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) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
Series A Convertible Preferred Stock
|
03/08/2006 |
Â
(1)
|
Common Stock
|
8,590,247
|
$
(2)
|
I
(3)
(4)
|
See Footnotes 3 & 4
|
12% Convertible Notes due 2009
|
03/08/2006 |
09/30/2009 |
Common Stock
|
525,040
|
$
0.01
(5)
|
I
(3)
(4)
|
See Footnotes 3 & 4
|
* |
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) |
These securities are preferred stock of the Issuer and do not have an expiration date. |
(2) |
The shares of Series A Convertible Preferred Stock will convert at a rate of 1-to-2,500 into the number of shares of Common Stock shown in column 3 above. |
(3) |
The reporting person may be deemed to have an indirect pecuniary interest as the General Partner of TA Associates AP IV L.P., TA Associates SPF L.P. and as the Manager of TA Associates IX LLC, TA Associates SDF LLC and TA Investors LLC. The reporting person disclaims beneficial ownership of such shares because the reporting person's indirect pecuniary interest is subject to indeterminable future events. |
(4) |
The reporting person is the indirect beneficial owner of the following shares of Common Stock: (i) 6,475,725 shares owned by TA IX L.P.; (ii) 1,828,665 shares owned by TA/Atlantic and Pacific IV L.P.; (iii) 132,555 shares owned by TA Strategic Partners Fund A L.P.; (iv) 23,787 shares owned by TA Strategic Partners Fund B L.P.; (v) 139,805 shares owned by TA Investors LLC; and (vi) 514,750 shares owned by TA Subordinated Debt Fund L.P. TA Associates IX LLC is the General Partner of TA IX L.P. TA Associates SDF LLC is the General Partner of TA Subordinated Debt Fund L.P. TA Associates AP IV L.P. is the General Partner of TA/Atlantic and Pacific IV L.P. TA Associates SPF L.P. is the General Partner of TA Strategic Partners Fund A L.P. and TA Strategic Partners Fund B L.P. |
(5) |
The 12% Convertible Notes due 2009 are immediately convertible into 12% Notes due 2009 and warrants to purchase Common Stock, which warrants are immediately exercisable for 525,040 shares of Common Stock. |