UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
Auspex Pharmaceuticals, Inc. |
(Name of Issuer) |
Common Stock, par value $0.0001 per share |
(Title of Class of Securities) |
05211J102 |
(CUSIP Number) |
Simon M. Lorne, Esq. Millennium Management LLC 666 Fifth Avenue, 8th Floor New York, New York 10103 (212) 841-4100 |
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
April 2, 2015 |
(Date of event which requires filing of this statement) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of § 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g) check the following boxo .
SCHEDULE 13D
| CUSIP No.05211J102 |
| 1 | NAMES OF REPORTING PERSONS Integrated Core Strategies (US) LLC | ||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) o (b) þ | ||
| 3 | SEC USE ONLY | ||
| 4 | SOURCE OF FUNDS WC, OO | ||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) þ | ||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | ||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER -0- | |
8 | SHARED VOTING POWER 1,309,722 (See Items 5 and 6) | ||
9 | SOLE DISPOSITIVE POWER -0- | ||
10 | SHARED DISPOSITIVE POWER 1,309,722 (See Items 5 and 6) | ||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,309,722 (See Items 5 and 6) |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES o |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 4.1% |
| 14 | TYPE OF REPORTING PERSON OO |
SCHEDULE 13D
| CUSIP No.05211J102 |
| 1 | NAMES OF REPORTING PERSONS ICS Opportunities, Ltd. | ||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) o (b) þ | ||
| 3 | SEC USE ONLY | ||
| 4 | SOURCE OF FUNDS WC, OO | ||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) þ | ||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands | ||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER -0- | |
8 | SHARED VOTING POWER 493,595 (See Items 5 and 6) | ||
9 | SOLE DISPOSITIVE POWER -0- | ||
10 | SHARED DISPOSITIVE POWER 493,595 (See Items 5 and 6) | ||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 493,595 (See Items 5 and 6) |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES o |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.6% |
| 14 | TYPE OF REPORTING PERSON CO |
SCHEDULE 13D
| CUSIP No.05211J102 |
| 1 | NAMES OF REPORTING PERSONS Integrated Assets, Ltd. | ||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) o (b) þ | ||
| 3 | SEC USE ONLY | ||
| 4 | SOURCE OF FUNDS WC, OO | ||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) þ | ||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands | ||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER -0- | |
8 | SHARED VOTING POWER 85,420 (See Items 5 and 6) | ||
9 | SOLE DISPOSITIVE POWER -0- | ||
10 | SHARED DISPOSITIVE POWER 85,420 (See Items 5 and 6) | ||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 85,420 (See Items 5 and 6) |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES o |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.3% |
| 14 | TYPE OF REPORTING PERSON CO |
SCHEDULE 13D
| CUSIP No.05211J102 |
| 1 | NAMES OF REPORTING PERSONS Millennium International Management LP | ||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) o (b) þ | ||
| 3 | SEC USE ONLY | ||
| 4 | SOURCE OF FUNDS WC, OO | ||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) þ | ||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | ||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER -0- | |
8 | SHARED VOTING POWER 579,015 (See Items 5 and 6) | ||
9 | SOLE DISPOSITIVE POWER -0- | ||
10 | SHARED DISPOSITIVE POWER 579,015 (See Items 5 and 6) | ||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 579,015 (See Items 5 and 6) |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES o |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.8% |
| 14 | TYPE OF REPORTING PERSON PN |
SCHEDULE 13D
| CUSIP No.05211J102 |
| 1 | NAMES OF REPORTING PERSONS Millennium International Management GP LLC | ||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) o (b) þ | ||
| 3 | SEC USE ONLY | ||
| 4 | SOURCE OF FUNDS WC, OO | ||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) þ | ||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | ||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER -0- | |
8 | SHARED VOTING POWER 579,015 (See Items 5 and 6) | ||
9 | SOLE DISPOSITIVE POWER -0- | ||
10 | SHARED DISPOSITIVE POWER 579,015 (See Items 5 and 6) | ||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 579,015 (See Items 5 and 6) |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES o |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.8% |
| 14 | TYPE OF REPORTING PERSON OO |
SCHEDULE 13D
| CUSIP No.05211J102 |
| 1 | NAMES OF REPORTING PERSONS Millennium Management LLC | ||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) o (b) þ | ||
| 3 | SEC USE ONLY | ||
| 4 | SOURCE OF FUNDS WC, OO | ||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) þ | ||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | ||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER -0- | |
8 | SHARED VOTING POWER 1,888,737 (See Items 5 and 6) | ||
9 | SOLE DISPOSITIVE POWER -0- | ||
10 | SHARED DISPOSITIVE POWER 1,888,737 (See Items 5 and 6) | ||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,888,737 (See Items 5 and 6) |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES o |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 5.9% |
| 14 | TYPE OF REPORTING PERSON OO |
SCHEDULE 13D
| CUSIP No.05211J102 |
| 1 | NAMES OF REPORTING PERSONS Israel A. Englander |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) o (b) þ |
| 3 | SEC USE ONLY |
| 4 | SOURCE OF FUNDS WC, OO |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) þ |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION United States |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER -0- |
| 8 | SHARED VOTING POWER 1,888,737 (See Items 5 and 6) | |
| 9 | SOLE DISPOSITIVE POWER -0- | |
| 10 | SHARED DISPOSITIVE POWER 1,888,737 (See Items 5 and 6) |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,888,737 (See Items 5 and 6) |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES o |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 5.9% |
| 14 | TYPE OF REPORTING PERSON IN |
Explanatory Notes
Item 1. Security and Issuer.
