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 B 9% Convertible Preferred Stock ("Series B Stock")
|
01/28/2005(2)
|
Â
(4)
|
Common Stock
|
6,747,766
|
$
0
|
D
(1)
|
Â
|
Series C 7% Convertible Preferred Stock ("Series C Stock")
|
09/29/2006(2)
|
Â
(4)
|
Common Stock
|
2,500,000
|
$
0
|
D
(1)
|
Â
|
Common Stock Purchase Warrants ("Series B Warrants")
|
01/28/2005(2)
|
02/28/2010(3)
|
Common Stock
|
6,229,507
|
$
0.61
|
D
(1)
|
Â
|
Common Stock Purchase Warrants ("Series C Warrants")
|
09/29/2006(2)
|
09/29/2011 |
Common Stock
|
625,000
|
$
1
|
D
(1)
|
Â
|
* |
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 owned directly by Crestview Capital Master, LLC. Crestview Capital Partners, LLC is the sole manager of
Crestview Capital Master, LLC, and as such has the power to direct the vote and to direct the disposition of investments
owned by Crestview Capital Master, LLC, and thus may be an indirect beneficial owner of the reported securities. |
(2) |
The terms of the Series B and Series C Stock and Series B and Series C Warrants contain restrictions that prevent them from
being converted or exercised, respectively, if the number of shares of Common Stock to be issued pursuant to such conversion
or exercise would cause Crestview Capital Master, LLC together with its affiliates to own in excess of 4.99% (with respect
to the Series B and Series C Stock and the Series B and Series C Warrants) or, if the foregoing restriction is waived, with
respect to the Series C Stock or Series C Warrants, 9.99% of the issued and outstanding Common Stock immediately after
giving effect to such conversion or exercise. |
(3) |
The Series B Warrants expire within five (5) years of their issuance. Because the Series B Warrants were acquired in two
tranches, the first on January 28, 2005, and the second on March 28, 2006, the expiration dates for the tranches differ.
The first tranche, consisting of Series B Warrants to purchase 4,672,130 shares of Common Stock, has an expiration date of
January 28, 2005. The second tranche, consisting of Series B Warrants to purchase 1,557,377 shares of Common Stock, has an
expiration date of March 28, 2011. |
(4) |
The Series B and Series C Stock do not expire. |