Filed
pursuant to Rule 424(b)(3)
Registration No. 333-141862
Registration No. 333-141862
Prospectus
Supplement No. 2
(To
Prospectus Dated August 20, 2007)
$175,000,000
3.25% Convertible Senior Notes due 2026
and up to 3,122,263 Common Shares
Issuable Upon Exchange of the Notes
This document supplements the prospectus dated August 20, 2007, relating to the offering
for resale of our 3.25% Convertible Senior Notes due 2026 (the “notes”) and the shares of our
common stock, par value $0.20 per share (the “common stock”), issuable upon conversion of the
notes. The information in this prospectus supplement replaces and supercedes the information set
forth under the heading “Selling Security Holders” in the prospectus dated August 20, 2007.
We are a Delaware corporation. Our principal offices are located at 808 Travis Street, Suite
1320, Houston, Texas 77002, and our telephone number is (713) 780-9494.
Our common stock is listed on the New York Stock Exchange under the symbol “GDP.” The last
reported sale price of our common stock on the New York Stock
Exchange on March 27, 2008 was $29.24 per share.
Investing
in the notes involves risks. See “Risk Factors,” beginning
on page 7 of the prospectus.
Neither the Securities and Exchange Commission nor any state securities commission has
approved or disapproved of these securities or passed upon the accuracy or adequacy of this
prospectus. Any representation to the contrary is a criminal offense.
The
date of this prospectus supplement is March 28, 2008
SELLING SECURITY HOLDERS
We initially issued and sold a total of $175,000,000 aggregate principal amount of the notes
in private placements to certain initial purchasers on December 6, 2006 and December 8, 2006. The
initial purchasers have advised us that they resold the notes in transactions exempt from the
registration requirements of the Securities Act of 1933, as amended, to “qualified institutional
buyers” (as defined in Rule 144A under the Securities Act) in compliance with Rule 144A. The
selling security holders, which term includes their transferees, pledgees, donees and successors,
may from time to time offer and sell pursuant to this prospectus any and all of the notes and the
Shares of common stock issuable upon exchange of the notes.
The notes and the shares of common stock to be issued upon exchange of the notes are being
registered pursuant to a registration rights agreement between us and the initial purchasers. In
that agreement, we undertook to file a registration statement with regard to the notes and the
shares of common stock issuable upon exchange of the notes and, subject to certain exceptions, to
keep that registration statement effective until the date there are no longer any registrable
securities. See “Registration Rights.” The registration statement to which this prospectus relates
is intended to satisfy our obligations under that agreement.
The selling security holders named below have advised us that they currently intend to sell
the notes and the shares of common stock set forth below pursuant to this prospectus. Additional
selling security holders may choose to sell notes and the shares of common stock from time to time
upon notice to us. None of the selling security holders named below has, within the past three
years, held any position, office or other material relationship with us or any of our predecessors
or affiliates.
Unless the securities were purchased pursuant to this registration statement, before a
security holder not named below may use this prospectus in connection with an offering of
securities, this prospectus will be amended or supplemented to include the name and amount of notes
and common shares beneficially owned by the selling security holder and the amount of notes and
common shares to be offered. Any amended or supplemented prospectus will also disclose whether any
selling security holder selling in connection with that amended or supplemented prospectus has held
any position, office or other material relationship with us or any of our predecessors or
affiliates during the three years prior to the date of the amended or supplemented prospectus.
The following table is based solely on information provided by the selling security holders.
This information represents the most current information provided to us by selling security
holders.
