EX-99.1 2 rrd75618_85407.htm STOCKHOLDER'S AGREEMENT rrd75618_85407.html
Exhibit 99.1

(1) By virtue of a Stockholders Agreement, dated as of July 25, 2005 (the
"Stockholders Agreement"), between the Reporting Person and those stockholders
of the Issuer listed therein, the Reporting Person may be deemed a beneficial
owner pursuant to Section 13(d) of the Securities Exchange Act of 1934, as
amended (the "Act"), of 63,154,128 shares of common stock, par value $0.10 per
share, of the Issuer ("Common Stock"), which includes 11,554,146 shares subject
to warrants or options that are exercisable within 60 days of July 25, 2005,
that are subject to the Stockholders Agreement. Also, the Reporting Person may
be deemed a beneficial owner pursuant to Section 13(d) of the Act of 7,554
shares of Common Stock owned by Plantex USA, Inc., a wholly owned subsidiary of
the Reporting Person. Pursuant to Rule 16a-1(a)(4) under the Act, the Reporting
Person hereby states that this Initial Statement of Beneficial Ownership of
Securities on Form 3 shall not be deemed an admission that the Reporting Person
is, for purposes of Section 16 of the Act or otherwise, the beneficial owner of
such shares of Common Stock. The Reporting Person does not have any pecuniary
interest in such shares of Common Stock.