CITIGROUP VENTURE CAPITAL EQUITY PARTNERS LP

SEC source: 0001181431-07-062443 · rrd175133.xml · nonDerivative · entry 1

CITIGROUP INC · CIK 0000831001 · Director

CITICORP BANKING CORP · CIK 0001080104 · Director

COURT SQUARE CAPITAL LTD · CIK 0001167013 · Director

CITIGROUP VENTURE CAPITAL GP HOLDINGS LTD · CIK 0001264888 · Director

CVC PARTNERS LLC · CIK 0001264887 · Director

CITIGROUP VENTURE CAPITAL EQUITY PARTNERS LP · CIK 0001171228 · Director

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Affiliate

Disclosed balance after: 848,437

F1 · kind: Shares will be disposed of in a private transaction pursuant to a Stock Purchase Agreement, dated as of September 25, 2007, by and among Quadrangle Capital Partners II, LP and certain of its affiliates and Citigroup Venture Capital Equity Partners, L.P. ("CVCEP") and certain of its affiliates. The closing of such disposition is estimated to occur on October 17, 2007.

F2 · balance_after: A principal of CVCEP serves on the Issuer's Board of Directors. The Common Stock reported in Table I represents (i) 832,234 shares directly beneficially owned by CVCEP and (ii) 16,203 shares directly beneficially owned by affiliates of the Reporting Persons that are subsidiaries of CVC Partners, LLC and Citigroup Venture Capital GP Holdings, Ltd. ("CVCGP"). CVC Partners, LLC holds a general partnership interest in CVCEP. CVCGP holds a membership interest in CVC Partners, LLC. Court Square Capital Limited is the sole stockholder of CVCGP. Citicorp Banking Corporation ("CBC") is the sole stockholder of Court Square Capital Limited. Citigroup Inc. ("Citigroup") is the sole stockholder of CBC. Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein.

F2 · ownership.nature: A principal of CVCEP serves on the Issuer's Board of Directors. The Common Stock reported in Table I represents (i) 832,234 shares directly beneficially owned by CVCEP and (ii) 16,203 shares directly beneficially owned by affiliates of the Reporting Persons that are subsidiaries of CVC Partners, LLC and Citigroup Venture Capital GP Holdings, Ltd. ("CVCGP"). CVC Partners, LLC holds a general partnership interest in CVCEP. CVCGP holds a membership interest in CVC Partners, LLC. Court Square Capital Limited is the sole stockholder of CVCGP. Citicorp Banking Corporation ("CBC") is the sole stockholder of Court Square Capital Limited. Citigroup Inc. ("Citigroup") is the sole stockholder of CBC. Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein.

SEC source: 0001181431-07-059108 · rrd173426.xml · nonDerivative · entry 1

CITIGROUP INC · CIK 0000831001 · 10% owner

CITICORP BANKING CORP · CIK 0001080104 · 10% owner

COURT SQUARE CAPITAL LTD · CIK 0001167013 · 10% owner

CITIGROUP VENTURE CAPITAL GP HOLDINGS LTD · CIK 0001264888 · 10% owner

CVC PARTNERS LLC · CIK 0001264887 · 10% owner

CITIGROUP VENTURE CAPITAL EQUITY PARTNERS LP · CIK 0001171228 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Affiliate

Disclosed balance after: 3,271,622

F1 · kind: Shares will be disposed of in a private transaction pursuant to a Stock Purchase Agreement, dated as of September 25, 2007, by and among Quadrangle Capital Partners II, LP and certain of its affiliates and Citigroup Venture Capital Equity Partners, L.P. ("CVCEP") and certain of its affiliates. The closing of such disposition is estimated to occur on October 2, 2007.

