 NAME
OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Drawbridge Special Opportunities
Fund Ltd.
|
|
2 CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See
Instructions) (a) | |
(b) | |
|
|
3 SEC
USE ONLY
|
|
4 CITIZENSHIP
OR PLACE OF ORGANIZATION
Cayman Islands
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5 SOLE
VOTING POWER
-0-
|
6 SHARED
VOTING POWER
-25,000-*
|
|
7 SOLE
DISPOSITIVE POWER
-0-
|
|
8 SHARED
DISPOSITIVE POWER
-25,000-*
|
|
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-25,000-
|
|
10 CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (See
Instructions)
|
|
11 PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
Less than 1% (based on 57,871,776
shares outstanding as of November 9, 2007)
|
|
12 TYPE
OF REPORTING PERSON (See Instructions)
OO
|
CUSIP
No. 367348109 Page
27 of 54 Pages
|
|
1 NAME
OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Drawbridge Special Opportunities
Advisors LLC
|
|
2 CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See
Instructions) (a) | |
(b) | |
|
|
3
SEC USE
ONLY
|
|
4
CITIZENSHIP OR PLACE OF
ORGANIZATION
Delaware
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5 SOLE
VOTING POWER
-0-
|
6 SHARED
VOTING POWER
-250,000-*
|
|
7 SOLE
DISPOSITIVE POWER
-0-
|
|
8 SHARED
DISPOSITIVE POWER
-250,000-*
|
|
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-250,000-
|
|
10 CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (See
Instructions)
|
|
11 PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
Less than 1% (based on 57,871,776
shares outstanding as of November 9, 2007)
|
|
12 TYPE
OF REPORTING PERSON (See Instructions)
OO
|
CUSIP
No. 367348109 Page
28 of 54 Pages
|
|
1 NAME
OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Drawbridge Global Macro Master
Fund Ltd.
|
|
2 CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See
Instructions) (a) |
|
(b) | |
|
|
3 SEC
USE ONLY
|
|
4 CITIZENSHIP
OR PLACE OF ORGANIZATION
Cayman Islands
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5 SOLE
VOTING POWER
-1,334,011-
|
6 SHARED
VOTING POWER
-0-
|
|
7 SOLE
DISPOSITIVE POWER
-1,334,011-
|
|
8 SHARED
DISPOSITIVE POWER
-0-
|
|
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-1,334,011-
|
|
10 CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (See
Instructions)
|
|
11 PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
2.3% (based on 57,871,776 shares
outstanding as of November 9, 2007)
|
|
12 TYPE
OF REPORTING PERSON (See Instructions)
OO
|
CUSIP
No. 367348109 Page
29 of 54 Pages
|
|
1 NAME
OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Drawbridge Global Macro
Intermediate Fund L.P.
|
|
2 CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See
Instructions) (a) |
|
(b) | |
|
|
3 SEC
USE ONLY
|
|
4 CITIZENSHIP
OR PLACE OF ORGANIZATION
Cayman Islands
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5 SOLE
VOTING POWER
-0-
|
6 SHARED
VOTING POWER
-1,195,274-*
|
|
7 SOLE
DISPOSITIVE POWER
-0-
|
|
8 SHARED
DISPOSITIVE POWER
-1,195,274-*
|
|
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-1,195,274-
|
|
10 CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (See
Instructions)
|
|
11 PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
2.1% (based on 57,871,776 shares
outstanding as of November 9, 2007)
|
|
12 TYPE
OF REPORTING PERSON (See Instructions)
OO
|
CUSIP
No. 367348109 Page 30
of 54 Pages
|
|
1 NAME
OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Drawbridge Global Macro Fund
LP
|
|
2 CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See
Instructions) (a) |
|
(b) | |
|
|
3
SEC USE ONLY
|
|
4 CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5 SOLE
VOTING POWER
-0-
|
6 SHARED
VOTING POWER
-138,737-*
|
|
7 SOLE
DISPOSITIVE POWER
-0-
|
|
8 SHARED
DISPOSITIVE POWER
-138,737-*
|
|
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-138,737-
|
|
10 CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (See
Instructions)
|
|
11 PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
Less than 1% (based on 57,871,776
shares outstanding as of November 9, 2007)
|
|
12 TYPE
OF REPORTING PERSON (See Instructions)
PN
|
CUSIP
No. 367348109 Page 31
of 54 Pages
|
|
1 NAME
OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Drawbridge Global Macro GP
LLC
|
|
2 CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See
Instructions) (a) |
|
(b) | |
|
|
3 SEC
USE ONLY
|
|
4 CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5 SOLE
VOTING POWER
-0-
|
6 SHARED
VOTING POWER
-138,737-*
|
|
7 SOLE
DISPOSITIVE POWER
-0-
|
|
8 SHARED
DISPOSITIVE POWER
-138,737-*
|
|
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-138,737-
|
|
10 CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (See
Instructions)
|
|
11 PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
Less than 1% (based on 57,871,776
shares outstanding as of November 9, 2007)
|
|
12 TYPE
OF REPORTING PERSON (See Instructions)
OO
|
CUSIP
No. 367348109 Page 32
of 54 Pages
|
|
1 NAME
OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Drawbridge Global Macro Fund
Ltd.
