Amendment No.5 to Schedule 13D

0001193125-12-384313.txt : 20120907 0001193125-12-384313.hdr.sgml : 20120907 20120907114053 ACCESSION NUMBER: 0001193125-12-384313 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20120907 DATE AS OF CHANGE: 20120907 GROUP MEMBERS: FARRINGTON CAPITAL, L.P. GROUP MEMBERS: FARRINGTON MANAGEMENT, LLC GROUP MEMBERS: LS POWER PARTNERS II, L.P. GROUP MEMBERS: LS POWER PARTNERS, L.P. GROUP MEMBERS: LSP CAL HOLDINGS I, LLC GROUP MEMBERS: LSP CAL HOLDINGS II, LLC GROUP MEMBERS: LUMINUS ENERGY PARTNERS MASTER FUND, LTD. GROUP MEMBERS: VEGA ASSET PARTNERS, L.P. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CALPINE CORP CENTRAL INDEX KEY: 0000916457 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 770212977 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-48317 FILM NUMBER: 121078918 BUSINESS ADDRESS: STREET 1: 717 TEXAS AVENUE STREET 2: SUITE 1000 CITY: HOUSTON STATE: TX ZIP: 77002 BUSINESS PHONE: 7138302000 MAIL ADDRESS: STREET 1: 717 TEXAS AVENUE STREET 2: SUITE 1000 CITY: HOUSTON STATE: TX ZIP: 77002 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: LUMINUS MANAGEMENT LLC CENTRAL INDEX KEY: 0001279151 IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 1700 BROADWAY STREET 2: 38TH FL CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 2126153450 MAIL ADDRESS: STREET 1: 1700 BROADWAY STREET 2: 38TH FL CITY: NEW YORK STATE: NY ZIP: 10019 SC 13D/A 1 d408047dsc13da.htm AMENDMENT NO.5 TO SCHEDULE 13D Amendment No.5 to Schedule 13D

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D/A

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 5)*

Calpine Corporation

(Name of Issuer)

Common Shares, par value $0.001 per share

(Title of Class of Securities)

131347304

(CUSIP Number)

James J. Moloney

Gibson, Dunn & Crutcher LLP

3161 Michelson Drive

Irvine, CA 92612

(949) 451-4343

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

September 6, 2012

(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ¨

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.

The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

13D/A


CUSIP No. 131347304		Page 2 of 14 Pages


1	NAME OF REPORTING PERSONS. I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). LUMINUS MANAGEMENT, LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) þ (b) ¨
3	SEC USE ONLY
4	SOURCE OF FUNDS (SEE INSTRUCTIONS) WC
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ¨
6	CITIZENSHIP OR PLACE OF ORGANIZATION DELAWARE
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER 0
		8	SHARED VOTING POWER 54,547,851
		9	SOLE DISPOSITIVE POWER 0
		10	SHARED DISPOSITIVE POWER 54,547,851
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 54,547,851
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ¨
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 11.7%*
14	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) IA

*	Based on 466,616,007 shares of common stock outstanding as of July 24, 2012 reported in the Form 10-Q filed by the Issuer with the Securities and Exchange Commission on July 26, 2012.

13D/A


CUSIP No. 131347304		Page 3 of 14 Pages


1	NAME OF REPORTING PERSONS. I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). LSP CAL HOLDINGS I, LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) þ (b) ¨
3	SEC USE ONLY
4	SOURCE OF FUNDS (SEE INSTRUCTIONS) WC
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ¨
6	CITIZENSHIP OR PLACE OF ORGANIZATION DELAWARE
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER 0
		8	SHARED VOTING POWER 54,547,851
		9	SOLE DISPOSITIVE POWER 0
		10	SHARED DISPOSITIVE POWER 54,547,851
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 54,547,851
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ¨
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 11.7%*
14	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) OO

*	Based on 466,616,007 shares of common stock outstanding as of July 24, 2012 reported in the Form 10-Q filed by the Issuer with the Securities and Exchange Commission on July 26, 2012.

