-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, DwSCjod9Fxl2DXk0ozJD4zdGWl1B7NR/BmEpJ4YSRW8j6Wx7tUuZs9gARLyZiAA1 7IT/ate8DMKhqHyqAI9pwQ== 0000806085-06-000020.txt : 20060214 0000806085-06-000020.hdr.sgml : 20060214 20060214104641 ACCESSION NUMBER: 0000806085-06-000020 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20060214 DATE AS OF CHANGE: 20060214 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: BLOUNT INTERNATIONAL INC CENTRAL INDEX KEY: 0001001606 STANDARD INDUSTRIAL CLASSIFICATION: ORDNANCE & ACCESSORIES, (NO VEHICLES/GUIDED MISSILES) [3480] IRS NUMBER: 630780521 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-44493 FILM NUMBER: 06608065 BUSINESS ADDRESS: STREET 1: 4909 S E INTERNATIONAL WAY CITY: PORT LAND STATE: OR ZIP: 97222 BUSINESS PHONE: 503 653 4569 MAIL ADDRESS: STREET 1: P.O. BOX 949 STREET 2: 4909 S E INTERNATIONAL WAY CITY: PORTLAND STATE: OR ZIP: 97222 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: LEHMAN BROTHERS HOLDINGS INC CENTRAL INDEX KEY: 0000806085 STANDARD INDUSTRIAL CLASSIFICATION: SECURITY BROKERS, DEALERS & FLOTATION COMPANIES [6211] IRS NUMBER: 133216325 STATE OF INCORPORATION: DE FISCAL YEAR END: 1130 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: LEHMAN BROTHERS STREET 2: 745 SEVENTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 2125267000 MAIL ADDRESS: STREET 1: LEHMAN BROTHERS STREET 2: 745 SEVENTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10019 FORMER COMPANY: FORMER CONFORMED NAME: SHEARSON LEHMAN HUTTON HOLDINGS INC DATE OF NAME CHANGE: 19901017 SC 13D/A 1 f06-02_1413da8blount.txt SC 13D BLOUNT AMDT NO 8 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D AMENDMENT NO. 8 Under the Securities Exchange Act of 1934 Blount International, Inc. (Name of Issuer) Common Stock, Par Value $.01 Per Share (Title of Class of Securities) 095180-10-5 (CUSIP Number of Class of Securities) Jeffrey A. Welikson Vice President and Corporate Secretary Lehman Brothers Holdings Inc. 1301 Avenue of the Americas, 5th Floor New York, NY 10022 (212) 526-0858 (Name, Address and Telephone Number of Persons Authorized to Receive Notices and Communications) December 31, 2005 (Date of Event which required 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 ss. 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 (b) for other parties to whom copies are to be sent. *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. 095180-10-5 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Lehman Brothers Holdings Inc. 13-3216325 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ ] 3. SEC USE ONLY 4. SOURCE OF FUNDS OO 5. CHECK BOX 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 7. SOLE VOTING POWER REPORTING PERSON WITH 8,918,999 8. SHARED VOTING POWER -0- 9. SOLE DISPOSITIVE POWER 8,918,999 10. SHARED DISPOSITIVE POWER -0- 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 8,918,999 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ] 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 18.97% (1) 14. TYPE OF REPORTING PERSON HC/CO (1) Based on 47,004,292 outstanding shares of Common Stock of Blount International Inc. that are outstanding as of October 31, 2005 as reported on Blount International Inc.'s quarterly report on Form 10-Q dated November 4, 2005. CUSIP No. 095180-10-5 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON LB Blount Investment SPV LLC 13-4073579 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ ] 3. SEC USE ONLY 4. SOURCE OF FUNDS OO 5. CHECK BOX 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 7. SOLE VOTING POWER REPORTING PERSON WITH 8,918,999 8. SHARED VOTING POWER -0- 9. SOLE DISPOSITIVE POWER 8,918,999 10. SHARED DISPOSITIVE POWER -0- 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 8,918,999 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ] 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 18.97% (1) 14. TYPE OF REPORTING PERSON OO (1) Based on 47,004,292 outstanding shares of Common Stock of Blount International Inc. that are outstanding as of October 31, 2005 as reported on Blount International Inc.'s quarterly report on Form 10-Q dated November 4, 2005. CUSIP No. 095180-10-5 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Lehman Brothers Inc. 13-2518466 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ ] 3. SEC USE ONLY 4. SOURCE OF FUNDS OO 5. CHECK BOX 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 7. SOLE VOTING POWER EACH REPORTING PERSON WITH 2,341,450 8. SHARED VOTING POWER -0- 9. SOLE