0000929638-12-000184.txt : 20120305 0000929638-12-000184.hdr.sgml : 20120305 20120305142358 ACCESSION NUMBER: 0000929638-12-000184 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20120305 DATE AS OF CHANGE: 20120305 GROUP MEMBERS: NICHOLAS J. SINGER GROUP MEMBERS: SOOHYUNG KIM GROUP MEMBERS: STANDARD GENERAL MASTER FUND L.P. GROUP MEMBERS: STANDARD GENERAL OC MASTER FUND L.P. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Greektown Superholdings, Inc. CENTRAL INDEX KEY: 0001487685 STANDARD INDUSTRIAL CLASSIFICATION: HOTELS & MOTELS [7011] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-85556 FILM NUMBER: 12666013 BUSINESS ADDRESS: STREET 1: 555 EAST LAFAYETTE CITY: DETROIT STATE: MI ZIP: 48226 BUSINESS PHONE: 3132232999 MAIL ADDRESS: STREET 1: 555 EAST LAFAYETTE CITY: DETROIT STATE: MI ZIP: 48226 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Standard General L.P. CENTRAL INDEX KEY: 0001409888 IRS NUMBER: 680645436 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 650 MADISON AVENUE, 23RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-610-9177 MAIL ADDRESS: STREET 1: 650 MADISON AVENUE, 23RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 SC 13G 1 standardgen_13g.htm SCHEDULE 13G - GREEKTOWN SUPERHOLDINGS, INC. standardgen_13g.htm


 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
  OMB APPROVAL
  OMB Number:3235-0145
  Expires: February 28, 2009
  Estimated average burden
  hours per response… 10.4
 

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

Greektown Superholdings, Inc.
(Name of Issuer)

Series A-1 Convertible Preferred Stock
(Title of Class of Securities)

 
392485207
 
(CUSIP Number)

January 21, 2011
(Date of Event which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
[ X ]           Rule 13d-1(b)
[     ]           Rule 13d-1(c)
[     ]           Rule 13d-1(d)


*           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 the disclosures provided in a prior cover page.  Beneficial ownership information contained herein is given as of the date listed above.

The information required in 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).

 
 

 


 
1
Names of Reporting Persons.
 
Standard General L.P.
 
I.R.S. Identification Nos. of above persons (entities only)
 
68-0645436
 
2
Check the Appropriate Box if a Member of a Group (See Instructions)
 
(a)           [ ]
 
(b)           [ ]
3
SEC Use Only
4
Citizenship or Place of Organization.
Delaware
 
Number
of Shares
Beneficially
Owned by
Each
Reporting
Person With
5    Sole Voting Power
0 shares
6    Shared Voting Power
205,250 shares
7    Sole Dispositive Power
0 shares
8    Shared Dispositive Power
205,250 shares
 
9
Aggregate Amount Beneficially Owned by Each Reporting Person
205,250 shares  (For additional information, see Item 4.)
 
10
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)     [ ]
Not applicable.
 
11
Percent of Class Represented by Amount in Row (9)
14.0% (For additional information, see Item 4.)
 
12
Type of Reporting Person (See Instructions)
IA
 

 
 

 


 
1
Names of Reporting Persons.
 
Standard General Master Fund L.P.
 
I.R.S. Identification Nos. of above persons (entities only)
 
68-0645436
 
2
Check the Appropriate Box if a Member of a Group (See Instructions)
 
(a)           [ ]
 
(b)           [ ]
3
SEC Use Only
4
Citizenship or Place of Organization.
Cayman Islands
 
Number
of Shares
Beneficially
Owned by
Each
Reporting
Person With
5    Sole Voting Power
0 shares
6    Shared Voting Power
101,462 shares
7    Sole Dispositive Power
0 shares
8    Shared Dispositive Power
101,462 shares
 
9
Aggregate Amount Beneficially Owned by Each Reporting Person
101,462 shares (For additional information, see Item 4.)
 
10
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)     [ ]
Not applicable.
 