|
|
2 CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See
Instructions) (a) |
|
(b) | |
|
|
3 SEC
USE ONLY
|
|
4 CITIZENSHIP
OR PLACE OF ORGANIZATION
Cayman Islands
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5 SOLE
VOTING POWER
-0-
|
6 SHARED
VOTING POWER
-1,195,274-*
|
|
7 SOLE
DISPOSITIVE POWER
-0-
|
|
8 SHARED
DISPOSITIVE POWER
-1,195,274-*
|
|
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-1,195,274-
|
|
10 CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (See
Instructions)
|
|
11 PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
2.1% (based on 57,871,776 shares
outstanding as of November 9, 2007)
|
|
12 TYPE
OF REPORTING PERSON (See Instructions)
OO
|
CUSIP
No. 367348109 Page 33
of 54 Pages
|
|
1 NAME
OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Drawbridge Global Macro Advisors
LLC
|
|
2 CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See
Instructions) (a) | |
(b) | |
|
|
3 SEC
USE ONLY
|
|
4 CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5 SOLE
VOTING POWER
-0-
|
6 SHARED
VOTING POWER
-1,334,011-*
|
|
7 SOLE
DISPOSITIVE POWER
-0-
|
|
8 SHARED
DISPOSITIVE POWER
-1,334,011-*
|
|
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-1,334,011-
|
|
10 CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (See
Instructions)
|
|
11 PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
2.3% (based on 57,871,776 shares
outstanding as of November 9, 2007)
|
|
12 TYPE
OF REPORTING PERSON (See Instructions)
OO
|
CUSIP
No. 367348109 Page
34 of 54 Pages
|
|
1 NAME
OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
DBGM Associates
LLC
|
|
2 CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See
Instructions) (a) | |
(b) | |
|
|
3
SEC USE ONLY
|
|
4
CITIZENSHIP OR PLACE OF
ORGANIZATION
Delaware
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5 SOLE
VOTING POWER
-0-
|
6 SHARED
VOTING POWER
-1,195,274-*
|
|
7 SOLE
DISPOSITIVE POWER
-0-
|
|
8 SHARED
DISPOSITIVE POWER
-1,195,274-*
|
|
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-1,195,274-
|
|
10 CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (See
Instructions)
|
|
11 PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
2.1% (based on 57,871,776 shares
outstanding as of November 9, 2007)
|
|
12 TYPE
OF REPORTING PERSON (See Instructions)
OO
|
CUSIP
No. 367348109 Page
35 of 54 Pages
|
|
1
NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Principal Holdings I
LP
|
|
2 CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See
Instructions) (a) | |
(b) | |
|
|
3
SEC USE ONLY
|
|
4 CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5 SOLE
VOTING POWER
-0-
|
6 SHARED
VOTING POWER
-1,195,274-*
|
|
7 SOLE
DISPOSITIVE POWER
-0-
|
|
8 SHARED
DISPOSITIVE POWER
-1,195,274-*
|
|
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-1,195,274-
|
|
10 CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (See
Instructions)
|
|
11 PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
2.1% (based on 57,871,776 shares
outstanding as of November 9, 2007)
|
|
12 TYPE
OF REPORTING PERSON (See Instructions)
OO
|
CUSIP
No. 367348109 Page
36 of 54 Pages
|
|
1 NAME
OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
FIG Asset Co.
LLC
|
|
2 CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See
Instructions) (a) | |
(b) | |
|
|
3 SEC
USE ONLY
|
|
4 CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5 SOLE
VOTING POWER
-0-
|
6 SHARED
VOTING POWER
-1,195,274-*
|
|
7 SOLE
DISPOSITIVE POWER
-0-
|
|
8 SHARED
DISPOSITIVE POWER
-1,195,274-*
|
|
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-1,195,274-
|
|
10 CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (See
Instructions)
|
|
11 PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
2.1% (based on 57,871,776 shares
outstanding as of November 9, 2007)
|
|
12 TYPE
OF REPORTING PERSON (See Instructions)
OO
|
CUSIP
No. 367348109 Page
37 of 54 Pages
|
|
1 NAME
OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
FIG LLC
|
|
2 CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See
Instructions) (a) | |
(b) | |
|
|
3 SEC
USE ONLY
|
|
4 CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5 SOLE
VOTING POWER
-0-
|
6 SHARED
VOTING POWER
-24,139,111-*
|
|
7 SOLE
DISPOSITIVE POWER
-0-
|
|
8 SHARED
DISPOSITIVE POWER
-24,139,111-*
|
|
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-24,139,111-
|
|
10 CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (See
Instructions)
|
|
11 PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
41.7%
(based on 57,871,776 shares outstanding as of November 9,
2007)
|
|
12 TYPE
OF REPORTING PERSON (See Instructions)
OO
|
CUSIP
No. 367348109 Page
38 of 54 Pages
|
|
1 NAME
OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Fortress Operating Entity I
LP
|
|
2 CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See
Instructions) (a) | |
(b) | |
|
|
3
SEC USE ONLY
|
|
4
CITIZENSHIP OR PLACE OF
ORGANIZATION
Delaware
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5 SOLE
VOTING POWER
-0-
|
6 SHARED
VOTING POWER
-24,139,111-*
|
|
7 SOLE
DISPOSITIVE POWER
-0-
|
|
8 SHARED
DISPOSITIVE POWER
-24,139,111-*
|
|
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-24,139,111-
|
|
10 CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (See
Instructions)
|
|
11 PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
41.7%
(based on 57,871,776 shares outstanding as of November 9,
2007)
|
|
12 TYPE
OF REPORTING PERSON (See Instructions)
PN
|
CUSIP
No. 367348109 Page
39 of 54 Pages
|
|
1 NAME
OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Fortress Operating Entity II
LP
|
|
2 CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See
Instructions) (a) | |
(b) | |
|
|
3 SEC
USE ONLY
|
|
4 CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5 SOLE
VOTING POWER
-0-
|
6 SHARED
VOTING POWER
-22,359,437-*
|
|
7 SOLE
DISPOSITIVE POWER
-0-
|
|
8 SHARED
DISPOSITIVE POWER
-22,359,437-*
|
|
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-22,359,437-
|
|
10 CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (See
Instructions)
|
|
11 PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
38.6% (based on 57,871,776 shares
outstanding as of November 9, 2007)
|
|
12 TYPE
OF REPORTING PERSON (See Instructions)
PN
|
CUSIP
No. 367348109 Page 40
of 54 Pages
|
|
1 NAME
OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
FIG Corp.