DISPOSITIVE POWER 2,341,450 10. SHARED DISPOSITIVE POWER -0- 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,341,450 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ] 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 4.98% (1) 14. TYPE OF REPORTING PERSON HC/CO (1) Based on 47,004,292 outstanding shares of Common Stock of Blount International Inc. that are outstanding as of October 31, 2005 as reported on Blount International Inc.'s quarterly report on Form 10-Q dated November 4, 2005. CUSIP No. 095180-10-5 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Lehman Brothers Merchant Banking Partners II L.P. 01-0594189 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ ] 3. SEC USE ONLY 4. SOURCE OF FUNDS OO 5. CHECK BOX 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 7. SOLE VOTING POWER REPORTING PERSON WITH 3,690,212 8. SHARED VOTING POWER -0- 9. SOLE DISPOSITIVE POWER 3,690,212 10. SHARED DISPOSITIVE POWER -0- 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,690,212 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ] 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 7.85% (1) 14. TYPE OF REPORTING PERSON PN (1) Based on 47,004,292 outstanding shares of Common Stock of Blount International Inc. that are outstanding as of October 31, 2005 as reported on Blount International Inc.'s quarterly report on Form 10-Q dated November 4, 2005. CUSIP No. 095180-10-5 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Lehman Brothers Offshore Investment Partners II L.P. 30-0037037 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ ] 3. SEC USE ONLY 4. SOURCE OF FUNDS OO 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ] 6. CITIZENSHIP OR PLACE OF ORGANIZATION Bermuda NUMBER OF SHARES BENEFICIALLY OWNED BY EACH 7. SOLE VOTING POWER REPORTING PERSON WITH 2,404,443 8. SHARED VOTING POWER -0- 9. SOLE DISPOSITIVE POWER 2,404,443 10. SHARED DISPOSITIVE POWER -0- 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,404,443 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ] 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 5.11% (1) 14. TYPE OF REPORTING PERSON PN (1) Based on 47,004,292 outstanding shares of Common Stock of Blount International Inc. that are outstanding as of October 31, 2005 as reported on Blount International Inc.'s quarterly report on Form 10-Q dated November 4, 2005. CUSIP No. 095180-10-5 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Lehman Brothers Capital Partners III, L.P. 13-3857432 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ ] 3. SEC USE ONLY 4. SOURCE OF FUNDS OO 5. CHECK BOX 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 7. SOLE VOTING POWER REPORTING PERSON WITH 482,894 8. SHARED VOTING POWER -0- 9. SOLE DISPOSITIVE POWER 482,894 10. SHARED DISPOSITIVE POWER -0- 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 482,894 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ] 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.03% (1) 14. TYPE OF REPORTING PERSON PN (1) Based on 47,004,292 outstanding shares of Common Stock of Blount International Inc. that are outstanding as of October 31, 2005 as reported on Blount International Inc.'s quarterly report on Form 10-Q dated November 4, 2005. CUSIP No. 095180-10-5 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Lehman Brothers Capital Partners IV, L.P. 13-4042406 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ ] 3. SEC USE ONLY 4. SOURCE OF FUNDS OO 5. CHECK BOX 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 7. SOLE VOTING POWER REPORTING PERSON WITH 1,336,077 8. SHARED VOTING POWER -0- 9. SOLE DISPOSITIVE POWER 1,336,077 10. SHARED DISPOSITIVE POWER -0- 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,336,077 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ] 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 2.84% (1) 14. TYPE OF REPORTING PERSON PN (1) Based on 47,004,292 outstanding shares of Common Stock of Blount International Inc. that are outstanding as of October 31, 2005 as reported on Blount International Inc.'s quarterly report on Form 10-Q dated November 4, 2005. CUSIP No. 095180-10-5 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Lehman Brothers MBG Partners 1999 (A) L.P. 03-0406092 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ ] 3. SEC USE ONLY 4. SOURCE OF FUNDS OO 5. CHECK BOX 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 7. SOLE VOTING POWER REPORTING PERSON WITH 312,406 8. SHARED VOTING POWER -0- 9. SOLE DISPOSITIVE POWER 312,406 