-----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, I62L/MyCaKFphr52dqRGgdTIj+gN0lizWEVVMQZcwrwI9qya+0p7fQaANJKMEr+1 HyYbm8CF3oRLbStlEqZ/hw== 0000921895-08-002742.txt : 20081106 0000921895-08-002742.hdr.sgml : 20081106 20081106141855 ACCESSION NUMBER: 0000921895-08-002742 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20081106 DATE AS OF CHANGE: 20081106 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: MULTIMEDIA GAMES INC CENTRAL INDEX KEY: 0000896400 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-AMUSEMENT & RECREATION SERVICES [7900] IRS NUMBER: 742611034 STATE OF INCORPORATION: TX FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-60113 FILM NUMBER: 081166531 BUSINESS ADDRESS: STREET 1: 206 WILD BASIN RD. STREET 2: BUILDING B, FOURTH FLOOR CITY: AUSTIN STATE: TX ZIP: 78746 BUSINESS PHONE: 5123347500 MAIL ADDRESS: STREET 1: 206 WILD BASIN RD. STREET 2: BUILDING B, FOURTH FLOOR CITY: AUSTIN STATE: TX ZIP: 78746 FORMER COMPANY: FORMER CONFORMED NAME: TV BINGO NETWORK INC /TX/ DATE OF NAME CHANGE: 19930126 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: DOLPHIN LIMITED PARTNERSHIP III, L.P. CENTRAL INDEX KEY: 0001372405 IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1130 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 156 W. 56TH STREET STREET 2: SUITE 1203 CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 203-358-8000 MAIL ADDRESS: STREET 1: 96 CUMMINGS POINT ROAD CITY: STAMFORD STATE: CT ZIP: 06902 SC 13D/A 1 sc13da107378002_10312008.htm AMENDMENT NO. 1 TO THE SCHEDULE 13D sc13da107378002_10312008.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D
(Rule 13d-101)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
§ 240.13d-2(a)

(Amendment No. 1)1

Multimedia Games, Inc.
(Name of Issuer)

Common Stock , $0.01 par value
(Title of Class of Securities)

625453105
(CUSIP Number)

STEVEN WOLOSKY, ESQ.
OLSHAN GRUNDMAN FROME ROSENZWEIG & WOLOSKY LLP
Park Avenue Tower
65 East 55th Street
New York, New York 10022
(212) 451-2300
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

November 6, 2008
(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.


_______________
1              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. 625453105
 
1
NAME OF REPORTING PERSON
 
DOLPHIN LIMITED PARTNERSHIP I, L.P.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) x
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
WC
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
276,800
8
SHARED VOTING POWER
 
                  - 0 -
9
SOLE DISPOSITIVE POWER
 
276,800
10
SHARED DISPOSITIVE POWER
 
                  - 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
        276,800
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
x
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
1.0%
14
TYPE OF REPORTING PERSON
 
PN

2

CUSIP NO. 625453105
 
1
NAME OF REPORTING PERSON
 
DOLPHIN FINANCIAL PARTNERS, L.L.C.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) x
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
WC
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
148,900
8
SHARED VOTING POWER
 
                  - 0 -
9
SOLE DISPOSITIVE POWER
 
148,900
10
SHARED DISPOSITIVE POWER
 
                  - 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
       148,900
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
x
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
Less than 1%
14
TYPE OF REPORTING PERSON
 
OO

3

CUSIP NO. 625453105
 
1
NAME OF REPORTING PERSON
 
DOLPHIN LIMITED PARTNERSHIP III, L.P.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) x
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
WC
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
1,453,695
8
SHARED VOTING POWER
 
                  - 0 -
9
SOLE DISPOSITIVE POWER
 
1,453,695
10
SHARED DISPOSITIVE POWER
 
                  - 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
       1,453,695
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
x
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
5.5%
14
TYPE OF REPORTING PERSON
 
PN

4

CUSIP NO. 625453105
 
1
NAME OF REPORTING PERSON
 
DOLPHIN ASSOCIATES, LLC
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) x
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
AF
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
276,800
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
276,800
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
276,800
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
x
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
1.0%
14
TYPE OF REPORTING PERSON
 
