EX-1.F 8 a2058684zex-1_f.htm EXHIBIT (1)(F) Prepared by MERRILL CORPORATION
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EXHIBIT 99 (a) (1) (F)

GUIDELINES FOR CERTIFICATION OF TAXPAYER IDENTIFICATION NUMBER ON

SUBSTITUTE FORM W-9

SECTION REFERENCES ARE TO THE INTERNAL REVENUE CODE

    GUIDELINES FOR DETERMINING THE PROPER IDENTIFICATION NUMBER TO GIVE THE PAYER—Social Security Numbers have nine digits separated by two hyphens: i.e., 000-00-0000. Employer Identification Numbers have nine digits separated by only one hyphen: i.e., 00-0000000. The table below will help determine the type of number to give the payer.

For this type
of account:
   Give the social
security number of:
   For this type
of account:
   Give the employer
identification number of:
1.   Individual   The individual   8.   Sole proprietorship account   The owner (4)
2.   Two or more individuals (joint account)   The actual owner of the account or, if combined funds, the first individual on the account (1)   9.   A valid trust, estate or pension trust   The legal entity (Do not furnish the identifying number of the personal representative or trustee unless the legal entity itself is not designated in the account title.) (5)
3.   Husband and wife (joint account)   The actual owner of the account, or if joint funds, either person (1)   10.   Corporate account   The corporation
4.   Custodian account of a minor (Uniform Gift to Minors Act)   The minor (2)   11.   Religious, charitable, or educational organization account   The organization
5.   Adult and minor (joint account)   The adult or, if the minor is the only contributor, the minor (1)   12.   Partnership account held in the name of the business   The partnership
6.   Account in the name of guardian or committee for a designated ward, minor, or incompetent person   The ward, minor, or incompetent person (3)   13.   Association, club or other tax-exempt organization   The organization
7.a   The usual revocable saving trust account (grantor is also trustee)   The grantor-trustee (1)   14.   A broker or registered nominee   The broker or nominee
 b.   So-called trust account that is not a legal or valid trust under state law   The actual owner (1)   15.   Account with the Department of Agriculture in the name of a public entity (such as a State or local government, school district, or prison) that receives agricultural program payments   The public entity
(1)
List first and circle the name of the person whose number you furnish.

(2)
Circle the minor's name and furnish the minor's Social Security Number.

(3)
Show the name of the owner. The name of the business or the "doing business as" name may also be entered. Either the Social Security Number or the Employer Identification Number may be used.

(4)
List first and circle the name of the legal trust, estate, or pension trust.

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NOTE. IF NO NAME IS CIRCLED WHEN THERE IS MORE THAN ONE NAME,
THE NUMBER WILL BE CONSIDERED TO BE THAT OF THE FIRST NAME LISTED.

OBTAINING A NUMBER

    If you do not have a Taxpayer Identification Number ("TIN") or you do not know your number, obtain Form SS-5, Application for a Social Security Number Card, or Form SS-4, Application for Employer Identification Number, at the local office of the Social Security Administration or the Internal Revenue Service and apply for a number.

PAYEES EXEMPT FROM BACKUP WITHHOLDING

    Payees specifically exempted from backup withholding on all dividend and interest payments and on broker transactions include the following:

    •
    A corporation.

    •
    A financial institution.

    •
    An organization exempt from tax under Section 501(a), or an individual retirement account, or a custodian account under Section 403(b)(7) if the account satisfies the requirements of Section 401(f)(2).

    •
    The United States or any agency or instrumentality thereof.

    •
    A State, the District of Columbia, a possession of the United States, or any subdivision or instrumentality thereof.

    •
    A foreign government, a political subdivision of a foreign government, or any agency or instrumentality thereof.

    •
    An international organization, or any agency or instrumentality thereof.

    •
    A registered dealer in securities or commodities registered in the United States, the District of Columbia, or a possession of the United States.

    •
    A real estate investment trust.

    •
    A common trust fund operated by a bank under Section 584(a).