13D/A


CUSIP No. 131347304		Page 4 of 14 Pages


1	NAME OF REPORTING PERSONS. I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). LSP CAL HOLDINGS II, LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) þ (b) ¨
3	SEC USE ONLY
4	SOURCE OF FUNDS (SEE INSTRUCTIONS) WC
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ¨
6	CITIZENSHIP OR PLACE OF ORGANIZATION DELAWARE
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER 0
		8	SHARED VOTING POWER 54,547,851
		9	SOLE DISPOSITIVE POWER 0
		10	SHARED DISPOSITIVE POWER 54,547,851
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 54,547,851
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ¨
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 11.7%*
14	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) OO

*	Based on 466,616,007 shares of common stock outstanding as of July 24, 2012 reported in the Form 10-Q filed by the Issuer with the Securities and Exchange Commission on July 26, 2012.

13D/A


CUSIP No. 131347304		Page 5 of 14 Pages


1	NAME OF REPORTING PERSONS. I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). LS POWER PARTNERS, L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) þ (b) ¨
3	SEC USE ONLY
4	SOURCE OF FUNDS (SEE INSTRUCTIONS) WC
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ¨
6	CITIZENSHIP OR PLACE OF ORGANIZATION DELAWARE
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER 0
		8	SHARED VOTING POWER 54,547,851
		9	SOLE DISPOSITIVE POWER 0
		10	SHARED DISPOSITIVE POWER 54,547,851
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 54,547,851
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ¨
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 11.7%*
14	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) PN

*	Based on 466,616,007 shares of common stock outstanding as of July 24, 2012 reported in the Form 10-Q filed by the Issuer with the Securities and Exchange Commission on July 26, 2012.

13D/A


CUSIP No. 131347304		Page 6 of 14 Pages


1	NAME OF REPORTING PERSONS. I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). LS POWER PARTNERS II, L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) þ (b) ¨
3	SEC USE ONLY
4	SOURCE OF FUNDS (SEE INSTRUCTIONS) WC
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ¨
6	CITIZENSHIP OR PLACE OF ORGANIZATION DELAWARE
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER 0
		8	SHARED VOTING POWER 54,547,851
		9	SOLE DISPOSITIVE POWER 0
		10	SHARED DISPOSITIVE POWER 54,547,851
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 54,547,851
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ¨
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 11.7%*
14	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) PN

*	Based on 466,616,007 shares of common stock outstanding as of July 24, 2012 reported in the Form 10-Q filed by the Issuer with the Securities and Exchange Commission on July 26, 2012.

13D/A


CUSIP No. 131347304		Page 7 of 14 Pages


1	NAME OF REPORTING PERSONS. I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). LUMINUS ENERGY PARTNERS MASTER FUND, LTD.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) þ (b) ¨
3	SEC USE ONLY
4	SOURCE OF FUNDS (SEE INSTRUCTIONS) WC
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ¨
6	CITIZENSHIP OR PLACE OF ORGANIZATION DELAWARE
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER 0
		8	SHARED VOTING POWER 54,547,851
		9	SOLE DISPOSITIVE POWER 0
		10	SHARED DISPOSITIVE POWER 54,547,851
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 54,547,851
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ¨
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 11.7%*
14	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) OO

*	Based on 466,616,007 shares of common stock outstanding as of July 24, 2012 reported in the Form 10-Q filed by the Issuer with the Securities and Exchange Commission on July 26, 2012.

