sc13da801874102_0716209.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. 8)1

CoSine Communications, Inc.
(Name of Issuer)

Common Stock, par value $0.0001
(Title of Class of Securities)

221222607
(CUSIP Number)
 
Warren G. Lichtenstein
Steel Partners Holdings L.P.
590 Madison Avenue, 32nd Floor
New York, New York 10022
(212) 520-2300
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

July 14, 2009
(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. 221222607
 
1
NAME OF REPORTING PERSON
 
STEEL PARTNERS HOLDINGS L.P.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) o
  (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
 
- 0 -
8
SHARED VOTING POWER
 
2,631,384
9
SOLE DISPOSITIVE POWER
 
- 0 -
10
SHARED DISPOSITIVE POWER
 
2,631,384
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
2,631,384
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
26.1%
14
TYPE OF REPORTING PERSON
 
PN

2

CUSIP NO. 221222607
 
1
NAME OF REPORTING PERSON
 
STEEL PARTNERS LLC
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) o
  (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
 
- 0 -
8
SHARED VOTING POWER
 
2,631,384
9
SOLE DISPOSITIVE POWER
 
- 0 -
10
SHARED DISPOSITIVE POWER
 
2,631,384
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
2,631,384
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
26.1%
14
TYPE OF REPORTING PERSON
 
OO

3

CUSIP NO. 221222607
 
1
NAME OF REPORTING PERSON
 
STEEL PARTNERS II GP LLC
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) o
  (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
 
- 0 -
8
SHARED VOTING POWER
 
2,631,384
9
SOLE DISPOSITIVE POWER
 
- 0 -
10
SHARED DISPOSITIVE POWER
 
2,631,384
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
2,631,384
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
26.1%
14
TYPE OF REPORTING PERSON
 
OO

4

CUSIP NO. 221222607
 
1
NAME OF REPORTING PERSON
 
WARREN G. LICHTENSTEIN
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) o
  (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
 
- 0 -
8
SHARED VOTING POWER
 
2,631,384
9
SOLE DISPOSITIVE POWER
 
- 0 -
10
SHARED DISPOSITIVE POWER
 
2,631,384
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
2,631,384
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
26.1%
14
TYPE OF REPORTING PERSON
 
IN

5

CUSIP NO. 221222607
 
1
NAME OF REPORTING PERSON
 
JACK L. HOWARD
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) o
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
PF, OO
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
 
255,425
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
255,425
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
255,425
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
2.5%
14
TYPE OF REPORTING PERSON
 
IN

6

CUSIP NO. 221222607
 
1
NAME OF REPORTING PERSON
 
EMH HOWARD, LLC
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) o
  (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
 
NEW YORK
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
500
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
500
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
500
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
LESS THAN 1%
14
TYPE OF REPORTING PERSON
 
OO

7

CUSIP NO. 221222607
 
1
NAME OF REPORTING PERSON
 
J HOWARD, INC.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) o
  (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
 
 NEW YORK
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
170,300
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
170,300
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
170,300
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
1.7%
14
TYPE OF REPORTING PERSON
 
CO

8

CUSIP NO. 221222607
 
1
NAME OF REPORTING PERSON
 
TERRY R. GIBSON
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) o
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
OO
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
 
100,000
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
100,000
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
100,000
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
LESS THAN 1%
14
TYPE OF REPORTING PERSON
 
IN

9

CUSIP NO. 221222607
 
The following constitutes Amendment No. 8 to the Schedule 13D filed by Steel Partners II, L.P. and the undersigned (“Amendment No. 8”).  This Amendment No. 8 amends the Schedule 13D as specifically set forth.
 
Item 2.
Identity and Background.
 
Item 2 is hereby amended and restated to read as follows:
 
(a)           This statement is filed by Steel Partners Holdings L.P. (formerly known as WebFinancial L.P.), a Delaware limited partnership (“Steel Holdings”), Steel Partners LLC, a Delaware limited liability company (“Partners LLC”), Steel Partners II GP LLC, a Delaware limited liability company (“Steel Partners GP”), Warren G. Lichtenstein, Jack L. Howard, Terry R. Gibson, EMH Howard, LLC, a New York limited liability company (“EMH”), and J Howard, Inc., a New York corporation (“J Howard”).  Each of the foregoing is referred to as a “Reporting Person” and collectively as the “Reporting Persons.”
 