|
|
2 CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See
Instructions) (a) | |
(b) | |
|
|
3 SEC
USE ONLY
|
|
4 CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5 SOLE
VOTING POWER
-0-
|
6 SHARED
VOTING POWER
-24,309,811-*
|
|
7 SOLE
DISPOSITIVE POWER
-0-
|
|
8 SHARED
DISPOSITIVE POWER
-24,309,811-*
|
|
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-24,309,811-
|
|
10 CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (See
Instructions)
|
|
11 PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
42.0% (based on 57,871,776 shares
outstanding as of November 9, 2007)
|
|
12 TYPE
OF REPORTING PERSON (See Instructions)
CO
|
CUSIP
No. 367348109 Page 41
of 54 Pages
|
|
1 NAME
OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Fortress Investment Group
LLC
|
|
2 CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See
Instructions) (a) | |
(b) | |
|
|
3 SEC
USE ONLY
|
|
4 CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5 SOLE
VOTING POWER
-0-
|
6 SHARED
VOTING POWER
-24,309,811-*
|
|
7 SOLE
DISPOSITIVE POWER
-0-
|
|
8 SHARED
DISPOSITIVE POWER
-24,309,811-*
|
|
9 AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-24,309,811-
|
|
10 CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (See
Instructions)
|
|
11 PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
42.0% (based on 57,871,776 shares
outstanding as of November 9, 2007)
|
|
12 TYPE
OF REPORTING PERSON (See Instructions)
OO
|
|
(a)
|
Name of
Issuer:
|
|
(b)
|
Address of Issuer’s Principal
Executive Offices:
|
|
(a)
|
Name of Person
Filing:
|
|
This
statement is filed by:
|
(i)
|
Fortress
Partners Offshore Securities LLC, a Delaware limited liability company,
directly owns shares described herein;
|
|
(ii)
|
Fortress
Partners Master Fund L.P., a Cayman Islands exempted limited partnership,
is the sole managing member of Fortress Partners Offshore Securities
LLC;
|
|
(iii)
|
Fortress
Partners Offshore Master GP LLC, a Delaware limited liability company, is
the general partner of Fortress Partners Master Fund
L.P.;
|
|
(iv)
|
FIF
III Liberty Holdings LLC, a Delaware limited liability company, directly
owns shares described herein;
|
|
(v)
|
Fortress
Investment Fund III LP, a Delaware limited partnership, owns 36.7% of the
limited liability company interests of FIF III Liberty Holdings
LLC;
|
|
(vi)
|
Fortress
Investment Fund III (Fund B) LP, a Delaware limited partnership, owns
31.4% of the limited liability company interests of FIF III Liberty
Holdings LLC;
|
|
(vii)
|
Fortress
Investment Fund III (Fund C) LP, a Delaware limited partnership, owns 6.6%
of the limited liability company interests of FIF III Liberty Holdings
LLC;
|
|
(viii)
|
Fortress
Investment Fund III (Fund D) L.P., a Cayman Islands exempted limited
partnership, owns 15.1% of the limited liability company interests of FIF
III Liberty Holdings LLC;
|
(ix)
|
Fortress
Investment Fund III (Fund E) L.P., a Cayman Islands exempted limited
partnership, owns 1.1% of the limited liability company interests of FIF
III Liberty Holdings LLC;
|
|
(x)
|
Fortress
Investment Fund III (Coinvestment Fund A) LP, a Delaware limited
partnership, owns 1.6% of the limited liability company interests of FIF
III Liberty Holdings LLC;
|
|
(xi)
|
Fortress
Investment Fund III (Coinvestment Fund B) LP, a Delaware limited
partnership, owns 3.1% of the limited liability company interests of FIF
III Liberty Holdings LLC;
|
|
(xii)
|
Fortress
Investment Fund III (Coinvestment Fund C) LP, a Delaware limited
partnership, owns less than 1% of the limited liability company interests
of FIF III Liberty Holdings LLC;
|
|
(xiii)
|
Fortress
Investment Fund III (Coinvestment Fund D) L.P., a Cayman Islands exempted
limited partnership, owns 3.8% of the limited liability company interests
of FIF III Liberty Holdings LLC;
|
|
(xiv)
|
Fortress
Fund III GP LLC, a Delaware limited liability company, is the general
partner of each of Fortress Investment Fund III LP, Fortress Investment
Fund III (Fund B) LP, Fortress Investment Fund III (Fund C) LP, Fortress
Investment Fund III (Fund D) L.P., Fortress Investment Fund III (Fund E)
L.P., Fortress Investment Fund III (Coinvestment Fund A) LP, Fortress
Investment Fund III (Coinvestment Fund B) LP, Fortress Investment Fund III
(Coinvestment Fund C) LP, and Fortress Investment Fund III (Coinvestment
Fund D) L.P.;
|
|
(xv)
|
Fortress
Investment Fund GP (Holdings) LLC, a Delaware limited liability company,
is the sole managing member of Fortress Fund III GP LLC;
|
|
(xvi)
|
Fortress
Partners Securities LLC, a Delaware limited liability company, directly
owns shares described herein;
|
|
(xvii)
|
Fortress
Partners Fund LP, a Delaware limited partnership, is the sole managing
member of Fortress Partners Securities LLC;
|
|
(xviii)
|
Fortress
Partners GP LLC, a Delaware limited liability company, is the general
partner of Fortress Partners Fund LP;
|
|
(xix)
|
Fortress
Principal Investment Holdings IV LLC, a Delaware limited liability
company, is the sole managing member of each of Fortress Partners GP LLC
and Drawbridge Special Opportunities GP LLC;
|
|
(xx)
|
Fortress
Partners Advisors LLC, a Delaware limited liability company, is the
investment advisor of Fortress Partners Fund LP;
|
(xxi)
|
Drawbridge
DSO Securities LLC, a Delaware limited liability company, directly owns
shares described herein;
|
|
(xxii)
|
Drawbridge
Special Opportunities Fund LP, a Delaware limited partnership, is the sole
managing member of Drawbridge DSO Securities LLC;
|
|
(xxiii)
|
Drawbridge
Special Opportunities GP LLC, a Delaware limited liability company, is the
general partner of Drawbridge Special Opportunities Fund LP;
|
|
(xxiv)
|
Drawbridge
OSO Securities LLC, a Delaware limited liability company, directly owns
shares described herein;
|
|
(xxv)
|
Drawbridge
Special Opportunities Fund Ltd., a Cayman Islands exempted company, is the
sole managing member of Drawbridge OSO Securities LLC;
|
|
(xxvi)
|
Drawbridge
Special Opportunities Advisors LLC, a Delaware limited liability company,
is the investment advisor of each of Drawbridge Special Opportunities Fund
LP and Drawbridge Special Opportunities Fund Ltd.;
|
|
(xxvii)
|
Drawbridge
Global Macro Master Fund Ltd., a Cayman Islands exempted company, directly
owns shares described herein;
|
|
(xxviii)
|
Drawbridge
Global Macro Intermediate Fund L.P., a Cayman Islands exempted limited
partnership, owns approximately 89.6% of the issued and outstanding shares
of Drawbridge Global Macro Master Fund Ltd.;
|
|
(xxix)
|
Drawbridge
Global Macro Fund LP, a Delaware limited partnership, owns 10.4% of the
issued and outstanding shares of beneficial interest of Drawbridge Global
Macro Master Fund Ltd.;
|
|
(xxx)
|
Drawbridge
Global Macro GP LLC, a Delaware limited liability company, is the general
partner of Drawbridge Global Macro Fund LP;
|
|
(xxxi)
|
Drawbridge
Global Macro Fund Ltd., a Cayman Islands exempted company, is the sole
limited partner of Drawbridge Global Macro Intermediate Fund
L.P.;
|
|
(xxxii)
|
Drawbridge
Global Macro Advisors LLC, a Delaware limited liability company, is the
investment advisor of each of Drawbridge Global Macro Fund LP, Drawbridge
Global Macro Fund Ltd., Drawbridge Global Macro Intermediate Fund L.P. and
Drawbridge Global Macro Master Fund Ltd.;
|
|
(xxxiii)
|
DBGM
Associates LLC, a Delaware limited liability company, is the general
partner of Drawbridge Global Macro Intermediate Fund L.P.;
|
|
(xxxiv)
|
Principal
Holdings I LP, a Delaware limited partnership, is the sole managing member
of DBGM Associates LLC;
|
(xxxv)
|
FIG
Asset Co. LLC, a Delaware limited liability company, is the general
partner of Principal Holdings I LP;
|
|
(xxxvi)
|
FIG
LLC, a Delaware limited liability company, is the sole managing member of
Drawbridge Global Macro Advisors LLC and
the investment advisor of each of Fortress Investment Fund III LP,
Fortress Investment Fund III (Fund B) LP, Fortress Investment Fund III
(Fund C) LP, Fortress Investment Fund III (Fund D) L.P., Fortress
Investment Fund III (Fund E) L.P., Fortress Investment Fund III
(Coinvestment Fund A) LP, Fortress Investment Fund III (Coinvestment Fund
B) LP, Fortress Investment Fund III (Coinvestment Fund C) LP, and Fortress
Investment Fund III (Coinvestment Fund D) L.P.