13D/A


CUSIP No. 131347304		Page 8 of 14 Pages


1	NAME OF REPORTING PERSONS. I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). VEGA ASSET PARTNERS, L.P. (formerly known as LUMINUS ASSET PARTNERS, LP)
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) þ (b) ¨
3	SEC USE ONLY
4	SOURCE OF FUNDS (SEE INSTRUCTIONS) WC
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ¨
6	CITIZENSHIP OR PLACE OF ORGANIZATION DELAWARE
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER 0
		8	SHARED VOTING POWER 54,547,851
		9	SOLE DISPOSITIVE POWER 0
		10	SHARED DISPOSITIVE POWER 54,547,851
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 54,547,851
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ¨
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 11.7%*
14	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) PN

*	Based on 466,616,007 shares of common stock outstanding as of July 24, 2012 reported in the Form 10-Q filed by the Issuer with the Securities and Exchange Commission on July 26, 2012.

13D/A


CUSIP No. 131347304		Page 9 of 14 Pages


1	NAME OF REPORTING PERSONS. I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). FARRINGTON CAPITAL, L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) þ (b) ¨
3	SEC USE ONLY
4	SOURCE OF FUNDS (SEE INSTRUCTIONS) WC
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ¨
6	CITIZENSHIP OR PLACE OF ORGANIZATION DELAWARE
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER 0
		8	SHARED VOTING POWER 54,547,851
		9	SOLE DISPOSITIVE POWER 0
		10	SHARED DISPOSITIVE POWER 54,547,851
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 54,547,851
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ¨
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 11.7%*
14	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) PN

*	Based on 466,616,007 shares of common stock outstanding as of July 24, 2012 reported in the Form 10-Q filed by the Issuer with the Securities and Exchange Commission on July 26, 2012.

13D/A


CUSIP No. 131347304		Page 10 of 14 Pages


1	NAME OF REPORTING PERSONS. I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). FARRINGTON MANAGEMENT, LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) þ (b) ¨
3	SEC USE ONLY
4	SOURCE OF FUNDS (SEE INSTRUCTIONS) WC
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ¨
6	CITIZENSHIP OR PLACE OF ORGANIZATION DELAWARE
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER 0
		8	SHARED VOTING POWER 54,547,851
		9	SOLE DISPOSITIVE POWER 0
		10	SHARED DISPOSITIVE POWER 54,547,851
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 54,547,851
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ¨
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 11.7%*
14	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) OO

*	Based on 466,616,007 shares of common stock outstanding as of July 24, 2012 reported in the Form 10-Q filed by the Issuer with the Securities and Exchange Commission on July 26, 2012.

13D/A


CUSIP No. 131347304		Page 11 of 14 Pages

This Amendment No. 5 (this “Amendment”) amends and supplements the Schedule 13D filed on February 11, 2008 (the “Original Filing”) by the Reporting Persons relating to the Common Stock, par value $0.001 per share (the “Shares”) of Calpine Corporation, a Delaware corporation (the “Issuer”). Information reported in the Original Filing remains in effect except to the extent that it is amended, restated or superseded by information contained in this Amendment or Amendment Numbers 1, 2, 3 or 4. Capitalized terms used but not defined in this Amendment have the respective meanings set forth in the Original Filing.

Item 4.

Purpose of Transaction.

Item 4 of the Original Filing, as amended, is hereby amended and supplemented to add the following paragraph at the end thereof:

The Reporting Persons have sold shares in order to better align the size of their investment in the Issuer within their portfolio of investments. From time to time, the Reporting Persons may make additional purchases or sales of the Shares.

Item 5. Interest in Securities of the Issuer.

Items 5(a), (b) and (c) of the Original Filing are hereby amended by adding the following at the end thereof:

(a) As of September 6, 2012, LSP Cal I is the record owner of 25,460,255 Shares, representing approximately 5.5% of the outstanding Shares. Luminus Energy Fund is the record owner of 7,050,640 Shares, representing approximately 1.5% of the outstanding Shares. Farrington is the record owner of 116,350 Shares, representing approximately .02% of the outstanding Shares. LSP Cal II is the record owner of 20,018,356 Shares, representing approximately 4.3% of the outstanding Shares. Vega Asset Partners is the record owner of 1,902,250 Shares, representing approximately 0.4% of the outstanding Shares.