| Number of | Number of | ||||||||||||||||||||||||
| Shares of | Number of | Shares of | |||||||||||||||||||||||
| Amount of | Percentage | Common | Shares of | Common Stock | |||||||||||||||||||||
| Notes | of Notes | Amount of | Stock | Common Stock | Upon | ||||||||||||||||||||
| Beneficially | Beneficially | Notes to Be | Beneficially | That May Be | Completion of | ||||||||||||||||||||
| Owned ($) | Owned | Sold ()(1) | Owned(2)(3) | Sold(1)(3) | Offering(1) | ||||||||||||||||||||
ACE Tempest Reinsurance Ltd. (4) |
$ | 245,000 | * | $ | 245,000 | 4,371 | 4,371 | — | |||||||||||||||||
Advent Convertible ARB Master (20) |
$ | 3,703,000 | 2.12 | % | $ | 3,703,000 | 66,067 | 66,067 | — | ||||||||||||||||
Advent Enhanced Phoenix (20) |
$ | 4,000,000 | 2.29 | % | $ | 4,000,000 | 71,366 | 71,366 | — | ||||||||||||||||
Alabama Children’s Hospital
Foundation (5) |
$ | 25,000 | * | $ | 25,000 | 446 | 446 | — | |||||||||||||||||
Alcon Laboratories (20) |
$ | 348,000 | * | $ | 348,000 | 6,209 | 6,209 | — | |||||||||||||||||
Aristeia International Limited (6) |
$ | 6,925,000 | 3.96 | % | $ | 6,925,000 | 123,552 | 123,552 | — | ||||||||||||||||
Aristeia Partners LP (6) |
$ | 1,075,000 | * | $ | 1,075,000 | 19,180 | 19,180 | — | |||||||||||||||||
Arkansas Pers (5) |
$ | 590,000 | * | $ | 590,000 | 10,526 | 10,526 | — | |||||||||||||||||
Arlington County Employees
Retirement System (20) |
$ | 499,000 | * | $ | 499,000 | 8,903 | 8,903 | — | |||||||||||||||||
1
| Number of | Number of | ||||||||||||||||||||||||
| Shares of | Number of | Shares of | |||||||||||||||||||||||
| Amount of | Percentage | Common | Shares of | Common Stock | |||||||||||||||||||||
| Notes | of Notes | Amount of | Stock | Common Stock | Upon | ||||||||||||||||||||
| Beneficially | Beneficially | Notes to Be | Beneficially | That May Be | Completion of | ||||||||||||||||||||
| Owned ($) | Owned | Sold ()(1) | Owned(2)(3) | Sold(1)(3) | Offering(1) | ||||||||||||||||||||
Bear Stearns & Co. Inc. (7) |
$ | 30,060,000 | 17.18 | % | $ | 30,060,000 | 536,315 | 536,315 | — | ||||||||||||||||
Boilermakers Blacksmith Pension
Trust (5) |
$ | 1,100,000 | * | $ | 1,100,000 | 19,626 | 19,626 | — | |||||||||||||||||
British Virgin Islands Social
Security Board (20) |
$ | 115,000 | * | $ | 115,000 | 2,052 | 2,052 | — | |||||||||||||||||
Chrysler Corporation Master
Retirement Trust (4) |
$ | 1,105,000 | * | $ | 1,105,000 | 19,715 | 19,715 | — | |||||||||||||||||
City University of New York (20) |
$ | 100,000 | * | $ | 100,000 | 1,784 | 1,784 | — | |||||||||||||||||
CNH CA Master Account, L.P. (8) |
$ | 4,000,000 | 2.29 | % | $ | 4,000,000 | 71,366 | 71,366 | — | ||||||||||||||||
Cowen and
Company LLC (24) |
$ | 94,000 | * | $ | 94,000 | 1,677 | 1,677 | — | |||||||||||||||||
Delaware Public Employees
Retirement System (4) |
$ | 625,000 | * | $ | 625,000 | 11,151 | 11,151 | — | |||||||||||||||||
Delta Airlines Master Trust — CV (4) |
$ | 190,000 | * | $ | 190,000 | 3,390 | 3,390 | — | |||||||||||||||||
Delta Airlines Master Trust (5) |
$ | 235,000 | * | $ | 235,000 | 4,193 | 4,193 | — | |||||||||||||||||
Delta Pilots Disability &
Survivorship Trust — CV (4) |
$ | 135,000 | * | $ | 135,000 | 2,409 | 2,409 | — | |||||||||||||||||
Deutsche
Bank Securities (23) |
$ | 5,889,900 | 3.37 | % | $ | 5,889,900 | 105,085 | 105,085 | — | ||||||||||||||||
F. M. Kirby Foundation, Inc. (4) |
$ | 195,000 | * | $ | 195,000 | 3,479 | 3,479 | — | |||||||||||||||||
Florida Power and Light (20) |
$ | 645,000 | * | $ | 645,000 | 11,508 | 11,508 | — | |||||||||||||||||
Fore Convertible Master Fund, Ltd.