F2 · balance_after: The Common Stock reported in Table I represents (i) 3,209,088 shares directly beneficially owned by CVCEP and (ii) 62,534 shares directly beneficially owned by affiliates of the Reporting Persons that are subsidiaries of CVC Partners, LLC and Citigroup Venture Capital GP Holdings, Ltd. ("CVCGP"). CVC Partners, LLC holds a general partnership interest in CVCEP. CVCGP holds a membership interest in CVC Partners, LLC. Court Square Capital Limited is the sole stockholder of CVCGP. Citicorp Banking Corporation ("CBC") is the sole stockholder of Court Square Capital Limited. Citigroup Inc. ("Citigroup") is the sole stockholder of CBC. Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein.

F2 · ownership.nature: The Common Stock reported in Table I represents (i) 3,209,088 shares directly beneficially owned by CVCEP and (ii) 62,534 shares directly beneficially owned by affiliates of the Reporting Persons that are subsidiaries of CVC Partners, LLC and Citigroup Venture Capital GP Holdings, Ltd. ("CVCGP"). CVC Partners, LLC holds a general partnership interest in CVCEP. CVCGP holds a membership interest in CVC Partners, LLC. Court Square Capital Limited is the sole stockholder of CVCGP. Citicorp Banking Corporation ("CBC") is the sole stockholder of Court Square Capital Limited. Citigroup Inc. ("Citigroup") is the sole stockholder of CBC. Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein.

SEC source: 0001181431-07-024180 · rrd153530.xml · nonDerivative · entry 1

CITIGROUP INC · CIK 0000831001 · 10% owner

CITICORP BANKING CORP · CIK 0001080104 · 10% owner

COURT SQUARE CAPITAL LTD · CIK 0001167013 · 10% owner

CITIGROUP VENTURE CAPITAL GP HOLDINGS LTD · CIK 0001264888 · 10% owner

CVC PARTNERS LLC · CIK 0001264887 · 10% owner

CITIGROUP VENTURE CAPITAL EQUITY PARTNERS LP · CIK 0001171228 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Affiliate

Disclosed balance after: 5,528,222

F1 · balance_after: The Common Stock reported in Table I represents (i) 5,422,543 shares directly beneficially owned by Citigroup Venture Capital Equity Partners, L.P. ("CVCEP") and (ii) 105,679 shares directly beneficially owned by affiliates of the Reporting Persons that are subsidiaries of CVC Partners, LLC and Citigroup Venture Capital GP Holdings, Ltd. ("CVCGP"). CVC Partners, LLC holds a general partnership interest in CVCEP. CVCGP holds a membership interest in CVC Partners, LLC. Court Square Capital Limited is the sole stockholder of CVCGP. Citicorp Banking Corporation ("CBC") is the sole stockholder of Court Square Capital Limited. Citigroup Inc. is the sole stockholder of CBC. Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein.

F1 · ownership.nature: The Common Stock reported in Table I represents (i) 5,422,543 shares directly beneficially owned by Citigroup Venture Capital Equity Partners, L.P. ("CVCEP") and (ii) 105,679 shares directly beneficially owned by affiliates of the Reporting Persons that are subsidiaries of CVC Partners, LLC and Citigroup Venture Capital GP Holdings, Ltd. ("CVCGP"). CVC Partners, LLC holds a general partnership interest in CVCEP. CVCGP holds a membership interest in CVC Partners, LLC. Court Square Capital Limited is the sole stockholder of CVCGP. Citicorp Banking Corporation ("CBC") is the sole stockholder of Court Square Capital Limited. Citigroup Inc. is the sole stockholder of CBC. Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein.

