|
OMB
APPROVAL
|
|
OMB
Number:
|
|
Expires:February
28, 2009
|
|
Estimated
average burden
|
|
hours
per response 14.5
|
|
CUSIP
No.
|
29264F205
|
|||
|
1
|
Name
of Reporting Person.
I.R.S.
IDENTIFICATION
D.
E. Shaw Composite Portfolios, L.L.C.
FEIN
13-4152438
|
|||
|
2
|
Check
the Appropriate Box if a Member of a Group (See
Instructions)
(a)
[_]
(b)
[_]
|
|||
|
3
|
SEC
Use Only
|
|||
|
4
|
Source
of Funds (See Instructions)
WC
|
|||
|
5
|
Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items 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
-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-
|
|||
|
12
|
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions) [_]
|
|||
|
13
|
Percent
of Class Represented by Amount in Row (11)
0.0%
|
|||
|
14
|
Type
of Reporting Person (See Instructions)
OO
|
|||
|
CUSIP
No.
|
29264F205
|
|||
|
1
|
Name
of Reporting Person.
I.R.S.
IDENTIFICATION
D.
E. Shaw Valence Portfolios, L.L.C.
FEIN
13-4046559
|
|||
|
2
|
Check
the Appropriate Box if a Member of a Group (See
Instructions)
(a)
[_]
(b)
[_]
|
|||
|
3
|
SEC
Use Only
|
|||
|
4
|
Source
of Funds (See Instructions)
WC
|
|||
|
5
|
Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items 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
-0-
|
||
|
8
|
Shared
Voting Power
13,186,641
|
|||
|
9
|
Sole
Dispositive Power
-0-
|
|||
|
10
|
Shared
Dispositive Power
13,186,641
|
|||
|
11
|
Aggregate
Amount Beneficially Owned by Each Reporting Person 1
13,186,641
|
|||
|
12
|
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions) [_]
|
|||
|
13
|
Percent
of Class Represented by Amount in Row (11)
9.8%
|
|||
|
14
|
Type
of Reporting Person (See Instructions)
OO
|
|||
|
CUSIP
No.
|
29264F205
|
|||
|
1
|
Name
of Reporting Person.
I.R.S.
IDENTIFICATION
D.
E. Shaw & Co., L.L.C.
FEIN
13-3799946
|
|||
|
2
|
Check
the Appropriate Box if a Member of a Group (See Instructions)
(a)
[_]
(b)
[_]
|
|||
|
3
|
SEC
Use Only
|
|||
|
4
|
Source
of Funds (See Instructions)
AF
|
|||
|
5
|
Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items 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
-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-
|
|||
|
12
|
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions) [_]
|
|||
|
13
|
Percent
of Class Represented by Amount in Row (11)
0.0%
|
|||
|
14
|
Type
of Reporting Person (See Instructions)
OO
|
|||
|
CUSIP
No.
|
29264F205
|
|||
|
1
|
Name
of Reporting Person.
I.R.S.
IDENTIFICATION
D.
E. Shaw & Co., L.P.
FEIN
13-3695715
|
|||
|
2
|
Check
the Appropriate Box if a Member of a Group (See Instructions)
(a)
[_]
(b)
[_]
|
|||
|
3
|
SEC
Use Only
|
|||
|
4
|
Source
of Funds (See Instructions)
AF
|
|||
|
5
|
Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items 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
-0-
|
||
|
8
|
Shared
Voting Power
13,190,341
|
|||
|
9
|
Sole
Dispositive Power
-0-
|
|||
|
10
|
Shared
Dispositive Power
13,190,341
|
|||
|
11
|
Aggregate
Amount Beneficially Owned by Each Reporting Person
13,190,341
|
|||
|
12
|
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions) [_]
|
|||
|
13
|
Percent
of Class Represented by Amount in Row (11)
9.8%
|
|||
|
14
|
Type
of Reporting Person (See Instructions)
IN,
PN
|
|||
|
CUSIP
No.
|
29264F205
|
|||
|
1
|
Name
of Reporting Person.
I.R.S.