11
Percent of Class Represented by Amount in Row (9)
6.9%
 
12
Type of Reporting Person (See Instructions)
PN
 


 
 

 


 
1
Names of Reporting Persons.
 
SGMF Holdco LLC
 
I.R.S. Identification Nos. of above persons (entities only)
 
45-4671778
 
2
Check the Appropriate Box if a Member of a Group (See Instructions)
 
(a)           [ ]
 
(b)           [ ]
3
SEC Use Only
4
Citizenship or Place of Organization.
Delaware
 
Number
of Shares
Beneficially
Owned by
Each
Reporting
Person With
5    Sole Voting Power
0 shares
6    Shared Voting Power
25,366 shares
7    Sole Dispositive Power
0 shares
8    Shared Dispositive Power
25,366 shares
 
9
Aggregate Amount Beneficially Owned by Each Reporting Person
25,366 shares (For additional information, see Item 4.)
 
10
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)     [ ]
Not applicable.
 
11
Percent of Class Represented by Amount in Row (9)
1.7%
 
12
Type of Reporting Person (See Instructions)
OO (limited liability company)
 


 
 

 


 
1
Names of Reporting Persons.
 
SGMF HC LLC
 
I.R.S. Identification Nos. of above persons (entities only)
 
45-4681863
 
 
2
Check the Appropriate Box if a Member of a Group (See Instructions)
 
(a)           [ ]
 
(b)           [ ]
3
SEC Use Only
4
Citizenship or Place of Organization.
Delaware
 
Number
of Shares
Beneficially
Owned by
Each
Reporting
Person With
5    Sole Voting Power
0 shares
6    Shared Voting Power
25,366 shares
7    Sole Dispositive Power
0 shares
8    Shared Dispositive Power
25,366 shares
 
9
Aggregate Amount Beneficially Owned by Each Reporting Person
25,366 shares (For additional information, see Item 4.)
 
10
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)     [ ]
Not applicable.
 
11
Percent of Class Represented by Amount in Row (9)
1.7%
 
12
Type of Reporting Person (See Instructions)
OO (limited liability company)
 


 
 

 


 
1
Names of Reporting Persons.
 
Standard General OC Master Fund L.P.
 
I.R.S. Identification Nos. of above persons (entities only)
 
98-0629522
 
2
Check the Appropriate Box if a Member of a Group (See Instructions)
 
(a)           [ ]
 
(b)           [ ]
3
SEC Use Only
4
Citizenship or Place of Organization.
Cayman Islands
 
Number
of Shares
Beneficially
Owned by
Each
Reporting
Person With
5    Sole Voting Power
0 shares
6    Shared Voting Power
101,964 shares
7    Sole Dispositive Power
0 shares
8    Shared Dispositive Power
101,964 shares
 
9
Aggregate Amount Beneficially Owned by Each Reporting Person
101,964 shares (For additional information, see Item 4.)
 
10
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)     [ ]
Not applicable.
 
11
Percent of Class Represented by Amount in Row (9)
7.0%
 
12
Type of Reporting Person (See Instructions)
PN
 


 
 

 


 
1
Names of Reporting Persons.
 
OCMF Holdco LLC
 
I.R.S. Identification Nos. of above persons (entities only)
 
45-4671726
 
2
Check the Appropriate Box if a Member of a Group (See Instructions)
 
(a)           [ ]
 
(b)           [ ]
3
SEC Use Only
4
Citizenship or Place of Organization.
Delaware
 
Number
of Shares
Beneficially
Owned by
Each
Reporting
Person With
5    Sole Voting Power
0 shares
6    Shared Voting Power
25,491 shares
7    Sole Dispositive Power
0 shares
8    Shared Dispositive Power
25,491 shares
 
9
Aggregate Amount Beneficially Owned by Each Reporting Person
25,491 shares (For additional information, see Item 4.)
 
10
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)     [ ]
Not applicable.
 
11
Percent of Class Represented by Amount in Row (9)
1.7%
 
12
Type of Reporting Person (See Instructions)
OO (limited liability company)
 


 
 

 


 
1
Names of Reporting Persons.
 
OCMF HC LLC
 
I.R.S. Identification Nos. of above persons (entities only)
 
80-0790447
 
2
Check the Appropriate Box if a Member of a Group (See Instructions)
 
(a)           [ ]
 
(b)           [ ]
3
SEC Use Only
4
Citizenship or Place of Organization.
Delaware
 
Number
of Shares
Beneficially
Owned by
Each
Reporting
Person With
5    Sole Voting Power
0 shares
6    Shared Voting Power
25,491 shares
7    Sole Dispositive Power
0 shares
8    Shared Dispositive Power
25,491 shares
 
9
Aggregate Amount Beneficially Owned by Each Reporting Person
25,491 shares (For additional information, see Item 4.)
 
10
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)     [ ]
Not applicable.
 