OO

5

CUSIP NO. 625453105
 
1
NAME OF REPORTING PERSON
 
DOLPHIN HOLDINGS CORP.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) x
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
AF
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
276,800
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
276,800
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
276,800
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
x
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
1.0%
14
TYPE OF REPORTING PERSON
 
CO

6

CUSIP NO. 625453105
 
1
NAME OF REPORTING PERSON
 
DOLPHIN ASSOCIATES III, LLC
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) x
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
AF
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
1,453,695
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
1,453,695
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
1,453,695
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
x
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
5.5%
14
TYPE OF REPORTING PERSON
 
OO

7

CUSIP NO. 625453105
 
1
NAME OF REPORTING PERSON
 
DOLPHIN HOLDINGS CORP. III
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) x
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
AF
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
1,453,695
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
1,453,695
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
1,453,695
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
x
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
5.5%
14
TYPE OF REPORTING PERSON
 
CO

8

CUSIP NO. 625453105
 
1
NAME OF REPORTING PERSON
 
DONALD T. NETTER
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) x
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
AF
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
USA
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
1,879,395
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
1,879,395
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
1,879,395
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
7.1%
14
TYPE OF REPORTING PERSON
 
IN

9

CUSIP NO. 625453105
 
1
NAME OF REPORTING PERSON
 
JUSTIN A. ORLANDO
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) x
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
00
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
USA
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
- 0 -
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
- 0 -
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
- 0 -1
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
x
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
0%
14
TYPE OF REPORTING PERSON
 
IN
10

CUSIP NO. 625453105
 
The following constitutes Amendment No. 1 (“Amendment No. 1”) to the Schedule 13D filed by the undersigned.  This Amendment No. 1 amends the Schedule 13D as specifically set forth.

Item 3.
Source and Amount of Funds or Other Consideration.
 
Item 3 is hereby amended and restated to read as follows:

The securities purchased by Dolphin I, Dolphin Financial Partners and Dolphin III were purchased with working capital (which may, at any given time, include margin loans made by brokerage firms in the ordinary course of business) in open market purchases, except as otherwise noted.  The aggregate purchase cost of the 1,879,395 Shares beneficially owned in the aggregate by Dolphin I, Dolphin Financial Partners and Dolphin III is approximately $12,598,532, including brokerage commissions.

Item 4.
Purpose of Transaction.
 
Item 4 is hereby amended to add the following:

Since the filing of the initial Schedule 13D, the Reporting Persons have continued to engage in discussions with the Issuer regarding representation by the Reporting Persons on the Issuer’s Board.  The Reporting Persons currently believe that the Issuer represents an attractive investment opportunity for several reasons, including, among other things, the following:

·  
The Issuer trades at approximately 70% of tangible book value;
·  
The Issuer has less than 0.5x Net Debt to LTM EBITDA;
·  
Analysts project up to approximately $40 million of 2009 free cash (or over $1.50/share) available for share repurchases, dividends, debt repayment and properly structured growth initiatives;
·  
The slot/bingo machine segment has generally been the most recession resistant segment of the market and generates the highest ROI for operators;
·  
The Shares continue to be fairly liquid; and
·  
The Issuer trades at approximately 1.5x enterprise value to analyst estimated 2009 EBITDA, while comparable companies average 6.3x – a 75% discount.*

If, for example, the Issuer traded at just half the market multiple of the comparable companies the share price would be nearly $8.00.

Even considering the current economic and credit environment, with the Shares trading at levels not seen since early 2001, the Reporting Persons will advocate for future cash flows to be allocated as follows:

·  
An appropriate amount to shareholders in the form of open market share repurchases and/or dividends;
·  
A significant portion to continued debt repayment;
·  
An appropriate portion to properly structured growth initiatives that meet risk/reward and return on investment criteria.

As always, the Reporting Persons will continue to closely monitor developments with the Issuer and seek to work constructively with Board members to take the necessary steps to close the valuation gap for the benefit of all shareholders and set the Issuer on the path to maximizing shareholder value.
 
 

*  Enterprise value includes the value of the current portion of notes receivable, a discounted value of the long-term portion of notes receivable as of June 30, 2008 and $87 million of debt as of September 30, 2008 per the press release dated October 20, 2008.
 
11

CUSIP NO. 625453105

Item 5.
Interest in Securities of the Issuer.
 