|
|
(xxxvii)
|
Fortress
Operating Entity I LP, a Delaware limited partnership, is the sole
managing member of FIG LLC;
|
|
(xxxviii)
|
Fortress
Operating Entity II LP, a Delaware limited partnership, is the sole
managing member of Drawbridge Global Macro GP LLC;
|
|
(xxxix)
|
FIG
Corp., a Delaware corporation, is the general partner of each of Fortress
Operating Entity I LP and Fortress Operating Entity II LP;
and
|
|
(xl)
|
Fortress
Investment Group LLC, a Delaware limited liability company, is holder of
all the issued and outstanding shares of beneficial interest of each of
FIG Corp. and FIG Asset Co. LLC.
|
|
(b)
|
Address of Principal Business
Office, or if none,
Residence:
|
|
(c)
|
Citizenship:
|
|
(d)
|
Title of Class of
Securities:
|
|
(e)
|
CUSIP
Number:
|
Item 3.
|
If this statement
is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether
the person filing is a:
|
(a)
|
£
|
Broker
or dealer registered under section 15 of the Act (15 U.S.C.
78o).
|
|
(b)
|
£
|
Bank
as defined in section 3(a)(6) of the Act (15 U.S.C.
78c).
|
|
(c)
|
£
|
Insurance
company as defined in section 3(a)(19) of the Act (15 U.S.C.
78c).
|
|
(d)
|
£
|
Investment
company registered under section 8 of the Investment Company Act of 1940
(15 U.S.C. 80a-8).
|
|
(e)
|
£
|
An
investment adviser in accordance with
§240.13d-1(b)(1)(ii)(E).
|
|
(f)
|
£
|
An
employee benefit plan or endowment fund in accordance with
§240.13d-1(b)(1)(ii)(F).
|
|
(g)
|
£
|
A
parent holding company or control person in accordance with
§240.13d-1(b)(1)(ii)(G).
|
|
(h)
|
£
|
A
savings association as defined in Section 3(b) of the Federal Deposit
Insurance Act (12 U.S.C. 1813).
|
|
(i)
|
£
|
A
church plan that is excluded from the definition of an investment company
under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C.
80a-3).
|
|
(j)
|
£
|
Group,
in accordance with
§240.13d-1(b)(1)(ii)(J).
|
Item
4.
|
Ownership.
|
|
A.
|
Fortress
Partners Offshore Securities LLC
|
|
(a)
|
Amount
beneficially owned: -170,700-
|
|
(b)
|
Percent
of class: Less than 1%
|
|
(c)
|
(i)
Sole power to vote or direct the vote:
-170,700-
|
|
(ii)
Shared power to vote or direct the vote:
-0-
|
|
(iii)
Sole power to dispose or direct the disposition:
-170,700-
|
|
(iv)
Shared power to dispose or direct the disposition:
-0-
|
|
B.
|
Fortress
Partners Master Fund L.P.
|
|
(a)
|
Amount
beneficially owned: -170,700-
|
|
(b)
|
Percent
of class: Less than 1%
|
|
(c)
|
(i)
Sole power to vote or direct the vote:
-0-
|
|
(ii)
Shared power to vote or direct the vote:
-170,700-
|
|
(iii)
Sole power to dispose or direct the disposition:
-0-
|
|
(iv)
Shared power to dispose or direct the disposition:
-170,700-
|
|
C.
|
Fortress
Partners Offshore Master GP LLC
|
|
(a)
|
Amount
beneficially owned: -170,700-
|
|
(b)
|
Percent
of class: Less than 1%
|
|
(c)
|
(i)
Sole power to vote or direct the vote:
-0-
|
|
(ii)
Shared power to vote or direct the vote:
-170,700-
|
|
(iii)
Sole power to dispose or direct the disposition:
-0-
|
|
(iv)
Shared power to dispose or direct the disposition:
-170,700-
|
|
D.
|
FIF
III Liberty Holdings LLC
|
|
(a)
|
Amount
beneficially owned: -22,050,000-
|
|
(b)
|
Percent
of class: 38.1%
|
|
(c)
|
(i)
Sole power to vote or direct the vote:
-22,050,000-
|
|
(ii)
Shared power to vote or direct the vote:
-0-
|
|
(iii)
Sole power to dispose or direct the disposition:
-22,050,000-
|
|
(iv)
Shared power to dispose or direct the disposition:
-0-
|
|
E.
|
Fortress
Investment Fund III LP
|
|
(a)
|
Amount
beneficially owned: -8,087,400-
|
|
(b)
|
Percent
of class: 14.0%
|
|
(c)
|
(i)
Sole power to vote or direct the vote:
-0-
|
|
(ii)
Shared power to vote or direct the vote:
-8,087,400-
|
|
(iii)
Sole power to dispose or direct the disposition:
-0-
|
|
(iv)
Shared power to dispose or direct the disposition:
-8,087,400-
|
|
F.
|
Fortress
Investment Fund III (Fund B) LP
|
|
(a)
|
Amount
beneficially owned: -6,914,800-
|
|
(b)
|
Percent
of class: 11.9%
|
|
(c)
|
(i)
Sole power to vote or direct the vote:
-0-
|
|
(ii)
Shared power to vote or direct the vote:
-6,914,800-
|
|
(iii)
Sole power to dispose or direct the disposition:
-0-
|
|
(iv)
Shared power to dispose or direct the disposition:
-6,914,800-
|
|
G.
|
Fortress
Investment Fund III (Fund C) LP
|
|
(a)
|
Amount
beneficially owned: -1,445,900-
|
|
(b)
|
Percent
of class: 2.5%
|
|
(c)
|
(i)
Sole power to vote or direct the vote:
-0-
|
|
(ii)
Shared power to vote or direct the vote:
-1,445,900-
|
|
(iii)
Sole power to dispose or direct the disposition:
-0-
|
|
(iv)
Shared power to dispose or direct the disposition:
-1,445,900-
|
|
H.
|
Fortress
Investment Fund III (Fund D) L.P.