11
Percent of Class Represented by Amount in Row (9)
1.7%
 
12
Type of Reporting Person (See Instructions)
OO (limited liability company)
 


 
 

 


1
Names of Reporting Persons.
 
Soohyung Kim
I.R.S. Identification Nos. of above persons (entities only)
 
 
2
Check the Appropriate Box if a Member of a Group (See Instructions)
 
(a)           [ ]
 
(b)           [ ]
3
SEC Use Only
4
Citizenship or Place of Organization.
United States
 
Number
of Shares
Beneficially
Owned by
Each
Reporting
Person With
5    Sole Voting Power
0 shares
6    Shared Voting Power
205,250 shares
7    Sole Dispositive Power
0 shares
8    Shared Dispositive Power
205,250 shares
 
9
Aggregate Amount Beneficially Owned by Each Reporting Person
205,250 shares  (For additional information, see Item 4.)
 
10
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)     [ ]
Not applicable.
 
11
Percent of Class Represented by Amount in Row (9)
14.0%  (For additional information, see Item 4.)
 
12
Type of Reporting Person (See Instructions)
IN, HC
 

 
 

 


1
Names of Reporting Persons.
 
Nicholas J. Singer
I.R.S. Identification Nos. of above persons (entities only)
 
 
2
Check the Appropriate Box if a Member of a Group (See Instructions)
 
(a)           [ ]
 
(b)           [ ]
3
SEC Use Only
4
Citizenship or Place of Organization.
United States
 
Number
of Shares
Beneficially
Owned by
Each
Reporting
Person With
5    Sole Voting Power
0 shares
6    Shared Voting Power
205,250 shares
7    Sole Dispositive Power
0 shares
8    Shared Dispositive Power
205,250 shares
 
9
Aggregate Amount Beneficially Owned by Each Reporting Person
205,250 shares  (For additional information, see Item 4.)
 
10
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)     [ ]
Not applicable.
 
11
Percent of Class Represented by Amount in Row (9)
14.0%  (For additional information, see Item 4.)
 
12
Type of Reporting Person (See Instructions)
IN, HC
 


 

 
 

 

Item 1.
 
(a)
Name of Issuer
 
Greektown Superholdings, Inc.
(b)
Address of Issuer’s Principal Executive Offices
 
555 East Lafayette
Detroit, MI 48226

 
Item 2.
 
(a)
Name of Person Filing
 
(i) Standard General L.P.
(ii) Soohyung Kim, a co-managing member of Standard General L.P.
(iii) Standard General Master Fund L.P.
(iv) SGMF Holdco LLC
(v) SGMF HC LLC
(vi) Standard General OC Master Fund L.P.
(vii) OCMF Holdco LLC
(viii) OCMF HC LLC
(ix) Nicholas J. Singer, a co-managing member of Standard General L.P.
 
(b)
Address of Principal Business Office or, if none, Residence
 
c/o Standard General L.P.
650 Madison Avenue, 23rd Floor
New York, NY 10022
(c)
Citizenship
 
(i) Standard General L.P. is a Delaware limited partnership
(ii) Standard General Master Fund L.P. is a Cayman Islands limited partnership
(iii) SGMF Holdco LLC, is a Delaware limited liability company
(iv) SGMF HC LLC, is a Delaware limited liability company
(v) Standard General OC Master Fund L.P. is a Cayman Islands limited partnership
(vi) OCMF Holdco LLC, is a Delaware limited liability company
(vii) OCMF HC LLC, is a Delaware limited liability company
(viii) Mr. Kim is a United States citizen
(ix) Mr. Singer is a United States citizen
 
(d)
Title of Class of Securities
 
Series A-1 Convertible Preferred Stock
(e)
CUSIP Number
 
392485207

 

 
 

 


 
Item 3.
If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
 
(a)
[ ]
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
(b)
[ ]
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
(c)
[ ]
Insurance Company as defined in Section 3(a)(19) of the Act
(d)
[ ]
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).
(e)
[ X ]
An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
(f)
[ ]
An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
(g)
[ X ]
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
[ ]
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
[ ]
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
[ ]
A non-U.S. institution in accordance with §240.13d–1(b)(1)(ii)(J);
(k)
[ ]
Group, in accordance with §240.13d-1(b)(1)(ii)(K).
 
