sc13g.htm

0001341004-10-001799.txt : 20101101 0001341004-10-001799.hdr.sgml : 20101101 20101101143543 ACCESSION NUMBER: 0001341004-10-001799 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 3 FILED AS OF DATE: 20101101 DATE AS OF CHANGE: 20101101 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Chemtura CORP CENTRAL INDEX KEY: 0001091862 STANDARD INDUSTRIAL CLASSIFICATION: PLASTIC MATERIAL, SYNTH RESIN/RUBBER, CELLULOS (NO GLASS) [2820] IRS NUMBER: 522183153 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-56979 FILM NUMBER: 101154499 BUSINESS ADDRESS: STREET 1: BENSON ROAD CITY: MIDDLEBURY STATE: CT ZIP: 06749 BUSINESS PHONE: 2035732000 MAIL ADDRESS: STREET 1: BENSON ROAD CITY: MIDDLEBURY STATE: CT ZIP: 06749 FORMER COMPANY: FORMER CONFORMED NAME: CROMPTON CORP DATE OF NAME CHANGE: 20000512 FORMER COMPANY: FORMER CONFORMED NAME: CK WITCO CORP DATE OF NAME CHANGE: 19990727 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Fortress Investment Group LLC CENTRAL INDEX KEY: 0001380393 STANDARD INDUSTRIAL CLASSIFICATION: INVESTMENT ADVICE [6282] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 1345 AVENUE OF THE AMERICAS STREET 2: 46TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10105 BUSINESS PHONE: 212-798-6100 MAIL ADDRESS: STREET 1: 1345 AVENUE OF THE AMERICAS STREET 2: 46TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10105 FORMER COMPANY: FORMER CONFORMED NAME: Fortress Investment Group Holdings LLC DATE OF NAME CHANGE: 20061107 SC 13G 1 sc13g.htm SCHEDULE 13G sc13g.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. __)*

Chemtura Corporation

(Name of Issuer)

Common Stock, par value $0.01 per share

(Title of Class of Securities)

163893100

(CUSIP Number)

October 21, 2010

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this schedule is filed:

	¨	Rule 13d-1(b)
	þ	Rule 13d-1(c)
	¨	Rule 13d-1(d)

*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.: 163893100
1	NAME OF REPORTING PERSON FIG LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP			(a) [ ]
				(b) [ ]
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER 0
		6	SHARED VOTING POWER 20,859,347*
		7	SOLE DISPOSITIVE POWER 0
		8	SHARED DISPOSITIVE POWER 20,859,347*
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 20,859,347*
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ]
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 8.59%* (based on approximately 242,935,715 shares of common stock outstanding as of June 30, 2010, as reported in the Issuer’s Form 10-Q filed with the Securities and Exchange Commission on August 6, 2010)
12	TYPE OF REPORTING PERSON IA

* See Exhibit 1 hereto for a full description of the relevant subsidiaries which hold shares of Common Stock directly and indirectly.

CUSIP No.: 163893100
1	NAME OF REPORTING PERSON Fortress Operating Entity I LP
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP			(a) [ ]
				(b) [ ]
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER 0
		6	SHARED VOTING POWER 20,859,347*
		7	SOLE DISPOSITIVE POWER 0
		8	SHARED DISPOSITIVE POWER 20,859,347*
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 20,859,347*
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ]
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 8.59%* (based on approximately 242,935,715 shares of common stock outstanding as of June 30, 2010, as reported in the Issuer’s Form 10-Q filed with the Securities and Exchange Commission on August 6, 2010)
12	TYPE OF REPORTING PERSON PN

* See Exhibit 1 hereto for a full description of the relevant subsidiaries which hold shares of Common Stock directly and indirectly.

CUSIP No.: 163893100
1	NAME OF REPORTING PERSON FIG Corp.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP			(a) [ ]
				(b) [ ]
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER 0
		6	SHARED VOTING POWER 20,859,347*
		7	SOLE DISPOSITIVE POWER 0
		8	SHARED DISPOSITIVE POWER 20,859,347*
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 20,859,347*
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ]
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 8.59%* (based on approximately 242,935,715 shares of common stock outstanding as of June 30, 2010, as reported in the Issuer’s Form 10-Q filed with the Securities and Exchange Commission on August 6, 2010)
12	TYPE OF REPORTING PERSON CO

* See Exhibit 1 hereto for a full description of the relevant subsidiaries which hold shares of Common Stock directly and indirectly.

