0001521536-12-000355.txt : 20120507 0001521536-12-000355.hdr.sgml : 20120507 20120507164515 ACCESSION NUMBER: 0001521536-12-000355 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 3 FILED AS OF DATE: 20120507 DATE AS OF CHANGE: 20120507 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: LODGENET INTERACTIVE CORP CENTRAL INDEX KEY: 0000911002 STANDARD INDUSTRIAL CLASSIFICATION: COMMUNICATION SERVICES, NEC [4899] IRS NUMBER: 460371161 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-42773 FILM NUMBER: 12818385 BUSINESS ADDRESS: STREET 1: 3900 W. INNOVATION STREET CITY: SIOUX FALLS STATE: SD ZIP: 57107-7002 BUSINESS PHONE: (605)-988-1000 MAIL ADDRESS: STREET 1: 3900 W. INNOVATION STREET CITY: SIOUX FALLS STATE: SD ZIP: 57107-7002 FORMER COMPANY: FORMER CONFORMED NAME: LODGENET ENTERTAINMENT CORP DATE OF NAME CHANGE: 19931014 FORMER COMPANY: FORMER CONFORMED NAME: LNET INC DATE OF NAME CHANGE: 19930820 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: MITTLEMAN BROTHERS LLC CENTRAL INDEX KEY: 0001456827 IRS NUMBER: 203761279 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 575 MADISON AVENUE STREET 2: 10TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212 605 0559 MAIL ADDRESS: STREET 1: 575 MADISON AVENUE STREET 2: 10TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 SC 13D 1 q1100486_13d-mittleman.htm Unassociated Document
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No.  ) *

LODGENET INTERACTIVE CORPORATION
(Name of Issuer)

Common Stock
 (Title of Class of Securities)

540211109
 (CUSIP Number)

Nir Yarden, Esq.
Haynes and Boone, LLP
30 Rockefeller Plaza, 26th Floor
New York, New York 10112
(212) 918-8963
 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

April 27, 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).
 
 
 
 
 
 
CUSIP No. 540211109
 
1. Names of Reporting Persons.
 
Mittleman Brothers, LLC
 
2. Check the Appropriate Box if a Member of a Group (See Instructions)
 (a) £
 (b) S
 
3. SEC Use Only
 
4. Source of Funds (See Instructions)
 
AF
5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o
6. Citizenship or Place of Organization
 
New York, USA
 
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
7. Sole Voting Power
 
1,585,498
 
8. Shared Voting Power
 
0
 
9. Sole Dispositive Power
 
1,585,498
 
10. Shared Dispositive Power
 
0
 
11. Aggregate Amount Beneficially Owned by Each Reporting Person
 
1,585,498
 
12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o
 
 
13. Percent of Class Represented by Amount in Row (11)
 
6.3% (1)
14. Type of Reporting Person (See Instructions)
 
HC, CO
 

 
(1)
Based upon 25,347,609 shares of common stock of the issuer outstanding as of April 2, 2012, as disclosed in the revised definitive proxy statement filed by the issuer with the Securities and Exchange Commission on April 18, 2012.
 
 
 
 

 
CUSIP No. 540211109
 
1. Names of Reporting Persons.
 
Master Control LLC
 
2. Check the Appropriate Box if a Member of a Group (See Instructions)
 (a) £
 (b) S
 
3. SEC Use Only
 
4. Source of Funds (See Instructions)
 
AF
5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o
6. Citizenship or Place of Organization
 
Delaware, USA
 
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
7. Sole Voting Power
 
1,585,498
 
8. Shared Voting Power
 
0
 
9. Sole Dispositive Power
 
1,585,498
 
10. Shared Dispositive Power
 
0
 
11. Aggregate Amount Beneficially Owned by Each Reporting Person
 
1,585,498
 
12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o
 
 
13. Percent of Class Represented by Amount in Row (11)
 
6.3% (1)
14. Type of Reporting Person (See Instructions)
 
CO, HC
 

 
(1)
Based upon 25,347,609 shares of common stock of the issuer outstanding as of April 2, 2012, as disclosed in the revised definitive proxy statement filed by the issuer with the Securities and Exchange Commission on April 18, 2012.
 