If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
 

 
 

 

Item 4.
Ownership**
 
Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
 

 
(a)
Amount Beneficially Owned **
 
(i) 205,250 shares
(ii) 101,462 shares
(iii) 25,366 shares
(iv) 25,366 shares
(v) 101,964 shares
(vi) 25,491 shares
(vii) 25,491 shares
(viii) 205,250 shares
(ix) 205,250 shares
 
(b)
Percent of Class**
 
(i) 14.0%
(ii) 6.9%
(iii) 1.7%
(iv) 1.7%
(v) 7.0%
(vi) 1.7%
(vii) 1.7%
(viii) 14.0%
(ix) 14.0%
 
(c)
Number of shares as to which such person has:
 
(i)
sole power to vote or to direct the vote **
   
(i) 0 shares
(ii) 0 shares
(iii) 0 shares
(iv) 0 shares
(v) 0 shares
(vi) 0 shares
(vii) 0 shares
(viii) 0 shares
(ix) 0 shares
 

 

 
 

 


 
 
(ii)
shared power to vote or to direct the vote**
   
(i) 205,250 shares
(ii) 101,462 shares
(iii) 25,366 shares
(iv) 25,366 shares
(v) 101,964 shares
(vi) 25,491 shares
(vii) 25,491 shares
(viii) 205,250 shares
(ix) 205,250 shares
 
 
(iii)
sole power to dispose or to direct the disposition of**
   
(i) 0 shares
(ii) 0 shares
(iii) 0 shares
(iv) 0 shares
(v) 0 shares
(vi) 0 shares
(vii) 0 shares
(viii) 0 shares
(ix) 0 shares
 
 
(iv)
shared power to dispose or to direct the disposition of**
   
(i) 205,250 shares
(ii) 101,462 shares
(iii) 25,366 shares
(iv) 25,366 shares
(v) 101,964shares
(vi) 25,491 shares
(vii) 25,491 shares
(viii) 205,250 shares
(ix) 205,250 shares
 

 
**      This statement is filed by: (i) Standard General L.P. (“Standard General”); (ii) Standard General Master Fund L.P. (the “Master Fund”); (iii) SGMF Holdco LLC (“SGMF Holdco”); (iv) SGMF HC LLC (“SGMF HC “); (v) Standard General OC Master Fund L.P (the “OC Master Fund”); (vi) OCMF Holdco LLC ( “OCMF Holdco”); (vii) OCMF HC LLC (“OCMF HC” and, together with the foregoing, the “Funds”); (viii) Soohyung Kim (“Mr. Kim”), a director of the general partner of the general partner of Standard General; and (ix) Nicholas J. Singer (“Mr. Singer”), a director of the general partner of the general partner of Standard General.
 
Standard General serves as investment manager to each of the Funds and another private investment vehicle and, in such capacity, exercises voting and investment control over the shares held for the accounts of the Funds and such other such private investment vehicle.  Mr. Kim and Mr. Singer may be deemed to have indirect beneficial ownership of the shares reported herein based on their relationship with Standard General.  Each of the Reporting Persons disclaims beneficial ownership of the shares reported herein except to the extent of its pecuniary interest in such shares.
 
The Reporting Persons have entered into a Joint Filing Agreement, a copy of which is incorporated herein by reference as Exhibit 99.1, pursuant to which they have agreed to file this Schedule 13G jointly in accordance with the provisions of Rule 13d-1(k) of the Securities Exchange Act of 1934, as amended.
 

 
 

 


 
Item 5.
Ownership of Five Percent or Less of a Class
 
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [ ].
 
Not applicable.
 
