Page 11 of 13 SEC Filing
(b) 1. Sole power to vote or direct vote: -0-
2. Shared power to vote or direct vote: 901,643
3. Sole power to dispose or direct the disposition: -0-
4. Shared power to dispose or direct the disposition: 901,643
(c) TAA has not engaged in any transactions in Common Stock since November 2, 2015. TCP 2 purchased a total of 212,538 shares of Common Stock since November 2, 2015. Please see Item 4 for a description of such transactions.
(d) Mr. Gendell is the Managing Member of TAA and in that capacity directs its operations.
(e) Not applicable.
E. Tontine Associates, L.L.C.
(a) Aggregate number of shares beneficially owned: 116,025. Percentage: 0.6%.
(b) 1. Sole power to vote or direct vote: 116,025
2. Shared power to vote or direct vote: -0-
3. Sole power to dispose or direct the disposition: 116,025
4. Shared power to dispose or direct the disposition: -0-
(c) TA has not engaged in any transactions in Common Stock since November 2, 2015.
(d) Mr. Gendell is the Managing Member of TA and in that capacity directs its operations.
(e) Not applicable.
F. Jeffrey L. Gendell
(a) Aggregate number of shares beneficially owned: 1,705,436. Percentage: 9.4%.
(b) 1. Sole power to vote or direct vote: 549,000
2. Shared power to vote or direct vote: 1,156,436
3. Sole power to dispose or direct the disposition: 549,000
4. Shared power to dispose or direct the disposition: 1,156,436
(c) Mr. Gendell has not engaged in any transactions in Common Stock since November 2, 2015. TCP 2 purchased a total of 212,538 shares of Common Stock since November 2, 2015. Please see Item 4 for a description of such transactions.
(d) Not applicable.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
Pursuant to a Senior Secured Convertible Note Purchase Agreement, dated as of March 4, 2008, by and among the Company, TCP and Tontine Partners, L.P., a Delaware limited partnership and an affiliate of the Reporting Persons (TP), as purchasers, and Tontine Capital Associates, L.P. as collateral agent (as amended on January 5, 2011, the Note Purchase Agreement), for so long as the Reporting Persons owned at least 10% of the outstanding shares of Common Stock, the Reporting Persons had the right to designate two members of the Board and to appoint an observer to attend meetings of the Board. As of the date hereof, the Reporting Persons own less than 10% of the outstanding shares of Common Stock and thus no longer have such rights.
Also pursuant to the Note Purchase Agreement, the Company was required to amend the Amended and Restated Rights Agreement, dated as of February 7, 2003, between the Company and EquiServe Trust Company, N.A., as amended, to permit TCP and its affiliates to purchase, without triggering the rights under such Amended and Restated Rights Agreement, up to 34.5% of the sum of (x) the number of shares of Common Stock issued and outstanding at the time of such calculation, (y) the number of shares of Common Stock purchased by the Company from stockholders after March 4,
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(b) 1. Sole power to vote or direct vote: -0-
2. Shared power to vote or direct vote: 901,643
3. Sole power to dispose or direct the disposition: -0-
4. Shared power to dispose or direct the disposition: 901,643
(c) TAA has not engaged in any transactions in Common Stock since November 2, 2015. TCP 2 purchased a total of 212,538 shares of Common Stock since November 2, 2015. Please see Item 4 for a description of such transactions.
(d) Mr. Gendell is the Managing Member of TAA and in that capacity directs its operations.
(e) Not applicable.
E. Tontine Associates, L.L.C.
(a) Aggregate number of shares beneficially owned: 116,025. Percentage: 0.6%.
(b) 1. Sole power to vote or direct vote: 116,025
2. Shared power to vote or direct vote: -0-
3. Sole power to dispose or direct the disposition: 116,025
4. Shared power to dispose or direct the disposition: -0-
(c) TA has not engaged in any transactions in Common Stock since November 2, 2015.
(d) Mr. Gendell is the Managing Member of TA and in that capacity directs its operations.
(e) Not applicable.
F. Jeffrey L. Gendell
(a) Aggregate number of shares beneficially owned: 1,705,436. Percentage: 9.4%.
(b) 1. Sole power to vote or direct vote: 549,000
2. Shared power to vote or direct vote: 1,156,436
3. Sole power to dispose or direct the disposition: 549,000
4. Shared power to dispose or direct the disposition: 1,156,436
(c) Mr. Gendell has not engaged in any transactions in Common Stock since November 2, 2015. TCP 2 purchased a total of 212,538 shares of Common Stock since November 2, 2015. Please see Item 4 for a description of such transactions.
(d) Not applicable.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
Pursuant to a Senior Secured Convertible Note Purchase Agreement, dated as of March 4, 2008, by and among the Company, TCP and Tontine Partners, L.P., a Delaware limited partnership and an affiliate of the Reporting Persons (TP), as purchasers, and Tontine Capital Associates, L.P. as collateral agent (as amended on January 5, 2011, the Note Purchase Agreement), for so long as the Reporting Persons owned at least 10% of the outstanding shares of Common Stock, the Reporting Persons had the right to designate two members of the Board and to appoint an observer to attend meetings of the Board. As of the date hereof, the Reporting Persons own less than 10% of the outstanding shares of Common Stock and thus no longer have such rights.
Also pursuant to the Note Purchase Agreement, the Company was required to amend the Amended and Restated Rights Agreement, dated as of February 7, 2003, between the Company and EquiServe Trust Company, N.A., as amended, to permit TCP and its affiliates to purchase, without triggering the rights under such Amended and Restated Rights Agreement, up to 34.5% of the sum of (x) the number of shares of Common Stock issued and outstanding at the time of such calculation, (y) the number of shares of Common Stock purchased by the Company from stockholders after March 4,
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