SC 13D 1 file1.htm



 

 

UNITED STATES

SECURITIES AND EXCHANGE
COMMISSION

Washington, D.C. 20549



SCHEDULE 13D

Under the Securities Exchange Act of 1934
(Amendment No.     )*

Genesis Lease Limited

(Name of Issuer)

 

American Depositary Receipts representing Common Shares

(Title of Class of Securities)

 

37183T107

(CUSIP Number)

 


Barbara A. Lane

GE Capital Equity Investments, Inc.

David Lefkowitz, Esq.

Boris Dolgonos, Esq.

120 Long Ridge Road

Weil, Gotshal & Manges LLP

Stamford, Connecticut 06927

767 5th Avenue

(203) 357-4000

New York, New York  10153

(212) 310-8000

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

 

December 19, 2006

(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.

* 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.   37183T107

 

 

1.

Name of Reporting Person. I.R.S. Identification No. of above person (entities only)
GE Capital Equity Investments, Inc.
06-1268495

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

  

 

 

(b)

  

 

 

 

 

3.

SEC Use Only

 

 

4.

Source of Funds (See Instructions)
WC

 

 

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)      

 

 

6.

Citizenship or Place of Organization
State of New York

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

7.

Sole Voting Power
0

 

 

 

8.

Shared Voting Power  
3,450,000

 

 

 

9.

Sole Dispositive Power  
0

 

 

 

10.

Shared Dispositive Power  
3,450,000

 

 

 

 

11.

Aggregate Amount Beneficially Owned by Each Reporting Person  
Common Stock: 3,450,000

 

 

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)    

 

 

13.

Percent of Class Represented by Amount in Row (11)  
Common Stock: 11.0%

 

 

14.

Type of Reporting Person (See Instructions)
CO

 

 

 

 

 

 

 

2




















 


CUSIP No.   37183T107

 

 

1.

Name of Reporting Person. I.R.S. Identification No. of above person (entities only)
General Electric Capital Corporation
13-1500700

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

  

 

 

(b)

  

 

 

 

 

3.

SEC Use Only

 

 

4.

Source of Funds (See Instructions)
WC

 

 

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)      

 

 

6.

Citizenship or Place of Organization
State of Delaware

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

7.

Sole Voting Power
0

 

 

 

8.

Shared Voting Power  
3,450,000

 

 

 

9.

Sole Dispositive Power  
0

 

 

 

10.

Shared Dispositive Power  
3,450,000

 

 

 

 

11.

Aggregate Amount Beneficially Owned by Each Reporting Person  
Common Stock: 3,450,000

 

 

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)    

 

 

13.

Percent of Class Represented by Amount in Row (11)  
Common Stock: 11.0%

 

 

14.

Type of Reporting Person (See Instructions)
CO

 

 

 

 

 

 

 

3




















 


CUSIP No.   37183T107

 

 

1.

Name of Reporting Person. I.R.S. Identification No. of above person (entities only)
General Electric Capital Services, Inc.
06-1109503

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

  

 

 

(b)

  

 

 

 

 

3.

SEC Use Only

 

 

4.

Source of Funds (See Instructions)
WC

 

 

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)      

 

 

6.

Citizenship or Place of Organization
State of Delaware

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

7.

Sole Voting Power
0

 

 

 

8.

Shared Voting Power  
3,450,000

 

 

 

9.

Sole Dispositive Power  
0

 

 

 

10.

Shared Dispositive Power  
3,450,000

 

 

 

 

11.

Aggregate Amount Beneficially Owned by Each Reporting Person  
Common Stock: 3,450,000

 

 

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)    

 

 

13.

Percent of Class Represented by Amount in Row (11)  
Common Stock: 11.0%

 

 

14.

Type of Reporting Person (See Instructions)
CO

 

 

 

 

 

 

 

4




















 


CUSIP No.   37183T107

 

 

1.

Name of Reporting Person. I.R.S. Identification No. of above person (entities only)
General Electric Company
14-0689340

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

  

 

 

(b)

  

 

 

 

 

3.

SEC Use Only

 

 

4.

Source of Funds (See Instructions)
WC

 

 

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)      

 

 

6.

Citizenship or Place of Organization
State of New York

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

7.

Sole Voting Power
0

 

 

 

8.

Shared Voting Power  
3,450,000

 

 

 

9.