10. SHARED DISPOSITIVE POWER -0- 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 312,406 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ] 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.66% (1) 14. TYPE OF REPORTING PERSON PN (1) Based on 47,004,292 outstanding shares of Common Stock of Blount International Inc. that are outstanding as of October 31, 2005 as reported on Blount International Inc.'s quarterly report on Form 10-Q dated November 4, 2005. CUSIP No. 095180-10-5 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Lehman Brothers MBG Partners 1999 (B) L.P. 03-0406104 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ ] 3. SEC USE ONLY 4. SOURCE OF FUNDS OO 5. CHECK BOX 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 7. SOLE VOTING POWER REPORTING PERSON WITH 35,796 8. SHARED VOTING POWER -0- 9. SOLE DISPOSITIVE POWER 35,796 10. SHARED DISPOSITIVE POWER -0- 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 35,796 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ] 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.07% (1) 14. TYPE OF REPORTING PERSON PN (1) Based on 47,004,292 outstanding shares of Common Stock of Blount International Inc. that are outstanding as of October 31, 2005 as reported on Blount International Inc.'s quarterly report on Form 10-Q dated November 4, 2005. CUSIP No. 095180-10-5 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Lehman Brothers MBG Partners 1999 (C) L.P. 03-0406111 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ ] 3. SEC USE ONLY 4. SOURCE OF FUNDS OO 5. CHECK BOX 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 7. SOLE VOTING POWER REPORTING PERSON WITH 9,763 8. SHARED VOTING POWER -0- 9. SOLE DISPOSITIVE POWER 9,763 10. SHARED DISPOSITIVE POWER -0- 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 9,763 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ] 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.02% (1) 14. TYPE OF REPORTING PERSON PN (1) Based on 47,004,292 outstanding shares of Common Stock of Blount International Inc. that are outstanding as of October 31, 2005 as reported on Blount International Inc.'s quarterly report on Form 10-Q dated November 4, 2005. CUSIP No. 095180-10-5 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON LB I Group Inc. 13-2741778 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ ] 3. SEC USE ONLY 4. SOURCE OF FUNDS OO 5. CHECK BOX 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 7. SOLE VOTING POWER REPORTING PERSON WITH 2,341,450 8. SHARED VOTING POWER -0- 9. SOLE DISPOSITIVE POWER 2,341,450 10. SHARED DISPOSITIVE POWER -0- 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,341,450 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ] 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 4.98% (1) 14. TYPE OF REPORTING PERSON HC/CO (1) Based on 47,004,292 outstanding shares of Common Stock of Blount International Inc. that are outstanding as of October 31, 2005 as reported on Blount International Inc.'s quarterly report on Form 10-Q dated November 4, 2005. CUSIP No. 095180-10-5 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Lehman Brothers Offshore Partners II Ltd. 98-0190704 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ ] 3. SEC USE ONLY 4. SOURCE OF FUNDS OO 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ] 6. CITIZENSHIP OR PLACE OF ORGANIZATION Bermuda NUMBER OF SHARES BENEFICIALLY OWNED BY EACH 7. SOLE VOTING POWER REPORTING PERSON WITH 1,202,221 8. SHARED VOTING POWER -0- 9. SOLE DISPOSITIVE POWER 1,202,221 10. SHARED DISPOSITIVE POWER -0- 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,202,221 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ] 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 2.56% (1) 14. TYPE OF REPORTING PERSON HC/CO (1) Based on 47,004,292 outstanding shares of Common Stock of Blount International Inc. that are outstanding as of October 31, 2005 as reported on Blount International Inc.'s quarterly report on Form 10-Q dated November 4, 2005. CUSIP No.095180-10-5 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Lehman Brothers Merchant Banking Partners II Inc. 13-3957483 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ ] 3. SEC USE ONLY 4. SOURCE OF FUNDS OO 5. CHECK BOX 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 7. SOLE VOTING POWER REPORTING PERSON WITH 4,892,434 8. SHARED VOTING POWER -0- 9. SOLE DISPOSITIVE POWER 4,892,434 10. SHARED DISPOSITIVE POWER -0- 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,892,434 