|ITEM 4 PURPOSE OF TRANSACTION |
Item 4. Purpose of Transaction appearing in the Schedule is hereby
amended and supplemented to add the following:
On December 10, 2007, a seven-member jury returned a verdict in the Circuit Court for Fairfax County, Virginia, in the Goodman Lawsuit (as defined in Amendment No. 9 of this Schedule). The jury found in favor of the claim by Costa Brava that the public accounting firm Goodman & Company LLP aided and abetted a breach of fiduciary duty by the Issuer and the Issuer's directors. After reviewing the evidence presented to it and deliberating for more than ten hours, the jury concluded that Goodman aided and abetted a breach of fiduciary duty by the Issuer and its directors. The jury did not find for Costa Brava on three other claims.
Costa Brava alleged that Goodman & Company's audit opinion of the Issuer's Form 10-K was the centerpiece of a carefully calculated campaign by Goodman & Company and the Issuer to deprive Costa Brava and others of mandatory payments due under the Issuer's Redeemable Preferred Stock, while enriching the insiders of the Issuer.
Costa Brava argued at trial, among other things, that Goodman & Company
(a) misled the U.S. Securities and Exchange Commission ("SEC") and the Issuer's former auditors (PricewaterhouseCoopers LLP), (b) presold its going concern opinion, and (c) approved of a false Form 10-K filed with the SEC by the Issuer.