Sole Dispositive Power  
0

 

 

 

10.

Shared Dispositive Power  
3,450,000

 

 

 

 

11.

Aggregate Amount Beneficially Owned by Each Reporting Person  
Common Stock: 3,450,000

 

 

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)    

 

 

13.

Percent of Class Represented by Amount in Row (11)  
Common Stock: 11.0%

 

 

14.

Type of Reporting Person (See Instructions)
CO

 

 

 

 

 

 

 

5




















 


Item 1.

Security and Issuer

This statement on Schedule 13D relates to the American Depositary Receipts ("ADRs"), each representing one common share, par value $0.001, of Genesis Lease Limited, a Bermuda company ("Genesis").  The principal executive office of Genesis is located at Roselawn House, University Business Complex, National Technology Park, Limerick, Ireland.

 

 

Item 2.

Identity and Background

This statement is filed by GE Capital Equity Investments, Inc. ("GECEI"), for and on behalf of itself, General Electric Capital Corporation ("GE Capital"), General Electric Capital Services, Inc. ("GECS") and General Electric Company ("GE" and, collectively with GECEI, GE Capital and GECS, the "Reporting Persons"). GECS is a subsidiary of GE, GE Capital is a subsidiary of GECS and GECEI is a subsidiary of GE Capital.

GECEI is a Delaware corporation with its principal executive offices located at 120 Long Ridge Road, Stamford, Connecticut 06927. The principal business activities of GECEI are the making, managing and disposing of investments in private and public companies.

GE Capital, together with its affiliates, operates primarily in the financing industry and, to a lesser degree, in the life insurance and property/casualty insurance industries and maintains its principal executive offices at 260 Long Ridge Road, Stamford, Connecticut 06927.

GECS is a Delaware corporation with its principal executive offices located at 260 Long Ridge Road, Stamford, Connecticut 06927. GECS is a holding company which owns all the common stock of GE Capital and other subsidiaries.

GE is a New York corporation with its principal executive office located at 3135 Easton Turnpike, Fairfield, Connecticut 06431. GE engages in providing a wide variety of industrial, commercial and consumer products and services.

(a), (b), (c) and (f) For information with respect to the identity and background of each executive officer and director of each Reporting Person, see Schedules I, II, III and IV attached hereto, respectively.

(d) and (e) During the last five years, none of the Reporting Persons or, to the best of their knowledge, any person identified in Schedules I through IV has been (i) convicted of any criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) a 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.

This statement is being filed while the Reporting Persons are in the process of verifying information required herein from their respective directors and executive officers. If the Reporting Persons obtain information concerning such individuals which would cause a material change in the disclosure contained herein, an amendment to this statement will be filed disclosing such change.

 

 

Item 3.

Source and Amount of Funds or Other Consideration

Cash on hand.

 

 

Item 4.

Purpose of Transaction

GECEI acquired its ADRs in a private placement in connection with a group of transactions, including the initial public offering of Genesis, pursuant to which Genesis acquired (through its subsidiaries) a portfolio of aircraft from subsidiaries of GE.   The proceeds of the private placement were applied by Genesis toward the payment of the purchase price for the acquisition of such aircraft.

(a) If the underwriters of Genesis's initial public offering exercise their option to purchase additional ADRs to cover over-allotments, GECEI has agreed to purchase from Genesis, as part of the private placement, an additional number of ADRs such that, following such exercise and purchase, it will continue to hold approximately 11% of the issued and outstanding ADRs.

(b)-(j) Not applicable.

 

 

6
















 





 


Item 5.

Interest in Securities of the Issuer

(a)  The response of the Reporting Persons to Rows (11) through (13) of the cover pages of this statement on Schedule 13D are incorporated herein by reference. The Reporting Persons are the beneficial owners of 3,450,000 ADRs.  Such ADRs represent approximately 11.0% of Genesis’s outstanding ADRs, based on the number of ADRs outstanding following the consummation of Genesis’s initial public offering on December 19, 2006.

(b)  The Reporting Persons have the shared power to direct the vote and the disposition of the 3,450,000 ADRs held by GECEI.

(c)  Other than the acquisition of the 3,450,000 ADRs consummated on  December 19, 2006, no Reporting Person has effected any other transactions in Genesis’s ADRs during the past 60 days.

(d)  - (e) Not applicable.

 

 

 

Item 6.

Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

In connection with the acquisition of the ADRs, GECEI entered into a private placement agreement and a registration rights agreement with Genesis.  If the underwriters for Genesis's initial public offering exercise their option to purchase additional ADRs to cover over-allotments, GECEI has agreed to purchase from Genesis, pursuant to the private placement agreement, an additional number of ADRs such that, following such exercise and purchase, GECEI will continue to hold 11% of the issued and outstanding ADRs. In addition to a 180-day lock-up applicable to all of the ADRs held by GECEI to which it has agreed to be subject with the representatives of the underwriters for Genesis’s initial public offering, GECEI has agreed with Genesis in the private placement agreement not to offer, sell, contract to sell, transfer, pledge, dispose of or hedge directly or indirectly 2,000,000 of Genesis’s common shares or ADRs or any securities convertible into or exchangeable for such number of Genesis’s common shares or ADRs for a period of two years from December 13, 2006, other than dispositions to an affiliate of GE provided that such affiliate agrees to the same transfer restrictions on any common shares or ADRs that it receives. The registration rights agreement provides that, upon the request of GECEI, at any time beginning 180 days after December 13, 2006, Genesis will file one or more registration statements to register the ADRs held by GECEI under the Securities Act of 1933 for resale at any time and from time to time by GECEI. In the registration rights agreement Genesis has agreed to pay expenses in connection with such registration and resale (excluding underwriters' discounts and commissions) and has indemnified GECEI for material misstatements or omissions in the registration statement.

 

 

Item 7.

Material to Be Filed as Exhibits

1.  Private Placement Agreement dated as of November 26, 2006, by and between GE Capital Equity Investments, Inc. and Genesis Lease Limited.

2.  Registration Rights Agreement dated as of December 19, 2006 by and between GE Capital Equity Investments, Inc. and Genesis Lease Limited.

 

 

 

7
















 





 

SIGNATURES

 

After reasonable inquiry and to the best knowledge and belief of the undersigned, the undersigned hereby certify as of December 21, 2006 that the information set forth in this statement is true, complete and correct.

 

 


 

General Capital Equity Investments, Inc.

 

 

 

By:

/s/ Barbara A. Lane

 

 

Name:

Barbara A. Lane

 

 

Title:

Assistant Secretary

 

 

 

General Electric Capital Corporation

 

 

 

By:

/s/ Barbara A. Lane

 

 

Name:

Barbara A. Lane

 

 

Title:

Attorney-in-Fact

 

 

 

General Electric Capital Services, Inc.

 

 

 

By:

/s/ Barbara A. Lane

 

 

Name:

Barbara A. Lane

 

 

Title:

Attorney-in-Fact

 

 

 

General Electric Company

 

 

 

By:

/s/ Barbara A. Lane

 

 

Name:

Barbara A. Lane

 

 

Title:

Attorney-in-Fact

 

8
















 




SCHEDULE I

GE CAPITAL EQUITY INVESTMENT, INC.

OFFICERS AND DIRECTORS



Name

Principal Occupation

Ronald J. Herman, Jr.

Director and President
201 Merritt 7

Norwalk, CT  06851

 

 

Andrea Assarat

Managing Director
201 Merritt 7

Norwalk, CT  06851

 

 

Sherwood Dodge

Managing Director
201 Merritt 7

Norwalk, CT  06851

 

 

Michael Fisher

Managing Director
201 Merritt 7

Norwalk, CT  06851

 

 

Lorraine Hliboki

Managing Director
201 Merritt 7

Norwalk, CT  06851

 

 

Karen Rode

Managing Director
500 W. Monroe

Chicago, IL  60661

 

 

John W. Campo, Jr.

Managing Director, General Counsel & Secretary

201 Merritt 7

Norwalk, CT 06851

 

 

Frank Ertl

Managing Director, Chief Financial Officer & Treasurer

201 Merritt 7

Norwalk, CT 06851

 

 

Gustavo Arnaiz

Senior Vice President

Ing. Butty 240 Piso 11

Buenos Aires C1001AFB

Argentina

 

 

Mark Chen

Senior Vice President

Room 3303-3308, 33rd Floor

One Exchange

Hong Kong



 


 

9





 

 

 

 

Michael Donnelly

Senior Vice President

201 Merritt 7

Norwalk, CT 06851

 

 

Bruce Ingram

Senior Vice President

500 W. Monroe

Chicago, IL 60661

 