(19) |
$ | 5,056,000 | 2.89 | % | $ | 5,056,000 | 90,207 | 90,207 | — | ||||||||||||||||
Fore Erisa Fund, Ltd. (19) |
$ | 444,000 | * | $ | 444,000 | 7,922 | 7,922 | — | |||||||||||||||||
FPL Group Employees Pension Plan (5) |
$ | 450,000 | * | $ | 450,000 | 8,029 | 8,029 | — | |||||||||||||||||
GMIMCO Trust (20) |
$ | 500,000 | * | $ | 500,000 | 8,921 | 8,921 | — | |||||||||||||||||
Governing Board Employees Benefit
Plan of the City of Detroit (20) |
$ | 9,000 | * | $ | 9,000 | 161 | 161 | — | |||||||||||||||||
Grady Hospital Foundation (20) |
$ | 95,000 | * | $ | 95,000 | 1,695 | 1,695 | — | |||||||||||||||||
Healthcare Georgia Foundation (20) |
$ | 41,000 | * | $ | 41,000 | 732 | 732 | — | |||||||||||||||||
HFRCA Opportunity Master Fund (20) |
$ | 164,000 | * | $ | 164,000 | 2,926 | 2,926 | — | |||||||||||||||||
Highbridge International LLC (9) |
$ | 19,500,000 | 11.14 | % | $ | 19,500,000 | 347,909 | 347,909 | — | ||||||||||||||||
Independence Blue Cross (20) |
$ | 431,000 | * | $ | 431,000 | 7,690 | 7,690 | — | |||||||||||||||||
International Truck & Engine
Corporation Non—Contributory
Retirement Plan Trust (4) |
$ | 110,000 | * | $ | 110,000 | 1,963 | 1,963 | — | |||||||||||||||||
International Truck & Engine
Corporation Retiree Health Benefit
Trust (4) |
$ | 65,000 | * | $ | 65,000 | 1,160 | 1,160 | — | |||||||||||||||||
International Truck & Engine
Corporation Retirement Plan for
Salaried Employees Trust (4) |
$ | 60,000 | * | $ | 60,000 | 1,070 | 1,070 | — | |||||||||||||||||
2
| Number of | Number of | |||||||||||||||||||||||
| Shares of | Number of | Shares of | ||||||||||||||||||||||
| Amount of | Percentage | Common | Shares of | Common Stock | ||||||||||||||||||||
| Notes | of Notes | Amount of | Stock | Common Stock | Upon | |||||||||||||||||||
| Beneficially | Beneficially | Notes to Be | Beneficially | That May Be | Completion of | |||||||||||||||||||
| Owned ($) | Owned | Sold ()(1) | Owned(2)(3) | Sold(1)(3) | Offering(1) | |||||||||||||||||||
JMG Capital Partners, LP (10) |
$ | 2,650,000 | 1.51 | % | $ | 2,650,000 | 47,280 | 47,280 | — | |||||||||||||||
JMG Triton Offshore Fund, Ltd (11) |
$ | 1,350,000 | * | $ | 1,350,000 | 24,086 | 24,086 | — | ||||||||||||||||
Kamunting Street Capital
Management, L.P. (12) |
$ | 4,000,000 | 2.29 | % | $ | 4,000,000 | 71,366 | 71,366 | — | |||||||||||||||
Linden
Capital LP (21) |
$ | 5,500,000 | 3.14 | % | $ | 5,500,000 | 98,128 | 98,128 | — | |||||||||||||||
Louisiana CCRF (5) |
$ | 80,000 | * | $ | 80,000 | 1,427 | 1,427 | — | ||||||||||||||||
Lyxor Master Trust Fund (20) |
$ | 133,000 | * | $ | 133,000 | 2,373 | 2,373 | — | ||||||||||||||||
Microsoft Capital Group, L.P. (4) |
$ | 110,000 | * | $ | 110,000 | 1,963 | 1,963 | — | ||||||||||||||||
National Railroad Investment Trust
(4) |
$ | 595,000 | * | $ | 595,000 | 10,616 | 10,616 | — | ||||||||||||||||
Nisswa Master Fund Ltd. (13) |
$ | 1,000,000 | * | $ | 1,000,000 | 29,942 | 17,842 | 12,100 | ||||||||||||||||
Nuveen Preferred & Convertible Fund JQC (5) |
$ | 2,500,000 | 1.43 | % | $ | 2,500,000 | 44,604 | 44,604 | — | |||||||||||||||
Nuveen Preferred & Convertible
Income Fund JPC (5) |
$ | 1,765,000 | 1.01 | % | $ | 1,765,000 | 31,490 | 31,490 | — | |||||||||||||||
Occidental Petroleum Corporation
(20) |
$ | 225,000 | * | $ | 225,000 | 4,014 | 4,014 | — | ||||||||||||||||
OCM Convertible Trust (4) |
$ | 335,000 | * | $ | 335,000 | 5,977 | 5,977 | — | ||||||||||||||||
OCM Global Convertible Securities
Fund (4) |
$ | 140,000 | * | $ | 140,000 | 2,498 | 2,498 | — | ||||||||||||||||
Partner Reinsurance Company Ltd. (4) |
$ | 245,000 | * | $ | 245,000 | 4,371 | 4,371 | — | ||||||||||||||||
PBGC
Maintenance (25) |
$ | 48,000 | * | $ | 48,000 | 856 | 856 | — | ||||||||||||||||
