SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
PHARMAGENICS, INC.
------------------------------
Exhibit 10.56
to
QUARTERLY REPORT ON FORM 10-Q
For Quarter Ended September 30, 1996
PHARMAGENICS, INC.
REGISTRATION RIGHTS AGREEMENT
This Agreement dated as of February 13, 1996 is entered into by and among
PharmaGenics, Inc., a Delaware corporation (the "Company"), the Existing
Investors listed on Schedule I hereto (the "Existing Investors") and the
purchasers of the shares (the "Shares") of Series C Convertible Preferred Stock,
$.01 par value (the "Series C Preferred Stock") of the Company listed on
Schedule II attached hereto (the "New Investors", and together with the Existing
Investors, the "Investors").
WHEREAS, the Existing Investors are holders of Series C Preferred
Stock of the Company (as defined herein);
WHEREAS, the New Investors desire to purchase the Shares pursuant to a
Subscription Agreement dated as of the date hereof (the "Subscription
Agreement"); and
WHEREAS, the Company, the Existing Investors and the New Investors
desire to set forth certain arrangements for the registration of the Restricted
Shares (as hereinafter defined) under the Securities Act of 1933, as amended, on
the terms and conditions set forth herein.
NOW, THEREFORE, in consideration of the mutual promises and covenants
contained in this Agreement, the parties hereto agree as follows:
1. CERTAIN DEFINITIONS. As used in this Agreement, the following
terms shall have the following respective meanings:
COMMISSION shall mean the U.S. Securities and Exchange
Commission, or any other federal agency at the time administering the Securities
Act.
COMMON STOCK shall mean the common stock, $0.01 par value per
share, of the Company.
EXCHANGE ACT shall mean the Securities Exchange Act of 1934, as
amended, or any similar federal statute, and the rules and regulations of the
Commission issued under the Exchange Act, as they each may, from time to time,
be in effect.
PREFERRED SHARES shall mean the Series C Preferred Shares held of
record by the Investors as of the Closing (as defined in the Subscription
Agreement).
PREFERRED STOCK shall mean the Series C preferred Stock.
PREFERRED STOCKHOLDERS shall mean, collectively, all holders of
Preferred Stock.
RESERVED SHARES shall mean the shares of Common Stock reserved by
the Company for issuance or actually issued upon conversion of the Preferred
Shares.
RESTRICTED SECURITIES shall mean the Preferred Shares or any of
the Reserved Shares issued upon conversion of the Preferred Shares which have
not been sold (a) in connection with an effective registration statement filed
pursuant to the Securities Act or (b) pursuant to Rule 144 promulgated by the
Commission under the Securities Act at any time after the Company shall have
satisfied or become in compliance with subparagraph (c) (i) of said Rule 144.
RESTRICTED SHARES shall mean the shares of Common Stock
constituting Restricted Securities.
SECURITIES ACT shall mean the Securities Act of 1933, as amended,
or any similar federal statute, and the rules and regulations of the Commission
issued under such Act, as they each may, from time to time, be in effect.
SERIES C PREFERRED SHARES shall mean the 977,034 shares of Series
C Preferred Stock owned by the Existing Investors and the shares of Series C
Preferred Stock purchased by the New Investors pursuant to the Subscription
Agreement, as indicated next to each New Investor's name on Schedule II.
SERIES C PREFERRED STOCK shall mean the Series C Convertible
Preferred Stock, $0.01 par value, of the Company.
SUBSCRIPTION AGREEMENT shall have the meaning set forth in the
Introduction.
STOCKHOLDERS shall mean all holders of capital stock of the
Company.
2. REQUIRED REGISTRATION. If the Company shall be requested (i) by
holders of at least 50% of the outstanding Restricted Securities to effect the
registration under the Securities Act of Restricted Shares or (ii) after the
first registration pursuant to this Section 2, by one or more of the holders of
Restricted Securities to effect the registration under the Securities Act of
Restricted Shares having a proposed aggregate offering price equal to or greater
than $5,000,000, the Company shall promptly give written notice of such proposed
registration to all holders of Restricted Securities, and thereupon the Company
shall promptly use its best efforts to effect the registration under the
Securities Act of the Restricted Shares that the Company has been requested to
register
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for disposition as described in the request of such holders of Restricted
Securities within 30 days after the giving of the written notice by the Company;
PROVIDED, HOWEVER, that the Company shall not be obligated to effect any
registration under the Securities Act except in accordance with the following
provisions and Section 4:
(a) Subject to Section 4, the Company shall not be obligated to file
and cause to become effective more than two (2) registration statements in which
Restricted Shares are registered under the Securities Act pursuant to this
Section 2, if all of the Restricted Shares offered under those two (2)
registration statements are sold hereunder upon the price and terms offered.
(b) Anything contained herein to the contrary notwithstanding, with
respect to each registration requested pursuant to this Section 2, the Company
may include in such registration any authorized but unissued shares of Common
Stock (or authorized treasury shares) for sale by the Company or any issued and
outstanding shares of Common Stock for sale by others; PROVIDED, HOWEVER, that
if the number of shares of Common Stock so included pursuant to this clause (b)
exceeds the number of Restricted Shares requested by the holders of Restricted
Shares requesting such registration, then such registration shall be deemed to
be a registration in accordance with and pursuant to Section 3; PROVIDED
FURTHER, HOWEVER, that the inclusion of such previously authorized but unissued
shares by the Company or issued and outstanding shares of Common Stock by others
in such registration shall not adversely affect, in the reasonable opinion of
the holders of Restricted Shares requesting such registration, their ability to
effectively market the entire number of Restricted Shares requested by them.
(c) Anything contained herein to the contrary notwithstanding, the
Company shall not be obligated to cause to become effective a registration
statement under the Securities Act pursuant to this Section 2 until a date no
later than 6 months from the effective date of a registration statement under
the Securities Act filed by the Company registering securities of the Company
in its initial public offering of securities.
3. PIGGYBACK REGISTRATION.
(a) Each time that the Company proposes for any reason to register
any of its securities under the Securities Act (other than pursuant to a
registration statement on Form S-4 or Form S-8 or similar or successor forms
(collectively, "Excluded Forms")), the Company shall promptly give written
notice of such proposed registration to all holders of Restricted Securities,
which shall offer such holders the right to request inclusion of any Restricted
Shares in the proposed registration.
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(b) Each holder of Restricted Securities shall have 30 days from the
receipt of such notice to deliver to the Company a written request specifying
the number of Restricted Shares such holder intends to sell and the holder's
intended method of disposition.
(c) In the event that the proposed registration by the Company is, in
whole or in part, an underwritten public offering of securities of the Company,
and request under Section 3(b) may specify that the Restricted Shares be
included in the underwriting (i) on the same terms and conditions as the shares
of Common Stock, if any, otherwise being sold through underwriters under such
registration or (ii) on terms and conditions comparable to those normally
applicable to offerings of common stock in reasonably similar circumstances in
the event that no shares of Common Stock other than Restricted Shares are being
sold through underwriters under such registration.
(d) Upon receipt of a written request pursuant to Section 3(b), the
Company shall promptly use its best efforts to cause all such Restricted Shares
to be registered under the Securities Act, to the extent required to permit sale
or disposition as set forth in the written request.
