Company Lists and Research Summary
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Research Results of Underwater Exchanges
In order to provide our clients with accurate market practices data, Radford maintains a comprehensive database of underwater exchanges executed since 2005. Our researchers use multiple sources of information to populate the database including tender offers and annual statements filed with the US Securities and Exchange Commission as well as news stories and press releases. High-level findings from this research are provided complimentary on Radford's Underwater Option Portal. For more information or to discuss exchange programs in greater detail, please contact us. The market practices outlined here, and their implications for program design, are addressed in our white paper Addressing Underwater Options: Measured Responses to a Contentious Problem.
Contents of Radford Research:
This information was last updated on July 15, 2009. Note, some figures may not sum to 100% due to rounding.
1. Company Profile
General information on researched company industry: revenue, employee size and historic total shareholder return (TSR).

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2. Prevalence of Underwater Exchange Approaches
Percent of companies studied using each of the three primary exchange types.

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3. Option Holder Eligibility
Categories of option holders allowed to participate in the tender offer to exchange underwater options.

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4. Price Floor for Grant Eligibility
Predominant practice is to establish an exercise price floor above which outstanding option awards are eligible to be exchanged. Here we summarize where that floor is established relative to the trading price of the company's stock on the day the offer to exchange commences.

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5. Exchange Ratios
The first chart illustrates the prevalence of one-for-one exchanges vs. offers with ratios greater than one-for-one (i.e., return fewer new shares than the number of underwater options tendered). For plans greater than one-for-one, ratio size statistics are also provided.

The second chart illustrates the number of ratio buckets according to the type of exchange approach used (options-for-options or options-for-stock).

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6. Vesting of New Awards
Summary of vesting requirements attached to the new awards (option-for-option and option-for-stock programs)
Mapped Vesting — transfers the vested position of the underwater award to the new award
Full Vesting Reset — introduces a fresh vesting schedule to the new award based on typical practices (e.g., four years)
Partial Vesting Reset — new award is reset to zero vested at grant, but uses a shorter schedule than is typically used for equity awards (e.g., two years instead of the normal four year requirement).

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7. Program Participation Rates
Participation rates are measured as a percent of total eligible underwater option shares tendered (or turned in for exchange) in the program.
The first chart illustrates participation rates by type of underwater exchange offered.

The second chart illustrates participation rates by a subjective assessment by Radford of the "Employee Friendliness" of a plan from the option holder's perspective. In general, our subjective assessments were made as follows:
"Employee Friendly" — reasonable number of exchange rate tiers, seemingly fair ratios, and new award vesting that recognizes some of the vesting already earned on tendered award (usually mapping or partial reset vesting).
"Non-Employee Friendly" — complex exchange rates (large number of tiers or a unique exchange rate offered for each individual outstanding award), relatively high exchange ratios, onerous vesting restrictions on new awards.

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8. Shareholder Friendliness Tests
The following charts illustrate the pass rates for what Radford defines as "Shareholder Friendly Tests" broken down by the type of exchange offer used. As would be expected, those that have been shareholder approved have more shareholder friendly terms.