IDENTIFICATION
David
E. Shaw
|
|||
|
2
|
Check
the Appropriate Box if a Member of a Group (See Instructions)
(a)
[_]
(b)
[_]
|
|||
|
3
|
SEC
Use Only
|
|||
|
4
|
Source
of Funds (See Instructions)
AF
|
|||
|
5
|
Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items 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
-0-
|
||
|
8
|
Shared
Voting Power
13,190,341
|
|||
|
9
|
Sole
Dispositive Power
-0-
|
|||
|
10
|
Shared
Dispositive Power
13,190,341
|
|||
|
11
|
Aggregate
Amount Beneficially Owned by Each Reporting Person
13,190,341
|
|||
|
12
|
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions) [_]
|
|||
|
13
|
Percent
of Class Represented by Amount in Row (11)
9.8%
|
|||
|
14
|
Type
of Reporting Person (See Instructions)
IN
|
|||
|
This
Amendment No. 4 to Schedule 13D amends and supplements the Schedule 13D
filed with the Securities and Exchange Commission (the “SEC”) on July 27, 2007, as amended by
Amendment No. 1 to Schedule 13D filed with the SEC on October 12, 2007, by
Amendment No. 2 to Schedule 13D filed with the SEC on November 21, 2007,
and by Amendment No. 3 to Schedule 13D filed with the SEC on December 21,
2007 (as amended, the “Schedule
13D”). Capitalized terms used herein which are not
defined herein have the meanings given to such terms in the Schedule
13D. Except as otherwise provided herein, all Items of the
Schedule 13D remain unchanged.
|
|
|
Item
3.
|
Source
and Amount of Funds or Other Consideration
|
|
Item
3 of the Schedule 13D is hereby supplemented as follows:
|
|
|
In
acquiring 280,185 additional Common Shares owned by Valence since December
20, 2007, Valence expended approximately $7,378,352 (excluding
commissions) of its working capital.
|
|
|
Item
4.
|
Purpose
of Transaction
|
|
Item
4 of the 13D is hereby supplemented as follows:
|
|
|
Valence
has sent a letter to Mr. Roger Kimmel, Chairman of the Board of the
Issuer, dated February 27, 2008, expressing concerns with the strategic
direction of the Issuer. The Reporting Persons have attached this
letter as Exhibit 3 to this Schedule 13D.
|
|
|
Item
5.
|
Interest
in Securities of the Issuer
|
|
Item
5 of the 13D is hereby supplemented as follows:
|
|
|
(a),
(b) Based upon the Issuer’s Form 10-K, filed with the Securities and
Exchange Commission on February 26, 2008, there were 134,144,993 Common
Shares issued and outstanding as of February 15, 2008. The
13,186,641 Common Shares beneficially owned by Valence (the “Valence Shares”) represent approximately
9.8% of the Common Shares issued and outstanding.2 The 13,190,341 Common Shares
beneficially owned by DESCO LP (the “Subject
Shares”) represent approximately 9.8% of the Common Shares issued
and outstanding. The Subject Shares are comprised of (i) the
Valence Shares and (ii) 3,700 Common Shares under the management of DESIM
LLC (the “DESIM
Shares”).
|
|
|
On
January 1, 2008, Composite transferred all of the Common Shares
beneficially owned by it to Valence. As of February 27, 2008,
Composite does not own any Common Shares. DESCO LLC, as
Composite’s managing member, no longer beneficially owns any Common
Shares. As previously reported, Synoptic does not beneficially
own any Common Shares.
|
|
|
Valence
has the power to vote or to direct the vote of (and the power to dispose
or direct the disposition of) the Valence Shares. DESIM LLC has
the power to vote or to direct the vote of (and the power to dispose or
direct the disposition of) the DESIM Shares. Composite
disclaims beneficial ownership of the Common Shares beneficially owned by
Valence and DESIM LLC; Valence disclaims beneficial ownership of the
Common Shares beneficially owned by DESIM LLC; and DESIM LLC disclaims
beneficial ownership of the Common Shares beneficially owned by
Valence.
|
|
|
DESCO
LP, as managing member and investment adviser of Valence and managing
member of DESIM LLC, may be deemed to have the shared power to vote or
direct the vote of (and the shared power to dispose or direct the
disposition of) the Valence Shares, and the shared power to vote or direct
the vote of (and the power to dispose or direct the disposition of) the
DESIM Shares. As general partner of DESCO LP, DESCO, Inc. may
be deemed to have the shared power to vote or to direct the vote of (and
the shared power to dispose or direct the disposition of) the Valence
Shares and the shared power to vote or direct the vote of (and the power
to dispose or direct the disposition of) the DESIM Shares. None
of DESCO LP, DESCO LLC, DESCO, Inc., or DESCO II, Inc., owns any Common
Shares directly, and each such entity disclaims beneficial ownership of
the Subject Shares.
|
|
|
David
E. Shaw does not own any shares directly. By virtue of David E.
Shaw’s position as President and sole shareholder of DESCO Inc., which is
the general partner of DESCO LP, which in turn is the managing member and
investment adviser of Valence and the managing member of DESIM LLC, David
E. Shaw may be deemed to have the shared power to vote or direct the vote
of (and the shared power to dispose or direct the disposition of) the
Valence Shares and the shared power to vote or direct the vote of (and the
power to dispose or direct the disposition of) the DESIM
Shares. David E. Shaw disclaims beneficial ownership of the
Subject Shares.