The name of the issuer is Auspex Pharmaceuticals, Inc., a Delaware corporation (the "Issuer"). The address of the Issuer’s principal executive offices is 3333 N. Torrey Pines Court, Suite 400, San Diego, California 92037. This Schedule 13D relates to the Issuer’s common stock, par value $0.0001 per share (the "Common Stock").
Item 2. Identity and Background.
(a)-(c), (f). This Schedule 13D is being filed by Integrated Core Strategies (US) LLC, a Delaware limited liability company ("Integrated Core Strategies"), ICS Opportunities, Ltd., an exempted limited company organized under the laws of the Cayman Islands ("ICS Opportunities") and Integrated Assets, Ltd., an exempted limited company organized under the laws of the Cayman Islands ("Integrated Assets").
Millennium International Management LP, a Delaware limited partnership ("Millennium International Management"), is the investment manager to ICS Opportunities and Integrated Assets and may be deemed to have shared voting control and investment discretion over securities owned by ICS Opportunities and Integrated Assets.
Millennium International Management GP LLC, a Delaware limited liability company ("Millennium International Management GP"), is the general partner of Millennium International Management and may also be deemed to have shared voting control and investment discretion over securities owned by ICS Opportunities and Integrated Assets.
Millennium Management LLC, a Delaware limited liability company ("Millennium Management"), is the general partner of the managing member of Integrated Core Strategies and may be deemed to have shared voting control and investment discretion over securities owned by Integrated Core Strategies. Millennium Management is also the general partner of the 100% shareholder of ICS Opportunities and Integrated Assets and may be deemed to have shared voting control and investment discretion over securities owned by ICS Opportunities and Integrated Assets.
Israel A. Englander, a United States citizen ("Mr. Englander"), is the managing member of Millennium International Management GP and Millennium Management and may also be deemed to have shared voting control and investment discretion over securities owned by Integrated Core Strategies, ICS Opportunities and Integrated Assets.
The foregoing should not be construed in and of itself as an admission by Millennium International Management, Millennium International Management GP, Millennium Management or Mr. Englander as to beneficial ownership of the securities owned by Integrated Core Strategies, ICS Opportunities or Integrated Assets, as the case may be.
Integrated Core Strategies, ICS Opportunities, Integrated Assets, Millennium International Management, Millennium International Management GP, Millennium Management and Mr. Englander will be collectively referred to as the reporting persons ("Reporting Persons") in this Schedule 13D.
The business address for Integrated Core Strategies and Mr. Englander is c/o Millennium Management LLC, 666 Fifth Avenue, New York, New York 10103. The business address for ICS Opportunities and Integrated Assets is c/o Millennium International Management LP, 666 Fifth Avenue, New York, New York 10103. The business address for Millennium International Management, Millennium International Management GP and Millennium Management is 666 Fifth Avenue, New York, New York 10103.
(d)-(e) During the past five years, none of the Reporting Persons has been (i) convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws, or finding any violation with respect to such laws.
Item 3. Source and Amount of Funds or Other Consideration.
The amount of funds used to purchase the 1,206,822 shares of the Issuer’s Common Stock and listed options with the right to acquire 102,900 shares of the Issuer’s Common Stock held by Integrated Core Strategies was approximately $82,608,934 and $19,299, respectively, calculated on an average cost basis (excluding brokerage commissions) by account. The amount of funds used to purchase the 493,595 shares of the Issuer’s Common Stock held by ICS Opportunities was approximately $26,485,855, calculated on an average cost basis (excluding brokerage commissions) by account. The amount of funds used to purchase the 85,420 shares of the Issuer’s Common Stock held by Integrated Assets was approximately $4,360,662, calculated on an average cost basis (excluding brokerage commissions) by account. Integrated Core Strategies, ICS Opportunities and Integrated Assets effect purchases of securities primarily through margin accounts maintained for them with prime brokers, which may extend margin credit to Integrated Core Strategies, ICS Opportunities and Integrated Assets as and when required to open or carry positions in the margin accounts, subject to applicable margin regulations, stock exchange rules and the prime broker’s credit policies. In such instances, the positions held in the margin accounts are pledged as collateral security for the repayment of debit balances in the accounts.