|
|
(a)
|
Amount
beneficially owned: -3,318,800-
|
|
(b)
|
Percent
of class: 5.7%
|
|
(c)
|
(i)
Sole power to vote or direct the vote:
-0-
|
|
(ii)
Shared power to vote or direct the vote:
-3,318,800-
|
|
(iii)
Sole power to dispose or direct the disposition:
-0-
|
|
(iv)
Shared power to dispose or direct the disposition:
-3,318,800-
|
|
I.
|
Fortress
Investment Fund III (Fund E) L.P.
|
|
(a)
|
Amount
beneficially owned: -233,100-
|
|
(b)
|
Percent
of class: Less than 1%
|
|
(c)
|
(i)
Sole power to vote or direct the vote:
-0-
|
|
(ii)
Shared power to vote or direct the vote:
-233,100-
|
|
(iii)
Sole power to dispose or direct the disposition:
-0-
|
|
(iv)
Shared power to dispose or direct the disposition:
-233,100-
|
|
J.
|
Fortress
Investment Fund III (Coinvestment Fund A)
LP
|
|
(a)
|
Amount
beneficially owned: -348,500-
|
|
(b)
|
Percent
of class: Less than 1%
|
|
(c)
|
(i)
Sole power to vote or direct the vote:
-0-
|
|
(ii)
Shared power to vote or direct the vote:
-348,500-
|
|
(iii)
Sole power to dispose or direct the disposition:
-0-
|
|
(iv)
Shared power to dispose or direct the disposition:
-348,500-
|
|
K.
|
Fortress
Investment Fund III (Coinvestment Fund B)
LP
|
|
(a)
|
Amount
beneficially owned: -684,700-
|
|
(b)
|
Percent
of class: 1.2%
|
|
(c)
|
(i)
Sole power to vote or direct the vote:
-0-
|
|
(ii)
Shared power to vote or direct the vote:
-684,700-
|
|
(iii)
Sole power to dispose or direct the disposition:
-0-
|
|
(iv)
Shared power to dispose or direct the disposition:
-684,700-
|
|
L.
|
Fortress
Investment Fund III (Coinvestment Fund C)
LP
|
|
(a)
|
Amount
beneficially owned: -176,300-
|
|
(b)
|
Percent
of class: Less than 1%
|
|
(c)
|
(i)
Sole power to vote or direct the vote:
-0-
|
|
(ii)
Shared power to vote or direct the vote:
-176,300-
|
|
(iii)
Sole power to dispose or direct the disposition:
-0-
|
|
(iv)
Shared power to dispose or direct the disposition:
-176,300-
|
|
M.
|
Fortress
Investment Fund III (Coinvestment Fund D)
L.P.
|
|
(a)
|
Amount
beneficially owned: -840,500-
|
|
(b)
|
Percent
of class: 1.5%
|
|
(c)
|
(i)
Sole power to vote or direct the vote:
-0-
|
|
(ii)
Shared power to vote or direct the vote:
-840,500-
|
|
(iii)
Sole power to dispose or direct the disposition:
-0-
|
|
(iv)
Shared power to dispose or direct the disposition:
-840,500-
|
|
N.
|
Fortress
Fund III GP LLC
|
|
(a)
|
Amount
beneficially owned: -22,050,000-
|
|
(b)
|
Percent
of class: 38.1%
|
|
(c)
|
(i)
Sole power to vote or direct the vote:
-0-
|
|
(ii)
Shared power to vote or direct the vote:
-22,050,000-
|
|
(iii)
Sole power to dispose or direct the disposition:
-0-
|
|
(iv)
Shared power to dispose or direct the disposition:
-22,050,000-
|
|
O.
|
Fortress
Investment Fund GP (Holdings) LLC
|
|
(a)
|
Amount
beneficially owned: -22,050,000-
|
|
(b)
|
Percent
of class: 38.1%
|
|
(c)
|
(i)
Sole power to vote or direct the vote:
-0-
|
|
(ii)
Shared power to vote or direct the vote:
-22,050,000-
|
|
(iii)
Sole power to dispose or direct the disposition:
-0-
|
|
(iv)
Shared power to dispose or direct the disposition:
-22,050,000-
|
|
P.
|
Fortress
Partners Securities LLC
|
|
(a)
|
Amount
beneficially owned: -505,100-
|
|
(b)
|
Percent
of class: Less than 1%
|
|
(c)
|
(i)
Sole power to vote or direct the vote:
-0-
|
|
(ii)
Shared power to vote or direct the vote:
-505,100-
|
|
(iii)
Sole power to dispose or direct the disposition:
-0
|
|
(iv)
Shared power to dispose or direct the disposition:
-505,100-
|
|
Q.
|
Fortress
Partners Fund LP
|
|
(a)
|
Amount
beneficially owned: -505,100-
|
|
(b)
|
Percent
of class: Less than 1%
|
|
(c)
|
(i)
Sole power to vote or direct the vote:
-0-
|
|
(ii)
Shared power to vote or direct the vote:
-505,100-
|
|
(iii)
Sole power to dispose or direct the disposition:
-0-
|
|
(iv)
Shared power to dispose or direct the disposition:
-505,100-
|
|
R.
|
Fortress
Partners GP LLC
|
|
(a)
|
Amount
beneficially owned: -505,100-
|
|
(b)
|
Percent
of class: Less than 1%
|
|
(c)
|
(i)
Sole power to vote or direct the vote:
-0-
|
|
(ii)
Shared power to vote or direct the vote:
-505,100-
|
|
(iii)
Sole power to dispose or direct the disposition:
-0-
|
|
(iv)
Shared power to dispose or direct the disposition:
-505,100-
|
|
S.
|
Fortress
Principal Investment Holdings IV
LLC
|
|
(a)
|
Amount
beneficially owned: -730,100-
|
|
(b)
|
Percent
of class: 1.3%
|
|
(c)
|
(i)
Sole power to vote or direct the vote:
-0-
|
|
(ii)
Shared power to vote or direct the vote:
-730,100-
|
|
(iii)
Sole power to dispose or direct the disposition:
-0-
|
|
(iv)
Shared power to dispose or direct the disposition:
-730,100-
|
|
T.
|
Fortress
Partners Advisors LLC
|
|
(a)
|
Amount
beneficially owned: -505,100-
|
|
(b)
|
Percent
of class: Less than 1%
|
|
(c)
|
(i)
Sole power to vote or direct the vote:
-0-
|
|
(ii)
Shared power to vote or direct the vote:
-505,100-
|
|
(iii)
Sole power to dispose or direct the disposition:
-0-
|
|
(iv)
Shared power to dispose or direct the disposition:
-505,100-
|
|
U.