 
 
 

 
CUSIP No. 540211109
 
1. Names of Reporting Persons.
 
Mittleman Investment Management LLC
 
2. Check the Appropriate Box if a Member of a Group (See Instructions)
 (a) £
 (b) S
 
3. SEC Use Only
 
4. Source of Funds (See Instructions)
 
OO
5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o
6. Citizenship or Place of Organization
 
New York, USA
 
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
7. Sole Voting Power
 
1,585,498
 
8. Shared Voting Power
 
0
 
9. Sole Dispositive Power
 
1,585,498
 
10. Shared Dispositive Power
 
0
 
11. Aggregate Amount Beneficially Owned by Each Reporting Person
 
1,585,498
 
12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o
 
 
13. Percent of Class Represented by Amount in Row (11)
 
6.3% (1)
14. Type of Reporting Person (See Instructions)
 
CO, HC
 

 
(1)
Based upon 25,347,609 shares of common stock of the issuer outstanding as of April 2, 2012, as disclosed in the revised definitive proxy statement filed by the issuer with the Securities and Exchange Commission on April 18, 2012.
 
 
 
 

 
CUSIP No. 540211109
 
1. Names of Reporting Persons.
 
Christopher P. Mittleman
 
2. Check the Appropriate Box if a Member of a Group (See Instructions)
 (a) £
 (b) S
 
3. SEC Use Only
 
4. Source of Funds (See Instructions)
 
AF
5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o
6. Citizenship or Place of Organization
 
New York, USA
 
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
7. Sole Voting Power
 
1,585,498
 
8. Shared Voting Power
 
0
 
9. Sole Dispositive Power
 
1,585,498
 
10. Shared Dispositive Power
 
0
 
11. Aggregate Amount Beneficially Owned by Each Reporting Person
 
1,585,498
 
12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o
 
 
13. Percent of Class Represented by Amount in Row (11)
 
6.3% (1)
14. Type of Reporting Person (See Instructions)
 
CO, HC
 

 
(1)
Based upon 25,347,609 shares of common stock of the issuer outstanding as of April 2, 2012, as disclosed in the revised definitive proxy statement filed by the issuer with the Securities and Exchange Commission on April 18, 2012.
 
 
 
 
 
Item 1. Security and Issuer.
 
This Schedule 13D relates to the common stock, par value $0.01 per share (“Common Stock”), of LodgeNet Interactive Corporation, a Delaware corporation (the “Company”).  The address of the principal executive offices of the Company is 3900 West Innovation Street, Sioux Falls, South Dakota 57107.

Item 2. Identity and Background.

This statement is jointly filed by and on behalf of each of Mittleman Brothers, LLC (“Mittleman Brothers”), Master Control LLC (“Master”), Mittleman Investment Management LLC, an SEC registered investment advisory firm (“MIM”), and Christopher P. Mittleman.  MIM serves as an investment adviser and/or manager to other persons.  MIM may be deemed to beneficially own securities owned and/or held by and/or for the account and/or benefit of other persons.   Mittleman Brothers is the sole member of Master.  Master is the sole member of MIM.  Mittleman Brothers and Master may be deemed to beneficially own securities beneficially owned by MIM.  Mr. Mittleman is the chief investment officer of MIM and may be deemed to beneficially own securities beneficially owned by MIM.

Each of the reporting persons declare that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Act, the beneficial owner of any securities covered by this statement.

 (a)           The names of the persons filing this Schedule 13D are Mittleman Brothers, LLC, a New York limited liability company (“Mittleman Brothers”), Master Control LLC, a Delaware limited liability company (“Master”), Mittleman Investment Management LLC, a New York limited liability company and an SEC registered investment advisory firm (“MIM”), and Christopher P. Mittleman.  MIM serves as an investment adviser and/or manager to other persons.  Mittleman Brothers, Master, MIM and Mr. Mittleman are collectively referred to in this Schedule 13D as the “Reporting Persons.”