(e) Notwithstanding the foregoing, if the managing underwriter
determines and advises in writing that the inclusion of all Restricted Shares
proposed to be included in the underwritten public offering, together with any
other issued and outstanding shares of Common Stock proposed to be included
therein by holders other than the holders of Restricted Securities (such other
shares, collectively, the "Other Shares"), would interfere with the successful
marketing of such securities, then the number of Restricted Shares and Other
Shares to be included in such underwritten public offering shall be reduced,
FIRST, (i) from the number of shares requested to be included in such
registration by the holders of Other Shares (on a PRO RATA basis based on the
number of shares requested to be included in such registration by each such
holder), and SECOND, if necessary, (ii)(A) one-half (1/2) of the remaining
number of shares to be reduced, from the shares proposed to be registered by the
Company, and (B) one-half (1/2) of the remaining number of shares to be reduced,
from the number of Restricted Shares then owned by such holder of such
Restricted Shares (on a PRO RATA basis based upon the number of Restricted
Shares requested to be registered, if any by such holder). In each case, those
shares of Common Stock which are excluded from the underwritten public offering
shall be withheld from the market by the holders thereof for a period, not to
exceed 180 days, which the managing underwriter reasonably determines as
necessary in order to effect the underwritten public offering.
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(f) The rights granted under this Section 3 shall not apply to the
initial public offering of the Company's Common Stock at a price of at least
$7.50 per share (subject to appropriate adjustment for stock splits, stock
dividends, combinations and other similar recapitalizations affecting such
shares) resulting in gross proceeds to the Company of at least $10,000,000.
4. REGISTRATIONS ON FORM S-2 OR S-3. At such time as the Company
shall have qualified for the use of Form S-2 or S-3 (or any successor form
promulgated under the Securities Act), each holder of Restricted Securities
shall have the right to request in writing an unlimited number of registrations
on Form S-2 or S-3. Each such request by a holder shall: (a) specify the
number of Restricted Shares which the holder intends to sell or dispose of; (b)
state the intended method by which the holder intends to sell or dispose of such
Restricted Shares; and (c) request registration of Restricted Shares having a
proposed aggregate offering price of at least $500,000. Upon receipt of a
request pursuant to this Section 4, the Company shall use its best efforts to
effect such registration or registrations on Form S-2 or S-3; PROVIDED, HOWEVER,
that in no event shall the Company be obligated to file and cause to be
effective more than one (1) Form S-2 or S-3 registration statement in any six
(6) month period.
5. PREPARATION AND FILING. If and whenever the Company is under an
obligation pursuant to the provision of this Agreement to use its best efforts
to effect the registration of any Restricted Shares, the Company shall, as
expeditiously as practicable:
(a) prepare and file with the Commission a registration statement
with respect to such securities and use its best efforts to cause such
registration statement to become and remain effective in accordance with Section
5(b) hereof;
(b) prepare and file with the Commission such amendments and
supplements to such registration statement and the prospectus used as may be
necessary to keep such registration statement effective for at least nine months
and to comply with the provisions of the Securities Act with respect to the sale
or other disposition of all Restricted Shares covered by such registration
statement;
(c) furnish to each selling stockholder such number of copies of
any summary prospectus or other prospectus, including a preliminary prospectus,
in conformity with the requirements of the Securities Act, and such other
documents as such seller may reasonably request in order to facilitate the
public sale or other disposition of such Restricted Shares;
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(d) use its best efforts to register or qualify the Restricted
Shares covered by such registration statement under the securities or blue sky
laws of such jurisdictions as each such seller shall reasonably request and do
any and all acts or things which may be necessary or advisable to enable such
seller to consummate the public sale or other disposition in such jurisdictions
of such Restricted Shares; PROVIDED, HOWEVER, that the Company shall not be
required to consent to general service of process for all purposes in any
jurisdiction where it is not then subject to process, qualify to do business as
a foreign corporation where it would not be otherwise required to qualify or
submit to liability for state or local taxes where it is not liable for such
taxes;
(e) notify each seller of Restricted Shares covered by such
registration statement, at any time when a prospectus relating thereto covered
by such registration statements is required to be delivered under the Securities
Act within the appropriate period mentioned in Section 5(b) hereof, of the
happening of any event as a result of which the prospectus included in such
registration, as then in effect, includes an untrue statement of a material fact
or omits to state a material fact required to be stated therein or necessary to
make the statements therein not misleading in light of the circumstances then
existing and, at the request of such seller, prepare and furnish to such seller
a reasonable number of copies of a supplement to or an amendment of such
prospectus as may be necessary so that, as thereafter delivered to the
purchasers of such shares, such prospectus shall not include an untrue statement
of a material fact or omit to state a material fact required to be stated
therein or necessary to make the statements therein not misleading in light of
the circumstances then existing; and
(f) furnish, at the request of any holder requesting
registration of Restricted Shares pursuant to this Agreement, on the date that
such Restricted Shares are delivered to the underwriters for sale in connection
with a registration pursuant to this Agreement, if such securities are being
sold through underwriters, or, if such securities are not being sold through
underwriters, on the date that the registration statement with respect to such
securities becomes effective, (i) an opinion, dated such date, of the counsel
representing the Company for the purposes of such registration, in form and
substance as is customarily given to underwriters in an underwritten public
offering, addressed to the underwriters, if any, and to the holder or holders
making such request, and (ii) a letter dated such date, from the independent
certified public accountants of the Company, in form and substance as is
customarily given by independent certified public accountants to underwriters in
an underwritten public offering, addressed to the underwriters, if any, and to
the holder or holders making such request.
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6. EXPENSES. All expenses incurred by the Company in complying with
this Agreement, including, without limitation, all registration and filing fees
(including all expenses incident to filing with the National Association of
Securities Dealers, Inc.), fees and expenses of complying with securities and
blue sky laws, printing expenses and fees and disbursements of counsel,
including with respect to each registration effected pursuant to Section 2, the
reasonable fees and disbursements of not more than one counsel for the Investors
as selling stockholder(s) thereunder will be paid by the Company; PROVIDED,
HOWEVER, that all underwriting discounts and selling commissions applicable to
the Restricted Shares covered by registrations effected pursuant to Section 2,3
or 4 hereof shall be borne by the seller or sellers thereof, in proportion to
the number of Restricted Shares sold by such seller or sellers.