 

Patrick Kocsi

Senior Vice President

201 Merritt 7

Norwalk, CT  06851

 

 

Barbara A. Lane

Assistant Secretary

201 Merritt 7

Norwalk, CT  06851

 

 

Jonus Svedlund

Assistant Secretary

201 Merritt 7

Norwalk, CT  06851

 

 

Guille Tribe

Assistant Secretary

201 Merritt 7

Norwalk, CT  06851

 

 

Ann E. Jerge

Assistant Secretary

201 Merritt 7

Norwalk, CT  06851


 

Citizenship

 
   
  Patrick Kocsi Austria  
  Gustavo Arnaiz Argentina  
  Jonus Svedlund Sweden  



10




SCHEDULE II

GENERAL ELECTRIC CAPITAL CORPORATION

SENIOR OFFICERS AND DIRECTORS


Name and Corporate Title

Principal Occupation

 

 

    Charles E. Alexander

    Director

President

GE Capital -Europe

6-12 Clarges Street, Clarges House

London, W1Y 8DH England

 

 

    Jeffrey S. Bornstein

    Director

Vice President, Chief Financial Officer

GE Commercial Finance

260 Long Ridge Road

Stamford, CT 06927

 

 

    Kathryn A. Cassidy

    Director

Vice President, Corp GE Treasury

GE Commercial Finance

201 High Ridge Road

Stamford, CT 06927

    James A. Colica

    Director

Vice President, Global Risk Management

GE Corporate

260 Long Ridge Road

Stamford, CT  06828

 

 

    Pamela Daley

    Director

Sr. Vice President-Corporate Business Development

GE Company

3135 Easton Turnpike

Fairfield, CT  06828

 

 

    Brackett B. Denniston

    Director

Sr. Vice President-General Counsel

GE Company

3135 Easton Turnpike

Fairfield, CT  06828

 

 

    Jeffrey R. Immelt

    Director

Chairman and CEO

General Electric Company

3135 Easton Turnpike

Fairfield, CT  06828

 

 

    Michael A. Neal

    Director

President & CEO

GE Commercial Finance

901 Merritt 7

Norwalk, CT 06851

 

 

    David R. Nissen

    Director

President & CEO

GE Consumer Finance

1600 Summer Street

Stamford, CT  06927





11





Name and Corporate Title

Principal Occupation

 

 

    Ronald R. Pressman

    Director

President & CEO

GE Asset Management

3003 Summer St.

Stamford, CT 06904

 

 

    Deborah M. Reif

    Director

President & CEO, Equipment Services

GE Commercial Finance

120 Long Ridge Road

Stamford, CT 06927

 

 

    John G. Rice

    Director

Vice Chairman, President & CEO

GE Infrastructure

4200 Wildwood Parkway

Atlanta, GA 30339

 

 

    John M. Samuels

    Director

Vice President & Senior Tax Counsel

General Electric Company

3135 Easton Turnpike

Fairfield, CT  06828

 

 

    Keith S. Sherin

    Director

Chief Financial Officer

General Electric Company

3135 Easton Turnpike

Fairfield, CT  06828

 

 

    Lloyd G. Trotter

    Director

Vice Chairman, President & CEO

GE Industrial

GE Company

3135 Easton Tpke.

Fairfield, CT 06828

 

 

    Robert C. Wright

    Director

Chairman & CEO

National Broadcasting Company,

30 Rockefeller Plaza

New York, NY  10112

__________________________________

 

 

 

    Jeffrey R. Immelt

    Chief Executive Officer

Chairman and CEO

General Electric Company

3135 Easton Turnpike

Fairfield, CT  06828

 

 

    Michael A. Neal

    Chairman

President & CEO

GE Commercial Finance

901 Merritt 7

Norwalk, CT 06851

 

 

    Keith S. Sherin

    Chief Financial Officer

Chief Financial Officer

General Electric Company

3135 Easton Turnpike

Fairfield, CT 06828


12







Name and Corporate Title

Principal Occupation

 

 

    Michael A. Neal

    President

President & CEO

GE Commercial Finance

901 Merritt 7

Norwalk, CT 06851

 

 

    David R. Nissen

    President

President & CEO

GE Consumer Finance

1600 Summer Street

Stamford, CT  06927

 

  