SEC source: 0001181431-07-022217 · rrd153004.xml · nonDerivative · entry 1

CITIGROUP INC · CIK 0000831001 · 10% owner

CITICORP BANKING CORP · CIK 0001080104 · 10% owner

COURT SQUARE CAPITAL LTD · CIK 0001167013 · 10% owner

CITIGROUP VENTURE CAPITAL GP HOLDINGS LTD · CIK 0001264888 · 10% owner

CVC PARTNERS LLC · CIK 0001264887 · 10% owner

CITIGROUP VENTURE CAPITAL EQUITY PARTNERS LP · CIK 0001171228 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Affiliate

Disclosed balance after: 10,746,298

F1 · balance_after: The Common Stock reported in Table I represents (i) 10,546,212 shares directly beneficially owned by Citigroup Venture Capital Equity Partners, L.P. ("CVCEP") and (ii) 200,086 shares directly beneficially owned by affiliates of the Reporting Persons that are subsidiaries of CVC Partners, LLC and Citigroup Venture Capital GP Holdings, Ltd. ("CVCGP"). CVC Partners, LLC holds a general partnership interest in CVCEP. CVCGP holds a membership interest in CVC Partners, LLC. Court Square Capital Limited is the sole stockholder of CVCGP. Citicorp Banking Corporation ("CBC") is the sole stockholder of Court Square Capital Limited. Citigroup Inc. ("Citigroup") is the sole stockholder of CBC. Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein.

F1 · ownership.nature: The Common Stock reported in Table I represents (i) 10,546,212 shares directly beneficially owned by Citigroup Venture Capital Equity Partners, L.P. ("CVCEP") and (ii) 200,086 shares directly beneficially owned by affiliates of the Reporting Persons that are subsidiaries of CVC Partners, LLC and Citigroup Venture Capital GP Holdings, Ltd. ("CVCGP"). CVC Partners, LLC holds a general partnership interest in CVCEP. CVCGP holds a membership interest in CVC Partners, LLC. Court Square Capital Limited is the sole stockholder of CVCGP. Citicorp Banking Corporation ("CBC") is the sole stockholder of Court Square Capital Limited. Citigroup Inc. ("Citigroup") is the sole stockholder of CBC. Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein.

SEC source: 0001181431-06-038146 · rrd121812.xml · derivative · entry 2

CITIGROUP INC · CIK 0000831001 · 10% owner

CITICORP BANKING CORP · CIK 0001080104 · 10% owner

COURT SQUARE CAPITAL LTD · CIK 0001167013 · 10% owner

CITIGROUP VENTURE CAPITAL EQUITY PARTNERS LP · CIK 0001171228 · 10% owner

CITIGROUP VENTURE CAPITAL GP HOLDINGS LTD · CIK 0001264888 · 10% owner

CVC PARTNERS LLC · CIK 0001264887 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Affiliate

Disclosed balance after: 0

Underlying: Common Stock · 11,853,222 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_price: The holders of NTELOS Holdings Corp.'s (the "Company") Class B Common Stock, par value $0.01 per share ("Class B Common Stock"), have the right under the Company's Restated Certificate of Incorporation to elect to convert shares of their Class B Common Stock into shares of the Company's Common Stock, par value $0.01 per share ("Common Stock"), at any time. Shares of Class B Common Stock are convertible into shares of Common Stock on a 1-for-1 basis, and have no expiration date.

F1 · kind: The holders of NTELOS Holdings Corp.'s (the "Company") Class B Common Stock, par value $0.01 per share ("Class B Common Stock"), have the right under the Company's Restated Certificate of Incorporation to elect to convert shares of their Class B Common Stock into shares of the Company's Common Stock, par value $0.01 per share ("Common Stock"), at any time. Shares of Class B Common Stock are convertible into shares of Common Stock on a 1-for-1 basis, and have no expiration date.

F1 · price: The holders of NTELOS Holdings Corp.'s (the "Company") Class B Common Stock, par value $0.01 per share ("Class B Common Stock"), have the right under the Company's Restated Certificate of Incorporation to elect to convert shares of their Class B Common Stock into shares of the Company's Common Stock, par value $0.01 per share ("Common Stock"), at any time. Shares of Class B Common Stock are convertible into shares of Common Stock on a 1-for-1 basis, and have no expiration date.