7. INDEMNIFICATION.
(a) In the event of any registration of any Restricted
Shares under the Securities Act pursuant to this Agreement or registration or
qualification of any Restricted Shares pursuant to Section 5(d) hereof, the
Company shall indemnify and hold harmless the seller of such shares, each
underwriter of such shares, if any, each broker or any other person acting on
behalf of such seller and each other person, if any, who controls any of the
foregoing persons, within the meaning of the Securities Act, against any losses,
claims, damages or liabilities, joint or several, to which any of the foregoing
persons may become subject under the Securities Act or otherwise, insofar as
such losses, claims, damages or liabilities (or actions in respect thereof)
arise out of or are based upon an untrue statement or alleged untrue statement
of a material fact contained in any registration statement under which such
Restricted Shares were registered under the Securities Act, any preliminary
prospectus or final prospectus contained therein, or any amendment or supplement
thereto, or any document incident to registration or qualification of any
Restricted Shares pursuant to Section 5(d) hereof, or arise out of or are based
upon the omission or alleged omission to state therein a material fact required
to be stated therein or necessary to make the statements therein not misleading
or, with respect to any prospectus, necessary to make the statements therein in
light of the circumstances under which they were made, not misleading, or any
violation by the Company of the Securities Act or state securities or blue sky
laws applicable to the Company and relating to action or inaction required of
the Company in connection with such registration or qualification under such
state securities or blue sky laws. The Company shall reimburse such seller,
such underwriter, broker or other person acting on behalf of such seller and
each such controlling person for any legal or any other expenses reasonably
incurred by any of them in connection with investigating or defending any such
loss, claim,
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damage, liability or action; PROVIDED, HOWEVER, the Company shall not be liable
in any such case to the extent that any such loss, claim, damage or liability
arises out of or is based upon an untrue statement or alleged untrue statement
or omission or alleged omission made in said registration statement, said
preliminary prospectus, said prospectus, or said amendment or supplement or any
document incident to registration or qualification of any Restricted Shares
pursuant to Section 5(d) hereof in reliance upon and in conformity with written
information furnished to the Company by such seller or such underwriter
specifically for use in the preparation thereof.
(b) Before Restricted Shares held by any prospective seller
shall be included in any registration pursuant to this Agreement, such
prospective seller and any underwriter acting on its behalf shall have agreed to
indemnify and hold harmless (in the same manner and to the same extent as set
forth in paragraph (a)) the Company, each director of the Company, each officer
of the Company who shall sign such registration statement and any person who
controls the Company within the meaning of the Securities Act, with respect to
any untrue statement or omission from such registration statement, any
preliminary prospectus or final prospectus contained therein, or any amendment
or supplement thereto, if such untrue statement or omission was made in reliance
upon and in conformity with written information furnished to the Company through
an instrument duly executed by such seller or such underwriter specifically for
use in the preparation of such registration statement, preliminary prospectus,
final prospectus or amendment or supplement; PROVIDED, HOWEVER, that the maximum
amount of liability in respect of such indemnification shall be limited, in the
case of each prospective seller, to an amount equal to the net proceeds actually
received by such prospective seller from the sale of Restricted Shares effected
pursuant to such registration.
(c) Promptly after receipt by an indemnified party of
notice of the commencement of any action involving a claim referred to in this
Section 7(a) or (b), such indemnified party will, if a claim in respect thereof
is made against an indemnifying party, give written notice to the latter of the
commencement of such action. In case any such action is brought against an
indemnified party, the indemnifying party will be entitled to participate in and
to assume the defense thereof, jointly with any other indemnifying party
similarly notified to the extent that it may wish, with counsel reasonably
satisfactory to such indemnified party, and, after notice from the indemnifying
party to such indemnified party of its election to assume the defense thereof,
the indemnifying party shall be responsible for any legal or other expenses
subsequently incurred by the latter in connection with the defense thereof;
PROVIDED, HOWEVER, that, if any indemnified party shall have reasonably
concluded that there may be one or more legal defenses available
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to such indemnified party which are different from or additional to those
available to the indemnifying party, or that such claim or litigation involves
or could have an effect upon matters beyond the scope of the indemnity agreement
provided in this Section 7, the indemnifying party shall not have the right to
assume the defense of such action on behalf of such indemnified party, and such
indemnifying party shall reimburse such indemnified party and any person
controlling such indemnified party for that portion of the fees and expenses of
any counsel retained by the indemnified party which are reasonably related to
the matters covered by the indemnity agreement provided in this Section 7. The
indemnifying party shall not make any settlement of any claims indemnified
against hereunder without the written consent of the indemnified party or
parties, which consent shall not be unreasonably withheld.
(d) Notwithstanding any of the foregoing, if, in connection
with an underwritten public offering of the Common Stock, the Company, the
selling stockholders and the underwriters enter into an underwriting or purchase
agreement relating to such offering which contains provisions covering
indemnification among the parties, the indemnification provisions of this
Section 7 shall be deemed inoperative for purposes of such offering.
8. INFORMATION BY XXXXXX. Each Stockholder including Restricted
Shares in any registration shall furnish to the Company such information
regarding such Stockholder and the distribution proposed by such Stockholder as
the Company may reasonably request in writing and as shall be required in
connection with any registration, qualification or compliance referred to in
this Agreement.
9. INVESTOR "STAND-OFF" AGREEMENT. Each Investor, if requested by
the Company and the managing underwriter of an offering by the Company of Common
Stock or other securities of the Company pursuant to a registration statement,
shall agree not to sell publicly or otherwise transfer or dispose of any
Restricted Shares or other securities of the Company held by such Stockholder
for a specified period of time not to exceed 30 days prior to, and 180 days
following, the effective date of such registration statement; PROVIDED, that:
(a) such agreement shall only apply to the first
registration statement covering Common Stock to be sold on its behalf to the
public in an underwritten offering; and
(b) all officers and directors of the Company enter into
similar agreements.
10. TRANSFERS OF RIGHTS. This Agreement, and the rights and
obligations of each Investor hereunder, may be assigned by such Investor to any
person or entity to which
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Restricted Securities are transferred by such Investor, and such transferee
shall be deem an "Investor" for purposes of this Agreement; provided that the
transferee provides written notice of such assignment to the Company.
11. GENERAL.
(a) NOTICES. All notices, requests, consents, and other
communications under this Agreement shall be in writing and shall be delivered
(i) two business days after being sent by registered or certified mail, return
receipt requested, postage prepaid or (ii) one business day after being sent via
a reputable nationwide overnight courier service guaranteeing next business day
delivery, in each case to the intended recipient as set forth below:
If to the Company, at 0 Xxxxx Xxxxx, Xxxxxxxxx, Xxx Xxxxxx X0000,
Attention: President;
If to an Investor, at his or its address set forth in the Company's
stock ledger.
Any party may give any notice, request, consent or other communication
under this Agreement using any other means including, without limitation,
personal delivery, messenger services, telecopy, first class mail or electronic
mail), but no such notice, request, consent or other communication shall be
deemed to have been duly given unless and until it is actually received by the
party for whom it is intended. Any party may change the address to which
notices, requests, consents or other communications hereunder are to be
delivered by giving the other parties notice in the manner set forth in this
Section.
(b) ENTIRE AGREEMENT. This Agreement embodies the entire
agreement and understanding between the parties hereto with respect to the
subject matter hereof as it relates to the Restricted Securities and supersedes
all prior agreements and understandings relating to such subject matter as they
relate to the Restricted Securities.
(c) AMENDMENTS AND WAIVERS. Any term of this Agreement may
be amended and the observance of any term of this Agreement may be waived
(either generally or in a particular instance and either retroactively or
prospectively), with the written consent of the Company and the holders of at
least a majority of the Restricted Shares (including for this purpose Reserved
Shares issuable upon the conversion or exercise of Restricted Securities);
PROVIDED, that this Agreement may be amended with the consent of the holders of
less than all Restricted Shares only in a manner which affects all Restricted
Shares in the same fashion. No waivers of or exceptions to any term, condition
or provision of this Agreement, in any one or
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more instances, shall be deemed to be, or construed as, a further or continuing
waiver of any such term, condition or provision.
