* |
If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
** |
Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) |
This Form 3 is being jointly filed by Bay Resource Partners, L.P., a Delaware limited partnership (Bay), Bay II Resource Partners, L.P., a Delaware limited partnership (Bay II), Bay Resource Partners Offshore Master Fund, L.P., an exempted limited partnership organized under the laws of the Cayman Islands (Offshore Fund), GMT Exploration Company LLC, a Delaware limited liability company (GMT Exploration), GMT Capital Corp., a Georgia corporation (GMT Capital), and Thomas E. Claugus, a United States citizen (Claugus). The foregoing persons are hereinafter sometimes collectively referred to as the Reporting Persons. |
(2) |
GMT Capital, the general partner of Bay and Bay II, has the power to direct the affairs of Bay and Bay II, including the voting and disposition of shares. As the discretionary investment manager of the Offshore Fund and certain other accounts, GMT Capital has power to direct the voting and disposition of shares held by the Offshore Fund and such accounts. Mr. Claugus is the President of GMT Capital and in that capacity directs the operations of each of Bay and Bay II and the voting and disposition of shares held by the Offshore Fund and separate client accounts managed by GMT Capital. Mr. Claugus is the Chief Executive Officer of GMT Exploration and as such has the power to direct the affairs of GMT Exploration, including the voting and disposition of shares. |
(3) |
GMT Capital and Mr. Claugus may be deemed to beneficially own indirect pecuniary interest as the result of performance-based fees and profit allocations. Each of GMT Capital and Mr. Claugus disclaims such beneficial ownership except to the extent ultimately realized. |
(4) |
13,543,200 shares of common stock is the aggregate number of shares of common stock owned by the Reporting Persons and is owned as follows: Bay = 1,659,700 shares directly owned by it; Bay II = 3,911,500 shares directly owned by it; Offshore Fund = 7,090,000 shares directly owned by it; GMT Exploration = 28,400 shares directly owned by it; GMT Capital = 479,200 shares of common stock beneficially owned by it with respect to separate client accounts managed by it; Claugus = 374,400 shares directly owned by him. |