Item 6.
Ownership of More than Five Percent on Behalf of Another Person
 
Other than as set forth herein, no other person has the right to receive or the power to direct the receipt of dividends from, or proceeds from the sale of, in excess of 5% of the total outstanding Units.
 
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company
 
Not applicable.
 
Item 8.
Identification and Classification of Members of the Group
 
Not applicable.
 
Item 9.
Notice of Dissolution of Group
 
Not applicable.
 
Item 10.
Certification
 
Not applicable.
 

 
 

 

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.
 
Date:              March 5, 2012
 
STANDARD GENERAL L.P.

By:  Standard General Holdings L.P.
its General Partner

By:  Standard General S Corp
its General Partner

By:           /s/ Soohyung Kim
                                                                                                                 Name: Soohyung Kim 
                                                                                                                 Title:  Director  
 
By:           /s/ Nicholas J. Singer
                                                                                                                 Name: Nicholas J. Singer
                                                                                                                 Title:  Director


STANDARD GENERAL MASTER FUND L.P.

By:  Standard General GP LLC
its General Partner

By:  Standard General Management LLC
its Managing Member

By:           /s/ Soohyung Kim
                                                                                                                 Name: Soohyung Kim
                                                                                                                 Title:  Co- Managing Member

By:           /s/ Nicholas J. Singer
                                                                                                                 Name: Nicholas J. Singer
                                                                                                                 Title:  Co- Managing Member


SGMF HOLDCO LLC

By:  Standard General L.P.
its Manager

By:  Standard General Holdings L.P.
its General Partner

By:  Standard General S Corp
its General Partner

By:           /s/ Soohyung Kim
                                                                                                                 Name: Soohyung Kim 
                                                                                                                 Title:  Director  
 
By:           /s/ Nicholas J. Singer
                                                                                                                 Name: Nicholas J. Singer
                                                                                                                 Title:  Director


SGMF HC LLC

By:  Standard General L.P.
its Manager

By:  Standard General Holdings L.P.
its General Partner

By:  Standard General S Corp
its General Partner

By:           /s/ Soohyung Kim
                                                                                                                 Name: Soohyung Kim 
                                                                                                                 Title:  Director  
 
By:           /s/ Nicholas J. Singer
                                                                                                                 Name: Nicholas J. Singer
                                                                                                                 Title:  Director


STANDARD GENERAL OC MASTER FUND L.P.

By:  Standard General GP LLC
its General Partner

By:  Standard General Management LLC
its Managing Member

By:           /s/ Soohyung Kim
                                                                                                                 Name: Soohyung Kim
                                                                                                                 Title:  Co- Managing Member

By:           /s/ Nicholas J. Singer
                                                                                                                 Name: Nicholas J. Singer
                                                                                                                 Title:  Co- Managing Member


OCMF HOLDCO LLC

By:  Standard General L.P.
its Manager

By:  Standard General Holdings L.P.
its General Partner

By:  Standard General S Corp
its General Partner

By:           /s/ Soohyung Kim
                                                                                                                 Name: Soohyung Kim 
                                                                                                                 Title:  Director  
 
By:           /s/ Nicholas J. Singer
                                                                                                                 Name: Nicholas J. Singer
                                                                                                                 Title:  Director


OCMF HC LLC

By:  Standard General L.P.
its Manager

By:  Standard General Holdings L.P.
its General Partner

By:  Standard General S Corp
its General Partner

By:           /s/ Soohyung Kim
                                                                                                                 Name: Soohyung Kim 
                                                                                                                 Title:  Director  
 
By:           /s/ Nicholas J. Singer
                                                                                                                 Name: Nicholas J. Singer
                                                                                                                 Title:  Director


/s/ Soohyung Kim
                                                                                                Name: Soohyung Kim


/s/ Nicholas J. Singer
                                                                                                Name: Nicholas J. Singer


 

 
 

 

Exhibit 99.1
 
JOINT FILING AGREEMENT
 
This Joint Filing Agreement, dated as of March 5, 2012, is by and between Standard General L.P., Standard General Master Fund L.P., SGMF Holdco LLC, SGMF HC LLC, Standard General OC Master Fund L.P., OCMF Holdco LLC, OCMF HC LLC, Soohyung Kim and Nicholas J. Singer (the "Reporting Persons").
 