    Deborah M. Reif

    Executive Vice President

President & CEO, Equipment Services

GE Commercial Finance

120 Long Ridge Road

Stamford, CT 06927

 

 

    Kathryn A. Cassidy

    Senior Vice President

Vice President, Treasury

GE Commercial Finance

201 High Ridge Road

Stamford, CT  06927

 

 

    Jeffrey S. Bornstein

    Senior Vice President, Finance

Vice President, Chief Financial Officer

GE Commercial Finance

901 Merritt 7

Norwalk, CT 06851

 

 

    James A. Colica

    Senior Vice President

Vice President, Global Risk Management

GE Corporate

260 Long Ridge Road

Stamford, CT  06927

 

 

    Richard D'Avino

    Senior Vice President, Taxes

Senior Vice President, Taxes

GE Corporate

120 Long Ridge Road

Stamford, CT  06927

 

 

    Philip D. Ameen

    Comptroller

Comptroller

GE Company

3135 Easton Turnpike

Fairfield, CT 06431

 

 

    Craig T. Beazer

    Vice President, General Counsel

    & Secretary

Vice President, General Counsel and Secretary

GE Corporate

GE Company

3135 Easton Turnpike

Fairfield, CT 06828                    


 

Citizenship

 
   
 

Charles E. Alexander

United Kingdom

 
 

All Others

U.S.A.

 


13





SCHEDULE III

GENERAL ELECTRIC CAPITAL SERVICES, INC. SENIOR OFFICERS AND DIRECTORS


Name and Corporate Title

Principal Occupation

 

 

     Charles E. Alexander

     Director

President

GE Capital Corporation-Europe

6-12 Clarges Street, Clarges House

London, W1Y 8DH England

 

 

     Jeffrey S. Bornstein

     Director

Vice President, Chief Financial Officer

GE Commercial Finance

901 Merritt 7

Norwalk, CT 06851

 

 

     Kathryn A. Cassidy

     Director

Vice President, Corporate Treasury

GE Commercial Finance

201 High Ridge Road

Stamford, CT 06927

 

 

     James A. Colica

     Director

Vice President, Global Risk Management

GE Corporate

260 Long Ridge Road

Stamford, CT  06828

 

 

     Pamela Daley

     Director

Sr. Vice President-Corporate Business Development

GE Company

3135 Easton Turnpike

Fairfield, CT  06828

 

 

     Brackett B. Denniston

     Director

Sr. Vice President-General Counsel

GE Company

3135 Easton Turnpike

Fairfield, CT  06828

 

 

     Jeffrey R. Immelt

     Director

Chairman and CEO

General Electric Company

3135 Easton Turnpike

Fairfield, CT 06828

 

 

     Michael A. Neal

     Director

President & CEO

GE Commercial Finance

260 Long Ridge Road

Stamford, CT  06927

 

 

     David R. Nissen

     Director

President & CEO

GE Consumer Finance

1600 Summer Street

Stamford, CT  06927




14





Name and Corporate Title

Principal Occupation

 

 

     Ronald R. Pressman

     Director

President & CEO

GE Asset Management

3003 Summer St.

Stamford, CT 06904

 

 

     Deborah M. Reif

     Director

President & CEO, Equipment Services

GE Commercial Finance

120 Long Ridge Road

Stamford, CT 06927

 

 

     John G. Rice

     Director

Vice Chairman, President & CEO

GE Infrastructure

4200 Wildwood Parkway

Atlanta, GA 30339

 

 

     John M. Samuels

     Director

Vice President & Senior Tax Counsel

General Electric Company

3135 Easton Turnpike

Fairfield, CT  06828

 

 

     Keith S. Sherin

     Director

Chief Financial Officer

General Electric Company

3135 Easton Turnpike

Fairfield, CT  06828

 

 

     Lloyd G. Trotter

     Director

Vice Chairman, President & CEO

 

 

     Robert C. Wright

     Director

Chairman & CEO

National Broadcasting Company,

30 Rockefeller Plaza

New York, NY  10112

 

 

___________________________________________________

 

     Jeffrey R. Immelt

     Chief Executive Officer

Chairman and CEO

General Electric Company

3135 Easton Turnpike

Fairfield, CT  06828

     Michael A. Neal

     Chairman of the Board

President, GE Commercial Finance

GE Commercial Finance

260 Long Ridge Road

Stamford, CT  06927

 