|
|
|
As
of the date hereof, neither any Reporting Person nor, to the best
knowledge of any Reporting Person, any of the persons set forth in Item 2
owns any Common Shares other than those set forth in this Item
5.
|
|
|
(c)
The trading dates, number of Common Shares purchased or sold, and the
price per share for all transactions by the Reporting Persons in the
Common Shares from December 20, 2007 through February 26, 2008, which were
all brokered transactions, are set forth
below:
|
|
Name
|
Date
|
Price per Share
|
Number of Shares
Purchased/(Sold)
|
|
Valence
|
12/20/2007
|
$26.51
|
800
|
|
Valence
|
12/20/2007
|
$26.52
|
800
|
|
Valence
|
12/20/2007
|
$26.54
|
1000
|
|
Valence
|
12/20/2007
|
$26.56
|
808
|
|
Valence
|
12/20/2007
|
$26.58
|
1100
|
|
Valence
|
12/20/2007
|
$26.59
|
600
|
|
Valence
|
12/20/2007
|
$26.60
|
700
|
|
Valence
|
12/20/2007
|
$26.67
|
1500
|
|
Valence
|
12/20/2007
|
$26.68
|
1300
|
|
Valence
|
12/20/2007
|
$26.69
|
1300
|
|
Valence
|
12/20/2007
|
$26.70
|
500
|
|
Valence
|
12/20/2007
|
$26.71
|
1500
|
|
Valence
|
12/20/2007
|
$26.72
|
1500
|
|
Valence
|
12/20/2007
|
$26.74
|
1300
|
|
Valence
|
12/20/2007
|
$26.75
|
2300
|
|
Valence
|
12/20/2007
|
$26.76
|
1100
|
|
Valence
|
12/20/2007
|
$26.78
|
800
|
|
Valence
|
12/20/2007
|
$26.80
|
900
|
|
Valence
|
12/20/2007
|
$26.81
|
700
|
|
Valence
|
12/20/2007
|
$26.86
|
800
|
|
Valence
|
12/21/2007
|
$26.97
|
1600
|
|
Valence
|
12/21/2007
|
$26.98
|
5690
|
|
Valence
|
12/21/2007
|
$26.99
|
10246
|
|
Valence
|
12/21/2007
|
$27.00
|
57464
|
|
Valence
|
12/24/2007
|
$26.77
|
100
|
|
Valence
|
12/24/2007
|
$26.78
|
100
|
|
Valence
|
12/24/2007
|
$26.78
|
(400)
|
|
Valence
|
12/24/2007
|
$26.79
|
200
|
|
Valence
|
12/24/2007
|
$26.80
|
1404
|
|
Valence
|
12/24/2007
|
$26.80
|
(1000)
|
|
Valence
|
12/24/2007
|
$26.81
|
1463
|
|
Valence
|
12/24/2007
|
$26.81
|
(300)
|
|
Valence
|
12/24/2007
|
$26.82
|
1350
|
|
Valence
|
12/24/2007
|
$26.83
|
200
|
|
Valence
|
12/24/2007
|
$26.83
|
(500)
|
|
Valence
|
12/24/2007
|
$26.84
|
500
|
|
Valence
|
12/24/2007
|
$26.85
|
100
|
|
Valence
|
12/24/2007
|
$26.85
|
(200)
|
|
Valence
|
12/24/2007
|
$26.86
|
3600
|
|
Valence
|
12/24/2007
|
$26.86
|
(400)
|
|
Valence
|
12/24/2007
|
$26.87
|
2351
|
|
Valence
|
12/24/2007
|
$26.87
|
(800)
|
|
Valence
|
12/24/2007
|
$26.88
|
5448
|
|
Valence
|
12/24/2007
|
$26.88
|
(1300)
|
|
Valence
|
12/24/2007
|
$26.89
|
8051
|
|
Valence
|
12/24/2007
|
$26.89
|
(3800)
|
|
Valence
|
12/24/2007
|
$26.90
|
2878
|
|
Valence
|
12/24/2007
|
$26.90
|
(700)
|
|
Valence
|
12/24/2007
|
$26.91
|
8750
|
|
Valence
|
12/24/2007
|
$26.91
|
(1100)
|
|
Valence
|
12/24/2007
|
$26.92
|
4156
|
|
Valence
|
12/24/2007
|
$26.92
|
(200)
|
|
Valence
|
12/24/2007
|
$26.93
|
4845
|
|
Valence
|
12/24/2007
|
$26.93
|
(3395)
|
|
Valence
|
12/24/2007
|
$26.94
|
19462
|
|
Valence
|
12/24/2007
|
$26.94
|
(2000)
|
|
Valence
|
12/24/2007
|
$26.95
|
10042
|
|
Valence
|
12/24/2007
|
$26.95
|
(700)
|
|
Valence
|
12/24/2007
|
$26.96
|
(2000)
|
|
Valence
|
12/24/2007
|
$26.98
|
(2700)
|
|
Valence
|
12/24/2007
|
$26.99
|
(1050)
|
|
Valence
|
