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(1)
|
Â
(3)
|
Common Stock
|
6,747,748
|
$
0
|
D
|
Â
|
Series C 7% Convertible Preferred Stock ("Series C Stock")
|
09/29/2006(1)
|
Â
(3)
|
Common Stock
|
2,500,000
|
$
0
|
D
|
Â
|
Common Stock Purchase Warrants ("Series B Warrants")
|
01/28/2005(1)
|
01/28/2010(2)
|
Common Stock
|
6,229,507
|
$
0.61
|
D
|
Â
|
Common Stock Purchase Warrants ("Series C Warrants")
|
09/29/2006(1)
|
09/29/2011 |
Common Stock
|
625,000
|
$
1
|
D
|
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) |
The terms of the Series B and Series C Stock and 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 Warrants) or, if the foregoing restriction is waived, with respect to the Series C Preferred
Stock or Series C Warrants, 9.99% of the issued and outstanding Common Stock immediately after giving effect to such
conversion or exercise. |
(2) |
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. |
(3) |
The Series B and Series C Stock does not expire. |