F1 · derivative.exercise_date: The holders of NTELOS Holdings Corp.'s (the "Company") Class B Common Stock, par value $0.01 per share ("Class B Common Stock"), have the right under the Company's Restated Certificate of Incorporation to elect to convert shares of their Class B Common Stock into shares of the Company's Common Stock, par value $0.01 per share ("Common Stock"), at any time. Shares of Class B Common Stock are convertible into shares of Common Stock on a 1-for-1 basis, and have no expiration date.

F1 · derivative.expiration_date: The holders of NTELOS Holdings Corp.'s (the "Company") Class B Common Stock, par value $0.01 per share ("Class B Common Stock"), have the right under the Company's Restated Certificate of Incorporation to elect to convert shares of their Class B Common Stock into shares of the Company's Common Stock, par value $0.01 per share ("Common Stock"), at any time. Shares of Class B Common Stock are convertible into shares of Common Stock on a 1-for-1 basis, and have no expiration date.

F1 · ownership.nature: The holders of NTELOS Holdings Corp.'s (the "Company") Class B Common Stock, par value $0.01 per share ("Class B Common Stock"), have the right under the Company's Restated Certificate of Incorporation to elect to convert shares of their Class B Common Stock into shares of the Company's Common Stock, par value $0.01 per share ("Common Stock"), at any time. Shares of Class B Common Stock are convertible into shares of Common Stock on a 1-for-1 basis, and have no expiration date.

F2 · ownership.nature: The Common Stock reported herein includes (i) 11,626,633 shares that are currently held by Citigroup Venture Capital Equity Partners, L.P., an affiliate of the other Reporting Persons named above, as the record holder and (ii) 226,589 shares that are currently held by other affiliates of the Reporting Persons which are subsidiaries of CVC Partners, LLC and Citigroup Venture Capital GP Holdings, Ltd. Each Reporting Person disclaims beneficial ownership of the Common Stock shares reported herein except to the extent of its pecuniary interest therein.

SEC source: 0001181431-06-038146 · rrd121812.xml · nonDerivative · entry 1

CITIGROUP INC · CIK 0000831001 · 10% owner

CITICORP BANKING CORP · CIK 0001080104 · 10% owner

COURT SQUARE CAPITAL LTD · CIK 0001167013 · 10% owner

CITIGROUP VENTURE CAPITAL EQUITY PARTNERS LP · CIK 0001171228 · 10% owner

CITIGROUP VENTURE CAPITAL GP HOLDINGS LTD · CIK 0001264888 · 10% owner

CVC PARTNERS LLC · CIK 0001264887 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Affiliate

Disclosed balance after: 11,853,222

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: The holders of NTELOS Holdings Corp.'s (the "Company") Class B Common Stock, par value $0.01 per share ("Class B Common Stock"), have the right under the Company's Restated Certificate of Incorporation to elect to convert shares of their Class B Common Stock into shares of the Company's Common Stock, par value $0.01 per share ("Common Stock"), at any time. Shares of Class B Common Stock are convertible into shares of Common Stock on a 1-for-1 basis, and have no expiration date.

F1 · price: The holders of NTELOS Holdings Corp.'s (the "Company") Class B Common Stock, par value $0.01 per share ("Class B Common Stock"), have the right under the Company's Restated Certificate of Incorporation to elect to convert shares of their Class B Common Stock into shares of the Company's Common Stock, par value $0.01 per share ("Common Stock"), at any time. Shares of Class B Common Stock are convertible into shares of Common Stock on a 1-for-1 basis, and have no expiration date.

F1 · ownership.nature: The holders of NTELOS Holdings Corp.'s (the "Company") Class B Common Stock, par value $0.01 per share ("Class B Common Stock"), have the right under the Company's Restated Certificate of Incorporation to elect to convert shares of their Class B Common Stock into shares of the Company's Common Stock, par value $0.01 per share ("Common Stock"), at any time. Shares of Class B Common Stock are convertible into shares of Common Stock on a 1-for-1 basis, and have no expiration date.