Partners LLC is the manager of Steel Holdings.  Steel Partners GP is the general partner of Steel Holdings.  Warren G. Lichtenstein is the manager of Partners LLC and the managing member of Steel Partners GP.  Jack L. Howard is the President of Partners LLC.  Mr. Howard controls J Howard and EMH.  Mr. Howard is also a director of the Issuer.  Terry R. Gibson is a Managing Director of SP Corporate Services LLC, a management company affiliated with Steel Holdings.  Mr. Gibson is also an executive officer and a director of the Issuer.  By virtue of these relationships, each of Partners LLC, Steel Partners GP and Mr. Lichtenstein may be deemed to beneficially own the Shares owned by Steel Holdings.  Accordingly, the Reporting Persons are hereby filing a joint Schedule 13D.
 
Set forth on Schedule A annexed hereto is the name and present principal occupation or employment and the name, principal business and address of any corporation or other organization in which such employment is conducted of (i) the executive officers of Partners LLC, (ii) the executive officers of Steel Partners GP, and (iii) the individuals anticipated to serve as directors of the future successor general partner of Steel Holdings who are currently serving the function of directors of Steel Holdings.
 
(b)           The principal business address of each of Steel Holdings, Partners LLC, Steel Partners GP, Warren G. Lichtenstein, Jack L. Howard, EMH and J Howard is 590 Madison Avenue, 32nd Floor, New York, New York 10022.  The principal business address of Terry R. Gibson is 61 East Main Street, Suite B, Los Gatos, California 95031.
 
(c)           Steel Holdings is a global diversified holding company that engages or has interests in a variety of operating businesses through its subsidiary companies.  It may seek to obtain majority or primary control, board representation or other significant influence over the portfolio companies in which it holds an interest.  The principal business of Partners LLC is serving as the manager of Steel Holdings.  The principal business of Steel Partners GP is serving as the general partner of Steel Holdings.  The principal occupation of Warren G. Lichtenstein is serving as the manager of Partners LLC and as the managing member of Steel Partners GP.  The principal occupation of Jack L. Howard is serving as the President of Partners LLC and serving as a principal of Mutual Securities, Inc., a registered broker dealer.  EMH and J Howard are family-owned holding companies whose principal business is investing in securities. Jack L. Howard is the sole officer and director of each of EMH and J Howard.  The principal occupation of Terry R. Gibson is serving as a Managing Director of SP Corporate Services LLC, a management company affiliated with Steel Holdings.
 
10

CUSIP NO. 221222607
 
(d)           No Reporting Person nor any person listed on Schedule A annexed hereto has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).
 
(e)           No Reporting Person nor any person listed on Schedule A annexed hereto has, during the last five years, been party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
 
(f)           Warren G. Lichtenstein, Jack L. Howard, Terry R. Gibson and the persons listed on Schedule A are citizens of the United States of America.
 
Item 3.
Source and Amount of Funds or Other Consideration.
 
Item 3 is hereby amended and restated to read as follows:
 
The aggregate purchase price of the 2,631,384 Shares owned by Steel Holdings is approximately $4,211,084, including brokerage commissions.  The Shares owned by Steel Holdings were acquired with partnership funds.
 
The aggregate purchase price of the 76,625 Shares owned directly by Jack L. Howard is $193,861, including brokerage commissions.  The Shares owned directly by Mr. Howard were acquired with personal funds.  In addition, Mr. Howard currently beneficially owns 8,000 Shares underlying options that are exercisable within 60 days of the date hereof.  The options owned by Mr. Howard were awarded to him in his capacity as a director of the Issuer.
 
The aggregate purchase price of the 500 Shares owned directly by EMH is $998, including brokerage commissions.  The Shares owned directly by EMH were acquired with working capital.
 
The aggregate purchase price of the 170,300 Shares owned directly by J Howard is $392,358, including brokerage commissions. The Shares owned directly by J Howard were acquired with working capital.
 