CUSIP No.: 163893100
1	NAME OF REPORTING PERSON Fortress Investment Group LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP			(a) [ ]
				(b) [ ]
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER 0
		6	SHARED VOTING POWER 20,859,347*
		7	SOLE DISPOSITIVE POWER 0
		8	SHARED DISPOSITIVE POWER 20,859,347*
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 20,859,347*
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ]
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 8.59%* (based on approximately 242,935,715 shares of common stock outstanding as of June 30, 2010, as reported in the Issuer’s Form 10-Q filed with the Securities and Exchange Commission on August 6, 2010)
12	TYPE OF REPORTING PERSON OO

* See Exhibit 1 hereto for a full description of the relevant subsidiaries which hold shares of Common Stock directly and indirectly.

CUSIP No.: 163893100
1	NAME OF REPORTING PERSON Fortress Principal Investment Holdings IV LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP			(a) [ ]
				(b) [ ]
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER 0
		6	SHARED VOTING POWER 13,701,146*
		7	SOLE DISPOSITIVE POWER 0
		8	SHARED DISPOSITIVE POWER 13,701,146*
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 13,701,146*
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ]
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 5.64%* (based on approximately 242,935,715 shares of common stock outstanding as of June 30, 2010, as reported in the Issuer’s Form 10-Q filed with the Securities and Exchange Commission on August 6, 2010)
12	TYPE OF REPORTING PERSON OO

* See Exhibit 1 hereto for a full description of the relevant subsidiaries which hold shares of Common Stock directly and indirectly.

CUSIP No.: 163893100
1	NAME OF REPORTING PERSON Drawbridge Special Opportunities Advisors LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP			(a) [ ]
				(b) [ ]
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER 0
		6	SHARED VOTING POWER 14,593,696*
		7	SOLE DISPOSITIVE POWER 0
		8	SHARED DISPOSITIVE POWER 14,593,696*
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 14,593,696*
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ]
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 6.01%* (based on approximately 242,935,715 shares of common stock outstanding as of June 30, 2010, as reported in the Issuer’s Form 10-Q filed with the Securities and Exchange Commission on August 6, 2010)
12	TYPE OF REPORTING PERSON OO

* See Exhibit 1 hereto for a full description of the relevant subsidiaries which hold shares of Common Stock directly and indirectly.

Item 1.

	(a)	Name of Issuer:

		The name of the issuer is Chemtura Corporation (the “Issuer”).

	(b)	Address of Issuer’s Principal Executive Offices:

		The Issuer’s principal executive offices are located at 199 Benson Road, Middlebury, CT 06749.

Item 2.

(a)	Name of Person Filing:

	This statement is filed by:

	(i)	FIG LLC, a Delaware limited liability company;

	(ii)	Fortress Operating Entity I LP, a Delaware limited partnership;

	(iii)	FIG Corp., a Delaware corporation;

	(iv)	Fortress Investment Group LLC, a Delaware limited liability company;

	(v)	Fortress Principal Investment Holdings IV LLC, a Delaware limited liability company; and

	(vi)	Drawbridge Special Opportunities Advisors LLC, a Delaware limited liability company.

	The foregoing persons are hereinafter sometimes collectively referred to as the “Reporting Persons.” See Exhibit 1 hereto for a full description of the relevant subsidiaries which hold shares of Common Stock directly and indirectly. Any disclosures herein with respect to persons other than the Reporting Persons are made on information and belief after making inquiry to the appropriate party.

(b)	Address of Principal Business Office:

	The address of the principal business office of each of the Reporting Persons is c/o Fortress Investment Group LLC, 1345 Avenue of the Americas, 46th Floor, New York, NY 10105, Attention: Michael Cohn.

