X0201 4 2003-08-25 0 0001106607 JP MORGAN PARTNERS BHCA LP NUCO 0001106607 JP MORGAN PARTNERS BHCA LP C/O J.P. MORGAN PARTNERS, LLC 1221 AVENUE OF THE AMERICAS-40TH FLOOR NEW YORK NY 10020 0 0 1 0 Options (right to purchase) 7.25 2009-10-02 Common Stock 6000 6000 I see footnote Options (right to purchase) 7.82 2011-01-01 Common Stock 10000 10000 I see footnote Warrants 6.65 2003-08-27 2009-02-27 Common Stock 335101 665403 D Warrants 6.65 2003-08-27 2009-02-27 Common Stock 330302 665403 D Convertible Preferred Stock 9.28 Common Stock 694709 694709 D Options (right to purchase) 8.69 2012-10-21 Common Stock 6000 6000 I see footnote Options (right to purchase) 4.85 2013-03-12 Common Stock 6000 6000 I see footnote Warrants 8.79 2003-08-25 4 A 0 192148 0 A 2003-08-25 2013-08-25 Common Stock 192148 192148 D Warrants 8.79 2003-08-25 4 A 0 33795 0 A 2003-08-25 2013-08-25 Common Stock 33795 33795 I see footnote Warrants 8.79 2003-08-25 4 A 0 16967 0 A 2003-08-25 2013-08-25 Common Stock 16967 16967 I see footnote Warrants 8.79 2003-08-25 4 A 0 5193 0 A 2003-08-25 2013-08-25 Common Stock 5193 5193 I see footnote Warrants 8.79 2003-08-25 4 A 0 1897 0 A 2003-08-25 2013-08-25 Common Stock 1897 1897 I see footnote One-third of the number of shares subject to the option were exercisable commencing October 20, 2000, one-third of the number of shares subject to the option were exercisable commencing October 20, 2001 and the final one-third of the number of shares subject to the option were exercisable commencing October 20, 2002. The option was granted to Richard Waters, a limited partner of the JPMP Master Fund Manager, L.P., which is the general partner of J.P. Morgan Partners (BHCA), L.P. ("JPM BHCA") and a Managing Director of the general partner of JPMP Master Fund Manager, L.P. Mr. Waters is obligated to exercise the option at the request of, and to transfer any shares issued under the stock option to, JPM BHCA. One-fifth of the number of shares subject to the option were exercisable commencing January 2, 2001, one-fifth of the number of shares subject to the option were exercisable commencing January 2, 2002, one-fifth of the number of shares subject to the option were exercisable commencing January 2, 2003, one-fifth of the number of shares subject to the option are exercisable commencing January 2, 2004 and the final one-fifth of the number of shares subject to the option are exercisable commencing January 2, 2005. The expiration date of these warrants was extended by Issuer. The Convertible Preferred Stock is immediately exercisable. It has no expiration date. Pursuant to the anti-dilution provisions of the warrants and the convertible preferred stock, the number of shares of common stock issuable upon exercise of outstanding warrants increased and the conversion price of the Convertible Preferred Stock decreased as the result of a private placement effected on August 22, 2002. Dividends are payable in kind if not paid in cash. One-third of the number of shares subject to the option are exercisable commencing October 21, 2003, one-third of the number of shares subject to the option are exercisable commencing October 21, 2004, and the final one-third of the number of shares subject to the option are exercisable commencing October 21, 2005. One-third of the number of shares subject to the option were exercisable on March 12, 2003; one-third of the number of shares subject to the option are exercisable commencing March 12, 2004; and the final one-third of the number of shares subject to the option are exercisable commencing March 12, 2005. The amounts shown represent the beneficial ownership of the Issuer's equity securities by J.P. Morgan Partners Global Investors, L.P. The amounts shown represent the beneficial ownership of the Issuer's equity securities by J.P. Morgan Partners Global Investors (Cayman), L.P. The amounts shown represent the beneficial ownership of the Issuer's equity securities by J.P. Morgan Partners Global Investors A, L.P. The amounts shown represent the beneficial ownership of the Issuer's equity securities by J.P. Morgan Partners Global Investors (Cayman) II, L.P. Richard D. Waters, Jr. 2003-08-27