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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 | |
GREENHILL CAPITAL PARTNERS, LLC 300 PARK AVENUE, 23RD FLOOR NEW YORK, NY 10022 |
X | |||
GCP MANAGING PARTNER, L.P. 300 PARK AVENUE, 23RD FLOOR NEW YORK, NY 10022 |
X | |||
GCP, L.P. 300 PARK AVENUE, 23RD FLOOR NEW YORK, NY 10022 |
X | |||
GREENHILL & CO INC 300 PARK AVENUE 23RD FLOOR NEW YORK, NY 10022 |
X | |||
GCP 2000, LLC 300 PARK AVENUE, 23RD FLOOR NEW YORK, NY 10022 |
X | |||
GREENHILL CAPITAL PARTNERS LP 300 PARK AVE 23RD FL NEW YORK, NY 10022 |
X | |||
BOK SCOTT L 300 PARK AVENUE 23RD FLOOR NEW YORK, NY 10022 |
X | |||
GREENHILL ROBERT F 300 PARK AVENUE 23RD FLOOR NEW YORK, NY 10022 |
X | |||
NIEHAUS ROBERT H 300 PARK AVENUE, 23RD FLOOR NEW YORK, NY 10022 |
X |
Greenhill Capital Partners, LLC, By: Robert H. Niehaus, Chairman, /s/ Robert H. Niehaus | 05/31/2005 | |
**Signature of Reporting Person | Date | |
GCP 2000, LLC, By: Robert H. Niehaus, /s/ Robert H. Niehaus | 05/31/2005 | |
**Signature of Reporting Person | Date | |
GCP, L.P., By: Robert H. Niehaus, /s/ Robert H. Niehaus | 05/31/2005 | |
**Signature of Reporting Person | Date | |
Greenhill Capital Partners, L.P., By: Robert H. Niehaus, /s/ Robert H. Niehaus | 05/31/2005 | |
**Signature of Reporting Person | Date | |
GCP Managing Partner, L.P., By: Robert H. Niehaus, /s/ Robert H. Niehaus | 05/31/2005 | |
**Signature of Reporting Person | Date | |
Greenhill & Co., Inc., By: Scott L. Bok, U.S. President, /s/ Scott L. Bok | 05/31/2005 | |
**Signature of Reporting Person | Date | |
Scott L. Bok, /s/ Scott L. Bok | 05/31/2005 | |
**Signature of Reporting Person | Date | |
Robert F. Greenhill, /s/ Robert F. Greenhill | 05/31/2005 | |
**Signature of Reporting Person | Date | |
Robert H. Niehaus, /s/ Robert H. Niehaus | 05/31/2005 | |
**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) | This Form 4 is being filed by more than one reporting person. Greenhill Capital Partners, LLC, whose sole member is Greenhill & Co., Inc., is the general partner of GCP Managing Partner, L.P. GCP Managing Partner, L.P. and GCP, L.P. are general partners of Greenhill Capital Partners, L.P., which has acquired 727,990 shares of the common stock of the Issuer (the "Common Stock") and also indirectly holds 5,173,164 shares of Common Stock through GCP SPV I, LLC (the "SPV"), Greenhill Capital Partners (Executives), L.P., which has acquired 112,072 shares of Common Stock and also indirectly holds 832,686 shares of Common Stock through the SPV, Greenhill Capital, L.P., which has acquired 232,388 shares of Common Stock and also indirectly holds 1,662,506 shares of Common Stock through the SPV, and Greenhill Capital Partners (Cayman), L.P., which has acquired 104,020 shares of Common Stock and also indirectly holds 753,838 shares of Common Stock through the SPV. |
(2) | GCP 2000, LLC, is the general partner of GCP, L.P. GCP 2000, LLC is in turn controlled by its Senior Members, Scott L. Bok, Robert F. Greenhill and Robert H. Niehaus, who is also the Vice Chairman of the Board of Directors of the Issuer. Separately reported, Robert H. Niehaus individually is the direct record owner of 104,500 shares of Common Stock and the indirect record owner of 144,500 shares of Common Stock held by the Robert and Kate Niehaus Foundation, of which he is the President. Each reporting person disclaims beneficial ownership of the reported securities except and to the extent of its or his pecuniary interest therein. |
(3) | Greenhill Capital Partners, LLC, whose sole member (as noted above) is Greenhill & Co., Inc., is also the general partner of GCP Managing Partner II, L.P. GCP Managing Partner II, L.P. is the general partner of Greenhill Capital Partners II, L.P., which has acquired 401,136 shares of Common Stock, Greenhill Capital Partners (Executives) II, L.P., which has acquired 29,124 shares of Common Stock, Greenhill Capital Partners (Employees) II L.P., which has acquired 197,288 shares of Common Stock and Greenhill Capital Partners (Cayman) II, L.P., which has acquired 156,766 shares of Common Stock. Each reporting person disclaims beneficial ownership of the reported securities except and to the extent of its pecuniary interest therein. |
(4) | Greenhill Capital Partners, LLC, whose sole member (as noted above) is Greenhill & Co., Inc., is the direct record owner of 32,200 shares of Common Stock. |