(c)	Citizenship:

	Each of FIG LLC, Fortress Investment Group LLC, Fortress Principal Investment Holdings IV LLC and Drawbridge Special Opportunities Advisors LLC is a limited liability company organized under the laws of the State of Delaware. Fortress Operating Entity I LP is a limited partnership organized under the laws of the State of Delaware. FIG Corp. is a corporation organized under the laws of the State of Delaware.

(d)	Title of Class of Securities:

	Common Stock, par value $0.01 per share (the “Common Stock”)

(e)	CUSIP Number:

	163893100

Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

(a)	o	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

(b)	o	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

(c)	o	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

(d)	o	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).

(e)	o	An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E).

(f)	o	An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F).

(g)	o	A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G).

(h)	o	A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813).

(i)	o	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3).

(j)	o	Group, in accordance with §240.13d-1(b)(1)(ii)(J).

Item 4.	Ownership.

The percentages used in Item 1 above and this Item 4 are calculated based on 242,935,715 shares of common stock outstanding as of June 30, 2010, as reported in the Issuer’s Form 10-Q filed with the Securities and Exchange Commission on August 6, 2010.

A.	FIG LLC

	(a)	Amount beneficially owned: 20,859,347

	(b)	Percent of class: 8.59%

	(c)	(i)	Sole power to vote or direct the vote: 0

		(ii)	Shared power to vote or direct the vote: 20,859,347

		(iii)	Sole power to dispose or direct the disposition: 0

		(iv)	Shared power to dispose or direct the disposition: 20,859,347


B.	Fortress Operating Entity I LP

	(a)	Amount beneficially owned: 20,859,347

	(b)	Percent of class: 8.59%

	(c)	(i)	Sole power to vote or direct the vote: 0

		(ii)	Shared power to vote or direct the vote: 20,859,347

		(iii)	Sole power to dispose or direct the disposition: 0

		(iv)	Shared power to dispose or direct the disposition: 20,859,347

C.	FIG Corp.

	(a)	Amount beneficially owned: 20,859,347

	(b)	Percent of class: 8.59%

	(c)	(i)	Sole power to vote or direct the vote: 0

		(ii)	Shared power to vote or direct the vote: 20,859,347

		(iii)	Sole power to dispose or direct the disposition: 0

		(iv)	Shared power to dispose or direct the disposition: 20,859,347


D.	Fortress Investment Group LLC

	(a)	Amount beneficially owned: 20,859,347

	(b)	Percent of class: 8.59%

	(c)	(i)	Sole power to vote or direct the vote: 0

		(ii)	Shared power to vote or direct the vote: 20,859,347

		(iii)	Sole power to dispose or direct the disposition: 0

		(iv)	Shared power to dispose or direct the disposition: 20,859,347


E.	Fortress Principal Investment Holdings IV LLC

	(a)	Amount beneficially owned: 13,701,146

	(b)	Percent of class: 5.64%

	(c)	(i)	Sole power to vote or direct the vote: 0

		(ii)	Shared power to vote or direct the vote: 13,701,146

		(iii)	Sole power to dispose or direct the disposition: 0

		(iv)	Shared power to dispose or direct the disposition: 13,701,146


F.	Drawbridge Special Opportunities Advisors LLC

	(a)	Amount beneficially owned: 14,593,696

	(b)	Percent of class: 6.01%

	(c)	(i)	Sole power to vote or direct the vote: 0

		(ii)	Shared power to vote or direct the vote: 14,593,696

		(iii)	Sole power to dispose or direct the disposition: 0

		(iv)	Shared power to dispose or direct the disposition: 14,593,696

Item 5.	Ownership of Five Percent or Less of a Class.

	Not applicable.

Item 6.	Ownership of More than Five Percent on Behalf of Another Person.

	Not applicable.

Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.

	See Exhibit 1 hereto for a full description of the relevant subsidiaries which hold shares of Common Stock directly and indirectly.

Item 8.	Identification and Classification of Members of the Group.

	Not applicable.

Item 9.	Notice of Dissolution of a Group.

	Not applicable.

Item 10.	Certification.

	By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

SIGNATURE

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: November 1, 2010

		FIG LLC


		By:	/s/ David N. Brooks
			Name: David N. Brooks
			Title: Vice President, General Counsel and Secretary

SIGNATURE

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: November 1, 2010

		FORTRESS OPERATING ENTITY I LP


		By:	FIG CORP.
			its general partner

		By:	/s/ David N. Brooks
			Name: David N. Brooks
			Title: Vice President, General Counsel and Secretary

SIGNATURE

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: November 1, 2010

		FIG CORP.


