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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 | ||||||||
Call (right to buy) | $ 45 | 01/26/2006 | P | 49 | 01/26/2006 | 03/18/2006 | Class A Common Stock, par value $0.001 per share | 4,900 | $ 0.5 | 504,900 | I | See Footnote (2) | |||
Call (right to buy) | $ 45 | 01/26/2006 | P | 86 | 01/26/2006 | 03/18/2006 | Class A Common Stock, par value $0.001 per share | 8,600 | $ 0.55 | 513,500 | I | See Footnote (2) | |||
Call (right to buy) | $ 45 | 01/26/2006 | P | 56 | 01/26/2006 | 03/18/2006 | Class A Common Stock, par value $0.001 per share | 5,600 | $ 0.55 | 519,100 | I | See Footnote (2) | |||
Call (right to buy) | $ 45 | 01/26/2006 | P | 1,500 | 01/26/2006 | 02/18/2006 | Class A Common Stock, par value $0.001 per share | 150,000 | $ 0.26 | 669,100 | I | See Footnote (2) | |||
Call (right to buy) | $ 45 | 02/02/2006 | S | 1,500 | 02/02/2006 | 02/18/2006 | Class A Common Stock, par value $0.001 per share | 150,000 | $ 0.15 | 519,100 | I | See Footnote (2) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
SAC CAPITAL ADVISORS LLC 72 CUMMINGS POINT ROAD STAMFORD, CT 06902 |
X | |||
S A C CAPITAL MANAGEMENT L L C C/O 72 CUMMINGS POINT ROAD STAMFORD, CT 06902 |
X | |||
COHEN STEVEN A/SAC CAPITAL MGMT LP C/O SAC CAPITAL ADVISORS LLC 72 CUMMINGS POINT ROAD STAMFORD, CT 06902 |
X |
Peter Nussbaum, as Authorized Person on behalf of the above: | 02/03/2006 | |
**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) | S.A.C. Capital Associates, LLC ("Associates"), C.R. Intrinsic Investments, LLC ("Intrinsic"), S.A.C. MultiQuant Fund, LLC ("MultiQuant") and S.A.C. Select Fund, LLC ("Select"), each an Anguillan limited liability company, directly each own Class A Common Stock of the Issuer. At 11: 56 a.m., Eastern Standard Time, on January 26, 2006, each Reporting Person had indirect beneficial ownership of 892,490 shares of Class A Common Stock of the Issuer. For purposes of this filing, the Reporting Persons have calculated the aggregate number of outstanding shares of the Issuer's Class A Common Stock as 8,906,652, based on the Form 8-K, dated January 26, 2005, which reported 8,830,000 then outstanding shares, and the prospectus of the Issuer, dated November 16, 2005, which reported an additional 76,652 shares outstanding. |
(2) | See Footnote (2) under "Remarks". |
(3) | Please see Exhibit 99 for a continuation of this table |
Remarks: Exhibit List Exhibit 99 - Table I (cont'd) - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned Footnote (2) The securities to which this report relates are held by Associates, Intrinsic, MultiQuant and Select. S.A.C. Capital Advisors, LLC ("Advisors") and S.A.C. Capital Management, LLC ("Management") are investment managers to Associates, Intrinsic, MultiQuant and Select. Pursuant to investment agreements, each of Advisors and Management share all investment and voting power with respect to the securities held by Associates, Intrinsic, MultiQuant and Select. Steven A. Cohen controls each of Advisors and Management. In accordance with Instruction 5(b)(iv), the entire amount of the Issuer's securities held by Associates, Intrinsic, MultiQuant and Select is reported herein. Each Reporting Person disclaims any beneficial ownership of any of the Issuer's securities to which this report relates for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, except to the extent of its indirect pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purposes. |