Mr. Gibson currently beneficially owns 100,000 Shares underlying options that are exercisable within 60 days of the date hereof.  The options owned by Mr. Gibson were issued to him in his capacity as an executive officer of the Issuer.
 
Steel Holdings effects purchases of securities primarily through margin accounts maintained for it with prime brokers, which may extend margin credit to it as and when required to open or carry positions in the margin accounts, subject to applicable federal margin regulations, stock exchange rules and the prime brokers’ credit policies.  In such instances, the positions held in the margin accounts are pledged as collateral security for the repayment of debit balances in the accounts.
 
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 10,090,635 Shares outstanding, which is the total number of Shares outstanding as reported in the Issuer’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on June 17, 2009.
 
11

CUSIP NO. 221222607
 
As of the close of business on July 16, 2009, Steel Holdings owned directly 2,631,384 Shares, constituting approximately 26.1% of the Shares outstanding.  By virtue of their relationships with Steel Holdings discussed in further detail in Item 2, each of Partners LLC, Steel Partners GP and Warren G. Lichtenstein may be deemed to beneficially own the Shares owned by Steel Holdings.
 
As of the close of business on July 16, 2009, Jack L. Howard beneficially owned an aggregate of 255,425 Shares consisting of (i) 76,625 Shares owned directly by Mr. Howard, (ii) 8,000 Shares underlying options that are exercisable within 60 days of the date hereof owned directly by Mr. Howard, (iii) 500 Shares owned by EMH, and (iv) 170,300 Shares owned by J Howard, constituting in the aggregate approximately 2.5% of the outstanding Shares.
 
As of the close of business on July 16, 2009, Terry R. Gibson beneficially owned 100,000 Shares underlying options that are exercisable within 60 days of the date hereof, constituting less than 1% of the Shares outstanding.
 
Each of the Reporting Persons, as members of a “group” for purposes of Rule 13d-5(b)(1) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), may be deemed to beneficially own the Shares owned by the other Reporting Persons.
 
(b)           Each of the Reporting Persons (other than EMH, J Howard and Messrs. Howard and Gibson) may be deemed to have the shared power to vote and dispose of the Shares reported in this Schedule 13D owned directly by Steel Holdings.  Jack L. Howard, EMH and J Howard have the sole power to vote and dispose of the Shares reported in this Schedule 13D owned directly by Mr. Howard, EMH and J Howard.  Terry R. Gibson has the sole power to vote and dispose of the Shares reported in this Schedule 13D owned directly by Mr. Gibson.
 
(c)           On July 14, 2009, Steel Holdings purchased 2,631,384 Shares from Steel Partners II, L.P., an affiliate of Steel Holdings, at a price of $1.60 per Share.
 
(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.
 
The filing of this Schedule 13D shall not be construed as an admission that the Reporting Persons are, for purposes of the Exchange Act, the beneficial owners of any securities covered by this Schedule 13D.
 
12

CUSIP NO. 221222607
 
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: July 17, 2009
STEEL PARTNERS HOLDINGS L.P.
   
 
By:
Steel Partners II GP LLC
General Partner
   
 
By:
/s/ Sanford Antignas
   
Sanford Antignas
as Attorney-In-Fact for Warren G. Lichtenstein,
Managing Member


 
STEEL PARTNERS LLC
   
 
By:
/s/ Sanford Antignas
   
Sanford Antignas
as Attorney-In-Fact for Warren G. Lichtenstein,
Manager


 
STEEL PARTNERS II GP LLC
   
 
By:
/s/ Sanford Antignas
   
Sanford Antignas
as Attorney-In-Fact for Warren G. Lichtenstein,
Managing Member


 
/s/ Sanford Antignas
 
SANFORD ANTIGNAS
as Attorney-In-Fact for Warren G. Lichtenstein


 
/s/ Jack L. Howard
 
JACK L. HOWARD


 
/s/ Terry R. Gibson
 
TERRY R. GIBSON


13

CUSIP NO. 221222607

 
EMH HOWARD, LLC
   
 
By:
/s/ Jack L. Howard
   
Jack L. Howard
Managing Member

 
 
J HOWARD, INC.
   