Item 4. Purpose of Transaction.
The Reporting Persons are engaged in the investment business, and in the course of that business employ the services of a number of portfolio managers, each of whom independently employs a separate and distinct trading strategy. A portion of the securities of the Issuer held by the Reporting Persons may be managed by portfolio managers who engage in event-, risk- or merger-arbitrage or fundamental strategies.
In pursuing their business, some of the Reporting Persons’ portfolio managers analyze the operations, capital structure and markets of companies, including the Issuer, on a continuous basis, through analysis of documentation and discussions with knowledgeable industry and market observers and with representatives of such companies (often at the invitation of management). (Other portfolio managers, who may also have long or short positions in securities of the Issuer from time to time, trade pursuant to quantitative or other strategies that do not involve such analyses and discussions.) From time to time, one or more of the portfolio managers may hold discussions with third parties or with management of issuers (including the Issuer) in which the portfolio managers may suggest or take a position with respect to potential changes in the operations, management or capital structure of such companies as a means of enhancing shareholder value. Such suggestions or positions may relate to one or more transactions of the type specified in clauses (a) through (j) of Item 4 of Schedule 13D of the Exchange Act, including, without limitation, such matters as disposing of or selling all or a portion of the company or acquiring another company or business, changing operating or marketing strategies, adopting or not adopting certain types of anti-takeover measures and restructuring the Issuer’s capitalization or dividend policy.
Except as set forth above, the Reporting Persons do not have any present plans or proposals that relate to or would result in any of the actions required to be described in Item 4 of this Schedule 13D.
Item 5. Interest in Securities of the Issuer.
(a) As of the close of business on April 9, 2015: i) Integrated Core Strategies beneficially owned 1,309,722 shares of the Issuer’s Common Stock (consisting of 1,206,822 shares of the Issuer’s Common Stock and listed options to purchase 102,900 shares of the Issuer’s Common Stock); ii) ICS Opportunities beneficially owned 493,595 shares of the Issuer’s Common Stock; and iii) Integrated Assets beneficially owned 85,420 shares of the Issuer’s Common Stock.
Millennium International Management, as the investment manager to ICS Opportunities and Integrated Assets, may be deemed to have shared voting control and investment discretion over securities owned by ICS Opportunities and Integrated Assets.
Millennium International Management GP, as the general partner of Millennium International Management, may also be deemed to have shared voting control and investment discretion over securities owned by ICS Opportunities and Integrated Assets.
Therefore, as of the close of business on April 9, 2015, Millennium International Management and Millennium International Management GP may be deemed to have beneficially owned 579,015 shares of the Issuer’s Common Stock.
Millennium Management, as the general partner of the managing member of Integrated Core Strategies, may be deemed to have shared voting control and investment discretion over securities owned by Integrated Core Strategies. Millennium Management, as the general partner of the 100% shareholder of ICS Opportunities and Integrated Assets, may also be deemed to have shared voting control and investment discretion over securities owned by ICS Opportunities and Integrated Assets.
Mr. Englander, as the managing member of Millennium International Management GP and Millennium Management, may also be deemed to have shared voting control and investment discretion over securities owned by Integrated Core Strategies, ICS Opportunities and Integrated Assets.
Accordingly, as of the close of business on April 9, 2015, Millennium Management and Mr. Englander may be deemed to have beneficially owned 1,888,737 shares or 5.9% of the Issuer’s Common Stock outstanding. The calculation of the foregoing percentage is on the basis of 31,815,187 shares of Common Stock outstanding as of February 27, 2015, as per the Issuer’s Form 10-K dated March 16, 2015.
The foregoing should not be construed in and of itself as an admission by Millennium International Management, Millennium International Management GP, Millennium Management or Mr. Englander as to beneficial ownership of the securities owned by Integrated Core Strategies, ICS Opportunities or Integrated Assets, as the case may be.
(b) As of the close of business on April 9, 2015: i) Integrated Core Strategies held shared power to vote and dispose of the 1,309,722 shares of the Issuer’s Common Stock described in (a) above; ii) ICS Opportunities held shared power to vote and dispose of the 493,595 shares of the Issuer’s Common Stock described in (a) above; iii) Integrated Assets held shared power to vote and dispose of the 85,420 shares of the Issuer’s Common Stock described in (a) above; iv) Millennium International Management and Millennium International Management GP may be deemed to have held shared power to vote and dispose of the 579,015 shares of the Issuer’s Common Stock described in (a) above; and v) Millennium Management and Mr. Englander may be deemed to have held shared power to vote and dispose of the 1,888,737 shares of the Issuer’s Common Stock described in (a) above.