Police & Fire Retirement System of
the City of Detroit (20) |
$ | 318,000 | * | $ | 318,000 | 5,674 | 5,674 | — | ||||||||||||||||
Polygon
Global Opportunities Master Fund (22) |
$ | 6,000,000 | 3.43 | % | $ | 6,000,000 | 107,049 | 107,049 | — | |||||||||||||||
Pro Mutual (20) |
$ | 631,000 | * | $ | 631,000 | 11,258 | 11,258 | — | ||||||||||||||||
Qwest Occupational Health Trust (4) |
$ | 75,000 | * | $ | 75,000 | 1,338 | 1,338 | — | ||||||||||||||||
Qwest Pension Trust (4) |
$ | 465,000 | * | $ | 465,000 | 8,296 | 8,296 | — | ||||||||||||||||
Raytheon Phoenix (20) |
$ | 542,000 | * | $ | 542,000 | 9,670 | 9,670 | — | ||||||||||||||||
S.A.C. Arbitrage Fund, LLC (14) |
$ | 4,000,000 | 2.29 | % | $ | 4,000,000 | 71,366 | 71,366 | — | |||||||||||||||
San Francisco City and County ERS
(20) |
$ | 987,000 | * | $ | 987,000 | 17,610 | 17,610 | — | ||||||||||||||||
Sandelman Partners Multi—Strategy
Master Fund Ltd. (15) |
$ | 11,500,000 | 6.57 | % | $ | 11,500,000 | 205,177 | 205,177 | — | |||||||||||||||
Satellite Convertible Arbitrage
Master Fund LLC (16) |
$ | 10,000,000 | 5.71 | % | $ | 10,000,000 | 227,335 | 178,415 | 48,920 | |||||||||||||||
Seattle City Employee Retirement
System (20) |
$ | 59,000 | * | $ | 59,000 | 1,053 | 1,053 | — | ||||||||||||||||
Select
Hedged High-Yield Funds 12 Meter Management, LP (26) |
$ | 1,000,000 | * | $ | 1,000,000 | 17,842 | 17,842 | — | ||||||||||||||||
Stark Master Fund Ltd. (17) |
$ | 19,000,000 | 10.86 | % | $ | 19,000,000 | 338,989 | 338,989 | — | |||||||||||||||
3
| Number of | Number of | |||||||||||||||||||||||||||
| Shares of | Number of | Shares of | ||||||||||||||||||||||||||
| Amount of | Percentage | Common | Shares of | Common Stock | ||||||||||||||||||||||||
| Notes | of Notes | Amount of | Stock | Common Stock | Upon | |||||||||||||||||||||||
| Beneficially | Beneficially | Notes to Be | Beneficially | That May Be | Completion of | |||||||||||||||||||||||
| Owned ($) | Owned | Sold ()(1) | Owned(2)(3) | Sold(1)(3) | Offering(1) | |||||||||||||||||||||||
Starvest Convertible Securities
Fund (20) |
$ | 31,000 | * | $ | 31,000 | 553 | 553 | — | ||||||||||||||||||||
State of Oregon Equity (5) |
$ | 1,700,000 | * | $ | 1,700,000 | 30,331 | 30,331 | — | ||||||||||||||||||||
Teachers Retirement System of the
City of New York (20) |
$ | 831,000 | * | $ | 831,000 | 14,826 | 14,826 | — | ||||||||||||||||||||
Trust for the Defined Benefit Plans
of ICI American Holdings, Inc. (4) |
$ | 115,000 | * | $ | 115,000 | 2,052 | 2,052 | — | ||||||||||||||||||||
Trustmark Insurance Company (20) |
$ | 204,000 | * | $ | 204,000 | 3,640 | 3,640 | — | ||||||||||||||||||||
UnumProvident Corporation (4) |
$ | 160,000 | * | $ | 160,000 | 2,855 | 2,855 | — | ||||||||||||||||||||
US Bank FBO Essentia Health Systems
(5) |
$ | 60,000 | * | $ | 60,000 | 1,070 | 1,070 | — | ||||||||||||||||||||
Vanguard Convertible Securities
Fund, Inc. (4) |
$ | 2,015,000 | 1.15 | % | $ | 2,015,000 | 35,951 | 35,951 | — | |||||||||||||||||||
Vicis Capital Master Fund (18) |
$ | 2,000,000 | 1.14 | % | $ | 2,000,000 | 35,683 | 35,683 | — | |||||||||||||||||||
Virginia Retirement System (4) |
$ | 880,000 | * | $ | 880,000 | 15,701 | 15,701 | — | ||||||||||||||||||||
Other
Securityholders (27) |
$ | 2,975,100 | 1.70 | % | $ | 2,975,100 | 53,080 | 53,080 | — | |||||||||||||||||||
Total |
$ | 175,000,000 | 100 | % | $ | 175,000,000 | 3,183,283 | 3,069,182 | 61,020 | |||||||||||||||||||
| * | Less than 1%. | |