(b)           The principal business address of the Reporting Persons is 188 Birch Hill Road, Locust Valley, New York 11560.

(c)           This Schedule 13D is filed on behalf of Mittleman Brothers, Master, MIM and Mr. Mittleman.  MIM serves as an investment adviser and/or manager to other persons.  MIM may be deemed to beneficially own securities owned and/or held by and/or for the account and/or benefit of other persons.   Mittleman Brothers is the sole member of Master.  Master is the sole member of MIM.  Mittleman Brothers and Master may be deemed to beneficially own securities beneficially owned by MIM.  Mr. Mittleman is the chief investment officer of MIM and may be deemed to beneficially own securities beneficially owned by MIM.  The principal business of MIM is acting as an SEC registered investment advisor.  The principal business of Master and Mittleman Brothers is the control of MIM.  The principal business of Mr. Mittleman is serving as the chief investment officer of MIM.

(d) and (e) During the last five years, none of the Reporting Persons has been convicted in a criminal proceeding or been a party to a civil proceeding, in either case of the type specified in Items 2(d) or (e) of Schedule 13D.

(f)           Mittleman Brothers and MIM are organized under the laws of the State of New York.  Master is organized under the laws of the state of Delaware.  Mr. Mittleman is a U.S. citizen.

The information, if any, called for by Items 2-6, inclusive, of Schedule 13D with respect to any person enumerated in Instruction C of Schedule 13D and required to be included in this statement (the “Listed Persons”) is included in Exhibit 99.1 hereto or otherwise herein.  The information contained in Exhibit 99.1 hereto and each other Item herein is incorporated by reference in answer or partial answer to this Item.

Item 3. Source and Amount of Funds or Other Consideration.

To acquire the Common Stock, the Reporting Persons used funds of $4,665,089.90 managed by MIM in managed investment advisory accounts.
 
 
 
 

 
Item 4. Purpose of the Transaction.

The shares of Common Stock covered by this statement were originally acquired in the ordinary course of business solely for investment purposes and not for the purposes of participating in or influencing the management of the Company.
 
As investors in the Company, the Reporting Persons have had and may continue to have general discussions with representatives of the Company regarding various matters relating to the business and operations of the Company.  The Reporting Persons have also had and may continue to have conversations with other stockholders of the Company. In the course of such conversations with members of management, the board of directors and other stockholders, the Reporting Persons may suggest actions that could result in, among other things: (a) the acquisition by the Reporting Persons of additional securities of the Company, or the disposition of securities of the Company; (b) an extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the Company or any of its subsidiaries; (c) a sale or transfer of a material amount of assets of the Company or any of its subsidiaries; (d) changes in the present board of directors or management of the Company; (e) a material change in the present capitalization or dividend policy of the Company; (f) any other material change in the Company’s business or corporate structure; (g) changes in the Company’s certificate of incorporation or bylaws or other actions which may impede the acquisition of control of the Company by any person; (h) causing any class of the Company’s securities to be delisted from a national securities exchange or to cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association; (i) a class of equity securities of the Company becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Securities Exchange Act of 1934, as amended; or (j) any action similar to those enumerated above.
 
In addition, the Reporting Persons also intend to review their investment in the Company on a continuing basis. Depending on various factors, including, without limitation, the Company’s financial position and strategic direction, the outcome of the discussions and actions referenced above, actions taken by the Company’s board of directors, changes to the composition of the board of directors, price levels of the common stock and other securities, other investment opportunities available to the Reporting Persons, conditions in the securities market and general economic and industry conditions, the Reporting Persons may in the future take such actions with respect to their investment in the Company as they deem appropriate including, without limitation, (i) purchasing additional securities of the Company in open market or privately negotiated transactions; (ii) selling all or part of the securities of the Company owned by such Reporting Person in open market or privately negotiated transactions; and/or (iii) one or more combinations of the foregoing.  Any open market or privately negotiated purchases or sales, acquisition recommendations or proposals or other transactions may be made at any time without prior notice.