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9. List of Companies Studied
| Companies Included in Radford's Underwater Option Exchange Database |
| 2005 Programs |
2006 Programs |
Actel Corporation
Agile Software Corp.
Ariba, Inc.
Cogentech/Anesiva
Gartner
LIN TV
Magma Design Automation
Marsh & McLennan
Monolithic System Technology
Synopsys
Tenet Healthcare
Watchguard Technology
|
Accelrys, Inc.
Advanced Analogic Technologies Inc.
Check Point Software Technologies LTD.
Critical Path, Inc.
Electronic Arts
Entercom
iCAD, Inc.
Internap
Kintera
Maxim Integrated Products
Mercury Computer Systems
Micro Linear
Microvision
Neurocrine
Pixelworks
Strayer Education
Tegal Corporation
Threshold Pharma
Zoran
|
| 2007 Programs |
2008 Programs |
Applied Micro Circuits Corp.
Bluefly, Inc.
Boston Scientific Corp.
Bronco Drilling Company
Catalyst Semiconductor, Inc.
Intraware
LogicVision
Meritage Homes Corporation
Natural Health Trends Corp.
PAR Pharmaceutical Companies, Inc
Photon Dynamics
Rackable Systems
Rockville Financial
Sanmina-Sci Corporation
Smart Video Technologies
Sycamore Networks, Inc.
Sypris Solutions
|
Advanced Analogic Technologies Inc.
Alsius Corp.
Atari, Inc.
AXS-One Inc.
Bioform Medical Inc.
Builders Firstsource, Inc.
Credence Systems Corporation
Cumulus Media Inc.
Echelon Corporation
Endwave
EnerNOC, Inc.
Exar Corporation
GlobalOptions Group, Inc.
Healthways Inc.
Isle of Capri Casinos, Inc.
Ixia
Kopin Corporation
Lattice Semiconductor
Leapfrog Enterprises Inc.
Limelight Networks, Inc.
Magma Design Automation
MannKind Corp.
Marvell Technology Group Ltd.
Maxim Integrated Products
MDC Holdings
Metabasis Threapeutics Inc.
MGM Mirage
On Assignment, Inc.
PDF Solutions
Pharmacopeia, Inc.
Power Integrations Inc.
Quantum Fuel Systems Technologies
Radvision Ltd.
R.H. Donnelley Corp.
Retractable Technologies
Riverbed
Silicon Storage Technology, Inc.
Sirona Dental Systems
Sonic Solutions
Spark Networks, Inc.
Symyx Technologies Inc.
Sypris Solutions
Toll Brothers Inc.
Ubid.Com Holdings
United Therapeutics Corp.
UTStarcom, Inc.
ValueClick, Inc.
Virage Logic Corporation
Vmware, Inc.
Zhone Technologies Inc.
|
| 2009 Programs |
2009 Programs (Continued) |
Advanced Micro Devices
American Reprographics Co.
Antigenics, Inc.
Applied Energetics, Inc.
Aruba Networks, Inc.
Aspect Medical Systems, Inc.
Avid Technology, Inc.
BTU International, Inc.
Cardinal Health
Cascade Microtech, Inc.
CB Richard Ellis Group, Inc.
Cray Inc.
Crocs, Inc.
Crosstex Energy, LP
Cutera, Inc.
Delek US Holdings, Inc.
Digirad Corporation
Domino's Pizza, Inc.
Emulex Corporation
Entercom
Entropic Communications
Exelixis, Inc.
Fairchild Semiconductor International, Inc.
GLU Mobile Inc.
Google Inc.
Hastings Entertainment, Inc.
Hologic, Inc.
Hughes Communications, Inc.
i2 Telecom International Inc.
Ikanos Communications, Inc.
Image Sensing Systems Inc.
Integrated Silicon Solution, Inc.
Intellon Corporation
iRobot Corporation
Isilon Systems, Inc.
|
Lamar Advertising
Liberty Global, Inc.
Liberty Media Corporation
Lime Energy Co.
LIN TV
Luxottica Group SpA
Mellanox Technologies
Mercury Computer Systems
Mindspeed Technologies, Inc.
Motorola, Inc.
NetApp, Inc.
NetSuite, Inc.
NetSuite, Inc.
New York & Company, Inc.
Nice Systems
NightHawk Radiology Holdings Inc.
NVIDIA Corporation
Omniture, Inc.
PLX Technology, Inc.
QAD, Inc.
Red Robin Gourmet Burgers, Inc.
Savvis
Scripps Networks Interactive, Inc.
Sirona Dental Systems
Somaxon Pharmaceuticals, Inc.
Spectrum Pharmaceuticals, Inc.
Starbucks Corporation
Tessera Technologies, Inc.
thinkorswim Group, Inc.
Threshold Pharmaceuticals, Inc.
Unica Corporation
Williams Sonoma Inc.
ZipRealty, Inc.
Zumiez
|
| Companies Awaiting Shareholder Approval |
Annual Meeting Date |
| Igene Biotechnology Inc | 11/3/20081 |
| Broadvision | 4/30/20091 |
| MKS Instruments, Inc. | 5/4/20091 |
| US Auto Parts | 5/5/20091 |
| Pinnacle Entertainment, Inc. | 5/5/20091 |
| Delphi Financial Group, Inc. | 5/5/20091 |
| Dish Network Corp | 5/11/20091 |
| Active Power, Inc. | 5/14/20091 |
| Double-Take Software | 5/14/20091 |
| Silicon Image, Inc. | 5/20/20091 |
| Aware, Inc. | 5/20/20091 |
| Intersections Inc. | 5/20/20091 |
| Caribou Coffee Company | 5/21/20091 |
| Micrel, Inc | 5/21/20091 |
| Cypress Semiconductor Corporation | 5/22/20091 |
| Altigen Communications, Inc. | 5/26/20091 |
| Omni Energy Services Corp | 5/27/20091 |
| Geokinetics Inc. | 5/27/20091 |
| iParty Corporation | 5/27/20091 |
| Ion Geophysical Corporation | 5/27/20091 |
| Polycom, Inc. | 5/27/20091 |
| Nanometrics Incorporated | 5/27/20091 |
| VirtualScopics | 5/28/20091 |
| Rockford Corporation | 5/28/20091 |
| EnergySolutions, Inc. | 5/29/20091 |
| RCN Corporation | 6/2/20091 |
| Orbitz Worldwide, Inc. | 6/2/20091 |
| Cherokee, Inc. | 6/3/20091 |
| Radnet, Inc. | 6/5/20091 |
| Stereotaxis, Inc. | 6/10/20091 |
| Power Medical Interventions, Inc. | 6/10/20091 |
| Infinera Corporation | 6/11/20091 |
| DealerTrack Holdings, Inc. | 6/17/20091 |
| Iridex Corporation | 6/17/20091 |
| Sonus Networks | 6/19/20091 |
| TLC Vision Corporation | 6/19/20091 |
| Electronics for Imaging, Inc. | 6/19/20092 |
| Electronics for Imaging, Inc. | 6/19/20093 |
| VeriFone Holdings, Inc. | 6/23/20091 |
| New Motion, Inc. | 6/25/20091 |
| General Communication, Inc. | 6/29/20091 |
| CytRx Corporation | 7/1/2009 |
| Consumer Portfolio Services | 7/17/20092 |
| Analog Devices, Inc. | 7/20/2009 |
| RF Micro Devices, Inc. | 7/29/20093 |
| Electronic Arts | 7/29/2009 |
| Sigma Designs, Inc. | 7/30/2009 |
| Lakes Entertainment, Inc. | 8/6/2009 |
| Network Equipment Technologies, Inc. | 8/11/2009 |
| MF Global Ltd. | 8/13/2009 |
| Radisys Corporation | 8/18/2009 |
| Datatrak International | 8/26/2009 |
| Leapfrog Enterprises | 8/26/2009 |
| RealNetworks, Inc. | Rescheduled to Later in Year |
| Knight Transportation | Undisclosed |
1 Voting results from the annual meeting have not be publicly filed yet
2 Exchange program for employees only
3 Exchange program for officers only
|
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