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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 | |
SCHUCHERT JOSEPH S C/O KELSO AND COMPANY 320 PARK AVENUE, 24TH FLOOR NEW YORK, NY 10022 |
Former 10% Owner |
James J. Connors, II, Attorney-in-fact for Mr. Schuchert | 03/01/2006 | |
**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) | This report is being filed to note Mr. Schuchert's termination of insider status. Effective 2/28/2006, Mr. Schuchert ceased to be a general partner, and became a limited partner, of each of Kelso Partners IV, LP (Partners IV), Kelso Equity Partners II, LP (KEP II), Kelso Partners III, LP (Partners III) and Kelso Partners I, LP (Partners I). |
(2) | Partners IV is the general partner of Kelso Investment Assoicates IV, LP (KIA IV). As a result, Mr. Schuchert may no longer be deemed to share beneficial ownership of the securities owned of record by KIA IV. Partners III is the general partner of KIA III-Earle M. Jorgensen, LP (KIA III). As a result, Mr. Schuchert may no longer be deemed to share beneficial ownership of the securities owned of record by KIA III. Partners I is the general partner of Kelso Investment Associates, LP (KIA). As a result, Mr. Schuchert may no longer be deemed to share beneficial ownership of the securites owned of record by KIA. As a result of the reported transaction, Mr. Schuchert may no longer be deemed to share beneficial ownership of the securities owned of record by KEP II. |
(3) | The reported holdings reflect Mr. Schuchert's beneficial ownership as of 2/28/2006. Mr. Schuchert may have been deemed to share beneficial ownership of securities owned of record by KIA IV, KIA III, KIA and KEP II, by virtue of his status as a general partner of each of Partners IV, Partners III, Partners I and KEP II, but disclaims having had beneficial ownership of such securities, and this report shall not be deemed an admission that Mr. Schuchert was the beneficial owner of those securities for purposes of Section 16 or for any other purposes. |