| (1) | Because a selling security holder may sell all or a portion of the notes and common shares issuable upon exchange of the notes pursuant to this prospectus, an estimate cannot be given as to the number or percentage of notes and common shares that the selling security holder will hold upon termination of any sales. The information presented assumes that all of the selling security holders will fully exchange the notes for cash and Shares of common stock and that the selling security holders will sell all Shares of common stock that they received pursuant to such exchange. | |
| (2) | Includes shares of common stock issuable upon exchange of the notes and open short positions in the shares of common stock. Does not include share of our common stock underlying shares of our Series B Preferred Convertible Stock. | |
| (3) | The number of shares of our common stock issuable upon conversion of the notes is calculated assuming (i) that the notes are worth $350,000,000 at the time of conversion, with the $175,000,000 principal amount paid in cash and the remaining $175,000,000 paid in shares of our common stock and (ii) the conversion of the full amount of notes held by such holder at the initial conversion rate of 15.1653 per $1,000 principal amount of the notes, which equals an initial conversion price of $65.94. This conversion rate is subject to adjustment as described under “Description of Notes — Conversion Rights — Conversion Rate Adjustments.” Accordingly, the number of shares of our common stock to be sold may increase or decrease from time to time. Fractional shares will not be issued upon conversion of the notes. Cash will be paid instead of fractional shares, if any. | |
| (4) | Representatives of this security holder have advised us that this security holder is an affiliate of a U.S. registered broker-dealer; however, this security holder acquired the notes in the ordinary course of business and, at the time of the acquisition, had no agreements or understandings, directly or indirectly, with any party to distribute the notes or our common stock issuable upon conversion of the notes held by this security holder. Oaktree Capital Management LLC is the portfolio manager of the security holder. Lawrence Keele, Principal of Oaktree Capital Management LLC, holds the voting and dispositive power with respect to the notes or our common stock issuable upon conversion of the notes held by this security holder. | |
| (5) | Representatives of this security holder have advised us that Ann Houlihan CCO, on behalf of Froley, Revy Investment Co., Inc., holds the voting and dispositive power with respect to the notes or our common stock issuable upon conversion of the notes held by this security holder. | |
| (6) | Representatives of this security holder have advised us that Kevin Taner, Robert H. Lynch Jr., Anthony Frascella and William R. Techar, joint owners of the investment manager of this security holder, are the natural persons who hold the voting and dispositive power with respect to the notes or our common stock issuable upon conversion of the notes held by this security holder. | |
| (7) | This security holder has advised us that it is a U.S. registered broker-dealer. As such, the security holder is, under the interpretation of the Securities and Exchange Commission, an “underwriter” within the meaning of the Securities Act of 1933, as amended. Please see “Plan of Distribution” for required disclosure regarding this security holder. Voting and dispositive power with respect to the notes and our common stock issuable upon conversion of the notes held by this security holder is held by Michael Loyd, Senior Managing Director of the security holder. |
4
| (8) | Representatives of this security holder have advised us that CNH Partners, LLC is the Investment Advisor of the security holder and has sole voting and dispositive power over the notes or our common stock issuable upon conversion of the notes held by this security holder. The Investment Principals for the Investment Advisor are Robert Krail, Mark Mitchell and Todd Pulvino. | |