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ] 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 10.41% (1) 14. TYPE OF REPORTING PERSON HC/CO (1) Based on 47,004,292 outstanding shares of Common Stock of Blount International Inc. that are outstanding as of October 31, 2005 as reported on Blount International Inc.'s quarterly report on Form 10-Q dated November 4, 2005. ITEM 1. SECURITY AND ISSUER This statement relates to the Common Stock, par value $0.01 (the "Common Stock"), of Blount International, Inc., a Delaware corporation ("Blount"). The address of the principal executive offices of Blount is 4909 SE International Way, Portland, Oregon 97222. ITEM 2. IDENTITY AND BACKGROUND This statement is filed on behalf of the following Reporting Persons: Lehman Brothers Holdings Inc., a Delaware corporation ("Holdings") 745 Seventh Avenue New York, NY 10019 Holdings, through its subsidiaries is one of the leading global investment banks, serving institutional, corporate, government and high-net-worth clients. Holdings is the general partner of Lehman Brothers Capital Partners III, L.P. and the direct 100% parent of Lehman Brothers Inc., Lehman Brothers Merchant Banking Partners II Inc. and Lehman Brothers Offshore Partners II Ltd. LB Blount Investment SPV LLC, a Delaware limited liability company ("LB Blount SPV") 745 Seventh Avenue New York, NY 10019 All the shares of Blount beneficially owned by the Reporting Persons are directly owned by LB Blount SPV. With respect to the equity interests of LB Blount SPV, Lehman Brothers Merchant Banking Partners II L.P. owns approximately 41.4%, Lehman Brothers Offshore Investment Partners II L.P. owns approximately 27.0%, Lehman Brothers Capital Partners III, L.P. owns approximately 5.4%, Lehman Brothers Capital Partners IV, L.P. owns approximately 15.0%, LB I Group Inc. owns approximately 7.1%, Lehman Brothers MBG Partners 1999 (A) L.P. owns approximately 3.6%, Lehman Brothers MBG Partners 1999 (B) L.P. owns approximately 0.4%, and Lehman Brothers MBG Partners 1999 (C) L.P. owns approximately 0.1% thereof. Lehman Brothers Inc., a Delaware corporation ("LBI") 745 Seventh Avenue New York, NY 10019 LBI is a broker-dealer registered under Section 15 of the Securities Exchange Act of 1934 and is a wholly-owned subsidiary of Holdings and the direct 100% parent of LB I Group Inc. LB I Group Inc., a Delaware corporation ("LB I Group") 745 Seventh Avenue New York, New York 10019 LB I Group is a wholly-owned subsidiary of LBI and is the general partner of Capital Partners IV, MBG 1999 (A), MBG 1999 (B) and MBG 1999 (C). LB I Group owns approximately 7.1% of the equity interests of LB Blount SPV. Lehman Brothers Merchant Banking Partners II L.P., a Delaware limited partnership ("LB MBP II") 745 Seventh Avenue New York, NY 10019 LB MBP II is a limited partnership, the general partner of which is Lehman Brothers Merchant Banking Partners II Inc. LB MBP II owns approximately 41.4% of the equity interests of LB Blount SPV. Lehman Brothers Offshore Investment Partners II L.P., a Bermuda limited partnership ("LB OIP II") 745 Seventh Avenue New York, NY 10019 LB OIP II is a limited partnership, the general partners of which are Lehman Brothers Offshore Partners II Ltd. and Lehman Brothers Merchant Banking Partners II Inc. LB OIP II owns approximately 27.0% of the equity interests of LB Blount SPV. Lehman Brothers Capital Partners III, L.P., a Delaware limited partnership ("Capital Partners III") 745 Seventh Avenue New York, NY 10019 Capital Partners III is a limited partnership, the general partner of which is Holdings. Capital Partners III owns approximately 5.4% of the equity interests of LB Blount SPV. Lehman Brothers Capital Partners IV, L.P., a Delaware limited partnership ("Capital Partners IV") 745 Seventh Avenue New York, NY 10019 Capital Partners IV is a limited partnership, the general partner of which is LB I Group Inc. Capital Partners IV owns approximately 15.0% of the equity interests of LB Blount SPV. Lehman Brothers MBG Partners 1999 (A) L.P., a Delaware limited partnership ("MBG 1999 (A)") 745 Seventh Avenue New York, NY 10019 MBG 1999 (A) is a limited partnership, the general partner of which is LB I Group Inc. MBG 1999 (A) owns approximately 3.6% of the equity interests of LB Blount SPV. Lehman Brothers MBG Partners 1999 (B) L.P., a Delaware limited partnership ("MBG 1999 (B)") 745 Seventh Avenue New York, NY 10019 MBG 1999 (B) is a limited partnership, the general partner of