F2 · ownership.nature: The Common Stock reported herein includes (i) 11,626,633 shares that are currently held by Citigroup Venture Capital Equity Partners, L.P., an affiliate of the other Reporting Persons named above, as the record holder and (ii) 226,589 shares that are currently held by other affiliates of the Reporting Persons which are subsidiaries of CVC Partners, LLC and Citigroup Venture Capital GP Holdings, Ltd. Each Reporting Person disclaims beneficial ownership of the Common Stock shares reported herein except to the extent of its pecuniary interest therein.

SEC source: 0001181431-06-011641 · rrd107478.xml · derivative · entry 2

CITIGROUP INC · CIK 0000831001 · 10% owner

CITICORP BANKING CORP · CIK 0001080104 · 10% owner

COURT SQUARE CAPITAL LTD · CIK 0001167013 · 10% owner

CITIGROUP VENTURE CAPITAL EQUITY PARTNERS LP · CIK 0001171228 · 10% owner

CITIGROUP VENTURE CAPITAL GP HOLDINGS LTD · CIK 0001264888 · 10% owner

CVC PARTNERS LLC · CIK 0001264887 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Affiliate

Disclosed balance after: 11,853,222

Underlying: Common Stock · 11,853,222 shares

Expires not disclosed

F4 · derivative.exercise_price: Shares of Class B Common Stock are convertible into shares of Common Stock on a 1-for-1 basis.

F1 · kind: Pursuant to a merger transaction exempt under Rule 16b-7, each share of Class L Common Stock, par value $0.01 per share, was converted into approximately 2.19266 shares of Class B Common Stock, par value $0.01 per share, of the Issuer. Each such share of Class B Common Stock is convertible at any time to a share of the Issuer's Common Stock, par value $0.01 per share, on a 1-for-1 basis.

F1 · price: Pursuant to a merger transaction exempt under Rule 16b-7, each share of Class L Common Stock, par value $0.01 per share, was converted into approximately 2.19266 shares of Class B Common Stock, par value $0.01 per share, of the Issuer. Each such share of Class B Common Stock is convertible at any time to a share of the Issuer's Common Stock, par value $0.01 per share, on a 1-for-1 basis.

F5 · derivative.expiration_date: The security does not expire.

F3 · ownership.nature: The Class B Common Stock reported herein includes (i) 11,626,633 shares that are currently held by Citigroup Venture, an affiliate of the other Reporting Persons named above, as the record holder and (ii) 226,589 shares that are currently held by the CVC Affiliates which are subsidiaries of CVC Partners, LLC and Citigroup Venture Capital GP Holdings, Ltd. Each Reporting Person disclaims beneficial ownership of the Class B Common Stock shares reported herein except to the extent of its pecuniary interest therein.

SEC source: 0001181431-06-011641 · rrd107478.xml · nonDerivative · entry 1

CITIGROUP INC · CIK 0000831001 · 10% owner

CITICORP BANKING CORP · CIK 0001080104 · 10% owner

COURT SQUARE CAPITAL LTD · CIK 0001167013 · 10% owner

CITIGROUP VENTURE CAPITAL EQUITY PARTNERS LP · CIK 0001171228 · 10% owner

CITIGROUP VENTURE CAPITAL GP HOLDINGS LTD · CIK 0001264888 · 10% owner

CVC PARTNERS LLC · CIK 0001264887 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Affiliate

Disclosed balance after: 0

F1 · kind: Pursuant to a merger transaction exempt under Rule 16b-7, each share of Class L Common Stock, par value $0.01 per share, was converted into approximately 2.19266 shares of Class B Common Stock, par value $0.01 per share, of the Issuer. Each such share of Class B Common Stock is convertible at any time to a share of the Issuer's Common Stock, par value $0.01 per share, on a 1-for-1 basis.

F1 · price: Pursuant to a merger transaction exempt under Rule 16b-7, each share of Class L Common Stock, par value $0.01 per share, was converted into approximately 2.19266 shares of Class B Common Stock, par value $0.01 per share, of the Issuer. Each such share of Class B Common Stock is convertible at any time to a share of the Issuer's Common Stock, par value $0.01 per share, on a 1-for-1 basis.