 

     Keith S. Sherin

     Chief Financial Officer

Chief Financial Officer

General Electric Company

3135 Easton Turnpike

Fairfield, CT 06828

 

 

     Michael A. Neal

     President

President, GE Commercial Finance

GE Commercial Finance

260 Long Ridge Road

Stamford, CT 06927


15





Name and Corporate Title

Principal Occupation

     David R. Nissen

     President

President, Consumer Finance

GE Consumer Finance

1600 Summer Street

Stamford, CT  06927

 

 

     Ronald R. Pressman

     Executive Vice President

Chairman, President & CEO, Insurance

GE Commercial Finance

5200 Metcalf

Overland Park, KS  66204

 

 

     Deborah M. Reif

     Executive Vice President

President, Equipment Services

GE Commercial Finance

120 Long Ridge Road

Stamford, CT 06927

 

 

     Kathryn A. Cassidy

     Senior Vice President

Vice President, Treasury

& Global Funding Operation

GE Commercial Finance

201 High Ridge Road

Stamford, CT  06927

 

 

     James A. Colica

     Senior Vice President

Vice President, Global Risk Management

GE Corporate

260 Long Ridge Road

Stamford, CT  06927

 

 

     Jeffrey Bornstein

     Senior Vice President, Finance

Vice President, Chief Financial Officer

GE Commercial Finance

260 Long Ridge Road

Stamford, CT 06927

 

 

     Marc A. Meiches

     Senior Vice President, Finance

Vice President, Chief Financial Officer

GE Insurance

9201 State Line

Kansas City, MO 64114                                                  




16







Name and Corporate Title

Principal Occupation

 

 

     Glen A. Messina

     Senior Vice President, Finance

Vice President, Chief Financial Officer, EM

GE Commercial Services

120 Long Ridge Road

Stamford, CT 06927

 

 

     Maive F. Scully

     Senior Vice President, Finance

Vice President, Chief Financial Officer

GE Consumer Finance

1600 Summer Street

Stamford, CT 06927

 

 

     Richard D'Avino

     Senior Vice President, Taxes

Senior Vice President, Taxes

GE Corporate

120 Long Ridge Road

Stamford, CT  06927

 

 

     Philip D. Ameen

     Comptroller

Comptroller

GE Company

3135 Easton Turnpike

Fairfield, CT 06431

 

 

     Steven F. Kluger

    General Manager, Capital Markets

General Manager Capital Markets

GE Corporate

1600 Summer Street

Stamford, CT 06927

 

 

     Craig T. Beazer

     Vice President, General Counsel

     & Secretary

Vice President, General Counsel and Secretary

GE Corporate

GE Company

3135 Easton Turnpike

Fairfield, CT 06828



 

Citizenship

 
   
 

Charles E. Alexander

United Kingdom

 
 

All Others

U.S.A.

 





17





SCHEDULE IV


GENERAL ELECTRIC COMPANY


DIRECTORS



 

Present

Name

Principal Occupation

 

 

      J.I. Cash, Jr.

Former Professor of Business

Administration-Graduate

School of Business

Administration, Harvard

University

General Electric Company

3135 Easton Turnpike

Fairfield, CT  06828

 

     Sir William Castell

Chairman of The Wellcome Trust

Chairman

The Wellcome Trust

215 Euston Road

London

NW1 2BE

UK

 

      A.M. Fudge

Chairman and Chief

Executive Officer,

Young & Rubicam Brands

285 Madison Avenue

New York, NY 10017

 

     C.X. Gonzalez

Chairman of the Board

and Chief Executive Officer

Kimberly-Clark de Mexico,

S.A. de C.V.

Jose Luis Lagrange 103,

Tercero Piso

Colonia Los Morales

Mexico, D.F. 11510, Mexico

 

     S. Hockfield

President

Massachusetts Institute of Technology

77 Massachusetts Avenue
Building 3-208

Cambridge, MA 02139

 

      J.R. Immelt

Chairman of the Board

and Chief Executive Officer

General Electric Company

3135 Easton Turnpike

Fairfield, CT 06828

 

     A. Jung

Chairman and Chief

Executive Officer

Avon Products, Inc.