(d) COUNTERPARTS. This Agreement may be executed in one or
more counterparts, each of which shall be deemed to be an original, but all of
which shall be one and the same document.
(e) SEVERABILITY. The invalidity or unenforecability of
any provision of this Agreement shall not affect the validity or enforceability
of any other provision of this Agreement.
(f) GOVERNING LAW. This Agreement shall be governed by and
construed in accordance with the internal laws of the State of New Jersey
(without reference to the conflicts of law provisions thereof).
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[COUNTERPART SIGNATURE PAGE]
Executed as of the date first written above.
COMPANY:
PHARMAGENICS, INC.
By: /S/ XXXXXXX X. XXXXXXX, Ph.D.
--------------------------------------
Xxxxxxx X. Xxxxxxx, Ph.D., President
NEW INVESTORS:
FOR ENTITIES:
ON FILE
----------------------------------------
[Insert Name of Purchaser]
By: /S/ ON FILE
--------------------------------------
Name:
Title:
FOR INDIVIDUALS:
By: /S/ ON FILE
--------------------------------------
Name:
EXISTING INVESTORS:
HEALTHCARE VENTURES III, L.P.
By: /S/ ON FILE
--------------------------------------
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HEALTHCARE VENTURES IV, L.P.
By: /S/ ON FILE
--------------------------------------
EVEREST TRUST
By: /S/ ON FILE
--------------------------------------
PAINEWEBBER R&D PARTNERS III, L.P.
By: /S/ ON FILE
--------------------------------------
/S/ ON FILE
--------------------------------------
Xxxxx Xxxxxx
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SCHEDULE I
EXISTING INVESTORS
Number of Shares of
Name Series C Preferred Stock
---- ------------------------
Healthcare Ventures III, L.P 247,202
Healthcare Ventures IV, L.P 72,593
Everest Trust 152,151
PaineWebber R&D Partners III, L.P. 480,242
Xxxxx Xxxxxx 24,846
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SCHEDULE II
NEW INVESTORS
Number of
Shares of
Series C
Preferred
Name Stock
---- ---------
PaineWebber Inc., Custodian FBO Dr. M.B. Xxxxx XXX 10,000
Xxxxxxx X. & Xxxxx X. Xxxxxx 1,304
Xxxxx X. Xxxx 1,304
Xxxx X. Xxxx Trust Xxxx X. Xxxx TTEE 20,000
Xxxxx Xxxxxx 34,884
Xxxxx X. Xxxxxxx 10,000
Xxxxxx X. Xxxxx 652
Xxxxxx X. Xxxxxxxxx 3,000
Xxxxxx Xxxxx, Xxxxxx Xxxxxxxx, Xxxxxx Xxxx, Xxxxxxxx X. Xxxxxx 1,304
Xxxxxx X. Xxxxxxxxxx 5,200
PaineWebber Inc., FAO Xxxxxxx Xxxxx 652
Xxxxx X. Xxxxxx 652
PaineWebber C/F Xxxxxx Xxxxxxxx IRA 1,304
X. Xxxx Xxxxxxxx 1,300
Xxxx X. Xxxxxxxx 5,000
Xxxxxx Xxxxxxxx and Xxxx X. Xxxxxxxx XX TEN 10,000
Xxxxxxx X. Xxxxxxxx 3,000
Xxxxx X. Xxxxxxxxxx and Xxxxxxx X. Xxxxxxxx 652
X. Xxxxxxx Xxxxxx 652
Xxxx Xxxxxx and Xxxx Xxxxxx JT TEN 652
Xxxxxxx X. Xxxxx 2,608
B & G Tobacco & Candy Co., Inc. 15,000
Xxxxxxx Xxxxxxxx 1,304
Xxxxxx Xxxx 2,500
Xxxxx Xxxxx Trust 3,000
Xxxxxxx X. Xxxxx Trust 3,000
Xxxx Xxxxx and Xxxxxxx Xxxxx JT TEN 1,304
Xxxxxxx Xxxxxxx & Xxxxx X. Xxxxxxx 1,304
Xxxx X. Xxxxx Xx. & Xxxxx X. Xxxxx 1,304
Xxxxx Xxxxx 1,956
Xxxxxxx X. Xxxxxx 2,500
Xxxxx X. Xxxxx 1,000
Xxxx X. Xxxxxxxx Revocable Trust 7,200
Xxxxx Xxxxxx 1,000
Xxxx X. & Xxxxx X. Xxxxxx 2,000
Xxxxxxx X. Xxxxxxx Living Trust DTD 11-14-84 652
X. Xxxxx Xxxxxxxxx Xx. XXXX X. Xxxxx Xxxxxxxxx Xx. TR UA DTD 3-13-81 2,000
Xxxx Xxxxxxx Xxxxxx, Xx. 652
Xxxxxxx X. & Xxxxxxxx X. Xxxxxx 2,800
Xxxxxxx Xxxxxxxxxxx and Xxxxxx Xxxxxxxxxxx JT TEN 652
PaineWebber Inc. FAO Xxxxxx X. Xxxxx & Xxxxx X. Xxxxx 652
Xxxxxx X. Xxxx TTEE Xxxxxx X. Xxxx Revocable Trust DTD 2-27-91 1,956
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NEW INVESTORS
Number of
Shares of
Series C
Preferred
Name Stock
---- ---------
Xxxxxxx X. & Xxxxxx X. Xxxxxxxxxx Trust 8,000
Xxxx Xxxxx Xxxxxx 1,304
Xxxxxxx Xxxxxxx 652
Xxxxxx X. & Xxxxxxx X'Xxxx Xxxxxxxxx 1,000
Xxxxx X. Xxxxxx, MD & Xxxxx X. Xxxxxxx, MD 10,000
Xxxxx Xxxxx Xxxxx 1,304
Xxxxxxx X. Xxxxx TTEE Xxxxxxx X. Xxxxx Trust UAD 5/25/88 652
Xxxxxxxx X. Xxxxx Xx. 652
Xxxx X. Xxxxx & Xxxx X. Xxxxx 1,800
Xxx X. Xxxxx & Xxxxx Xxxxx 652
Xxxxx Xxxxxxx 652
Xxxx Xxxxxx Trust of 1993 Xxxx Xxxxxx Trustee 13,044
Xxxxx Xxxxxx Trust of 1992 Xxxxx Xxxxxx Trustee 13,044