which is LB I Group Inc. MBG 1999 (B) owns approximately 0.4% of the equity interests of LB Blount SPV. Lehman Brothers MBG Partners 1999 (C) L.P., a Delaware limited partnership ("MBG 1999 (C)") 745 Seventh Avenue New York, NY 10019 MBG 1999 (C) is a limited partnership, the general partner of which is LB I Group Inc. MBG 1999 (C) owns approximately 0.1% of the equity interests of LB Blount SPV. Lehman Brothers Offshore Partners II Ltd., a Bermuda corporation ("LB Offshore II Ltd.") 745 Seventh Avenue New York, NY 10019 LB Offshore II Ltd. is a wholly-owned subsidiary of Holdings and a general partner of LB OIP II. Lehman Brothers Merchant Banking Partners II Inc., a Delaware corporation ("LB MBP II Inc.") 745 Seventh Avenue New York, NY 10019 LB MBP II Inc. is a wholly-owned subsidiary of Holdings and the general partner of LB MBP II and a general partner of LB OIP II. The names, residence or business address, citizenships and present principal occupations or employment of the senior executive officers and directors of the Reporting Persons are set forth in Appendix A hereto. None of the Reporting Persons, nor to the best knowledge of the Reporting Persons, any of the persons listed in Appendix A hereto has during the last five years (i) been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) except as set forth in Appendix B attached hereto and incorporated herein by reference, been party to a civil proceeding of a judicial or administrative body of a 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 mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. ITEM 3. SOURCE OF FUNDS OR OTHER CONSIDERATION No change. ITEM 4. PURPOSE OF TRANSACTION No change except as described below. On August 31, 2005 the Reporting Persons sold 220 shares of Blount Common Stock at $17.93. As of the date hereof, the Reporting Persons continue to beneficially own 8,918,999 shares of Common Stock constituting 18.97% of the Common Stock of Blount. The Reporting Persons intend to continually evaluate Blount's business, prospects and financial condition, the market for shares of Common Stock, other opportunities available to the Reporting Persons, general economic conditions, money and stock market conditions and other factors and future developments which the Reporting Persons may deem relevant from time to time. Depending on these factors, the Reporting Persons may decide to sell all or part of the shares of Blount that they hold or cause Blount to make material changes in its present capitalization. Any disposition, or any further acquisition, may be effected through privately negotiated transactions or otherwise. Except as set forth in this Item 4 (and in Item 4 of the Reporting Persons' original Schedule 13D and prior amendments), the Reporting Persons do not have any specific plans or proposals that relate to or would result in any of the actions specified in clauses (a) through (j) of Item 4 of Schedule 13D. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER (a) See Items 11 and 13 of the cover page for each Reporting Person and Item 4 above. (b) See Items 7 through 9 of the cover page for each Reporting Person . (c) See Item 4. (d) None of the Reporting Persons nor, to the best knowledge of the Reporting Persons, any of the persons listed in Appendix A hereto knows of any other person who has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, any shares of Common Stock beneficially owned by the Reporting Persons, other than customers of a Reporting Person over whose shares a Reporting Person may have investment discretion. (e) Not Applicable. ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER. No change. ITEM 7. MATERIAL TO BE FILED AS EXHIBITS Purchase Agreement dated as of March 2, 2001 between Blount International, Inc. and LB Blount Investment SPV LLC (filed as Exhibit 99.1 to Blount International, Inc.'s Form 8-K Current Report dated as of March 2, 2001, and incorporated herein by reference) 12% Convertible Preferred Equivalent Security Due 2013 dated as of March 2, 2001 (filed as Exhibit 99.2 to Blount International, Inc.'s Form 8-K Current Report dated as of March 2, 2001, and incorporated herein by reference) Certificate Representing Warrants dated as of March 2, 2001 (filed as Exhibit 99.3 to Blount International, Inc.'s Form 8-K Current Report dated as of March 2, 2001, and incorporated herein by reference) Certificate of Designations for the 12% Convertible Preferred Stock (filed as Exhibit 99.4 to Blount International, Inc.'s Form 