12/24/2007
|
$27.00
|
4901059
|
|
Valence
|
12/24/2007
|
$27.00
|
(4901059)
|
|
Valence
|
12/26/2007
|
$26.80
|
400
|
|
Valence
|
12/26/2007
|
$26.80
|
(700)
|
|
Valence
|
12/26/2007
|
$26.81
|
900
|
|
Valence
|
12/26/2007
|
$26.81
|
(500)
|
|
Valence
|
12/26/2007
|
$26.82
|
15188
|
|
Valence
|
12/26/2007
|
$26.82
|
(700)
|
|
Valence
|
12/26/2007
|
$26.83
|
1200
|
|
Valence
|
12/26/2007
|
$26.83
|
(2400)
|
|
Valence
|
12/26/2007
|
$26.84
|
1500
|
|
Valence
|
12/26/2007
|
$26.84
|
(2829)
|
|
Valence
|
12/26/2007
|
$26.85
|
2600
|
|
Valence
|
12/26/2007
|
$26.85
|
(2100)
|
|
Valence
|
12/26/2007
|
$26.86
|
500
|
|
Valence
|
12/26/2007
|
$26.86
|
(200)
|
|
Valence
|
12/26/2007
|
$26.87
|
1000
|
|
Valence
|
12/26/2007
|
$26.88
|
1600
|
|
Valence
|
12/26/2007
|
$26.88
|
(900)
|
|
Valence
|
12/26/2007
|
$26.89
|
3100
|
|
Valence
|
12/26/2007
|
$26.90
|
(400)
|
|
Valence
|
12/27/2007
|
$26.84
|
100
|
|
Valence
|
12/27/2007
|
$26.86
|
2200
|
|
Valence
|
12/27/2007
|
$26.91
|
595
|
|
Valence
|
12/27/2007
|
$26.92
|
500
|
|
Valence
|
12/27/2007
|
$26.92
|
(800)
|
|
Valence
|
12/31/2007
|
$26.24
|
100
|
|
Valence
|
12/31/2007
|
$26.25
|
100
|
|
Valence
|
12/31/2007
|
$26.26
|
1300
|
|
Valence
|
12/31/2007
|
$26.28
|
300
|
|
Valence
|
12/31/2007
|
$26.29
|
1100
|
|
Valence
|
12/31/2007
|
$26.30
|
4324
|
|
Valence
|
12/31/2007
|
$26.43
|
88
|
|
Valence
|
12/31/2007
|
$26.44
|
1373
|
|
Valence
|
12/31/2007
|
$26.45
|
7845
|
|
Valence
|
12/31/2007
|
$26.57
|
2112
|
|
Valence
|
12/31/2007
|
$26.57
|
(1000)
|
|
Valence
|
12/31/2007
|
$26.59
|
300
|
|
Valence
|
12/31/2007
|
$26.60
|
200
|
|
Valence
|
12/31/2007
|
$26.61
|
400
|
|
Valence
|
12/31/2007
|
$26.62
|
1300
|
|
Valence
|
12/31/2007
|
$26.63
|
1500
|
|
Valence
|
12/31/2007
|
$26.63
|
(400)
|
|
Valence
|
12/31/2007
|
$26.64
|
2000
|
|
Valence
|
12/31/2007
|
$26.65
|
1100
|
|
Valence
|
12/31/2007
|
$26.66
|
600
|
|
Valence
|
12/31/2007
|
$26.67
|
200
|
|
Valence
|
12/31/2007
|
$26.67
|
(300)
|
|
Valence
|
12/31/2007
|
$26.68
|
8200
|
|
Valence
|
12/31/2007
|
$26.68
|
(2300)
|
|
Valence
|
12/31/2007
|
$26.69
|
12496
|
|
Valence
|
12/31/2007
|
$26.69
|
(1800)
|
|
Valence
|
12/31/2007
|
$26.70
|
20292
|
|
Valence
|
12/31/2007
|
$26.70
|
(1800)
|
|
Valence
|
12/31/2007
|
$26.71
|
(1400)
|
|
Valence
|
1/2/2008
|
$26.35
|
(300)
|
|
Valence
|
1/2/2008
|
$26.37
|
(500)
|
|
Valence
|
1/2/2008
|
$26.41
|
(300)
|
|
Valence
|
1/2/2008
|
$26.47
|
(300)
|
|
Valence
|
1/2/2008
|
$26.62
|
(200)
|
|
Valence
|
1/3/2008
|
$26.53
|
(300)
|
|
Valence
|
1/3/2008
|
$26.57
|
(300)
|
|
Valence
|
1/3/2008
|
$26.58
|
(930)
|
|
Valence
|
1/3/2008
|
$26.60
|
(600)
|
|
Valence
|
1/3/2008
|
$26.61
|
(200)
|
|
Valence
|
1/3/2008
|
$26.64
|
(500)
|
|
Valence
|
1/3/2008
|
$26.68
|
(114)
|
|
Valence
|
1/4/2008
|
$26.61
|
(300)
|
|
Valence
|
1/4/2008
|
$26.63
|
(400)
|
|
Valence
|
1/4/2008
|
$26.71
|
(500)
|
|
Valence
|
1/17/2008
|
$25.37
|
100
|
|
Valence
|
1/17/2008
|
$25.38
|
12644
|
|
Valence
|
1/17/2008
|
$25.59
|
7500
|
|
Valence
|
1/17/2008
|
$25.88
|
15000
|
|
Valence
|
1/18/2008
|
$25.79
|
(500)
|
|
Valence
|
1/29/2008
|