Xxxx X. Xxxxxx 5,000
X. Xxxxxxx Xxxxxxxx, Xx. & Xx Xxx Xxxxxxxx 1,304
Xxxxxxxx X. Xxxxxx 1,000
Xxxxxxx X. Xxxxxx Xx. 1,000
Xxxxxx X. Xxxxxx MD APC Profit Sharing Trust Fund DTD 6/25/74 652
Xxxxxxxx X. Xxxxxx 1,400
Xxxxxxx Xxxxxx & Xxxxx X. Xxxxxx 3,000
X. Xxxxxx Xxxxxx 4,000
Xxxxxxx Xxxxxxx 3,912
Xxxxxxxx X. Xxxxxx 652
Xxxx Xxxxxxxxxx 12,608
X. Xxxxxx Xxxxx & Xxxxxxx Xxxxx 1,304
Xxxxxxx Xxxxx 29,020
Xxxxxx Xxxxx & Xxxxxxx Xxxxx 1,304
Xxxxxx X. & Xxxxxxx Xxxxx Xxxxxxxxx Living Trust DTD 6/28/88 1,304
Xxxxxx Xxxxx MD Inc. Profit Sharing 1,304
Xxxxxxxx X. Xxxxxxx Revocable Trust 5,869
Xxxxx Xxx & Xxxxx Xxx 652
Xxxxxxxxx X. Xxx 000
XXXXXX X, X.X. Xxxxxx X. Xxxx Trustee Xxxxxx X. Xxxx Living Trust 7,600
Xxxxx X. Xxxxxxx 652
Xxxxxxxxxx Xxxxxxx 1,304
Xxxxx Xxxxxx PA Profit Sharing Plan & Trust DTD 1/1/81 1,000
Xxx Xxxxx 5,000
Xxxxxx Xxx & Xxxxx X. Xxxx 8,800
Xxxxx X. Xxxx and Xxxxxxxxx X. Xxxx XX TEN 10,000
X. Xxxx Xxxxxx MD Inc. Pension and Profit Sharing 652
Xxxxxxx Xxxxxxx IRA 1,304
Xxxxxxx Xxxxx 652
-16-
NEW INVESTORS
Number of
Shares of
Series C
Preferred
Name Stock
---- ---------
Xxxxxx X. Xxxxxxxx & Xxxxxx X. Xxxxxxxx 1,304
Xxxxxxx X. Xxxxxxxx 4,000
Xxxxxx Xxxxx 5,000
D. Xxxxxx Xxxxxxx & Xxxxxxx Xxxxxxx 3,000
Xxxxxxx Xxxxxxxx 652
PaineWebber Inc. FAO Xxxxxx X. Xxxxx 652
Xxxxx Xxxxx Xxxxx 1,000
Xxxxxx Xxxxx 652
Xxxxxxx Xxxxxxx 652
Xxxx X. Xxxxxxxx 1,304
PaineWebber CDN FBO Xxxxxx XxXxxxxxxx IRA 800
Xxxxx X. Xxxxxx 652
Xxxxxxx X.X. Xxxxx 652
Xxxxxxx X. Xxxxxx & Xxxxx X. Xxxxxx 2,804
PaineWebber C/X Xxxx Xxxxxx Xxxxxx IRA 6,304
Xxxxxx Xxxxxxx 700
Xxxxxx Xxxxxx & Xxxxx Xxxxxx 3,152
Xxxxx X. Xxxxxx or Xxxx Xxxxxxx TTEES for the Xxxxxxx-Xxxxxx
Trust UA DTD 3/91 2,500
Xxxx Xxxxxxxx 652
Xxxx Xxxxxxxx Professional Corp Pension and Profit Sharing Plan 652
Xxxxx X. Xxxxx 8,000
Xxxxxxx X. Xxxxx 1,200
Xxxxxx Xxxxxxx & Xxxxxx Xxxxxxx 800
Xxxxxx X. Xxxxxx 2,000
Xxxxx Xxxxxxxx & Xxxxx Xxxxxxxx 5,000
Xxxxxxx X. Xxxxxxx 5,000
Electrolight Investments LTD 19,000
Palm Beach Ear, Nose, & Throat Assn. P.A. Profit Sharing Plan 2,608
Xxxxxxx Xxxx RPT PA Employees Pension Plan 652
Xxxxxx Xxxxxxx TTEE ER Doc Inc. Master Profit Sharing
Plan Trust DTD 1/89 17,500
Everest Trust 65,000
Xxxxx X. Xxxxxxx 20,200
Xxxxxxx Xxxxxx 1,304
X. Xxxxx Xxxxxx 1,956
PaineWebber C/F X. Xxxxx Xxxxxx IRA 5,652
Xxxxx X. Xxxx 2,500
Xxxxxx X. Xxxxx & Xxxxxx X. Xxxxx 2,500
Xxxxx X. Xxxxxxx 2,500
Xxxxxx & Xxxxx X. Xxxxxxxx 15,000
Xxxxxxx X. Xxxxxxxxx 2,608
Xxxxxx X. Xxxxxxxx, Xx. 7,500
Xxx X. Xxxxx 1,304
-17-
NEW INVESTORS
Number of
Shares of
Series C
Preferred
Name Stock
---- ---------
Xxxxxx Xxxxxxxx 7,600
Xxxxxx X. Xxxxxx 652
Xxxxxx X. Xxxxxx, MD 4,000
Xxxx X. Xxxxx 2,608
X. Xxxxxx Xxxxxxxx 6,000
X.X. Xxxxxxx & Xxxxx X. Xxxxxxx 10,000
Xxxxxx Xxxxxxx & Xxxx Xxxxxxx 4,000
Xxxxx Xxxxxxx & Xxxxxxxx Xxxxxxx 800
Xxxxxxx Xxxxxxxxxxxxxx 1,304
Xxxx X. Xxxxxx 15,200
Xxxxx X. Xxxxx and X. Xxxxxxxxx Xxxxx JT TEN 652
Xxxxxxx Xxxxxx 1,000
Xxxx X. Xxxxxxx & Xxxxx X. Xxxxxxx 1,304
Xxxx Xxxxxxxx 5,000
Xxxx Xxxxxxxx and Xxxx Xxxxxxxx 2,608
Xxxx Xxxxxxx 1,000
PaineWebber Trust Co TTEE FBO Xxxx X. Xxxxxx Xxxxx 800
PaineWebber C/F Xxxxx X. Xxxxxx XXX 2,000
Xxxxxxx X. Xxxxxxxxx 652
Xxxxx Xxxxxx 2,500
X. Xxxxxxx Xxxxxxxx, Xx. 2,600
Xxxxxxxxx X. Xxxxxx 1,304
Xxxxxx X. Xxxx 652
Xxxx X. & Xxxx X. Xxxxx 978
Xxx Xxxxxxxxx and Xxxxxx X. Xxxxxx 6,000
Xxxxxx X. Xxxxxxx XX and Xxxx X. Xxxxxxx XX TEN 1,000
Xxxx X. Xxxxxxxxx & Xxxx Xxxxxxxxx 1,304
Xxxxxxx X. Xxxxxxxx 1,000
Xxxx X. Xxxxxxxx Profit Sharing Plan 1,304
Xxxxxxx X. Xxxx 1,000
PaineWebber C/F Xxxxxx X. Xxxx XXX 5,000
Xxxxxx X. Xxxxxxxx 3,000
Xxxxxx X. Xxxxxxx and Xxxxxx X. Xxxxxxx XX TEN 7,600
Xxxxx & Xxxxx Xxxxx 1,304
Xxxxx X. Xxxxxxxxxx and Xxxxxx X. Xxxxxxxxxx XX TEN 652
Xxxxx X. Xxxxxx and Xxxxxxx X. Xxxxxx Trustees
Xxxxxx Family Trust 10/20/88 10,000
Xxxxxxx X. & Xxxxx Xxxxxxx 1,500
Xxxxxx X. Xxxxxx 1,956
Xxxxxx X. Xxxxxxx 5,000
HealthCare Ventures II, L.P. 232,558
Xxxxx & Xxxx Xxxxxx 652
Xxxx X. Xxxxxxx and Xxxx Xxx Xxxxxxx XX TEN 652
-18-
NEW INVESTORS
Number of
Shares of
Series C
Preferred
Name Stock
---- ---------
