-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Oa7RBdY+fO2NQFawe6Y8h9KkvJr+dr0yCeIp7bkLyMENK4WJdRz5u+Eo9s9DrbYo W+yE8kmtwfwAad0fSZOkzw== 0000905148-08-001188.txt : 20080228 0000905148-08-001188.hdr.sgml : 20080228 20080228161923 ACCESSION NUMBER: 0000905148-08-001188 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20080221 FILED AS OF DATE: 20080228 DATE AS OF CHANGE: 20080228 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: BROADPOINT SECURITIES GROUP, INC. CENTRAL INDEX KEY: 0000782842 STANDARD INDUSTRIAL CLASSIFICATION: SECURITY BROKERS, DEALERS & FLOTATION COMPANIES [6211] IRS NUMBER: 222655804 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: ONE PENN PLAZA STREET 2: 42ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10119 BUSINESS PHONE: 518-447-8613 MAIL ADDRESS: STREET 1: ONE PENN PLAZA STREET 2: 42ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10119 FORMER COMPANY: FORMER CONFORMED NAME: BROADPOINT SECURITIES GROUP INC. DATE OF NAME CHANGE: 20071228 FORMER COMPANY: FORMER CONFORMED NAME: FIRST ALBANY COMPANIES INC DATE OF NAME CHANGE: 19920703 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PATTERSON MARK R CENTRAL INDEX KEY: 0001251957 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-14140 FILM NUMBER: 08650880 BUSINESS ADDRESS: STREET 1: 520 MADISON AVENUE CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2126519500 4 1 efc8-0397_ex.xml X0202 4 2008-02-21 0 0000782842 BROADPOINT SECURITIES GROUP, INC. BPSG 0001251957 PATTERSON MARK R C/O MATLINPATTERSON GLOBAL ADVISORS LLC, 520 MADISON AVE. NEW YORK NY 10022 1 0 1 0 Common Stock, par value $0.01 per share 2008-02-21 4 J 0 3589878 A 41499261 I See Footnotes On February 21, 2008, MatlinPatterson FA Acquisition LLC entered into an agreement (the "Adjustment Agreement") with the Issuer with respect to the Final Net Tangible Book Value Per Share (as such term is defined in the Investment Agreement dated as of May 14, 2007, between MatlinPatterson FA Acquisition LLC and the Issuer (the "Investment Agreement")) adjustment to the number of purchased shares provided for in the Investment Agreement. Pursuant to the terms of the Investment Agreement, as previously disclosed, the Issuer was required to issue additional shares of Common Stock to MatlinPatterson FA Acquisition LLC in the event that the Issuer's Final Net Tangible Book Value Per Share (as such term is defined in the Investment Agreement) at the closing was less than $1.60. The parties negotiated and agreed that, as of the closing, the Final Net Tangible Book Value Per Share was $1.25. The Adjustment Agreement required the Issuer to issue 3,589,878 additional shares of Common Stock to MatlinPatterson FA Acquisition LLC, in compliance with the terms of the Investment Agreement based on the negotiated and agreed upon final calculation of the Issuer's Final Net Tangible Book Value Per Share. MatlinPatterson FA Acquisition LLC is the direct owner of 41,499,261 shares of Common Stock of the Issuer. MatlinPatterson Global Opportunities Partners II L.P. and MatlinPatterson Global Opportunities Partners (Cayman) II L.P. (together, the "Funds") hold 100 percent of the membership interests in MatlinPatterson FA Acquisition LLC. MatlinPatterson Global Partners II LLC (the "General Partner") is the general partner of the Funds. MatlinPatterson Global Advisers LLC (the "Adviser") is the investment adviser to the Funds. MatlinPatterson Asset Management LLC holds 100 percent of the voting interest and equity of the Adviser and of the General Partner. MatlinPatterson LLC holds 100 percent of the equity of MatlinPatterson Asset Management LLC. Other than MatlinPatterson FA Acquisition LLC, each of the foregoing reporting persons disclaims beneficial ownership of the shares held by MatlinPatterson FA Acquisition LLC, except to the extent such reporting person holds an indirect pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose. /s/ MARK R. PATTERSON 2008-02-28 -----END PRIVACY-ENHANCED MESSAGE-----