www.sec.gov/Archives/edgar/data/1282858/0000950123-06-0 -
[Cached Version]
Published on: 7/3/2006
Last Visited: 7/4/2006
Mr. Mitchell Blatt.Mr. Blatt, 54, has been President and Chief Operating Officer of CLC since April 1996, of Coinmach since November 1995 and of Holdings since March 2003.Mr. Blatt was the President and Chief Operating Officer of TCC from January 1995 to November 1995.Mr. Blatt was a director of CLC and Coinmach from November 1995 to March 2003.Mr. Blatt joined TCC as Vice President , General Manager in 1982 and was Vice President and Chief Operating Officer from 1988 to 1994.
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Mitchell Blatt
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Mitchell Blatt
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The repurchase price was $8.505 per share, and was repurchased in the following amounts: (i) 35,799 shares from MCS Capital, Inc. (for a total repurchase price of $304,469.44), (ii) 42,693 shares from Mr. Blatt (for a total repurchase price of $363,103.84), (iii) 6,415 shares from Mr. Doyle (for a total repurchase price of $54,559.59), (iv) 3,401 shares from Mr. Stanky (for a total repurchase price of $28,923.27), (v) 1,297 shares from Mr. Chapman (for a total repurchase price of $11,034.50) and (vi) 671 shares from Mr. Norniella (for a total repurchase price of $5,703.93).
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Kerrigan (directly and indirectly through MCS,), Blatt, Doyle, Stanky and Norniella each owed Coinmach, CLC and/or Holdings $467,625 (which includes $45,394 owed as a down payment in connection with the purchase of common stock of CLC), $337,587, $166,932, $169,181 and $63,360, respectively, plus interest accrued and unpaid interest thereon.
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Kerrigan (directly and indirectly through MCS), Blatt, Doyle, Stanky and Norniella at any one time during such period was $517,625, $394,138, $166,932, $169,181 and $63,360, respectively, plus accrued and unpaid interest thereon.
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Doyle, Stanky and Norniella, and on September 6, 2001, Mr. Blatt, entered into promissory notes (which we collectively refer to as the "management promissory notes") in favor of CLC in connection with the purchase of shares of common stock of CLC under Coinmach's equity participation purchase program in original principal amounts of $408,547, $208,664, $211,476, $79,200 and $280,607, respectively.
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On May 5, 1999, Coinmach extended a loan to Mr. Blatt in a principal amount of $250,000, which loan was evidenced by a promissory note (which we refer to as the "Blatt original note"), providing, among other things, that the outstanding loan balance was payable on May 5, 2002, that interest accrue thereon at a rate of 8% per annum and that the obligations under such loan are secured by a pledge of certain common stock of CLC held by Mr. Blatt.On March 15, 2002, Coinmach and Mr. Blatt entered into a replacement promissory note (which we refer to as the "Blatt replacement note"), on identical terms as the Blatt original note in substitution and exchange for the Blatt original note, except that (i) the Blatt replacement note is in an original principal amount of $282,752, (ii) the outstanding loan balance under the Blatt replacement note is payable in equal annual installments of $56,550 commencing on March 15, 2003 and (iii) the obligations under the Blatt replacement note, pursuant to an amendment to the Blatt replacement note dated March 6, 2003, are secured by a pledge of certain preferred and common units of Holdings held by Mr. Blatt.If Mr. Blatt ceases to be employed by Coinmach as a result of (i) a change in control of Coinmach, (ii) the death or disability of Mr. Blatt while employed by Coinmach or (iii) a termination by Mr. Blatt for cause (each such event being referred to as a "termination event"), then all outstanding amounts due under the Blatt replacement note are required to be forgiven as of the date of such termination event.If Mr. Blatt's employment is terminated upon the occurrence of any event that is not a termination event, then all outstanding amounts due under the Blatt replacement note will become due and payable within 30 business days following the termination of Mr. Blatt's employment.
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Kerrigan (and MCS), Blatt, Doyle, Stanky and Chapman, and the investors named therein (collectively, the "Securityholders").
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Kerrigan (and MCS), Blatt, Doyle, Stanky and Chapman (whom we collectively refer to as the "management stockholders").
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Kerrigan (and MCS), Blatt, Doyle, Stanky and Chapman, and the investors named therein (collectively, the "Registration Rights Holders") whereby the Registration Rights Holders have rights with respect to the registration under the Securities Act of 1933, as amended, for resale to the public, of their Holdings units.