0001225208-11-026309.txt : 20111214 0001225208-11-026309.hdr.sgml : 20111214 20111214154057 ACCESSION NUMBER: 0001225208-11-026309 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20110623 FILED AS OF DATE: 20111214 DATE AS OF CHANGE: 20111214 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: NOVASTAR FINANCIAL INC CENTRAL INDEX KEY: 0001025953 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE AGENTS & MANAGERS (FOR OTHERS) [6531] IRS NUMBER: 742830661 STATE OF INCORPORATION: MD FISCAL YEAR END: 1211 BUSINESS ADDRESS: STREET 1: 2114 CENTRAL STREET 2: STE 600 CITY: KANSAS CITY STATE: MO ZIP: 64108 BUSINESS PHONE: 8162377000 MAIL ADDRESS: STREET 1: 2114 CENTRAL STREET 2: STE 600 CITY: KANSAS CITY STATE: MO ZIP: 64108 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BABSON CAPITAL MANAGEMENT LLC CENTRAL INDEX KEY: 0000009015 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-13533 FILM NUMBER: 111261119 BUSINESS ADDRESS: STREET 1: 470 ATLANTIC AVENUE STREET 2: 10TH FLOOR CITY: BOSTON STATE: MA ZIP: 02210 BUSINESS PHONE: 617-761-6662 MAIL ADDRESS: STREET 1: 470 ATLANTIC AVENUE STREET 2: 10TH FLOOR CITY: BOSTON STATE: MA ZIP: 02210 FORMER NAME: FORMER CONFORMED NAME: BABSON DAVID L & CO INC DATE OF NAME CHANGE: 19920929 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MASSACHUSETTS MUTUAL LIFE INSURANCE CO CENTRAL INDEX KEY: 0000225602 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-13533 FILM NUMBER: 111261120 BUSINESS ADDRESS: STREET 1: 1295 STATE STREET CITY: SPRINGFIELD STATE: MA ZIP: 01111 BUSINESS PHONE: 4137448411 MAIL ADDRESS: STREET 1: 1295 STATE STREET CITY: SPRINGFIELD STATE: MA ZIP: 01111 3 1 doc3.xml X0204 3 2011-06-23 0 0001025953 NOVASTAR FINANCIAL INC NOVS 0000225602 MASSACHUSETTS MUTUAL LIFE INSURANCE CO 1295 STATE STREET SPRINGFIELD MA 01111 1 0000009015 BABSON CAPITAL MANAGEMENT LLC 1500 MAIN S SPRINGFIELD MA 01115 1 Common Stock 19258775.0000 D See Exhibit 99 for footnotes. /s/ Dominic Blue, VP & Assistant General Counsel 2011-12-14 /s/ Christopher DeFrancis, Co-General Counsel & Chief Compliance Officer 2011-12-14 EX-99 2 footnotesnov.txt This a joint filing made on behalf of Massachusetts Mutual Life Insurance Company ("MassMutual") and Babson Capital Management LLC ("Babson Capital"). MassMutual, a Massachusetts corporation, may be deemed to be deemed to own beneficially and indirectly 19,258, 775 shares of Common Stock held in one or more advisory accounts and private investment funds. Babson Capital, a Delaware limited liability company, acts as investment adviser to these advisory accounts and private investment funds, and in such capacities may also be deemed to be the beneficial owner of the 19,258, 775 shares. On December 10, 2010, MassMutual entered into an Exchange Agreement (the "Exchange Agreement") with Jefferies Capital Partners IV, L.P., Jefferies Employee Partners IV LLC and JCP Partners IV LLC and NovaStar Financial, Inc. (the "Company"), pursuant to which MassMutual agreed to exchange on June 23, 2011 1,050,000 shares of the Company's 9.00% Series D1 Mandatory Convertible Preferred Stock, par value $0.01 ("Series D Preferred Stock") for 18,581,000 shares of the Company's Common Stock, par value $0.01 per share ("Common Stock") and $688,500 in cash. The 1,050,000 shares of Series D Preferred Stock exchanged by MassMutual under the Exchange Agreement were originally acquired by MassMutual pursuant to the terms of a Securities Purchase Agreement dated July 16, 2007 among MassMutual, Jefferies Capital Partners IV, L.P., Jefferies Employee Partners IV LLC and JCP Partners IV LLC and the Company. On June 23, 2011, Jefferies Capital Partners IV, L.P. received 16,132,891 shares of the Company's Common Stock in connection with the Exchange Agreement. MassMutual owns limited partnership interests in Jefferies Capital Partners IV, L.P. On October 6, 2011, Jefferies Capital Partners IV, L.P. executed a pro rata in-kind distribution of the Company's Common Stock to its limited partners (the "Jefferies IV Distribution"). MassMutual received 464,525 shares of the Company's Common Stock in connection with the Jefferies IV Distribution. As of December 14, 2011, MassMutual also owned 213,250 shares of Common Stock acquired in the ordinary course of business.