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 |
Warrant (right to buy)
(2)
|
12/28/2007 |
12/28/2012 |
Common Stock
|
104,167
(6)
|
$
0.48
(12)
|
D
|
Â
|
Warrant (right to buy)
(1)
|
05/01/2009 |
01/03/2012 |
Common Stock
|
673,785
(7)
|
$
0.49
(13)
|
I
|
Held by Atlantic Realty Group, Inc.
|
Warrant (right to buy)
(1)
|
05/01/2009 |
01/03/2012 |
Common Stock
|
1,680,885
(8)
|
$
0.49
(13)
|
I
|
Held by Carlyle Liquid, LLC
(3)
|
Series A-1 Preferred Stock
(1)
|
Â
(5)
|
Â
(5)
|
Common Stock
|
1,446,450
(9)
|
$
0.1
|
I
|
Held by Carlyle Liquid Holdings, LLC
(4)
|
Series A-2 Preferred Stock
(1)
|
Â
(5)
|
Â
(5)
|
Common Stock
|
1,168,657
(10)
|
$
0.22
|
I
|
Held by Carlyle Liquid Holdings, LLC
(4)
|
Warrant (right to buy)
(1)
|
05/01/2009 |
01/03/2012 |
Common Stock
|
1,334,238
(11)
|
$
0.49
(13)
|
I
|
Held by Carlyle Liquid Holdings, LLC
(4)
|
Series A-2 Preferred Stock
(1)
|
Â
(5)
|
Â
(5)
|
Common Stock
|
1,320,636
|
$
0.22
|
I
|
Held by Atlantic Realty Group, Inc.
|
Series A-2 Preferred Stock
(1)
|
Â
(5)
|
Â
(5)
|
Common Stock
|
3,294,539
|
$
0.22
|
I
|
Held by Carlyle Liquid, LLC
(3)
|
Option (to purchase stock)
(14)
|
Â
(15)
|
Â
(15)
|
Common Stock
|
750,000
|
$
0.5
|
D
|
Â
|
* |
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) |
Acquired in connection with a note financing transaction by registrant that closed on May 1, 2009. |
(2) |
Acquired as placement agent commission in connection with a note financing transaction by registrant that closed December 28, 2007. |
(3) |
Although the reporting person possesses shared voting and investment power over all shares owned by Carlyle Liquid, LLC, his actual pecuniary interest (through his percentage ownership in such entities) is limited to the number of shares set forth in this form. |
(4) |
Although the reporting person possesses shared voting and investment power over all shares owned by Carlyle Liquid Holdings, LLC, his actual pecuniary interest (through his percentage ownership in such entities) is limited to the number of shares set forth in this form. |
(5) |
Each share of Series A Preferred Stock is convertible into shares of common stock at the time and under the circumstances described in the Certificate of Designations, Preferences and rights for Series A Preferred Stock. The Series A Preferred Stock has no expiration date. |
(6) |
Original Form 3 filed on 9/7/10 included a miscalculation in Table 3, "Amount or Number of Shares," which should reflect Reporting Person owning 104,167 of securities underlying the derivative securities, as correctly reported in this filing. |
(7) |
Original Form 3 filed on 9/7/10 included a miscalculation in Table 3, "Amount or Number of Shares," which should reflect Reporting Person owning 673,785 of securities underlying the derivative securities, as correctly reported in this filing. |
(8) |
Original Form 3 filed on 9/7/10 included a miscalculation in Table 3, "Amount or Number of Shares," which should reflect Reporting Person owning 1,680,885 of securities underlying the derivative securities, as correctly reported in this filing. |
(9) |
Original Form 3 filed on 9/7/10 included a miscalculation in Table 3, "Amount or Number of Shares," which should reflect Reporting Person owning 1,446,450 of securities underlying the derivative securities, as correctly reported in this filing. |
(10) |
Original Form 3 filed on 9/7/10 included a miscalculation in Table 3, "Amount or Number of Shares," which should reflect Reporting Person owning 1,168,1657 of securities underlying the derivative securities, as correctly reported in this filing. |
(11) |
Original Form 3 filed on 9/7/10 included a miscalculation in Table 3, "Amount or Number of Shares," which should reflect Reporting Person owning 1,334,238 of securities underlying the derivative securities, as correctly reported in this filing. |
(12) |
Prior Form 3 filed on 9/7/10, was mistakenly filed using incorrect price. The correct price is $0.48 |
(13) |
Prior Form 3 filed on 9/7/10, was mistakenly filed using incorrect price. The correct price is $0.49 |
(14) |
Options granted in consideration of consulting services provided to the Company. |
(15) |
Options granted vest ratable on a mothly basis starting on August 1, 2009 for a period of 12 months. |