    •
    An exempt charitable remainder trust under section 664, or a non-exempt trust described in Section 4947(a)(1).

    •
    An entity registered at all times during the tax year under the Investment Company Act of 1940.

    •
    A foreign central bank of issue.

    •
    A futures commission merchant registered with the Commodity Futures Trading Commission.

    •
    A middleman known in the investment community as a nominee or listed in the most recent publication of the American Society of Corporation Secretaries, Inc., Nominee List.

    Payments of dividends and patronage dividends not generally subject to backup withholding include the following:

    •
    Payments to nonresident aliens subject to withholding under Section 1441.

    •
    Payments to partnerships not engaged in a trade or business in the United States, and that have at least one nonresident alien partner.

    •
    Payments of patronage dividends where the amount received is not paid in money.

    •
    Payments made by certain foreign organizations.

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    •
    Payments made to a nominee.

    •
    Section 401(K) distributions made by an ESOP.

    Payments of interest not generally subject to backup withholding include the following:

    •
    Payments of interest on obligations issued by individuals. Note: You may be subject to backup withholding if this interest is $600 or more and is paid in the course of the payer's trade or business and you have not provided your correct taxpayer identification number to the payer.

    •
    Payments of tax-exempt interest (including the exempt-interest dividends under Section 852).

    •
    Payments described in Section 6049(b)(5) to nonresident aliens.

    •
    Payments on tax-free covenant bonds under Section 1451.

    •
    Payments made by certain foreign organizations.

    •
    Payments made to a nominee

    Exempt payees described above should file the Substitute Form W-9 to avoid possible erroneous backup withholding. Complete the Substitute Form W-9 as follows:

    Certain payments other than interest, dividends, and patronage dividends that are not subject to information reporting are also not subject to backup withholding. For details, see Sections 6041, 6041 A, 6042, 6044, 6045, 6049, 6050A and 605ON and the regulations thereunder.

    PRIVACY ACT NOTICE—Section 6109 requires most recipients of dividend, interest, or other payments to give taxpayer identification numbers to payers who must report the payments to the IRS. The IRS uses the numbers for identification purposes and to help verify the accuracy of tax returns. Payers must be given the numbers whether or not recipients are required to file tax returns. Payers must generally withhold 30.5% of taxable interest, dividend, and certain other payments to a payee who does not furnish a taxpayer identification number to a payer. Certain penalties may also apply.

PENALTIES

(1)
PENALTY FOR FAILURE TO FURNISH TAXPAYER IDENTIFICATION NUMBER—If you fail to furnish your correct taxpayer identification number to a requester, you are subject to a penalty of $50 for each such failure unless your failure is due to reasonable cause and not to willful neglect.

(2)
PENALTY FOR FALSE INFORMATION WITH RESPECT TO WITHHOLDING—If you make a false statement with no reasonable basis that results in no imposition of backup withholding, you are subject to a penalty of $500.

(3)
CRIMINAL PENALTY FOR FALSIFYING INFORMATION—Willfully falsifying certifications or affirmations may subject you to criminal penalties including fines and/or imprisonment.

(4)
MISUSE OF TAXPAYER IDENTIFICATION NUMBERS—If the requester discloses or uses taxpayer identification numbers in violation of Federal law, the requester may be subject to civil and criminal penalties.


FOR ADDITIONAL INFORMATION CONTACT YOUR TAX CONSULTANT OR THE INTERNAL REVENUE SERVICE

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GUIDELINES FOR CERTIFICATION OF TAXPAYER IDENTIFICATION NUMBER ON SUBSTITUTE FORM W-9 SECTION REFERENCES ARE TO THE INTERNAL REVENUE CODE
NOTE. IF NO NAME IS CIRCLED WHEN THERE IS MORE THAN ONE NAME, THE NUMBER WILL BE CONSIDERED TO BE THAT OF THE FIRST NAME LISTED.
FOR ADDITIONAL INFORMATION CONTACT YOUR TAX CONSULTANT OR THE INTERNAL REVENUE SERVICE