SHARES
BENEFICALLY
OWNED
BEFORE
OFFERING(1)
|
SHARES
BENEFICALLY
OWNED
AFTER
OFFERING(2)
|
|||||||||||||||
SELLING STOCKHOLDER | NUMBER | PERCENT | OFFERED | NUMBER | PERCENT | |||||||||||
Fort
Mason Master, L.P.
|
35,059(3
|
)
|
1.3
|
%
|
22,538(4
|
)
|
12,521
|
*
|
||||||||
Fort
Mason Partners, L.P.
|
2,274(5
|
)
|
*
|
1,462(6
|
)
|
812
|
*
|
*
|
Less
than 1%
|
(1)
|
Percentages
prior to the offering are based on 2,586,377 shares of common stock
(adjusted for our July 25, 2007 1-for-50 reverse stock split) that
were
issued and outstanding as of December 31, 2007. We deem shares of
common
stock that may be acquired by an individual or group within 60 days
of
December 31, 2007 pursuant to the exercise of options or warrants
to be
outstanding for the purpose of computing the percentage ownership
of such
individual or group, but such shares are not deemed to be outstanding
for
the purpose of computing the percentage ownership of any other individual
or entity shown in the table.
|
(2)
|
We
do not know when or in what amounts the selling stockholders may
offer for
sale the shares of common stock pursuant to this offering. The selling
stockholders may choose not to sell any of the shares offered by
this
prospectus. Because the selling stockholders may offer all or some
of the
shares of common stock pursuant to this offering, and because there
are
currently no agreements, arrangements or undertakings with respect
to the
sale of any of the shares of common stock, we cannot estimate the
number
of shares of common stock that the selling stockholders will hold
after
completion of the offering. For purposes of this table, we have assumed
that the selling stockholders will have sold all of the shares listed
under the column “Shares Being Offered” in this prospectus upon the
completion of the offering.
|
(3)
|
The
number of shares beneficially owned includes 12,521 shares of common
stock
(adjusted for our July 25, 2007 1-for-50 reverse stock split) issuable
upon exercise of warrants that are exercisable beginning six months
after
September 13, 2006 for a period of five years for $9.38 per share
(adjusted for our July 25, 2007 1-for-50 reverse stock split). Nite
Capital L.P. transferred these warrants to Fort Mason Master, L.P.
pursuant to a Warrant Purchase Agreement, dated October 22, 2007.
Fort
Mason Capital, LLC serves as the general partner of Fort Mason Master,
L.P. and, in such capacity, exercises sole voting and investment
authority
with respect to the securities owned by Fort Mason Master, L.P. Mr.
Daniel
German serves as the sole managing member of Fort Mason Capital,
LLC. Fort
Mason Capital, LLC and Mr. German each disclaim beneficial ownership
of
such securities, except to the extent of its or his pecuniary interest
therein, if any.
|
(4)
|
The
number of shares being offered consists of 22,538 shares of common
stock
(adjusted for our July 25, 2007 1-for-50 reverse stock split) issuable
upon exercise of warrants that are exercisable beginning six months
after
April 19, 2006 for a period of five years for $15.00 per share (adjusted
for our July 25, 2007 1-for-50 reverse stock split). Nite Capital
L.P.
transferred these warrants to Fort Mason Master, L.P. pursuant to
a
Warrant Purchase Agreement, dated October 22, 2007. Fort Mason Capital,
LLC serves as the general partner of Fort Mason Master, L.P. and,
in such
capacity, exercises sole voting and investment authority with respect
to
the securities owned by Fort Mason Master, L.P. Mr. Daniel German
serves
as the sole managing member of Fort Mason Capital, LLC. Fort Mason
Capital, LLC and Mr. German each disclaim beneficial ownership of
such
securities, except to the extent of its or his pecuniary interest
therein,
if any.
|
(5)
|
The
number of shares beneficially owned includes 812 shares of common
stock
(adjusted for our July 25, 2007 1-for-50 reverse stock split) issuable
upon exercise of warrants that are exercisable beginning six months
after
September 13, 2006 for a period of five years for $9.38 per share
(adjusted for our July 25, 2007 1-for-50 reverse stock split). Nite
Capital L.P. transferred these warrants to Fort Mason Partners, L.P.
pursuant to a Warrant Purchase Agreement, dated October 22, 2007.
Fort
Mason Capital, LLC serves as the general partner of Fort Mason Partners,
L.P. and, in such capacity, exercises sole voting and investment
authority
with respect to the securities owned by Fort Mason Partners, L.P.
Mr.
Daniel German serves as the sole managing member of Fort Mason Capital,
LLC. Fort Mason Capital, LLC and Mr. German each disclaim beneficial
ownership of such securities, except to the extent of its or his
pecuniary
interest therein, if any.
|
(6)
|
The
number of shares being offered consists of 1,462 shares of common
stock
(adjusted for our July 25, 2007 1-for-50 reverse stock split) issuable
upon exercise of warrants that are exercisable beginning six months
after
April 19, 2006 for a period of five years for $15.00 per share (adjusted
for our July 25, 2007 1-for-50 reverse stock split). Nite Capital
L.P.
transferred these warrants to Fort Mason Partners, L.P. pursuant
to a
Warrant Purchase Agreement, dated October 22, 2007. Fort Mason Capital,
LLC serves as the general partner of Fort Mason Partners, L.P. and,
in
such capacity, exercises sole voting and investment authority with
respect
to the securities owned by Fort Mason Partners, L.P. Mr. Daniel German
serves as the sole managing member of Fort Mason Capital, LLC. Fort
Mason
Capital, LLC and Mr. German each disclaim beneficial ownership of
such
securities, except to the extent of its or his pecuniary interest
therein,
if any.
|