$24.98
|
100
|
|
Valence
|
1/29/2008
|
$24.99
|
200
|
|
Valence
|
1/29/2008
|
$25.00
|
300
|
|
Valence
|
1/29/2008
|
$25.02
|
200
|
|
Valence
|
1/29/2008
|
$25.03
|
400
|
|
Valence
|
1/29/2008
|
$25.06
|
100
|
|
Valence
|
1/29/2008
|
$25.09
|
200
|
|
Valence
|
1/29/2008
|
$25.10
|
1300
|
|
Valence
|
1/29/2008
|
$25.11
|
100
|
|
Valence
|
1/29/2008
|
$25.12
|
100
|
|
Valence
|
1/29/2008
|
$25.14
|
1100
|
|
Valence
|
1/29/2008
|
$25.16
|
2323
|
|
Valence
|
1/29/2008
|
$25.23
|
100
|
|
Valence
|
1/29/2008
|
$25.25
|
1831
|
|
Valence
|
1/29/2008
|
$25.50
|
100
|
|
Valence
|
1/29/2008
|
$25.53
|
1100
|
|
Valence
|
1/29/2008
|
$25.54
|
4400
|
|
Valence
|
1/29/2008
|
$25.56
|
700
|
|
Valence
|
1/29/2008
|
$25.61
|
501
|
|
Valence
|
1/29/2008
|
$25.71
|
300
|
|
Valence
|
1/29/2008
|
$25.72
|
500
|
|
Valence
|
1/29/2008
|
$25.74
|
700
|
|
Valence
|
1/29/2008
|
$25.75
|
10200
|
|
Valence
|
1/29/2008
|
$25.81
|
200
|
|
Valence
|
1/29/2008
|
$25.85
|
200
|
|
Valence
|
1/29/2008
|
$25.86
|
300
|
|
Valence
|
1/29/2008
|
$25.87
|
2000
|
|
Valence
|
1/29/2008
|
$25.88
|
700
|
|
Valence
|
1/29/2008
|
$25.89
|
400
|
|
Valence
|
1/29/2008
|
$25.90
|
4600
|
|
Valence
|
1/29/2008
|
$25.91
|
1000
|
|
Valence
|
1/29/2008
|
$26.18
|
2100
|
|
Valence
|
1/29/2008
|
$26.20
|
500
|
|
Valence
|
1/29/2008
|
$26.30
|
(400)
|
|
Valence
|
1/29/2008
|
$26.45
|
(100)
|
|
Valence
|
1/29/2008
|
$26.46
|
(500)
|
|
Valence
|
1/29/2008
|
$26.49
|
(400)
|
|
Valence
|
1/29/2008
|
$26.50
|
(500)
|
|
Valence
|
1/30/2008
|
$26.19
|
(100)
|
|
Valence
|
1/30/2008
|
$26.20
|
(100)
|
|
Valence
|
1/30/2008
|
$26.32
|
(100)
|
|
Valence
|
2/4/2008
|
$26.36
|
(100)
|
|
Valence
|
2/4/2008
|
$26.41
|
(300)
|
|
Valence
|
2/4/2008
|
$26.43
|
(100)
|
|
Valence
|
2/4/2008
|
$26.44
|
(81)
|
|
Valence
|
2/4/2008
|
$26.45
|
(100)
|
|
Valence
|
2/4/2008
|
$26.46
|
(84)
|
|
Valence
|
2/4/2008
|
$26.48
|
(316)
|
|
Valence
|
2/4/2008
|
$26.49
|
(19)
|
|
Valence
|
2/4/2008
|
$26.50
|
(19)
|
|
Valence
|
2/4/2008
|
$26.51
|
(81)
|
|
Valence
|
2/4/2008
|
$26.53
|
(100)
|
|
Valence
|
2/4/2008
|
$26.66
|
(100)
|
|
Valence
|
2/4/2008
|
$26.67
|
(200)
|
|
Valence
|
2/4/2008
|
$26.70
|
(600)
|
|
Valence
|
2/4/2008
|
$26.71
|
(100)
|
|
Valence
|
2/6/2008
|
$25.47
|
(550)
|
|
Valence
|
2/6/2008
|
$25.48
|
(300)
|
|
Valence
|
2/6/2008
|
$25.73
|
(500)
|
|
Valence
|
2/21/2008
|
$24.88
|
(400)
|
|
Valence
|
2/21/2008
|
$24.95
|
(400)
|
|
Valence
|
2/21/2008
|
$25.04
|
(500)
|
|
Valence
|
2/21/2008
|
$25.06
|
(200)
|
|
Valence
|
2/21/2008
|
$25.23
|
(300)
|
|
Valence
|
2/21/2008
|
$25.29
|
(700)
|
|
Valence
|
2/21/2008
|
$25.30
|
(200)
|
|
Valence
|
2/21/2008
|
$25.31
|
(1000)
|
|
Valence
|
2/21/2008
|
$25.32
|
(500)
|
|
Valence
|
2/21/2008
|
$25.33
|
(400)
|
|
Valence
|
2/21/2008
|
$25.35
|
(300)
|
|
Valence
|
2/21/2008
|
$25.36
|
(500)
|
|
Valence
|
2/21/2008
|
$25.39
|
(67)
|
|
Valence
|
2/21/2008
|
$25.40
|
(500)
|
|
Valence
|
2/21/2008
|
$25.42
|
(200)
|
|
Valence
|
2/21/2008
|
$25.45
|
(200)
|
|
Valence
|
2/21/2008
|
$25.52
|
(100)
|
|
Valence
|
2/22/2008
|
$26.41
|
(200)
|
|
Valence
|
2/22/2008
|
$26.42