(c) Transactions in the Issuer’s Common Stock during the past 60 days: Schedule A annexed hereto lists all transactions in the Issuer’s Common Stock and listed options to purchase the Issuer’s Common Stock effected by the Reporting Persons during the past 60 days. All such transactions were effected by Integrated Core Strategies, ICS Opportunities, Integrated Assets or Integrated Assets II LLC, an affiliate of the Reporting Persons, in the open market.
(d) No person other than the Reporting Persons is known to have the right to receive, or the power to direct the receipt of, dividends from, or proceeds from the sale of, the shares of the Issuer’s Common Stock reported in this Schedule 13D.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.
In connection with arrangements with Integrated Core Strategies’, ICS Opportunities’ and Integrated Assets’ prime brokers, such prime brokers are permitted to lend securities in Integrated Core Strategies’, ICS Opportunities’ and Integrated Assets’ accounts to the extent permitted by debit balances in such accounts. Integrated Core Strategies, ICS Opportunities and Integrated Assets generally will not have any knowledge of the specific loans made by such prime brokers. In addition, in the ordinary course of business, Integrated Core Strategies, ICS Opportunities and Integrated Assets (or its prime brokers), may borrow securities to satisfy delivery obligations arising from short sales. Shares lent by Integrated Core Strategies’, ICS Opportunities’ or Integrated Assets’ prime brokers may not be able to be recalled in advance of an applicable record date and thus, such loaned shares may not be able to be voted by Integrated Core Strategies, ICS Opportunities or Integrated Assets.
There are no other contracts, arrangements, understandings or relationships among the Reporting Persons, or between the Reporting Persons and any other person, with respect to the securities of the Issuer.
Item 7. Material to Be Filed as Exhibits.
Exhibit I: Joint Filing Agreement, dated as of April 9, 2015, by and among Integrated Core Strategies (US) LLC, ICS Opportunities, Ltd., Integrated Assets, Ltd., Millennium International Management LP, Millennium International Management GP LLC, Millennium Management LLC and Israel A. Englander.
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: April 9, 2015
INTEGRATED CORE STRATEGIES (US) LLC
By: Integrated Holding Group LP,
its Managing Member
By: Millennium Management LLC,
its General PartnerName: David Nolan
Title: Vice Chairman
ICS OPPORTUNITIES, LTD.
By: Millennium International Management LP,
its Investment ManagerName: David Nolan
Title: Vice Chairman
INTEGRATED ASSETS, LTD.
By: Millennium International Management LP,
its Investment ManagerName: David Nolan
Title: Vice Chairman
MILLENNIUM INTERNATIONAL MANAGEMENT LP
Name: David Nolan
Title: Vice Chairman
MILLENNIUM INTERNATIONAL MANAGEMENT GP LLC
Name: David Nolan
Title: Vice Chairman
MILLENNIUM MANAGEMENT LLC
Name: David Nolan
Title: Vice Chairman
pursuant to Power of Attorney filed with
the SEC on June 6, 2005Israel A. Englander
EXHIBIT I
JOINT FILING AGREEMENT
This will confirm the agreement by and among the undersigned that the Schedule 13D filed with the Securities and Exchange Commission on or about the date hereof with respect to the beneficial ownership of the Common Stock, par value $0.0001 per share, of Auspex Pharmaceuticals, Inc., a Delaware corporation, is being filed and all amendments thereto will be filed, on behalf of each of the persons and entities named below in accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.
Dated: April 9, 2015
INTEGRATED CORE STRATEGIES (US) LLC
By: Integrated Holding Group LP,
its Managing Member
By: Millennium Management LLC,
its General PartnerName: David Nolan
Title: Vice Chairman
ICS OPPORTUNITIES, LTD.
By: Millennium International Management LP,
its Investment ManagerName: David Nolan
Title: Vice Chairman
INTEGRATED ASSETS, LTD.
By: Millennium International Management LP,
its Investment ManagerName: David Nolan
Title: Vice Chairman
MILLENNIUM INTERNATIONAL MANAGEMENT LP
Name: David Nolan
Title: Vice Chairman
MILLENNIUM INTERNATIONAL MANAGEMENT GP LLC
Name: David Nolan
Title: Vice Chairman
MILLENNIUM MANAGEMENT LLC
Name: David Nolan
Title: Vice Chairman
pursuant to Power of Attorney filed with
the SEC on June 6, 2005Israel A. Englander