Except to the extent that the foregoing may be deemed to be a plan or proposal, none of the Reporting Persons currently has any plans or proposals that relate to or would result in any of the actions specified in clause (a) through (j) of Item 4 of Schedule 13D. Depending upon the foregoing factors and to the extent deemed advisable in light of their general investment policies, or other factors, the Reporting Persons may, at any time and from time to time, formulate other purposes, plans or proposals regarding the Company or the Common Stock, or any other actions that could involve one or more of the types of transactions or have one or more of the results described in paragraphs (a) through (j) of Item 4 of Schedule 13D. The foregoing is subject to change at any time, and there can be no assurance that either of the Reporting Persons will take any of the actions set forth above.

The information, if any, called for by Items 2-6, inclusive, of Schedule 13D with respect to any person enumerated in Instruction C of Schedule 13D and required to be included in this statement is included in Exhibit 99.1 hereto or otherwise herein.  The information contained in Exhibit 99.1 hereto and each other Item herein is incorporated by reference in answer or partial answer to this Item.

Item 5. Interest in Securities of the Issuer.

(a)           The aggregate number and percentage of the class of securities identified pursuant to Item 1 beneficially owned by each Reporting Person is stated in Items 11 and 13 on the cover page(s) hereto.
 
 
 
 

 
Each Reporting Person may be deemed to be a member of a group with respect to the Company or securities of the Company for the purposes of Section 13(d) or 13(g) of the Act.  Each Reporting Person declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, (i) acting (or has agreed or is agreeing to act) with any other person as a partnership, limited partnership, syndicate, or other group for the purpose of acquiring, holding, or disposing of securities of the Company or otherwise with respect to the Company or any securities of the Company or (ii) a member of any syndicate or group with respect to the Company or any securities of the Company.

(b)           Number of shares as to which each Reporting Person has:

 
(i) 
sole power to vote or to direct the vote:

See Item 7 on the cover page(s) hereto.

 
(ii) 
shared power to vote or to direct the vote:

See Item 8 on the cover page(s) hereto.

 
(iii) 
sole power to dispose or to direct the disposition of:

See Item 9 on the cover page(s) hereto.

 
(iv) 
shared power to dispose or to direct the disposition of:

See Item 10 on the cover page(s) hereto.

(c)            Transactions in the class of securities reported on that were effected during the past sixty days by the Reporting Persons and, to the Reporting Persons’ knowledge, the Listed Persons are described below. Except as otherwise noted below, all such transactions were purchases of Shares effected in the open market, and the table includes commissions paid in per share prices.
 
Transaction
Date
Effecting
Person(s)
Shares Acquired
Shares Disposed
Price
Per Share(1)
Description
of Transaction
02/27/2012
Mittleman Investment Management LLC
47,950
  
3.5205
open market
02/28/2012
Mittleman Investment Management LLC
34,200
  
3.4624
open market
02/29/2012
Mittleman Investment Management LLC
2,250
  
3.4371
open market
03/02/2012
Mittleman Investment Management LLC
  
160
3.2791
open market
03/02/2012
Mittleman Investment Management LLC
18,400
  
3.4160
open market
03/05/2012
Mittleman Investment Management LLC
12,845
  
3.2746
open market
03/06/2012
Mittleman Investment Management LLC
20,000
  
3.2115
open market
03/08/2012
Mittleman Investment Management LLC
14,500
  
3.4022
open market
03/09/2012
Mittleman Investment Management LLC
3,500
  
3.4021
open market
03/12/2012
Mittleman Investment Management LLC
1,704
  
3.4200
open market
03/12/2012
Mittleman Investment Management LLC
  
800
3.4002
open market
03/13/2012
Mittleman Investment Management LLC
  
6,000
3.3800
open market
 
 
 
 
 
