Page 12 of 13 SEC Filing
2008 and (z) the number of shares of Common Stock issuable upon conversion of senior secured convertible promissory notes of the Company held by TP and TCP, which had not been converted at the time of such calculation.
Pursuant to a Registration Rights Agreement, dated as of March 4, 2008, by and among TCP, TP, Tontine Overseas Associates, L.L.C., a Delaware limited liability company and an affiliate of the Reporting Persons, TCM, Mr. Gendell and the Company (the Registration Rights Agreement), on April 14, 2009, the Company filed a registration statement on Form S-1 registering, among other things, the resale of 3,428,889 shares of Common Stock held by the Reporting Persons (the Registration Statement). The Registration Statement was declared effective on May 22, 2009. Pursuant to the Registration Rights Agreement, the Company has agreed to maintain the effectiveness of the Registration Statement until the Reporting Persons no longer hold any registrable securities. In addition, under the Registration Rights Agreement, the Reporting Persons have certain demand and piggyback registration rights.
The foregoing summaries of the Note Purchase Agreement and the Registration Rights Agreement do not purport to be complete and are qualified in their entirety by reference to Exhibits 1, 2 and 3, which are incorporated by reference herein.
Item 7. Material to be Filed as Exhibits
1. Senior Secured Convertible Note Purchase Agreement, dated as of March 4, 2008, by and between Tontine Partners, L.P. and Tontine Capital Partners, L.P., as purchasers, Tontine Capital Associates, L.P., as collateral agent, and the Company (incorporated by reference to Exhibit 10.1 to the Companys Current Report on Form 8-K filed March 6, 2008).
2. Registration Rights Agreement, dated as of March 4, 2008, by and between Tontine Capital Partners, L.P., Tontine Partners, L.P., Tontine Overseas Associates, L.L.C., Tontine Capital Management, L.L.C., Jeffrey L. Gendell and the Company (incorporated by reference to Exhibit 10.2 to the Companys Current Report on Form 8-K filed March 6, 2008).
3. Amendment to Senior Secured Convertible Note Purchase Agreement, dated as of January 5, 2011, by and between Tontine Partners, L.P. and Tontine Capital Partners, L.P., as purchasers, Tontine Capital Associates, L.P., as collateral agent, and the Company (incorporated by reference to Exhibit 99.1 to the Companys Current Report on Form 8-K filed January 14, 2011).
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2008 and (z) the number of shares of Common Stock issuable upon conversion of senior secured convertible promissory notes of the Company held by TP and TCP, which had not been converted at the time of such calculation.
Pursuant to a Registration Rights Agreement, dated as of March 4, 2008, by and among TCP, TP, Tontine Overseas Associates, L.L.C., a Delaware limited liability company and an affiliate of the Reporting Persons, TCM, Mr. Gendell and the Company (the Registration Rights Agreement), on April 14, 2009, the Company filed a registration statement on Form S-1 registering, among other things, the resale of 3,428,889 shares of Common Stock held by the Reporting Persons (the Registration Statement). The Registration Statement was declared effective on May 22, 2009. Pursuant to the Registration Rights Agreement, the Company has agreed to maintain the effectiveness of the Registration Statement until the Reporting Persons no longer hold any registrable securities. In addition, under the Registration Rights Agreement, the Reporting Persons have certain demand and piggyback registration rights.
The foregoing summaries of the Note Purchase Agreement and the Registration Rights Agreement do not purport to be complete and are qualified in their entirety by reference to Exhibits 1, 2 and 3, which are incorporated by reference herein.
Item 7. Material to be Filed as Exhibits
1. Senior Secured Convertible Note Purchase Agreement, dated as of March 4, 2008, by and between Tontine Partners, L.P. and Tontine Capital Partners, L.P., as purchasers, Tontine Capital Associates, L.P., as collateral agent, and the Company (incorporated by reference to Exhibit 10.1 to the Companys Current Report on Form 8-K filed March 6, 2008).
2. Registration Rights Agreement, dated as of March 4, 2008, by and between Tontine Capital Partners, L.P., Tontine Partners, L.P., Tontine Overseas Associates, L.L.C., Tontine Capital Management, L.L.C., Jeffrey L. Gendell and the Company (incorporated by reference to Exhibit 10.2 to the Companys Current Report on Form 8-K filed March 6, 2008).
3. Amendment to Senior Secured Convertible Note Purchase Agreement, dated as of January 5, 2011, by and between Tontine Partners, L.P. and Tontine Capital Partners, L.P., as purchasers, Tontine Capital Associates, L.P., as collateral agent, and the Company (incorporated by reference to Exhibit 99.1 to the Companys Current Report on Form 8-K filed January 14, 2011).
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