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 |
Call Option Equivalent (obligation to sell)
|
01/25/2006 |
07/25/2007 |
Common Stock
|
92,929
|
$
0
|
I
|
By Fund through escrow
(5)
|
* |
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) |
Shares are owned of record by Radius Venture Partners I, L.P. |
(2) |
Mr. Lubin, who has been designated to become one of the Issuer's directors, is a managing member of Radius Venture Partners,
L.L.C., the general partner of Radius Venture Partners I, L.P. and therefore may be deemed to beneficially own the
securities owned by Radius Venture Partners I, L.P. Mr. Lubin disclaims ownership of the reported securities except to the
extent of his pecuniary interest therein. The reported number of shares represents the minimum number of shares issuable to
Radius Venture Partners I, L.P. upon termination of the escrow arrangement and liquidation of the escrow account. In the
event that the Reporting Person acquires a greater number of shares upon termination of the escrow agreement and liquidation
of the escrow account, the Reporting Person will file a Form 4 reflecting the acquisition of additional shares. |
(3) |
Shares are beneficially owned by Radius Venture Partners I, L.P. Represents shares held in escrow for the benefit of former
stockholders of CCS Consolidated, Inc. whose shares were converted into shares of the Issuer as a result of a merger between
CCS Consolidated, Inc. and the Issuer. |
(4) |
Shares are beneficially owned by Radius Venture Partners I, L.P. Represents shares held in escrow for the benefit of another
stockholder of the Issuer. The number of shares to be released to the other stockholder is contingent upon the occurrence
of certain events as described in a letter agreement between the Issuer and the other stockholder. The reported number of
shares represents the maximum number of shares issuable to Radius Venture Partners I, L.P. upon termination of the escrow
arrangement and liquidation of the escrow account. These shares are subject to a call option in favor of the other
stockholder as described in footnote (5). |
(5) |
Another stockholder of the Issuer may, contingent upon the occurrence of certain events not in the control of Radius Venture
Partners I, L.P. or the other stockholder, acquire the entire amount of the stock held in escrow as described in footnote
(4), including the shares reported by Radius Venture Partners I, L.P. No additional consideration will be received by
Radius Venture Partners I, L.P. to the extent the call option on these shares is exercised by the other stockholder. To the
extent that the shares held in escrow may not be distributed to the other stockholder, the Reporting Person will report the
partial or full expiration of the call option on Form 4. |