|
Drawbridge
DSO Securities LLC
|
|
(a)
|
Amount
beneficially owned: -225,000-
|
|
(b)
|
Percent
of class: Less than 1%
|
|
(c)
|
(i)
Sole power to vote or direct the vote:
-225,000-
|
|
(ii)
Shared power to vote or direct the vote:
-0-
|
|
(iii)
Sole power to dispose or direct the disposition:
-225,000-
|
|
(iv)
Shared power to dispose or direct the disposition:
-0-
|
|
V.
|
Drawbridge
Special Opportunities Fund LP
|
|
(a)
|
Amount
beneficially owned: -225,000-
|
|
(b)
|
Percent
of class: Less than 1%
|
|
(c)
|
(i)
Sole power to vote or direct the vote:
-0-
|
|
(ii)
Shared power to vote or direct the vote:
-225,000-
|
|
(iii)
Sole power to dispose or direct the disposition:
-0-
|
|
(iv)
Shared power to dispose or direct the disposition:
-225,000-
|
|
W.
|
Drawbridge
Special Opportunities GP LLC
|
|
(a)
|
Amount
beneficially owned: -225,000-
|
|
(b)
|
Percent
of class: Less than 1%
|
|
(c)
|
(i)
Sole power to vote or direct the vote:
-0-
|
|
(ii)
Shared power to vote or direct the vote:
-225,000-
|
|
(iii)
Sole power to dispose or direct the disposition:
-0-
|
|
(iv)
Shared power to dispose or direct the disposition:
-225,000-
|
|
X.
|
Drawbridge
OSO Securities LLC
|
|
(a)
|
Amount
beneficially owned: -25,000-
|
|
(b)
|
Percent
of class: Less than 1%
|
|
(c)
|
(i)
Sole power to vote or direct the vote:
-25,000-
|
|
(ii)
Shared power to vote or direct the vote:
-0-
|
|
(iii)
Sole power to dispose or direct the disposition:
-25,000-
|
|
(iv)
Shared power to dispose or direct the disposition:
-0-
|
|
Y.
|
Drawbridge
Special Opportunities Fund Ltd.
|
|
(a)
|
Amount
beneficially owned: -25,000-
|
|
(b)
|
Percent
of class: Less than 1%
|
|
(c)
|
(i)
Sole power to vote or direct the vote:
-0-
|
|
(ii)
Shared power to vote or direct the vote:
-25,000-
|
|
(iii)
Sole power to dispose or direct the disposition:
-0-
|
|
(iv)
Shared power to dispose or direct the disposition:
-25,000-
|
|
Z.
|
Drawbridge
Special Opportunities Advisors LLC
|
|
(a)
|
Amount
beneficially owned: -250,000-
|
|
(b)
|
Percent
of class: Less than 1%
|
|
(c)
|
(i)
Sole power to vote or direct the vote:
-0-
|
|
(ii)
Shared power to vote or direct the vote:
-250,000-
|
|
(iii)
Sole power to dispose or direct the disposition:
-0-
|
|
(iv)
Shared power to dispose or direct the disposition:
-250,000-
|
AA.
|
Drawbridge
Global Macro Master Fund Ltd.
|
|
(a)
|
Amount
beneficially owned: -1,334,011-
|
|
(b)
|
Percent
of class: 2.3%
|
|
(c)
|
(i)
Sole power to vote or direct the vote:
-1,334,011-
|
|
(ii)
Shared power to vote or direct the vote:
-0-
|
|
(iii)
Sole power to dispose or direct the disposition:
-1,334,011-
|
|
(iv)
Shared power to dispose or direct the disposition:
-0-
|
BB.
|
Drawbridge
Global Macro Intermediate Fund L.P.
|
|
(a)
|
Amount
beneficially owned: -1,195,274-
|
|
(b)
|
Percent
of class: 2.1%
|
|
(c)
|
(i)
Sole power to vote or direct the vote:
-0-
|
|
(ii)
Shared power to vote or direct the vote:
-1,195,274-
|
|
(iii)
Sole power to dispose or direct the disposition:
-0-
|
|
(iv)
Shared power to dispose or direct the disposition:
-1,195,274-
|
CC.
|
Drawbridge
Global Macro Fund LP
|
|
(a)
|
Amount
beneficially owned: -138,737-
|
|
(b)
|
Percent
of class: Less than 1%
|
|
(c)
|
(i)
Sole power to vote or direct the vote:
-0-
|
|
(ii)
Shared power to vote or direct the vote: -138,737-
|
|
(iii)
Sole power to dispose or direct the disposition:
-0-
|
|
(iv)
Shared power to dispose or direct the disposition:
-138,737-
|
DD.
|
Drawbridge
Global Macro GP LLC
|
|
(a)
|
Amount
beneficially owned: -138,737-
|
|
(b)
|
Percent
of class: Less than 1%
|
|
(c)
|
(i)
Sole power to vote or direct the vote:
-0-
|
|
(ii)
Shared power to vote or direct the vote:
-138,737-
|
|
(iii)
Sole power to dispose or direct the disposition:
-0-
|
|
(iv)
Shared power to dispose or direct the disposition:
-138,737-
|
EE.
|
Drawbridge
Global Macro Fund Ltd.
|
|
(a)
|
Amount
beneficially owned: -1,195,274-
|
|
(b)
|
Percent
of class: 2.1%
|
|
(c)
|
(i)
Sole power to vote or direct the vote:
-0-
|
|
(ii)
Shared power to vote or direct the vote:
-1,195,274-
|
|
(iii)
Sole power to dispose or direct the disposition:
-0-
|
|
(iv)
Shared power to dispose or direct the disposition:
-1,195,274-
|
FF.
|
Drawbridge
Global Macro Advisors LLC
|
|
(a)
|
Amount
beneficially owned: -1,334,011-
|
|
(b)
|
Percent
of class: 2.3%
|
|
(c)
|
(i)
Sole power to vote or direct the vote:
-0-
|
|
(ii)
Shared power to vote or direct the vote:
-1,334,011-
|
|
(iii)
Sole power to dispose or direct the disposition:
-0-
|
|
(iv)
Shared power to dispose or direct the disposition:
-1,334,011-
|
GG.
|
DBGM
Associates LLC
|
|
(a)
|
Amount
beneficially owned: -1,195,274-
|
|
(b)
|
Percent
of class: 2.1%
|
|
(c)
|
(i)
Sole power to vote or direct the vote:
-0-
|
|
(ii)
Shared power to vote or direct the vote:
-1,195,274-
|
|
(iii)
Sole power to dispose or direct the disposition:
-0-
|
|
(iv)
Shared power to dispose or direct the disposition:
-1,195,274-
|
HH.