Item 5 is hereby amended and restated to read as follows:

(a)           The aggregate percentage of Shares reported owned by each person named herein is based upon 26,587,821 Shares outstanding, as of August 1, 2008, which is the total number of Shares outstanding as reported in the Issuer’s Quarterly Report on Form 10-Q, filed with the Securities and Exchange Commission on August 8, 2008.

As of the date hereof, the Reporting Persons collectively own an aggregate of 1,879,395 Shares, constituting approximately 7.1% of the Shares outstanding.

As of the date hereof, Dolphin I beneficially owns 276,800 Shares, constituting approximately 1% of the Shares outstanding.  As the general partner of Dolphin I, Dolphin Associates may be deemed to beneficially own the 276,800 Shares owned by Dolphin I, constituting approximately 1% of the Shares outstanding.  As the managing member of Dolphin Associates, which in turn is the general partner of Dolphin I, Dolphin Holdings may be deemed to beneficially own the 276,800 Shares owned by Dolphin I, constituting approximately 1% of the Shares outstanding.  As the Chairman, Chief Executive Officer, President and Senior Managing Director of Dolphin Holdings, which is the managing member of Dolphin Associates, which in turn is the general partner of Dolphin I, Mr. Netter may be deemed to beneficially own the 276,800 Shares owned by Dolphin I, constituting approximately 1% of the Shares outstanding.

As of the date hereof, Dolphin III owns 1,453,695 Shares, constituting approximately 5.5% of the Shares outstanding.  As the general partner of Dolphin III, Dolphin Associates III may be deemed to beneficially own the 1,453,695 Shares owned by Dolphin III, constituting approximately 5.5% of the Shares outstanding.  As the managing member of Dolphin Associates III, which in turn is the general partner of Dolphin III, Dolphin Holdings III may be deemed to beneficially own the 1,453,695 Shares owned by Dolphin III, constituting approximately 5.5% of the Shares outstanding.  As the Chief Executive Officer, President and Senior Managing Director of Dolphin Holdings III, which is the managing member of Dolphin Associates III, which in turn is the general partner of Dolphin III, Mr. Netter may be deemed to beneficially own the 1,453,695 Shares owned by Dolphin III, constituting approximately 5.5% of the Shares outstanding.

As of the date hereof, Dolphin Financial Partners owns 148,900 Shares, constituting less than 1% of the Shares outstanding.  As the Manager of Dolphin Financial Partners, Mr. Netter may be deemed to beneficially own the 148,900 Shares owned by Dolphin Financial Partners, constituting less than 1% of the Shares outstanding.

Mr. Orlando does not directly own any Shares.  Mr. Orlando, as a member of a “group” for the purposes of Rule 13d-5(b)(1) of the Securities Exchange Act of 1934, as amended, is deemed to beneficially own the Shares beneficially owned by the other members of the Group.  Mr. Orlando disclaims beneficial ownership of the Shares owned in the aggregate by the other members of the Group.
 
12

CUSIP NO. 625453105

Each of Dolphin I, Dolphin Financial Partners, Dolphin III, Dolphin Associates, Dolphin Holdings, Dolphin Associates III, Dolphin Holdings III and Mr. Netter, as members of a “group” for the purposes of Rule 13d-5(b)(1) of the Securities Exchange Act of 1934, as amended, is deemed to beneficially own the Shares beneficially owned by the other members of the Group.  Each of Dolphin I, Dolphin Financial Partners, Dolphin III, Dolphin Associates, Dolphin Holdings, Dolphin Associates III, Dolphin Holdings III and Mr. Netter disclaims beneficial ownership of the Shares owned in the aggregate by the other members of the Group, except to the extent of its or his pecuniary interest therein.

(b)           By virtue of his position with Dolphin Holdings, Dolphin Holdings III and Dolphin Financial Partners, Mr. Netter has the sole power to vote and dispose of the Shares beneficially owned by Dolphin I, Dolphin III and Dolphin Financial Partners.

(c)           Schedule A annexed hereto lists all transactions in the Shares by the Reporting Persons since the filing of the Schedule 13D.  All of such transactions were effected in the open market, unless otherwise noted.

(d)           No person other than the Reporting Persons is known to have the right to receive, or the power to direct the receipt of dividends from, or proceeds from the sale of, the Shares.