8-K Current Report dated as of March 2, 2001, and incorporated herein by reference) Joint Filing Agreement, dated February 14, 2006, among Lehman Brothers Holdings Inc., Blount Investment SPV LLC, Lehman Brothers Inc., Lehman Brothers Merchant Banking Partners II L.P., Lehman Brothers Offshore Investment Partners II L.P., Lehman Brothers Capital Partners III, L.P., Lehman Brothers Capital Partners IV, L.P., Lehman Brothers MBG partners 1999 (A) L.P., Lehman Brothers MBG Partners 1999 (B) L.P., Lehman Brothers MBG Partners 1999 (C) L.P., LB I Group Inc., Lehman Brothers Offshore Partners II Ltd. and Lehman Brothers Merchant Banking Partners II Inc. (filed herewith as Exhibit A) After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: February 14, 2006 LEHMAN BROTHERS HOLDINGS INC. By: /s/ Barrett S. DiPaolo Name: Barrett S. DiPaolo Title: Vice President BLOUNT INVESTMENT SPV LLC By: /s/ Barrett S. DiPaolo Name: Barrett S. DiPaolo Title: Authorized Signatory LEHMAN BROTHERS INC. By: /s/ Barrett S. DiPaolo Name: Barrett S. DiPaolo Title: Senior Vice President LEHMAN BROTHERS MERCHANT BANKING PARTNERS II L.P. By: /s/ Barrett S. DiPaolo Name: Barrett S. DiPaolo Title: Authorized Signatory LEHMAN BROTHERS OFFSHORE INVESTMENT PARTNERS II L.P. By: /s/ Barrett S. DiPaolo Name: Barrett S. DiPaolo Title: Authorized Signatory LEHMAN BROTHERS CAPITAL PARTNERS III, L.P. By: /s/ Barrett S. DiPaolo Name: Barrett S. DiPaolo Title: Authorized Signatory LEHMAN BROTHERS CAPITAL PARTNERS IV, L.P. By: /s/ Barrett S. DiPaolo Name: Barrett S. DiPaolo Title: Authorized Signatory LEHMAN BROTHERS MBG PARTNERS 1999 (A) L.P. By: /s/ Barrett S. DiPaolo Name: Barrett S. DiPaolo Title: Authorized Signatory LEHMAN BROTHERS MBG PARTNERS 1999 (B) L.P. By: /s/ Barrett S. DiPaolo Name: Barrett S. DiPaolo Title: Authorized Signatory LEHMAN BROTHERS MBG PARTNERS 1999 (C) L.P. By: /s/ Barrett S. DiPaolo Name: Barrett S. DiPaolo Title: Authorized Signatory LB I GROUP INC. By: /s/ Barrett S. DiPaolo Name: Barrett S. DiPaolo Title : Authorized Signatory LEHMAN BROTHERS OFFSHORE PARTNERS II LTD. By: /s/ Barrett S. DiPaolo Name: Barrett S. DiPaolo Title: Authorized Signatory LEHMAN BROTHERS MERCHANT BANKING PARTNERS II INC. By: /s/ Barrett S. DiPaolo Name: Barrett S. DiPaolo Title: Authorized Signatory Appendix A LEHMAN BROTHERS HOLDINGS INC. BOARD OF DIRECTORS
NAME/TITLE BUSINESS ADDRESS MICHAEL L. AINSLIE Lehman Brothers Holdings Inc. Private Investor and former 745 Seventh Avenue President and Chief Executive New York, NY 10019 Officer of Sotheby's Holdings JOHN F. AKERS Lehman Brothers Holdings Inc. Retired Chairman of International 745 Seventh Avenue Business Machines Corporation New York, NY 10019 ROGER S. BERLIND Lehman Brothers Holdings Inc. Theatrical Producer 745 Seventh Avenue New York, NY 10019 THOMAS H. CRUIKSHANK Lehman Brothers Holdings Inc. Retired Chairman and Chief Executive 745 Seventh Avenue Officer of Halliburton Company New York, NY 10019 MARSHA JOHNSON EVANS Lehman Brothers Holdings Inc. President of American Red Cross 745 Seventh Avenue New York, NY 10019 RICHARD S. FULD, JR. Lehman Brothers Holdings Inc. Chairman and Chief Executive Officer 745 Seventh Avenue New York, NY 10019 SIR CHRISTOPHER GENT Lehman Brothers Holdings Inc. Non-Executive Chairman of GlaxoSmithKline Plc 745 Seventh Avenue New York, NY 10019 ROLAND A. HERNANDEZ Lehman Brothers Holdings Inc. Retired Chairman and Chief Executive 745 Seventh Avenue Officer of Telemundo Group, Inc. New York, NY 10019 HENRY KAUFMAN Lehman Brothers Holdings Inc. President of Henry Kaufman 745 Seventh Avenue & Company, Inc. New York, NY 10019 JOHN D. MACOMBER Lehman Brothers Holdings Inc. Principal of JDM Investment Group 745 Seventh Avenue New York, NY 10019 DINA MERRILL Lehman Brothers Holdings Inc. Director and Vice Chairman 745 Seventh Avenue of RKO Pictures, Inc. and Actress New York, NY 10019 All of the above individuals are citizens of the United States, except for Sir Christopher Gent, who is a citizen of the United Kingdom.. LEHMAN BROTHERS HOLDINGS INC. EXECUTIVE OFFICERS NAME/TITLE BUSINESS ADDRESS RICHARD S. FULD, JR. Lehman Brothers Holdings Inc. Chairman and Chief Executive Officer 745 Seventh Avenue New York, NY 10019 JONATHAN E. BEYMAN Lehman Brothers Holdings Inc. Chief of Operations and Technology 745 Seventh Avenue New York, NY 10019 DAVID GOLDFARB Lehman Brothers Holdings Inc. Chief Administrative Officer 745 Seventh Avenue New York, NY 10019 JOSEPH M. GREGORY Lehman Brothers Holdings