UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549INITIAL STATEMENT OF 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. | SEC 1473 (7-02) | ||
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. |
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) |
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Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Series B Convertible Voting Perpetual Preferred Stock | 11/10/2011 | Â (1) | Common Stock | 999,700 (1) | $ (1) | D | Â |
Warrant | Â (1) | Â (1) | Common Stock | 848,684 (1) | $ (1) | D | Â |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
ALARA CAPITAL AVI II, LLC C/O ALARA CAPITAL PARTNERS, LLC 1045 FIRST AVENUE KING OF PRUSSIA, PA 19406 |
 |  X |  |  |
/s/ Darren C. Wallis, Managing Member of Alara Capital AVI II, LLC | 11/14/2011 | |
**Signature of Reporting Person | Date |
* | 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) | Pursuant to the terms of a Securities Purchase Agreement, dated October 31, 2011, the reporting person purchased 9,997 shares of Series B Convertible Voting Perpetual Preferred Stock of the issuer, convertible at any time at the option of the holder into 999,700 shares of common stock, based on a conversion price of $2.20 per share of common stock, subject to customary adjustments, and received a warrant to purchase up to 848,684 shares of common stock for $3.30 per share, subject to customary adjustments, which warrant will be exercisable, subject to the approval of the shareholders of the issuer, for thirty months following such approval. |