PaineWebber CDN FBO Xxxx X. Xxxxxxxx XXX 800
Xxxxxx X. Xxxxx 1,304
Xxxx Xxxxxx and Xxxx X. Xxxxxx XX TEN 1,300
Xxxx Xxxxxxxxx and Xxxxxx Xxxxxxxxx JT TEN 1,304
Xxxx Xxxxxxxxxxxx & Xxxxxx Xxxxxxxxxxxx JTWROS 1,304
Xxxxxx Xxxxx 5,000
Xxxxx X. Xxxxx 2,000
Xxxxxx Xxxx and Xxxxxxxx Xxxx JT TEN 2,000
Xxxxx X. Xxxx & Xxxxx Xxxx Revocable Living Trust 1,304
Xxxxx Xxxxxxxxx & Xxxxx Xxxxxx A Partnership 140,000
Xxxx Xxx Xxxxxx-Xxxxx 2,000
Xxxxxxx X. Xxxxxxx and Xxxxxx X. Xxxxxxx XX TEN 1,304
I.O. Co., Ltd. - A California Limited Partnership 20,000
Demarest Xxxxxxxx and Xxxxxx Xxxxxxxx JT TEN 000
Xxxxxxxx X. Irby, Jr. 652
Xxxx Xxxxxx III 652
Xxxxxx X. Xxxxxx, Xx. 10,000
Xxxxxxx X. Xxxxxxx TTEE Xxxxxxx X. Xxxxxxx Rev Trust 652
Xxxxxxxx Xxxxxxx 24,800
Xxxxxx X. Xxxxxxxx 2,500
Xxxxx Xxxxx & Xxx Xxx Xxxxx 1,304
Xxxx X. Xxxxx and Xxxxxx X. Xxxxx XX TEN 652
Xxxxx X. Xxxxxxxxx 652
Xxxxx X. Xxxxx & Xxxx Xxxxx 1,304
Xxxxxxxxxxxx Xxxxxxxxx 652
Xxxxxx Xxxxxx 652
Xxxxxxx Xxxx and Xxxxxx X. Xxxx XX TEN 3,152
Xxxxxx X. Xxxxxxx 1,304
Xxxxxxx & Xxxxxxxx Xxxxxxxxxx COTTEES Kececioglu Family
Trust DTD 6/30/89 2,325
Xxx X. Xxxxx and Xxxxxxx Xxxxx 652
Xxxx X. Xxxxxx 652
Xxxx X. Xxxxxx 652
Xxxxxxx X. Xxxxxx TTEE Xxxx Co. Neurological Med Group
Pension Plan UA 10-1-74 1,000
Xxxxxxxxx X. Xxxxxx & Xxxxxxxx X. Xxxxxx TTEES
Xxxxxxxxx X. Xxxxxx Liv Trust 4,800
Xxxxx X. Xxxxxxx 4,000
Xxxxxx X. Xxx 652
Xxxxxx X. Xxxx 652
Xxxxxx X. Xxxx 2,500
Xxxxxxxx X. Xxxxxxxx 2,608
Xxxxxxx X. Xxxxxxx TTEE Xxxxxxx X. Xxxxxxx Rev Trust 10/14/87 1,304
Xxxxxx X. Xxxxx, Xx. 1,200
Xxxxxx Xxxxxx and Xxxx Xxxxxx JT TEN 2,000
-19-
NEW INVESTORS
Number of
Shares of
Series C
Preferred
Name Stock
---- ---------
Xxxxxxx Xxxxxxx Xxxxxxxx 4,600
Xxxxxx Xxx 1,304
Xxxxxxx X. Xxxxxxx 3,912
Xxxxx X. Xxxxx 652
Xxxxxx X. Xxxxx 652
Xxxx X. & Xxxxxxxxxx Xxxx 1,304
Xxxxx X. Xxxxxxx 2,804
X. Xxxxxx Xxxxx and Xxxxxx X. Xxxxx TTEES of the
Xxxxx Living Trust DTD 6-8-92 23,500
Xxxxxxx Xxxxxxx 652
Xxxxxx & Xxxxx Xxxx 000
Xxxx Xxxx 600
Xxxxxx X. Xxxxx and Xxxxx Xxxx Xxxxx TTEES FBO
Xxxxxx & Xxxxx Xxxxx Living Trust 652
Xxxxx Xxxxxx 1,304
Xxxx Xxxxxx 1,304
Xxxxxxx X. Xxxxxxx & Xxxxx X. Xxxx 1,000
Xxxxxx X. Xxxxxxxx 8,600
Xxxxx Xxxx & Xxxxxxxx Ok-Xx Xxx 10,000
Xxxxxxxx X. Xxx and Xxxxxx X. Xxx XX TEN 1,304
Xxxxxx Xxxx 5,000
Xxxxx Xxxx 2,500
Xxxxx X. Xxxxx 2,000
Xxxxxx X. Xxxxx, Xx. 2,700
PaineWebber C/F Xxxx X. Xxxxxxxxx XXX 652
Xxxx-Xxxxx Xxx and Xxxxx Bih Xxx XX TEN 652
Xxxxx X. Xxxxxxxxx 1,304
Xxxxx X. Xxxxxxxxx XXX 652
Xxxx Xxxxxxxxx IRA 652
Xxxxx X. Xxxxxxxxxx 2,000
Xxxx X. Xxxxxx and Xxxxx X. Xxxxxxxxx TEN IN COM 652
Xxxxxx Xxxxxxxx 652
Xxxxxx X. Xxxxxxxx 4,000
Xxxxxx X. Xxxxxxxx 652
Xxxx X. Xxxxxx 1,304
Xxxxx X. Xxx and Xxxxx X. Xxx JT TEN 652
Xxxxx X. Xxxxx 2,000
Xxxxxxx Xxxxx and Xxxxx X. Xxxxx XX TEN 3,260
PaineWebber C/F Xxxxxx Xxxx Xxxxxx XXX 5,000
Xxxxx Xxxx Revocable Trust - Xxxxx Xxxx TTEE 5,000
Lake Lytal, Jr. 1,304
Xxxxxx X. Xxxxx 5,000
Xxxxxx X. Xxxxxxxxx 2,000
Xxxxxxx Xxxxxxx 4,000
-20-
NEW INVESTORS
Number of
Shares of
Series C
Preferred
Name Stock
---- ---------
Xxxxxx Xxxxxxx 2,304
Wm. X. Xxxxxx 1,304
Xxxx X.X. Xxxxxxx 3,500
X. Xxxxxx Xxxxxxxx, MD, PA Money Purchase & Pension
Trust DTD 11/1/86 FBO XX Xxxxxxxx 1,304
PaineWebber Inc. FAO Xxxxx X. Xxxxxx XXX Trust 652
Xxxxxxx Xxx Xxxxxx TTEE Xxxxxxx Xxx Xxxxxx Trust 652
UMB Bank NA TTEE Toledo Radiological Assoc FBO Xxxxxx Xxxxx 3,000
Xxxxxxx Xxxxxxxx 1,304
Xxxxxxx X. Xxxxx and Xxxxxxxx X. Xxxxx XX TEN 1,304
Xxxxxx & Xxxxx XxXxxxxxx 5,000
Xxxxxxx X. XxXxxxxxx 652
X.X. XxXxxxxx & Xxxxx XxXxxxxx 1,304
Xxxxx X. XxXxxxxx 652
Xxxxx X. XxXxxxx 1,504
Xxxxx XxXxxxx 652
Xxxxxxx X. XxXxxxx 6,304
Xxxx & Xxxxxxx XxXxxxxx 21,304
Xxxxx X. & Xxxx X. XxXxxxxxxx 2,800
Xxxx X. and Xxxxxxx X. XxXxx Revocable Trust
Xxxx X. and Xxxxxxx X. XxXxx TTEES 7,000
Xxxxxx X. XxXxxx, Xx. 5,000
X. Xxxx XxXxxxxxx & Boatmen's First Nat'l Bank
TTEES of X. Xxxx XxXxxxxxx Rev Trust 2,608
Xxxxxx X. Xxxxxx 5,000
Xxxxxxxxx Xxxxxxxxxxxx 2,000
Xxxxxx X. Xxxxxx, MD 1,000
X. Xxx Xxxxxxxx and Xxxxxx X. Xxxxxxxx XX TEN 3,800
X. Xxxx Xxxxxxx 2,800
W.E. Xxxxxxx Xxxxxxx TTEE under Rev Trust of W.E.
