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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 |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
GREENWATER HOLDINGS LTD 201 MERRITT 7 NORWALK, CT 06856 |
X | |||
HELLER INTERNATIONAL GROUP INC 500 WEST MONROE CHICAGO, IL 60661 |
See notes (2) and (3) | |||
HELLER FINANCIAL INC 500 WEST MONROE CHICAGO, IL 60661 |
See notes (2) and (3) | |||
GENERAL ELECTRIC CAPITAL CORP 260 LONG RIDGE ROAD STAMFORD, CT 06927 |
See notes (2) and (3) | |||
GENERAL ELECTRIC CAPITAL SERVICES INC/CT 260 LONG RIDGE ROAD STAMFORD, CT 06927 |
See notes (2) and (3) | |||
GENERAL ELECTRIC CO 3135 EASTON TURNPIKE FAIRFIELD, CT 06828 |
See notes (2) and (3) |
Barbara A. Lane, Director Greenwater Holdings, Ltd. | 07/20/2005 | |
**Signature of Reporting Person | Date | |
Clifford M. Warren, Director and President, Heller International Group, Inc. | 07/20/2005 | |
**Signature of Reporting Person | Date | |
Clifford M. Warren, Director, Heller Financial, Inc. | 07/20/2005 | |
**Signature of Reporting Person | Date | |
Michael A. Gaudino, Vice President, General Electric Capital Corporation | 07/20/2005 | |
**Signature of Reporting Person | Date | |
Barbara A. Lane, Attorney-In-Fact, General Electric Capital Services, Inc. | 07/20/2005 | |
**Signature of Reporting Person | Date | |
Barbara A. Lane, Attorney-In-Fact, General Electric Company | 07/20/2005 | |
**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) | The parties reached agreement as to material terms on July 15, 2005. The transaction was executed on Nasdaq on July 19, 2005. |
(2) | These shares are owned directly by Greenwater Holding, Ltd. ("Greenwater"). Heller International Group, Inc. ("HIG") is the sole shareholder of Greenwater. Heller Financial, Inc. ("Heller Financial") is the sole shareholder of HIG. General Electric Capitol Corporation ("GECC") is the sole shareholder of Heller Financial. General Electric Capital Services, Inc. ("GECS") is the sole shareholder of GECC. General Electric Company ("GE") is the sole shareholder of GECS. |
(3) | Pursuant to Rule 16a-1(4) promulgated under the Securities and Exchange Act of 1934, as amended, each of GE, GECS, GECC, Heller Financial and HIG disclaims beneficial ownership of the Common Stock directly owned by Greenwater. |