| (9) | This security holder has advised us that Highbridge Capital Management, LLC is the trading manager of this security holder and consequently has voting control and investment discretion over the notes and our common stock issuable upon conversion of the notes held by this security holder. Glenn Dubin and Henry Swieca control Capital Management, LLC and are the natural persons with voting and dispositive power with respect to the notes or our common stock issuable upon conversion of the notes held by this security holder. Each of Capital Management, LLC, Mr. Dubin and Mr. Swieca disclaims beneficial ownership of securities held by this security holder. | |
| (10) | This security holder has advised us that voting and dispositive power with respect to the notes or our common stock held by this security holder is held by Jonathan M. Glaser. | |
| (11) | This security holder has advised us that voting and dispositive power with respect to the notes or our common stock held by this security holder is held by Jonathan M. Glaser and Roger Richter. | |
| (12) | This security holder has advised us that voting and dispositive power with respect to the notes or our common stock held by this security holder is held by Allan Teh. | |
| (13) | This security holder has advised us that voting and dispositive power with respect to the notes or our common stock held by this security holder is held by Brian Tayler and Aaron Yeevy. | |
| (14) | This security holder has advised us that voting and dispositive power with respect to the notes or our common stock held by this security holder is held by Steven A. Cohen. Mr. Cohen disclaims beneficial ownership of securities held by this security holder. | |
| (15) | This security holder has advised us that voting and dispositive power with respect to the notes or our common stock held by this security holder is held by John Sandelman. | |
| (16) | This security holder has advised us that voting and dispositive power with respect to the notes or our common stock held by this security holder is held by Satellite Fund Management, LLC. The managing members of Satellite Fund Management, LLC are Lief Rosenblatt, Mark Sonnino and Gabe Nechamkin. Each of Satellite Fund Management, LLC, Lief Rosenblatt, Mark Sonnino and Gabe Nechamkin disclaims beneficial ownership of securities held by this security holder. | |
| (17) | Representatives of this security holder have advised us that this security holder is an affiliate of a U.S. registered broker-dealer; however, this security holder acquired the notes in the ordinary course of business and, at the time of the acquisition, had no agreements or understandings, directly or indirectly, with any party to distribute the notes or our common stock issuable upon conversion of the notes held by this security holder. Stark Offshore Management, LLC is the investment manager of the security holder. Michael A. Roth is the managing member of Stark Offshore Management, LLC, and holds the voting and dispositive power with respect to the notes or our common stock issuable upon conversion of the notes held by this security holder. | |
| (18) | Vicis Capital LLC is the investment manager of Vicis Capital Master Fund. John Succo, Shad Stastney and Sky Lucas control Vicis Capital LLC. As such, Messrs. Succo, Stastney and Lucas are the natural persons who have voting and investment control of the securities being offered. Each of Messrs. Succo, Stastney and Lucas disclaims beneficial ownership of securities held by this security holder. | |