Xxxxxxx Xxxxxxx DTD 7-19-95 20,000
Xxxx & Xxxxxx Xxxxxx 652
Xxxxxxxx Xxxxxx 1,652
Xxxxxxx X. Xxxxxx III 800
Xxxxxx Xxxxxx 652
Xxxxx Xxxxxx 652
Xxxxxxx X. Xxxxxxx Trustee Xxxxxxx X. Xxxxxxx Trust 8,800
Xxxxxxxx Xxxxx 5,652
Xxxxxxx X. Xxxxx, Xx. 652
Xxxxxx Xxxxxx 652
Xxx X. Xxxxx 652
Xxxxx & Xxxxx X. Xxxxx 3,913
PaineWebber C/F Xxxxxxx Xxxxxxx IRA 2,500
Xxxx X. Xxxxxx 3,800
Xxxxxxxx X. Xxxxxx and Xxxxx Xxxxx Xxxxxx TTEES
Mutrux Rev Living Trust UTD 2-28-90 652
Xxxxxx X. Xxxxxx, Xx. and Xxxxx X. Xxxxxx XX TEN 10,000
-21-
NEW INVESTORS
Number of
Shares of
Series C
Preferred
Name Stock
---- ---------
Xxxxx X. Xxxxxx 5,000
Xxxxx X. Xxxxx 3,800
Xxxxx X. Xxxxx 5,000
Xxxx X. Xxxxx 652
Xxxxxx X. Xxxx 4,652
The Oracle Fund Inc. 100,000
Xxxxx X. Xxxxxxx 3,000
Xxxxxxx X. Xxxxxx 2,400
Xxxxxxxxx X. Xxxxx 3,200
Xxxxxx Xxxxxxx 000
Xxxxxxx Papadopoulos 50,000
Estate of Xxxxx X. Xxxxxx, Xxxxxxx X. Xxxxxx and
Xxxxxxx Xxxxxx Co-Executors 2,652
Xxxxxx X. & Xxxxxxxx Xxxx Xxxxx 10,200
Parkway Associates 652
Patheco Investment Partners, Ltd. Xxxxxxx Xxxxx General Partner 1,304
Pathology Service Pension and Profit Sharing Trust FBO
Xxxxxxxx X. Xxxxxx 7,500
Xxxxx X. Xxxxxxxx & Xxxxxxxx X. Xxxxxxxx 1,000
Xxxxxxx X. Xxxxxxxxx & Xxxxxx X. Xxxxxxxxx TTEES of
Xxxxxxxxx Family Trust DTD 2-2-84 1,304
Xxxxxx Xxxxxx 3,000
Xxx Xxxxxxxx 5,000
Xxxx X. Xxxx & Xxxxxx X. Xxxx Co-TTEES U/A DTD 8/29/90
FBO Xxxx X. Xxxx Rev Trust 2,500
Xxxxxx X. Xxxxxxx and Xxxxx X. Xxxxxxx XX TEN 1,304
Xxxxxxxx X. Xxxxx & Xxxxx X. Xxxxx 652
Xxxxxxx X. Xxxxxxx 2,608
Xxxxxxx X. Xxxxxxx, MD 1,304
Xxxxxxx X. Xxxxx TTEE Xxxxxxx X. Xxxxx Trust UAD 7-9-86 1,304
Xxxxxx Xxxxxxxxx and Xxxxxx Xxxxxxxxx 1,304
Xxxxxxx & Xxxxx Xxxxxxx 7,600
Xxxx X. Xxxxxxxxxx III 652
Xxxxx X. Xxxxxxxx, MD 4,100
Portico Investments Limited 6,522
Xxxx Xxxxxxx 1,000
Xxxxxxx X. Xxxxxx 1,304
X. Xxxxxx Xxxxxxx 3,000
Xxxxxx X. Xxxxxx, Xx. 6,000
Xxxxx X. Xxxx & Xxxx X. Xxxx 652
Xxxx X. Xxxx & Xxxxxxx X. Xxxx 652
Xxxxxxx X. Xxxxxx and Xxxxx Xxxxxx JT TEN 2,608
Xxxxxx X. Xxxxxx TTEE U/A DTD 8/7/91 for Xxxxxx X. Xxxxxx Trust 2,608
Xxxx X. Xxxx 2,608
Xxxxxx X. Xxxxx 1,200
Xxxxxxxxxxxx X. Xxx TTEE Money Purchase Profit Sharing Plan DTD 8-1-86 1,304
-22-
NEW INVESTORS
Number of
Shares of
Series C
Preferred
Name Stock
---- ---------
Xxxx X. Xxxxxxx and Xx X. Xxxxxxx XX TEN 652
Xxxx Xxxxxx 2,652
Xxxx X. Xxxxxxxxx TTEE Xxxx X. Xxxxxxxxx Rev Living Trust DTD 12-12-87 1,304
Xxxx X. Xxx 1,956
X. Xxxxxxx Xxxxxx Xxxxx 1,304
Xxxxxxx X. Xxxxxx Trust Xxxxxxx X. Xxxxxx Trustee 1,304
Xxxxxxx Xxxxx and Xxxxxx Xxxxx JT TEN 2,608
Xxxxxxxxx X. Xxxxxxxxxx 1,304
Xxxx X. Xxxxxxxx 3,000
Xxxxxx X. Xxxxx 1,304
Xxxxxxx Xxxxxxx & Xxxxxxxx Xxxxxxx 2,500
Xxxxxxx Xxxxxx 1,304
Xxxxxx Xxxxx Xxxxxxx 3,002
Xxxxx Xxxxx and Xxxxx Xxxxx JT TEN 1,304
Xxxx Xxxxxx 5,000
Xxxx & Xxxxxx Xxxxxxxxx 652
Xxxxxx X. Xxxx XXX 3,600
Xxxxxx X. Xxxxxxxxx Residuary Marital Trust UA DTD 3-25-88
Xxxxx X. Xxxxxxxxx TTEE 2,608
Xxxxxx X. Xxxx & Xxx X. Xxxx 3,800
Xxx Xxxxx 652
Xxxxxx X. Xxxxxxx 1,304
Xxxx X. Xxxxx 3,000
Xxxxx X. Xxxxx 3,000
Xxxx Xxxxxxx Xxxx Living Trust 1,304
Xxxxx X. Xxxx XXX 2,500
Xxxxxxxx X. Xxxxx Trust U/I/T 5/30/85 1,304
Xxxxx X. Xxxxx 5,000
Xxxxxxx X. Xxxxxxx 3,000
Xxxxxxx X. Xxxxx & Xxxxxxxx X. Xxxxx 2,608
Xxxx X. Xxxxxxx and Xxxxxx X. Xxxxxxx XX TEN 652
Xxxxxx X. Xxxxxxxxxx and Xxxxxxxx X. Xxxxxxxxxx XX TEN 24,000
Xxxxxx Xxxxxxxxxxxxx 3,600
Xxxxxx Associates 652
Xxxxxxx X. Xxxxxxxx 1,304
Xxxx & Xxxxxxxx Xxxxxxxxx 652
Xxxxx Xxxxxxx 20,000
Xxxxxx X. Xxxxxxxxx 1,304
Xxxxx Xxxxxxx 3,912
Xxxxxxx, Xxxxxxx & Xxxxxxx Xxxxxxx SUCC Co-TTEES U/A/D 8/1/89
Xxxx X. Xxxxxxx Trust 1,000