Inc. President and Chief Operating Officer 745 Seventh Avenue New York, NY 10019 CHRISTOPHER O'MEARA Lehman Brothers Holdings Inc. Chief Financial Officer and Controller 745 Seventh Avenue New York, NY 10019 THOMAS A. RUSSO Lehman Brothers Holdings Inc. Chief Legal Officer 745 Seventh Avenue New York, NY 10019 All above individuals are citizens of the United States. LEHMAN BROTHERS INC. BOARD OF DIRECTORS NAME/TITLE BUSINESS ADDRESS THOMAS A CRUIKSHANK Lehman Brothers Holdings Inc. Retired Chairman and Chief 745 Seventh Avenue Executive Officer of Halliburton New York, New york 10019 Company HOWARD L. CLARK, JR. Lehman Brothers Holdings Inc. Vice Chairman 745 Seventh Avenue New York, NY 10019 FREDERICK FRANK Lehman Brothers Holdings Inc. Vice Chairman 745 Seventh Avenue New York, NY 10019 RICHARD S. FULD, JR. Lehman Brothers Holdings Inc. Chairman and Chief Executive Officer 745 Seventh Avenue New York, NY 10019 HARVEY M. KRUEGER Lehman Brothers Holdings Inc. Vice Chairman 745 Seventh Avenue New York, NY 10019 All above individuals are citizens of the United States. LEHMAN BROTHERS INC. EXECUTIVE OFFICERS NAME/TITLE BUSINESS ADDRESS RICHARD S. FULD, JR. Lehman Brothers Holdings Inc. Chairman and Chief Executive Officer 745 Seventh Avenue New York, NY 10019 DAVID GOLDFARB Lehman Brothers Holdings Inc. Chief Administrative Officer 745 Seventh Avenue New York, NY 10019 JOSEPH M. GREGORY Lehman Brothers Holdings Inc. President and Chief Operating Officer 745 Seventh Avenue New York, NY 10019 JONATHAN E. BEYMAN Lehman Brothers Holdings Inc. Chief of Operations and Technology 745 Seventh Avenue New York, NY 10019 CHRISTOPHER O'MEARA Lehman Brothers Holdings Inc. Chief Financial Officer and Controller 745 Seventh Avenue New York, NY 10019 THOMAS A. RUSSO Lehman Brothers Holdings Inc. Chief Legal Officer 745 Seventh Avenue New York, NY 10019 All above individuals are citizens of the United States. LB I GROUP INC. BOARD OF DIRECTORS NAME BUSINESS ADDRESS Edward S. Grieb 745 Seventh Avenue New York, NY 10019 Christopher M. O'Meara 745 Seventh Avenue New York, NY 10019 EXECUTIVE OFFICERS NAME BUSINESS ADDRESS Charles Ayres 745 Seventh Avenue Managing Director New York, NY 10019 Dexter E. Senft 745 Seventh Avenue Managing Director New York, NY 10019 Micheal I. Brill 745 Seventh Avenue Managing Director New York, NY 10019 Thomas Banahan Managing Director 745 Seventh Avenue New York, NY 10019 Edward B. McGeough 745 Seventh Avenue Managing Director New York, NY 10019 Brian P. Wade 745 Seventh Avenue Managing Director New York, NY 10019 Jarett Wait 745 Seventh Avenue Managing Director New York, NY 10019 Alan Waskowitz 745 Seventh Avenue Managing Director New York, NY 10019 Jeffrey S. Wecker 745 Seventh Avenue Managing Director New York, NY 10019 Steven L. Berkenfeld 745 Seventh Avenue Managing Director New York, NY 10019 Thomas E. Bernard 745 Seventh Avenue Managing Director New York, NY 10019 Michael S. Castleman 745 Seventh Avenue Managing Director New York, NY 10019 James R. Emmert 745 Seventh Avenue Managing Director New York, NY 10019 Edward S. Grieb 745 Seventh Avenue Managing Director New York, NY 10019 Robert G. Hedlund III 745 Seventh Avenue Managing Director New York, NY 10019 Ruth E. Horowitz 745 Seventh Avenue Managing Director New York, NY 10019 William J. Hughes 745 Seventh Avenue Managing Director New York, NY 10019 Alex Kirk 745 Seventh Avenue Managing Director New York, NY 10019 Henry Klein 745 Seventh Avenue Managing Director New York, NY 10019 William E. Lighten 745 Seventh Avenue Managing Director New York, NY 10019 Kurt A. Locher 745 Seventh Avenue Managing Director New York, NY 10019 Raymond C. Mikulich 745 Seventh Avenue Managing Director New York, NY 10019 Michael J. Odrich 745 Seventh Avenue Managing Director New York, NY 10019 Robert D. Redmond 745 Seventh Avenue Managing Director New York, NY 10019 James P. Seery 745 Seventh Avenue Managing Director New York, NY 10019 Anthony D. Tutrone 745 Seventh Avenue Managing Director New York, NY 10019 Mark A. Walsh 745 Seventh Avenue Managing Director New York, NY 10019 Murat Erkurt 745 Seventh Avenue Senior Vice President New York, NY 10019 Anthony F. Felella 745 Seventh Avenue Senior Vice President New York, NY 10019 Gerard J. Fox 745 Seventh Avenue Senior Vice President New York, NY 10019 Kevin R. Genirs 745 Seventh Avenue Senior Vice President New York, NY 10019 Eric C. Salzman 745 Seventh Avenue Senior Vice President New York, NY 10019 David S. Stonberg 745 Seventh Avenue Senior Vice President