|
(100)
|
|
Valence
|
2/22/2008
|
$26.45
|
(100)
|
|
Valence
|
2/22/2008
|
$26.49
|
(400)
|
|
Valence
|
2/22/2008
|
$26.50
|
(200)
|
|
DESIM
LLC
|
12/21/2007
|
$26.96
|
(300)
|
|
DESIM
LLC
|
12/21/2007
|
$26.97
|
(500)
|
|
DESIM
LLC
|
12/21/2007
|
$26.98
|
(500)
|
|
DESIM
LLC
|
12/21/2007
|
$26.99
|
(500)
|
|
DESIM
LLC
|
12/21/2007
|
$27.00
|
(500)
|
|
DESIM
LLC
|
1/7/2008
|
$26.75
|
(200)
|
|
DESIM
LLC
|
1/7/2008
|
$26.77
|
(200)
|
|
DESIM
LLC
|
1/7/2008
|
$26.84
|
(200)
|
|
DESIM
LLC
|
1/7/2008
|
$26.86
|
(100)
|
|
DESIM
LLC
|
1/18/2008
|
$25.73
|
(100)
|
|
DESIM
LLC
|
1/18/2008
|
$25.80
|
(400)
|
|
DESIM
LLC
|
1/18/2008
|
$25.89
|
(100)
|
|
DESIM
LLC
|
1/22/2008
|
$25.21
|
(200)
|
|
DESIM
LLC
|
1/23/2008
|
$23.61
|
(300)
|
|
DESIM
LLC
|
1/24/2008
|
$24.47
|
(300)
|
|
DESIM
LLC
|
1/24/2008
|
$24.64
|
(200)
|
|
DESIM
LLC
|
1/24/2008
|
$24.69
|
(200)
|
|
DESIM
LLC
|
1/24/2008
|
$24.70
|
(300)
|
|
DESIM
LLC
|
1/24/2008
|
$24.85
|
(200)
|
|
DESIM
LLC
|
1/24/2008
|
$24.87
|
(200)
|
|
DESIM
LLC
|
1/24/2008
|
$24.89
|
(200)
|
|
DESIM
LLC
|
1/29/2008
|
$25.53
|
(200)
|
|
DESIM
LLC
|
1/29/2008
|
$25.54
|
(500)
|
|
DESIM
LLC
|
1/29/2008
|
$25.55
|
(500)
|
|
DESIM
LLC
|
1/29/2008
|
$25.57
|
(300)
|
|
DESIM
LLC
|
1/29/2008
|
$25.60
|
(100)
|
|
DESIM
LLC
|
1/29/2008
|
$25.70
|
(300)
|
|
DESIM
LLC
|
1/29/2008
|
$25.74
|
(395)
|
|
DESIM
LLC
|
1/29/2008
|
$25.77
|
(500)
|
|
DESIM
LLC
|
1/29/2008
|
$25.82
|
(200)
|
|
DESIM
LLC
|
1/29/2008
|
$25.97
|
(100)
|
|
DESIM
LLC
|
1/29/2008
|
$25.98
|
(200)
|
|
DESIM
LLC
|
1/29/2008
|
$25.99
|
(200)
|
|
DESIM
LLC
|
1/29/2008
|
$26.02
|
(100)
|
|
DESIM
LLC
|
1/29/2008
|
$26.03
|
(300)
|
|
DESIM
LLC
|
1/29/2008
|
$26.04
|
(200)
|
|
DESIM
LLC
|
1/29/2008
|
$26.10
|
(200)
|
|
DESIM
LLC
|
1/29/2008
|
$26.13
|
(100)
|
|
DESIM
LLC
|
1/29/2008
|
$26.20
|
(100)
|
|
DESIM
LLC
|
1/29/2008
|
$26.24
|
(400)
|
|
DESIM
LLC
|
1/29/2008
|
$26.30
|
(200)
|
|
DESIM
LLC
|
1/29/2008
|
$26.34
|
(300)
|
|
DESIM
LLC
|
1/30/2008
|
$25.86
|
(200)
|
|
DESIM
LLC
|
1/30/2008
|
$25.87
|
(300)
|
|
DESIM
LLC
|
1/30/2008
|
$25.90
|
(300)
|
|
DESIM
LLC
|
1/30/2008
|
$25.93
|
(100)
|
|
DESIM
LLC
|
1/30/2008
|
$25.98
|
(200)
|
|
DESIM
LLC
|
1/30/2008
|
$25.99
|
(600)
|
|
DESIM
LLC
|
1/30/2008
|
$26.00
|
(700)
|
|
DESIM
LLC
|
1/30/2008
|
$26.01
|
(200)
|
|
DESIM
LLC
|
1/30/2008
|
$26.15
|
(400)
|
|
DESIM
LLC
|
1/30/2008
|
$26.19
|
(800)
|
|
DESIM
LLC
|
1/30/2008
|
$26.20
|
(500)
|
|
DESIM
LLC
|
1/30/2008
|
$26.32
|
(1300)
|
|
DESIM
LLC
|
1/30/2008
|
$26.41
|
(300)
|
|
DESIM
LLC
|
2/1/2008
|
$26.10
|
(400)
|
|
DESIM
LLC
|
2/4/2008
|
$26.31
|
(400)
|
|
DESIM
LLC
|
2/4/2008
|
$26.35
|
(300)
|
|
DESIM
LLC
|
2/4/2008
|
$26.36
|
(200)
|
|
DESIM
LLC
|
2/4/2008
|
$26.43
|
(300)
|
|
DESIM
LLC
|
2/4/2008
|
$26.44
|
(816)
|
|
DESIM
LLC
|
2/4/2008
|
$26.45
|
(600)
|
|
DESIM
LLC
|
2/4/2008
|
$26.46
|
(100)
|
|
DESIM
LLC
|
2/4/2008
|
$26.47
|
(400)
|
|
DESIM
LLC
|
2/4/2008
|
$26.48
|
(184)
|
|
DESIM
LLC
|
2/4/2008
|
$26.49
|
(181)
|
|
DESIM
LLC
|
2/4/2008
|
$26.50
|
(181)
|
|
DESIM
LLC
|
2/4/2008
|
$26.51
|
(1219)
|
|
DESIM
LLC
|
2/4/2008
|
$26.53
|
(200)
|