(e)           Not applicable.
 
13

CUSIP NO. 625453105

SIGNATURES
 
After reasonable inquiry and to the best of his knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.
 
Dated:  November 6, 2008
DOLPHIN LIMITED PARTNERSHIP I, L.P.
   
 
By:
Dolphin Associates, LLC
General Partner
     
 
By:
Dolphin Holdings Corp.
Managing Member
   
 
By:
/s/ Donald T. Netter
   
Donald T. Netter
Chairman, Chief Executive Officer, President and Senior Managing Director

 
DOLPHIN LIMITED PARTNERSHIP III, L.P.
   
 
By:
Dolphin Associates III, LLC
General Partner
     
 
By:
Dolphin Holdings Corp. III
Managing Member
   
 
By:
/s/ Justin A. Orlando
   
Justin A. Orlando
Vice President, Managing Director

 
DOLPHIN FINANCIAL PARTNERS, L.L.C.
   
 
By:
/s/ Donald T. Netter
   
Donald T. Netter
Manager

 
DOLPHIN ASSOCIATES, LLC
   
 
By:
Dolphin Holdings Corp.
Managing Member
   
 
By:
/s/ Donald T. Netter
   
Donald T. Netter
Chairman, Chief Executive Officer, President and Senior Managing Director
 
 
14

CUSIP NO. 625453105

 
 
DOLPHIN ASSOCIATES III, LLC
   
 
By:
Dolphin Holdings Corp. III
Managing Member
   
 
By:
/s/ Justin A. Orlando
   
Justin A. Orlando
Vice President and Managing Director

 
DOLPHIN HOLDINGS CORP.
   
 
By:
/s/ Donald T. Netter
   
Donald T. Netter
Chairman, Chief Executive Officer, President and Senior Managing Director

 
DOLPHIN HOLDINGS CORP. III
   
 
By:
/s/ Justin A. Orlando
   
Justin A. Orlando
Vice President and Managing Director

 
/s/ Donald T. Netter
 
DONALD T. NETTER

 
/s/ Justin A. Orlando
 
JUSTIN A. ORLANDO
 
 
15

CUSIP NO. 625453105
 
SCHEDULE A

Transactions in the Shares Since the Filing of the Schedule 13D

Class of
Security
Securities
Purchased / (Sold)
 
Price ($)
Date of
Purchase / Sale

DOLPHIN LIMITED PARTNERSHIP I, L.P.
 
Common Stock
27,700
 
3.0694
11/03/2008
Common Stock
15,700
 
3.0375
11/04/2008
Common Stock
10,000
 
2.9564
11/15/2008
 
DOLPHIN FINANCIAL PARTNERS, L.L.C.
None
 
DOLPHIN LIMITED PARTNERSHIP III, L.P.
 
Common Stock
7,300
 
3.9098
10/08/2008
Common Stock
2,700
 
3.8438
10/09/2008
Common Stock
10,000
 
3.0201
10/10/2008
Common Stock
10,000
 
3.9277
10/13/2008
Common Stock
10,000
 
4.3906
10/17/2008
Common Stock
9,400
 
3.0114
10/17/2008
Common Stock
500
 
8.3375
10/20/2008
Common Stock
13,500
 
3.2600
10/20/2008
Common Stock
11,238
 
3.1723
10/21/2008
Common Stock
10,000
 
2.9319
10/22/2008
Common Stock
34,000
 
2.1463
10/24/2008
Common Stock
9,000
 
2.1517
10/27/2008
January Call Option
($5 Strike Price)
20,000
 
0.11035
10/28/2008
Common Stock
10,000
 
2.5430
10/29/2008
Common Stock
39,000  
2.4911
10/30/2008
Common Stock
 12,200  
2.7152 
10/31/2008
Common Stock
 5,300  
3.0705 
11/03/2008
 
 
DOLPHIN ASSOCIATES, LLC
None

DOLPHIN HOLDINGS CORP.
None
 
DOLPHIN ASSOCIATES III, LLC
None
 
DOLPHIN HOLDINGS CORP. III
None
 
 
16

CUSIP NO. 625453105
 
DONALD T. NETTER
None
 
JUSTIN A. ORLANDO
None
 
 
17

 

-----END PRIVACY-ENHANCED MESSAGE-----