NOTE 9 - REDEEMABLE PREFERRED STOCK
Concurrent with the Recapitalization, the Company authorized
70,000 shares of redeemable preferred stock at a par value of $.01, all
of which were designated as 12% Series A cumulative compounding preferred
stock (the "Redeemable Preferred Stock"). The Redeemable Preferred Stock
had a stated value of $1,000 per share and was entitled to annual dividends
when, as and if declared, which dividends were cumulative, whether or not
earned or declared, and accrued at a rate of 12%, compounding annually.
On August 9, 1999, in connection with the IPO, all of the shares of the
Company's previously authorized Redeemable Preferred Stock were converted
into shares of the Company's Class A Common Stock. Each preferred stockholder
received 75.714571 shares of Class A Common Stock per share of preferred
stock, reflecting the $1,000 liquidation value of the preferred stock, plus
accumulated unpaid dividends to the date of conversion, converted into common
stock on the basis of $17.39 per share. As a result of the conversion, 70,000
shares of preferred stock were converted into 5,300,020 shares of common
stock. The total liquidation value of the Redeemable Preferred Stock at
August 9, 1999 was $92.2 million.
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