1345 Avenue of the Americas

New York, NY  10105

 

     A.G. Lafley

Chairman of the Board, President

and Chief Executive

The Procter & Gamble Company

1 Procter & Gamble Plaza

Cincinnati, Oh  45202-3315

 

     R.W. Lane

Chairman and Chief

Executive Officer

Deere & Company

One John Deere Place

Moline, Illinois 61265

 

     R.S. Larsen

Former Chairman and Chief

Executive Officer

Johnson & Johnson

100 Albany Street

Suite 200

New Brunswick, NJ  08901





18


GENERAL ELECTRIC COMPANY DIRECTORS (CONTINUED)




 

Present

Name

Principal Occupation

 

 

      R.B. Lazarus

Chairman and Chief

Executive Officer

Ogilvy & Mather Worldwide

309 West 49th Street

New York, NY 10019-7316

 

      S. Nunn

Retired Partner

King & Spalding

Sam Nunn School of

International Affairs

Georgia Institute of Technology

781 Marietta Street, NW

Atlanta, Georgia 30318

 

     R.S. Penske

Chairman of the Board and President

Penske Corporation

2555 Telegraph Road

Bloomfield Hills, MI  48302-0954

 

     R.J. Swieringa

Anne and Elmer Lindseth Dean

and Professor of Accounting

S.C. Johnson Graduate School

Cornell University

207 Sage Hall

Ithaca, NY  14853-6201

 

      D.A. Warner III

Former Chairman of the Board

J. P. Morgan Chase & Co.,

The Chase Manhattan Bank and

Morgan Guaranty Trust Co. of New York

270 Park Avenue

New York, NY 10154

 

     R.C. Wright

Vice Chairman of the Board and

Executive Officer, General

Electric Company; Chairman

and Chief Executive Officer

NBC Universal, Inc.

30 Rockefeller Plaza

New York, NY  10112


Citizenship


 

Sir William Castell

United Kingdom

 

Claudio X. Gonzalez

Mexico

 

Andrea Jung

Canada

 

All Others

U.S.A.





19




GENERAL ELECTRIC COMPANY EXECUTIVE OFFICERS (CONTINUED)



 

Present

Name

Principal Occupation

 

 

      J.R. Immelt

Chairman of the Board and

Chief Executive Officer

General Electric Company

3135 Easton Turnpike

Fairfield, CT 06828

 

     P.D. Ameen

Vice President and Comptroller

General Electric Company

3135 Easton Turnpike

Fairfield, CT 06828

 

     K.A. Cassidy

Vice President and

GE Treasurer

General Electric Company

201 High Ridge Road

Stamford, CT 06905-3417

 

     W.J. Conaty

Senior Vice President -

Human Resources

General Electric Company

3135 Easton Turnpike

Fairfield, CT 06828

 

     P. Daley

Senior Vice President -

Corporate Business

Development

General Electric Company

3135 Easton Turnpike

Fairfield, CT  06828

 

      B.B. Denniston III

Senior Vice President and

General Counsel

General Electric Company

3135 Easton Turnpike

Fairfield, CT 06828

 

      J.M. Hogan

Senior Vice President -

GE Healthcare

General Electric Company

Pollards Wood, Nightingales Lane

Chalfont St. Giles

HP8 4SP Great Britain

 

     M.A. Neal

Vice Chairman of General

Electric Company; President

& CEO, GE Capital Services

General Electric Company

260 Long Ridge Road

Stamford, CT  06927

 

     D.R. Nissen

Senior Vice President -

GE Consumer Finance

General Electric Company

201 High Ridge Road

Stamford, CT  06905-3417

 

     J.G. Rice

Vice Chairman of General

Electric Company; President

& CEO, GE Infrastructure

General Electric Company

4200 Wildwood Parkway

Atlanta, GA  30339

 

     K.S. Sherin

Senior Vice President - Finance

and Chief Financial Officer

General Electric Company

3135 Easton Turnpike

Fairfield, CT 06828






20




GENERAL ELECTRIC COMPANY EXECUTIVE OFFICERS (CONTINUED)



 

Present

Name

Principal Occupation

 

 

     L.G. Trotter

Vice Chairman of General

Electric Company; President

& CEO, GE Industrial

General Electric Company

3135 Easton Turnpike

Fairfield, CT 06828

 

     R.C. Wright

Vice Chairman of the Board and

Executive Officer, General

Electric Company; Chairman

and Chief Executive Officer

NBC Universal, Inc.

30 Rockefeller Plaza

New York, NY  10112

21