 
By:
/s/ Jack L. Howard
   
Jack L. Howard
President
 
14

CUSIP NO. 221222607
 
SCHEDULE A
 
Executive Officers of Steel Partners LLC
 
Name and Position
 
Present Principal Occupation
 
 
Business Address
Warren G. Lichtenstein,
Chairman and Chief Executive Officer
 
Chairman and Chief Executive Officer
of Steel Partners LLC, a global
management firm
 
 
c/o Steel Partners LLC
590 Madison Avenue, 32nd Floor
New York, NY 10022
Jack L. Howard,
President
 
President of Steel Partners LLC,
a global management firm, and
a principal of Mutual Securities, Inc.,
a registered broker dealer
 
 
c/o Steel Partners LLC
590 Madison Avenue, 32nd Floor
New York, NY 10022
Sanford Antignas,
Managing Director,
Chief Operating Officer and Secretary
 
 
Managing Director, Chief Operating Officer
and Secretary of Steel Partners LLC,
a global management firm
 
c/o Steel Partners LLC
590 Madison Avenue, 32nd Floor
New York, NY 10022
Michael Falk,
Vice President,
Chief Financial Officer, Treasurer
and Assistant Secretary
 
Vice President, Chief Financial Officer,
Treasurer and Assistant Secretary
of Steel Partners LLC, a global management firm
 
c/o Steel Partners LLC
590 Madison Avenue, 32nd Floor
New York, NY 10022

 
Executive Officers of Steel Partners II GP LLC
 
Name and Position
 
Present Principal Occupation
 
 
Business Address
Warren G. Lichtenstein,
Chairman and Chief Executive Officer
 
Chairman and Chief Executive Officer
of Steel Partners LLC, a global
management firm
 
 
c/o Steel Partners LLC
590 Madison Avenue, 32nd Floor
New York, NY 10022
Jack L. Howard,
President
 
President of Steel Partners LLC,
a global management firm, and
a principal of Mutual Securities, Inc.,
a registered broker dealer
 
 
c/o Steel Partners LLC
590 Madison Avenue, 32nd Floor
New York, NY 10022
Sanford Antignas,
Managing Director,
Chief Operating Officer and Secretary
 
Managing Director, Chief Operating Officer
and Secretary of Steel Partners LLC,
a global management firm
 
c/o Steel Partners LLC
590 Madison Avenue, 32nd Floor
New York, NY 10022
 
15

CUSIP NO. 221222607
 
Individuals Serving the Function of Directors of Steel Partners Holdings L.P.
 
Name
 
Present Principal Occupation
 
 
Business Address
Anthony Bergamo
 
Vice Chairman of MB Real Estate,
a property management company
 
c/o MB Real Estate
335 Madison Avenue, 14th Floor
New York, NY 10017
 
John P. McNiff
 
Partner of Mera Capital Management LP,
a private investment partnership
 
c/o Mera Capital Management LP
161 Washington Street, Suite 1560
Conshohocken, PA 19428
 
Joseph L. Mullen
 
Managing Partner of Li Moran International, Inc., a management consulting company
 
c/o Li Moran International
611 Broadway, Suite 722
New York, NY 10012
 
General Richard I. Neal
 
President of Audio MPEG, Inc.,
a licensor of intellectual property
 
c/o Audio MPEG, Inc.
66 Canal Center Plaza, Suite 750
Alexandria, VA 22314
 
Allan R. Tessler
 
Chairman and Chief Executive Officer
of International Financial Group, Inc.,
an international merchant banking firm
 
 
c/o International Financial Group, Inc.
2500 North Moose Wilson Road
Wilson, WY 83014
Warren G. Lichtenstein
 
Chairman and Chief Executive Officer
of Steel Partners LLC, a global management firm
 
c/o Steel Partners LLC
590 Madison Avenue, 32nd Floor
New York, NY 10022
 
Sanford Antignas
 
Managing Director, Chief Operating Officer
and Secretary of Steel Partners LLC,
a global management firm
 
c/o Steel Partners LLC
590 Madison Avenue, 32nd Floor
New York, NY 10022
 
16