Each of the Reporting Persons may be required to file with the United States Securities and Exchange Commission a statement on Schedule 13G and/or Schedule 13D with respect to Series A-1 Convertible Preferred Stock of Greektown Superholdings, Inc. that may be deemed beneficially owned by them from time to time.

Pursuant to and in accordance with Rule 13(d)(1)(k) promulgated under the Securities Exchange Act of 1934, as amended, the Reporting Persons hereby agree to file a single statement on Schedule 13G and/or Schedule 13D, as may be appropriate from time to time, and/or any amendments thereto, on behalf of each of such parties, and hereby further agree to file this Joint Filing Agreement as an exhibit to such statement, as required by such rule.
 
This Joint Filing Agreement may be terminated by any of the Reporting Persons upon one week’s prior written notice or such lesser period of notice as the Reporting Persons may mutually agree.
 
Executed and delivered as of the date first above written.
 
STANDARD GENERAL L.P.

By:  Standard General Holdings L.P.
its General Partner

By:  Standard General S Corp
its General Partner

By:           /s/ Soohyung Kim
                                                                                                                 Name: Soohyung Kim 
                                                                                                                 Title:  Director  
 
By:           /s/ Nicholas J. Singer
                                                                                                                 Name: Nicholas J. Singer
                                                                                                                 Title:  Director


STANDARD GENERAL MASTER FUND L.P.

By:  Standard General GP LLC
its General Partner

By:  Standard General Management LLC
its Managing Member

By:           /s/ Soohyung Kim
                                                                                                                 Name: Soohyung Kim
                                                                                                                 Title:  Co- Managing Member

By:           /s/ Nicholas J. Singer
                                                                                                                 Name: Nicholas J. Singer
                                                                                                                 Title:  Co- Managing Member


SGMF HOLDCO LLC

By:  Standard General L.P.
its Manager

By:  Standard General Holdings L.P.
its General Partner

By:  Standard General S Corp
its General Partner

By:           /s/ Soohyung Kim
                                                                                                                 Name: Soohyung Kim 
                                                                                                                 Title:  Director  
 
By:           /s/ Nicholas J. Singer
                                                                                                                 Name: Nicholas J. Singer
                                                                                                                 Title:  Director


SGMF HC LLC

By:  Standard General L.P.
its Manager

By:  Standard General Holdings L.P.
its General Partner

By:  Standard General S Corp
its General Partner

By:           /s/ Soohyung Kim
                                                                                                                 Name: Soohyung Kim 
                                                                                                                 Title:  Director  
 
By:           /s/ Nicholas J. Singer
                                                                                                                 Name: Nicholas J. Singer
                                                                                                                 Title:  Director


STANDARD GENERAL OC MASTER FUND L.P.

By:  Standard General GP LLC
its General Partner

By:  Standard General Management LLC
its Managing Member

By:           /s/ Soohyung Kim
                                                                                                                 Name: Soohyung Kim
                                                                                                                 Title:  Co- Managing Member

By:           /s/ Nicholas J. Singer
                                                                                                                 Name: Nicholas J. Singer
                                                                                                                 Title:  Co- Managing Member


OCMF HOLDCO LLC

By:  Standard General L.P.
its Manager

By:  Standard General Holdings L.P.
its General Partner

By:  Standard General S Corp
its General Partner

By:           /s/ Soohyung Kim
                                                                                                                 Name: Soohyung Kim 
                                                                                                                 Title:  Director  
 
By:           /s/ Nicholas J. Singer
                                                                                                                 Name: Nicholas J. Singer
                                                                                                                 Title:  Director


OCMF HC LLC

By:  Standard General L.P.
its Manager

By:  Standard General Holdings L.P.
its General Partner

By:  Standard General S Corp
its General Partner

By:           /s/ Soohyung Kim
                                                                                                                 Name: Soohyung Kim 
                                                                                                                 Title:  Director  
 
By:           /s/ Nicholas J. Singer
                                                                                                                 Name: Nicholas J. Singer
                                                                                                                 Title:  Director


/s/ Soohyung Kim
                                                                                                Name: Soohyung Kim


/s/ Nicholas J. Singer
                                                                                                Name: Nicholas J. Singer