03/13/2012
Mittleman Investment Management LLC
6,196
  
3.4323
open market
03/14/2012
Mittleman Investment Management LLC
1,630
  
3.6016
open market
03/15/2012
Mittleman Investment Management LLC
4,000
  
3.4890
open market
03/16/2012
Mittleman Investment Management LLC
7,740
  
3.5018
open market
03/22/2012
Mittleman Investment Management LLC
  
260
3.2775
open market
03/23/2012
Mittleman Investment Management LLC
2,535
  
3.6651
open market
03/27/2012
Mittleman Investment Management LLC
1,540
  
3.6165
open market
03/28/2012
Mittleman Investment Management LLC
400
  
3.5916
open market
04/02/2012
Mittleman Investment Management LLC
5,600
  
3.6045
open market
04/09/2012
Mittleman Investment Management LLC
600
  
3.6050
open market
04/10/2012
Mittleman Investment Management LLC
25,000
  
3.5000
open market
04/11/2012
Mittleman Investment Management LLC
100
  
3.4700
open market
04/12/2012
Mittleman Investment Management LLC
  
200
3.5320
open market
04/12/2012
Mittleman Investment Management LLC
3,600
  
3.5965
open market
04/13/2012
Mittleman Investment Management LLC
19,879
  
3.6239
open market
04/16/2012
Mittleman Investment Management LLC
900
  
3.6780
open market
04/17/2012
Mittleman Investment Management LLC
12,924
  
3.7199
open market
04/18/2012
Mittleman Investment Management LLC
597
  
3.67
open market
04/19/2012
Mittleman Investment Management LLC
9,206
  
3.7899
open market
04/20/2012
Mittleman Investment Management LLC
1,200
  
3.8692
open market
04/23/2012
Mittleman Investment Management LLC
  
6,000
3.7800
open market
04/24/2012
Mittleman Investment Management LLC
  
54,220
4.2873
open market
04/25/2012
Mittleman Investment Management LLC
5,800
  
2.9598
open market
04/26/2012
Mittleman Investment Management LLC
71,560
  
2.4916
open market
04/27/2012
Mittleman Investment Management LLC
  
5,000
2.3300
open market
04/27/2012
Mittleman Investment Management LLC
43,056
  
2.4574
open market
 
 
 
 
 
04/30/2012
Mittleman Investment Management LLC
55,272
  
2.3226
open market
05/01/2012
Mittleman Investment Management LLC
32,768
  
2.3130
open market
05/02/2012
Mittleman Investment Management LLC
23,050
  
2.3065
open market
05/03/2012
Mittleman Investment Management LLC
20,500
  
2.2932
open market
05/04/2012
Mittleman Investment Management LLC
51,700
  
2.2464
open market
05/07/2012
Mittleman Investment Management LLC
45,239
  
2.2705
open market
 
(1)
Includes brokerage commissions in per share prices with respect to open market purchases.
 
(d)             Other persons are known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the securities covered by this statement. No such person is known to have such right or power with respect to more than five percent of the shares of Common Stock.

(e)             Not applicable.

The information, if any, called for by Items 2-6, inclusive, of Schedule 13D with respect to any person enumerated in Instruction C of Schedule 13D and required to be included in this statement is included in Exhibit 99.1 hereto or otherwise herein.  The information contained in Exhibit 99.1 hereto and each other Item herein is incorporated by reference in answer or partial answer to this Item.

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

Except as otherwise described herein, none of the Reporting Persons or, to the Reporting Persons’ knowledge, the Listed Persons has any legal or other contract, arrangement, understanding, or relationship with any other person with respect to any securities of the Company.

The information, if any, called for by Items 2-6, inclusive, of Schedule 13D with respect to any person enumerated in Instruction C of Schedule 13D and required to be included in this statement is included in Exhibit 99.1 hereto or otherwise herein.  The information contained in Exhibit 99.1 hereto and each other Item herein is incorporated by reference in answer or partial answer to this Item.

Item 7. Material to be Filed as Exhibits.