New York, NY 10019 Jerry Truzzolino 745 Seventh Avenue Senior Vice President New York, NY 10019 Above individuals are citizens of the United States. LEHMAN BROTHERS MERCHANT BANKING PARTNERS II INC. BOARD OF DIRECTORS NAME BUSINESS ADDRESS Alan Washkowitz 745 Seventh Avenue New York, NY 10019 EXECUTIVE OFFICERS Alan Washkowitz 745 Seventh Avenue President New York, NY 10019 Above individuals are citizens of the United States. LEHMAN BROTHERS OFFSHORE PARTNERS II LTD. BOARD OF DIRECTORS NAME BUSINESS ADDRESS Steven L. Berkenfeld 745 Seventh Avenue Alternate Director New York, NY 10019 Fred E Steinberg 745 Seventh Avenue New York, NY 10019 Nicholas Trollope 745 Seventh Avenue New York, NY 10019 Alan Washkowitz 745 Seventh Avenue New York, NY 10019 EXECUTIVE OFFICERS NAME BUSINESS ADDRESS Graham B. Collis 745 Seventh Avenue Alternate Director New York, NY 10019 Above individuals are citizens of the United States.
APPENDIX B From time to time, the firm and its employees are the subject of inquiries and investigations conducted by regulatory authorities, including but not limited to the SEC, MSRB, NASD, NYSE and state securities regulators. Lehman Brothers routinely cooperates freely with such investigations. The Firm is also involved, from time to time, in civil legal proceedings and arbitration proceedings concerning matters arising in connection with the conduct of this business. Although there can be no assurance as to the ultimate outcome, the firm has denied, or believes it has meritorious defenses and will deny, liability in all significant cases pending against it, and intends to defend actively each such case. All material proceedings in which there has been a final determination against Lehman Brothers, and all material litigations involving Lehman Brothers, have been reported on the Firm's Annual Report on Form 10-K, Quarterly Report on Form 10-Q or the Firm's Form BD, each of which is on file with the Securities and Exchange Commission. EXHIBIT A SCHEDULE 13D JOINT FILING AGREEMENT The undersigned and each other person executing this joint filing agreement (this "Agreement") agree as follows: (i) The undersigned and each other person executing this Agreement are individually eligible to use the Schedule 13D to which this Exhibit is attached and such Schedule 13D is filed on behalf of the undersigned and each other person executing this Agreement; and (ii) The undersigned and each other person executing this Agreement are responsible for the timely filing of such Schedule 13D and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of the undersigned or any other person executing this Agreement is responsible for the completeness or accuracy of the information statement concerning any other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate. This Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original, but all of which, taken together, shall constitute one and the same instrument. LEHMAN BROTHERS HOLDINGS INC. By: /s/ Barrett S. DiPaolo Name: Barrett S. DiPaolo Title: Vice President BLOUNT INVESTMENT SPV LLC By: /s/ Barrett S. DiPaolo Name: Barrett S. DiPaolo Title: Authorized Signatory LEHMAN BROTHERS INC. By: /s/ Barrett S. DiPaolo Name: Barrett S. DiPaolo Title: Senior Vice President LEHMAN BROTHERS MERCHANT BANKING PARTNERS II L.P. By: /s/ Barrett S. DiPaolo Name: Barrett S. DiPaolo Title: Authorized Signatory LEHMAN BROTHERS OFFSHORE INVESTMENT PARTNERS II L.P. By: /s/ Barrett S. DiPaolo Name: Barrett S. DiPaolo Title: Authorized Signatory LEHMAN BROTHERS CAPITAL PARTNERS III, L.P. By: /s/ Barrett S. DiPaolo Name: Barrett S. DiPaolo Title: Authorized Signatory LEHMAN BROTHERS CAPITAL PARTNERS IV, L.P. By: /s/ Barrett S. DiPaolo Name: Barrett S. DiPaolo Title: Authorized Signatory LEHMAN BROTHERS MBG PARTNERS 1999 (A) L.P. By: /s/ Barrett S. DiPaolo Name: Barrett S. DiPaolo Title: Authorized Signatory LEHMAN BROTHERS MBG PARTNERS 1999 (B) L.P. By: /s/ Barrett S. DiPaolo Name: Barrett S. DiPaolo Title: Authorized Signatory LEHMAN BROTHERS MBG PARTNERS 1999 (C) L.P. By: /s/ Barrett S. DiPaolo Name: Barrett S. DiPaolo Title: Authorized Signatory LB I GROUP INC. By: /s/ Barrett S. DiPaolo Name: Barrett S. DiPaolo Title : Authorized Signatory LEHMAN BROTHERS OFFSHORE PARTNERS II LTD. By: /s/ Barrett S. DiPaolo Name: Barrett S. DiPaolo Title: Authorized Signatory LEHMAN BROTHERS MERCHANT BANKING PARTNERS II INC. By: /s/ Barrett S. DiPaolo Name: Barrett S. DiPaolo Title: Authorized Signatory -----END PRIVACY-ENHANCED MESSAGE-----