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CUSIP NO. 005125109 Page 9 of 13
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THE PURPOSE OF THIS AMENDMENT NO. 16 TO SCHEDULE 13D IS TO AMEND CERTAIN
SECTIONS. THE OWNERSHIP PERCENTAGES OF THE REPORTING PERSONS HAVE BEEN
UPDATED TO REFLECT NUMBER OF OUTSTANDING SHARES OF COMMON STOCK SET FORTH IN
THE ISSUER'S FORM 10-Q FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2007. THE
INFORMATION BELOW SUPPLEMENTS THE INFORMATION PREVIOUSLY PROVIDED.
Item 3. Source and Amount of Funds and Other Consideration.
Item 3 is hereby amended by the addition of the following:
The Issuer, Axio Holdings LLC, a Delaware limited liability company
("Newco"), and Axio Acquisition Corp., a Delaware corporation ("Merger Sub")
and wholly owned subsidiary of Newco entered into an Agreement and Plan of
Merger dated as of May 16, 2007 (the "Merger Agreement") pursuant to which,
subject to the terms and conditions stated therein, Merger Sub was to merge
with and into the Issuer and the Issuer was to continue as the surviving
corporation and a wholly-owned subsidiary of Newco.
On October 1, 2007, the Issuer, Newco, Merger Sub, ValueAct Capital
Master Fund, L.P., a British Virgin Islands limited partnership, Silver Lake
Partners II, L.P., a Delaware limited partnership, Silver Lake Partners III,
L.P., a Delaware limited partnership, and UBS Loan Finance LLC, UBS
Securities LLC, Morgan Stanley Senior Funding, Inc. and Morgan Stanley & Co.
Incorporated entered into a Mutual Termination Agreement and Release (the
"Termination Agreement") relating to the Merger Agreement, as a result of
which the parties thereto terminated the Merger Agreement.
The Termination Agreement is filed as Exhibit 10.1 to the Issuer's
Current Report on Form 8-K filed October 1, 2007, and incorporated by
reference in its entirety into this Schedule.
Item 4. Purpose of Transaction
Item 4 is hereby amended by the addition of the following:
As discussed in Item 3, above, Issuer, Newco and Merger Sub entered
the Merger Agreement pursuant to which, subject to the terms and conditions
stated therein, Merger Sub was to merge with and into the Issuer and the
Issuer was to continue as the surviving corporation and a wholly-owned
subsidiary of Newco.
On October 1, 2007, the Issuer, Newco, Merger Sub, ValueAct Capital
Master Fund, L.P., a British Virgin Islands limited partnership, Silver Lake
Partners II, L.P., a Delaware limited partnership, Silver Lake Partners III,
L.P., a Delaware limited partnership, and UBS Loan Finance LLC, UBS
Securities LLC, Morgan Stanley Senior Funding, Inc. and Morgan Stanley & Co.
Incorporated entered into the Termination Agreement relating to the Merger
Agreement, as a result of which the parties thereto terminated the Merger
Agreement.
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