The following exhibits are filed as exhibits hereto:
 
Exhibit
Description of Exhibit
99.1
Additional Information (filed herewith)
99.2
Joint Filing Agreement (furnished herewith)
 
 
 
 
 
SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
 
 
MITTLEMAN BROTHERS, LLC
  
       
Date: May 7, 2012
By: 
/s/ Christopher P. Mittleman
 
   
Name: Christopher P. Mittleman
  
   
Title: Managing Partner
  
       
 
MASTER CONTROL LLC
  
       
 
By:
/s/ Christopher P. Mittleman
 
   
Name: Christopher P. Mittleman
  
   
Title: Authorized Signatory
  
       
 
MITTLEMAN INVESTMENT MANAGEMENT LLC
  
       
 
By:
/s/ Christopher P. Mittleman
 
   
Name: Christopher P. Mittleman
  
   
Title: Chief Investment Officer
  
       
 
CHRISTOPHER P. MITTLEMAN
  
       
   
/s/ Christopher P. Mittleman
 
 
 
 
 
 
 
 
EXHIBIT INDEX

Exhibit
Description of Exhibit
99.1
Additional Information (filed herewith)
99.2
Joint Filing Agreement (furnished herewith)
 
 
 
 EX-99.1 2 q1100486_ex99-1.htm ADDITIONAL INFORMATION Unassociated Document
 
EXHIBIT 99.1

ADDITIONAL INFORMATION

The name and present principal occupation or employment of each director and executive officer, and each person controlling, Mittleman Brothers, Master and MIM is set forth below.  The business address of each person named below is 188 Birch Hill Road, Locust Valley, New York 11560.  Each natural person named below is a citizen of the United States of America.  During the last five years, no person named below has been convicted in a criminal proceeding, or was a party to a civil proceeding, required to be disclosed herein.
 
Name
Title
Principal Occupation
Citizenship
Christopher P. Mittleman 
Managing Partner/Chief Investment Officer
Managing Partner/Chief Investment Officer of MIM
United States
David J. Mittleman
Managing Partner/Chief Client Relationship Officer
Managing Partner/Chief Client Relationship Officer of MIM
United States
Philip C. Mittleman
Managing Partner/Chief Operating Officer/Chief Compliance Officer
Managing Partner/Chief Operating Officer/Chief Compliance Officer of MIM
United States
 
 
 EX-99.2 3 q1100486_ex99-2.htm JOINT FILING AGREEMENT Unassociated Document
 
EXHIBIT 99.2

JOINT FILING AGREEMENT

Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the rules and regulations thereunder, each party hereto hereby agrees to the joint filing, on behalf of each of them, of any filing required by such party under Section 13 or Section 16 of the Exchange Act or any rule or regulation thereunder (including any amendment, restatement, supplement, and/or exhibit thereto) with the Securities and Exchange Commission (and, if such security is registered on a national securities exchange, also with the exchange), and further agrees to the filing, furnishing, and/or incorporation by reference of this agreement as an exhibit thereto.  This agreement shall remain in full force and effect until revoked by any party hereto in a signed writing provided to each other party hereto, and then only with respect to such revoking party.

IN WITNESS WHEREOF, each party hereto, being duly authorized, has caused this agreement to be executed and effective as of the date set forth below.
 
 
MITTLEMAN BROTHERS, LLC
  
       
Date: May 7, 2012
By: 
/s/ Christopher P. Mittleman
 
   
Name: Christopher P. Mittleman
  
   
Title: Managing Partner
  
       
 
MASTER CONTROL LLC
  
       
 
By:
/s/ Christopher P. Mittleman
 
   
Name: Christopher P. Mittleman
  
   
Title: Authorized Signatory
  
       
 
MITTLEMAN INVESTMENT MANAGEMENT LLC
  
       
 
By:
/s/ Christopher P. Mittleman
 
   
Name: Christopher P. Mittleman
  
   
Title: Chief Investment Officer
  
       
 
CHRISTOPHER P. MITTLEMAN
  
       
   
/s/ Christopher P. Mittleman