		By:	/s/ David N. Brooks
			Name: David N. Brooks
			Title: Vice President, General Counsel and Secretary

SIGNATURE

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: November 1, 2010

		FORTRESS INVESTMENT GROUP LLC


		By:	/s/ David N. Brooks
			Name: David N. Brooks
			Title: Vice President, General Counsel and Secretary

SIGNATURE

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: November 1, 2010

		FORTRESS PRINCIPAL INVESTMENT HOLDINGS IV LLC


		By:	FORTRESS OPERATING ENTITY I LP
			its managing member


		By:	FIG CORP.
			its general partner

		By:	/s/ David N. Brooks
			Name: David N. Brooks
			Title: Vice President, General Counsel and Secretary

SIGNATURE

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: November 1, 2010

		DRAWBRIDGE SPECIAL OPPORTUNITIES ADVISORS LLC


		By:	/s/ Marc K. Furstein
			Name: Marc K. Furstein
			Title: Chief Operating Officer

EXHIBIT INDEX

Exhibit No.		Exhibit
1		Identification of Relevant Subsidiaries
2		Joint Filing Agreement, dated November 1, 2010, by and among FIG LLC, Fortress Operating Entity I LP, FIG Corp., Fortress Investment Group LLC, Fortress Principal Investment Holdings IV LLC and Drawbridge Special Opportunities Advisors LLC.

EX-99 2 ex1.htm EXHIBIT 1 - IDENTIFICATION OF RELEVANT SUBSIDIARIES ex1.htm

Exhibit 1

IDENTIFICATION OF RELEVANT SUBSIDIARIES

Drawbridge DSO Securities LLC (“DSO”) directly holds 11,487,146 shares of Common Stock. Drawbridge Special Opportunities Fund LP (“DBSO Fund LP”) holds a 100% interest in DSO. Drawbridge Special Opportunities GP LLC (“DBSO GP”) is the general partner of DBSO Fund LP. Fortress Principal Investment Holdings IV LLC (“Principal Holdings”) is the managing member of DBSO GP.

Drawbridge OSO Securities LLC (“OSO”) directly holds 3,106,550 shares of Common Stock. Drawbridge Special Opportunities Fund Ltd. (“DBSO Fund Ltd”) holds a 100% interest in OSO. Drawbridge Special Opportunities Intermediate Fund L.P. (“DBSO Intermediate”) is the 100% owner of DBSO Fund Ltd. Drawbridge Special Opportunities Offshore GP LLC (“DBSO Offshore GP”) is the general partner of DBSO Intermediate. Drawbridge Special Opportunities Advisors LLC (“DBSO Advisors”) is the investment advisor for each of DBSO Fund LP and DBSO Fund Ltd.

Worden Master Fund LP (“Worden Master”) directly holds 708,511 shares of Common Stock. Fortress Special Opportunities I GP LLC (“FSO I GP”) is the general partner of Worden Master.

Worden Master Fund II LP (“Worden Master II”) directly holds 35,241 shares of Common Stock. FSO I GP is the general partner of Worden Master II. Fortress Special Opportunities Advisors LLC (“FSO Advisors”) is the investment advisor for each of Worden Master and Worden Master II.

Fortress Partners Securities LLC (“FPS LLC”) directly holds 2,214,000 shares of Common Stock. Fortress Partners Fund L.P. (“FPF L.P.”) holds a 100% interest in FPS LLC. Fortress Partners GP LLC (“FP GP LLC”) is the general partner of FPF L.P. Principal Holdings is the managing member of FP GP LLC.

Fortress Partners Offshore Securities LLC (“FPOS LLC”) directly holds 2,468,399 shares of Common Stock. Fortress Partners Master Fund L.P. (“FPMF L.P.”) holds a 100% interest in FPOS LLC. Fortress Partners Offshore Master GP LLC (“FPOM GP LLC”) is the general partner of FPMF L.P. Fortress Partners Advisors LLC (“FP Advisors”) is the investment advisor for each of FPF L.P. and FPMF L.P.