(b)


Reporting Persons	Number of Shares With Sole Voting and Dispositive Power		Number of Shares With Shared Voting and Dispositive Power		Aggregate Number of Shares Beneficially Owned		Percentage of Class Beneficially Owned *
LSP Cal Holdings I, LLC		0		54,547,851		54,547,851		11.7	%
LSP Cal Holdings II, LLC		0		54,547,851		54,547,851		11.7	%
Luminus Management, LLC		0		54,547,851		54,547,851		11.7	%
Luminus Energy Partners Master Fund, Ltd.		0		54,547,851		54,547,851		11.7	%
Vega Asset Partners, L.P.		0		54,547,851		54,547,851		11.7	%
Vega Energy GP, LLC		0		54,547,851		54,547,851		11.7	%
LS Power Partners, L.P.		0		54,547,851		54,547,851		11.7	%
LS Power Partners II, L.P.		0		54,547,851		54,547,851		11.7	%
Farrington Capital, LP		0		54,547,851		54,547,851		11.7	%
Farrington Management, LLC		0		54,547,851		54,547,851		11.7	%

*	Based on 466,616,007 shares of common stock outstanding as of July 24, 2012 reported in the Form 10-Q filed by the Issuer with the Securities and Exchange Commission on July 26, 2012.

13D/A


CUSIP No. 131347304		Page 12 of 14 Pages

(c)

PARTY EFFECTING TRANSACTION

DATE

BUY /SELL

QUANTITY

AVERAGE
PRICE ($)

CURRENCY

Luminus Energy Partners Master Fund, Ltd.

9/6/2012

Sell

2,250,000

17.80

USD

Vega Asset Partners, L.P.

9/6/2012

Sell

300,000

17.80

USD

LSP Cal Holdings I, LLC

9/6/2012

Sell

17,450,000

17.80

USD

Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer

In connection with the transactions reported herein, the Reporting Persons have agreed to not sell additional shares of the Issuer for 45 days from September 6, 2012.

Item 7. Material To Be Filed As Exhibits.

Item 7 of the Original Filing, as amended, is hereby amended by adding the following at the end thereof:


Exhibit No.		Description
7.1		Amended and Restated Joint Filing Agreement, dated August 22, 2011 (previously filed).

13D/A


CUSIP No. 131347304		Page 13 of 14 Pages

SIGNATURES

After reasonable inquiry and to the best of their knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

Dated: September 6, 2012


Luminus Management, LLC

By:		/s/ Jonathan Barrett
		Name: Jonathan Barrett
		Title: President


LSP Cal Holdings I, LLC

By:		/s/ Darpan Kapadia
		Name: Darpan Kapadia
		Title: Managing Director


LSP Cal Holdings II, LLC

By:		/s/ Darpan Kapadia
		Name: Darpan Kapadia
		Title: Executive Vice President


LS Power Partners, L.P.

By:		/s/ Darpan Kapadia
		Name: Darpan Kapadia
		Title: Managing Director


LS Power Partners II, L.P.

By:		/s/ Darpan Kapadia
		Name: Darpan Kapadia
		Title: Managing Director

13D/A


CUSIP No. 131347304		Page 14 of 14 Pages


Luminus Energy Partners Master Fund, Ltd.

By:		Luminus Management, LLC
Its:		Investment Manager

By:		/s/ Jonathan Barrett
		Name: Jonathan Barrett
		Title: President


Vega Asset Partners, LP

By:		/s/ Paul Segal
		Name: Paul Segal
		Title: President


Farrington Capital, LP

By:		Farrington Management, LLC
Its:		General Partner

By:		/s/ Mikhail Segal
		Name: Mikhail Segal
		Title: Vice President


Farrington Management, LLC



By:		/s/ Mikhail Segal
		Name: Mikhail Segal
		Title: Vice President