F2 · ownership.nature: The Class L Common Stock reported herein included (i) 5,302,521.19 shares that were formerly held by Citigroup Venture Capital Equity Partners, L.P. ("Citigroup Venture"), an affiliate of the other Reporting Persons named above, as the record holder and (ii) 103,340.38 shares that were formerly held by other affiliates of the Reporting Persons (the "CVC Affiliates") which are subsidiaries of CVC Partners, LLC and Citigroup Venture Capital GP Holdings, Ltd. Each Reporting Person disclaims beneficial ownership of the Class L Common Stock shares reported herein except to the extent of its pecuniary interest therein.

SEC source: 0000950103-03-002094 · citigroup_ex.xml · derivative · entry 3

CITIGROUP INC · CIK 0000831001 · 10% owner

CITIGROUP HOLDINGS CO · CIK 0001105742 · 10% owner

CITICORP · CIK 0000020405 · 10% owner

CITICORP BANKING CORP · CIK 0001080104 · 10% owner

COURT SQUARE CAPITAL LTD · CIK 0001167013 · 10% owner

CITIGROUP VENTURE CAPITAL EQUITY PARTNERS LP · CIK 0001171228 · 10% owner

CITIGROUP VENTURE CAPITAL GP HOLDINGS LTD · CIK 0001264888 · 10% owner

CVC PARTNERS LLC · CIK 0001264887 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnote

Disclosed balance after: 0

Underlying: Common Stock · 4,400,041 shares

Expires 2012-06-26

F1 · shares: The securities reported herein include 4,315,849 shares of Common Stock Warrants exercised held by Citigroup Venture Capital Equity Partners, L.P. as the record holder and 84,192 shares of Common Stock Warrants exercised held by affiliates of the Reporting Persons. Each Reporting Person disclaims beneficial ownership of the shares reported herein except to the extent of its pecuniary interest therein.

F3 · derivative.exercise_date: Immediately

F1 · ownership.nature: The securities reported herein include 4,315,849 shares of Common Stock Warrants exercised held by Citigroup Venture Capital Equity Partners, L.P. as the record holder and 84,192 shares of Common Stock Warrants exercised held by affiliates of the Reporting Persons. Each Reporting Person disclaims beneficial ownership of the shares reported herein except to the extent of its pecuniary interest therein.

SEC source: 0000950103-03-002094 · citigroup_ex.xml · nonDerivative · entry 2

CITIGROUP INC · CIK 0000831001 · 10% owner

CITIGROUP HOLDINGS CO · CIK 0001105742 · 10% owner

CITICORP · CIK 0000020405 · 10% owner

CITICORP BANKING CORP · CIK 0001080104 · 10% owner

COURT SQUARE CAPITAL LTD · CIK 0001167013 · 10% owner

CITIGROUP VENTURE CAPITAL EQUITY PARTNERS LP · CIK 0001171228 · 10% owner

CITIGROUP VENTURE CAPITAL GP HOLDINGS LTD · CIK 0001264888 · 10% owner

CVC PARTNERS LLC · CIK 0001264887 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnote

Disclosed balance after: 20,340,299

F2 · kind: Pursuant to the terms of the warrant, the exercise price of the warrants was paid for by the warrant holders by surrendering 6,718 shares of Common Stock having the Fair Market Value equal to the exercise price. The Fair Market Value of the shares surrendered was determined under the warrant to be $19.65 which was based on the average of the closing price for the last 21 trading days.

F2 · price: Pursuant to the terms of the warrant, the exercise price of the warrants was paid for by the warrant holders by surrendering 6,718 shares of Common Stock having the Fair Market Value equal to the exercise price. The Fair Market Value of the shares surrendered was determined under the warrant to be $19.65 which was based on the average of the closing price for the last 21 trading days.