| (19) | Representatives of this security holder have advised us that this security holder is an investment company under the Investment Company Act of 1940, as amended. Michael Li is the Chief Executive Officer of this security holder, and as such is the natural person with voting and investment control of the securities being offered. | |
| (20) | This security holder has advised us that voting and dispositive power with respect to the notes or our common stock held by this security holder is held by Advent Capital Management, LLC. The President of Advent Capital Management, LLC is Tracy V. Maitland. | |
| (21) | This security holder has advised that voting and dispositive power with respect to the
notes or our common stock held by this security holder is held by Siu Min Wong. |
|
| (22) | Polygon Investment Partner LLP and Polygon Investment Partners LP (the “Investment
Managers”), Polygon Investments Ltd. (the “Manager”), Alexander E. Jackson, Reade E. Griffith
and Patrick G.G. Dear share voting and dispositive power of the securities held by Polygon
Global Opportunities Master Fund. The Investment Managers, the Manager, Alexander E. Jackson,
Reade E. Griffith and Patrick G.G. Dear disclaim beneficial ownership of the securities held
by Polygon Global Opportunities Master Fund. |
|
| (23) | This security holder has advised us that it is a U.S. registered broker-dealer. As such, the
security holder is, under the interpretation of the Securities and Exchange Commission, an
“underwriter” within the meaning of the Securities Act of 1933, as amended. Please see “Plan of
Distribution” for required disclosure regarding this selling security holder. This security holder
is a publicly traded corporation. |
|
| (24) | This security holder has advised us that it is a U.S. registered broker-dealer. As such, the
security holder is, under the interpretation of the Securities and Exchange Commission, an
“underwriter” within the meaning of the Securities Act of 1933, as amended. Please see “Plan of
Distribution” for required disclosure regarding this security holder. This security holder is a
publicly traded company.
|
|
| (25) | This
security holder has advised us that voting and dispositive power with
respect to the notes or our common stock held by this security holder
is held by Chris Dialynis.
|
|
| (26) | Select
Hedged High-Yield Overseas Fund, Ltd. is an investment fund organized
as a Bermuda limited corporation. The Investor Manager of Select
Hedged High-Yield Overseas Fund, Ltd. is 12 Meter Management, L.P., a
Registered Investment Advisor under the Investment Company Act of
1940. The General Partner of 12 Meter Management, L.P. is GMTA, LLC.
The managing members of GMTA, LLC are Select Advisors, LLC and Peter
Zurkow. The Managing Members of Select Advisors are Janis Hearrell
and Louis Margolis.
|
|
| (27) | We
will identify other selling security holders and describe their
security beneficial ownership and amounts of securities to be sold by
filing a prospectus supplement including such information.
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Selling security holders who are registered broker-dealers are “underwriters” within the
meaning of the Securities Act of 1933. In addition, selling security holders who are affiliates of
registered broker-dealers are “underwriters” within the meaning of the Securities Act of 1933 if
such selling security holder (a) did not acquire its notes or underlying Shares of common stock in
the ordinary course of business or (b) had an agreement or understanding, directly or indirectly,
with any person to distribute the notes or underlying common shares. To our knowledge, no selling
security holder who is a registered broker-dealer or an affiliate of a registered broker-dealer
received any securities as underwriting compensation.
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