Fortress Macro Master Fund L.P. (“FMMF L.P.”) directly holds 839,500 shares of Common Stock. Drawbridge Global Macro Master Fund Ltd (“DGMMF”), Drawbridge Global Macro Intermediate Fund L.P. (“DGMIF”), Fortress Macro Fund Ltd (“Corp Feeder”), Fortress Macro Onshore Fund LP (“Onshore Feeder”) and Fortress Macro Offshore Fund L.P. (“Offshore Feeder”) hold in aggregate a 100% interest in FMMF. Fortress Macro Master GP LLC (“FM GP LLC”) is the general partner of FMMF L.P. Principal Holdings I LP is the managing member of FM GP LLC. Fortress Macro Advisors LLC (“FM Advisors”) is the investment advisor of each of the FMMF L.P., Corp Feeder, Onshore Feeder and Offshore Feeder. Drawbridge Global Macro Advisors LLC (“DGM Advisors”) is the investment advisor for each of DGMMF and DGMIF.

FIG LLC (“FIG”) holds a 100% interest in DBSO Advisors, FSO Advisors, FP Advisors, FM Advisors and DGM Advisors.

Fortress Operating Entity I LP (“FOE I”) is the sole managing member of each of FIG, FSO I GP, DBSO Offshore GP, Principal Holdings and FPOM GP LLC.

FIG Corp. is the general partner of FOE I and Principal Holdings I LP. FIG Corp. is wholly-owned by Fortress Investment Group LLC.

EX-99 3 ex2.htm EXHIBIT 2 - JOINT FILING AGREEMENT, DATED OCTOBER 29, 2010 ex2.htm

Exhibit 2

JOINT FILING AGREEMENT

This JOINT FILING AGREEMENT, dated as of November 1, 2010, is entered into by and among FIG LLC, Fortress Operating Entity I LP, FIG Corp., Fortress Investment Group LLC, Fortress Principal Investment Holdings IV LLC and Drawbridge Special Opportunities Advisors LLC (collectively referred to herein as the “Parties” and each individually as a “Party”). Pursuant to Rule 13d-1(k)(1)(iii) promulgated under the Securities Exchange Act of 1934, as amended, the Parties hereby acknowledge and agree that Schedule 13G is filed on behalf of each such Party and that all subsequent amendments to the Statement on Schedule 13G shall be filed on behalf of each of the Parties without the necessity of executing or filing additional joint filing agreements. The Parties hereby ac knowledge that each Party shall be responsible for timely filing of such amendments, and for the completeness and accuracy of the information concerning such Party contained therein, but shall not be responsible for the completeness and accuracy of the information concerning any other Party, except to the extent that such Party knows or has reason to believe that such information is inaccurate.

[Signature page follows]

IN WITNESS WHEREOF, the Parties hereto have executed this Joint Filing Agreement as of the day and year first above written.

		FIG LLC


		By:	/s/ David N. Brooks
			Name: David N. Brooks
			Title: Vice President, General Counsel and Secretary

		FORTRESS OPERATING ENTITY I LP


		By:	FIG CORP.
			its general partner

		By:	/s/ David N. Brooks
			Name: David N. Brooks
			Title: Vice President, General Counsel and Secretary

		FIG CORP.


		By:	/s/ David N. Brooks
			Name: David N. Brooks
			Title: Vice President, General Counsel and Secretary

		FORTRESS INVESTMENT GROUP LLC


		By:	/s/ David N. Brooks
			Name: David N. Brooks
			Title: Vice President, General Counsel and Secretary

		FORTRESS PRINCIPAL INVESTMENT HOLDINGS IV LLC

		By:	FORTRESS OPERATING ENTITY I LP
			its managing member

		By:	FIG CORP.
			its general partner

		By:	/s/ David N. Brooks
			Name: David N. Brooks
			Title: Vice President, General Counsel and Secretary

		DRAWBRIDGE SPECIAL OPPORTUNITIES ADVISORS LLC


		By:	/s/ Marc K. Furstein
			Name: Marc K. Furstein
			Title: Chief Operating Officer