|
Principal
Holdings I LP
|
|
(a)
|
Amount
beneficially owned: -1,195,274-
|
|
(b)
|
Percent
of class: 2.1%
|
|
(c)
|
(i)
Sole power to vote or direct the vote:
-0-
|
|
(ii)
Shared power to vote or direct the vote:
-1,195,274-
|
|
(iii)
Sole power to dispose or direct the disposition:
-0-
|
|
(iv)
Shared power to dispose or direct the disposition:
-1,195,274-
|
|
II.
|
FIG
Asset Co. LLC
|
|
(a)
|
Amount
beneficially owned: -1,195,274-
|
|
(b)
|
Percent
of class: 2.1%
|
|
(c)
|
(i)
Sole power to vote or direct the vote:
-0-
|
|
(ii)
Shared power to vote or direct the vote:
-1,195,274-
|
|
JJ.
|
FIG
LLC
|
|
(a)
|
Amount
beneficially owned: -24,139,111-
|
|
(b)
|
Percent
of class: 41.7%
|
|
(c)
|
(i)
Sole power to vote or direct the vote:
-0-
|
|
(ii)
Shared power to vote or direct the vote: -24,139,111-
|
|
(iii)
Sole power to dispose or direct the disposition:
-0-
|
|
(iv)
Shared power to dispose or direct the disposition: -24,139,111-
|
KK.
|
Fortress
Operating Entity I LP
|
|
(a)
|
Amount
beneficially owned: -24,139,111-
|
|
(b)
|
Percent
of class: 41.7%
|
|
(c)
|
(i)
Sole power to vote or direct the vote:
-0-
|
|
(ii)
Shared power to vote or direct the vote: -24,139,111-
|
|
(iii)
Sole power to dispose or direct the disposition:
-0-
|
|
(iv)
Shared power to dispose or direct the disposition: -24,139,111-
|
LL.
|
Fortress
Operating Entity II LP
|
|
(a)
|
Amount
beneficially owned: -22,359,437-
|
|
(b)
|
Percent
of class: 38.6%
|
|
(c)
|
(i)
Sole power to vote or direct the vote:
-0-
|
|
(ii)
Shared power to vote or direct the vote:
-22,359,437-
|
|
(iii)
Sole power to dispose or direct the disposition:
-0-
|
|
(iv)
Shared power to dispose or direct the disposition:
-22,359,437-
|
MM.
|
FIG
Corp.
|
|
(a)
|
Amount
beneficially owned: -24,309,811-
|
|
(b)
|
Percent
of class: 42.0%
|
|
(c)
|
(i)
Sole power to vote or direct the vote:
-0-
|
|
(ii)
Shared power to vote or direct the vote:
-24,309,811-
|
|
(iii)
Sole power to dispose or direct the disposition:
-0-
|
|
(iv)
Shared power to dispose or direct the disposition:
-24,309,811-
|
NN.
|
Fortress
Investment Group LLC
|
|
(a)
|
Amount
beneficially owned: -24,309,811-
|
|
(b)
|
Percent
of class: 42.0%
|
|
(c)
|
(i)
Sole power to vote or direct the vote:
-0-
|
|
(ii)
Shared power to vote or direct the vote:
-24,309,811-
|
|
(iii)
Sole power to dispose or direct the disposition:
-0-
|
|
(iv)
Shared power to dispose or direct the disposition:
-24,309,811-
|
Item
5.
|
Ownership of Five Percent or
Less of a Class.
|
Item 6.
|
Ownership of More than Five
Percent on Behalf of Another
Person.
|
Item 7.
|
Identification and
Classification of the Subsidiary Which Acquired the Security Being
Reported on By the Parent Holding
Company.
|
Item 8.
|
Identification and
Classification of Members of the
Group.
|
Item 9.
|
Notice of
Dissolution of Group.
|
Item
10.
|
Certification.
|
FORTRESS
PARTNERS OFFSHORE SECURITIES LLC
|
||||
By:
|
/s/
Glenn Cummins
|
|||
Name:
Title:
|
Glenn Cummins
Authorized Signatory
|
FORTRESS
PARTNERS MASTER FUND L.P.
|
||||
By:
|
/s/
Glenn Cummins
|
|||
Name:
Title:
|
Glenn Cummins
Authorized Signatory
|
FORTRESS
PARTNERS OFFSHORE MASTER GP LLC
|
||||
By:
|
/s/
Glenn Cummins
|
|||
Name:
Title:
|
Glenn Cummins
Authorized Signatory
|
FIF
III LIBERTY HOLDINGS LLC
|
||||
By:
|
/s/
Jeffrey Rosenthal
|
|||
Name:
Title:
|
Jeffrey Rosenthal
Authorized Signatory
|
FORTRESS
INVESTMENT FUND III LP
By: FORTRESS
FUND III GP LLC
its general
partner
|
||||
By:
|
/s/
Jeffrey Rosenthal
|
|||
Name:
Title:
|
Jeffrey Rosenthal
Authorized Signatory
|
FORTRESS
INVESTMENT FUND III (FUND B) LP
By: FORTRESS
FUND III GP LLC
its general
partner
|
||||
By:
|
/s/
Jeffrey Rosenthal
|
|||
Name:
Title:
|
Jeffrey Rosenthal
Authorized Signatory
|
FORTRESS
INVESTMENT FUND III (FUND C) LP
By: FORTRESS
FUND III GP LLC
its general
partner
|
||||
By:
|
/s/
Jeffrey Rosenthal
|
|||
Name:
Title:
|
Jeffrey Rosenthal
Authorized Signatory
|
FORTRESS
INVESTMENT FUND III (FUND D) L.P.
By: FORTRESS
FUND III GP LLC
its general
partner
|
||||
By:
|
/s/
Jeffrey Rosenthal
|
|||
Name:
Title:
|
Jeffrey Rosenthal
Authorized Signatory
|
FORTRESS
INVESTMENT FUND III (FUND E) L.P.
By: FORTRESS
FUND III GP LLC
its general
partner
|
||||
By:
|
/s/
Jeffrey Rosenthal
|
|||
Name:
Title:
|
Jeffrey Rosenthal
Authorized Signatory
|
FORTRESS
INVESTMENT FUND III (COINVESTMENT FUND A) LP
By: FORTRESS
FUND III GP LLC
its general
partner
|
||||
By:
|
/s/
Jeffrey Rosenthal
|
|||
Name:
Title:
|
Jeffrey Rosenthal
Authorized Signatory
|
FORTRESS
INVESTMENT FUND III (COINVESTMENT FUND B) LP
By: FORTRESS
FUND III GP LLC
its general
partner
|
||||
By:
|
/s/
Jeffrey Rosenthal
|
|||
Name:
Title:
|
Jeffrey Rosenthal
Authorized Signatory
|
FORTRESS
INVESTMENT FUND III (COINVESTMENT FUND C) LP
By: FORTRESS
FUND III GP LLC
its general
partner
|
||||
By:
|
/s/
Jeffrey Rosenthal
|
|||
Name:
Title:
|
Jeffrey Rosenthal
Authorized Signatory
|
FORTRESS
INVESTMENT FUND III (COINVESTMENT FUND D) L.P.