F1 · ownership.nature: The securities reported herein include 4,315,849 shares of Common Stock Warrants exercised held by Citigroup Venture Capital Equity Partners, L.P. as the record holder and 84,192 shares of Common Stock Warrants exercised held by affiliates of the Reporting Persons. Each Reporting Person disclaims beneficial ownership of the shares reported herein except to the extent of its pecuniary interest therein.

SEC source: 0000950103-03-002094 · citigroup_ex.xml · nonDerivative · entry 1

CITIGROUP INC · CIK 0000831001 · 10% owner

CITIGROUP HOLDINGS CO · CIK 0001105742 · 10% owner

CITICORP · CIK 0000020405 · 10% owner

CITICORP BANKING CORP · CIK 0001080104 · 10% owner

COURT SQUARE CAPITAL LTD · CIK 0001167013 · 10% owner

CITIGROUP VENTURE CAPITAL EQUITY PARTNERS LP · CIK 0001171228 · 10% owner

CITIGROUP VENTURE CAPITAL GP HOLDINGS LTD · CIK 0001264888 · 10% owner

CVC PARTNERS LLC · CIK 0001264887 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnote

Disclosed balance after: 20,347,017

F1 · ownership.nature: The securities reported herein include 4,315,849 shares of Common Stock Warrants exercised held by Citigroup Venture Capital Equity Partners, L.P. as the record holder and 84,192 shares of Common Stock Warrants exercised held by affiliates of the Reporting Persons. Each Reporting Person disclaims beneficial ownership of the shares reported herein except to the extent of its pecuniary interest therein.

SEC source: 0000950103-03-001968 · sep2903_form4-citigroupex.xml · nonDerivative · entry 3

CITIGROUP INC · CIK 0000831001 · 10% owner

CITIGROUP HOLDINGS CO · CIK 0001105742 · 10% owner

CITICORP · CIK 0000020405 · 10% owner

CITICORP BANKING CORP · CIK 0001080104 · 10% owner

COURT SQUARE CAPITAL LTD · CIK 0001167013 · 10% owner

CITIGROUP VENTURE CAPITAL EQUITY PARTNERS LP · CIK 0001171228 · 10% owner

CITIGROUP VENTURE CAPITAL GP HOLDINGS LTD · CIK 0001264888 · 10% owner

CVC PARTNERS LLC · CIK 0001264887 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By affiliate

Disclosed balance after: 0

F1 · kind: The preferred stock was exchanged for cash pursuant to a merger exempt from Section 16(b) of the Exchange Act pursuant to Rule 16b-7 thereof.

F2 · shares: Citigroup Venture Capital Equity Partners, L.P. is the record holder of 1,855,706 shares of Common Stock sold, 6,797,046.77 shares of Series A Preferred Stock and 5,437,637.42 shares of Series B Preferred Stock. The shares disposed of as reported herein also include 34,933 shares of Common Stock, 127,953.23 shares of Series A Preferred Stock and 102,362.58 shares of Series B Preferred Stock held by affiliates of the Reporting Persons. Each Reporting Person disclaims beneficial ownership of the shares reported herein except to the extent of its pecuniary interest therein.

F2 · ownership.nature: Citigroup Venture Capital Equity Partners, L.P. is the record holder of 1,855,706 shares of Common Stock sold, 6,797,046.77 shares of Series A Preferred Stock and 5,437,637.42 shares of Series B Preferred Stock. The shares disposed of as reported herein also include 34,933 shares of Common Stock, 127,953.23 shares of Series A Preferred Stock and 102,362.58 shares of Series B Preferred Stock held by affiliates of the Reporting Persons. Each Reporting Person disclaims beneficial ownership of the shares reported herein except to the extent of its pecuniary interest therein.