Xxxxxxx X. Xxxxxxxx & Xxxxx Xxxxxxxx 1,304
Xxxxxxxx X. Xxxxxxxxx 800
Xxxx Xxxxxxxx Xxxxxxx 652
-23-
NEW INVESTORS
Number of
Shares of
Series C
Preferred
Name Stock
---- ---------
Xxxxxx X. Xxxxx 1,152
X.X. Xxxx & Xxx Xxxx 652
Xxxxx Xxxxxxxx 1,652
Xxxxxx X. Xxxxxxx 652
Xxxxxx X. Xxxxxxx 2,800
Xxxxxxxx X. Xxxx & Xxxxxx X. Xxxx 652
Xxxxxxx X. Xxxx & Xxxxx X. Xxxx 1,500
Xxxxxx Xxxxxx Xxxxxxxxxxx XXX 2,000
Xxxxxx Xxxx TTEE Xxxxxx Xxxx Living Trust 9-12-91 2,608
Xxxxxx X. Xxxxxxxx & Xxxx Xxxxxxxx TTEES for the Xxxxxxxx Trust 2,608
Xxxxxx X. & Xxxxx X. Xxxxxxx 3,488
Xxxxxxx X. Xxxxxxx 12,000
Xxxx X. Xxxxx 1,304
Xx. Xxxxxxxx & Xxxxxx Xxxx Xxxxx 2,304
Xxxx X. Xxxxx 3,800
Xxxxxx X. & Xxxxx X. Xxxxx 7,000
Xxxxxxx X. Xxxxx & Xxxxx X. Xxxxx 2,652
Xxxxxx X. Xxxxx 3,000
Xxxxxx X. Xxxxxxx 1,304
Sos & Co 6,522
Xxx X. Xxxxxx and Xxxxx X. Xxxxxx XX TEN 1,304
James R. Richman and Harold S. Spar JT TEN 1,304
Arnold Sperling & Lynn Sperling 15,000
Eileen Spigelmire 1,500
Robert H. Spitzer & Elizabeth A. Spitzer JT TEN 652
Arnold Stadheim 652
John Stafford 13,000
PaineWebber C/F Ernie Stautner Rollover IRA 1,300
Corey A. Steadman 2,600
John R. Stephens 10,000
Dominic Stevens & Mary Stevens 652
Daniel J. & Elvera Stock 2,977
Margaret E. Hancock, TTEE Stremark Trust U/A DTD 6-30-93 3,000
Michael D. Strum 652
Ellen Su 1,304
Marvin Sundquist 1,304
PaineWebber C/F Michael Swanson IRA 5,000
George Tallyn 2,652
Irene C. Tanury Trust DTD 1-19-85 1,000
S. James Tanury Trust 1,000
Swannie Zink Tarbel 1,500
John V. Thiemann Trust DTD 5-21-75 2,608
-24-
NEW INVESTORS
Number of
Shares of
Series C
Preferred
Name Stock
---- ---------
Lawrence E. Thomas and Mary Ellen Thomas JT TEN 652
Lenerd G. Thomas Family Trust 2,600
John F. Thomas Trust 3,000
Elisa F. Thomases 1,800
PaineWebber C/F Pamela Morris Thomford IRA 2,500
Michael A. Thompson 2,000
Sioe Thung Thompson 4,000
Frank L. Thompson TTEE Thompson Living Trust 7,608
Severt W. Thurston, Jr. 1,304
James G. Tierney and Shirley A. Tierney TTEES FBO
The Tierney Family Trust 1,304
Gary D. Timm & Susan T. Timm 2,000
Gil Timm & Trili Timm 1,304
Michael L. Timm & Karen G. Timm 1,304
A. Thomas Traina 2,500
Tri - Lateral Trading Company 2,608
Gerald F. Tuohy & Darlene Tuohy 652
Louis Keimach & A. Raymond Tye 652
United Electric Co., Inc. 15,000
James E. Valentine 1,304
Fred C. Van Bebber 3,800
Claudio E. Vincenty and Kim M. Vincenty JT TEN 652
Richard L. Voorhees 3,000
Harvey Wallack MD Medical Corp Target Benefit Plan 5,304
Doris A. Walsh 3,000
John D. Warner 1,304
Jerry Watkins 652
Frank Weatherman & Glenna Weatherman JT TEN 652
PaineWebber C/F Marvin Weathers IRA 652
James A. Weaver 3,912
William J. Webber 3,000
Walter U. Weber & Marlene A. Weber 652
Martin L. Weich & Sharon G. Weich 5,652
Arnold Weiss 652
John E. Wenaas 3,652
Barbara Wertheimer 2,500
Frederick Wertheimer 5,000
Terry L. Whipple 652
Bruce Whitaker IRA 2,000
Charles S. White III, MD 10,000
Andrew Wiegand 3,000
Anders P. Wiklund 10,000
Michael M. Wild Trust U/A DTD 6-30-77 1,000
-25-
NEW INVESTORS
Number of
Shares of
Series C
Preferred
Name Stock
---- ---------
PaineWebber C/F Alfred C. Wilder IRA 1,304
Estate of H.J. Wilkens Minel Wilkens Executor 652
Peter P. Williams 652
Keith Wilson 1,304
Adrian Woldring and Connie Woldring 652
Wolowitz Partners Pension Fund 5,200
Bernice M. Woock Revocable Trust DTD 6-5-90 652
Tom R. Wootten & Miriam Wootten 652
Martin & Phyllis Yocum 652
Mark Zaharski & Donna Zaharski 1,000
Peter Zes & Joan Zes 652
PaineWebber C/F Ronald W. Zesch IRA 2,500
PaineWebber CDN FBO Donald C. Zickus IRA 800
Tom S. Ziems 3,000
-26-