|
DESIM
LLC
|
2/4/2008
|
$26.56
|
(200)
|
|
DESIM
LLC
|
2/4/2008
|
$26.59
|
(300)
|
|
DESIM
LLC
|
2/4/2008
|
$26.60
|
(200)
|
|
DESIM
LLC
|
2/4/2008
|
$26.61
|
(200)
|
|
DESIM
LLC
|
2/4/2008
|
$26.64
|
(200)
|
|
DESIM
LLC
|
2/4/2008
|
$26.68
|
(200)
|
|
DESIM
LLC
|
2/4/2008
|
$26.70
|
(100)
|
|
DESIM
LLC
|
2/4/2008
|
$26.71
|
(800)
|
|
DESIM
LLC
|
2/7/2008
|
$25.31
|
(200)
|
|
DESIM
LLC
|
2/7/2008
|
$25.37
|
(200)
|
|
DESIM
LLC
|
2/8/2008
|
$25.46
|
(100)
|
|
DESIM
LLC
|
2/8/2008
|
$25.50
|
(200)
|
|
DESIM
LLC
|
2/8/2008
|
$25.54
|
(100)
|
|
DESIM
LLC
|
2/15/2008
|
$25.20
|
(400)
|
|
DESIM
LLC
|
2/22/2008
|
$25.98
|
(200)
|
|
DESIM
LLC
|
2/22/2008
|
$26.00
|
(200)
|
|
DESIM
LLC
|
2/22/2008
|
$26.21
|
(100)
|
|
DESIM
LLC
|
2/22/2008
|
$26.25
|
(500)
|
|
DESIM
LLC
|
2/22/2008
|
$26.30
|
(400)
|
|
DESIM
LLC
|
2/23/2008
|
$26.32
|
(300)
|
|
DESIM
LLC
|
2/24/2008
|
$26.80
|
(200)
|
|
DESIM
LLC
|
2/25/2008
|
$26.95
|
(200)
|
|
(d)
Other than with respect to Common Shares which Valence has the right to
acquire through call options, no person other than the Reporting Persons
has the right to receive or the power to direct the receipt of dividends
from, or the proceeds from the sale of, the Common Shares set forth
above.
|
|
|
(e)
As of January 1, 2008, Composite and DESCO LLC beneficially owned less
than 5% of the Common Shares and are therefore no longer Reporting
Persons.
|
|
|
Item
6.
|
Contracts,
Arrangements, Understandings or Relationships with Respect to Securities
of the Issuer
|
|
Item
6 of the Schedule 13D is hereby amended and restated in its entirety as
follows:
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As
of February 26, 2008, Valence maintains an open short position on 50 call
option contracts and therefore has short economic exposure to 5,000 Common
Shares through such contracts. Valence also maintains an open
short position on 2,900 Common Shares. These contracts and
arrangements do not give the Reporting Persons direct or indirect voting,
investment or dispositive control over any securities of the
Issuer. Accordingly, the Reporting Persons disclaim any
beneficial ownership in any securities that may be referenced with any
person with respect to any securities of the Issuer.
Except
for the matters described herein, neither the Reporting Persons nor, to
the best knowledge of any Reporting Persons, any of the persons listed in
Item 2 has any contract, arrangement, understanding or relationship with
any person with respect to any securities of the Issuer as of February 27,
2007.
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Item
7.
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Material
to be Filed as Exhibits
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Exhibit
1
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Power
of Attorney, granted by David E. Shaw relating to D. E. Shaw & Co.,
Inc., in favor of the signatories hereto, among others, dated October 24,
2007.
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Exhibit
2
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Power