SEC source: 0000950103-03-001968 · sep2903_form4-citigroupex.xml · nonDerivative · entry 2

CITIGROUP INC · CIK 0000831001 · 10% owner

CITIGROUP HOLDINGS CO · CIK 0001105742 · 10% owner

CITICORP · CIK 0000020405 · 10% owner

CITICORP BANKING CORP · CIK 0001080104 · 10% owner

COURT SQUARE CAPITAL LTD · CIK 0001167013 · 10% owner

CITIGROUP VENTURE CAPITAL EQUITY PARTNERS LP · CIK 0001171228 · 10% owner

CITIGROUP VENTURE CAPITAL GP HOLDINGS LTD · CIK 0001264888 · 10% owner

CVC PARTNERS LLC · CIK 0001264887 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By affiliate

Disclosed balance after: 0

F1 · kind: The preferred stock was exchanged for cash pursuant to a merger exempt from Section 16(b) of the Exchange Act pursuant to Rule 16b-7 thereof.

F2 · shares: Citigroup Venture Capital Equity Partners, L.P. is the record holder of 1,855,706 shares of Common Stock sold, 6,797,046.77 shares of Series A Preferred Stock and 5,437,637.42 shares of Series B Preferred Stock. The shares disposed of as reported herein also include 34,933 shares of Common Stock, 127,953.23 shares of Series A Preferred Stock and 102,362.58 shares of Series B Preferred Stock held by affiliates of the Reporting Persons. Each Reporting Person disclaims beneficial ownership of the shares reported herein except to the extent of its pecuniary interest therein.

F2 · ownership.nature: Citigroup Venture Capital Equity Partners, L.P. is the record holder of 1,855,706 shares of Common Stock sold, 6,797,046.77 shares of Series A Preferred Stock and 5,437,637.42 shares of Series B Preferred Stock. The shares disposed of as reported herein also include 34,933 shares of Common Stock, 127,953.23 shares of Series A Preferred Stock and 102,362.58 shares of Series B Preferred Stock held by affiliates of the Reporting Persons. Each Reporting Person disclaims beneficial ownership of the shares reported herein except to the extent of its pecuniary interest therein.

SEC source: 0000950103-03-001968 · sep2903_form4-citigroupex.xml · nonDerivative · entry 1

CITIGROUP INC · CIK 0000831001 · 10% owner

CITIGROUP HOLDINGS CO · CIK 0001105742 · 10% owner

CITICORP · CIK 0000020405 · 10% owner

CITICORP BANKING CORP · CIK 0001080104 · 10% owner

COURT SQUARE CAPITAL LTD · CIK 0001167013 · 10% owner

CITIGROUP VENTURE CAPITAL EQUITY PARTNERS LP · CIK 0001171228 · 10% owner

CITIGROUP VENTURE CAPITAL GP HOLDINGS LTD · CIK 0001264888 · 10% owner

CVC PARTNERS LLC · CIK 0001264887 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By affiliate

Disclosed balance after: 15,946,976

F2 · shares: Citigroup Venture Capital Equity Partners, L.P. is the record holder of 1,855,706 shares of Common Stock sold, 6,797,046.77 shares of Series A Preferred Stock and 5,437,637.42 shares of Series B Preferred Stock. The shares disposed of as reported herein also include 34,933 shares of Common Stock, 127,953.23 shares of Series A Preferred Stock and 102,362.58 shares of Series B Preferred Stock held by affiliates of the Reporting Persons. Each Reporting Person disclaims beneficial ownership of the shares reported herein except to the extent of its pecuniary interest therein.

F2 · ownership.nature: Citigroup Venture Capital Equity Partners, L.P. is the record holder of 1,855,706 shares of Common Stock sold, 6,797,046.77 shares of Series A Preferred Stock and 5,437,637.42 shares of Series B Preferred Stock. The shares disposed of as reported herein also include 34,933 shares of Common Stock, 127,953.23 shares of Series A Preferred Stock and 102,362.58 shares of Series B Preferred Stock held by affiliates of the Reporting Persons. Each Reporting Person disclaims beneficial ownership of the shares reported herein except to the extent of its pecuniary interest therein.