By: FORTRESS
FUND III GP LLC
its general
partner
|
||||
By:
|
/s/
Jeffrey Rosenthal
|
|||
Name:
Title:
|
Jeffrey Rosenthal
Authorized Signatory
|
FORTRESS
FUND III GP LLC
|
||||
By:
|
/s/
Jeffrey Rosenthal
|
|||
Name:
Title:
|
Jeffrey Rosenthal
Authorized Signatory
|
FORTRESS
INVESTMENT FUND GP (HOLDINGS) LLC
|
||||
By:
|
/s/
Jeffrey Rosenthal
|
|||
Name:
Title:
|
Jeffrey Rosenthal
Authorized Signatory
|
FORTRESS
PARTNERS SECURITIES LLC
By: FORTRESS
PARTNERS FUND L.P.
its sole managing
member
By: FORTRESS
PARTNERS GP LLC
its general
partner
|
||||
By:
|
/s/
Glenn Cummins
|
|||
Name:
Title:
|
Glenn Cummins
Authorized Signatory
|
FORTRESS
PARTNERS FUND L.P.
By: FORTRESS
PARTNERS GP LLC
its general
partner
|
||||
By:
|
/s/
Glenn Cummins
|
|||
Name:
Title:
|
Glenn Cummins
Authorized Signatory
|
FORTRESS
PARTNERS GP LLC
|
||||
By:
|
/s/
Glenn Cummins
|
|||
Name:
Title:
|
Glenn Cummins
Authorized Signatory
|
FORTRESS
PRINCIPAL INVESTMENT HOLDINGS IV LLC
|
||||
By:
|
/s/
Randal A. Nardone
|
|||
Name:
Title:
|
Randal A. Nardone
Authorized Signatory
|
FORTRESS
PARTNERS ADVISORS LLC
|
||||
By:
|
/s/
Glenn Cummins
|
|||
Name:
Title:
|
Glenn Cummins
Authorized Signatory
|
DRAWBRIDGE
DSO SECURITIES LLC
|
||||
By:
|
/s/
Glenn Cummins
|
|||
Name:
Title:
|
Glenn Cummins
Authorized Signatory
|
DRAWBRIDGE
SPECIAL OPPORTUNITIES FUND LP
By: DRAWBRIDGE
SPECIAL OPPORTUNITIES GP LLC
its general
partner
|
||||
By:
|
/s/
Glenn Cummins
|
|||
Name:
Title:
|
Glenn Cummins
Authorized Signatory
|
DRAWBRIDGE
SPECIAL OPPORTUNITIES GP LLC
|
||||
By:
|
/s/
Glenn Cummins
|
|||
Name:
Title:
|
Glenn Cummins
Authorized Signatory
|
DRAWBRIDGE
OSO SECURITIES LLC
|
||||
By:
|
/s/
Glenn Cummins
|
|||
Name:
Title:
|
Glenn Cummins
Authorized Signatory
|
DRAWBRIDGE
SPECIAL OPPORTUNITIES FUND LTD.
|
||||
By:
|
/s/
Glenn Cummins
|
|||
Name:
Title:
|
Glenn Cummins
Authorized Signatory
|
DRAWBRIDGE
SPECIAL OPPORTUNITIES ADVISORS LLC
|
||||
By:
|
/s/
Glenn Cummins
|
|||
Name:
Title:
|
Glenn Cummins
Authorized Signatory
|
DRAWBRIDGE
GLOBAL MACRO MASTER FUND LTD.
|
||||
By:
|
/s/
Kevin Treacy
|
|||
Name:
Title:
|
Kevin Treacy
Authorized Signatory
|
DRAWBRIDGE
GLOBAL MACRO INTERMEDIATE FUND L.P.
By: DBGM
ASSOCIATES LLC
its general
partner
|
||||
By:
|
/s/
Kevin Treacy
|
|||
Name:
Title:
|
Kevin Treacy
Authorized Signatory
|
DBGM
ASSOCIATES LLC
By: PRINCIPAL
HOLDINGS I LP
its sole managing
member
|
||||
By:
|
/s/
David N. Brooks
|
|||
Name:
Title:
|
David N. Brooks
Authorized Signatory
|
PRINCIPAL
HOLDINGS I LP
By: FIG
ASSET CO. LLC
its general
partner
|
||||
By:
|
/s/
David N. Brooks
|
|||
Name:
Title:
|
David N. Brooks
Authorized Signatory
|
FIG
ASSET CO. LLC
|
||||
By:
|
/s/
David N. Brooks
|
|||
Name:
Title:
|
David N. Brooks
Authorized Signatory
|
DRAWBRIDGE
GLOBAL MACRO FUND LTD.
|
||||
By:
|
/s/
Kevin Treacy
|
|||
Name:
Title:
|
Kevin Treacy
Authorized Signatory
|
DRAWBRIDGE
GLOBAL MACRO FUND LP
By: DRAWBRIDGE
GLOBAL MACRO FUND GP LLC
its general
partner
|
||||
By:
|
/s/
Kevin Treacy
|
|||
Name:
Title:
|
Kevin Treacy
Authorized Signatory
|
DRAWBRIDGE
GLOBAL MACRO ADVISORS LLC
|
||||
By:
|
/s/
Kevin Treacy
|
|||
Name:
Title:
|
Kevin Treacy
Authorized Signatory
|
DRAWBRIDGE
GLOBAL MACRO GP LLC
|
||||
By:
|
/s/
Kevin Treacy
|
|||
Name:
Title:
|
Kevin Treacy
Authorized Signatory
|
FIG
LLC
|
||||
By:
|
/s/
David N. Brooks
|
|||
Name:
Title:
|
David N. Brooks
Authorized Signatory
|
FORTRESS
OPERATING ENTITY I LP
By: FIG
CORP.
its general
partner
|
||||
By:
|
/s/
David N. Brooks
|
|||
Name:
Title:
|
David N. Brooks
Authorized Signatory
|
FORTRESS
OPERATING ENTITY II LP
By: FIG
CORP.
its general
partner
|
||||
By:
|
/s/
David N. Brooks
|
|||
Name:
Title:
|
David N. Brooks
Authorized Signatory
|
FIG
CORP.
|
||||
By:
|
/s/
David N. Brooks
|
|||
Name:
Title:
|
David N. Brooks
Authorized Signatory
|
FORTRESS
INVESTMENT GROUP LLC
|
||||
By:
|
/s/
David N. Brooks
|
|||
Name:
Title:
|
David N. Brooks
Authorized Signatory
|