of Attorney, granted by David E. Shaw relating to D. E. Shaw & Co. II,
Inc., in favor of the signatories hereto, among others, dated October 24,
2007.
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Exhibit
3
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Letter
to the Issuer from Valence, dated February 27,
2008.
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D.
E. SHAW COMPOSITE PORTFOLIOS, L.L.C.
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By:
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D.
E. SHAW & CO., L.L.C., as Managing Member
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By:
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/s/Rochelle Elias | |
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Name:
Rochelle Elias
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Title:
Chief Compliance Officer
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D.
E. SHAW VALENCE PORTFOLIOS, L.L.C.
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By:
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D.
E. SHAW & CO., L.P., as Managing Member
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By:
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/s/Rochelle Elias | |
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Name:
Rochelle Elias
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Title:
Chief Compliance Officer
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D.
E. SHAW SYNOPTIC PORTFOLIOS 2, L.L.C.
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By:
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D.
E. SHAW & CO., L.L.C., as Managing Member
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By:
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/s/Rochelle Elias | |
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Name:
Rochelle Elias
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Title:
Chief Compliance Officer
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D.
E. SHAW & CO., L.L.C.
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By:
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/s/Rochelle Elias |
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Name:
Rochelle Elias
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Title:
Chief Compliance Officer
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D.
E. SHAW & CO., L.P.
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By:
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/s/Rochelle Elias | |
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Name:
Rochelle Elias
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Title:
Chief Compliance Officer
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DAVID
E. SHAW
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By:
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/s/Rochelle Elias | |
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Name:
Rochelle Elias
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Title:
Attorney-in-Fact for David E. Shaw
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