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 |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
DIAMOND CASTLE PARTNERS IV L P C/O DIAMOND CASTLE HOLDINGS, LLC 280 PARK AVE, 25TH FLR, EAST TOWER NEW YORK, NY 10017 |
 |  X |  |  |
DIAMOND CASTLE PARTNERS IV-A L P C/O DIAMOND CASTLE HOLIDNGS, LLC 280 PARK AVE, 25TH FLR, EAST TOWER NEW YORK, NY 10017 |
 |  X |  |  |
DEAL LEADERS FUND L P C/O DIAMOND CASTLE HOLDINGS, LLC 280 PARK AVE, 25TH FLR, EAST TOWER NEW YORK, NY 10017 |
 |  X |  |  |
DCP IV GP, L.P. C/O DIAMOND CASTLE HOLDINGS, LLC 280 PARK AVE, 25TH FLR, EAST TOWER NEW YORK, NY 10017 |
 |  X |  |  |
DCP IV GP-GP, LLC C/O DIAMOND CASTLE HOLDINGS, LLC 280 PARK AVE, 25TH FLR, EAST TOWER NEW YORK, NY 10017 |
 |  X |  |  |
BENACERRAF ARI J C/O DIAMOND CASTLE HOLDINGS, LLC 280 PARK AVE, 25TH FLR, EAST TOWER NEW YORK, NY 10017 |
 X |  X |  |  |
RANGER MICHAEL W C/O DIAMOND CASTLE HOLDINGS, LLC 280 PARK AVE, 25TH FLR, EAST TOWER NEW YORK, NY 10017 |
 |  X |  |  |
RUSH ANDREW H C/O DIAMOND CASTLE HOLDINGS, LLC 280 PARK AVE, 25TH FLR, EAST TOWER NEW YORK, NY 10017 |
 |  X |  |  |
WITTELS DAVID M C/O DIAMOND CASTLE HOLDINGS, LLC 280 PARK AVE, 25TH FLR, EAST TOWER NEW YORK, NY 10017 |
 |  X |  |  |
See (a) in Remarks below | 10/12/2011 | |
**Signature of Reporting Person | Date | |
See (b) in Remarks below | 10/12/2011 | |
**Signature of Reporting Person | Date | |
See (c) in Remarks below | 10/12/2011 | |
**Signature of Reporting Person | Date | |
DCP IV GP, L.P.; By: DCP IV GP-GP, LLC, its General Partner; By: /s/ Linda Grogan as Attorney-in-Fact | 10/12/2011 | |
**Signature of Reporting Person | Date | |
DCP IV GP-GP, LLC; By: /s/ Linda Grogan as Attorney-in-Fact | 10/12/2011 | |
**Signature of Reporting Person | Date | |
Ari J. Benacerraf; By: /s/ Linda Grogan as Attorney-in-Fact | 10/12/2011 | |
**Signature of Reporting Person | Date | |
Michael W. Ranger; By: /s/ Linda Grogan as Attorney-in-Fact | 10/12/2011 | |
**Signature of Reporting Person | Date | |
Andrew H. Rush; By: /s/ Linda Grogan as Attorney-in-Fact | 10/12/2011 | |
**Signature of Reporting Person | Date | |
David M. Wittels; By: /s/ Linda Grogan as Attorney-in-Fact | 10/12/2011 | |
**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) | Shares held directly by Diamond Castle Partners IV, L.P., including 177,439 shares held under escrow agreement. Diamond Castle Partners IV, L.P. disclaims beneficial ownership of the shares held in escrow except to the extent of its pecuniary interest and this report shall not be deemed to be an admission that it is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. |
(2) | Shares held directly by Diamond Castle Partners IV-A, L.P., including 67,283 shares held under escrow agreement. Diamond Castle Partners IV-A, L.P. disclaims beneficial ownership of the shares held in escrow except to the extent of its pecuniary interest and this report shall not be deemed to be an admission that it is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. |
(3) | Shares held directly by Deal Leaders Fund, L.P., including 2,382 shares held under escrow agreement. Deal Leaders Fund, L.P. disclaims beneficial ownership of the shares held in escrow except to the extent of its pecuniary interest and this report shall not be deemed to be an admission that it is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. |
(4) | Diamond Castle Partners IV, L.P. disclaims beneficial ownership of these securities and this report shall not be deemed to be an admission that it is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. |
(5) | Diamond Castle Partners IV-A, L.P. disclaims beneficial ownership of these securities and this report shall not be deemed to be an admission that it is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. |
(6) | Deal Leaders Fund, L.P. disclaims beneficial ownership of these securities and this report shall not be deemed to be an admission that it is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. |
(7) | DCP IV GP, L.P. ("DCP IV GP") is the general partner of each of Diamond Castle Partners IV, L.P., Diamond Castle Partners IV-A, L.P. and Deal Leaders Fund, L.P. DCP IV GP-GP, LLC ("DCP IV GP-GP") is the general partner of DCP IV GP. Ari J. Benacerraf, Michael W. Ranger, Andrew H. Rush and David M. Wittels are the managing members of DCP IV GP-GP. Each of DCP IV GP, DCP IV GP-GP, Ari J. Benacerraf, Michael W. Ranger, Andrew H. Rush and David M. Wittels disclaims beneficial ownership of these securities except to the extent of such person's pecuniary interest and this report shall not be deemed to be an admission that such person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. |
 Remarks: (a) Diamond Castle Partners IV, L.P., By: DCP IV GP, L.P., its General Partner; By: DCP IV GP-GP, LLC, its General Partner; By: /s/ Linda Grogan as Attorney-in-Fact (b) Diamond Castle Partners IV-A, L.P., By: DCP IV GP, L.P., its General Partner; By: DCP IV GP-GP, LLC, its General Partner; By: /s/ Linda Grogan as Attorney-in-Fact (c) Deal Leaders Fund, L.P., By: DCP IV GP, L.P., its General Partner; By: DCP IV GP-GP, LLC, its General Partner; By: /s/ Linda Grogan as Attorney-in-Fact |